Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Mar. 31, 2016 | Apr. 30, 2016 | |
Document And Entity Information [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Mar. 31, 2016 | |
Document Fiscal Year Focus | 2,016 | |
Document Fiscal Period Focus | Q3 | |
Trading Symbol | EPAY | |
Entity Registrant Name | BOTTOMLINE TECHNOLOGIES INC /DE/ | |
Entity Central Index Key | 1,073,349 | |
Current Fiscal Year End Date | --06-30 | |
Entity Filer Category | Large Accelerated Filer | |
Entity Common Stock, Shares Outstanding | 40,925,732 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Mar. 31, 2016 | Jun. 30, 2015 |
Current assets: | ||
Cash and cash equivalents | $ 115,433 | $ 121,163 |
Marketable securities | 33,387 | 23,225 |
Accounts receivable net of allowances for doubtful accounts of $974 at March 31, 2016 and $924 at June 30, 2015 | 61,444 | 65,140 |
Deferred tax assets | 5,474 | 5,388 |
Prepaid expenses and other current assets | 15,607 | 14,325 |
Total current assets | 231,345 | 229,241 |
Property and equipment, net | 58,156 | 47,579 |
Goodwill | 207,613 | 215,360 |
Intangible assets, net | 162,751 | 185,290 |
Other assets | 18,695 | 11,014 |
Total assets | 678,560 | 688,484 |
Current liabilities: | ||
Accounts payable | 12,203 | 11,623 |
Accrued expenses | 23,047 | 24,436 |
Deferred revenue | 74,775 | 70,383 |
Total current liabilities | 110,025 | 106,442 |
Convertible senior notes | 168,512 | 159,760 |
Deferred revenue, non-current | 20,486 | 17,624 |
Deferred income taxes | 31,429 | 35,542 |
Other liabilities | 19,399 | 20,578 |
Total liabilities | $ 349,851 | $ 339,946 |
Stockholders' equity | ||
Preferred Stock, $.001 par value: Authorized shares-4,000; issued and outstanding shares-none | ||
Common Stock, $.001 par value: Authorized shares-100,000; issued shares-41,295 at March 31, 2016 and 40,337 at June 30, 2015; outstanding shares-38,273 at March 31, 2016 and 38,105 at June 30, 2015 | $ 41 | $ 40 |
Additional paid-in-capital | 584,250 | 560,083 |
Accumulated other comprehensive loss | (22,146) | (13,511) |
Treasury stock: 3,022 shares at March 31, 2016 and 2,232 shares at June 30, 2015, at cost | (55,807) | (34,167) |
Accumulated deficit | (177,629) | (163,907) |
Total stockholders' equity | 328,709 | 348,538 |
Total liabilities and stockholders' equity | $ 678,560 | $ 688,484 |
Condensed Consolidated Balance3
Condensed Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Mar. 31, 2016 | Jun. 30, 2015 |
Statement of Financial Position [Abstract] | ||
Accounts receivable, net of allowances for doubtful accounts and returns | $ 974 | $ 924 |
Preferred Stock, $.001 par value | $ 0.001 | $ 0.001 |
Preferred Stock, Authorized shares | 4,000,000 | 4,000,000 |
Preferred Stock, Issued shares | 0 | 0 |
Preferred Stock, Outstanding shares | 0 | 0 |
Common Stock, $.001 par value | $ 0.001 | $ 0.001 |
Common Stock, Authorized shares | 100,000,000 | 100,000,000 |
Common Stock, Issued shares | 41,295,000 | 40,337,000 |
Common Stock, Outstanding shares | 38,273,000 | 38,105,000 |
Treasury stock, shares | 3,022,000 | 2,232,000 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Comprehensive Loss - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Mar. 31, 2016 | Mar. 31, 2015 | Mar. 31, 2016 | Mar. 31, 2015 | |
Revenues: | ||||
Subscriptions and transactions | $ 49,488 | $ 42,926 | $ 144,317 | $ 126,662 |
Software licenses | 5,777 | 5,074 | 15,754 | 16,155 |
Service and maintenance | 29,100 | 32,124 | 89,797 | 97,264 |
Other | 1,868 | 1,827 | 5,294 | 5,438 |
Total revenues | 86,233 | 81,951 | 255,162 | 245,519 |
Cost of revenues: | ||||
Subscriptions and transactions | 22,461 | 19,582 | 64,568 | 58,699 |
Software licenses | 165 | 371 | 741 | 1,138 |
Service and maintenance | 13,276 | 13,675 | 39,545 | 39,647 |
Other | 1,317 | 1,285 | 3,807 | 3,855 |
Total cost of revenues | 37,219 | 34,913 | 108,661 | 103,339 |
Gross profit | 49,014 | 47,038 | 146,501 | 142,180 |
Operating expenses: | ||||
Sales and marketing | 20,419 | 20,248 | 62,854 | 58,995 |
Product development and engineering | 11,934 | 12,716 | 34,959 | 35,427 |
General and administrative | 9,790 | 8,882 | 28,035 | 25,962 |
Amortization of intangible assets | 7,226 | 8,002 | 21,720 | 22,186 |
Total operating expenses | 49,369 | 49,848 | 147,568 | 142,570 |
Loss from operations | (355) | (2,810) | (1,067) | (390) |
Other expense, net | (3,882) | (4,600) | (11,409) | (11,834) |
Loss before income taxes | (4,237) | (7,410) | (12,476) | (12,224) |
Income tax (benefit) provision | (7) | 420 | 1,246 | 836 |
Net loss | $ (4,230) | $ (7,830) | $ (13,722) | $ (13,060) |
Basic and diluted net loss per share: | $ (0.11) | $ (0.21) | $ (0.36) | $ (0.35) |
Shares used in computing basic and diluted net loss per share: | 38,101 | 37,762 | 37,959 | 37,723 |
Other comprehensive loss, net of tax: | ||||
Unrealized gain (loss) on available for sale securities | $ 77 | $ 20 | $ 9 | $ (1) |
Minimum pension liability adjustments | (124) | (12) | 55 | (75) |
Foreign currency translation adjustments | 1,829 | (3,138) | (8,699) | (25,105) |
Other comprehensive income (loss), net of tax: | 1,782 | (3,130) | (8,635) | (25,181) |
Comprehensive loss | $ (2,448) | $ (10,960) | $ (22,357) | $ (38,241) |
Condensed Consolidated Stateme5
Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 9 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Operating activities: | ||
Net loss | $ (13,722) | $ (13,060) |
Adjustments to reconcile net loss to net cash provided by operating activities: | ||
Amortization of intangible assets | 21,720 | 22,186 |
Stock compensation expense | 23,094 | 19,563 |
Depreciation and amortization of property and equipment | 9,789 | 7,731 |
Deferred income tax benefit | (3,335) | (3,691) |
Provision for allowances on accounts receivable | 342 | 185 |
Excess tax benefits associated with stock compensation | (134) | (52) |
Amortization of debt issuance costs | 888 | 888 |
Amortization of debt discount | 8,751 | 8,150 |
Amortization of premium on investments | 226 | 313 |
Loss on disposal of equipment | 2 | 4 |
Write down of fixed assets | 17 | |
Loss on foreign exchange | 77 | 348 |
Changes in operating assets and liabilities: | ||
Accounts receivable | 1,623 | (893) |
Prepaid expenses and other current assets | (1,574) | 329 |
Other assets | (4,370) | 408 |
Accounts payable | 230 | (1,036) |
Accrued expenses | (924) | (1,114) |
Deferred revenue | 9,599 | 9,341 |
Other liabilities | 367 | 1,094 |
Net cash provided by operating activities | 52,666 | 50,694 |
Investing activities: | ||
Acquisition of businesses and assets, net of cash acquired | (1,263) | (68,017) |
Purchase of cost-method investments | (4,010) | |
Purchases of held-to-maturity securities | (105) | (76) |
Proceeds from sales of held-to-maturity securities | 105 | 76 |
Purchase of available-for-sale securities | (20,424) | (10,543) |
Proceeds from sales of available-for-sale securities | 10,036 | 10,097 |
Purchases of property and equipment, net | (20,776) | (15,629) |
Proceeds from disposal of property and equipment | 7 | |
Net cash used in investing activities | (36,430) | (84,092) |
Financing activities: | ||
Repurchase of common stock | (23,938) | (12,612) |
Proceeds from exercise of stock options and employee stock purchase plan | 3,261 | 3,696 |
Excess tax benefits associated with stock compensation | 134 | 52 |
Net cash used in financing activities | (20,543) | (8,864) |
Effect of exchange rate changes on cash | (1,423) | (9,008) |
Decrease in cash and cash equivalents | (5,730) | (51,270) |
Cash and cash equivalents at beginning of period | 121,163 | 167,673 |
Cash and cash equivalents at end of period | $ 115,433 | $ 116,403 |
Basis of Presentation
Basis of Presentation | 9 Months Ended |
Mar. 31, 2016 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Note 1—Basis of Presentation The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by accounting principles generally accepted in the United States for complete financial statements. In the opinion of management, all adjustments (consisting of normal recurring accruals and adjustments) considered necessary for a fair presentation of the interim financial information have been included. Operating results for the three and nine months ended March 31, 2016, are not necessarily indicative of the results that may be expected for any other interim period or for the fiscal year ending June 30, 2016. For further information, refer to the financial statements and footnotes included in the Annual Report on Form 10-K as filed with the Securities and Exchange Commission (SEC) on August 28, 2015. |
Recent Accounting Pronouncement
Recent Accounting Pronouncements | 9 Months Ended |
Mar. 31, 2016 | |
Accounting Changes and Error Corrections [Abstract] | |
Recent Accounting Pronouncements | Note 2—Recent Accounting Pronouncements In May 2014, the Financial Accounting Standards Board (FASB) issued an accounting standard update which provides for new revenue recognition guidance, superseding nearly all existing revenue recognition guidance. The core principle of the new guidance is to recognize revenue when promised goods or services are transferred to customers, in an amount that reflects the consideration the vendor expects to receive for those goods or services. The new standard is expected to require more judgment and estimates within the revenue recognition process than required under existing US GAAP, including identifying performance obligations in the contract, estimating the amount of variable consideration to include in the transaction price and allocating the transaction price to separate performance obligations. The new standard is also expected to significantly increase the financial statement disclosures related to revenue recognition. This standard is currently effective for us in our first quarter of our 2019 fiscal year (July 1, 2018) using one of two methods of adoption: (i) retrospective to each prior reporting period presented, with the option to elect certain practical expedients as defined within the standard; or (ii) retrospective with the cumulative effect of initially applying the standard recognized at the date of initial application inclusive of certain additional disclosures. We are continuing to evaluate the expected impact of this standard on our consolidated financial statements and we have not yet selected a method of adoption. While our assessment of the impact of this standard is not complete, we currently believe that the most significant impact will be in two specific areas: • Under the new standard, the absence of vendor specific objective evidence (VSOE) in certain software license arrangements will no longer result in strict revenue deferral, as instead fair value will be assigned to arrangement elements based on a fair value hierarchy no longer dependent on the presence of VSOE. Absent a change in how we license our products, we believe that this will result in greater up-front recognition of software revenue for certain of our license arrangements. • Under the new standard, certain expenses we incur will require deferral and recognition over the period in which revenue is recognized, subject to certain exceptions. We believe that this will result in the deferral of certain implementation and commission costs associated with our SaaS offerings which would then be recognized as expense over a multi-year period; such costs are expensed directly as incurred today. However, we are unable to quantify the impact of these outcomes at this time, nor can we ensure that our continuing analysis and interpretation of the standard will result in the financial reporting outcomes referred to above. In April 2015, the FASB issued an accounting standard update which requires that debt issuance costs be presented in the balance sheet as a direct reduction to the carrying value of the debt. This standard is effective for us on July 1, 2016 (the first quarter of our 2017 fiscal year) with early application permitted. Upon adoption of this standard, deferred debt issuance costs will be reclassified from non-current assets and shown as a reduction to the debt carrying value in our consolidated balance sheet. Deferred debt issuance costs were approximately $2.0 million at March 31, 2016. The adoption of this standard will be applied retrospectively and will not have an impact on our consolidated statement of comprehensive loss or cash flows. In September 2015, the FASB issued an accounting standard update which requires that measurement-period adjustments related to the accounting for business combinations are to be recorded in the period in which the adjusted amounts are determined. This includes disclosure of any impact on current period earnings of amounts that would have been recorded in previous periods if the accounting had been completed at the acquisition date. Disclosure of the adjustment amount included in current period earnings must be provided by line item or as a separate item on the face of our income statement. The standard is effective for us on July 1, 2016, with early adoption permitted. We elected to adopt this standard as of July 1, 2015; the adoption of the standard did not have a material impact on our consolidated balance sheet, statements of comprehensive loss or cash flows. In November 2015, the FASB issued an accounting standard update which requires that all deferred tax assets and liabilities, along with any related valuation allowance, be classified as noncurrent in the balance sheet. As a result, each separate tax jurisdiction will have one net tax position, either a noncurrent deferred tax asset or a noncurrent deferred tax liability. The standard is effective for us on July 1, 2017 (the first quarter of our 2018 fiscal year) with early adoption permitted and can be applied either prospectively or retrospectively. Upon adoption we anticipate that this will result in a reduction to our current deferred tax assets and an increase to our noncurrent deferred tax assets with no impact on our consolidated statement of comprehensive loss or cash flows. In January 2016, the FASB issued an accounting standard update which requires, among other things, that entities measure equity investments (except those accounted for under the equity method of accounting or those that result in consolidation of the investee) at fair value, with changes in fair value recognized in earnings. Under the standard, entities will no longer be able to recognize unrealized holding gains and losses on equity securities classified today as available for sale as a component of other comprehensive income. For equity investments without readily determinable fair values the cost method of accounting is also eliminated, however subject to certain exceptions, entities will be able to elect to record equity investments without readily determinable fair values at cost, less impairment and plus or minus adjustments for observable price changes, with all such changes recognized in earnings. This new standard does not change the guidance for classifying and measuring investments in debt securities and loans. The standard is effective for us on July 1, 2018 (the first quarter of our 2019 fiscal year). We are currently evaluating the anticipated impact of this standard on our financial statements. In February 2016, the FASB issued an accounting standard update which requires balance sheet recognition of a lease liability and a corresponding right-of-use asset. This standard includes an optional policy election for short-term leases (i.e. leases with a term of 12 months or less that do not include options to purchase the underlying lease assets that the lessee is reasonably certain to exercise) under which a right-of-use asset and lease liability would not be recognized and the short-term lease payments would be expensed on a straight line basis over the term of the lease. The standard also requires new financial statement disclosures. This standard is effective for us on July 1, 2019 (the first quarter of our 2020 fiscal year) with early adoption permitted; adoption is on a modified retrospective basis. We anticipate that upon adoption this standard will have a material impact to our consolidated balance sheet due to the recognition of right-of-use assets and lease liabilities, however we are still evaluating the overall impact of this standard on our financial statements. In March 2016, the FASB issued an accounting standard update intended to simplify several areas of accounting for share-based compensation arrangements, including the income tax impact of excess tax benefits and tax deficiencies, accounting for forfeitures, statutory tax withholding requirements and the presentation of excess tax benefits in the statement of cash flows. This standard is effective for us on July 1, 2017 (the first quarter of our 2018 fiscal year) with early adoption permitted. We are currently evaluating the anticipated impact of this standard on our financial statements. |
Fair Value
Fair Value | 9 Months Ended |
Mar. 31, 2016 | |
Fair Value Disclosures [Abstract] | |
Fair Value | Note 3—Fair Value Fair Values of Assets and Liabilities We measure fair value at 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. In determining fair value, the assumptions that market participants would use in pricing an asset or liability (the inputs) are based on a tiered fair value hierarchy consisting of three levels, as follows: Level 1: Observable inputs such as quoted prices for identical assets or liabilities in active markets. Level 2: Other inputs that are observable directly or indirectly, such as quoted prices for similar instruments in active markets or for similar markets that are not active. Level 3: Unobservable inputs for which there is little or no market data and which require us to develop our own assumptions about how market participants would price the asset or liability. Valuation techniques for assets and liabilities include methodologies such as the market approach, the income approach or the cost approach, and may use unobservable inputs such as projections, estimates and management’s interpretation of current market data. These unobservable inputs are only utilized to the extent that observable inputs are not available or cost-effective to obtain. At March 31, 2016 and June 30, 2015, our assets and liabilities measured at fair value on a recurring basis were as follows: March 31, 2016 June 30, 2015 Fair Value Measurements Fair Value Measurements (in thousands) Level 1 Level 2 Level 3 Total Level 1 Level 2 Level 3 Total Money market funds (cash and cash equivalents) $ 1,875 $ — $ — $ 1,875 $ 2,068 $ — $ — $ 2,068 Available for sale securities Debt US Corporate 9,970 — — 9,970 10,561 — — 10,561 Residential mortgage-backed 10,808 — — 10,808 7,733 — — 7,733 Government - US 12,544 — — 12,544 4,866 — — 4,866 Total available for sale securities $ 33,322 $ — $ — $ 33,322 $ 23,160 $ — $ — $ 23,160 Fair Value of Financial Instruments We have certain financial instruments which consist of cash and cash equivalents, marketable securities, accounts receivable, accounts payable and the convertible senior notes (the Notes) more fully described in Note 10. Fair value information for each of these instruments is as follows: • Cash and cash equivalents, accounts receivable and accounts payable fair value approximates their carrying values, due to the short-term nature of these instruments. • Marketable securities classified as held to maturity are recorded at amortized cost, which at March 31, 2016 and June 30, 2015, approximated fair value. • Marketable securities classified as available for sale are recorded at fair value. Unrealized gains and losses are included as a component of other accumulated comprehensive income/(loss) in shareholders’ equity, net of tax. We use the specific identification method to determine any realized gains or losses from the sale of our marketable securities classified as available for sale. • The carrying value of assets ($1.5 million and $1.8 million) related to deposits we have made to fund future requirements associated with Israeli severance arrangements approximated their fair values at March 31, 2016 and June 30, 2015, respectively. • We have certain other investments accounted for at cost. The carrying value of these investments was $7.4 million and $3.4 million at March 31, 2016 and June 30, 2015, respectively, and they are reported as a component of our other assets. These investments are recorded at cost less any write-downs for other-than-temporary impairment charges. To estimate the fair value of these investments for purposes of assessing impairment, we use available financial information related to the entities including information based on recent or pending third-party equity investments in these entities. • The Notes were recorded at $133.3 million upon issuance, which reflected their principal value less the fair value of the embedded conversion option (Conversion Feature). The carrying value of the Notes, $168.5 million at March 31, 2016, will be accreted, over the remaining term to maturity, to their principal value of $189.8 million. The fair value of the Notes (inclusive of the Conversion Feature) was approximately $214.4 million as of March 31, 2016. We estimated the fair value of the Notes by reference to quoted market prices; however the Notes have only a limited trading volume and as such this fair value estimate is not necessarily the value at which the Notes could be retired or transferred. Marketable Securities The table below presents information regarding our marketable securities by major security type as of March 31, 2016 and June 30, 2015. March 31, 2016 June 30, 2015 Held to Available Total Held to Available Total (in thousands) Marketable securities: Corporate and other debt securities 65 33,322 33,387 65 23,160 23,225 Total marketable securities $ 65 $ 33,322 $ 33,387 $ 65 $ 23,160 $ 23,225 The following table summarizes the estimated fair value of our investments in available for sale marketable securities classified by the contractual maturity date of the securities: March 31, 2016 (in thousands) Due within 1 year $ 19,791 Due in 1 year through 5 years $ 13,531 Total $ 33,322 All of our available for sale marketable securities are included in current assets as we do not have the positive intent to hold these investments until maturity. The following table presents the aggregate fair values and gross unrealized losses for those available for sale investments that were in an unrealized loss position as of March 31, 2016, aggregated by investment category and the length of time that individual securities have been in a continuous loss position: At March 31, 2016 Less than 12 Months Fair Value Unrealized Loss (in thousands) US Corporate $ 4,464 $ 2 Residential mortgage-backed $ 5,791 $ 6 Government—US $ 1,035 $ 1 Total $ 11,290 $ 9 |
Product and Business Acquisitio
Product and Business Acquisitions | 9 Months Ended |
Mar. 31, 2016 | |
Business Combinations [Abstract] | |
Product and Business Acquisitions | Note 4—Product and Business Acquisitions Fiscal 2016 Asset Acquisition and Other Investment During the nine months ended March 31, 2016, we completed an asset acquisition through which we acquired core technology for $1.5 million which is being amortized over a useful life of three years. In December 2015, we made a $3.5 million investment in preferred stock of a privately held, early-stage technology company. We have the ability to exercise significant influence over this company, however we have no ability to exert control. Investments in common stock or in-substance common stock, through which an investor has the ability to exercise significant influence over the operating or financial policies of the investee, are accounted for under the equity method of accounting. In-substance common stock is an investment that has risk and reward characteristics that are substantially similar to an entity’s common stock. The preferred stock underlying our investment is not in-substance common stock as its terms include a substantive liquidation preference not available to common stockholders. Accordingly, we accounted for our investment under the cost method of accounting and it will be subject to periodic review for impairment. Impairment losses, to the extent occurring, would be recorded as an operating expense in the period incurred. Fiscal 2015 Acquisitions During the year ended June 30, 2015, we completed three business acquisitions for aggregate purchase consideration of $70.9 million. Intellinx On January 12, 2015, we acquired all of the outstanding share capital of Intellinx Ltd. (Intellinx), an Israeli corporation for purchase consideration of approximately $66.7 million in cash and 774,000 shares of our common stock. The shares were issued to certain former equity holders of Intellinx who became employees of Bottomline, and have vesting conditions tied to continued employment; as such the shares are compensatory and we will record share-based payment expense over the underlying stock vesting period which ranges from four to five years. The final allocation of the Intellinx acquisition purchase price is as follows: (in thousands) Current assets $ 9,828 Property and equipment 299 Other assets 2,171 Customer related intangible assets 2,273 Core technology 53,669 Other intangible assets 961 Goodwill 11,969 Current liabilities (4,303 ) Other liabilities (10,217 ) Total purchase price $ 66,650 In addition, during fiscal 2015, we completed the acquisition of Arian Software Limited (Arian) and Litco Systems Inc. (Litco). Please refer to our disclosures included in the Annual Report on Form 10-K as filed with the SEC on August 28, 2015. The valuation of acquired intangible assets for our acquisitions as of their respective acquisition dates was estimated by performing projections of discounted cash flow, whereby revenues and costs associated with each intangible asset are estimated to derive expected cash flow which is discounted to present value at discount rates commensurate with perceived risk. The valuation and projection process is inherently subjective and relies on significant unobservable inputs (Level 3 inputs). The valuation assumptions also take into consideration our estimates of contract renewal, technology attrition and revenue projections. |
Net Loss Per Share
Net Loss Per Share | 9 Months Ended |
Mar. 31, 2016 | |
Earnings Per Share [Abstract] | |
Net Loss Per Share | Note 5—Net Loss Per Share The following table sets forth the computation of basic and diluted net loss per share: Three Months Ended Nine Months Ended 2016 2015 2016 2015 (in thousands except per share data) Numerator - basic and diluted: Net loss $ (4,230 ) $ (7,830 ) $ (13,722 ) $ (13,060 ) Denominator: Shares used in computing basic and diluted net loss per share attributable to common stockholders 38,101 37,762 37,959 37,723 Basic and diluted net loss per share attributable to common stockholders $ (0.11 ) $ (0.21 ) $ (0.36 ) $ (0.35 ) For the three and nine months ended March 31, 2016, approximately 3.0 million and 3.1 million shares of unvested restricted stock and stock options, respectively, were excluded from the calculation of diluted earnings per share as their effect on the calculation would have been anti-dilutive. For the three and nine months ended March 31, 2015, approximately 3.3 million and 2.8 million shares of unvested restricted stock and stock options, respectively, were excluded from the calculation of diluted earnings per share as their effect on the calculation would have been anti-dilutive. As more fully discussed in Note 10, in December 2012 we issued the Notes maturing in December 2017. We intend, upon conversion or maturity of the Notes, to satisfy any conversion premium by issuing shares of our common stock. We have also issued warrants for up to 6.3 million shares of our common stock at an exercise price of $40.04 per share. For the quarter ended March 31, 2016, shares potentially issuable upon conversion or maturity of the Notes or upon exercise of the warrants were excluded from our earnings per share calculations as their effect would have been anti-dilutive. |
Operations by Segments and Geog
Operations by Segments and Geographic Areas | 9 Months Ended |
Mar. 31, 2016 | |
Segment Reporting [Abstract] | |
Operations by Segments and Geographic Areas | Note 6—Operations by Segments and Geographic Areas Segment Information Operating segments are the components of our business for which separate financial information is available that is evaluated regularly by the chief operating decision maker in deciding how to allocate resources and in assessing performance. Our chief operating decision maker is our chief executive officer. Our operating segments are generally organized by the type of product or service offered and by geography. Similar operating segments have been aggregated into three reportable segments as follows: Payments and Transactional Documents. Hosted Solutions. Digital Banking. Periodically a sales person in one operating segment will sell products and services that are typically sold within a different operating segment. In such cases, the transaction is generally recorded by the operating segment to which the sales person is assigned. Accordingly, segment results can include the results of transactions that have been allocated to a specific segment based on the contributing sales resources, rather than the nature of the product or service. Conversely, a transaction can be recorded by the operating segment primarily responsible for delivery to the customer, even if the sales person is assigned to a different operating segment. Our chief operating decision maker assesses segment performance based on a variety of factors that normally include segment revenue and a segment measure of profit or loss. Each segment’s measure of profit or loss is on a pre-tax basis and excludes stock compensation expense, acquisition and integration related expenses (including acquisition related contingent consideration), amortization of intangible assets, restructuring related charges, certain pension adjustments, amortization of debt issuance and debt discount costs, global ERP and related system implementation costs and other non-core or non-recurring gains and losses that arise from time to time that are excluded from how we measure our core operations. There are no inter-segment sales; accordingly, the measure of segment revenue and profit or loss reflects only revenues from external customers. The costs of certain corporate level expenses, primarily general and administrative expenses, are allocated to our operating segments based on a percentage of the segment’s revenues. We do not track or assign our assets by operating segment. Segment information for the three and nine months ended March 31, 2016 and 2015 according to the segment descriptions above, is as follows: Three Months Ended Nine Months Ended 2016 2015 2016 2015 (in thousands) Segment revenue: Payments and Transactional Documents $ 34,179 $ 31,154 $ 100,077 $ 94,607 Hosted Solutions 34,281 30,384 103,038 93,411 Digital Banking 17,773 20,413 52,047 57,501 $ 86,233 $ 81,951 $ 255,162 $ 245,519 Segment measure of profit: Payments and Transactional Documents $ 8,985 $ 6,819 $ 24,255 $ 25,788 Hosted Solutions 5,461 2,852 18,317 11,228 Digital Banking 1,512 4,741 4,630 8,429 Total measure of segment profit $ 15,958 $ 14,412 $ 47,202 $ 45,445 A reconciliation of the measure of segment profit to GAAP loss before income taxes is as follows: Three Months Ended Nine Months Ended 2016 2015 2016 2015 (in thousands) Total measure of segment profit $ 15,958 $ 14,412 $ 47,202 $ 45,445 Less: Amortization of intangible assets (7,226 ) (8,002 ) (21,720 ) (22,186 ) Stock-based compensation expense (7,628 ) (7,134 ) (23,094 ) (19,563 ) Acquisition and integration related expenses (305 ) (846 ) (574 ) (2,553 ) Restructuring expenses (48 ) (1,074 ) (922 ) (1,346 ) Minimum pension liability and related adjustments (66 ) (21 ) (140 ) (42 ) Other non-core expense — (145 ) — (145 ) Global ERP system implementation costs (1,040 ) — (1,819 ) — Other expense, net (3,882 ) (4,600 ) (11,409 ) (11,834 ) Loss before income taxes $ (4,237 ) $ (7,410 ) $ (12,476 ) $ (12,224 ) The following depreciation expense amounts are included in the segment measure of profit: Three Months Ended Nine Months Ended 2016 2015 2016 2015 (in thousands) Depreciation expense: Payments and Transactional Documents $ 850 $ 740 $ 2,481 $ 1,988 Hosted Solutions 1,540 1,304 4,429 3,790 Digital Banking 1,074 670 2,879 1,953 Total depreciation expense $ 3,464 $ 2,714 $ 9,789 $ 7,731 Geographic Information We have presented geographic information about our revenues below. This presentation allocates revenue based on the point of sale, not the location of the customer. Accordingly, we derive revenues from geographic locations based on the location of the customer that would vary from the geographic areas listed here; particularly in respect of financial institution customers located in Australia for which the point of sale was North America. Three Months Ended Nine Months Ended 2016 2015 2016 2015 (in thousands) North America $ 49,328 $ 48,465 $ 147,290 $ 142,820 United Kingdom 24,592 22,688 72,226 71,344 Continental Europe 9,728 9,189 28,863 27,775 Asia-Pacific and Middle East 2,585 1,609 6,783 3,580 Total revenues from unaffiliated customers $ 86,233 $ 81,951 $ 255,162 $ 245,519 Long-lived assets, excluding deferred tax assets and other intangible assets, which are based on geographical location, were as follows: At March 31, 2016 At June 30, 2015 (in thousands) Long-lived assets: North America $ 63,280 $ 45,350 United Kingdom 9,370 8,573 Continental Europe 2,106 2,390 Asia-Pacific and Middle East 2,095 2,280 Total long-lived assets $ 76,851 $ 58,593 |
Income Taxes
Income Taxes | 9 Months Ended |
Mar. 31, 2016 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Note 7—Income Taxes The income tax expense we record in any interim period is based on our estimated effective tax rate for the fiscal year for those tax jurisdictions in which we can reliably estimate our effective tax rate. The calculation of our estimated effective tax rate requires an estimate of pre-tax income by tax jurisdiction, as well as total tax expense for the fiscal year. Accordingly, this tax rate is subject to adjustment if, in subsequent interim periods, there are changes to our initial estimates of total tax expense or pre-tax income, including income by jurisdiction. For those tax jurisdictions for which we are unable to reliably estimate an overall effective tax rate, we calculate income tax expense based upon the actual effective tax rate for the year-to-date period. We recorded an income tax benefit of $7,000 and income tax expense of $0.4 million for the three months ended March 31, 2016 and 2015, respectively. The income tax benefit for the three months ended March 31, 2016 was principally due to a tax benefit associated with our Swiss and Israeli operations, offset by tax expense associated with our US and UK operations. Our US operations includes income tax expense for goodwill that is deductible for tax purposes but not amortized for financial reporting purposes. The income tax expense for the three months ended March 31, 2015 was principally due to tax expense associated with our US and UK operations, which was offset in part by a tax benefit associated with our Swiss, Australian and Israeli operations. We recorded income tax expense of $1.2 million and $0.8 million for the nine months ended March 31, 2016 and 2015, respectively. The income tax expense for the nine months ended March 31, 2016 was principally due to tax expense associated with our US and UK operations, which was offset in part by a tax benefit associated with our Swiss and Israeli operations. Our tax expense for the nine months ended March 31, 2016 was offset in part by a discrete tax benefit of approximately $0.2 million from the enactment of legislation that decreased UK income tax rates. The US income tax expense was principally due to an increase in deferred tax liabilities for goodwill that is deductible for tax purposes but not amortized for financial reporting purposes. The income tax expense for the nine months ended March 31, 2015 was principally due to tax expense associated with our US and UK operations, which was offset in part by a tax benefit associated with our Swiss, Australian and Israeli operations and by a discrete tax benefit from the enactment of legislation that retroactively extended the US research and development credit for one year beginning January 1, 2014. We currently anticipate that our unrecognized tax benefits will decrease within the next twelve months by approximately $0.2 million as a result of the expiration of certain statutes of limitations associated with intercompany transactions subject to tax in multiple jurisdictions. We record a deferred tax asset if we believe that it is more likely than not that we will realize a future tax benefit. Ultimate realization of any deferred tax asset is dependent on our ability to generate sufficient future taxable income in the appropriate tax jurisdiction before the expiration of carryforward periods, if any. Our assessment of deferred tax asset recoverability considers many different factors including historical and projected operating results, the reversal of existing deferred tax liabilities that provide a source of future taxable income, the impact of current tax planning strategies and the availability of future tax planning strategies. We establish a valuation allowance against any deferred tax asset for which we are unable to conclude that recoverability is more likely than not. The process of assessing deferred tax asset recoverability is inherently judgmental, and we are required to assess many different factors and evaluate as much objective evidence as we can in reaching an overall conclusion. The particularly sensitive component of our evaluation is our projection of future operating results since this relies heavily on our estimates of future revenue and expense levels by tax jurisdiction. At March 31, 2016 we have recorded a $25.4 million valuation allowance against certain deferred tax assets given the uncertainty of recoverability of these amounts. |
Goodwill and Other Intangible A
Goodwill and Other Intangible Assets | 9 Months Ended |
Mar. 31, 2016 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and Other Intangible Assets | Note 8—Goodwill and Other Intangible Assets The following tables set forth the information for intangible assets subject to amortization and for intangible assets not subject to amortization. As of March 31, 2016 Gross Carrying Accumulated Net Carrying Weighted Average (in thousands) (in years) Amortized intangible assets: Customer related $ 195,431 $ (109,608 ) $ 85,823 9.8 Core technology 131,859 (62,801 ) 69,058 9.6 Other intangible assets 20,628 (12,758 ) 7,870 6.2 Total $ 347,918 $ (185,167 ) $ 162,751 Unamortized intangible assets: Goodwill 207,613 Total intangible assets $ 370,364 As of June 30, 2015 Gross Carrying Accumulated Net Carrying Weighted Average (in thousands) (in years) Amortized intangible assets: Customer related $ 200,957 $ (101,219 ) $ 99,738 10.4 Core technology 131,069 (55,374 ) 75,695 10.2 Other intangible assets 20,790 (10,933 ) 9,857 6.4 Total $ 352,816 $ (167,526 ) $ 185,290 Unamortized intangible assets: Goodwill 215,360 Total intangible assets $ 400,650 Estimated amortization expense for fiscal year 2016 and subsequent fiscal years is as follows: (in thousands) 2016 $ 29,007 2017 24,827 2018 20,876 2019 18,896 2020 16,780 2021 and thereafter 74,085 The following table represents a year-to-date rollforward of our goodwill balances, by reportable segment: Payments and Hosted Digital Total (in thousands) Balance at June 30, 2015 $ 81,619 $ 97,861 $ 35,880 $ 215,360 Purchase accounting adjustments (1,355 ) — — (1,355 ) Impact of foreign currency translation (1,966 ) (4,426 ) — (6,392 ) Balance at March 31, 2016 $ 78,298 $ 93,435 $ 35,880 $ 207,613 Preliminary estimates of fiscal 2017 revenues for our Intellinx reporting unit are below the revenue estimates we made at the time of the acquisition. However, we have not finalized the complete revenue and expense forecasting process or analyzed reporting unit cash flows. During the quarter ending June 30, 2016 we will perform our annual impairment testing for goodwill and intangible assets for all of our reporting units using the most currently available financial projections and estimates. The carrying values of intangible assets and goodwill for the Intellinx reporting unit were $51.2 million and $12.0 million, respectively, at March 31, 2016. If in a future period we were to conclude that these assets were impaired, it would likely result in a material expense. |
Contingencies
Contingencies | 9 Months Ended |
Mar. 31, 2016 | |
Commitments and Contingencies Disclosure [Abstract] | |
Contingencies | Note 9—Contingencies We have agreed to indemnify a customer against costs it may incur as a result of a lawsuit filed against them for alleged patent infringement, related to certain technology licensed from us, that we license and resell from an outside supplier. We have in turn requested—and have received—indemnification from the outside supplier for costs that we may incur in respect of our indemnification obligations to our customer. In January 2016, this customer notified us that they had been served in a second lawsuit, also alleging patent infringement relating to the same underlying technology and the merits of this claim are still being assessed. Bottomline has not been named as a party to either lawsuit and we have certain indemnification limits in place with the affected customer. We do not currently believe that the resolution of this matter will have a material impact on our financial position, operating results or cash flows. We are, from time to time, a party to legal proceedings and claims that arise out of the ordinary course of our business. We are not currently a party to any material legal proceedings. |
Convertible Senior Notes
Convertible Senior Notes | 9 Months Ended |
Mar. 31, 2016 | |
Debt Disclosure [Abstract] | |
Convertible Senior Notes | Note 10—Convertible Senior Notes On December 12, 2012, we issued $189.8 million aggregate principal amount of our 1.50% Convertible Senior Notes maturing on December 1, 2017 (the Notes). Cash interest at a rate of 1.50% per year is payable semi-annually on June 1 and December 1 of each year. The Notes were issued under an indenture dated December 12, 2012, (the “Base Indenture”) by and between us and The Bank of New York Mellon Trust Company, N.A., as Trustee and a First Supplemental Indenture dated December 12, 2012, (the “First Supplemental Indenture”) by and between us and the Trustee (the Base Indenture and the First Supplemental Indenture are collectively referred to as the “Indenture”). There are no financial or operating covenants relating to the Notes. The Notes are senior unsecured obligations of ours and rank senior in right of payment to any future unsecured indebtedness that is expressly subordinated in right of payment to the Notes, and equal in right of payment to any of our existing and future unsecured indebtedness that is not subordinated. The Notes are effectively junior in right of payment to any of our secured indebtedness (to the extent of the value of assets securing such indebtedness) and structurally junior to all existing and future indebtedness and other liabilities, including trade payables, of our subsidiaries. Prior to this offering, neither we nor our subsidiaries had any outstanding indebtedness for borrowed money. The Indenture does not limit the amount of debt that we or our subsidiaries may incur. The Notes are not guaranteed by us or any of our subsidiaries. Holders may convert their Notes at their option, prior to the close of business on the business day immediately preceding June 1, 2017, in multiples of $1,000 principal amount, only under the following circumstances: • during any calendar quarter commencing after the calendar quarter ending on March 31, 2013, (and only during such calendar quarter), if the last reported sale price of our common stock for at least 20 trading days (whether or not consecutive) during a period of 30 consecutive trading days ending on the last trading day of the immediately preceding calendar quarter is greater than or equal to 130% of the conversion price on each applicable trading day; • during the five business day period after any five consecutive trading day period (the “measurement period”) in which the trading price per $1,000 principal amount of the convertible notes for each trading day of the measurement period was less than 98% of the product of the last reported sales price of our common stock and the conversion rate on each trading day; or • upon the occurrence of specified corporate events, including a merger or a sale of all or substantially all of our assets. On or after June 1, 2017, until the close of business on the second scheduled trading day immediately preceding the maturity date of December 1, 2017, holders may convert their Notes, in multiples of $1,000 principal amount, at the option of the holder regardless of the foregoing circumstances. The conversion rate for the Notes is initially 33.3042 shares per $1,000 principal amount of Notes (equivalent to an initial conversion price of approximately $30.03 per share of our common stock). The conversion rate is subject to customary adjustment for certain events as described in the Indenture. The principal balance of the Notes is always required to be settled in cash. However, we are permitted at our election to settle any conversion obligation in excess of the principal portion in cash, shares of our common stock, or a combination of cash and shares of our common stock. We may not redeem the Notes prior to their maturity date. If we undergo a fundamental change, (as described in the Indenture), subject to certain conditions, holders may require us to repurchase for cash all or part of their Notes in principal amounts of $1,000 or an integral multiple thereof. The fundamental change repurchase price will be equal to 100% of the principal amount of the Notes to be repurchased, plus accrued and unpaid interest to, but excluding, the fundamental change repurchase date. The Indenture contains customary events of default with respect to the Notes and provides that upon certain events of default occurring and continuing the Trustee may, and the Trustee at the request of such holders of at least 25% in principal amount of the convertible notes shall, declare 100% of the principal of and accrued and unpaid interest, if any, on the Notes to be due and payable. In case of certain events of bankruptcy, insolvency or reorganization, involving us or a significant subsidiary, 100% of the principal of and accrued and unpaid interest on the Notes will automatically become due and payable. Upon such a declaration of acceleration, such principal and accrued and unpaid interest, if any, will be due and payable immediately. Under limited circumstances, we may be required to pay contingent interest on the Notes as a result of failure to comply with the reporting obligations in the Indenture or failure to file required Securities and Exchange Commission documents and reports. When applicable, the contingent interest payable per $1,000 principal amount is 0.25% per annum over the applicable term as provided under the Indenture. The contingent interest features of the Notes are embedded derivative instruments. The estimated fair value of the contingent interest features of the Notes was zero at issuance and at March 31, 2016, as the likelihood of any liability being incurred under these provisions was deemed remote and, to the extent occurring, the time period during which a contingent interest charge would apply is projected to be short. The carrying amount of the Notes will be accreted to the principal amount over the remaining term to maturity and we will record a corresponding charge to interest expense. The net carrying amount of the convertible notes at March 31, 2016 was as follows: (in thousands) Principal amount $ 189,750 Unamortized discount (21,238 ) Net carrying value $ 168,512 We incurred certain third party costs in connection with our issuance of the Notes, principally related to underwriting and legal fees, which are being amortized to interest expense ratably over the five-year term of the Notes. The following table sets forth total interest expense related to the convertible notes: Three Months Ended March 31, Nine Months Ended March 31, 2016 2015 2016 2015 (in thousands) Contractual interest expense (cash) $ 712 $ 712 $ 2,135 $ 2,135 Amortization of debt discount (non-cash) 2,969 2,765 8,751 8,150 Amortization of debt issue costs (non-cash) 296 296 888 888 $ 3,977 $ 3,773 $ 11,774 $ 11,173 Effective interest rate of the liability component 7.76 % 7.33 % 7.65 % 7.23 % Note Hedges In December 2012, we entered into privately negotiated transactions to purchase hedge instruments (the Note Hedges), covering approximately 6.3 million shares of our common stock. The Note Hedges are subject to anti-dilution provisions substantially similar to those of the Notes, have a strike price that corresponds to the conversion price of the Notes, are exercisable by us upon any conversion under the Notes and expire on December 1, 2017. The Note Hedges are generally expected to reduce the potential dilution to our common stock (or, in the event the Conversion Feature is settled in cash, to reduce our cash payment obligation) in the event that at the time of conversion our stock price exceeds the conversion price under the Notes. The cost of the Note Hedges, $42.3 million, is expected to be tax deductible as an original issue discount over the life of the Notes, as the Notes and the Note Hedges represent an integrated debt instrument for tax purposes. The Note Hedges are transactions that are separate from the terms of the Notes and the Warrants (discussed below) and holders of the Notes and the Warrants have no rights with respect to the Note Hedges. Warrants In December 2012, we received aggregate proceeds of $25.8 million, net of issue costs, from the sale of warrants (the Warrants), for the purchase of up to 6.3 million shares of our common stock, subject to antidilution adjustments, at a strike price of $40.04 per share. The Warrants are exercisable in equal tranches over a period of 150 days beginning on March 1, 2018, and ending on October 18, 2018. The Warrants are transactions that are separate from the terms of the Notes and the Note Hedges, and holders of the Notes and Note Hedges have no rights with respect to the Warrants. |
Derivative Instruments
Derivative Instruments | 9 Months Ended |
Mar. 31, 2016 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Derivative Instruments | Note 11—Derivative Instruments Our derivative instruments for the quarter ended March 31, 2016 consisted of the Note Hedges, Conversion Feature and Warrants as discussed in Note 10. As of March 31, 2016 each of these instruments continued to meet the classification requirements for inclusion within stockholders’ equity and as such they were not subject to fair value re-measurement. We are required, for the remaining term of the Notes, to assess whether we continue to meet the stockholders’ equity classification requirements. If in any future period we failed to satisfy those requirements we would be required to reclassify the derivative instruments out of stockholders’ equity, to either assets or liabilities depending on their nature, and record those instruments at fair value with changes in fair value reflected in earnings. |
Postretirement and Other Employ
Postretirement and Other Employee Benefits | 9 Months Ended |
Mar. 31, 2016 | |
Compensation and Retirement Disclosure [Abstract] | |
Postretirement and Other Employee Benefits | Note 12—Postretirement and Other Employee Benefits Defined Benefit Pension Plan We sponsor a retirement plan for our Swiss-based employees that is governed by local regulatory requirements. This plan includes certain minimum benefit guarantees that, under US GAAP, require defined benefit plan accounting. Net periodic pension costs for the Swiss pension plan include the following components: Three Months Ended March 31, Nine Months Ended March 31, 2016 2015 2016 2015 (in thousands) Components of net periodic cost Service cost $ 562 $ 558 $ 1,703 $ 1,712 Interest cost 119 163 362 501 Prior service credit (22 ) (23 ) (67 ) (70 ) Net actuarial loss 17 — 52 — Expected return on plan assets (198 ) (243 ) (601 ) (746 ) Net periodic cost $ 478 $ 455 $ 1,449 $ 1,397 |
Restructuring Costs
Restructuring Costs | 9 Months Ended |
Mar. 31, 2016 | |
Restructuring and Related Activities [Abstract] | |
Restructuring Costs | Note 13—Restructuring Costs During fiscal year 2016, in response to recent business events, we realigned our workforce and recorded pre-tax restructuring expenses associated with severance related benefits of approximately $0.9 million. Restructuring charges recorded for the three and nine months ended March 31, 2016 were expensed as follows: Three Months Nine Months March 31, 2106 (in thousands) Subscriptions and transactions cost of sales 34 79 Service and maintenance cost of sales — 75 Sales and marketing 15 391 Product development and engineering — 108 General and administrative (1 ) 269 $ 48 $ 922 At March 31, 2016, our remaining liability for severance related benefits was as follows: (in thousands) Accrued severance benefits at June 30, 2015 53 Additions charged to expense in fiscal 2016 922 Payments charged against the accrual (838 ) Accrued severance benefits at March 31, 2016 $ 137 |
Basis of Presentation (Policies
Basis of Presentation (Policies) | 9 Months Ended |
Mar. 31, 2016 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by accounting principles generally accepted in the United States for complete financial statements. In the opinion of management, all adjustments (consisting of normal recurring accruals and adjustments) considered necessary for a fair presentation of the interim financial information have been included. Operating results for the three and nine months ended March 31, 2016, are not necessarily indicative of the results that may be expected for any other interim period or for the fiscal year ending June 30, 2016. For further information, refer to the financial statements and footnotes included in the Annual Report on Form 10-K as filed with the Securities and Exchange Commission (SEC) on August 28, 2015. |
Recent Accounting Pronouncements | Recent Accounting Pronouncements In May 2014, the Financial Accounting Standards Board (FASB) issued an accounting standard update which provides for new revenue recognition guidance, superseding nearly all existing revenue recognition guidance. The core principle of the new guidance is to recognize revenue when promised goods or services are transferred to customers, in an amount that reflects the consideration the vendor expects to receive for those goods or services. The new standard is expected to require more judgment and estimates within the revenue recognition process than required under existing US GAAP, including identifying performance obligations in the contract, estimating the amount of variable consideration to include in the transaction price and allocating the transaction price to separate performance obligations. The new standard is also expected to significantly increase the financial statement disclosures related to revenue recognition. This standard is currently effective for us in our first quarter of our 2019 fiscal year (July 1, 2018) using one of two methods of adoption: (i) retrospective to each prior reporting period presented, with the option to elect certain practical expedients as defined within the standard; or (ii) retrospective with the cumulative effect of initially applying the standard recognized at the date of initial application inclusive of certain additional disclosures. We are continuing to evaluate the expected impact of this standard on our consolidated financial statements and we have not yet selected a method of adoption. While our assessment of the impact of this standard is not complete, we currently believe that the most significant impact will be in two specific areas: • Under the new standard, the absence of vendor specific objective evidence (VSOE) in certain software license arrangements will no longer result in strict revenue deferral, as instead fair value will be assigned to arrangement elements based on a fair value hierarchy no longer dependent on the presence of VSOE. Absent a change in how we license our products, we believe that this will result in greater up-front recognition of software revenue for certain of our license arrangements. • Under the new standard, certain expenses we incur will require deferral and recognition over the period in which revenue is recognized, subject to certain exceptions. We believe that this will result in the deferral of certain implementation and commission costs associated with our SaaS offerings which would then be recognized as expense over a multi-year period; such costs are expensed directly as incurred today. However, we are unable to quantify the impact of these outcomes at this time, nor can we ensure that our continuing analysis and interpretation of the standard will result in the financial reporting outcomes referred to above. In April 2015, the FASB issued an accounting standard update which requires that debt issuance costs be presented in the balance sheet as a direct reduction to the carrying value of the debt. This standard is effective for us on July 1, 2016 (the first quarter of our 2017 fiscal year) with early application permitted. Upon adoption of this standard, deferred debt issuance costs will be reclassified from non-current assets and shown as a reduction to the debt carrying value in our consolidated balance sheet. Deferred debt issuance costs were approximately $2.0 million at March 31, 2016. The adoption of this standard will be applied retrospectively and will not have an impact on our consolidated statement of comprehensive loss or cash flows. In September 2015, the FASB issued an accounting standard update which requires that measurement-period adjustments related to the accounting for business combinations are to be recorded in the period in which the adjusted amounts are determined. This includes disclosure of any impact on current period earnings of amounts that would have been recorded in previous periods if the accounting had been completed at the acquisition date. Disclosure of the adjustment amount included in current period earnings must be provided by line item or as a separate item on the face of our income statement. The standard is effective for us on July 1, 2016, with early adoption permitted. We elected to adopt this standard as of July 1, 2015; the adoption of the standard did not have a material impact on our consolidated balance sheet, statements of comprehensive loss or cash flows. In November 2015, the FASB issued an accounting standard update which requires that all deferred tax assets and liabilities, along with any related valuation allowance, be classified as noncurrent in the balance sheet. As a result, each separate tax jurisdiction will have one net tax position, either a noncurrent deferred tax asset or a noncurrent deferred tax liability. The standard is effective for us on July 1, 2017 (the first quarter of our 2018 fiscal year) with early adoption permitted and can be applied either prospectively or retrospectively. Upon adoption we anticipate that this will result in a reduction to our current deferred tax assets and an increase to our noncurrent deferred tax assets with no impact on our consolidated statement of comprehensive loss or cash flows. In January 2016, the FASB issued an accounting standard update which requires, among other things, that entities measure equity investments (except those accounted for under the equity method of accounting or those that result in consolidation of the investee) at fair value, with changes in fair value recognized in earnings. Under the standard, entities will no longer be able to recognize unrealized holding gains and losses on equity securities classified today as available for sale as a component of other comprehensive income. For equity investments without readily determinable fair values the cost method of accounting is also eliminated, however subject to certain exceptions, entities will be able to elect to record equity investments without readily determinable fair values at cost, less impairment and plus or minus adjustments for observable price changes, with all such changes recognized in earnings. This new standard does not change the guidance for classifying and measuring investments in debt securities and loans. The standard is effective for us on July 1, 2018 (the first quarter of our 2019 fiscal year). We are currently evaluating the anticipated impact of this standard on our financial statements. In February 2016, the FASB issued an accounting standard update which requires balance sheet recognition of a lease liability and a corresponding right-of-use asset. This standard includes an optional policy election for short-term leases (i.e. leases with a term of 12 months or less that do not include options to purchase the underlying lease assets that the lessee is reasonably certain to exercise) under which a right-of-use asset and lease liability would not be recognized and the short-term lease payments would be expensed on a straight line basis over the term of the lease. The standard also requires new financial statement disclosures. This standard is effective for us on July 1, 2019 (the first quarter of our 2020 fiscal year) with early adoption permitted; adoption is on a modified retrospective basis. We anticipate that upon adoption this standard will have a material impact to our consolidated balance sheet due to the recognition of right-of-use assets and lease liabilities, however we are still evaluating the overall impact of this standard on our financial statements. In March 2016, the FASB issued an accounting standard update intended to simplify several areas of accounting for share-based compensation arrangements, including the income tax impact of excess tax benefits and tax deficiencies, accounting for forfeitures, statutory tax withholding requirements and the presentation of excess tax benefits in the statement of cash flows. This standard is effective for us on July 1, 2017 (the first quarter of our 2018 fiscal year) with early adoption permitted. We are currently evaluating the anticipated impact of this standard on our financial statements. |
Fair Value of Financial Instruments | Fair Value of Financial Instruments We have certain financial instruments which consist of cash and cash equivalents, marketable securities, accounts receivable, accounts payable and the convertible senior notes (the Notes) more fully described in Note 10. Fair value information for each of these instruments is as follows: • Cash and cash equivalents, accounts receivable and accounts payable fair value approximates their carrying values, due to the short-term nature of these instruments. • Marketable securities classified as held to maturity are recorded at amortized cost, which at March 31, 2016 and June 30, 2015, approximated fair value. • Marketable securities classified as available for sale are recorded at fair value. Unrealized gains and losses are included as a component of other accumulated comprehensive income/(loss) in shareholders’ equity, net of tax. We use the specific identification method to determine any realized gains or losses from the sale of our marketable securities classified as available for sale. • The carrying value of assets ($1.5 million and $1.8 million) related to deposits we have made to fund future requirements associated with Israeli severance arrangements approximated their fair values at March 31, 2016 and June 30, 2015, respectively. • We have certain other investments accounted for at cost. The carrying value of these investments was $7.4 million and $3.4 million at March 31, 2016 and June 30, 2015, respectively, and they are reported as a component of our other assets. These investments are recorded at cost less any write-downs for other-than-temporary impairment charges. To estimate the fair value of these investments for purposes of assessing impairment, we use available financial information related to the entities including information based on recent or pending third-party equity investments in these entities. • The Notes were recorded at $133.3 million upon issuance, which reflected their principal value less the fair value of the embedded conversion option (Conversion Feature). The carrying value of the Notes, $168.5 million at March 31, 2016, will be accreted, over the remaining term to maturity, to their principal value of $189.8 million. The fair value of the Notes (inclusive of the Conversion Feature) was approximately $214.4 million as of March 31, 2016. We estimated the fair value of the Notes by reference to quoted market prices; however the Notes have only a limited trading volume and as such this fair value estimate is not necessarily the value at which the Notes could be retired or transferred. |
Fair Value (Tables)
Fair Value (Tables) | 9 Months Ended |
Mar. 31, 2016 | |
Fair Value Disclosures [Abstract] | |
Schedule of Assets and Liabilities Measured at Fair Value on Recurring Basis | At March 31, 2016 and June 30, 2015, our assets and liabilities measured at fair value on a recurring basis were as follows: March 31, 2016 June 30, 2015 Fair Value Measurements Fair Value Measurements (in thousands) Level 1 Level 2 Level 3 Total Level 1 Level 2 Level 3 Total Money market funds (cash and cash equivalents) $ 1,875 $ — $ — $ 1,875 $ 2,068 $ — $ — $ 2,068 Available for sale securities Debt US Corporate 9,970 — — 9,970 10,561 — — 10,561 Residential mortgage-backed 10,808 — — 10,808 7,733 — — 7,733 Government - US 12,544 — — 12,544 4,866 — — 4,866 Total available for sale securities $ 33,322 $ — $ — $ 33,322 $ 23,160 $ — $ — $ 23,160 |
Marketable Securities by Major Security Type | The table below presents information regarding our marketable securities by major security type as of March 31, 2016 and June 30, 2015. March 31, 2016 June 30, 2015 Held to Available Total Held to Available Total (in thousands) Marketable securities: Corporate and other debt securities 65 33,322 33,387 65 23,160 23,225 Total marketable securities $ 65 $ 33,322 $ 33,387 $ 65 $ 23,160 $ 23,225 |
Estimated Fair Value of Our Investments in Available for Sale Marketable Securities Classified | The following table summarizes the estimated fair value of our investments in available for sale marketable securities classified by the contractual maturity date of the securities: March 31, 2016 (in thousands) Due within 1 year $ 19,791 Due in 1 year through 5 years $ 13,531 Total $ 33,322 |
Summary of Gross Unrealized Losses and Fair Values of Available for Sale Investments | The following table presents the aggregate fair values and gross unrealized losses for those available for sale investments that were in an unrealized loss position as of March 31, 2016, aggregated by investment category and the length of time that individual securities have been in a continuous loss position: At March 31, 2016 Less than 12 Months Fair Value Unrealized Loss (in thousands) US Corporate $ 4,464 $ 2 Residential mortgage-backed $ 5,791 $ 6 Government—US $ 1,035 $ 1 Total $ 11,290 $ 9 |
Product and Business Acquisit21
Product and Business Acquisitions (Tables) | 9 Months Ended |
Mar. 31, 2016 | |
Intellinx [Member] | |
Allocation of Purchase Price | The final allocation of the Intellinx acquisition purchase price is as follows: (in thousands) Current assets $ 9,828 Property and equipment 299 Other assets 2,171 Customer related intangible assets 2,273 Core technology 53,669 Other intangible assets 961 Goodwill 11,969 Current liabilities (4,303 ) Other liabilities (10,217 ) Total purchase price $ 66,650 |
Net Loss Per Share (Tables)
Net Loss Per Share (Tables) | 9 Months Ended |
Mar. 31, 2016 | |
Earnings Per Share [Abstract] | |
Schedule of Computation of Basic and Diluted Net Loss Per Share | The following table sets forth the computation of basic and diluted net loss per share: Three Months Ended Nine Months Ended 2016 2015 2016 2015 (in thousands except per share data) Numerator - basic and diluted: Net loss $ (4,230 ) $ (7,830 ) $ (13,722 ) $ (13,060 ) Denominator: Shares used in computing basic and diluted net loss per share attributable to common stockholders 38,101 37,762 37,959 37,723 Basic and diluted net loss per share attributable to common stockholders $ (0.11 ) $ (0.21 ) $ (0.36 ) $ (0.35 ) |
Operations by Segments and Ge23
Operations by Segments and Geographic Areas (Tables) | 9 Months Ended |
Mar. 31, 2016 | |
Segment Reporting [Abstract] | |
Schedule of Segment Reporting Information | Segment information for the three and nine months ended March 31, 2016 and 2015 according to the segment descriptions above, is as follows: Three Months Ended Nine Months Ended 2016 2015 2016 2015 (in thousands) Segment revenue: Payments and Transactional Documents $ 34,179 $ 31,154 $ 100,077 $ 94,607 Hosted Solutions 34,281 30,384 103,038 93,411 Digital Banking 17,773 20,413 52,047 57,501 $ 86,233 $ 81,951 $ 255,162 $ 245,519 Segment measure of profit: Payments and Transactional Documents $ 8,985 $ 6,819 $ 24,255 $ 25,788 Hosted Solutions 5,461 2,852 18,317 11,228 Digital Banking 1,512 4,741 4,630 8,429 Total measure of segment profit $ 15,958 $ 14,412 $ 47,202 $ 45,445 |
Reconciliation of Measure of Segment Profit to GAAP Loss Before Income Taxes | A reconciliation of the measure of segment profit to GAAP loss before income taxes is as follows: Three Months Ended Nine Months Ended 2016 2015 2016 2015 (in thousands) Total measure of segment profit $ 15,958 $ 14,412 $ 47,202 $ 45,445 Less: Amortization of intangible assets (7,226 ) (8,002 ) (21,720 ) (22,186 ) Stock-based compensation expense (7,628 ) (7,134 ) (23,094 ) (19,563 ) Acquisition and integration related expenses (305 ) (846 ) (574 ) (2,553 ) Restructuring expenses (48 ) (1,074 ) (922 ) (1,346 ) Minimum pension liability and related adjustments (66 ) (21 ) (140 ) (42 ) Other non-core expense — (145 ) — (145 ) Global ERP system implementation costs (1,040 ) — (1,819 ) — Other expense, net (3,882 ) (4,600 ) (11,409 ) (11,834 ) Loss before income taxes $ (4,237 ) $ (7,410 ) $ (12,476 ) $ (12,224 ) |
Schedule of Segment Depreciation Expense Included in Segment Measure of Profit | The following depreciation expense amounts are included in the segment measure of profit: Three Months Ended Nine Months Ended 2016 2015 2016 2015 (in thousands) Depreciation expense: Payments and Transactional Documents $ 850 $ 740 $ 2,481 $ 1,988 Hosted Solutions 1,540 1,304 4,429 3,790 Digital Banking 1,074 670 2,879 1,953 Total depreciation expense $ 3,464 $ 2,714 $ 9,789 $ 7,731 |
Schedule of Revenue Based on Point of Sale | We have presented geographic information about our revenues below. This presentation allocates revenue based on the point of sale, not the location of the customer. Accordingly, we derive revenues from geographic locations based on the location of the customer that would vary from the geographic areas listed here; particularly in respect of financial institution customers located in Australia for which the point of sale was North America. Three Months Ended Nine Months Ended 2016 2015 2016 2015 (in thousands) North America $ 49,328 $ 48,465 $ 147,290 $ 142,820 United Kingdom 24,592 22,688 72,226 71,344 Continental Europe 9,728 9,189 28,863 27,775 Asia-Pacific and Middle East 2,585 1,609 6,783 3,580 Total revenues from unaffiliated customers $ 86,233 $ 81,951 $ 255,162 $ 245,519 |
Schedule of Long-Lived Assets, Excluding Deferred Tax Assets and Other Intangible Assets, Based on Geographic Designation | Long-lived assets, excluding deferred tax assets and other intangible assets, which are based on geographical location, were as follows: At March 31, 2016 At June 30, 2015 (in thousands) Long-lived assets: North America $ 63,280 $ 45,350 United Kingdom 9,370 8,573 Continental Europe 2,106 2,390 Asia-Pacific and Middle East 2,095 2,280 Total long-lived assets $ 76,851 $ 58,593 |
Goodwill and Other Intangible24
Goodwill and Other Intangible Assets (Tables) | 9 Months Ended |
Mar. 31, 2016 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Intangible Assets Subject to Amortization and for Intangible Assets Not Subject to Amortization | The following tables set forth the information for intangible assets subject to amortization and for intangible assets not subject to amortization. As of March 31, 2016 Gross Carrying Accumulated Net Carrying Weighted Average (in thousands) (in years) Amortized intangible assets: Customer related $ 195,431 $ (109,608 ) $ 85,823 9.8 Core technology 131,859 (62,801 ) 69,058 9.6 Other intangible assets 20,628 (12,758 ) 7,870 6.2 Total $ 347,918 $ (185,167 ) $ 162,751 Unamortized intangible assets: Goodwill 207,613 Total intangible assets $ 370,364 As of June 30, 2015 Gross Carrying Accumulated Net Carrying Weighted Average (in thousands) (in years) Amortized intangible assets: Customer related $ 200,957 $ (101,219 ) $ 99,738 10.4 Core technology 131,069 (55,374 ) 75,695 10.2 Other intangible assets 20,790 (10,933 ) 9,857 6.4 Total $ 352,816 $ (167,526 ) $ 185,290 Unamortized intangible assets: Goodwill 215,360 Total intangible assets $ 400,650 |
Schedule of Estimated Amortization Expense | Estimated amortization expense for fiscal year 2016 and subsequent fiscal years is as follows: (in thousands) 2016 $ 29,007 2017 24,827 2018 20,876 2019 18,896 2020 16,780 2021 and thereafter 74,085 |
Schedule of Rollforward of Goodwill Balances, by Reportable Segment | The following table represents a year-to-date rollforward of our goodwill balances, by reportable segment: Payments and Hosted Digital Total (in thousands) Balance at June 30, 2015 $ 81,619 $ 97,861 $ 35,880 $ 215,360 Purchase accounting adjustments (1,355 ) — — (1,355 ) Impact of foreign currency translation (1,966 ) (4,426 ) — (6,392 ) Balance at March 31, 2016 $ 78,298 $ 93,435 $ 35,880 $ 207,613 |
Convertible Senior Notes (Table
Convertible Senior Notes (Tables) | 9 Months Ended |
Mar. 31, 2016 | |
Debt Disclosure [Abstract] | |
Net Carrying Amount of Convertible Notes | The net carrying amount of the convertible notes at March 31, 2016 was as follows: (in thousands) Principal amount $ 189,750 Unamortized discount (21,238 ) Net carrying value $ 168,512 |
Total Interest Expense Related to Convertible Notes | The following table sets forth total interest expense related to the convertible notes: Three Months Ended March 31, Nine Months Ended March 31, 2016 2015 2016 2015 (in thousands) Contractual interest expense (cash) $ 712 $ 712 $ 2,135 $ 2,135 Amortization of debt discount (non-cash) 2,969 2,765 8,751 8,150 Amortization of debt issue costs (non-cash) 296 296 888 888 $ 3,977 $ 3,773 $ 11,774 $ 11,173 Effective interest rate of the liability component 7.76 % 7.33 % 7.65 % 7.23 % |
Postretirement and Other Empl26
Postretirement and Other Employee Benefits (Tables) | 9 Months Ended |
Mar. 31, 2016 | |
Compensation and Retirement Disclosure [Abstract] | |
Components of Net Periodic Pension Costs for the Swiss Pension Plan | Net periodic pension costs for the Swiss pension plan include the following components: Three Months Ended March 31, Nine Months Ended March 31, 2016 2015 2016 2015 (in thousands) Components of net periodic cost Service cost $ 562 $ 558 $ 1,703 $ 1,712 Interest cost 119 163 362 501 Prior service credit (22 ) (23 ) (67 ) (70 ) Net actuarial loss 17 — 52 — Expected return on plan assets (198 ) (243 ) (601 ) (746 ) Net periodic cost $ 478 $ 455 $ 1,449 $ 1,397 |
Restructuring Costs (Tables)
Restructuring Costs (Tables) | 9 Months Ended |
Mar. 31, 2016 | |
Restructuring and Related Activities [Abstract] | |
Schedule of Restructuring Charges | Restructuring charges recorded for the three and nine months ended March 31, 2016 were expensed as follows: Three Months Nine Months March 31, 2106 (in thousands) Subscriptions and transactions cost of sales 34 79 Service and maintenance cost of sales — 75 Sales and marketing 15 391 Product development and engineering — 108 General and administrative (1 ) 269 $ 48 $ 922 |
Schedule of Remaining Liability for Severance Related Benefits | At March 31, 2016, our remaining liability for severance related benefits was as follows: (in thousands) Accrued severance benefits at June 30, 2015 53 Additions charged to expense in fiscal 2016 922 Payments charged against the accrual (838 ) Accrued severance benefits at March 31, 2016 $ 137 |
Recent Accounting Pronounceme28
Recent Accounting Pronouncements - Additional Information (Detail) $ in Millions | Mar. 31, 2016USD ($) |
Accounting Policies [Abstract] | |
Deferred debt issuance cost | $ 2 |
Fair Value - Schedule of Assets
Fair Value - Schedule of Assets and Liabilities Measured at Fair Value on Recurring Basis (Detail) - Recurring [Member] - USD ($) $ in Thousands | Mar. 31, 2016 | Jun. 30, 2015 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Money market funds (cash and cash equivalents) | $ 1,875 | $ 2,068 |
Total available for debt sale securities | 33,322 | 23,160 |
US Corporate [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total available for debt sale securities | 9,970 | 10,561 |
Residential Mortgage-Backed [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total available for debt sale securities | 10,808 | 7,733 |
Government - US [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total available for debt sale securities | 12,544 | 4,866 |
Level 1 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Money market funds (cash and cash equivalents) | 1,875 | 2,068 |
Total available for debt sale securities | 33,322 | 23,160 |
Level 1 [Member] | US Corporate [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total available for debt sale securities | 9,970 | 10,561 |
Level 1 [Member] | Residential Mortgage-Backed [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total available for debt sale securities | 10,808 | 7,733 |
Level 1 [Member] | Government - US [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total available for debt sale securities | $ 12,544 | $ 4,866 |
Fair Value - Additional Informa
Fair Value - Additional Information (Detail) - USD ($) $ in Thousands | Mar. 31, 2016 | Jun. 30, 2015 | Dec. 12, 2012 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Carrying value of other investments | $ 7,400 | $ 3,400 | |
Issuance of convertible notes | $ 133,300 | ||
Carrying value of convertible senior notes | 168,512 | 159,760 | |
Estimated fair value of convertible debt | 214,400 | ||
Israeli Severance Arrangements [Member] | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Carrying value of assets related to deposits | 1,500 | $ 1,800 | |
1.50% Convertible Senior Notes Maturing on December 1, 2017 [Member] | Convertible Senior Notes [Member] | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Convertible senior notes issued | $ 189,750 | $ 189,800 |
Fair Value - Marketable Securit
Fair Value - Marketable Securities by Major Security Type (Detail) - USD ($) $ in Thousands | Mar. 31, 2016 | Jun. 30, 2015 |
Marketable Securities [Line Items] | ||
Held to Maturity | $ 65 | $ 65 |
Available for Sale | 33,322 | 23,160 |
Total | 33,387 | 23,225 |
Corporate and Other Debt Securities [Member] | ||
Marketable Securities [Line Items] | ||
Held to Maturity | 65 | 65 |
Available for Sale | 33,322 | 23,160 |
Total | $ 33,387 | $ 23,225 |
Fair Value - Estimated Fair Val
Fair Value - Estimated Fair Value of Our Investments in Available for Sale Marketable Securities Classified (Detail) - USD ($) $ in Thousands | Mar. 31, 2016 | Jun. 30, 2015 |
Fair Value Disclosures [Abstract] | ||
Due within 1 year | $ 19,791 | |
Due in 1 year through 5 years | 13,531 | |
Total | $ 33,322 | $ 23,160 |
Fair Value - Summary of Gross U
Fair Value - Summary of Gross Unrealized Losses and Fair Values of Available for Sale Investments (Detail) $ in Thousands | Mar. 31, 2016USD ($) |
Schedule of Available-for-sale Securities [Line Items] | |
Less than 12 Months, Unrealized Loss | $ 9 |
Less than 12 Months, Fair Value | 11,290 |
US Corporate [Member] | |
Schedule of Available-for-sale Securities [Line Items] | |
Less than 12 Months, Unrealized Loss | 2 |
Less than 12 Months, Fair Value | 4,464 |
Residential Mortgage-Backed [Member] | |
Schedule of Available-for-sale Securities [Line Items] | |
Less than 12 Months, Unrealized Loss | 6 |
Less than 12 Months, Fair Value | 5,791 |
Government - US [Member] | |
Schedule of Available-for-sale Securities [Line Items] | |
Less than 12 Months, Unrealized Loss | 1 |
Less than 12 Months, Fair Value | $ 1,035 |
Product and Business Acquisit34
Product and Business Acquisitions - Additional Information (Detail) $ in Thousands | Jan. 12, 2015USD ($)shares | Mar. 31, 2016USD ($) | Dec. 31, 2015USD ($) | Jun. 30, 2015USD ($)Entity |
Business Acquisition [Line Items] | ||||
Business acquisition, identifiable intangible assets | $ 1,500 | |||
Intangible asset amortized estimated useful life | 3 years | |||
Number of business acquisitions | Entity | 3 | |||
Business acquisitions aggregate purchase consideration | $ 70,900 | |||
Preferred Stock [Member] | ||||
Business Acquisition [Line Items] | ||||
Investment in technology based company | $ 3,500 | |||
Intellinx [Member] | ||||
Business Acquisition [Line Items] | ||||
Business acquisitions aggregate purchase consideration | $ 66,650 | |||
Aggregate purchase consideration | $ 66,700 | |||
Share issued as consideration | shares | 774,000 | |||
Intellinx [Member] | Minimum [Member] | ||||
Business Acquisition [Line Items] | ||||
Stock vesting period | 4 years | |||
Intellinx [Member] | Maximum [Member] | ||||
Business Acquisition [Line Items] | ||||
Stock vesting period | 5 years |
Product and Business Acquisit35
Product and Business Acquisitions - Allocation of Purchase Price (Detail) - USD ($) $ in Thousands | Mar. 31, 2016 | Jun. 30, 2015 |
Business Acquisition [Line Items] | ||
Intangible assets | $ 1,500 | |
Goodwill | 207,613 | $ 215,360 |
Total purchase price | $ 70,900 | |
Intellinx [Member] | ||
Business Acquisition [Line Items] | ||
Current assets | 9,828 | |
Property and equipment | 299 | |
Other assets | 2,171 | |
Goodwill | 11,969 | |
Current liabilities | (4,303) | |
Other liabilities | (10,217) | |
Total purchase price | 66,650 | |
Intellinx [Member] | Customer Related Intangible Assets [Member] | ||
Business Acquisition [Line Items] | ||
Intangible assets | 2,273 | |
Intellinx [Member] | Core Technology [Member] | ||
Business Acquisition [Line Items] | ||
Intangible assets | 53,669 | |
Intellinx [Member] | Other Intangible Assets [Member] | ||
Business Acquisition [Line Items] | ||
Intangible assets | $ 961 |
Net Loss Per Share - Schedule o
Net Loss Per Share - Schedule of Computation of Basic and Diluted Net Loss Per Share (Detail) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Mar. 31, 2016 | Mar. 31, 2015 | Mar. 31, 2016 | Mar. 31, 2015 | |
Numerator-basic and diluted: | ||||
Net loss | $ (4,230) | $ (7,830) | $ (13,722) | $ (13,060) |
Denominator: | ||||
Shares used in computing basic and diluted net loss per share attributable to common stockholders | 38,101 | 37,762 | 37,959 | 37,723 |
Basic and diluted net loss per share attributable to common stockholders | $ (0.11) | $ (0.21) | $ (0.36) | $ (0.35) |
Net Loss Per Share - Additional
Net Loss Per Share - Additional Information (Detail) - $ / shares | 3 Months Ended | 9 Months Ended | ||
Mar. 31, 2016 | Mar. 31, 2015 | Mar. 31, 2016 | Mar. 31, 2015 | |
Earnings Per Share [Abstract] | ||||
Anti-dilutive securities excluded from calculation of diluted earnings per share | 3,000,000 | 3,300,000 | 3,100,000 | 2,800,000 |
Number of shares purchased through issue of warrants | 6,300,000 | 6,300,000 | ||
Common stock exercise price | $ 40.04 | $ 40.04 |
Operations by Segments and Ge38
Operations by Segments and Geographic Areas - Additional Information (Detail) | 9 Months Ended |
Mar. 31, 2016Segment | |
Segment Reporting [Abstract] | |
Number of reportable segments | 3 |
Operations by Segments and Ge39
Operations by Segments and Geographic Areas - Schedule of Segment Reporting Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Mar. 31, 2016 | Mar. 31, 2015 | Mar. 31, 2016 | Mar. 31, 2015 | |
Segment revenue: | ||||
Segment revenue | $ 86,233 | $ 81,951 | $ 255,162 | $ 245,519 |
Segment measure of profit: | ||||
Total measure of segment profit | 15,958 | 14,412 | 47,202 | 45,445 |
Payments and Transactional Documents [Member] | ||||
Segment revenue: | ||||
Segment revenue | 34,179 | 31,154 | 100,077 | 94,607 |
Segment measure of profit: | ||||
Total measure of segment profit | 8,985 | 6,819 | 24,255 | 25,788 |
Hosted Solutions [Member] | ||||
Segment revenue: | ||||
Segment revenue | 34,281 | 30,384 | 103,038 | 93,411 |
Segment measure of profit: | ||||
Total measure of segment profit | 5,461 | 2,852 | 18,317 | 11,228 |
Digital Banking [Member] | ||||
Segment revenue: | ||||
Segment revenue | 17,773 | 20,413 | 52,047 | 57,501 |
Segment measure of profit: | ||||
Total measure of segment profit | $ 1,512 | $ 4,741 | $ 4,630 | $ 8,429 |
Operations by Segments and Ge40
Operations by Segments and Geographic Areas - Reconciliation of Measure of Segment Profit to GAAP Loss Before Income Taxes (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Mar. 31, 2016 | Mar. 31, 2015 | Mar. 31, 2016 | Mar. 31, 2015 | |
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items] | ||||
Total measure of segment profit | $ 15,958 | $ 14,412 | $ 47,202 | $ 45,445 |
Less: | ||||
Amortization of intangible assets | (7,226) | (8,002) | (21,720) | (22,186) |
Stock-based compensation expense | (23,094) | (19,563) | ||
Restructuring expenses | (48) | (922) | ||
Other expense, net | (3,882) | (4,600) | (11,409) | (11,834) |
Loss before income taxes | (4,237) | (7,410) | (12,476) | (12,224) |
Operating Segments [Member] | ||||
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items] | ||||
Total measure of segment profit | 15,958 | 14,412 | 47,202 | 45,445 |
Segment Reconciling Items [Member] | ||||
Less: | ||||
Amortization of intangible assets | (7,226) | (8,002) | (21,720) | (22,186) |
Stock-based compensation expense | (7,628) | (7,134) | (23,094) | (19,563) |
Acquisition and integration related expenses | (305) | (846) | (574) | (2,553) |
Restructuring expenses | (48) | (1,074) | (922) | (1,346) |
Minimum pension liability and related adjustments | (66) | (21) | (140) | (42) |
Other non-core expense | (145) | (145) | ||
Global ERP system implementation costs | (1,040) | (1,819) | ||
Other expense, net | $ (3,882) | $ (4,600) | $ (11,409) | $ (11,834) |
Operations by Segments and Ge41
Operations by Segments and Geographic Areas - Schedule of Segment Depreciation Expense Included in Segment Measure of Profit (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Mar. 31, 2016 | Mar. 31, 2015 | Mar. 31, 2016 | Mar. 31, 2015 | |
Depreciation expense: | ||||
Depreciation expense | $ 3,464 | $ 2,714 | $ 9,789 | $ 7,731 |
Payments and Transactional Documents [Member] | ||||
Depreciation expense: | ||||
Depreciation expense | 850 | 740 | 2,481 | 1,988 |
Hosted Solutions [Member] | ||||
Depreciation expense: | ||||
Depreciation expense | 1,540 | 1,304 | 4,429 | 3,790 |
Digital Banking [Member] | ||||
Depreciation expense: | ||||
Depreciation expense | $ 1,074 | $ 670 | $ 2,879 | $ 1,953 |
Operations by Segments and Ge42
Operations by Segments and Geographic Areas - Schedule of Revenue Based on Point of Sale (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Mar. 31, 2016 | Mar. 31, 2015 | Mar. 31, 2016 | Mar. 31, 2015 | |
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||
Revenues from unaffiliated customers | $ 86,233 | $ 81,951 | $ 255,162 | $ 245,519 |
North America [Member] | ||||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||
Revenues from unaffiliated customers | 49,328 | 48,465 | 147,290 | 142,820 |
United Kingdom [Member] | ||||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||
Revenues from unaffiliated customers | 24,592 | 22,688 | 72,226 | 71,344 |
Continental Europe [Member] | ||||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||
Revenues from unaffiliated customers | 9,728 | 9,189 | 28,863 | 27,775 |
Asia-Pacific and Middle East [Member] | ||||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||
Revenues from unaffiliated customers | $ 2,585 | $ 1,609 | $ 6,783 | $ 3,580 |
Operations by Segments and Ge43
Operations by Segments and Geographic Areas - Schedule of Long-Lived Assets, Excluding Deferred Tax Assets and Other Intangible Assets, Based on Geographic Designation (Detail) - USD ($) $ in Thousands | Mar. 31, 2016 | Jun. 30, 2015 |
Long-lived assets | ||
Long-lived assets | $ 76,851 | $ 58,593 |
North America [Member] | ||
Long-lived assets | ||
Long-lived assets | 63,280 | 45,350 |
United Kingdom [Member] | ||
Long-lived assets | ||
Long-lived assets | 9,370 | 8,573 |
Continental Europe [Member] | ||
Long-lived assets | ||
Long-lived assets | 2,106 | 2,390 |
Asia-Pacific and Middle East [Member] | ||
Long-lived assets | ||
Long-lived assets | $ 2,095 | $ 2,280 |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Mar. 31, 2016 | Mar. 31, 2015 | Mar. 31, 2016 | Mar. 31, 2015 | |
Income Tax Disclosure [Abstract] | ||||
Income tax (benefit) expense | $ (7) | $ 420 | $ 1,246 | $ 836 |
Discrete income tax benefit | 200 | |||
Unrecognized tax benefits decrease as a result of the expiration of certain statutes | 200 | |||
Valuation allowance against certain deferred tax assets | $ 25,400 | $ 25,400 |
Goodwill and Other Intangible45
Goodwill and Other Intangible Assets - Schedule of Intangible Assets Subject to Amortization and for Intangible Assets Not Subject to Amortization (Detail) - USD ($) $ in Thousands | 9 Months Ended | 12 Months Ended |
Mar. 31, 2016 | Jun. 30, 2015 | |
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | $ 347,918 | $ 352,816 |
Accumulated Amortization | (185,167) | (167,526) |
Net Carrying Value | 162,751 | 185,290 |
Goodwill | 207,613 | 215,360 |
Total intangible assets | 370,364 | 400,650 |
Customer Related [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 195,431 | 200,957 |
Accumulated Amortization | (109,608) | (101,219) |
Net Carrying Value | $ 85,823 | $ 99,738 |
Weighted Average Remaining Life | 9 years 9 months 18 days | 10 years 4 months 24 days |
Core Technology [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | $ 131,859 | $ 131,069 |
Accumulated Amortization | (62,801) | (55,374) |
Net Carrying Value | $ 69,058 | $ 75,695 |
Weighted Average Remaining Life | 9 years 7 months 6 days | 10 years 2 months 12 days |
Other Intangible Assets [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | $ 20,628 | $ 20,790 |
Accumulated Amortization | (12,758) | (10,933) |
Net Carrying Value | $ 7,870 | $ 9,857 |
Weighted Average Remaining Life | 6 years 2 months 12 days | 6 years 4 months 24 days |
Goodwill and Other Intangible46
Goodwill and Other Intangible Assets - Schedule of Estimated Amortization Expense (Detail) $ in Thousands | Mar. 31, 2016USD ($) |
Goodwill and Intangible Assets Disclosure [Abstract] | |
2,016 | $ 29,007 |
2,017 | 24,827 |
2,018 | 20,876 |
2,019 | 18,896 |
2,020 | 16,780 |
2021 and thereafter | $ 74,085 |
Goodwill and Other Intangible47
Goodwill and Other Intangible Assets - Schedule of Rollforward of Goodwill Balances, by Reportable Segment (Detail) $ in Thousands | 9 Months Ended |
Mar. 31, 2016USD ($) | |
Goodwill [Line Items] | |
Beginning Balance | $ 215,360 |
Purchase accounting adjustments | (1,355) |
Impact of foreign currency translation | (6,392) |
Ending Balance | 207,613 |
Payments and Transactional Documents [Member] | |
Goodwill [Line Items] | |
Beginning Balance | 81,619 |
Purchase accounting adjustments | (1,355) |
Impact of foreign currency translation | (1,966) |
Ending Balance | 78,298 |
Hosted Solutions [Member] | |
Goodwill [Line Items] | |
Beginning Balance | 97,861 |
Impact of foreign currency translation | (4,426) |
Ending Balance | 93,435 |
Digital Banking [Member] | |
Goodwill [Line Items] | |
Beginning Balance | 35,880 |
Ending Balance | $ 35,880 |
Goodwill and Other Intangible48
Goodwill and Other Intangible Assets - Additional Information (Detail) - USD ($) $ in Thousands | Mar. 31, 2016 | Jun. 30, 2015 |
Goodwill [Line Items] | ||
Intangible assets, net | $ 162,751 | $ 185,290 |
Goodwill | 207,613 | $ 215,360 |
Intellinx [Member] | ||
Goodwill [Line Items] | ||
Intangible assets, net | 51,200 | |
Goodwill | $ 11,969 |
Convertible Senior Notes - Addi
Convertible Senior Notes - Additional Information (Detail) - USD ($) | 1 Months Ended | 9 Months Ended | |
Dec. 31, 2012 | Mar. 31, 2016 | Dec. 12, 2012 | |
Debt Instrument [Line Items] | |||
Warrant expiration period | 150 days | ||
Warrants [Member] | |||
Debt Instrument [Line Items] | |||
Warrants exercisable beginning | Mar. 1, 2018 | ||
Warrants exercisable ending | Oct. 18, 2018 | ||
1.50% Convertible Senior Notes Maturing on December 1, 2017 [Member] | |||
Debt Instrument [Line Items] | |||
Convertible notes conversion amount in multiples | $ 1,000 | ||
Percentage of common stock conversion price | 130.00% | ||
Initial conversion rate per $1,000 principal amount | 33.3042 | ||
Initial conversion price per share | $ 30.03 | ||
1.50% Convertible Senior Notes Maturing on December 1, 2017 [Member] | Convertible Senior Notes [Member] | |||
Debt Instrument [Line Items] | |||
Aggregate principal amount of Convertible Senior Notes | $ 189,750,000 | $ 189,800,000 | |
Interest rate on Convertible Senior Notes | 1.50% | ||
Maturity date of Convertible Senior Notes | Dec. 1, 2017 | ||
Consecutive trading days | 30 days | ||
Common stock minimum trading days | 20 days | ||
Conditions for conversion of notes | During the five business day period after any five consecutive trading day period (the "measurement period") in which the trading price per $1,000 principal amount of the convertible notes for each trading day of the measurement period was less than 98% of the product of the last reported sales price of our common stock and the conversion rate on each trading day | ||
Last day conversion rate | 98.00% | ||
Percentage of repurchase price equal to principal amount of notes to be repurchased | 100.00% | ||
Redemption percentage of principal amount of notes outstanding by notice | 25.00% | ||
Redemption percentage of principal amount of notes outstanding at request by holders with accrued and unpaid interest | 100.00% | ||
Certain events of bankruptcy, insolvency or reorganization, redemption percentage of principal amount of notes outstanding with accrued and unpaid interest | 100.00% | ||
Notes Principal amount | $ 1,000 | ||
Interest rate per annum | 0.25% | ||
Estimated fair value of the contingent interest feature of the notes | $ 0 | ||
Convertible Senior Notes, term | 5 years | ||
Hedging of common stock | 6,300,000 | ||
Cost of the Note Hedges | $ 42,300,000 | ||
Proceeds from issuance of warrants, net of issue costs | $ 25,800,000 | ||
Purchase of common stock | 6,300,000 | ||
Common stock, strike price per share | $ 40.04 |
Convertible Senior Notes - Net
Convertible Senior Notes - Net Carrying Amount of Convertible Notes (Detail) - USD ($) $ in Thousands | Mar. 31, 2016 | Dec. 12, 2012 |
Debt Instrument [Line Items] | ||
Net carrying value | $ 168,512 | |
1.50% Convertible Senior Notes Maturing on December 1, 2017 [Member] | Convertible Senior Notes [Member] | ||
Debt Instrument [Line Items] | ||
Principal amount | 189,750 | $ 189,800 |
Unamortized discount | $ (21,238) |
Convertible Senior Notes - Tota
Convertible Senior Notes - Total Interest Expense Related to Convertible Notes (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Mar. 31, 2016 | Mar. 31, 2015 | Mar. 31, 2016 | Mar. 31, 2015 | |
Debt Instrument [Line Items] | ||||
Amortization of debt discount (non-cash) | $ 8,751 | $ 8,150 | ||
Amortization of debt issue costs (non-cash) | 888 | 888 | ||
Convertible Senior Notes [Member] | ||||
Debt Instrument [Line Items] | ||||
Contractual interest expense (cash) | $ 712 | $ 712 | 2,135 | 2,135 |
Amortization of debt discount (non-cash) | 2,969 | 2,765 | 8,751 | 8,150 |
Amortization of debt issue costs (non-cash) | 296 | 296 | 888 | 888 |
Total interest expense | $ 3,977 | $ 3,773 | $ 11,774 | $ 11,173 |
Effective interest rate of the liability component | 7.76% | 7.33% | 7.65% | 7.23% |
Postretirement and Other Empl52
Postretirement and Other Employee Benefits - Components of Net Periodic Pension Costs for the Swiss Pension Plan (Detail) - Swiss Pension Plan [Member] - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Mar. 31, 2016 | Mar. 31, 2015 | Mar. 31, 2016 | Mar. 31, 2015 | |
Components of net periodic cost | ||||
Service cost | $ 562 | $ 558 | $ 1,703 | $ 1,712 |
Interest cost | 119 | 163 | 362 | 501 |
Prior service credit | (22) | (23) | (67) | (70) |
Net actuarial loss | 17 | 52 | ||
Expected return on plan assets | (198) | (243) | (601) | (746) |
Net periodic cost | $ 478 | $ 455 | $ 1,449 | $ 1,397 |
Restructuring Costs - Additiona
Restructuring Costs - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended |
Mar. 31, 2016 | Mar. 31, 2016 | |
Restructuring and Related Activities [Abstract] | ||
Restructuring costs | $ 48 | $ 922 |
Restructuring Costs - Schedule
Restructuring Costs - Schedule of Restructuring Charges (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended |
Mar. 31, 2016 | Mar. 31, 2016 | |
Restructuring Cost and Reserve [Line Items] | ||
Restructuring costs | $ 48 | $ 922 |
Subscriptions and Transactions Cost of Sales [Member] | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring costs | 34 | 79 |
Service and Maintenance Cost of Sales [Member] | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring costs | 75 | |
Sales and Marketing [Member] | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring costs | 15 | 391 |
Product Development and Engineering [Member] | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring costs | 108 | |
General and Administrative [Member] | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring costs | $ (1) | $ 269 |
Restructuring Costs - Schedul55
Restructuring Costs - Schedule of Remaining Liability for Severance Related Benefits (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended |
Mar. 31, 2016 | Mar. 31, 2016 | |
Restructuring and Related Activities [Abstract] | ||
Beginning Balance | $ 53 | |
Additions charged to expense in fiscal 2016 | $ 48 | 922 |
Payments charged against the accrual | (838) | |
Ending Balance | $ 137 | $ 137 |