Document and Entity Information
Document and Entity Information - shares | 3 Months Ended | |
Sep. 30, 2017 | Oct. 31, 2017 | |
Document And Entity Information [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Sep. 30, 2017 | |
Document Fiscal Year Focus | 2,018 | |
Document Fiscal Period Focus | Q1 | |
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 | 40,483,564 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Sep. 30, 2017 | Jun. 30, 2017 |
Current assets: | ||
Cash and cash equivalents | $ 128,263 | $ 124,569 |
Marketable securities | 68 | 1,973 |
Accounts receivable net of allowances for doubtful accounts of $971 at September 30, 2017 and $923 at June 30, 2017 | 61,505 | 64,244 |
Prepaid expenses and other current assets | 19,362 | 16,807 |
Total current assets | 209,198 | 207,593 |
Property and equipment, net | 26,138 | 26,195 |
Goodwill | 196,975 | 194,700 |
Intangible assets, net | 168,073 | 171,280 |
Other assets | 17,174 | 17,671 |
Total assets | 617,558 | 617,439 |
Current liabilities: | ||
Accounts payable | 11,235 | 9,013 |
Accrued expenses and other current liabilities | 27,236 | 29,179 |
Deferred revenue | 62,123 | 74,113 |
Convertible senior notes | 187,281 | 183,682 |
Total current liabilities | 287,875 | 295,987 |
Deferred revenue, non-current | 22,122 | 22,047 |
Deferred income taxes | 15,838 | 15,433 |
Other liabilities | 22,522 | 22,016 |
Total liabilities | 348,357 | 355,483 |
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-43,198 at September 30, 2017 and 42,797 at June 30, 2017; outstanding shares-37,915 at September 30, 2017 and 37,443 at June 30, 2017 | 43 | 43 |
Additional paid-in-capital | 632,490 | 624,001 |
Accumulated other comprehensive loss | (31,083) | (32,325) |
Treasury stock: 5,283 shares at September 30, 2017 and 5,354 shares at June 30, 2017, at cost | (111,565) | (113,071) |
Accumulated deficit | (220,684) | (216,692) |
Total stockholders' equity | 269,201 | 261,956 |
Total liabilities and stockholders' equity | $ 617,558 | $ 617,439 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Sep. 30, 2017 | Jun. 30, 2017 |
Statement of Financial Position [Abstract] | ||
Accounts receivable, net of allowances for doubtful accounts and returns | $ 971 | $ 923 |
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 | 43,198,000 | 42,797,000 |
Common Stock, Outstanding shares | 37,915,000 | 37,443,000 |
Treasury stock, shares | 5,283,000 | 5,354,000 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Loss - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | |
Sep. 30, 2017 | Sep. 30, 2016 | |
Revenues: | ||
Subscriptions and transactions | $ 60,714 | $ 52,132 |
Software licenses | 2,365 | 2,121 |
Service and maintenance | 27,342 | 27,673 |
Other | 875 | 1,158 |
Total revenues | 91,296 | 83,084 |
Cost of revenues: | ||
Subscriptions and transactions | 27,411 | 23,886 |
Software licenses | 170 | 128 |
Service and maintenance | 12,232 | 13,285 |
Other | 667 | 878 |
Total cost of revenues | 40,480 | 38,177 |
Gross profit | 50,816 | 44,907 |
Operating expenses: | ||
Sales and marketing | 19,305 | 18,875 |
Product development and engineering | 13,815 | 12,935 |
General and administrative | 11,829 | 12,704 |
Amortization of acquisition-related intangible assets | 5,188 | 6,285 |
Total operating expenses | 50,137 | 50,799 |
Income (loss) from operations | 679 | (5,892) |
Other expense, net | (4,463) | (3,935) |
Loss before income taxes | (3,784) | (9,827) |
Income tax provision | 457 | 681 |
Net loss | $ (4,241) | $ (10,508) |
Basic and diluted net loss per share: | $ (0.11) | $ (0.28) |
Shares used in computing basic and diluted net loss per share: | 37,730 | 37,940 |
Other comprehensive income (loss), net of tax: | ||
Unrealized loss on available for sale securities | $ (57) | |
Unrealized loss on interest rate hedging transactions | $ (235) | |
Minimum pension liability adjustments | 104 | 15 |
Foreign currency translation adjustments | 1,373 | (1,057) |
Other comprehensive income (loss), net of tax: | 1,242 | (1,099) |
Comprehensive loss | $ (2,999) | $ (11,607) |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 3 Months Ended | |
Sep. 30, 2017 | Sep. 30, 2016 | |
Operating activities: | ||
Net loss | $ (4,241) | $ (10,508) |
Adjustments to reconcile net loss to net cash provided by operating activities: | ||
Amortization of acquisition-related intangible assets | 5,188 | 6,285 |
Stock compensation expense | 8,460 | 8,199 |
Depreciation and other amortization | 4,668 | 4,087 |
Deferred income tax benefit | (142) | (548) |
Provision for allowances on accounts receivable | 69 | |
Amortization of debt issuance costs | 406 | 296 |
Amortization of debt discount | 3,303 | 3,076 |
Amortization of premium on investments | 2 | 91 |
(Gain) loss on foreign exchange | 22 | (192) |
Changes in operating assets and liabilities: | ||
Accounts receivable | 3,736 | 8,838 |
Prepaid expenses and other current assets | (1,896) | (1,052) |
Other assets | 531 | 127 |
Accounts payable | 1,367 | (973) |
Accrued expenses | (2,750) | 617 |
Deferred revenue | (13,120) | (10,253) |
Other liabilities | 151 | 447 |
Net cash provided by operating activities | 5,754 | 8,537 |
Investing activities: | ||
Acquisition of businesses, net of cash acquired | (546) | |
Purchase of available-for-sale securities | (7,579) | |
Proceeds from sales of available-for-sale securities | 1,903 | 13,460 |
Capital expenditures, including capitalization of software costs | (3,715) | (9,909) |
Net cash used in investing activities | (2,358) | (4,028) |
Financing activities: | ||
Repurchase of common stock | (3,773) | |
Repayment of notes payable | (2,019) | |
Proceeds from exercise of stock options and employee stock purchase plan | 1,536 | 1,353 |
Net cash used in financing activities | (483) | (2,420) |
Effect of exchange rate changes on cash | 781 | (557) |
Increase in cash and cash equivalents | 3,694 | 1,532 |
Cash and cash equivalents at beginning of period | 124,569 | 97,174 |
Cash and cash equivalents at end of period | 128,263 | $ 98,706 |
Supplemental disclosures of non-cash financing activities: | ||
Issuance of note payable to seller in connection with acquisition | $ 1,836 |
Basis of Presentation
Basis of Presentation | 3 Months Ended |
Sep. 30, 2017 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Note 1—Basis of Presentation The accompanying unaudited condensed consolidated financial statements of Bottomline Technologies (de), Inc. (referred to below as we, us, our or Bottomline) 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 S-X. 10-K |
Recent Accounting Pronouncement
Recent Accounting Pronouncements | 3 Months Ended |
Sep. 30, 2017 | |
Accounting Changes and Error Corrections [Abstract] | |
Recent Accounting Pronouncements | Note 2—Recent Accounting Pronouncements Recently Adopted Pronouncements Cloud Computing Arrangements: Share-Based Compensation: Note 7 Income Taxes We adopted the cash flow presentation of excess tax benefits retrospectively, which resulted in the reclassification of excess tax benefits associated with stock compensation of $0.04 million from financing activities to operating activities for the three months ended September 30, 2016 in our consolidated statement of cash flows. The new standard also allows companies to make an accounting policy election to either estimate expected forfeitures or account for them as they occur, and we have elected to continue to estimate forfeitures. Consolidation: Accounting Pronouncements to be Adopted Revenue Recognition: We are continuing to evaluate the expected impact of this standard on our consolidated financial statements and currently plan to adopt the standard using the modified retrospective method. While our assessment of the impact of this standard is not complete, we currently believe that the most significant impact will be in certain areas: • Under the new standard, vendor specific objective evidence (VSOE) will no longer be required to determine the fair value of elements in a software arrangement. As a result, the absence of VSOE in certain software arrangements will no longer result in strict revenue deferral. Absent a change in how we license our products, we believe that this will result in greater up-front • 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 fulfillment 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. • Under the new standard, costs to obtain a contract, including sales commissions, will be capitalized and amortized on a basis that is consistent with the transfer of goods and services to its customer. We anticipate that this will result in the deferral of certain commission related costs that, today, are expensed as incurred. • Significantly enhanced financial statement disclosures related to revenue, including information related to the allocation of transaction price across undelivered performance obligations, will be required. 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 these financial reporting outcomes. Financial Instruments—Classification and Measurement: Leases: right-of-use Financial Instruments—Credit Losses: Statement of Cash Flows: Goodwill Impairment: Defined Benefit Plan Expenses: non-operating non-operating |
Fair Value
Fair Value | 3 Months Ended |
Sep. 30, 2017 | |
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 September 30, 2017 and June 30, 2017, our assets and liabilities measured at fair value on a recurring basis were as follows: September 30, 2017 June 30, 2017 Fair Value Measurements Using Input Fair Value Measurements Using Input Level 1 Level 2 Level 3 Total Level 1 Level 2 Level 3 Total (in thousands) Assets Money market funds (cash and cash equivalents) $ 36 $ — $ — $ 36 $ 593 $ — $ — $ 593 Available for sale securities U.S. Corporate debt securities $ — — — $ — $ — 1,906 — $ 1,906 Derivative interest rate swap $ — $ 99 $ — $ 99 $ — $ — $ — $ — Liabilities Derivative interest rate swap $ — $ 334 $ — $ 334 $ — $ — $ — $ — Fair Value of Financial Instruments We have certain financial instruments which consist of cash and cash equivalents, marketable securities, accounts receivable, accounts payable, a derivative interest rate swap as more fully described in Note 11 Derivative Instruments Note 10 Indebtedness . • 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 September 30, 2017 and June 30, 2017, 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 accumulated other comprehensive loss in stockholders’ 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 fair value of our derivative interest rate swap is based on the present value of projected cash flows that will occur over the life of the instrument, after considering certain contractual terms of the arrangement. • The carrying value of assets related to deposits we have made to fund future requirements associated with Israeli severance arrangements was $1.5 million at both September 30, 2017 and June 30, 2017, which approximated their fair value. • We have certain other investments accounted for at cost. The carrying value of these investments was $7.7 million at both September 30, 2017 and June 30, 2017 and 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 determine the fair value of these investments, we use all available financial information including information based on recent or pending third-party equity investments in these entities. In certain instances, a cost method investment’s fair value may not be estimated if there are no identified events or changes in circumstances that would indicate a significant adverse effect on the fair value of the investment and to do so would be impractical, and as a result, we have not estimated the fair value of these investments. • 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 (net of debt issuance costs) of the Notes, $187.3 million at September 30, 2017, 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 $202.8 million as of September 30, 2017. We estimated the fair value of the Notes by reference to quoted market prices (Level 1); 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 September 30, 2017 and June 30, 2017. September 30, 2017 June 30, 2017 Held to Available Total Held to Available Total (in thousands) Marketable securities: Corporate and other debt securities $ 68 $ — $ 68 $ 67 $ 1,906 $ 1,973 Total marketable securities $ 68 $ — $ 68 $ 67 $ 1,906 $ 1,973 |
Acquisitions and Other Investme
Acquisitions and Other Investments | 3 Months Ended |
Sep. 30, 2017 | |
Text Block [Abstract] | |
Acquisitions and Other Investments | Note 4—Acquisitions and Other Investments Decillion On August 14, 2017, we acquired Singapore-based Decillion Group (Decillion) for total consideration of 6.2 million Singapore Dollars (approximately $4.6 million based on the exchange rate in effect at the acquisition date), consisting of cash of $2.8 million and a note payable of $1.8 million. The note is payable in equal installments over ten quarters starting during the three months ended September 30, 2017. Decillion is one of the leading financial messaging solution providers in the Asia Pacific region. Headquartered in Singapore, Decillion has offices in Australia, China, Indonesia, Malaysia and Thailand and they operate a SWIFT service bureau which connects more than 130 financial institutions and corporations to the SWIFT community. This acquisition expands the depth and breadth of our financial messaging solutions, particularly in the Asia Pacific region. In the allocation of the purchase price, which is preliminary at September 30, 2017, we recorded $1.4 million of goodwill. The goodwill is not deductible for income tax purposes and arose principally due to anticipated future benefits arising from the acquisition. Identifiable intangible assets of $2.4 million, consisting of customer related intangible assets, are being amortized over their estimated useful life of twelve years. Decillion’s operating results have been included in our Cloud Solutions segment from the date of the acquisition forward and did not have a material impact on our revenue or earnings. Acquisition expenses of approximately $0.4 million were expensed during the three months ended September 30, 2017 related to the Decillion acquisition, principally as a component of general and administrative expense. Other Investments 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 exercise 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 account for this investment under the cost method of accounting, subject to periodic review for impairment. Impairment losses, to the extent occurring, would be recorded as an operating expense in the period incurred. Our maximum investment exposure, which is determined based on the cost of our investment, was $3.5 million as of September 30, 2017 and is located within other assets on our consolidated balance sheet. There were no indicators of impairment identified as of September 30, 2017. We concluded that this company is a VIE as it lacks sufficient equity to finance its activities. However, we also concluded that we are not the primary beneficiary of the VIE as we do not have the power to exert control or direct the activities that most significantly impact the VIE’s economic performance. As we have determined we are not the primary beneficiary, consolidation of the VIE is not required. |
Net Loss Per Share
Net Loss Per Share | 3 Months Ended |
Sep. 30, 2017 | |
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 2017 2016 (in thousands, except per share Numerator—basic and diluted: Net loss $ (4,241 ) $ (10,508 ) Denominator: Shares used in computing basic and diluted net loss per share attributable to common stockholders 37,730 37,940 Basic and diluted net loss per share attributable to common stockholders $ (0.11 ) $ (0.28 ) For the three months ended September 30, 2017 and 2016, approximately 2.8 million and 3.3 million shares, respectively, of unvested restricted stock and stock options 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 Indebtedness |
Operations by Segments and Geog
Operations by Segments and Geographic Areas | 3 Months Ended |
Sep. 30, 2017 | |
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 organized principally by the type of product or service offered and by geography. Similar operating segments have been aggregated into four reportable segments as follows: Cloud Solutions. Paymode-X). Digital Banking. Payments and Transactional Documents. Other non-invasively 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 We do not track or assign our assets by operating segment. Segment information for the three months ended September 30, 2017 and 2016 according to the segment descriptions above, is as follows: Three Months Ended 2017 2016 (in thousands) Segment revenue: Cloud Solutions (1) $ 42,444 $ 35,557 Digital Banking 21,321 18,186 Payments and Transactional Documents 23,049 24,846 Other 4,482 4,495 Total segment revenue $ 91,296 $ 83,084 Segment measure of profit (loss): Cloud Solutions $ 9,384 $ 5,453 Digital Banking 2,161 25 Payments and Transactional Documents 6,360 7,576 Other (484 ) (445 ) Total measure of segment profit $ 17,421 $ 12,609 (1) Revenues from our legal spend management solutions were $15.5 million and $13.0 million for the three months ended September 30, 2017 and 2016, respectively. Revenues from our settlement network solutions were $27.0 million and $22.6 million for the three months ended September 30, 2017 and 2016, respectively. A reconciliation of the measure of total segment profit to GAAP loss before income taxes is as follows: Three Months Ended 2017 2016 (in thousands) Total measure of segment profit $ 17,421 $ 12,609 Less: Amortization of acquisition-related intangible assets (5,188 ) (6,285 ) Stock-based compensation expense (8,460 ) (8,199 ) Acquisition and integration related expenses (992 ) (1,249 ) Restructuring benefit 9 — Minimum pension liability and related adjustments (35 ) (277 ) Global ERP system implementation costs (2,076 ) (2,491 ) Other expense, net (4,463 ) (3,935 ) Loss before income taxes $ (3,784 ) $ (9,827 ) The following depreciation and other amortization expense amounts are included in the measure of segment profit (loss): Three Months Ended 2017 2016 (in thousands) Depreciation and other amortization expense: Cloud Solutions $ 2,443 $ 1,840 Digital Banking 1,492 1,370 Payments and Transactional Documents 639 805 Other 94 72 Total depreciation and other amortization expense $ 4,668 $ 4,087 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 and customers located in Africa for which the point of sale was Israel. Three Months Ended 2017 2016 (in thousands) North America $ 57,570 $ 50,522 United Kingdom 20,071 20,831 Continental Europe 10,411 9,352 Asia-Pacific and Middle East 3,244 2,379 Total revenues from unaffiliated customers $ 91,296 $ 83,084 Long-lived assets based on geographical location, excluding deferred tax assets and intangible assets, were as follows: At September 30, At June 30, 2017 2017 (in thousands) Long-lived assets: North America $ 34,665 $ 35,569 United Kingdom 5,193 5,188 Continental Europe 1,114 1,208 Asia-Pacific and Middle East 2,332 1,901 Total long-lived assets $ 43,304 $ 43,866 |
Income Taxes
Income Taxes | 3 Months Ended |
Sep. 30, 2017 | |
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 pre-tax year-to-date We recorded income tax expense of $0.5 million and $0.7 million for the three months ended September 30, 2017 and 2016, respectively. The income tax expense for the three months ended September 30, 2017 was principally due to tax expense associated with our U.S. and UK operations, offset in part by a tax benefit associated with our Swiss and Israeli operations. Tax expense associated with our U.S. operations arose primarily as a result of deferred 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 September 30, 2016 was principally due to tax expense associated with our U.S. and UK operations, offset in part by a tax benefit associated with our Swiss and Israeli operations. We currently anticipate that our unrecognized tax benefits will decrease within the next twelve months by approximately $0.4 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. Effective July 1, 2017, we adopted a new accounting standard intended to simplify certain aspects of accounting for share-based compensation arrangements, including the associated income tax consequences. Upon adoption, excess tax benefits associated with share-based compensation arrangements that previously were only recognized for financial reporting purposes when they actually reduced currently payable income taxes were recognized as deferred tax assets, net of any required valuation allowance. Accordingly, after adoption, we recognized the following: (in thousands) Increase to deferred tax assets for excess tax benefits $ 17,393 Increase to deferred tax asset valuation allowance (17,144 ) Net increase to deferred tax assets $ 249 This net increase to our deferred tax assets was recorded as a cumulative effect adjustment, reducing the accumulated deficit in our consolidated balance sheet. At September 30, 2017 we had a total valuation allowance of $55.1 million against our deferred tax assets given the uncertainty of recoverability of these amounts. The increase in our valuation allowance during the quarter ended September 30, 2017 relates to the valuation allowance provided against excess tax benefits associated with share-based payment arrangements, as discussed above. In November 2016, the Internal Revenue Service commenced an audit on our US federal tax return for the fiscal year ended June 30, 2015. We do not expect this audit to have a material impact on our financial statements. |
Goodwill and Other Intangible A
Goodwill and Other Intangible Assets | 3 Months Ended |
Sep. 30, 2017 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and Other Intangible Assets | Note 8—Goodwill and Other Intangible Assets Goodwill and acquired intangible assets are initially recorded at fair value and tested periodically for impairment. We perform an impairment test of goodwill during the fourth quarter of each fiscal year or whenever indicators of potential impairment arise. At September 30, 2017, the carrying value of goodwill for all of our reporting units was $197.0 million, and the carrying value of goodwill in our Intellinx reporting unit was $4.4 million, which we believe to be at a heightened risk of impairment. Please refer to Note 7. Goodwill and Other Intangible Assets 10-K Effective July 1, 2017, we adopted an accounting standard update requiring that software be classified as an intangible asset rather than an element of property and equipment. Intangible asset information as of June 30, 2017 has been recast in the table that follows, to reflect this change. The following tables set forth the information for intangible assets subject to amortization and for intangible assets not subject to amortization. As of September 30, 2017 Gross Carrying Accumulated Net Carrying Weighted Average (in thousands) (in years) Amortized intangible assets: Customer related $ 194,029 $ (126,218 ) $ 67,811 8.6 Core technology 130,655 (76,731 ) 53,924 8.6 Other intangible assets 20,502 (15,929 ) 4,573 6.4 Capitalized software development costs 16,913 (4,078 ) 12,835 4.8 Software (1) 56,427 (27,497 ) 28,930 4.7 Total $ 418,526 $ (250,453 ) $ 168,073 Unamortized intangible assets: Goodwill 196,975 Total intangible assets $ 365,048 As of June 30, 2017 Gross Carrying Accumulated Net Carrying Weighted Average (in thousands) (in years) Amortized intangible assets: Customer related $ 190,965 $ (122,698 ) $ 68,267 8.7 Core technology 130,572 (74,452 ) 56,120 8.8 Other intangible assets 20,591 (15,691 ) 4,900 6.6 Capitalized software development costs 16,304 (3,423 ) 12,881 5.0 Software (1) 54,489 (25,377 ) 29,112 3.5 Total $ 412,921 $ (241,641 ) $ 171,280 Unamortized intangible assets: Goodwill 194,700 Total intangible assets $ 365,980 (1) Software includes purchased software and software developed for internal use. Estimated amortization expense for the remainder of fiscal year 2018 and subsequent fiscal years for acquired intangible assets, capitalized software development costs and software is as follows: Acquired Intangible Capitalized Software Software (in thousands) Remaining 2018 $ 15,680 $ 2,016 6,189 2019 18,874 2,687 7,202 2020 16,777 2,687 5,723 2021 15,199 2,687 3,377 2022 13,240 2,687 2,157 2023 and thereafter 46,538 — 3,121 Each period, for capitalized software development costs, we evaluate whether amortization expense using a ratio of revenue in the period to total expected revenue over the product’s expected useful life would result in greater amortization than as calculated under a straight-line methodology and, if that were to occur, amortization in that period would be accelerated accordingly. The following table represents a rollforward of our goodwill balances, by reportable segment, as follows: Cloud Digital Payments and Other Total (in thousands) Balance at June 30, 2017 (1) $ 90,069 $ 35,880 $ 60,557 $ 8,194 $ 194,700 Goodwill acquired during the period 1,421 — — — 1,421 Impact of foreign currency translation 244 — 610 — 854 Balance at September 30, 2017 (1) $ 91,734 $ 35,880 $ 61,167 $ 8,194 $ 196,975 (1) Other goodwill balance is net of $7.5 million accumulated impairment losses. There can be no assurance that there will not be impairment charges in future periods as a result of future impairment reviews. To the extent that future impairment charges occur it would likely have a material impact on our financial results. |
Commitments and Contingencies
Commitments and Contingencies | 3 Months Ended |
Sep. 30, 2017 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Note 9—Commitments and Contingencies Legal Matters In May 2017, we received notification from a customer alleging a warranty claim associated with software we licensed to them in September 2013. Their claim seeks recovery of $1.269 million in software, professional services and support fees, inclusive of related sales tax. On September 22, 2017, the customer commenced arbitration proceedings in connection with the claim. No date for the arbitration has been set. We believe the claim is without merit and intend to vigorously defend ourselves. At September 30, 2017 we had not accrued for any losses associated with this matter as we do not believe a loss is probable. 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. |
Indebtedness
Indebtedness | 3 Months Ended |
Sep. 30, 2017 | |
Debt Disclosure [Abstract] | |
Indebtedness | Note 10—Indebtedness Credit Agreement On December 9, 2016, we (as borrower) and certain of our existing and future domestic material restricted subsidiaries (the Guarantors) entered into a credit agreement (the Credit Agreement) with Bank of America, N.A. and certain other lenders (the Lenders) that provides for a five-year revolving credit facility in the amount of up to $300 million (the Credit Facility). We intend to finance the repayment of the principal balance of the Notes through a combination of cash on hand and with borrowings under the Credit Facility. Under the Credit Agreement, we also have the right to request an increase of the aggregate commitments under the Credit Facility by up to $150 million without the consent of any Lenders not participating in such increase, subject to specified conditions. The proceeds of the Credit Facility may be used for lawful corporate purposes of Bottomline and its subsidiaries, including acquisitions, share buybacks, capital expenditures, the repayment or refinancing of indebtedness, redemption of the Notes and general corporate purposes. The Credit Facility is available for the issuance of up to $20 million of letters of credit and up to $20 million of swing line loans. The Credit Facility will terminate on December 8, 2021. Loans outstanding under the Credit Facility will bear interest, at our option, at either (i) a Eurodollar rate plus a margin of between 1.50% and 2.25% (which is initially 1.75%) based on the Consolidated Net Leverage Ratio (as defined in the Credit Agreement), or (ii) a base rate plus a margin of between 0.50% and 1.25% (which is initially 0.75%) based on the Consolidated Net Leverage Ratio. Loans under the Credit Agreement may be prepaid at par and commitments under the Credit Agreement may be reduced at any time, in whole or in part, without premium or penalty (except for LIBOR breakage costs). The Credit Facility is guaranteed by the Guarantors and is secured by substantially all of our domestic assets and those of the Guarantors, including a pledge of all of the shares of capital stock of the Guarantors and 65% of the shares of the capital stock of our first-tier foreign subsidiaries or those of any Guarantor, in each case subject to certain exceptions as set forth in the Credit Agreement. The collateral does not include, among other things, any real property or the capital stock or any assets of any unrestricted subsidiary. The Credit Agreement contains customary representations, warranties and covenants, including, but not limited to, material adverse events, specified restrictions on indebtedness, liens, investments, acquisitions, sales of assets, dividends and other restricted payments, and transactions with affiliates. We are required to comply with (a) a maximum consolidated net leverage ratio of 3.75 to 1.00, stepping down to 3.50 to 1.00 for the quarter ending June 30, 2018; (b) a minimum consolidated interest coverage ratio of 3.00 to 1.00; and (c) a minimum liquidity requirement at all times that the Notes are outstanding, where the outstanding principal amount of the Notes must not exceed the sum of the unutilized availability under the Credit Agreement plus our domestic cash and marketable securities. As of September 30, 2017, we were in compliance with the covenants associated with the Credit Facility. The Credit Agreement also contains customary events of default and related cure provisions. In the case of a continuing event of default, the administrative agent would be entitled to exercise various remedies on behalf of the Lenders, including the acceleration of any outstanding loans. Convertible Senior Notes On December 12, 2012, we issued $189.8 million aggregate principal amount of the Notes, inclusive of the underwriters’ exercise in full of their over-allotment option of $24.8 million. Cash interest at a rate of 1.50% per year began to accrue on December 12, 2012 and is payable semi-annually on June 1 and December 1 of each year beginning on June 1, 2013. We received net proceeds from the offering of approximately $167.3 million after adjusting for debt issue costs, including the underwriting discount, and the net cash used to purchase the Note Hedges and sell the Warrants which are discussed below. 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 were able to 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 and 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 September 30, 2017, 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 Notes were recorded upon issuance using a residual method of valuation, meaning since the Conversion Feature was initially a derivative instrument recorded at fair value, we allocated debt proceeds to the Conversion Feature based on the fair value of that instrument and the residual proceeds were allocated to the Notes. 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 Notes at September 30, 2017 was as follows: (in thousands) Principal amount $ 189,750 Unamortized discount (2,272 ) Unamortized debt issuance costs (197 ) Net carrying value $ 187,281 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 Notes: Three Months Ended 2017 2016 (in thousands) Contractual interest expense (cash) $ 712 $ 712 Amortization of debt discount (non-cash) 3,303 3,076 Amortization of debt issue costs (non-cash) 296 296 $4,311 $4,084 Effective interest rate of the liability component 8.46 % 7.99 % 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. Note Payable We financed a portion of the Decillion purchase price by entering into a note payable for 2.5 million Singapore Dollars (approximately $1.8 million based on the exchange rate in effect at the acquisition date). The note is payable in equal installments over ten quarters starting during the three months ended September 30, 2017. Please refer to Note 4 Acquisitions and Other Investments |
Derivative Instruments
Derivative Instruments | 3 Months Ended |
Sep. 30, 2017 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Derivative Instruments | Note 11—Derivative Instruments Note Hedges, Conversion Feature and Warrants Our derivative instruments related to the Notes for the quarter ended September 30, 2017 consisted of the Note Hedges, Conversion Feature and Warrants as discussed in Note 10 Indebtedness re-measurement. Cash Flow Hedges Interest Rate Swap On July 10, 2017, we entered into an interest rate swap agreement to hedge our exposure to interest rate risk. The agreement has a notional value of $100.0 million, is effective as of December 1, 2017 and expires on December 1, 2021. The notional amount of the swap will match the corresponding principal amount of the borrowings under the Credit Agreement with the Lenders. During the term of the agreement, we have a fixed interest rate of 1.9275 percent on the notional amount and Citizens Bank, National Association, as counterparty to the agreement, will pay us interest at a floating rate based on the 1 month USD-LIBOR-BBA We designated the interest rate swap as a hedging instrument and it qualified for hedge accounting upon inception and at September 30, 2017. To continue to qualify for hedge accounting, the instrument must retain a “highly effective” ability to hedge interest rate risk for borrowings under the Credit Agreement. We are required to test hedge effectiveness at the end of each financial reporting period. If a derivative qualifies for hedge accounting, changes in fair value of the hedge instrument will be recognized in accumulated other comprehensive income (loss) (AOCI) and subsequently reclassified into earnings in the period that the hedged transaction affects earnings. The reclassification into earnings will be recorded as a component of our interest expense within other expense, net. If the instrument were to lose some or all of its hedge effectiveness, changes in fair value for the “ineffective” portion of the instrument would be recorded immediately in earnings. The fair values of the gross asset and gross liability of our interest rate swap and their respective locations in our consolidated balance sheet at September 30, 2017 were as follows: Description Balance Sheet Location September 30, 2017 (in thousands) Derivative interest rate swap Derivative asset Other assets $ 99 Derivative liability Accrued expenses and other current liabilities $ 334 The following table presents the effect of the derivative interest rate swap in our consolidated statement of comprehensive loss for the three months ended September 30, 2017. Amount of Gain (Loss) Recognized in OCI Amount of Gain (Loss) Reclassified from AOCI into Net Loss (Effective Portion) Three Months Ended September 30, Three Months Ended September 30, 2017 2016 2017 2016 (in thousands) Derivative interest rate swap $ (235 ) $ — $ — $ — During the three months ended September 30, 2017, we concluded that no portion of the hedge was ineffective. As of September 30, 2017, there was $0.2 million of unrealized loss in accumulated other comprehensive loss. We expect to reclassify approximately $0.2 million of unrealized loss from accumulated other comprehensive loss to earnings over the next twelve months. |
Postretirement and Other Employ
Postretirement and Other Employee Benefits | 3 Months Ended |
Sep. 30, 2017 | |
Retirement Benefits [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 U.S. GAAP, require defined benefit plan accounting. Net periodic pension costs for the Swiss pension plan included the following components: Three Months Ended 2017 2016 (in thousands) Components of net periodic cost Service cost $ 640 $ 750 Interest cost 89 32 Prior service credit (23 ) (23 ) Net actuarial loss 55 165 Expected return on plan assets (301 ) (224 ) Net periodic cost $ 460 $ 700 |
Subsequent Events
Subsequent Events | 3 Months Ended |
Sep. 30, 2017 | |
Subsequent Events [Abstract] | |
Subsequent Events | Note 13—Subsequent Events On October 4, 2017, we acquired First Capital Cashflow Ltd. (FCC) for 10.5 million British Pound Sterling (approximately $13.9 million based on the exchange rate in effect at the acquisition date) in cash and 42,080 shares of our common stock. The common stock is subject to a vesting schedule tied to continued employment; as such we will record share-based payment expense over the underlying stock vesting period of five years. FCC is headquartered and operates in the United Kingdom and is a leading provider of transaction settlement solutions. The acquisition is expected to strengthen our payment solution capabilities and further enhance our ability to provide secure, scalable technology solutions that enable customers to adapt to and leverage changes in the business payments environment. FCC’s operating results will be included in the Payments and Transactional Documents segment from the date of the acquisition forward. |
Recent Accounting Pronounceme19
Recent Accounting Pronouncements (Policies) | 3 Months Ended |
Sep. 30, 2017 | |
Accounting Changes and Error Corrections [Abstract] | |
Recently Adopted Pronouncements | Recently Adopted Pronouncements Cloud Computing Arrangements: Share-Based Compensation: Note 7 Income Taxes We adopted the cash flow presentation of excess tax benefits retrospectively, which resulted in the reclassification of excess tax benefits associated with stock compensation of $0.04 million from financing activities to operating activities for the three months ended September 30, 2016 in our consolidated statement of cash flows. The new standard also allows companies to make an accounting policy election to either estimate expected forfeitures or account for them as they occur, and we have elected to continue to estimate forfeitures. Consolidation: |
Accounting Pronouncements to be Adopted | Accounting Pronouncements to be Adopted Revenue Recognition: We are continuing to evaluate the expected impact of this standard on our consolidated financial statements and currently plan to adopt the standard using the modified retrospective method. While our assessment of the impact of this standard is not complete, we currently believe that the most significant impact will be in certain areas: • Under the new standard, vendor specific objective evidence (VSOE) will no longer be required to determine the fair value of elements in a software arrangement. As a result, the absence of VSOE in certain software arrangements will no longer result in strict revenue deferral. Absent a change in how we license our products, we believe that this will result in greater up-front • 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 fulfillment 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. • Under the new standard, costs to obtain a contract, including sales commissions, will be capitalized and amortized on a basis that is consistent with the transfer of goods and services to its customer. We anticipate that this will result in the deferral of certain commission related costs that, today, are expensed as incurred. • Significantly enhanced financial statement disclosures related to revenue, including information related to the allocation of transaction price across undelivered performance obligations, will be required. 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 these financial reporting outcomes. Financial Instruments—Classification and Measurement: Leases: right-of-use Financial Instruments—Credit Losses: Statement of Cash Flows: Goodwill Impairment: Defined Benefit Plan Expenses: non-operating non-operating |
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, a derivative interest rate swap as more fully described in Note 11 Derivative Instruments Note 10 Indebtedness . • 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 September 30, 2017 and June 30, 2017, 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 accumulated other comprehensive loss in stockholders’ 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 fair value of our derivative interest rate swap is based on the present value of projected cash flows that will occur over the life of the instrument, after considering certain contractual terms of the arrangement. • The carrying value of assets related to deposits we have made to fund future requirements associated with Israeli severance arrangements was $1.5 million at both September 30, 2017 and June 30, 2017, which approximated their fair value. • We have certain other investments accounted for at cost. The carrying value of these investments was $7.7 million at both September 30, 2017 and June 30, 2017 and 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 determine the fair value of these investments, we use all available financial information including information based on recent or pending third-party equity investments in these entities. In certain instances, a cost method investment’s fair value may not be estimated if there are no identified events or changes in circumstances that would indicate a significant adverse effect on the fair value of the investment and to do so would be impractical, and as a result, we have not estimated the fair value of these investments. • 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 (net of debt issuance costs) of the Notes, $187.3 million at September 30, 2017, 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 $202.8 million as of September 30, 2017. We estimated the fair value of the Notes by reference to quoted market prices (Level 1); 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) | 3 Months Ended |
Sep. 30, 2017 | |
Fair Value Disclosures [Abstract] | |
Schedule of Assets and Liabilities Measured at Fair Value on Recurring Basis | At September 30, 2017 and June 30, 2017, our assets and liabilities measured at fair value on a recurring basis were as follows: September 30, 2017 June 30, 2017 Fair Value Measurements Using Input Fair Value Measurements Using Input Level 1 Level 2 Level 3 Total Level 1 Level 2 Level 3 Total (in thousands) Assets Money market funds (cash and cash equivalents) $ 36 $ — $ — $ 36 $ 593 $ — $ — $ 593 Available for sale securities U.S. Corporate debt securities $ — — — $ — $ — 1,906 — $ 1,906 Derivative interest rate swap $ — $ 99 $ — $ 99 $ — $ — $ — $ — Liabilities Derivative interest rate swap $ — $ 334 $ — $ 334 $ — $ — $ — $ — |
Marketable Securities by Major Security Type | The table below presents information regarding our marketable securities by major security type as of September 30, 2017 and June 30, 2017. September 30, 2017 June 30, 2017 Held to Available Total Held to Available Total (in thousands) Marketable securities: Corporate and other debt securities $ 68 $ — $ 68 $ 67 $ 1,906 $ 1,973 Total marketable securities $ 68 $ — $ 68 $ 67 $ 1,906 $ 1,973 |
Net Loss Per Share (Tables)
Net Loss Per Share (Tables) | 3 Months Ended |
Sep. 30, 2017 | |
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 2017 2016 (in thousands, except per share Numerator—basic and diluted: Net loss $ (4,241 ) $ (10,508 ) Denominator: Shares used in computing basic and diluted net loss per share attributable to common stockholders 37,730 37,940 Basic and diluted net loss per share attributable to common stockholders $ (0.11 ) $ (0.28 ) |
Operations by Segments and Ge22
Operations by Segments and Geographic Areas (Tables) | 3 Months Ended |
Sep. 30, 2017 | |
Segment Reporting [Abstract] | |
Schedule of Segment Reporting Information | Segment information for the three months ended September 30, 2017 and 2016 according to the segment descriptions above, is as follows: Three Months Ended 2017 2016 (in thousands) Segment revenue: Cloud Solutions (1) $ 42,444 $ 35,557 Digital Banking 21,321 18,186 Payments and Transactional Documents 23,049 24,846 Other 4,482 4,495 Total segment revenue $ 91,296 $ 83,084 Segment measure of profit (loss): Cloud Solutions $ 9,384 $ 5,453 Digital Banking 2,161 25 Payments and Transactional Documents 6,360 7,576 Other (484 ) (445 ) Total measure of segment profit $ 17,421 $ 12,609 (1) Revenues from our legal spend management solutions were $15.5 million and $13.0 million for the three months ended September 30, 2017 and 2016, respectively. Revenues from our settlement network solutions were $27.0 million and $22.6 million for the three months ended September 30, 2017 and 2016, respectively. |
Reconciliation of Measure of Segment Profit to GAAP Loss Before Income Taxes | A reconciliation of the measure of total segment profit to GAAP loss before income taxes is as follows: Three Months Ended 2017 2016 (in thousands) Total measure of segment profit $ 17,421 $ 12,609 Less: Amortization of acquisition-related intangible assets (5,188 ) (6,285 ) Stock-based compensation expense (8,460 ) (8,199 ) Acquisition and integration related expenses (992 ) (1,249 ) Restructuring benefit 9 — Minimum pension liability and related adjustments (35 ) (277 ) Global ERP system implementation costs (2,076 ) (2,491 ) Other expense, net (4,463 ) (3,935 ) Loss before income taxes $ (3,784 ) $ (9,827 ) |
Schedule of Segment Depreciation and Amortization Expense Included in Segment Measure of Profit (Loss) | The following depreciation and other amortization expense amounts are included in the measure of segment profit (loss): Three Months Ended 2017 2016 (in thousands) Depreciation and other amortization expense: Cloud Solutions $ 2,443 $ 1,840 Digital Banking 1,492 1,370 Payments and Transactional Documents 639 805 Other 94 72 Total depreciation and other amortization expense $ 4,668 $ 4,087 |
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 and customers located in Africa for which the point of sale was Israel. Three Months Ended 2017 2016 (in thousands) North America $ 57,570 $ 50,522 United Kingdom 20,071 20,831 Continental Europe 10,411 9,352 Asia-Pacific and Middle East 3,244 2,379 Total revenues from unaffiliated customers $ 91,296 $ 83,084 |
Schedule of Long-Lived Assets, Based on Geographical Location, Excluding Deferred Tax Assets and Intangible Assets | Long-lived assets based on geographical location, excluding deferred tax assets and intangible assets, were as follows: At September 30, At June 30, 2017 2017 (in thousands) Long-lived assets: North America $ 34,665 $ 35,569 United Kingdom 5,193 5,188 Continental Europe 1,114 1,208 Asia-Pacific and Middle East 2,332 1,901 Total long-lived assets $ 43,304 $ 43,866 |
Income Taxes (Tables)
Income Taxes (Tables) | 3 Months Ended |
Sep. 30, 2017 | |
Accounting Standards Update 2016-09 [Member] | |
Summary of Deferred Tax Assets | Effective July 1, 2017, we adopted a new accounting standard intended to simplify certain aspects of accounting for share-based compensation arrangements, including the associated income tax consequences. Upon adoption, excess tax benefits associated with share-based compensation arrangements that previously were only recognized for financial reporting purposes when they actually reduced currently payable income taxes were recognized as deferred tax assets, net of any required valuation allowance. Accordingly, after adoption, we recognized the following: (in thousands) Increase to deferred tax assets for excess tax benefits $ 17,393 Increase to deferred tax asset valuation allowance (17,144 ) Net increase to deferred tax assets $ 249 |
Goodwill and Other Intangible24
Goodwill and Other Intangible Assets (Tables) | 3 Months Ended |
Sep. 30, 2017 | |
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 September 30, 2017 Gross Carrying Accumulated Net Carrying Weighted Average (in thousands) (in years) Amortized intangible assets: Customer related $ 194,029 $ (126,218 ) $ 67,811 8.6 Core technology 130,655 (76,731 ) 53,924 8.6 Other intangible assets 20,502 (15,929 ) 4,573 6.4 Capitalized software development costs 16,913 (4,078 ) 12,835 4.8 Software (1) 56,427 (27,497 ) 28,930 4.7 Total $ 418,526 $ (250,453 ) $ 168,073 Unamortized intangible assets: Goodwill 196,975 Total intangible assets $ 365,048 As of June 30, 2017 Gross Carrying Accumulated Net Carrying Weighted Average (in thousands) (in years) Amortized intangible assets: Customer related $ 190,965 $ (122,698 ) $ 68,267 8.7 Core technology 130,572 (74,452 ) 56,120 8.8 Other intangible assets 20,591 (15,691 ) 4,900 6.6 Capitalized software development costs 16,304 (3,423 ) 12,881 5.0 Software (1) 54,489 (25,377 ) 29,112 3.5 Total $ 412,921 $ (241,641 ) $ 171,280 Unamortized intangible assets: Goodwill 194,700 Total intangible assets $ 365,980 (1) Software includes purchased software and software developed for internal use. |
Schedule of Estimated Amortization Expense | Estimated amortization expense for the remainder of fiscal year 2018 and subsequent fiscal years for acquired intangible assets, capitalized software development costs and software is as follows: Acquired Intangible Capitalized Software Software (in thousands) Remaining 2018 $ 15,680 $ 2,016 6,189 2019 18,874 2,687 7,202 2020 16,777 2,687 5,723 2021 15,199 2,687 3,377 2022 13,240 2,687 2,157 2023 and thereafter 46,538 — 3,121 |
Schedule of Rollforward of Goodwill Balances, by Reportable Segment | The following table represents a rollforward of our goodwill balances, by reportable segment, as follows: Cloud Digital Payments and Other Total (in thousands) Balance at June 30, 2017 (1) $ 90,069 $ 35,880 $ 60,557 $ 8,194 $ 194,700 Goodwill acquired during the period 1,421 — — — 1,421 Impact of foreign currency translation 244 — 610 — 854 Balance at September 30, 2017 (1) $ 91,734 $ 35,880 $ 61,167 $ 8,194 $ 196,975 (1) Other goodwill balance is net of $7.5 million accumulated impairment losses. |
Indebtedness (Tables)
Indebtedness (Tables) | 3 Months Ended |
Sep. 30, 2017 | |
Debt Disclosure [Abstract] | |
Net Carrying Amount of Notes | The net carrying amount of the Notes at September 30, 2017 was as follows: (in thousands) Principal amount $ 189,750 Unamortized discount (2,272 ) Unamortized debt issuance costs (197 ) Net carrying value $ 187,281 |
Total Interest Expense Related to Notes | The following table sets forth total interest expense related to the Notes: Three Months Ended 2017 2016 (in thousands) Contractual interest expense (cash) $ 712 $ 712 Amortization of debt discount (non-cash) 3,303 3,076 Amortization of debt issue costs (non-cash) 296 296 $4,311 $4,084 Effective interest rate of the liability component 8.46 % 7.99 % |
Derivative Instruments (Tables)
Derivative Instruments (Tables) | 3 Months Ended |
Sep. 30, 2017 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Summary of Fair Values of Gross Asset and Gross Liability of Interest Rate Swap | The fair values of the gross asset and gross liability of our interest rate swap and their respective locations in our consolidated balance sheet at September 30, 2017 were as follows: Description Balance Sheet Location September 30, 2017 (in thousands) Derivative interest rate swap Derivative asset Other assets $ 99 Derivative liability Accrued expenses and other current liabilities $ 334 |
Summary of Effect of Derivative Interest Rate Swap in Our Consolidated Statement of Comprehensive Loss | The following table presents the effect of the derivative interest rate swap in our consolidated statement of comprehensive loss for the three months ended September 30, 2017. Amount of Gain (Loss) Recognized in OCI Amount of Gain (Loss) Reclassified from AOCI into Net Loss (Effective Portion) Three Months Ended September 30, Three Months Ended September 30, 2017 2016 2017 2016 (in thousands) Derivative interest rate swap $ (235 ) $ — $ — $ — |
Postretirement and Other Empl27
Postretirement and Other Employee Benefits (Tables) | 3 Months Ended |
Sep. 30, 2017 | |
Retirement Benefits [Abstract] | |
Components of Net Periodic Pension Costs for the Swiss Pension Plan | Net periodic pension costs for the Swiss pension plan included the following components: Three Months Ended 2017 2016 (in thousands) Components of net periodic cost Service cost $ 640 $ 750 Interest cost 89 32 Prior service credit (23 ) (23 ) Net actuarial loss 55 165 Expected return on plan assets (301 ) (224 ) Net periodic cost $ 460 $ 700 |
Recent Accounting Pronounceme28
Recent Accounting Pronouncements - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Jun. 30, 2017 | |
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||
Excess tax benefits | $ 457 | $ 681 | |
Cost method investments | 7,700 | $ 7,700 | |
Accounting Standards Update 2016-09 [Member] | |||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||
Excess tax benefits | $ (200) | ||
Reclassification of excess tax benefits from financing to operating activities | $ 40 | ||
Internal-Use Software Development [Member] | |||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||
Reclassification of asset from property and equipment to intangible assets | $ 29,100 |
Fair Value - Schedule of Assets
Fair Value - Schedule of Assets and Liabilities Measured at Fair Value on Recurring Basis (Detail) - USD ($) $ in Thousands | Sep. 30, 2017 | Jun. 30, 2017 |
Assets | ||
Available for sale securities U.S. Corporate debt securities | $ 1,906 | |
Fair Value, Measurements, Recurring [Member] | ||
Assets | ||
Money market funds (cash and cash equivalents) | $ 36 | 593 |
Fair Value, Measurements, Recurring [Member] | Interest Rate Swap [Member] | ||
Assets | ||
Derivative interest rate swap | 99 | |
Liabilities | ||
Derivative interest rate swap | 334 | |
Fair Value, Measurements, Recurring [Member] | US Corporate [Member] | ||
Assets | ||
Available for sale securities U.S. Corporate debt securities | 1,906 | |
Fair Value, Measurements, Recurring [Member] | Level 1 [Member] | ||
Assets | ||
Money market funds (cash and cash equivalents) | 36 | 593 |
Fair Value, Measurements, Recurring [Member] | Level 2 [Member] | Interest Rate Swap [Member] | ||
Assets | ||
Derivative interest rate swap | 99 | |
Liabilities | ||
Derivative interest rate swap | $ 334 | |
Fair Value, Measurements, Recurring [Member] | Level 2 [Member] | US Corporate [Member] | ||
Assets | ||
Available for sale securities U.S. Corporate debt securities | $ 1,906 |
Fair Value - Additional Informa
Fair Value - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | |||
Sep. 30, 2017 | Jun. 30, 2017 | Dec. 31, 2012 | Dec. 12, 2012 | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Interest rate on Convertible Senior Notes | 1.50% | |||
Certain other investments accounted for at cost | $ 7,700 | $ 7,700 | ||
Issuance of convertible notes | $ 133,300 | |||
Carrying value of convertible senior notes | 187,281 | 183,682 | ||
Estimated fair value of convertible debt | 202,800 | |||
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 | $ 1,500 | ||
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] | ||||
Interest rate on Convertible Senior Notes | 1.50% | |||
Maturity date of Convertible Senior Notes | Dec. 1, 2017 | |||
Convertible senior notes issued | $ 189,750 |
Fair Value - Marketable Securit
Fair Value - Marketable Securities by Major Security Type (Detail) - USD ($) $ in Thousands | Sep. 30, 2017 | Jun. 30, 2017 |
Marketable Securities [Line Items] | ||
Held to Maturity | $ 68 | $ 67 |
Available for Sale | 1,906 | |
Total | 68 | 1,973 |
Corporate and Other Debt Securities [Member] | ||
Marketable Securities [Line Items] | ||
Held to Maturity | 68 | 67 |
Available for Sale | 1,906 | |
Total | $ 68 | $ 1,973 |
Acquisitions and Other Invest32
Acquisitions and Other Investments - Decillion - Additional Information (Detail) $ in Thousands, SGD in Millions | Sep. 30, 2017USD ($) | Aug. 14, 2017USD ($) | Aug. 14, 2017SGD | Sep. 30, 2017USD ($)Installment | Sep. 30, 2017SGD | Jun. 30, 2017USD ($) |
Business Acquisition [Line Items] | ||||||
Goodwill | $ 196,975 | $ 196,975 | $ 194,700 | |||
Decillion Solutions Pte Ltd [Member] | ||||||
Business Acquisition [Line Items] | ||||||
Payments to acquire business | $ 4,600 | SGD 6.2 | ||||
Cash paid for acquisition | 2,800 | |||||
Note payable | 1,800 | $ 1,800 | $ 1,800 | SGD 2.5 | ||
Note payable, number of installments | Installment | 10 | |||||
Goodwill | 1,400 | $ 1,400 | ||||
Identifiable intangible assets | $ 2,400 | 2,400 | ||||
Estimated useful life of intangible assets acquired | 12 years | |||||
Acquisition expenses | $ 400 |
Acquisitions and Other Invest33
Acquisitions and Other Investments - Other Investments - Additional Information (Detail) - Variable Interest Entity, Not Primary Beneficiary [Member] - USD ($) | Sep. 30, 2017 | Dec. 31, 2015 |
Other Assets [Member] | ||
Schedule of Investments [Line Items] | ||
Variable interest entity investment, maximum loss exposure | $ 3,500,000 | |
Preferred Stock [Member] | ||
Schedule of Investments [Line Items] | ||
Investments in a privately held company | $ 3,500,000 |
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 | |
Sep. 30, 2017 | Sep. 30, 2016 | |
Numerator-basic and diluted: | ||
Net loss | $ (4,241) | $ (10,508) |
Denominator: | ||
Shares used in computing basic and diluted net loss per share attributable to common stockholders | 37,730 | 37,940 |
Basic and diluted net loss per share attributable to common stockholders | $ (0.11) | $ (0.28) |
Net Loss per Share - Additional
Net Loss per Share - Additional Information (Detail) - $ / shares | 3 Months Ended | |
Sep. 30, 2017 | Sep. 30, 2016 | |
Earnings Per Share [Abstract] | ||
Anti-dilutive securities excluded from calculation of diluted earnings per share | 2,800,000 | 3,300,000 |
Number of shares purchased through issue of warrants | 6,300,000 | |
Common stock exercise price | $ 40.04 |
Operations by Segments and Ge36
Operations by Segments and Geographic Areas - Additional Information (Detail) | 3 Months Ended |
Sep. 30, 2017Segment | |
Segment Reporting [Abstract] | |
Number of reportable segments | 4 |
Operations by Segments and Ge37
Operations by Segments and Geographic Areas - Schedule of Segment Reporting Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | |
Sep. 30, 2017 | Sep. 30, 2016 | |
Segment revenue: | ||
Total segment revenue | $ 91,296 | $ 83,084 |
Segment measure of profit (loss): | ||
Total measure of segment profit | 679 | (5,892) |
Operating Segments [Member] | ||
Segment measure of profit (loss): | ||
Total measure of segment profit | 17,421 | 12,609 |
Cloud Solutions [Member] | ||
Segment revenue: | ||
Total segment revenue | 42,444 | 35,557 |
Cloud Solutions [Member] | Operating Segments [Member] | ||
Segment measure of profit (loss): | ||
Total measure of segment profit | 9,384 | 5,453 |
Digital Banking [Member] | ||
Segment revenue: | ||
Total segment revenue | 21,321 | 18,186 |
Digital Banking [Member] | Operating Segments [Member] | ||
Segment measure of profit (loss): | ||
Total measure of segment profit | 2,161 | 25 |
Payments and Transactional Documents [Member] | ||
Segment revenue: | ||
Total segment revenue | 23,049 | 24,846 |
Payments and Transactional Documents [Member] | Operating Segments [Member] | ||
Segment measure of profit (loss): | ||
Total measure of segment profit | 6,360 | 7,576 |
Other [Member] | ||
Segment revenue: | ||
Total segment revenue | 4,482 | 4,495 |
Segment measure of profit (loss): | ||
Total measure of segment profit | $ (484) | $ (445) |
Operations by Segments and Ge38
Operations by Segments and Geographic Areas - Schedule of Segment Reporting Information (Parenthetical) (Detail) - USD ($) $ in Thousands | 3 Months Ended | |
Sep. 30, 2017 | Sep. 30, 2016 | |
Segment Reporting Information [Line Items] | ||
Segment revenue | $ 91,296 | $ 83,084 |
Cloud Solutions [Member] | ||
Segment Reporting Information [Line Items] | ||
Segment revenue | 42,444 | 35,557 |
Legal Spend Management Solutions [Member] | Cloud Solutions [Member] | ||
Segment Reporting Information [Line Items] | ||
Segment revenue | 15,500 | 13,000 |
Settlement Network Solutions [Member] | Cloud Solutions [Member] | ||
Segment Reporting Information [Line Items] | ||
Segment revenue | $ 27,000 | $ 22,600 |
Operations by Segments and Ge39
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 | |
Sep. 30, 2017 | Sep. 30, 2016 | |
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items] | ||
Total measure of segment profit | $ 679 | $ (5,892) |
Less: | ||
Amortization of acquisition-related intangible assets | (5,188) | (6,285) |
Stock-based compensation expense | (8,460) | (8,199) |
Other expense, net | (4,463) | (3,935) |
Loss before income taxes | (3,784) | (9,827) |
Operating Segments [Member] | ||
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items] | ||
Total measure of segment profit | 17,421 | 12,609 |
Segment Reconciling Items [Member] | ||
Less: | ||
Amortization of acquisition-related intangible assets | (5,188) | (6,285) |
Stock-based compensation expense | (8,460) | (8,199) |
Acquisition and integration related expenses | (992) | (1,249) |
Restructuring benefit | 9 | |
Minimum pension liability and related adjustments | (35) | (277) |
Global ERP system implementation costs | (2,076) | (2,491) |
Other expense, net | $ (4,463) | $ (3,935) |
Operations by Segments and Ge40
Operations by Segments and Geographic Areas - Schedule of Segment Depreciation and Amortization Expense Included in Segment Measure of Profit Loss (Detail) - USD ($) $ in Thousands | 3 Months Ended | |
Sep. 30, 2017 | Sep. 30, 2016 | |
Depreciation and other amortization expense: | ||
Depreciation and other amortization expense | $ 4,668 | $ 4,087 |
Cloud Solutions [Member] | ||
Depreciation and other amortization expense: | ||
Depreciation and other amortization expense | 2,443 | 1,840 |
Digital Banking [Member] | ||
Depreciation and other amortization expense: | ||
Depreciation and other amortization expense | 1,492 | 1,370 |
Payments and Transactional Documents [Member] | ||
Depreciation and other amortization expense: | ||
Depreciation and other amortization expense | 639 | 805 |
Other [Member] | ||
Depreciation and other amortization expense: | ||
Depreciation and other amortization expense | $ 94 | $ 72 |
Operations by Segments and Ge41
Operations by Segments and Geographic Areas - Schedule of Revenue Based on Point of Sale (Detail) - USD ($) $ in Thousands | 3 Months Ended | |
Sep. 30, 2017 | Sep. 30, 2016 | |
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Revenues from unaffiliated customers | $ 91,296 | $ 83,084 |
North America [Member] | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Revenues from unaffiliated customers | 57,570 | 50,522 |
United Kingdom [Member] | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Revenues from unaffiliated customers | 20,071 | 20,831 |
Continental Europe [Member] | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Revenues from unaffiliated customers | 10,411 | 9,352 |
Asia-Pacific and Middle East [Member] | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Revenues from unaffiliated customers | $ 3,244 | $ 2,379 |
Operations by Segments and Ge42
Operations by Segments and Geographic Areas - Schedule of Long-Lived Assets, Based on Geographical Location, Excluding Deferred Tax Assets and Intangible Assets (Detail) - USD ($) $ in Thousands | Sep. 30, 2017 | Jun. 30, 2017 |
Long-lived assets | ||
Long-lived assets | $ 43,304 | $ 43,866 |
North America [Member] | ||
Long-lived assets | ||
Long-lived assets | 34,665 | 35,569 |
United Kingdom [Member] | ||
Long-lived assets | ||
Long-lived assets | 5,193 | 5,188 |
Continental Europe [Member] | ||
Long-lived assets | ||
Long-lived assets | 1,114 | 1,208 |
Asia-Pacific and Middle East [Member] | ||
Long-lived assets | ||
Long-lived assets | $ 2,332 | $ 1,901 |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | |
Sep. 30, 2017 | Sep. 30, 2016 | |
Income Tax Disclosure [Abstract] | ||
Income tax (benefit) expense | $ 457 | $ 681 |
Unrecognized tax benefits decrease as a result of the expiration of certain statutes | 400 | |
Valuation allowance against certain deferred tax assets | $ 55,100 |
Income Taxes - Summary of Defer
Income Taxes - Summary of Deferred Tax Assets (Detail) - Accounting Standards Update 2016-09 [Member] $ in Thousands | 3 Months Ended |
Sep. 30, 2017USD ($) | |
Deferred Tax Asset [Line Items] | |
Increase to deferred tax assets for excess tax benefits | $ 17,393 |
Increase to deferred tax asset valuation allowance | (17,144) |
Net increase to deferred tax assets | $ 249 |
Goodwill and Other Intangible45
Goodwill and Other Intangible Assets - Additional Information (Detail) - USD ($) $ in Thousands | Sep. 30, 2017 | Jun. 30, 2017 |
Finite-Lived Intangible Assets [Line Items] | ||
Goodwill | $ 196,975 | $ 194,700 |
Intellinx Ltd [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Goodwill | $ 4,400 |
Goodwill and Other Intangible46
Goodwill and Other Intangible Assets - Schedule of Intangible Assets Subject to Amortization and for Intangible Assets Not Subject to Amortization (Detail) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended |
Sep. 30, 2017 | Jun. 30, 2017 | |
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | $ 418,526 | $ 412,921 |
Accumulated Amortization | (250,453) | (241,641) |
Net Carrying Value | 168,073 | 171,280 |
Goodwill | 196,975 | 194,700 |
Total intangible assets | 365,048 | 365,980 |
Customer Related [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 194,029 | 190,965 |
Accumulated Amortization | (126,218) | (122,698) |
Net Carrying Value | $ 67,811 | $ 68,267 |
Weighted Average Remaining Life | 8 years 7 months 6 days | 8 years 8 months 12 days |
Core Technology [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | $ 130,655 | $ 130,572 |
Accumulated Amortization | (76,731) | (74,452) |
Net Carrying Value | $ 53,924 | $ 56,120 |
Weighted Average Remaining Life | 8 years 7 months 6 days | 8 years 9 months 18 days |
Other Intangible Assets [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | $ 20,502 | $ 20,591 |
Accumulated Amortization | (15,929) | (15,691) |
Net Carrying Value | $ 4,573 | $ 4,900 |
Weighted Average Remaining Life | 6 years 4 months 24 days | 6 years 7 months 6 days |
Software Developed Other Than For Internal Use [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | $ 16,913 | $ 16,304 |
Accumulated Amortization | (4,078) | (3,423) |
Net Carrying Value | $ 12,835 | $ 12,881 |
Weighted Average Remaining Life | 4 years 9 months 18 days | 5 years |
Software [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | $ 56,427 | $ 54,489 |
Accumulated Amortization | (27,497) | (25,377) |
Net Carrying Value | $ 28,930 | $ 29,112 |
Weighted Average Remaining Life | 4 years 8 months 12 days | 3 years 6 months |
Goodwill and Other Intangible47
Goodwill and Other Intangible Assets - Schedule of Estimated Amortization Expense (Detail) $ in Thousands | Sep. 30, 2017USD ($) |
Finite-Lived Intangible Assets [Line Items] | |
Remaining 2,018 | $ 15,680 |
2,019 | 18,874 |
2,020 | 16,777 |
2,021 | 15,199 |
2,022 | 13,240 |
2023 and thereafter | 46,538 |
Software Developed Other Than For Internal Use [Member] | |
Finite-Lived Intangible Assets [Line Items] | |
Remaining 2,018 | 2,016 |
2,019 | 2,687 |
2,020 | 2,687 |
2,021 | 2,687 |
2,022 | 2,687 |
Software [Member] | |
Finite-Lived Intangible Assets [Line Items] | |
Remaining 2,018 | 6,189 |
2,019 | 7,202 |
2,020 | 5,723 |
2,021 | 3,377 |
2,022 | 2,157 |
2023 and thereafter | $ 3,121 |
Goodwill and Other Intangible48
Goodwill and Other Intangible Assets - Schedule of Rollforward of Goodwill Balances, by Reportable Segment (Detail) $ in Thousands | 3 Months Ended |
Sep. 30, 2017USD ($) | |
Goodwill [Line Items] | |
Beginning Balance | $ 194,700 |
Goodwill acquired during the period | 1,421 |
Impact of foreign currency translation | 854 |
Ending Balance | 196,975 |
Cloud Solutions [Member] | |
Goodwill [Line Items] | |
Beginning Balance | 90,069 |
Goodwill acquired during the period | 1,421 |
Impact of foreign currency translation | 244 |
Ending Balance | 91,734 |
Digital Banking [Member] | |
Goodwill [Line Items] | |
Beginning Balance | 35,880 |
Ending Balance | 35,880 |
Payments and Transactional Documents [Member] | |
Goodwill [Line Items] | |
Beginning Balance | 60,557 |
Impact of foreign currency translation | 610 |
Ending Balance | 61,167 |
Other [Member] | |
Goodwill [Line Items] | |
Beginning Balance | 8,194 |
Ending Balance | $ 8,194 |
Goodwill and Other Intangible49
Goodwill and Other Intangible Assets - Schedule of Rollforward of Goodwill Balances, by Reportable Segment (Parenthetical) (Detail) $ in Millions | 3 Months Ended |
Sep. 30, 2017USD ($) | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill impairment charge | $ 7.5 |
Commitments and Contingencies -
Commitments and Contingencies - Additional Information (Detail) - USD ($) | 1 Months Ended | 3 Months Ended |
May 31, 2017 | Sep. 30, 2017 | |
Contingencies And Commitments [Line Items] | ||
Loss incurred during period | $ 0 | |
Warranty Claim [Member] | ||
Contingencies And Commitments [Line Items] | ||
Recovery of claims | $ 1,269,000 |
Indebtedness - Additional Infor
Indebtedness - Additional Information (Detail) $ / shares in Units, SGD in Millions | Dec. 12, 2012USD ($) | Dec. 31, 2012USD ($)$ / sharesshares | Sep. 30, 2017USD ($)Installment$ / sharesshares | Jun. 30, 2018 | Sep. 30, 2017SGDshares | Aug. 14, 2017USD ($) |
Debt Instrument [Line Items] | ||||||
Interest rate on Convertible Senior Notes | 1.50% | |||||
Underwriters' exercise in full of over-allotment option | $ 24,800,000 | |||||
Net proceeds from offering after adjusting for expenses, commissions and discounts | 167,300,000 | |||||
Warrant expiration period | 150 days | |||||
1.50% Convertible Senior Notes Maturing on December 1, 2017 [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Convertible notes conversion amount in multiples | $ 1,000 | |||||
Consecutive trading days | 30 days | |||||
Common stock minimum trading days | 20 days | |||||
Percentage of common stock conversion price | 130.00% | |||||
Initial conversion rate per $1,000 principal amount | shares | 33.3042 | 33.3042 | ||||
Initial conversion price per share | $ / shares | $ 30.03 | |||||
1.50% Convertible Senior Notes Maturing on December 1, 2017 [Member] | Convertible Senior Notes [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Debt instrument term (years) | 5 years | |||||
Aggregate principal amount of Convertible Senior Notes | $ 189,750,000 | |||||
Interest rate on Convertible Senior Notes | 1.50% | 1.50% | ||||
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% | 0.25% | ||||
Estimated fair value of the contingent interest feature of the notes | $ 0 | |||||
Hedging of common stock | shares | 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 | shares | 6,300,000 | |||||
Common stock, strike price per share | $ / shares | $ 40.04 | |||||
Warrants [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Warrants exercisable beginning | Mar. 1, 2018 | |||||
Warrants exercisable ending | Oct. 18, 2018 | |||||
Revolving Credit Facility [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Credit agreement date | Dec. 9, 2016 | |||||
Debt instrument term (years) | 5 years | |||||
Amount borrowed under credit facility | $ 300,000,000 | |||||
Credit facility, expiration date | Dec. 8, 2021 | |||||
Percentage of shares of capital stock pledged as guarantee | 65.00% | |||||
Revolving Credit Facility [Member] | Credit Agreement [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Credit facility interest on borrowings, percentage added to rate | 1.75% | |||||
Revolving Credit Facility [Member] | Base Rate Plus [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Credit facility interest on borrowings, percentage added to rate | 0.75% | |||||
Portion at Other than Fair Value Measurement [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Aggregate principal amount of Convertible Senior Notes | $ 189,800,000 | |||||
Maximum [Member] | Revolving Credit Facility [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Additional borrowing capacity | $ 150,000,000 | |||||
Consolidated Interest Coverage Ratio | 3.75% | 3.75% | ||||
Maximum [Member] | Revolving Credit Facility [Member] | Letter of Credit [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Availability under Credit Facility | $ 20,000,000 | |||||
Maximum [Member] | Revolving Credit Facility [Member] | Swing Line Loans [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Availability under Credit Facility | $ 20,000,000 | |||||
Maximum [Member] | Revolving Credit Facility [Member] | Eurodollar Rate Plus [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Credit facility interest on borrowings, percentage added to rate | 2.25% | |||||
Maximum [Member] | Revolving Credit Facility [Member] | Base Rate Plus [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Credit facility interest on borrowings, percentage added to rate | 1.25% | |||||
Minimum [Member] | Revolving Credit Facility [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Consolidated Interest Coverage Ratio | 3.00% | 3.00% | ||||
Minimum [Member] | Revolving Credit Facility [Member] | Eurodollar Rate Plus [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Credit facility interest on borrowings, percentage added to rate | 1.50% | |||||
Minimum [Member] | Revolving Credit Facility [Member] | Base Rate Plus [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Credit facility interest on borrowings, percentage added to rate | 0.50% | |||||
Minimum [Member] | Step Down [Member] | Revolving Credit Facility [Member] | Scenario, forecast [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Consolidated Interest Coverage Ratio | 3.50% | |||||
Decillion Solutions Pte Ltd [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Note payable | $ 1,800,000 | SGD 2.5 | $ 1,800,000 | |||
Note payable, number of installments | Installment | 10 |
Indebtedness - Net Carrying Amo
Indebtedness - Net Carrying Amount of Notes (Detail) - USD ($) $ in Thousands | Sep. 30, 2017 | Jun. 30, 2017 |
Debt Instrument [Line Items] | ||
Net carrying value | $ 187,281 | $ 183,682 |
1.50% Convertible Senior Notes Maturing on December 1, 2017 [Member] | Convertible Senior Notes [Member] | ||
Debt Instrument [Line Items] | ||
Principal amount | 189,750 | |
Unamortized discount | (2,272) | |
Unamortized debt issuance costs | $ (197) |
Indebtedness - Total Interest E
Indebtedness - Total Interest Expense Related to Notes (Detail) - USD ($) $ in Thousands | 3 Months Ended | |
Sep. 30, 2017 | Sep. 30, 2016 | |
Debt Instrument [Line Items] | ||
Amortization of debt discount (non-cash) | $ 3,303 | $ 3,076 |
Amortization of debt issue costs (non-cash) | 406 | 296 |
Convertible Senior Notes [Member] | ||
Debt Instrument [Line Items] | ||
Contractual interest expense (cash) | 712 | 712 |
Amortization of debt discount (non-cash) | 3,303 | 3,076 |
Amortization of debt issue costs (non-cash) | 296 | 296 |
Total interest expense | $ 4,311 | $ 4,084 |
Effective interest rate of the liability component | 8.46% | 7.99% |
Derivative Instruments - Additi
Derivative Instruments - Additional Information (Detail) - USD ($) | Jul. 10, 2017 | Sep. 30, 2017 |
Derivatives, Fair Value [Line Items] | ||
Ineffective portion of hedge | $ 0 | |
Amounts excluded from assessment of hedge effectiveness | 0 | |
Unrealized loss in accumulated other comprehensive loss | 200,000 | |
Reclassification of unrealized loss from accumulated other comprehensive loss to earnings | $ 200,000 | |
Interest Rate Swap [Member] | ||
Derivatives, Fair Value [Line Items] | ||
Notional debt value | $ 100,000,000 | |
Agreement date | Jul. 10, 2017 | |
Agreement effective date | Dec. 1, 2017 | |
Agreement maturity date | Dec. 1, 2021 | |
Fixed interest rate | 1.9275% |
Derivative Instruments - Summar
Derivative Instruments - Summary of Fair Values of Gross Asset and Gross Liability of Interest Rate Swap (Detail) - Interest Rate Swap [Member] $ in Thousands | Sep. 30, 2017USD ($) |
Other Assets [Member] | |
Derivatives, Fair Value [Line Items] | |
Derivative asset | $ 99 |
Accrued Expenses and Other Current Liabilities [Member] | |
Derivatives, Fair Value [Line Items] | |
Derivative liability | $ 334 |
Derivative Instruments - Summ56
Derivative Instruments - Summary of Effect of Derivative Interest Rate Swap in Our Consolidated Statement of Comprehensive Loss (Detail) - Interest Rate Swap [Member] - USD ($) $ in Thousands | 3 Months Ended | |
Sep. 30, 2017 | Sep. 30, 2016 | |
Derivative Instruments, Gain (Loss) [Line Items] | ||
Amount of Gain (Loss) Recognized in OCI on Derivative Instruments (Effective Portion) | $ (235) | |
Amount of Gain (Loss) Reclassified from AOCI into Net Loss (Effective Portion) | $ 0 | $ 0 |
Postretirement and Other Empl57
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 | |
Sep. 30, 2017 | Sep. 30, 2016 | |
Components of net periodic cost | ||
Service cost | $ 640 | $ 750 |
Interest cost | 89 | 32 |
Prior service credit | (23) | (23) |
Net actuarial loss | 55 | 165 |
Expected return on plan assets | (301) | (224) |
Net periodic cost | $ 460 | $ 700 |
Subsequent Events - Additional
Subsequent Events - Additional Information (Detail) - Oct. 04, 2017 - First Capital Cashflow Ltd. [Member] - Subsequent Event [Member] £ in Millions, $ in Millions | USD ($)shares | GBP (£)shares |
Subsequent Event [Line Items] | ||
Payments to acquire business | $ 13.9 | £ 10.5 |
Shares issued | 42,080 | 42,080 |
Stock vesting period | 5 years | 5 years |