Document and Entity Information
Document and Entity Information - USD ($) $ in Millions | 12 Months Ended | |||
Jun. 30, 2022 | Jun. 30, 2021 | Feb. 01, 2023 | Dec. 31, 2021 | |
Cover [Abstract] | ||||
Document Type | 10-K | |||
Amendment Flag | false | |||
Document Period End Date | Jun. 30, 2022 | |||
Document Fiscal Year Focus | 2022 | |||
Document Fiscal Period Focus | FY | |||
Trading Symbol | RLGT | |||
Entity Registrant Name | RADIANT LOGISTICS, INC. | |||
Entity Central Index Key | 0001171155 | |||
Entity Current Reporting Status | No | |||
Entity Interactive Data Current | Yes | |||
Current Fiscal Year End Date | --06-30 | |||
Entity Well-known Seasoned Issuer | No | |||
Entity Voluntary Filers | No | |||
Entity Filer Category | Accelerated Filer | |||
Entity Common Stock, Shares Outstanding | 48,181,256 | |||
Entity Public Float | $ 279 | |||
Entity Shell Company | false | |||
Entity Small Business | true | |||
Entity Emerging Growth Company | false | |||
Document Transition Report | false | |||
ICFR Auditor Attestation Flag | true | |||
Title of 12(b) Security | Common Stock, $0.001 Par Value | |||
Security Exchange Name | NYSEAMER | |||
Entity File Number | 001-35392 | |||
Entity Incorporation, State or Country Code | DE | |||
Entity Tax Identification Number | 04-3625550 | |||
Entity Address, Address Line One | Triton Tower Two | |||
Entity Address, Address Line Two | 700 S Renton Village Place, Seventh Floor | |||
Entity Address, City or Town | Renton | |||
Entity Address, State or Province | WA | |||
Entity Address, Postal Zip Code | 98057 | |||
City Area Code | 425 | |||
Local Phone Number | 462-1094 | |||
Document Annual Report | true | |||
Document Transition Report | false | |||
Documents Incorporated by Reference | None. | |||
Auditor Name | Moss Adams LLP | BDO USA, LLP | ||
Auditor Location | Seattle, Washington | Seattle, Washington | ||
Auditor Firm ID | 659 | 243 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Jun. 30, 2022 | Jun. 30, 2021 |
Current assets: | ||
Cash and cash equivalents | $ 24,442 | $ 13,696 |
Accounts receivable, net of allowance of $2,983 and $1,489, respectively | 186,492 | 117,349 |
Contract assets | 61,154 | 45,040 |
Prepaid expenses and other current assets | 17,256 | 17,512 |
Total current assets | 289,344 | 193,597 |
Property, technology, and equipment, net | 24,823 | 24,151 |
Goodwill | 88,199 | 72,582 |
Intangible assets, net | 48,545 | 41,404 |
Operating lease right-of-use assets | 41,111 | 39,022 |
Deposits and other assets | 4,704 | 3,124 |
Long-term restricted cash | 625 | 648 |
Total other long-term assets | 183,184 | 156,780 |
Total assets | 497,351 | 374,528 |
Current liabilities: | ||
Accounts payable | 137,853 | 103,709 |
Operating partner commissions payable | 18,731 | 15,065 |
Accrued expenses | 11,349 | 6,812 |
Income tax payable | 4,035 | 2,768 |
Current portion of notes payable | 4,575 | 4,446 |
Current portion of operating lease liability | 7,641 | 6,989 |
Current portion of finance lease liability | 577 | 743 |
Current portion of contingent consideration | 2,600 | 2,600 |
Other current liabilities | 303 | 345 |
Total current liabilities | 187,664 | 143,477 |
Notes payable, net of current portion | 66,719 | 24,000 |
Operating lease liability, net of current portion | 37,776 | 34,899 |
Finance lease liability, net of current portion | 1,223 | 1,809 |
Contingent consideration, net of current portion | 2,930 | 4,663 |
Deferred income taxes | 6,482 | 4,021 |
Other long-term liabilities | 0 | 89 |
Total long-term liabilities | 115,130 | 69,481 |
Total liabilities | 302,794 | 212,958 |
Commitments and contingencies (Note 16) | ||
Equity: | ||
Common stock, $0.001 par value, 100,000,000 shares authorized; 51,265,543 and 50,832,205 shares issued, and 48,740,935 and 49,930,389 shares outstanding, respectively | 33 | 32 |
Additional paid-in capital | 106,146 | 104,228 |
Treasury stock, at cost, 2,524,608 and 901,816 shares, respectively | (16,004) | (4,658) |
Retained earnings | 104,998 | 60,534 |
Accumulated other comprehensive (loss) income | (796) | 1,141 |
Total Radiant Logistics, Inc. stockholders’ equity | 194,377 | 161,277 |
Non-controlling interest | 180 | 293 |
Total equity | 194,557 | 161,570 |
Total liabilities and equity | $ 497,351 | $ 374,528 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Jun. 30, 2022 | Jun. 30, 2021 |
Statement of Financial Position [Abstract] | ||
Allowance for accounts receivable | $ 2,983 | $ 1,489 |
Common stock, par value | $ 0.001 | $ 0.001 |
Common stock, shares authorized | 100,000,000 | 100,000,000 |
Common stock, shares issued | 51,265,543 | 50,832,205 |
Common stock, shares outstanding | 48,740,935 | 49,930,389 |
Treasury stock, shares | 2,524,608 | 901,816 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Income - USD ($) $ in Thousands | 12 Months Ended | |
Jun. 30, 2022 | Jun. 30, 2021 | |
Income Statement [Abstract] | ||
Revenues | $ 1,459,419 | $ 899,812 |
Operating expenses: | ||
Cost of transportation and other services | 1,153,134 | 678,406 |
Operating partner commissions | 121,937 | 95,141 |
Personnel costs | 72,242 | 55,352 |
Selling, general and administrative expenses | 34,000 | 23,718 |
Depreciation and amortization | 18,716 | 16,642 |
Change in fair value of contingent consideration | 767 | 4,350 |
Total operating expenses | 1,400,796 | 873,609 |
Income from operations | 58,623 | 26,203 |
Other (expense) income | ||
Interest income | 23 | 18 |
Interest expense | (3,214) | (2,549) |
Foreign currency transaction gain (loss) | 718 | (189) |
Change in fair value of interest rate swap contracts | 1,840 | (594) |
Gain on forgiveness of debt | 0 | 5,987 |
Other | 193 | 704 |
Total other (expense) income | (440) | 3,377 |
Income before income taxes | 58,183 | 29,580 |
Income tax expense | (12,692) | (5,951) |
Net income | 45,491 | 23,629 |
Less: net income attributable to non-controlling interest | (1,027) | (519) |
Net income attributable to Radiant Logistics, Inc. | 44,464 | 23,110 |
Other comprehensive (loss) income | ||
Foreign currency translation (loss) gain | (1,937) | 696 |
Comprehensive income | $ 43,554 | $ 24,325 |
Income per share: | ||
Basic | $ 0.90 | $ 0.46 |
Diluted | $ 0.88 | $ 0.45 |
Weighted average common shares outstanding: | ||
Basic | 49,570,594 | 49,890,945 |
Diluted | 50,736,582 | 51,208,295 |
Consolidated Statements of Chan
Consolidated Statements of Changes in Equity - USD ($) $ in Thousands | Total | Common Stock | Additional Paid-in Capital | Treasury Stock | Retained Earnings | Accumulated Other Comprehensive Income (Loss) | Total Radiant Logistics, Inc. Stockholders' Equity | Non-Controlling Interest |
Balance at Jun. 30, 2020 | $ 138,175 | $ 32 | $ 102,214 | $ (2,749) | $ 37,424 | $ 445 | $ 137,366 | $ 809 |
Balance, shares at Jun. 30, 2020 | 49,555,639 | |||||||
Net income | 3,030 | |||||||
Balance at Sep. 30, 2020 | 138,335 | |||||||
Balance at Jun. 30, 2020 | 138,175 | $ 32 | 102,214 | (2,749) | 37,424 | 445 | 137,366 | 809 |
Balance, shares at Jun. 30, 2020 | 49,555,639 | |||||||
Net income | 7,455 | |||||||
Balance at Dec. 31, 2020 | 145,574 | |||||||
Balance at Jun. 30, 2020 | 138,175 | $ 32 | 102,214 | (2,749) | 37,424 | 445 | 137,366 | 809 |
Balance, shares at Jun. 30, 2020 | 49,555,639 | |||||||
Net income | 11,854 | |||||||
Balance at Mar. 31, 2021 | 150,699 | |||||||
Balance at Jun. 30, 2020 | 138,175 | $ 32 | 102,214 | (2,749) | 37,424 | 445 | 137,366 | 809 |
Balance, shares at Jun. 30, 2020 | 49,555,639 | |||||||
Repurchase of common stock | (1,909) | $ 0 | 0 | (1,909) | 0 | 0 | (1,909) | 0 |
Repurchase of common stock, Shares | (268,969) | |||||||
Issuance of common stock upon vesting of restricted stock awards, net of taxes withheld and paid | (334) | $ 0 | (334) | 0 | 0 | 0 | (334) | 0 |
Issuance of common stock upon vesting of restricted stock awards, net of taxes withheld and paid, shares | 155,046 | |||||||
Issuance of common stock upon exercise of stock options, net of taxes withheld and paid | 1,277 | $ 0 | 1,277 | 0 | 0 | 0 | 1,277 | 0 |
Issuance of common stock upon exercise of stock options, net of taxes withheld and paid, shares | 488,673 | |||||||
Distribution to non-controlling interest | (1,035) | $ 0 | 0 | 0 | 0 | 0 | 0 | (1,035) |
Share-based compensation | 1,071 | 0 | 1,071 | 0 | 0 | 0 | 1,071 | 0 |
Net income | 23,629 | 0 | 0 | 0 | 23,110 | 0 | 23,110 | 519 |
Other comprehensive income (loss) | 696 | 0 | 0 | 0 | 0 | 696 | 696 | 0 |
Balance at Jun. 30, 2021 | 161,570 | $ 32 | 104,228 | (4,658) | 60,534 | 1,141 | 161,277 | 293 |
Balance, shares at Jun. 30, 2021 | 49,930,389 | |||||||
Balance at Sep. 30, 2020 | 138,335 | |||||||
Net income | 4,425 | |||||||
Balance at Dec. 31, 2020 | 145,574 | |||||||
Net income | 4,399 | |||||||
Balance at Mar. 31, 2021 | 150,699 | |||||||
Balance at Jun. 30, 2021 | 161,570 | $ 32 | 104,228 | (4,658) | 60,534 | 1,141 | 161,277 | 293 |
Net income | 7,695 | |||||||
Balance at Sep. 30, 2021 | 166,687 | |||||||
Balance at Jun. 30, 2021 | 161,570 | $ 32 | 104,228 | (4,658) | 60,534 | 1,141 | 161,277 | 293 |
Balance, shares at Jun. 30, 2021 | 49,930,389 | |||||||
Net income | 14,310 | |||||||
Balance at Dec. 31, 2021 | 169,582 | |||||||
Balance at Jun. 30, 2021 | 161,570 | $ 32 | 104,228 | (4,658) | 60,534 | 1,141 | 161,277 | 293 |
Balance, shares at Jun. 30, 2021 | 49,930,389 | |||||||
Net income | 28,633 | |||||||
Balance at Mar. 31, 2022 | 184,701 | |||||||
Balance at Jun. 30, 2021 | 161,570 | $ 32 | 104,228 | (4,658) | 60,534 | 1,141 | 161,277 | 293 |
Balance, shares at Jun. 30, 2021 | 49,930,389 | |||||||
Issuance of common stock to shareholders of acquired business | 244 | 244 | 0 | 0 | 0 | 244 | 0 | |
Issuance of common stock to shareholders of acquired business, Shares | 40,000 | |||||||
Repurchase of common stock | (11,346) | $ 0 | 0 | (11,346) | 0 | 0 | (11,346) | 0 |
Repurchase of common stock, Shares | (1,622,792) | |||||||
Issuance of common stock upon vesting of restricted stock awards, net of taxes withheld and paid | (391) | $ 1 | (392) | 0 | 0 | 0 | (391) | 0 |
Issuance of common stock upon vesting of restricted stock awards, net of taxes withheld and paid, shares | 158,942 | |||||||
Issuance of common stock upon exercise of stock options, net of taxes withheld and paid | $ 268 | $ 0 | 268 | 0 | 0 | 0 | 268 | 0 |
Issuance of common stock upon exercise of stock options, net of taxes withheld and paid, shares | 303,308 | 234,396 | ||||||
Distribution to non-controlling interest | $ (1,140) | $ 0 | 0 | 0 | 0 | 0 | 0 | (1,140) |
Share-based compensation | 1,798 | 0 | 1,798 | 0 | 0 | 0 | 1,798 | 0 |
Net income | 45,491 | 0 | 0 | 0 | 44,464 | 0 | 44,464 | 1,027 |
Other comprehensive income (loss) | (1,937) | 0 | 0 | 0 | 0 | (1,937) | (1,937) | 0 |
Balance at Jun. 30, 2022 | 194,557 | $ 33 | $ 106,146 | $ (16,004) | $ 104,998 | $ (796) | $ 194,377 | $ 180 |
Balance, shares at Jun. 30, 2022 | 48,740,935 | |||||||
Balance at Sep. 30, 2021 | 166,687 | |||||||
Net income | 6,615 | |||||||
Balance at Dec. 31, 2021 | 169,582 | |||||||
Net income | 14,323 | |||||||
Balance at Mar. 31, 2022 | $ 184,701 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 12 Months Ended | |
Jun. 30, 2022 | Jun. 30, 2021 | |
OPERATING ACTIVITIES: | ||
Net income | $ 45,491 | $ 23,629 |
ADJUSTMENTS TO RECONCILE NET INCOME TO NET CASH PROVIDED BY OPERATING ACTIVITIES | ||
Share-based compensation | 1,798 | 1,071 |
Amortization of intangible assets | 11,385 | 10,120 |
Depreciation and amortization of property, technology, and equipment | 7,331 | 6,522 |
Deferred income tax benefit | (2,603) | (3,392) |
Amortization of debt issuance costs | 500 | 522 |
Change in fair value of contingent consideration | 767 | 4,350 |
Gain on forgiveness of debt | 0 | (5,987) |
Other | 2,151 | (251) |
CHANGES IN OPERATING ASSETS AND LIABILITIES: | ||
Accounts receivable | (55,079) | (43,939) |
Contract assets | (14,739) | (28,679) |
Income tax receivable/payable | (885) | 3,633 |
Prepaid expenses, deposits, and other assets | (1,322) | 115 |
Operating lease right-of-use assets | 8,808 | 7,557 |
Accounts payable | 26,429 | 39,846 |
Operating partner commissions payable | 3,666 | 5,934 |
Accrued expenses and other liabilities | 1,251 | 504 |
Operating lease liability | (8,695) | (7,455) |
Payment of contingent consideration | (1,377) | |
Net cash provided by operating activities | 24,877 | 14,100 |
INVESTING ACTIVITIES: | ||
Payments to acquire Navegate, Inc., net of cash acquired | (38,400) | |
Purchases of property, technology, and equipment | (7,464) | (11,431) |
Proceeds from sale of property, technology, and equipment | 186 | 358 |
Net cash used for investing activities | (45,678) | (11,073) |
FINANCING ACTIVITIES: | ||
Proceeds from revolving credit facility | 116,144 | 6,371 |
Repayment of revolving credit facility | (68,619) | (21,371) |
Repayments of notes payable and finance lease liability | (5,102) | (4,721) |
Proceeds from sale of common stock | 244 | |
Repurchases of common stock | (11,346) | (1,909) |
Payments of contingent consideration | (1,123) | (2,027) |
Distribution to non-controlling interest | (1,140) | (1,035) |
Proceeds from exercise of stock options | 407 | 1,446 |
Net cash provided by (used for) financing activities | 28,934 | (23,749) |
Effect of exchange rate changes on cash, cash equivalents, and restricted cash | 2,590 | (367) |
NET INCREASE (DECREASE) IN CASH, CASH EQUIVALENTS, AND RESTRICTED CASH | 10,723 | (21,089) |
CASH, CASH EQUIVALENTS, AND RESTRICTED CASH, BEGINNING OF YEAR | 14,344 | 35,433 |
CASH, CASH EQUIVALENTS, AND RESTRICTED CASH, END OF YEAR | 25,067 | 14,344 |
RECONCILIATION OF CASH, CASH EQUIVALENTS AND RESTRICTED CASH: | ||
Cash and cash equivalents | 24,442 | 13,696 |
Long-term restricted cash | 625 | 648 |
Total cash, cash equivalents, and restricted cash, end of period | 25,067 | 14,344 |
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION: | ||
Income taxes paid | 16,524 | 6,520 |
Interest paid | 2,639 | 2,021 |
Restricted Stock Awards | ||
FINANCING ACTIVITIES: | ||
Payments of employee tax withholdings related to vesting and cashless exercise | (392) | (334) |
Stock Options | ||
FINANCING ACTIVITIES: | ||
Payments of employee tax withholdings related to vesting and cashless exercise | $ (139) | $ (169) |
Supplemental Disclosure of Non-
Supplemental Disclosure of Non-cash Investing and Financing - Paycheck Protection Program [Member] $ in Thousands | 12 Months Ended |
Jun. 30, 2021 USD ($) | |
Forgiven loan | $ 5,925 |
Accrued interest, decrease | $ 62 |
Organization and Nature of Oper
Organization and Nature of Operations | 12 Months Ended |
Jun. 30, 2022 | |
Accounting Policies [Abstract] | |
Organization and Nature of Operations | NO TE 1 – ORGANIZATION AND NATURE OF OPERATIONS Radiant Logistics, Inc., and its consolidated subsidiaries (the “Company”, “we” or “us”), operates as a third-party logistics company, providing technology-enabled global transportation and value-added logistics solutions primarily in the United States and Canada. We service a large and diversified account base across a range of industries and geographies, which we support from an extensive network of operating locations across North America as well as an integrated international service partner network located in other key markets around the globe. We provide these services through a multi-brand network, which includes over 100 operating locations. Included in these operating locations are a number of independent agents, who we also refer to as our “strategic operating partners” that operate exclusively on our behalf, and approximately 25 Company-owned offices. As a third-party logistics company, we have a vast carrier network of asset-based transportation companies, including motor carriers, railroads, airlines and ocean lines in our carrier network. Through its operating locations across North America, the Company offers domestic and international air and ocean freight forwarding services and freight brokerage services, including truckload services, less than truckload services, and intermodal services, which is the movement of freight in trailers or containers by combination of truck and rail. The Company’s primary transportation services involve arranging shipments, on behalf of its customers, of materials, products, equipment, and other goods that are generally larger than shipments handled by integrated carriers of primarily small parcels, such as FedEx, DHL and UPS, including arranging and monitoring all aspects of material flow activity utilizing advanced information technology systems. We also provide other value-added logistics services including materials management and distribution services (collectively, “Materials Management and Distribution” or “MM&D” services), and customs house brokerage (“CHB”) services to complement our core transportation service offering. On December 3, 2021, the Company acquired Navegate, Inc. Refer to Note 18 for details on the business combination. The COVID-19 pandemic continues to impact our business operations and financial results. Although the effects have lessened over time, there is uncertainty in the nature and degree of its continued effects over time with new strains frequently being discovered and additional booster shots being recommended. As the world continues to respond to COVID-19, we continue to follow guidelines ensuring the safety of our employees, while striving to protect the health and well-being of the communities in which we operate. Comments and discussion as well as all financials and other data presented here have been updated to reflect the restatement adjustments detailed in Note 2 to the consolidated financial statements, Restatement of Previously Issued Consolidated Financial Statements (the “Restatement Footnote”). |
Restatement of Previously Issue
Restatement of Previously Issued Consolidated Financial Statements | 12 Months Ended |
Jun. 30, 2022 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Restatement of Previously Issued Annual Consolidated Financial Statements for the Fiscal Year Ended June 30, 2021 | NOTE 2 - RESTATEMENT OF PREVIOUSLY ISSUED ANNUAL CONSOLIDATED FINANCIAL STATEMENTS FOR THE FISCAL YEAR ENDED JUNE 30, 2021 As further described below, (i) our audited consolidated financial statements for the fiscal year ended June 30, 2021, and (ii) our unaudited consolidated financial statements covering the quarterly reporting periods during fiscal year 2021, consisting of the quarters ended September 30, 2020, December 31, 2020, March 31, 2021; and (iii) our unaudited consolidated financial statements covering the quarterly reporting periods during fiscal year 2022, consisting of September 30, 2021, December 31, 2021, and March 31, 2022 have been restated to reflect the correction of material errors. For restatement information on these interim periods, see Note 20, Quarterly Financial Data (Unaudited and Restated). Restatement Background The need for the restatement arose out of the results of certain financial analysis the Company performed in the course of preparing its fiscal year-end 2022 consolidated financial statements. Principally, in response to its December 2021 cyber event, which is discussed in Note 19, the Company completed a detailed lookback analysis to compare its estimated accrued in-transit revenues and related costs, primarily, purchased transportation and applicable commission expenses, to its actual customer invoicing, related transportation costs and other costs subsequently recorded. In the course of its analysis of the information gathered through the lookback process, the Company detected differences between the estimated accrued amounts and the actual revenues and expenses recorded due primarily to errors in the underlying shipment information that was used to calculate the original estimates of the accrued amounts. Management and the Audit and Executive Oversight Committee have concluded that, in the ordinary course of closing its financial books and records, the Company previously inadvertently excluded certain shipments for in-transit revenues and associated costs from the appropriate periods as required under GAAP. Therefore, the Company misstated gross revenues, associated costs, and related assets and liabilities during the Restatement Periods. Restatement Adjustments The Company inadvertently excluded certain in-transit revenues and associated costs, which led to accounting adjustments to correct errors identified as part of the revenue lookback process. The following table summarizes the effect of the errors on the Company’s consolidated balance sheet as of June 30, 2021 and consolidated statement of comprehensive income and consolidated statement of cash flows for the fiscal year ended June 30, 2021: (In thousands) June 30, 2021 Adjustment June 30, 2021 Contract assets $ 27,753 $ 17,287 $ 45,040 Total current assets 176,310 17,287 193,597 Total assets 357,241 17,287 374,528 Accounts payable 87,941 15,768 103,709 Operating partner commissions payable 13,779 1,286 15,065 Accrued expenses 6,801 11 6,812 Income tax payable 2,713 55 2,768 Total current liabilities 126,357 17,120 143,477 Total liabilities 195,838 17,120 212,958 Retained earnings 60,367 167 60,534 Total equity 161,403 167 161,570 (In thousands, except per share data) Year Ended June 30, 2021 Adjustment Year Ended Revenues $ 889,124 $ 10,688 $ 899,812 Cost of transportation and other services 668,299 10,107 678,406 Operating partner commissions 94,040 1,101 95,141 Personnel costs 55,378 ( 26 ) 55,352 Selling, general and administrative expenses 24,434 ( 716 ) 23,718 Income from operations 25,981 222 26,203 Income tax expense ( 5,896 ) ( 55 ) ( 5,951 ) Net income 23,462 167 23,629 Net income attributable to Radiant Logistics, Inc. 22,943 167 23,110 Income per share: Basic $ 0.46 $ — $ 0.46 Diluted $ 0.45 $ — $ 0.45 While the adjustments changed contract assets, accounts payable, and operating partner commissions payable line items in the consolidated cash flow statement, they did not have an impact on total net cash provided by operating activities, net cash used in investing activities, or net cash provided by (used for) financing activities. (In thousands) Year Ended Adjustment Year Ended OPERATING ACTIVITIES: Net income $ 23,462 $ 167 $ 23,629 ADJUSTMENTS TO RECONCILE NET INCOME TO NET CASH PROVIDED BY OPERATING ACTIVITIES CHANGES IN OPERATING ASSETS AND LIABILITIES: Contract assets ( 11,392 ) ( 17,287 ) ( 28,679 ) Income tax receivable/payable 3,578 55 3,633 Accounts payable 24,078 15,768 39,846 Operating partner commissions payable 4,648 1,286 5,934 Accrued expenses, other liabilities, and operating lease liability ( 6,962 ) 11 ( 6,951 ) Net cash provided by operating activities 14,100 — 14,100 |
Recent Accounting Guidance
Recent Accounting Guidance | 12 Months Ended |
Jun. 30, 2022 | |
Accounting Policies [Abstract] | |
Recent Accounting Guidance | NO TE 3 - RECENT ACCOUNTING GUIDANCE Recent Accounting Guidance Not Yet Adopted In March 2020, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2020-04, Reference Rate Reform (Topic 848) and subsequent amendments to the initial guidance: ASU 2021-01, which provides temporary optional expedients and exceptions to the current guidance on contract modifications to ease the financial reporting burdens related to the expected market transition from London Interbank Offered Rate (LIBOR) and other interbank offered rates to alternative reference rates. The amendments are effective as of March 12, 2020 and applies to contract modifications made before December 31, 2022. As of June 30, 2022, the Company has not utilized any of the expedients discussed within this ASU, however, it continues to assess its agreements to determine if LIBOR is included and if the expedients would be utilized through the allowed period of December 31, 2022. In June 2016, the FASB issued ASU 2016-13, Financial Instruments—Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments and subsequent amendments to the initial guidance: ASU 2018-19, 2019-04, 2019-05, 2020-03, and 2022-02 (collectively, Topic 326). Topic 326 requires measurement and recognition of expected credit losses for financial assets held. Topic 326 is effective for the Company in the first quarter of fiscal year 2024. The Company is currently evaluating the impact of the standard on its consolidated financial statements and disclosures. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 12 Months Ended |
Jun. 30, 2022 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | NO TE 4 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES a) Principles of Consolidation The consolidated financial statements include the accounts of Radiant Logistics, Inc. and its wholly-owned subsidiaries as well as a single variable interest entity, Radiant Logistics Partners, LLC (“RLP”), which is 40 % owned by Radiant Global Logistics, Inc. (“RGL”) and 60 % owned by Radiant Capital Partners, LLC (“RCP”, see Note 12), an entity owned by the Company’s Chief Executive Officer. All significant intercompany balances and transactions have been eliminated. Non-controlling interest in the consolidated balance sheets represents RCP’s proportionate share of equity in RLP. Net income (loss) of non-wholly owned consolidated subsidiaries or variable interest entities is allocated to the Company and the holder(s) of the non-controlling interest in proportion to their percentage ownership. b) Use of Estimates The preparation of financial statements and related disclosures in accordance with accounting principles generally accepted in the United States (“GAAP”) requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. Actual results reported in future periods may be based upon amounts that could differ from these estimates due to the inherent uncertainty involved in making estimates and risks and uncertainties, including uncertainty in the current economic environment due to COVID-19. c) Cash, Cash Equivalents, and Restricted Cash The Company maintains its cash in bank deposit accounts that, at times, may exceed federally insured limits. The Company has not experienced any losses in such accounts. Cash equivalents consist of highly liquid investments with original maturities of three months or less. Restricted cash includes five months interest in a debt service reserve account for a senior secured Canadian term loan, which will mature on April 1, 2024. The Company includes restricted cash along with the cash balance for presentation in the consolidated statement of cash flows. d) Accounts Receivable The Company’s receivables are recorded when billed and represent amounts owed by third-party customers, as well as amounts owed by strategic operating partners. The carrying value of the Company’s receivables, net of the allowance for doubtful accounts, represents their estimated net realizable value. The Company evaluates the collectability of accounts receivable on a customer-by-customer basis. The Company records an allowance for doubtful accounts to reduce the net recognized receivable to an amount the Company believes will be reasonably collected. The allowance for doubtful accounts is determined from the analysis of the aging of the accounts receivable, historical experience and knowledge of specific customers. The Company derives a substantial portion of its revenue through independently owned strategic operating partner locations operating under various Company brands. Each strategic operating partner is responsible for some or all of the collection of the accounts related to the underlying customers being serviced by such strategic operating partner. To facilitate this arrangement, based on contractual agreements, certain strategic operating partners are required to maintain a bad debt reserve in the form of a security deposit with the Company. The Company charges each strategic operating partner’s bad debt reserve account for any accounts receivable aged beyond 90 days along with any other amounts owed to the Company by strategic operating partners. However, the bad debt reserve account may carry a deficit balance when amounts charged to this reserve account exceed amounts otherwise available. In these circumstances, a deficit bad debt reserve account is recognized as a receivable in the Company’s consolidated financial statements. Some strategic operating partners are not required to establish a bad debt reserve; however, they are still responsible to make up for any deficits and the Company may withhold all or a portion of future commissions payable to the strategic operating partner to satisfy any deficit balance. As of June 30, 2022 , a number of the Company’s strategic operating partners have a deficit balance in their bad debt reserve accounts. The Company expects to replenish these funds through the future business operations of these strategic operating partners or as their customers satisfy the amounts payable to the Company. However, to the extent any of these strategic operating partners were to cease operations or otherwise be unable to replenish these deficit accounts, the Company would be at risk of loss for any such amounts and generally would reserve for them. e) Property, Technology, and Equipment Property, technology, and equipment is stated at cost, less accumulated depreciation and amortization. Depreciation and amortization is computed using the straight-line method over the estimated useful lives of the related assets. Upon retirement or other disposition of these assets, the cost and related accumulated depreciation or amortization are removed from the accounts and the resulting gain or loss, if any, is reflected in other income or expense. Expenditures for maintenance, repairs and renewals of minor items are expensed as incurred. Major renewals and improvements are capitalized. f) Goodwill Goodwill represents the excess acquisition cost of an acquired entity over the estimated fair values assigned to the net tangible and identifiable intangible assets acquired. The Company performs its annual goodwill impairment test as of April 1 of each year or more frequently if facts or circumstances indicate that the carrying amount may not be recoverable. Based on the most recent annual impairment test, and further review by management, the Company concluded that there was no impairment. An entity has the option to perform a qualitative assessment to determine whether it is more-likely-than-not that the fair value of the reporting unit is less than its carrying amount prior to performing a quantitative impairment test. The qualitative assessment evaluates various factors, such as macro-economic conditions, industry and market conditions, cost factors, relevant events and financial trends that may impact the fair value of the reporting unit. If it is determined that the estimated fair value of the reporting unit is more-likely-than-not less than its carrying amount, including goodwill, a quantitative assessment is required. Otherwise, no further analysis is required. If a quantitative assessment is performed, a reporting unit’s fair value is compared to its carrying value. A reporting unit’s fair value is determined based upon consideration of various valuation methodologies, including the income approach, which utilizes projected future cash flows discounted at rates commensurate with the risks involved, and multiples of current and future earnings, and market approach, which utilizes a selection of guideline public companies. If the fair value of a reporting unit is less than its carrying amount, an impairment charge is recognized for the amount by which the carrying amount exceeds the reporting unit’s fair value; however, the loss recognized cannot exceed the total amount of goodwill allocated to that reporting unit. As of June 30, 2022 and 2021 , management believes there are no indications of impairment. g) Long-Lived Assets Long-lived assets, such as property, technology, and equipment, and definite-lived intangible assets, are reviewed for impairment whenever events or changes in circumstances indicate the carrying amount of the assets may not be recoverable. If circumstances require a long-lived asset or asset group to be tested for possible impairment, the Company compares the undiscounted expected future cash flows to be generated by that asset or asset group to its carrying amount. If the carrying amount of the long-lived asset or asset group is not recoverable on an undiscounted cash flow basis, an impairment charge is recognized to the extent the carrying amount of the asset or asset group exceeds the fair value. Fair values of long-lived assets are determined through various techniques, such as applying probability weighted, expected present value calculations to the estimated future cash flows using assumptions a market participant would utilize or through the use of a third-party independent appraiser or valuation specialist. No impairment losses of long-lived assets were recorded during the years ended June 30, 2022 and 2021. Intangible assets consist of customer related intangible assets, trade names and trademarks, and non-compete agreements arising from the Company’s acquisitions. Customer related intangible assets are amortized using the straight-line method over periods of up to 15 years , trademarks and trade names are amortized using the straight-line method over periods of up to 15 years , and non-compete agreements are amortized using the straight-line method over periods of up to five years , developed technologies are amortized using the straight-line method over five years . h) Business Combinations The Company accounts for business acquisitions using the acquisition method as required by FASB Accounting Standards Codification (“ASC”) Topic 805, Business Combinations . The assets acquired and liabilities assumed in business combinations, including identifiable intangible assets, are recorded based upon their estimated fair values as of the acquisition date. The excess of the purchase price over the estimated fair value of the net tangible and identifiable intangible assets acquired is recorded as goodwill. Acquisition expenses are expensed as incurred. While the Company uses its best estimates and assumptions to accurately value assets acquired and liabilities assumed as of the acquisition date, the estimates are inherently uncertain and subject to refinement. The fair values of intangible assets are generally estimated using a discounted cash flow approach with Level 3 inputs. The estimate of fair value of an intangible asset is equal to the present value of the incremental after-tax cash flows (excess earnings) attributable solely to the intangible asset over its remaining useful life. To estimate fair value, the Company generally uses risk-adjusted cash flows discounted at rates considered appropriate given the inherent risks associated with each type of asset. The Company believes the level and timing of cash flows appropriately reflects market participant assumptions. For acquisitions that involve contingent consideration, the Company records a liability equal to the fair value of the contingent consideration obligation as of the acquisition date. The Company determines the acquisition date fair value of the contingent consideration based on the likelihood of paying the additional consideration. The fair value is generally estimated using projected future operating results and the corresponding future earn-out payments that can be earned upon the achievement of specified operating objectives and financial results by acquired companies using Level 3 inputs and the amounts are then discounted to present value. These liabilities are measured quarterly at fair value, and any change in the fair value of the contingent consideration liability is recognized in the consolidated statements of comprehensive income. Amounts are generally due annually on November 1 st , and 90 days following the quarter of the final earn-out period of each respective acquisition. During the measurement period, which may be up to one year from the acquisition date, the Company records adjustments to the assets acquired and liabilities assumed with the corresponding adjustment to goodwill. Upon the conclusion of the measurement period or final determination of the values of assets acquired or liabilities assumed, whichever comes first, any subsequent adjustments are recognized in the consolidated statements of comprehensive income. i) Revenue Recognition The Company’s revenues are primarily from transportation services, which include providing for the arrangement of freight, both domestically and internationally, through modes of transportations, such as air freight, ocean freight, truckload, less than truckload and intermodal. The Company generates its transportation services revenue by purchasing transportation from direct carriers and reselling those services to its customers. In general, each shipment transaction or service order constitutes a separate contract with the customer. A performance obligation is created once a customer agreement with an agreed upon transaction price exists. The transaction price is typically fixed and not contingent upon the occurrence or non-occurrence of any other event. The transaction price is generally due 30 to 45 days from the date of invoice. The Company’s transportation transactions provide for the arrangement of the movement of freight to a customer’s destination. The transportation services, including certain ancillary services, such as loading/unloading, freight insurance and customs clearance, that are provided to the customer represent a single performance obligation as these promises aren’t distinct in the context of the contract. This performance obligation is satisfied over time and recognized in revenue upon the transfer of control of the services over the requisite transit period as the customer’s goods move from point of origin to point of destination. The Company determines the period to recognize revenue in transit based upon the actual departure date and the delivery date, or estimated pick-up date based on the actual delivery date and estimated average transit period by mode. Determination of the transit period and the percentage of completion of the shipment as of the reporting date requires management to make judgments that affect the timing of revenue recognition. The Company has determined that revenue recognition over the transit period provides a reasonable estimate of the transfer of services to its customers as it depicts the pattern of the Company’s performance under the contracts with its customers. The Company also provides materials management and distribution (“MM&D”) services for its customers under contracts generally ranging from a few months to five years and include renewal provisions. These MM&D service contracts provide for inventory management, order fulfilment and warehousing of the Customer’s product and arrangement of transportation of the customer’s product. The Company’s performance obligations are satisfied over time as the customers simultaneously receive and consume the services provided by the Company as they are performed. The transaction price is based on the consideration specified in the contract with the customer and contains fixed and variable consideration. In general, the fixed consideration component of a contract represents reimbursement for facility and equipment costs incurred to satisfy the performance obligation and is recognized on a straight-line basis over the term of the contract. The variable consideration component is comprised of cost reimbursement per unit pricing for time and pricing for materials used and is determined based on cost plus a mark-up for hours of services provided and materials used and is recognized over time based on the level of activity volume. Other services include primarily customs house brokerage (“CHB”) services sold on a standalone basis as a single performance obligation. The Company recognizes revenue from this performance obligation at a point in time, which is the completion of the services. Duties and taxes collected from the customer and paid to the customs agent on behalf of the customers are excluded from revenue. The Company also captures revenue through fees related to the use of its technology platform. The Company’s global trade management (“GTM”) services revenue includes platform fees, operational fees, and purchase order management fees. The Company uses independent contractors and third-party carriers in the performance of its transportation services. The Company evaluates who controls the transportation services to determine whether its performance obligation is to transfer services to the customer or to arrange for services to be provided by another party. The Company determined it acts as the principal for its transportation services performance obligation since it is in control of establishing the prices for the specified services, managing all aspects of the shipments process and assuming the risk of loss for delivery and collection. Such transportation services revenue is presented on a gross basis in the consolidated statements of comprehensive income. The Company had certain major customers. For the year ended June 30, 2022, there were no customer whose revenue individually represented 5 % or more of consolidated revenues. For the year ended June 30, 2021, there were no customer whose revenue individually represented 10 % or more of consolidated revenues. A summary of the Company’s gross revenues disaggregated by major service lines and geographic markets (reportable segments), and timing of revenue recognition for the years ended June 30, 2022 and 2021, respectively, are as follows: Year Ended June 30, 2022 (In thousands) United States Canada Corporate/ Eliminations Total Major Service Lines: Transportation services $ 1,266,704 $ 149,230 $ ( 1,428 ) $ 1,414,506 Value-added services (1) 16,329 28,584 — 44,913 Total $ 1,283,033 $ 177,814 $ ( 1,428 ) $ 1,459,419 Timing of Revenue Recognition: Services transferred over time $ 1,275,452 $ 177,814 $ ( 1,428 ) $ 1,451,838 Services transferred at a point in time 7,581 — — 7,581 Total $ 1,283,033 $ 177,814 $ ( 1,428 ) $ 1,459,419 Year Ended June 30, 2021 (In thousands) United States Canada Corporate/ Eliminations Total (as restated) (as restated) Major Service Lines: Transportation services $ 772,586 $ 97,418 $ ( 489 ) $ 869,515 Value-added services (1) 8,887 21,410 — 30,297 Total $ 781,473 $ 118,828 $ ( 489 ) $ 899,812 Timing of Revenue Recognition: Services transferred over time $ 779,109 $ 118,828 $ ( 489 ) $ 897,448 Services transferred at a point in time 2,364 — — 2,364 Total $ 781,473 $ 118,828 $ ( 489 ) $ 899,812 (1) Value-added services include MM&D, CHB, GTM and other services. Practical Expedients The Company has elected to no t disclose the aggregate amount of the transaction price allocated to performance obligations that are unsatisfied as of the end of the period as the Company’s contracts with its transportation customers have an expected duration of one year or less. For the performance obligation to transfer MM&D services in contracts with customers, revenue is recognized in the amount for which the Company has the right to invoice the customer, as this amount corresponds directly with the value provided to the customer for the Company’s performance completed to date. The Company also applies the practical expedient that permits the recognition of employee sales commissions related to transportation services as an expense when incurred since the amortization period of such costs is less than one year. These costs are included in the consolidated statements of comprehensive income. Contract Assets Contract assets represent estimated amounts for which the Company has the right to consideration for the services provided while a shipment is still in-transit but for which it has not yet completed the performance obligation and has not yet invoiced the customer. Upon completion of the performance obligations, which can vary in duration based upon the method of transport and billing the customer, these amounts become classified within accounts receivable. Contract assets were $ 61,154 and $ 45,040 as of June 30, 2022 and June 30, 2021 (as restated), respectively. Operating Partner Commissions The Company enters into contractual arrangements with independent agents that operate, on behalf of the Company, an office in a specific location that engages primarily in arranging, domestic and international, transportation services. In return, the independent agent is compensated through the payment of sales commissions, which are based on individual shipments. The Company estimates and accrues the independent agent’s commission obligation ratably as the goods are transferred to the customer. j) Defined Contribution Savings Plans The Company has an employee savings plan under which the Company provides safe harbor matching contributions. For the years ended June 30, 2022 and 2021, the Company’s contributions under the plan were $ 1,662 and $ 1,347 , respectively. k) Income Taxes Income taxes are accounted for using the asset and liability method. Deferred tax assets are recognized for deductible temporary differences and deferred tax liabilities are recognized for taxable temporary differences. Temporary differences are the differences between the reported amounts of assets and liabilities and their tax bases. Deferred tax assets are reduced by a valuation allowance when, in the opinion of management, it is more-likely-than-not that some portion or all of the deferred tax assets will not be realized. Deferred tax assets and liabilities are adjusted for the effects of changes in tax laws and rates on the date of enactment. The Company records a liability for unrecognized tax benefits resulting from uncertain income tax positions taken or expected to be taken in an income tax return. Interest and penalties, if any, are recorded as a component of interest expense or other expense, respectively. Currently, the Company does not have any accruals for uncertain tax positions. l) Share-Based Compensation The Company grants restricted stock awards, restricted stock units, performance unit awards, and stock options to certain directors, officers, and employees. The share-based compensation cost is measured at the grant date based on the fair value of the award and is expensed ratably over the vesting period. The fair value of each restricted stock and performance unit awards is the market price as of the grant date, and the fair value of each stock option grant is estimated as of the grant date using the Black-Scholes option pricing model. Determining the fair value of share-based awards at the grant date requires judgment about, among other things, stock volatility, the expected life of the award, and other inputs. The Company accounts for forfeitures as they occur. The Company issues new shares of common stock to satisfy option exercises and vesting of awards granted under its stock plans. Share-based compensation expense is reflected in the consolidated statements of comprehensive income as part of personnel costs. m) Basic and Diluted Income per Share Allocable to Common Stockholders Basic income per common share is computed by dividing net income allocable to common stockholders by the weighted average number of common shares outstanding. Diluted income per common share is computed by dividing net income allocable to common stockholders by the weighted average number of common shares outstanding, plus the number of additional common shares that would have been outstanding if the potential common shares, such as restricted stock awards and stock options, had been issued and were considered dilutive. n) Foreign Currency Translation For the Company’s foreign subsidiaries that prepare financial statements in currencies other than U.S. dollars, the local currency is the functional currency. All assets and liabilities are translated at year-end exchange rates and all income statement amounts are translated at the weighted average rates for the period. Translation adjustments are recorded in accumulated other comprehensive (loss) income. Gains and losses on transactions of monetary items denominated in a foreign currency are recognized in other (expense) income in t he consolidated statements of comprehensive income. o) Leases The Company determines if an arrangement is a lease at inception. Assets and obligations related to operating leases are included in operating lease right-of-use (“ROU”) assets; current portion of operating lease liability; and operating lease liability, net of current portion in our consolidated balance sheets. Assets and obligations related to finance leases are included in property, technology, and equipment, net; current portion of finance lease liability; and finance lease liability, net of current portion in our consolidated balance sheets. ROU assets represent our right to use an underlying asset for the lease term and lease liabilities represent our obligation to make lease payments arising from the lease. Operating lease ROU assets and liabilities are recognized at commencement date based on the present value of lease payments over the lease term. As most of the Company’s leases do not provide an implicit rate, the incremental borrowing rate based on the information available at commencement date is used in determining the present value of lease payments. We use the implicit rate when readily determinable. Our lease terms may include options to extend or terminate the lease when it is reasonably certain that we will exercise that option. Annually, we perform an impairment analysis on ROU assets, and as of June 30, 2022, there was no impairment to ROU assets. The Company’s agreements with lease and non-lease components, are all each accounted for as a single lease component. For leases with an initial term of twelve months or less, the Company elected the exemption from recording ROU assets and lease liabilities for all leases that qualify, and records rent expense on a straight-line basis over the lease term. Expenses for these short-term leases for the fiscal years ended June 30, 2022 and 2021 are immaterial. Certain of our leases include variable payments, which may vary based upon changes in facts or circumstances after the start of the lease. We exclude variable payments from lease ROU assets and lease liabilities, to the extent not considered fixed, and instead expense as incurred. Variable lease costs for the fiscal years ended June 30, 2022 and 2021 are immaterial. p) Derivatives Derivative instruments are recognized as either assets or liabilities and measured at fair value. The accounting for changes in the fair value of a derivative depends on the intended use of the derivative and the resulting designation. For derivative instruments designated as cash flow hedges, gains and losses are initially reported as a component of other comprehensive (loss) income and subsequently recognized in earnings with the corresponding hedged item. Gains and losses representing hedge components excluded from the assessment of effectiveness are recognized in earnings. As of June 30, 2022 and 2021 , the Company does no t have any derivatives designated as hedges. For derivative instruments that are not designated as hedges, gains and losses from changes in fair values are recognized in other (expense) income in the consolidated statements of comprehensive income. q) Treasury Stock Treasury stock is reflected as a reduction of stockholders’ equity at cost. As of June 30, 2022 , there have been no reissuances of treasury stock. r) Reclassifications of Previously Issued Financial Statements Certain amounts for prior periods have been reclassified in the consolidated financial statements to conform to the current year presentation. There has been no impact on previously reported net income or shareholders’ equity from such reclassifications. |
Earnings Per Share
Earnings Per Share | 12 Months Ended |
Jun. 30, 2022 | |
Earnings Per Share [Abstract] | |
Earnings Per Share | NO TE 5 – EARNINGS PER SHARE The computations of the numerator and denominator of basic and diluted income per share are as follows: Year Ended June 30, (In thousands, except share data) 2022 2021 (as restated) Numerator: Net income attributable to Radiant Logistics, Inc. $ 44,464 $ 23,110 Denominator: Weighted average common shares outstanding, basic 49,570,594 49,890,945 Dilutive effect of share-based awards 1,165,988 1,317,350 Weighted average common shares outstanding, diluted 50,736,582 51,208,295 Potentially dilutive common shares excluded 113,696 122,875 |
Leases
Leases | 12 Months Ended |
Jun. 30, 2022 | |
Leases [Abstract] | |
Leases | NO TE 6 – LEASES The Company has operating and finance leases for office space, warehouse space, trailers, and other equipment. Lease terms expire at various dates through May 2032 with options to renew for varying terms at the Company’s sole discretion. The Company has not included these options to extend or terminate in its calculation of right-or-use assets or lease liabilities as it is not reasonably certain to exercise these options. In July 2022, the Company commenced a new lease for warehouse space in Calgary, Alberta with a 17-month lease term ending November 30, 2023 . The Company also extended the lease for warehouse space in Delta, British Columbia and the lease for warehouse space in Brampton, Ontario for an additional 3 years ending October 31, 2025 . In August 2022, the Company commenced a new lease for warehouse space in Toronto, Ontario with an 18-month lease term ending January 31, 2024 . The components of lease expense were as follows: Year Ended June 30, (In thousands) 2022 2021 Operating: Operating lease cost $ 10,202 $ 7,762 Financing: Amortization of leased assets 628 616 Interest on lease liabilities 101 137 Total finance lease cost $ 729 $ 753 Supplemental cash flow information related to leases was as follows: Year Ended June 30, (In thousands) 2022 2021 Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows arising from operating leases $ 8,695 $ 7,455 Operating cash flows arising from finance leases 101 139 Financing cash flows arising from finance leases 732 716 Right-of-use assets obtained in exchange for new lease liabilities: Operating leases $ 11,968 $ 33,089 Finance leases — 38 Supplemental balance sheet information related to leases was as follows: June 30, June 30, (In thousands) 2022 2021 Operating lease: Operating lease right-of-use assets $ 41,111 $ 39,022 Current portion of operating lease liability 7,641 6,989 Operating lease liability, net of current portion 37,776 34,899 Total operating lease liabilities $ 45,417 $ 41,888 Finance lease: Property, technology, and equipment, net $ 2,039 $ 2,663 Current portion of finance lease liability 577 743 Finance lease liability, net of current portion 1,223 1,809 Total finance lease liabilities $ 1,800 $ 2,552 Weighted average remaining lease term: Operating leases 5.5 years 6.2 years Finance leases 3.4 years 4.4 years Weighted average discount rate: Operating leases 4.33 % 4.05 % Finance leases 4.54 % 4.75 % As of June 30, 2022, maturities of lease liabilities for each of the next five fiscal years ending June 30 and thereafter are as follows: (In thousands) Operating Finance 2023 $ 10,406 $ 645 2024 10,104 571 2025 8,716 540 2026 7,277 176 2027 6,748 — 2028 3,898 — Thereafter 2,608 — Total lease payments 49,757 1,932 Less imputed interest ( 4,340 ) ( 132 ) Total lease liability $ 45,417 $ 1,800 |
Property, Technology, and Equip
Property, Technology, and Equipment | 12 Months Ended |
Jun. 30, 2022 | |
Property, Plant and Equipment [Abstract] | |
Property, Technology, and Equipment | NO TE 7 – PROPERTY, TECHNOLOGY, AND EQUIPMENT June 30, June 30, (In thousands) Useful Life 2022 2021 Computer software 3 - 5 years $ 26,324 $ 23,967 Trailers and related equipment 3 - 15 years 6,639 6,902 Office and warehouse equipment 3 - 15 years 10,307 8,650 Leasehold improvements (1) 7,588 5,595 Computer equipment 3 - 5 years 4,272 3,885 Furniture and fixtures 3 - 15 years 1,514 1,720 Property, technology, and equipment 56,644 50,719 Less: accumulated depreciation and amortization ( 31,821 ) ( 26,568 ) Property, technology, and equipment, net $ 24,823 $ 24,151 (1) The cost is amortized over the shorter of the lease term or useful life. Depreciation and amortization expenses related to property, technology, and equipment were $ 7,331 and $ 6,522 for the years ended June 30, 2022 and 2021, respectively. Computer software includes approximately $ 1,032 and $ 568 of software in development as of June 30, 2022 and 2021 , respectively. |
Goodwill and Intangible Assets
Goodwill and Intangible Assets | 12 Months Ended |
Jun. 30, 2022 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and Intangible Assets | NO TE 8 – GOODWILL AND INTANGIBLE ASSETS Goodwill The table below reflects the changes in the carrying amount of goodwill for the years ending June 30, 2022 and 2021: (In thousands) Total Balance as of June 30, 2020 $ 72,199 Foreign currency translation gain 383 Balance as of June 30, 2021 $ 72,582 Acquisition 13,760 Adjustments 2,664 Foreign currency translation loss ( 807 ) Balance as of June 30, 2022 $ 88,199 At June 30, 2022 , the Company had $ 88,199 of goodwill; $ 67,226 is attributable to the U.S. reporting unit, while $ 20,973 is attributable to the Canadian reporting unit. The Company assesses goodwill for impairment annually as of April 1, or more frequently, if events and circumstances indicate impairment may have occurred. We considered uncertainties including COVID-19 as part of our determination as to whether any triggering events occurred in the period after the most recent annual assessment of goodwill for impairment dated April 1, 2022 , which would indicate an impairment of goodwill is more likely than not. Based on our assessment, there were no triggering events identified that would have an adverse impact on our business; and therefore, no impairment was identified for our goodwill as of June 30, 2022 . As additional facts and circumstances evolve, we continue to observe and assess our reporting units particularly as a direct consequence of the circumstances surrounding COVID-19. To the extent new information becomes available that impacts our results of operations and financial condition, we expect to revise our projections accordingly as our estimates of future net after-tax cash flows are highly dependent upon certain assumptions, including, but not limited to, the amount and timing of the economic recovery globally and nationally. Furthermore, the evaluation of impairment of goodwill requires the use of estimates about future operating results. Changes in forecasted operations can materially affect these estimates, which could materially affect our results of operations and financial condition. The estimates of expected future cash flows require significant judgment and are based on assumptions we determined to be reasonable; however, they are unpredictable and inherently uncertain, including, estimates of future growth rates, operating margins and assumptions about the overall economic climate as well as the competitive environment within which we operate. There can be no assurance that our estimates and assumptions made for purposes of our impairment assessments as of the time of evaluation will prove to be accurate predictions of the future, especially in light of the uncertainty surrounding the COVID-19 pandemic. If our assumptions regarding business plans, competitive environments, or anticipated growth rates are not correct, we may be required to record non-cash impairment charges in future periods, whether in connection with our normal review procedures periodically, or earlier, if an indicator of an impairment is present prior to such evaluation. Intangible Assets The Company is in the process of rebranding certain trade names. We will rebrand certain trade names in connection with the Company’s long-term growth strategy and make it more consistent across our business and better serve our customers. We will gradually phase out certain trade names and will predominantly use Radiant to refer to the Company. The rebranding has resulted in the reduction of the related useful lives of certain trade names and accelerated amortization expenses starting in June 2022 and to be completed in December 2022. Intangible assets consisted of the following as of June 30, 2022 and 2021, respectively: June 30, 2022 (In thousands) Weighted Gross Accumulated Net Customer related 7.2 years $ 114,974 $ ( 78,736 ) $ 36,238 Trade names and trademarks 3.8 years 15,700 ( 7,670 ) 8,030 License 4.8 years 808 ( 424 ) 384 Developed technology (1) 4.4 years 4,091 ( 477 ) 3,614 Covenants not to compete 2.6 years 1,433 ( 1,154 ) 279 $ 137,006 $ ( 88,461 ) $ 48,545 (1) Developed technology was acquired as one of the assets obtained in the acquisition of Navegate, Inc., which is described in Note 18. June 30, 2021 (In thousands) Weighted Gross Accumulated Net Customer related 4.2 years $ 102,713 $ ( 70,490 ) $ 32,223 Trade names and trademarks 8.8 years 14,280 ( 5,993 ) 8,287 License 5.8 years 839 ( 356 ) 483 Covenants not to compete 3.4 years 1,433 ( 1,022 ) 411 $ 119,265 $ ( 77,861 ) $ 41,404 Total amortization expense amounted to $ 11,385 and $ 10,120 for the years ended June 30, 2022 and 2021 , respectively. Future amortization expense for each of the next five fiscal years ending June 30 are as follows: (In thousands) 2023 15,032 2024 9,854 2025 7,863 2026 3,078 2027 2,519 |
Notes Payable
Notes Payable | 12 Months Ended |
Jun. 30, 2022 | |
Debt Disclosure [Abstract] | |
Notes Payable | NO TE 9 – NOTES PAYABLE Notes payable consist of the following: June 30, June 30, (In thousands) 2022 2021 Revolving Credit Facility $ 62,525 $ 15,000 Senior Secured Loans 8,902 13,690 Unamortized debt issuance costs ( 133 ) ( 244 ) Total notes payable 71,294 28,446 Less: current portion ( 4,575 ) ( 4,446 ) Total notes payable, net of current portion $ 66,719 $ 24,000 Future maturities of notes payable for each of the next five fiscal years ending June 30 are as follows: (In thousands) 2023 4,575 2024 4,327 2025 62,525 Total $ 71,427 Revolving Credit Facility The Company entered into a $ 150,000 syndicated, revolving credit facility (the “Revolving Credit Facility”) pursuant to a Credit Agreement dated on March 13, 2020. The Revolving Credit Facility was entered into with Bank of America Securities, Inc. as sole book runner and sole lead arranger, Bank of Montreal Chicago Branch, as lender and syndication agent, MUFG Union Bank, N.A as lender and documentation agent and Bank of America, N. A., KeyBank National Association and Washington Federal Bank, National Association as lenders (such named lenders are collectively referred to herein as “Lenders”). The Revolving Credit Facility has a term of five years , matures on March 13, 2025 , and is collateralized by a first-priority security interest in the accounts receivable and other assets of the Company. Borrowings under the Revolving Credit Facility accrue interest (at the Company’s option), at the Lenders’ base rate plus 1.00 % or LIBOR plus 2.00 % and can be subsequently adjusted based on the Company’s consolidated leverage ratio under the facility at the Lenders’ base rate plus 1.00 % to 1.75 % or LIBOR plus 2.00 % to 2.75 %. As of June 30, 2022 and 2021, the interest rates used were 3.50 % and 2.10 % , respectively. The Revolving Credit Facility includes a $ 50,000 accordion feature to support future acquisition opportunities. For general borrowings under the Revolving Credit Facility, the Company is subject to the maximum consolidated leverage ratio of 3.00 and minimum consolidated fixed charge coverage ratio of 1.25 . Additional minimum availability requirements and financial covenants apply in the event the Company seeks to use advances under the Revolving Credit Facility to pursue acquisitions or repurchase its common stock. As of June 30, 2022, the borrowings outstanding on the Revolving Credit Facility was $ 62,525 and the Company was in compliance with all of its covenants. The company entered into a $ 200,000 syndicated, the revolving credit facility (the “Credit Facility”) pursuant to a Credit Agreement dated as of August 5, 2022. See Note 21 for additional information. Senior Secured Loans In connection with the Company’s acquisition of Radiant Canada (formerly, Wheels International Inc.), Radiant Canada obtained a CAD$ 29,000 senior secured Canadian term loan from Fiera Private Debt Fund IV LP (“FPD IV” formerly, Integrated Private Debt Fund IV LP) pursuant to a CAD$ 29,000 Credit Facilities Loan Agreement. The Company and its U.S. and Canadian subsidiaries are guarantors of the Radiant Canada obligations thereunder. The loan matures on April 1, 2024 and accrues interest at a rate of 6.65 % per annum. The Company is required to maintain five months interest in a debt service reserve account to be controlled by FPD IV. As of June 30, 2022, the amount of $ 625 is recorded as long-term restricted cash in the accompanying consolidated financial statements. The Company made interest-only payments for the first twelve months followed by monthly principal and interest payments of CAD$ 390 that will be paid through maturity. As of June 30, 2022, $ 6,264 , was outstanding under this term loan. In connection with the Company’s acquisition of Lomas, Radiant Canada obtained a CAD$ 10,000 senior secured Canadian term loan from Fiera Private Debt Fund V LP (formerly, Integrated Private Debt Fund V LP) pursuant to a CAD$ 10,000 Credit Facilities Loan Agreement. The Company and its U.S. and Canadian subsidiaries are guarantors of the Radiant Canada obligations thereunder. The loan matures on June 1, 2024 and accrues interest at a fixed rate of 6.65 % per annum. The loan repayment consists of monthly principal and interest payments of CAD$ 149 . As of June 30, 2022, $ 2,638 was outstanding under this term loan. The loans may be prepaid in whole at any time providing the Company gives at least 30 day s prior written notice and pays the difference between (i) the present value of the loan interest and the principal payments foregone discounted at the Government of Canada Bond Yield for the term from the date of prepayment to the maturity date, and (ii) the face value of the principal amount being prepaid. The covenants of the Revolving Credit Facility, described above, also apply to the FPD IV and FPD V term loans. As of June 30, 2022 , the Company was in compliance with all of its covenants. Restatement described in Note 2 and Note 20 has no impact on the Company’s compliance with debt covenant ratios. Although the restatement delayed the process of providing audited financial statements to the lender, a waiver was received to extend the period within which the audited financial statements may be submitted to the lender. |
Derivatives
Derivatives | 12 Months Ended |
Jun. 30, 2022 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Derivatives | NO TE 10 – DERIVATIVES All derivatives are recognized on the Company’s consolidated balance sheets at their fair values and consist of interest rate swap contracts at June 30, 2022 and 2021 . On March 20, 2020 , and effective April 17, 2020, Radiant entered into an interest rate swap contract with Bank of America to trade variable interest cash inflows at one-month LIBOR for a $ 20,000 notional amount, for fixed interest cash outflows at 0.635 %. On April 1, 2020 , and effective April 2, 2020, Radiant entered into an interest rate swap contract with Bank of America to trade the variable interest cash inflows at one-month LIBOR for a $ 10,000 notional amount, for fixed interest cash outflows at 0.5865 %. Both interest rate swap contracts mature and terminate on March 13, 2025 . The Company uses an interest rate swap for the management of interest rate risk exposure, as the interest rate swap effectively converts a portion of the Company’s Revolving Credit Facility from a floating to a fixed rate. The interest rate swap is an agreement between the Company and Bank of America to pay, in the future, a fixed-rate payment in exchange for Bank of America paying the Company a variable payment. The net payment obligation is based on the notional amount of the swap contract and the prevailing market interest rates. The Company may terminate the swap contract prior to its expiration date, at which point a realized gain or loss would be recognized. The value of the Company’s commitment would increase or decrease based primarily on the extent to which interest rates move against the rate fixed for each swap. As of June 30, 2022 , the derivative instruments had a total notional amount of $ 30,000 and a fair value of $ 1,846 recorded in deposits and other assets in the consolidated balance sheets. As of June 30, 2021 , the derivative instruments had a total notional amount of $ 30,000 and a fair value of $ 6 recognized in deposits and other assets on the consolidated balance sheets. Both interest rate swap contracts are not designated as hedges; gains and losses from changes in fair value are recognized in other (expense) income in the consolidated statements of comprehensive income. See Note 13 for discussion of fair value of the derivative instruments. |
Stockholders' Equity
Stockholders' Equity | 12 Months Ended |
Jun. 30, 2022 | |
Equity [Abstract] | |
Stockholders' Equity | NO TE 11 – STOCKHOLDERS’ EQUITY The Company is authorized to issue 5,000,000 shares of preferred stock, par value at $ 0.001 per share and 100,000,000 shares of common stock, $ 0.001 per share. No shares of preferred stock are issued or outstanding at June 30, 2022 or 2021. Common Stock The Company’s board of directors authorized the repurchase of up to 5,000,000 shares of the Company’s common stock through December 31, 2023. Under the stock repurchase program, the Company is authorized to repurchase, from time-to-time, shares of its outstanding common stock in the open market at prevailing market prices or through privately negotiated transactions as permitted by securities laws and other legal requirements. The program does not obligate the Company to repurchase any specific number of shares and could be suspended or terminated at any time without prior notice. Under this repurchase program, the Company purchased 1,622,792 shares of its common stock at an average cost of $ 6.99 per share for an aggregate cost of $ 11,346 during the fiscal year ended June 30, 2022. During the fiscal year ended June 30, 2021, the Company purchased 268,969 shares of its common stock at an average cost of $ 7.10 per share for an aggregate cost of $ 1,909 . |
Variable Interest Entity and Re
Variable Interest Entity and Related Party Transactions | 12 Months Ended |
Jun. 30, 2022 | |
Equity Method Investments and Joint Ventures [Abstract] | |
Variable Interest Entity and Related Party Transactions | NO TE 12 – VARIABLE INTEREST ENTITY AND RELATED PARTY TRANSACTIONS RLP is owned 40 % by RGL and 60 % by RCP, a company for which the Chief Executive Officer of the Company is the sole member. RLP is a certified minority business enterprise that was formed for the purpose of providing the Company with a national accounts strategy to pursue corporate and government accounts with diversity initiatives. RCP’s ownership interest entitles it to 60 % of the profits and distributable cash, if any, generated by RLP. The operations of RLP are intended to provide certain benefits to the Company, including expanding the scope of services offered by the Company and participating in supplier diversity programs not otherwise available to the Company. In the course of evaluating and approving the ownership structure, operations and economics emanating from RLP, a committee consisting of the independent Board members of the Company, considered, among other factors, the significant benefits provided to the Company through association with a minority business enterprise, particularly as many of the Company’s largest current and potential customers have a need for diversity offerings. In addition, the committee concluded that the economic relationship with RLP was on terms no less favorable to the Company than terms generally available from unaffiliated third parties. Certain entities in which equity investors do not have the characteristics of a controlling financial interest or do not have sufficient equity at risk for the entity to finance its activities without additional subordinated financial support from other parties are considered variable interest entities. The Company has power over significant activities of RLP including the fulfillment of its contracts and financing its operations. Additionally, the Company also pays expenses and collects receivables on behalf of RLP. Thus, the Company is the primary beneficiary, RLP qualifies as a variable interest entity, and RLP is consolidated in these consolidated financial statements. RLP recorded $ 1,712 and $ 865 in net income for the fiscal years ended June 30, 2022 and 2021, respectively. RCP’s distributable share was $ 1,027 and $ 519 for the years ended June 30, 2022 and 2021, respectively. The non-controlling interest recorded as a reduction of net income available to common stockholders in the consolidated statements of comprehensive income represents RCP’s distributive share. The following table summarizes the balance sheets of RLP: (In thousands) June 30, 2022 2021 ASSETS Accounts receivable - Radiant Global Logistics, Inc. $ 319 $ 488 Prepaid expenses and other current assets 3 1 $ 322 $ 489 LIABILITIES AND PARTNERS’ CAPITAL Accrued expenses $ 22 $ 2 Partners’ capital 300 487 $ 322 $ 489 |
Fair Value Measurement
Fair Value Measurement | 12 Months Ended |
Jun. 30, 2022 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurement | NO TE 13 – FAIR VALUE MEASUREMENT The accounting guidance for fair value, among other things, defines fair value, establishes a consistent framework for measuring fair value and expands disclosure for each major asset and liability category measured at fair value on either a recurring or nonrecurring basis. Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability (an exit price) in an orderly transaction between market participants at the reporting date. The framework for measuring fair value consists of a three-level valuation hierarchy that prioritizes the inputs to valuation techniques used to measure fair value based upon whether such inputs are observable or unobservable. Observable inputs reflect market data obtained from independent sources, while unobservable inputs reflect market assumptions made by the reporting entity. In general, fair values determined by Level 1 inputs utilize quoted prices (unadjusted) in active markets for identical assets or liabilities. Fair values determined by Level 2 inputs utilize observable inputs other than Level 1 prices, such as quoted prices for similar assets or liabilities, quoted prices in markets that are not active or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the related assets or liabilities. Fair values determined by Level 3 inputs are unobservable data points for the asset or liability and include situations where there is little, if any, market activity for the asset or liability. The fair value measurement level within the hierarchy is based on the lowest level of any input that is significant to the fair value measurement. Valuation techniques used need to maximize the use of observable inputs and minimize the use of unobservable inputs. Assets and liabilities measured at fair value are based on one or more of the following three valuation techniques: • Market approach: Prices and other relevant information generated by market transactions involving identical or comparable assets or liabilities; • Cost approach: Amount that would be required to replace the service capacity of an asset (replacement cost); and • Income approach: Techniques to convert future amounts to a single present amount based upon market expectations, including present value techniques, option-pricing and excess earning models. Items Measured at Fair Value on a Recurring Basis The following table sets forth the Company’s financial assets (liabilities) measured at fair value on a recurring basis: (In thousands) Fair Value Measurements as of June 30, 2022 Level 3 Total Contingent consideration $ ( 5,530 ) $ ( 5,530 ) Interest rate swap contracts (derivatives) 1,846 1,846 Fair Value Measurements as of June 30, 2021 Level 3 Total Contingent consideration $ ( 7,263 ) $ ( 7,263 ) Interest rate swap contracts (derivatives) 6 6 The following table provides a reconciliation of the financial assets (liabilities) measured at fair value using significant unobservable inputs (Level 3): (In thousands) Contingent Interest rate swap contracts Balance as of June 30, 2020 $ ( 4,940 ) $ 600 Contingent consideration paid 2,027 — Change in fair value ( 4,350 ) ( 594 ) Balance as of June 30, 2021 $ ( 7,263 ) $ 6 Contingent consideration paid 2,500 — Change in fair value ( 767 ) 1,840 Balance as of June 30, 2022 $ ( 5,530 ) $ 1,846 The Company has contingent obligations to transfer cash payments and equity shares to former shareholders of acquired operations in conjunction with certain acquisitions if specified operating results and financial objectives are met over the next fiscal year. Contingent consideration is measured quarterly at fair value, and any change in the fair value of the contingent liability is included in the consolidated statements of comprehensive income. The change in fair value in each period is principally attributable to a net increase in management’s estimates of future earn-out payments through the remainder of the earn-out periods. The Company uses projected future financial results based on recent and historical data to value the anticipated future earn-out payments. To calculate fair value, the future earn-out payments were then discounted using Level 3 inputs. The Company has classified the contingent consideration as Level 3 due to the lack of relevant observable market data over fair value inputs. The Company believes the discount rate used to discount the earn-out payments reflects market participant assumptions. Changes in assumptions and operating results could have a significant impact on the earn-out amount, up to a maximum of $ 5,973 through earn-out periods measured through January 2023, although there are no maximums on certain earn-out payments. For contingent consideration the following table provides quantitative information about the significant unobservable inputs used in fair value measurement: (In thousands) Fair Value Valuation Methodology Unobservable Inputs Contingent consideration $ ( 5,530 ) Discounted cash flows Actual and projected EBITDA over three-year earnout period > $ 14,400 Risk adjusted discount rate 12 % As discussed in Note 10, derivative instruments are carried at fair value on the consolidated balance sheets. Interest rate swap contracts are included in deposits and other assets on June 30, 2022 and 2021. Fair Value of Financial Instruments The carrying values of the Company’s cash equivalents, receivables, contract assets, accounts payable, commissions payable, accrued expenses, and the income tax receivable and payable approximate the fair values due to the relatively short maturities of these instruments. The carrying value of the Company’s Revolving Credit Facility and notes payable would not differ significantly from fair value (based on Level 2 inputs) if recalculated based on current interest rates. During the fiscal years ended June 30, 2022 and 2021, there were no transfers of financial instruments between Level 1, 2, and 3. |
Income Taxes
Income Taxes | 12 Months Ended |
Jun. 30, 2022 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | NO TE 14 – INCOME TAXES The significant components of income tax expense (benefit) are as follows: Year ended June 30, (In thousands) 2022 2021 (as restated) Current: Federal $ 8,802 $ 4,916 State 1,545 1,722 Foreign 4,948 2,705 Total current 15,295 9,343 Deferred: Federal ( 2,243 ) ( 3,516 ) State ( 350 ) ( 619 ) Foreign ( 10 ) 743 Total deferred ( 2,603 ) ( 3,392 ) Total income tax expense $ 12,692 $ 5,951 The following table reconciles income taxes based on the U.S. statutory tax rate to the Company’s income tax expense: Year ended June 30, (In thousands) 2022 2021 (as restated) Income tax expense at U.S. statutory rate ( 21 %) $ 12,219 $ 6,212 State income taxes, net of federal benefit 944 758 Foreign tax rate differential 842 896 Permanent differences 59 25 Stock-based compensation ( 233 ) ( 294 ) PPP loan forgiveness — ( 1,218 ) GILTI & FDII ( 698 ) ( 425 ) Other, net ( 441 ) ( 3 ) Total income tax expense $ 12,692 $ 5,951 The Company’s effective tax rate for the fiscal year ended June 30, 2022 is higher than the U.S. federal statutory rate primarily due to state income taxes and the jurisdictional mix of the Company’s income before taxes offset by the windfall benefit from exercise of stock options and the benefit from foreign-derived intangible income. The Company’s effective tax rate for the fiscal year ended June 30, 2021 is lower than the U.S. federal statutory rate primarily due to PPP loan forgiveness, benefit from foreign-derived intangible income and windfall benefit from exercise of stock options. S ignificant components of deferred tax assets and liabilities are as follows: June 30, (In thousands) 2022 2021 Deferred tax assets (liabilities): Allowance for doubtful accounts $ 594 $ 323 Accruals 1,155 842 Share-based compensation 1,254 1,209 Operating lease liabilities 11,985 11,049 Operating lease ROU asset ( 11,114 ) ( 10,541 ) Property, technology, and equipment basis differences ( 2,792 ) ( 2,980 ) Goodwill deductible for tax purposes ( 3,156 ) ( 492 ) Intangible assets ( 3,044 ) ( 2,816 ) Other, net ( 1,364 ) ( 615 ) Net deferred tax liabilities $ ( 6,482 ) $ ( 4,021 ) As a result of the Navegate, Inc. acquisition, the Company recorded $ 5,139 of deferred tax liabilities in the purchase price allocation described in Note 18. The Company and its wholly-owned U.S. subsidiaries file a consolidated Federal income tax return. The Company also files unitary or separate returns in various state, local and non-U.S. jurisdictions based on state, local and non-U.S. filing requirements. The Company was under examination by the U.S. Internal Revenue Service (the “IRS”) for the tax year ending June 30, 2018. In January 2021, the IRS issued a letter confirming that the audit was complete and there were no findings as a result. Tax years that remain subject to examination by the IRS are the years ended June 30, 2019 through June 30, 2022 . Tax years that remain subject to examination by state authorities are the years ended June 30, 2018 through June 30, 2022 . Tax years that remain subject to examination by non-U.S. authorities are the periods ended December 31, 2016 through June 30, 2022 . Occasionally acquired entities have tax years that differ from the Company and are still open under the relevant statute of limitations and therefore are subject to potential adjustment. The Company does not have any material uncertain tax benefits. On March 27, 2020, the Coronavirus Aid, Relief and Economic Security (“CARES”) Act was enacted and signed into law. The CARES Act, among other things, includes tax provisions relating to refundable payroll tax credits, deferment of employer’s social security payments, net operating loss utilization and carryback periods, modifications to the net interest deduction limitations and technical corrections to tax depreciation methods for qualified improvement property (QIP). The Company did not pay income tax in most jurisdictions from funds recovered under the Paycheck Protection Program of the CARES Act in May of 2020. Otherwise, the CARES Act did not have a material impact on the Company ’ s income tax provision for the year ended June 30, 2021. |
Share-Based Compensation
Share-Based Compensation | 12 Months Ended |
Jun. 30, 2022 | |
Share-Based Payment Arrangement [Abstract] | |
Share-Based Compensation | NO TE 15 – SHARE-BASED COMPENSATION On November 17, 2021, the Company’s stockholders, upon recommendation of the Board of the Company, approved the Radiant Logistics, Inc. 2021 Omnibus Incentive Plan (the “2021 plan”) at the 2021 annual meeting of stockholders. The Board previously approved the 2021 Plan, subject to approval by the Company’s stockholders, on September 27, 2021. The 2021 plan became effective immediately upon approval by the Company’s stockholders and will expire on November 16, 2031 , unless terminated earlier by the Board. The 2021 plan replaces the 2012 Radiant Logistics, Inc. Stock Option and Performance Award Plan (the “2012 plan”). The remaining shares available for grant under the 2012 plan will roll over into the 2021 plan, and no new awards will be granted under the 2012 plan. The terms of the 2012 plan, as applicable, will continue to govern awards outstanding under the 2012 plan, until exercised, expired, paid or otherwise terminated or canceled. Other than the 2021 plan, we have no other equity compensation plans under which equity awards can be granted. The 2021 plan will permit the Company’s Audit and Executive Oversight Committee to grant to eligible employees, non-employee directors and consultants of the Company non-statutory and incentive stock options, stock appreciation rights (also known as SARs), restricted stock awards, restricted stock units (also known as RSUs), deferred stock units (also known as DSUs), performance awards, non-employee director awards, other cash-based awards and other stock-based awards. Subject to adjustment, the maximum number of shares of our common stock to be authorized for issuance under the 2021 Plan is 3,250,000 shares, plus (i) shares of our common stock remaining available for issuance under the 2012 plan as of the date of stockholder approval of the 2021 plan, but not subject to outstanding awards as of such date, plus (ii) the number of additional shares of our common stock subject to awards outstanding under the 2012 plan as of the date of stockholder approval of the 2021 plan that are subsequently forfeited, cancelled, expire or otherwise terminate without the issuance of such shares of our common stock after such date (which may otherwise be returned and available for grant under the term of the 2021 plan). Restricted Stock Awards During the years ended June 30, 2022 and 2021, the Company recognized share-based compensation expense related to restricted stock awards, including performance awards, of $ 1,728 and $ 1,039 , respectively. As of June 30, 2022, the Company had approximately $ 3,248 of total unrecognized share-based compensation cost for restricted stock awards and performance unit awards. Such costs are expected to be recognized over a weighted average period of approximately 1.93 years. The following table summarizes restricted stock award activity, including performance unit awards, under the plans: Number of Weighted Average Unvested balance as of June 30, 2021 704,581 $ 5.10 Vested ( 219,836 ) 4.63 Granted 522,281 6.94 Forfeited ( 44,028 ) 5.77 Unvested balance as of June 30, 2022 962,998 $ 6.17 In January 2022, the Company awarded a total of 244,529 performance unit awards to a number of executive officer participants. These performance unit awards will be vested and paid out based upon the achievement of three-year , pre-established, company and individual performance goals. Stock Options Stock options are granted at exercise prices equal to the fair value of the common stock at the date of the grant and have a term of ten years . Generally, grants under each plan vest 20 % annually over a five-year period from the date of grant. For the years ended June 30, 2022 and 2021, the Company recognized share-based compensation expense related to stock options of $ 70 and $ 32 , respectively. The aggregate intrinsic value of options exercised was $ 1,407 and $ 1,920 , respectively for the years ended June 30, 2022 and 2021. As of June 30, 2022, the Company had approximately $ 280 of total unrecognized share-based compensation cost for stock options. Such costs are expected to be recognized over a weighted average period of approximately 3.93 years. The following table summarizes stock option activity under the plans: Number of Weighted Weighted Life Aggregate Outstanding as of June 30, 2021 1,414,442 $ 3.73 3.56 $ 4,573 Exercised ( 303,308 ) 2.52 — 1,407 Forfeited ( 6,050 ) 5.52 — — Outstanding as of June 30, 2022 1,105,084 $ 4.06 3.09 $ 3,719 Exercisable as of June 30, 2022 1,025,084 $ 3.79 2.63 $ 3,719 There were no stock options granted during the year ended June 30, 2022. For the year ended June 30, 2021, the weighted average fair value per share of stock options granted was $ 3.53 . The fair value of each stock option grant is estimated as of the date of grant using the Black-Scholes option pricing model with the following weighted average assumptions: Year ended Risk-free interest rate 1.08 % Expected term 6.5 years Expected volatility 47.50 - 47.97 % Expected dividend yield 0.00 % The following table summarizes outstanding and exercisable options by exercise price range as of June 30, 2022: Outstanding Options Exercisable Options Exercise Prices Number of Weighted Weighted Aggregate Number of Weighted Weighted Aggregate $ 1.50 - $ 1.99 104,820 $ 1.91 1.03 $ 578 104,820 $ 1.91 1.03 $ 578 $ 2.00 - $ 2.49 6,362 2.21 1.33 33 6,362 2.21 1.33 33 $ 2.50 - $ 2.99 50,000 2.75 1.67 233 50,000 2.75 1.67 233 $ 3.00 - $ 3.49 263,801 3.15 2.70 1,127 263,801 3.15 2.70 1,127 $ 3.50 - $ 3.99 110,000 3.76 3.38 403 110,000 3.76 3.38 403 $ 4.00 - $ 4.49 149,609 4.13 2.52 492 149,609 4.13 2.52 492 $ 4.50 - $ 4.99 254,586 4.58 2.64 723 254,586 4.58 2.64 723 $ 5.00 - $ 5.49 55,906 5.21 2.84 124 55,906 5.21 2.84 124 $ 5.50 - $ 5.99 — — — — — — — — $ 6.00 - $ 6.49 — — — — — — — — $ 6.50 - $ 6.99 10,000 6.77 3.08 6 10,000 6.77 3.08 6 $ 7.00 - $ 7.49 100,000 7.45 8.93 — 20,000 7.45 8.93 — 1,105,084 $ 4.06 3.09 $ 3,719 1,025,084 $ 3.79 2.63 $ 3,719 |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Jun. 30, 2022 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | NO TE 16 – COMMITMENTS AND CONTINGENCIES Legal Proceedings The Company is involved in various claims and legal actions arising in the ordinary course of business. The Company records accruals for estimated losses relating to claims and lawsuits when available information indicates that a loss is probable and the amount of the loss, or range of loss, can be reasonably estimated. Legal expenses are expensed as incurred. There were no potentially material legal proceedings as of June 30, 2022. On December 8, 2021, the Company detected a ransomware incident impacting certain of the Company’s operational and information technology systems. While the Company’s systems recovery efforts are complete, and the Company’s operations are fully functional, the incident did result in a loss of revenue as well as certain incremental costs. In addition, following an extensive forensic investigation by a full team of cybersecurity experts, the Company confirmed that some data extraction related to the Company’s customers and employees occurred from the Company’s servers before the Company took its systems offline. We notified law enforcement, provided notice to customers apprising them of the situation and are providing any notices that may be required by applicable law related to potential Personal Identifiable Information (PII data) exposure. Although the Company acted promptly and as efficiently as possible any failure of the Company to comply with data privacy or other laws and regulations related to this event could result in claims, legal or regulatory proceedings, inquiries, or investigations. Contingent Consideration and Earn-out Payments The Company’s agreements with respect to previous acquisitions contain future consideration provisions, which provide for the selling equity owners to receive additional consideration if specified operating objectives and financial results are achieved in future periods. Earn-out payments are generally due annually on November 1 st , and 90 days following the quarter of the final earn-out period for each respective acquisition . The following table represents the estimated discounted earn-out payments to be paid in each of the following fiscal years ended June 30: 2023 2024 Total Earn-out payments: Cash $ 2,479 $ 3,051 $ 5,530 Total estimated earn-out payments $ 2,479 $ 3,051 $ 5,530 |
Operating Segment Information
Operating Segment Information | 12 Months Ended |
Jun. 30, 2022 | |
Segment Reporting [Abstract] | |
Operating Segment Information | NO TE 17 – OPERATING SEGMENT INFORMATION Operating segments are identified as components of an enterprise about which separate discrete financial information is available for evaluation by the chief operating decision-maker or decision-making group in making decisions regarding allocation of resources and assessing performance. The Company’s chief operating decision-maker is the Chief Executive Officer. The Company has two operating and reportable segments: United States and Canada. The Company evaluates the performance of the segments primarily based on their respective revenues and income from operations. In addition, the Company includes the costs of the Company’s executives, board of directors, professional services, such as legal and consulting, amortization of intangible assets, and certain other corporate costs associated with operating as a public company as Corporate. As of and for Year Ended June 30, 2022 Corporate/ (In thousands) United States Canada Eliminations Total Revenues $ 1,283,033 $ 177,814 $ ( 1,428 ) $ 1,459,419 Income from operations 56,406 18,569 ( 16,352 ) 58,623 Other income (expense) 678 233 ( 1,351 ) ( 440 ) Income before income taxes 57,084 18,802 ( 17,703 ) 58,183 Depreciation and amortization 5,651 3,509 9,556 18,716 Total assets 403,844 93,507 — 497,351 Property, technology, and equipment, net 11,606 13,217 — 24,823 Goodwill 67,226 20,973 — 88,199 As of and for Year Ended June 30, 2021 United States Canada Corporate/ Total (In thousands) (as restated) (as restated) Revenues $ 781,473 $ 118,828 $ ( 489 ) $ 899,812 Income from operations 35,479 11,982 ( 21,258 ) 26,203 Other income (expense) 676 ( 162 ) 2,863 3,377 Income before income taxes 36,155 11,820 ( 18,395 ) 29,580 Depreciation and amortization 3,929 2,586 10,127 16,642 Total assets 308,199 66,329 — 374,528 Property, technology, and equipment, net 12,734 11,417 — 24,151 Goodwill 50,801 21,781 — 72,582 |
Business Combination
Business Combination | 12 Months Ended |
Jun. 30, 2022 | |
Business Combinations [Abstract] | |
Business Combination | NO TE 18 - BUSINESS COMBINATION On December 3, 2021, and effective as of November 30, 2021, the Company entered into a Stock Purchase Agreement, pursuant to which it acquired all of the issued and outstanding common shares of Navegate, Inc. (“Navegate”), a Minnesota based, privately held company from Saltspring Capital, LLC. Navegate is a technology-enabled supply chain management and third-party logistics services company that combines a robust digital platform and decades of expertise to manage international, cross-border, and domestic freight from purchase order to final delivery. Navegate’s combination of tech-enabled services, customs brokerage expertise, and a full complement of international and domestic services significantly reduces costs and leads to better compliance and risk mitigation for its customers. Navegate will operate as a wholly owned subsidiary of Radiant Logistics, Inc. The goodwill recognized is attributable to expanded service lines and geographic footprint. The acquisition of Navegate was accounted for as purchases of a business under ASC 805 Business Combinations . As consideration for the acquisition, the Company paid $ 35,000 in cash upon closing. The transaction was financed through proceeds received from the Company's existing credit facility. The preliminary fair value estimates for the assets acquired and liabilities assumed are based upon preliminary calculations and valuations. A net working capital settlement of $ 3,852 was finalized in the third quarter of fiscal year 2022 and was paid to Saltspring Capital, LLC. The aggregate purchase price of $ 38,852 was allocated to the assets acquired and liabilities assumed based upon their estimated fair values at the date of the acquisition. The following table summarizes the fair value of the consideration transferred for the acquisitions and the allocation of the purchase price to the fair values of the assets acquired and liabilities assumed at the acquisition date: (In thousands) Preliminary Purchase Price Allocation Adjustments Final Purchase Price Allocation Cash $ 35,000 $ — $ 35,000 Net working capital adjustment — 3,852 3,852 Current assets 19,187 — 19,187 Technology and equipment, net 1,434 — 1,434 Intangible assets 17,834 1,188 19,022 Other long-term assets 1,621 — 1,621 Liabilities assumed ( 18,836 ) — ( 18,836 ) Total identifiable net assets 21,240 1,188 22,428 Goodwill 13,760 2,664 16,424 $ 35,000 $ 3,852 $ 38,852 The fair values of the intangible assets were estimated by the Company with the assistance of valuation specialists. The fair value was estimated using a discounted cash flow approach with Level 3 inputs. Under this method, an intangible asset’s fair value is equal to the present value of the incremental after-tax cash flows (excess earnings) attributable solely to the intangible asset over its remaining useful life. To calculate fair value, the Company used risk-adjusted cash flows discounted at rates considered appropriate given the inherent risks associated with each type of asset. The Company believes the level and timing of cash flows appropriately reflect market participant assumptions. The goodwill is recorded in the U.S. operating segment and is expected to be deductible for income tax purposes over a period of 15 years . Intangible assets that were acquired and their respective useful lives are as follows: (In thousands) Preliminary Purchase Price Allocation Adjustments Final Purchase Price Allocation Useful Life Customer related $ 12,392 $ 910 $ 13,302 14.9 years Developed technology 3,942 149 4,091 4.9 years Trade name 1,500 129 1,629 9.9 years $ 17,834 $ 1,188 $ 19,022 The seven-month results of operations from Navegate, including $ 92,392 of revenues, were included in the consolidated financial statements. Navegate results were immaterial to the condensed consolidated financial statements and thus no proforma presentation was necessary. |
Ransomware Incident
Ransomware Incident | 12 Months Ended |
Jun. 30, 2022 | |
Ransomware Incident [Abstract] | |
Ransomware Incident | NO TE 19 – RANSOMWARE INCIDENT Some of the Company’s systems were affected by a ransomware incident that encrypted information on its systems and disrupted customer and employee access to its applications and services. The Company immediately took steps to isolate the impact and prevent additional systems from being affected, including taking its network offline as a precaution. Promptly upon our detection of this incident, we initiated response and containment protocols and our security teams, supplemented by leading cyber defense firms, worked to remediate this incident. We notified law enforcement, contacted our customers to apprise them of the situation and will provide any notices that may be required by applicable law. We undertook extensive efforts to identify, contain and recover from this incident quickly and securely. We systematically brought our information systems back online in a controlled, phased approach. Our teams worked to maintain our business operations and minimize the impact on our customers, operating partners, and employees. The total ransomware incident related costs were $ 684 for the year ended June 30, 2022. These costs were primarily comprised of various third-party consulting services including forensic experts, legal counsel, and other IT professional expenses including additional software. |
Quarterly Financial Data (Unaud
Quarterly Financial Data (Unaudited and Restated) | 12 Months Ended |
Jun. 30, 2022 | |
Quarterly Financial Information Disclosure [Abstract] | |
Quarterly Financial Data (Unaudited and Restated) | NOTE 20 - QUARTERLY FINANCIAL DATA (UNAUDITED AND RESTATED) The Company is providing restated quarterly and year-to-date unaudited consolidated financial information for interim periods occurring within the year ended June 30, 2021, and the nine-months ended March 31, 2022. See Note 2, Restatement of Previously Issued Consolidated Financial Statements for further background concerning the events preceding the restatement of financial information in this Comprehensive Form 10-K. The restated consolidated balance sheet line items for the first through the third fiscal quarters of 2022 are as follows: Originally Reported Adjustment Restated (In thousands) Q1 Q2 Q3 Q1 Q2 Q3 Q1 Q2 Q3 Contract assets $ 32,625 $ 73,268 $ 59,894 $ 30,571 $ 33,580 $ 13,992 $ 63,196 $ 106,848 $ 73,886 Total current assets 208,187 284,767 342,536 30,571 33,580 13,992 238,758 318,347 356,528 Total assets 383,074 490,575 554,934 30,571 33,580 13,992 413,645 524,155 568,926 Accounts payable 98,374 136,309 164,932 29,212 32,675 14,489 127,586 168,984 179,421 Operating partner commissions payable 15,645 19,395 16,038 382 502 178 16,027 19,897 16,216 Accrued expenses 7,162 10,588 11,512 49 20 ( 34 ) 7,211 10,608 11,478 Income tax payable 134 1,411 4,271 227 94 ( 157 ) 361 1,505 4,114 Total current liabilities 136,669 184,013 212,193 29,870 33,291 14,476 166,539 217,304 226,669 Total liabilities 217,088 321,282 369,749 29,870 33,291 14,476 246,958 354,573 384,225 Retained earnings 67,446 74,394 88,733 701 289 ( 484 ) 68,147 74,683 88,249 Total equity 165,986 169,293 185,185 701 289 ( 484 ) 166,687 169,582 184,701 The restated line items of the consolidated statements of comprehensive income for the three-month periods ended September 30, 2021; December 31, 2021; and March 31, 2022 are as follows: Originally Reported Adjustment Restated (In thousands, except per share data) Q1 Q2 Q3 Q1 Q2 Q3 Q1 Q2 Q3 Revenues $ 286,115 $ 332,768 $ 460,899 $ 13,283 $ 3,010 $( 19,589 ) $ 299,398 $ 335,778 $ 441,310 Cost of transportation and other services 221,233 261,179 376,036 13,447 3,461 ( 18,187 ) 234,680 264,640 357,849 Operating partner commissions 28,465 31,049 31,311 ( 904 ) 120 ( 325 ) 27,561 31,169 30,986 Personnel costs 15,616 16,688 19,907 37 ( 29 ) ( 54 ) 15,653 16,659 19,853 Income from operations 9,759 10,598 18,497 703 ( 542 ) ( 1,023 ) 10,462 10,056 17,474 Income tax expense ( 2,229 ) ( 2,646 ) ( 4,527 ) ( 173 ) 133 251 ( 2,402 ) ( 2,513 ) ( 4,276 ) Net income 7,165 7,024 15,095 530 ( 409 ) ( 772 ) 7,695 6,615 14,323 Net income attributable to Radiant Logistics, Inc. 7,079 6,948 14,339 530 ( 409 ) ( 772 ) 7,609 6,539 13,567 Income per share: Basic $ 0.14 $ 0.14 $ 0.29 $ 0.01 $( 0.01 ) $( 0.02 ) $ 0.15 $ 0.13 $ 0.27 Diluted $ 0.14 $ 0.14 $ 0.28 $ 0.01 $( 0.01 ) $( 0.01 ) $ 0.15 $ 0.13 $ 0.27 The restated line items of the consolidated statements of comprehensive income for the six-month period ended December 31, 2021; and nine-month period ended March 31, 2022 are as follows: Originally Reported Adjustment Restated Six Months Ended Nine Months Ended Six Months Ended Nine Months Ended Six Months Ended Nine Months Ended (In thousands, except per share data) December 31, 2021 March 31, 2022 December 31, 2021 March 31, 2022 December 31, 2021 March 31, 2022 Revenues $ 618,884 $ 1,079,783 $ 16,292 $( 3,297 ) $ 635,176 $ 1,076,486 Cost of transportation and other services 482,411 858,447 16,909 ( 1,278 ) 499,320 857,169 Operating partner commissions 59,514 90,825 ( 784 ) ( 1,109 ) 58,730 89,716 Personnel costs 32,304 52,211 8 ( 46 ) 32,312 52,165 Income from operations 20,355 38,853 163 ( 861 ) 20,518 37,992 Income tax expense ( 4,874 ) ( 9,402 ) ( 41 ) 211 ( 4,915 ) ( 9,191 ) Net Income 14,189 29,284 121 ( 651 ) 14,310 28,633 Net income attributable to Radiant Logistics, Inc. 14,027 28,366 121 ( 651 ) 14,148 27,715 Income per share: Basic $ 0.28 $ 0.57 $ — $( 0.02 ) $ 0.28 $ 0.55 Diluted $ 0.28 $ 0.56 $ — $( 0.01 ) $ 0.28 $ 0.55 While the adjustments changed contract assets, accounts payable, and operating partner commissions payable line items in the consolidated cash flow statements, they did not have an impact on total net cash provided by operating activities, net cash used in investing activities, or net cash provided by (used for) financing activities for any of the applicable periods. The restated line items of the consolidated cash flow statements for the three-months ended September 30, 2021; six-month period ended December 31, 2021; and nine-month period ended March 31, 2022 are as follows: Originally Reported Adjustment Restated (In thousands) Three Months Ended Six Months Ended Nine Months Ended Three Months Ended Six Months Ended Nine Months Ended Three Months Ended Six Months Ended Nine Months Ended OPERATING ACTIVITIES: Net income $ 7,165 $ 14,189 $ 29,284 $ 530 $ 121 $( 651 ) $ 7,695 $ 14,310 $ 28,633 ADJUSTMENTS TO RECONCILE NET INCOME TO NET CASH (USED FOR) OPERATING ACTIVITIES CHANGES IN OPERATING ASSETS AND LIABILITIES: Contract assets ( 4,897 ) ( 44,123 ) ( 30,725 ) ( 13,283 ) ( 16,293 ) 3,296 ( 18,180 ) ( 60,416 ) ( 27,429 ) Income tax receivable/payable ( 2,583 ) ( 3,421 ) ( 553 ) 173 40 ( 211 ) ( 2,410 ) ( 3,381 ) ( 764 ) Accounts payable 10,055 40,952 69,832 13,447 16,908 ( 1,279 ) 23,502 57,860 68,553 Operating partner commissions payable 1,866 5,616 2,259 ( 904 ) ( 784 ) ( 1,109 ) 962 4,832 1,150 Accrued expenses, other liabilities, and operating lease liability ( 1,528 ) ( 2,467 ) ( 4,980 ) 37 8 ( 46 ) ( 1,491 ) ( 2,459 ) ( 5,026 ) Net cash (used for) operating activities ( 15,797 ) ( 19,652 ) ( 6,938 ) — — — ( 15,797 ) ( 19,652 ) ( 6,938 ) The restated consolidated balance sheet line items for the fiscal quarters during 2021 are as follows: Originally Reported Adjustment Restated (In thousands) Q1 Q2 Q3 Q1 Q2 Q3 Q1 Q2 Q3 Contract assets $ 17,684 $ 21,651 $ 26,038 $ 5,176 $ 6,031 $ 13,589 $ 22,860 $ 27,682 $ 39,627 Income tax receivable 974 — — 64 — — 1,038 — — Total current assets 134,463 146,787 160,964 5,240 6,031 13,589 139,703 152,818 174,553 Total assets 288,862 300,208 328,354 5,240 6,031 13,589 294,102 306,239 341,943 Accounts payable 72,277 76,620 84,597 4,669 5,513 12,657 76,946 82,133 97,254 Operating partner commissions payable 10,781 13,519 12,294 784 47 1,384 11,565 13,566 13,678 Accrued expenses 7,944 6,618 7,705 ( 14 ) 23 ( 23 ) 7,930 6,641 7,682 Income tax payable — 384 357 — 110 ( 105 ) — 494 252 Total current liabilities 103,791 110,594 119,180 5,439 5,693 13,913 109,230 116,287 133,093 Total liabilities 150,328 154,972 177,331 5,439 5,693 13,913 155,767 160,665 191,244 Retained earnings 40,512 44,324 49,308 ( 199 ) 338 ( 324 ) 40,313 44,662 48,984 Total equity 138,534 145,236 151,023 ( 199 ) 338 ( 324 ) 138,335 145,574 150,699 The restated line items of the consolidated statements of comprehensive income for the three-month periods ended September 30, 2020; December 31, 2020; and March 31, 2021 are as follows: Originally Reported Adjustment Restated (In thousands, except per share data) Q1 Q2 Q3 Q1 Q2 Q3 Q1 Q2 Q3 Revenues $ 175,877 $ 218,805 $ 236,532 $( 1,423 ) $ 855 $ 7,558 $ 174,454 $ 219,660 $ 244,090 Cost of transportation and other services 129,911 163,504 179,732 ( 991 ) 843 7,144 128,920 164,347 186,876 Operating partner commissions 18,589 24,036 23,761 598 ( 736 ) 1,337 19,187 23,300 25,098 Personnel costs 12,777 13,735 14,229 ( 51 ) 37 ( 46 ) 12,726 13,772 14,183 Selling, general and administrative expenses 5,654 5,568 6,688 ( 715 ) — — 4,939 5,568 6,688 Income from operations 4,787 6,027 5,448 ( 264 ) 711 ( 877 ) 4,523 6,738 4,571 Income tax expense ( 1,078 ) ( 1,402 ) ( 976 ) 65 ( 174 ) 215 ( 1,013 ) ( 1,576 ) ( 761 ) Net income 3,229 3,888 5,061 ( 199 ) 537 ( 662 ) 3,030 4,425 4,399 Net income attributable to Radiant Logistics, Inc. 3,088 3,812 4,984 ( 199 ) 537 ( 662 ) 2,889 4,349 4,322 Income per share: Basic $ 0.06 $ 0.08 $ 0.10 $ — $ 0.01 $( 0.01 ) $ 0.06 $ 0.09 $ 0.09 Diluted $ 0.06 $ 0.07 $ 0.10 $ — $ 0.02 $( 0.02 ) $ 0.06 $ 0.09 $ 0.08 The restated line items of the consolidated statements of comprehensive income for the six-month period ended December 31, 2020; and nine-month period ended March 31, 2021 are as follows: Originally Reported Adjustment Restated Six Months Ended Nine Months Ended Six Months Ended Nine Months Ended Six Months Ended Nine Months Ended (In thousands, except per share data) December 31, 2020 March 31, 2021 December 31, 2020 March 31, 2021 December 31, 2020 March 31, 2021 Revenues $ 394,682 $ 631,214 $ ( 568 ) $ 6,990 $ 394,114 $ 638,204 Cost of transportation and other services 293,416 473,148 ( 149 ) 6,995 293,267 480,143 Operating partner commissions 42,625 66,386 ( 138 ) 1,199 42,487 67,585 Personnel costs 26,512 40,741 ( 14 ) ( 60 ) 26,498 40,681 Selling, general and administrative expenses 11,224 17,910 ( 717 ) ( 715 ) 10,507 17,195 Income from operations 10,812 16,261 449 ( 429 ) 11,261 15,832 Income tax expense ( 2,479 ) ( 3,455 ) ( 110 ) 105 ( 2,589 ) ( 3,350 ) Net Income 7,117 12,178 338 ( 324 ) 7,455 11,854 Net income attributable to Radiant Logistics, Inc. 6,900 11,884 338 ( 324 ) 7,238 11,560 Income per share: Basic $ 0.14 $ 0.24 $ 0.01 $ — $ 0.15 $ 0.24 Diluted $ 0.14 $ 0.23 $ 0.01 $ — $ 0.15 $ 0.23 While the adjustments changed contract assets, accounts payable, and operating partner commissions payable line items in the consolidated cash flow statements, they did not have an impact on total net cash provided by operating activities, net cash used in investing activities, or net cash provided by (used for) financing activities for any of the applicable periods. The restated line items of the consolidated cash flow statements for the three-months ended September 30, 2020; six-month period ended December 31, 2020; and nine-month period ended March 31, 2021 are as follows: Originally Reported Adjustment Restated (In thousands) Three Months Ended September 30, 2020 Six Months Ended Nine Months Ended Three Months Ended September 30, 2020 Six Months Ended Nine Months Ended Three Months Ended September 30, 2020 Six Months Ended Nine Months Ended OPERATING ACTIVITIES: Net income $ 3,229 $ 7,117 $ 12,178 $( 199 ) $ 338 $( 324 ) $ 3,030 $ 7,455 $ 11,854 ADJUSTMENTS TO RECONCILE NET INCOME TO NET CASH PROVIDED BY OPERATING ACTIVITIES CHANGES IN OPERATING ASSETS AND LIABILITIES: Contract assets ( 1,364 ) ( 5,312 ) ( 9,688 ) ( 5,176 ) ( 6,031 ) ( 13,589 ) ( 6,540 ) ( 11,343 ) ( 23,277 ) Income tax receivable/payable ( 185 ) 1,204 1,197 ( 64 ) 110 ( 105 ) ( 249 ) 1,314 1,092 Accounts payable 7,453 12,355 20,530 4,669 5,513 12,657 12,122 17,868 33,187 Operating partner commissions payable 1,650 4,387 3,162 784 47 1,384 2,434 4,434 4,546 Accrued expenses, other liabilities, and operating lease liability ( 377 ) ( 3,518 ) ( 4,221 ) ( 14 ) 23 ( 23 ) ( 391 ) ( 3,495 ) ( 4,244 ) Net cash provided by operating activities 13,444 1,913 3,699 — — — 13,444 1,913 3,699 |
Subsequent Events
Subsequent Events | 12 Months Ended |
Jun. 30, 2022 | |
Subsequent Events [Abstract] | |
Subsequent Events | NOTE 21 - SUBSEQUENT EVENTS Revolving Credit Facility The Company entered into a $ 200,000 syndicated, revolving credit facility (the “Credit Facility”) pursuant to a Credit Agreement dated as of August 5, 2022. The Credit Facility was entered into with Bank of America, N.A. and BMO Capital Markets Corp. as joint book runners and joint lead arrangers, Bank of America, N.A. as Administrative Agent, Swingline Lender and Letter of Credit Issuer, Bank of Montreal as syndication agent, KeyBank National Association and MUFG Union Bank, N.A. as co-documentation agents and Bank of America, N. A., Bank of Montreal, KeyBank National Association, MFUG Union Bank, N.A. and Washington Federal Bank, National Association as lenders (such named lenders are collectively referred to herein as “Lenders”). This replaces the $ 150,000 Revolving Credit Facility dated March 13, 2020, disclosed within Note 9. The Credit Facility has a term of five years and is collateralized by a first-priority security interest in the accounts receivable and other assets of the Company and the guarantors named below on a parity basis with the security interest held by Fiera Private Debt Fund IV LP and Fiera Private Debt Fund V LP described below. Borrowings under the Credit Facility accrue interest (at the Company’s option), at a) the Lenders’ base rate plus 0.75 % and can be subsequently adjusted based on the Company’s consolidated net leverage ratio under the facility at the Lenders’ base rate plus 0.5 % to 1.50 %: b) Term SOFR plus 1.65 % and can be subsequently adjusted based on the Company’s consolidated net leverage ratio under the facility at Term SOFR plus 1.40 % to 2.40 %; and c) Term SOFR Daily Floating Rate plus 1.65 % and can be subsequently adjusted based on the Company’s consolidated net leverage ratio under the facility at Term SOFR Daily Floating Rate plus 1.40 % to 2.40 %. The guarantors of the Credit Facility are Adcom Express, Inc., Radiant Road & Rail, Inc., DBA Distribution Services, Inc., Radiant Trade Services, Inc., Radiant Transportation Services, Inc., Radiant Off-Shore Holdings LLC, Service by Air, Inc., International Freight Systems (of Oregon), Inc., Green Acquisition Company, Inc., Highways & Skyways, Inc., Radiant Global Logistics (CA), Inc., On Time Express, Inc., Radiant Customs Services, Inc., 2062698 Ontario Inc., Radiant Global Logistics (Canada) Inc., Radiant Logistics Global Services, Inc., Navegate, Inc., Radiant World Trade Services, Inc., Centrade, Inc., Navegate Logistics, Ltd., Radiant Logistics Domestic Services, Inc., Navegate Domestic, LLC, and Radiant Logistics Partners, LLC. The Credit Facility includes a $ 75,000 accordion feature to support future acquisition opportunities. For general borrowings under the Credit Facility, the Company is subject to the maximum consolidated net leverage ratio of 3.00 and minimum consolidated interest coverage ratio of 3.00 . Additional minimum availability requirements and financial covenants apply in the event the Company seeks to use advances under the Credit Facility to pursue acquisitions or repurchase its common stock. Restatement described in Note 2 and Note 20 has no impact on the Company’s compliance with debt covenant ratios. Although the restatement delayed the process of providing audited financial statements to the Lenders, a waiver was received to extend the period within which audited financial statements may be submitted to the Lenders. Amendment and Restatement of Existing Fiera Private Debt Fund IV LP Term Loan and Existing Fiera Private Debt Fund V LP Term Loan The Company currently has two term loan facilities outstanding; one with Fiera Private Debt Fund IV LP (formerly, Integrated Private Debt Fund IV LP), as lender, for CAD$ 29,000 and the other with Fiera Private Debt Fund V LP (formerly, Integrated Private Debt Fund V LP), as lender, for CAD$ 10,000 . On August 5, 2022, concurrently with entering into the new Credit Facility, the Company amended and restated each such term loan to make the financial and other covenants in such term loans consistent with those contained in the new Credit Facility. Leases In July 2022, the Company commenced a new lease for warehouse space in Calgary, Alberta with a 17-month lease term ending November 30, 2023 . The Company also extended the lease for warehouse space in Delta, British Columbia and the lease for warehouse space in Brampton, Ontario for an additional 3 years ending October 31, 2025 . In August 2022, the Company commenced a new lease for warehouse space in Toronto, Ontario with an 18-month lease term ending January 31, 2024 . In September 2022, the Company entered into a new lease for warehouse space in Brampton, Ontario commencing in November 2022. The lease term expires in January 2033 . In January 2023, the Company entered into an agreement to lease an additional floor at its office in Renton, Washington. The lease term expires in November 2033 . Total undiscounted future lease payments for the above-mentioned leases are approximately $ 34,931 . Rebranding of Trade Names The Company is in the process of rebranding certain trade names. We will rebrand certain trade names in connection with the Company’s long-term growth strategy and make it more consistent across our business and better serve our customers. We will gradually phase out certain trade names and will predominantly use Radiant to refer to the Company. The rebranding has resulted in the reduction of the related useful lives of certain trade names and accelerated amortization expenses starting in June 2022 and over the next fiscal year. Acquisition of Cascade Enterprises of Minnesota, Inc. On October 1, 2022, the Company acquired the assets and operations of its of Cascade Enterprises of Minnesota, Inc. (“Cascade”) a Minneapolis, Minnesota based, privately held company that has operated under the Company's Airgroup brand since 2007. Cascade will continue to operate under the Airgroup brand through the remainder of 2022 and is expected to transition to the Radiant brand in early 2023 as Cascade is combined with existing Company owned operations in the Minneapolis and will be able to leverage the Company’s global trade management platform to strengthen our purchase order and vendor management service offering. As consideration for the acquisition, the Company paid $ 3,250 in cash upon closing, and the seller is entitled to additional contingent consideration payable in subsequent periods based on future performance of the acquired operation. The following table summarizes the fair value of the consideration transferred for the acquisitions and the allocation of the purchase price to the fair values of the assets acquired and liabilities assumed at the acquisition date: (In thousands) Purchase Price Allocation Cash $ 3,250 Contingent consideration 1,987 Deposits and other assets 3 Operating lease right-of-use asset 34 Intangible assets, net 3,468 Operating lease liability ( 34 ) Total identifiable net assets 3,471 Goodwill 1,766 $ 5,237 T he fair values of the intangible assets were estimated by the Company with the assistance of valuation specialists. The fair value was estimated using a discounted cash flow approach with Level 3 inputs. Under this method, an intangible asset’s fair value is equal to the present value of the incremental after-tax cash flows (excess earnings) attributable solely to the intangible asset over its remaining useful life. To calculate fair value, the Company used risk-adjusted cash flows discounted at rates considered appropriate given the inherent risks associated with each type of asset. The Company believes the level and timing of cash flows appropriately reflect market participant assumptions. The goodwill is recorded in the U.S. operating segment and is expected to be deductible for income tax purposes over a period of 10 years . Intangible assets acquired and their respective useful lives are estimated as follows: (In thousands) Purchase Price Allocation Useful Life Customer related $ 3,468 10 years 3,468 T he preliminary fair value estimates for the assets acquired and liabilities assumed are based upon preliminary calculations and valuations. The estimates and assumptions are subject to change as additional information is obtained for the estimates during the respective measurement periods (up to one year from the acquisition date). The primary areas of the preliminary estimates not yet finalized relate to identifiable intangible assets. Repurchase of Common Stock Pursuant to the stock repurchase program described in Note 11, we have purchased 839,864 shares of Common Stock subsequent to June 30, 2022 and through February 27, 2023 for a total cost of $ 5,000 inclusive of transaction costs, bringing the total Common Stock repurchased under the plan to 3,364,472 shares. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Jun. 30, 2022 | |
Accounting Policies [Abstract] | |
Recent Accounting Pronouncements | Recent Accounting Guidance Not Yet Adopted In March 2020, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2020-04, Reference Rate Reform (Topic 848) and subsequent amendments to the initial guidance: ASU 2021-01, which provides temporary optional expedients and exceptions to the current guidance on contract modifications to ease the financial reporting burdens related to the expected market transition from London Interbank Offered Rate (LIBOR) and other interbank offered rates to alternative reference rates. The amendments are effective as of March 12, 2020 and applies to contract modifications made before December 31, 2022. As of June 30, 2022, the Company has not utilized any of the expedients discussed within this ASU, however, it continues to assess its agreements to determine if LIBOR is included and if the expedients would be utilized through the allowed period of December 31, 2022. In June 2016, the FASB issued ASU 2016-13, Financial Instruments—Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments and subsequent amendments to the initial guidance: ASU 2018-19, 2019-04, 2019-05, 2020-03, and 2022-02 (collectively, Topic 326). Topic 326 requires measurement and recognition of expected credit losses for financial assets held. Topic 326 is effective for the Company in the first quarter of fiscal year 2024. The Company is currently evaluating the impact of the standard on its consolidated financial statements and disclosures. |
Principles of Consolidation | a) Principles of Consolidation The consolidated financial statements include the accounts of Radiant Logistics, Inc. and its wholly-owned subsidiaries as well as a single variable interest entity, Radiant Logistics Partners, LLC (“RLP”), which is 40 % owned by Radiant Global Logistics, Inc. (“RGL”) and 60 % owned by Radiant Capital Partners, LLC (“RCP”, see Note 12), an entity owned by the Company’s Chief Executive Officer. All significant intercompany balances and transactions have been eliminated. Non-controlling interest in the consolidated balance sheets represents RCP’s proportionate share of equity in RLP. Net income (loss) of non-wholly owned consolidated subsidiaries or variable interest entities is allocated to the Company and the holder(s) of the non-controlling interest in proportion to their percentage ownership. |
Use of Estimates | b) Use of Estimates The preparation of financial statements and related disclosures in accordance with accounting principles generally accepted in the United States (“GAAP”) requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. Actual results reported in future periods may be based upon amounts that could differ from these estimates due to the inherent uncertainty involved in making estimates and risks and uncertainties, including uncertainty in the current economic environment due to COVID-19. |
Cash, Cash Equivalents, and Restricted Cash | c) Cash, Cash Equivalents, and Restricted Cash The Company maintains its cash in bank deposit accounts that, at times, may exceed federally insured limits. The Company has not experienced any losses in such accounts. Cash equivalents consist of highly liquid investments with original maturities of three months or less. Restricted cash includes five months interest in a debt service reserve account for a senior secured Canadian term loan, which will mature on April 1, 2024. The Company includes restricted cash along with the cash balance for presentation in the consolidated statement of cash flows. |
Accounts Receivable | d) Accounts Receivable The Company’s receivables are recorded when billed and represent amounts owed by third-party customers, as well as amounts owed by strategic operating partners. The carrying value of the Company’s receivables, net of the allowance for doubtful accounts, represents their estimated net realizable value. The Company evaluates the collectability of accounts receivable on a customer-by-customer basis. The Company records an allowance for doubtful accounts to reduce the net recognized receivable to an amount the Company believes will be reasonably collected. The allowance for doubtful accounts is determined from the analysis of the aging of the accounts receivable, historical experience and knowledge of specific customers. The Company derives a substantial portion of its revenue through independently owned strategic operating partner locations operating under various Company brands. Each strategic operating partner is responsible for some or all of the collection of the accounts related to the underlying customers being serviced by such strategic operating partner. To facilitate this arrangement, based on contractual agreements, certain strategic operating partners are required to maintain a bad debt reserve in the form of a security deposit with the Company. The Company charges each strategic operating partner’s bad debt reserve account for any accounts receivable aged beyond 90 days along with any other amounts owed to the Company by strategic operating partners. However, the bad debt reserve account may carry a deficit balance when amounts charged to this reserve account exceed amounts otherwise available. In these circumstances, a deficit bad debt reserve account is recognized as a receivable in the Company’s consolidated financial statements. Some strategic operating partners are not required to establish a bad debt reserve; however, they are still responsible to make up for any deficits and the Company may withhold all or a portion of future commissions payable to the strategic operating partner to satisfy any deficit balance. As of June 30, 2022 , a number of the Company’s strategic operating partners have a deficit balance in their bad debt reserve accounts. The Company expects to replenish these funds through the future business operations of these strategic operating partners or as their customers satisfy the amounts payable to the Company. However, to the extent any of these strategic operating partners were to cease operations or otherwise be unable to replenish these deficit accounts, the Company would be at risk of loss for any such amounts and generally would reserve for them. |
Property, Technology, and Equipment | e) Property, Technology, and Equipment Property, technology, and equipment is stated at cost, less accumulated depreciation and amortization. Depreciation and amortization is computed using the straight-line method over the estimated useful lives of the related assets. Upon retirement or other disposition of these assets, the cost and related accumulated depreciation or amortization are removed from the accounts and the resulting gain or loss, if any, is reflected in other income or expense. Expenditures for maintenance, repairs and renewals of minor items are expensed as incurred. Major renewals and improvements are capitalized. |
Goodwill | f) Goodwill Goodwill represents the excess acquisition cost of an acquired entity over the estimated fair values assigned to the net tangible and identifiable intangible assets acquired. The Company performs its annual goodwill impairment test as of April 1 of each year or more frequently if facts or circumstances indicate that the carrying amount may not be recoverable. Based on the most recent annual impairment test, and further review by management, the Company concluded that there was no impairment. An entity has the option to perform a qualitative assessment to determine whether it is more-likely-than-not that the fair value of the reporting unit is less than its carrying amount prior to performing a quantitative impairment test. The qualitative assessment evaluates various factors, such as macro-economic conditions, industry and market conditions, cost factors, relevant events and financial trends that may impact the fair value of the reporting unit. If it is determined that the estimated fair value of the reporting unit is more-likely-than-not less than its carrying amount, including goodwill, a quantitative assessment is required. Otherwise, no further analysis is required. If a quantitative assessment is performed, a reporting unit’s fair value is compared to its carrying value. A reporting unit’s fair value is determined based upon consideration of various valuation methodologies, including the income approach, which utilizes projected future cash flows discounted at rates commensurate with the risks involved, and multiples of current and future earnings, and market approach, which utilizes a selection of guideline public companies. If the fair value of a reporting unit is less than its carrying amount, an impairment charge is recognized for the amount by which the carrying amount exceeds the reporting unit’s fair value; however, the loss recognized cannot exceed the total amount of goodwill allocated to that reporting unit. As of June 30, 2022 and 2021 , management believes there are no indications of impairment. |
Long-Lived Assets | g) Long-Lived Assets Long-lived assets, such as property, technology, and equipment, and definite-lived intangible assets, are reviewed for impairment whenever events or changes in circumstances indicate the carrying amount of the assets may not be recoverable. If circumstances require a long-lived asset or asset group to be tested for possible impairment, the Company compares the undiscounted expected future cash flows to be generated by that asset or asset group to its carrying amount. If the carrying amount of the long-lived asset or asset group is not recoverable on an undiscounted cash flow basis, an impairment charge is recognized to the extent the carrying amount of the asset or asset group exceeds the fair value. Fair values of long-lived assets are determined through various techniques, such as applying probability weighted, expected present value calculations to the estimated future cash flows using assumptions a market participant would utilize or through the use of a third-party independent appraiser or valuation specialist. No impairment losses of long-lived assets were recorded during the years ended June 30, 2022 and 2021. Intangible assets consist of customer related intangible assets, trade names and trademarks, and non-compete agreements arising from the Company’s acquisitions. Customer related intangible assets are amortized using the straight-line method over periods of up to 15 years , trademarks and trade names are amortized using the straight-line method over periods of up to 15 years , and non-compete agreements are amortized using the straight-line method over periods of up to five years , developed technologies are amortized using the straight-line method over five years . |
Business Combinations | h) Business Combinations The Company accounts for business acquisitions using the acquisition method as required by FASB Accounting Standards Codification (“ASC”) Topic 805, Business Combinations . The assets acquired and liabilities assumed in business combinations, including identifiable intangible assets, are recorded based upon their estimated fair values as of the acquisition date. The excess of the purchase price over the estimated fair value of the net tangible and identifiable intangible assets acquired is recorded as goodwill. Acquisition expenses are expensed as incurred. While the Company uses its best estimates and assumptions to accurately value assets acquired and liabilities assumed as of the acquisition date, the estimates are inherently uncertain and subject to refinement. The fair values of intangible assets are generally estimated using a discounted cash flow approach with Level 3 inputs. The estimate of fair value of an intangible asset is equal to the present value of the incremental after-tax cash flows (excess earnings) attributable solely to the intangible asset over its remaining useful life. To estimate fair value, the Company generally uses risk-adjusted cash flows discounted at rates considered appropriate given the inherent risks associated with each type of asset. The Company believes the level and timing of cash flows appropriately reflects market participant assumptions. For acquisitions that involve contingent consideration, the Company records a liability equal to the fair value of the contingent consideration obligation as of the acquisition date. The Company determines the acquisition date fair value of the contingent consideration based on the likelihood of paying the additional consideration. The fair value is generally estimated using projected future operating results and the corresponding future earn-out payments that can be earned upon the achievement of specified operating objectives and financial results by acquired companies using Level 3 inputs and the amounts are then discounted to present value. These liabilities are measured quarterly at fair value, and any change in the fair value of the contingent consideration liability is recognized in the consolidated statements of comprehensive income. Amounts are generally due annually on November 1 st , and 90 days following the quarter of the final earn-out period of each respective acquisition. During the measurement period, which may be up to one year from the acquisition date, the Company records adjustments to the assets acquired and liabilities assumed with the corresponding adjustment to goodwill. Upon the conclusion of the measurement period or final determination of the values of assets acquired or liabilities assumed, whichever comes first, any subsequent adjustments are recognized in the consolidated statements of comprehensive income. |
Revenue Recognition | i) Revenue Recognition The Company’s revenues are primarily from transportation services, which include providing for the arrangement of freight, both domestically and internationally, through modes of transportations, such as air freight, ocean freight, truckload, less than truckload and intermodal. The Company generates its transportation services revenue by purchasing transportation from direct carriers and reselling those services to its customers. In general, each shipment transaction or service order constitutes a separate contract with the customer. A performance obligation is created once a customer agreement with an agreed upon transaction price exists. The transaction price is typically fixed and not contingent upon the occurrence or non-occurrence of any other event. The transaction price is generally due 30 to 45 days from the date of invoice. The Company’s transportation transactions provide for the arrangement of the movement of freight to a customer’s destination. The transportation services, including certain ancillary services, such as loading/unloading, freight insurance and customs clearance, that are provided to the customer represent a single performance obligation as these promises aren’t distinct in the context of the contract. This performance obligation is satisfied over time and recognized in revenue upon the transfer of control of the services over the requisite transit period as the customer’s goods move from point of origin to point of destination. The Company determines the period to recognize revenue in transit based upon the actual departure date and the delivery date, or estimated pick-up date based on the actual delivery date and estimated average transit period by mode. Determination of the transit period and the percentage of completion of the shipment as of the reporting date requires management to make judgments that affect the timing of revenue recognition. The Company has determined that revenue recognition over the transit period provides a reasonable estimate of the transfer of services to its customers as it depicts the pattern of the Company’s performance under the contracts with its customers. The Company also provides materials management and distribution (“MM&D”) services for its customers under contracts generally ranging from a few months to five years and include renewal provisions. These MM&D service contracts provide for inventory management, order fulfilment and warehousing of the Customer’s product and arrangement of transportation of the customer’s product. The Company’s performance obligations are satisfied over time as the customers simultaneously receive and consume the services provided by the Company as they are performed. The transaction price is based on the consideration specified in the contract with the customer and contains fixed and variable consideration. In general, the fixed consideration component of a contract represents reimbursement for facility and equipment costs incurred to satisfy the performance obligation and is recognized on a straight-line basis over the term of the contract. The variable consideration component is comprised of cost reimbursement per unit pricing for time and pricing for materials used and is determined based on cost plus a mark-up for hours of services provided and materials used and is recognized over time based on the level of activity volume. Other services include primarily customs house brokerage (“CHB”) services sold on a standalone basis as a single performance obligation. The Company recognizes revenue from this performance obligation at a point in time, which is the completion of the services. Duties and taxes collected from the customer and paid to the customs agent on behalf of the customers are excluded from revenue. The Company also captures revenue through fees related to the use of its technology platform. The Company’s global trade management (“GTM”) services revenue includes platform fees, operational fees, and purchase order management fees. The Company uses independent contractors and third-party carriers in the performance of its transportation services. The Company evaluates who controls the transportation services to determine whether its performance obligation is to transfer services to the customer or to arrange for services to be provided by another party. The Company determined it acts as the principal for its transportation services performance obligation since it is in control of establishing the prices for the specified services, managing all aspects of the shipments process and assuming the risk of loss for delivery and collection. Such transportation services revenue is presented on a gross basis in the consolidated statements of comprehensive income. The Company had certain major customers. For the year ended June 30, 2022, there were no customer whose revenue individually represented 5 % or more of consolidated revenues. For the year ended June 30, 2021, there were no customer whose revenue individually represented 10 % or more of consolidated revenues. A summary of the Company’s gross revenues disaggregated by major service lines and geographic markets (reportable segments), and timing of revenue recognition for the years ended June 30, 2022 and 2021, respectively, are as follows: Year Ended June 30, 2022 (In thousands) United States Canada Corporate/ Eliminations Total Major Service Lines: Transportation services $ 1,266,704 $ 149,230 $ ( 1,428 ) $ 1,414,506 Value-added services (1) 16,329 28,584 — 44,913 Total $ 1,283,033 $ 177,814 $ ( 1,428 ) $ 1,459,419 Timing of Revenue Recognition: Services transferred over time $ 1,275,452 $ 177,814 $ ( 1,428 ) $ 1,451,838 Services transferred at a point in time 7,581 — — 7,581 Total $ 1,283,033 $ 177,814 $ ( 1,428 ) $ 1,459,419 Year Ended June 30, 2021 (In thousands) United States Canada Corporate/ Eliminations Total (as restated) (as restated) Major Service Lines: Transportation services $ 772,586 $ 97,418 $ ( 489 ) $ 869,515 Value-added services (1) 8,887 21,410 — 30,297 Total $ 781,473 $ 118,828 $ ( 489 ) $ 899,812 Timing of Revenue Recognition: Services transferred over time $ 779,109 $ 118,828 $ ( 489 ) $ 897,448 Services transferred at a point in time 2,364 — — 2,364 Total $ 781,473 $ 118,828 $ ( 489 ) $ 899,812 (1) Value-added services include MM&D, CHB, GTM and other services. Practical Expedients The Company has elected to no t disclose the aggregate amount of the transaction price allocated to performance obligations that are unsatisfied as of the end of the period as the Company’s contracts with its transportation customers have an expected duration of one year or less. For the performance obligation to transfer MM&D services in contracts with customers, revenue is recognized in the amount for which the Company has the right to invoice the customer, as this amount corresponds directly with the value provided to the customer for the Company’s performance completed to date. The Company also applies the practical expedient that permits the recognition of employee sales commissions related to transportation services as an expense when incurred since the amortization period of such costs is less than one year. These costs are included in the consolidated statements of comprehensive income. Contract Assets Contract assets represent estimated amounts for which the Company has the right to consideration for the services provided while a shipment is still in-transit but for which it has not yet completed the performance obligation and has not yet invoiced the customer. Upon completion of the performance obligations, which can vary in duration based upon the method of transport and billing the customer, these amounts become classified within accounts receivable. Contract assets were $ 61,154 and $ 45,040 as of June 30, 2022 and June 30, 2021 (as restated), respectively. Operating Partner Commissions The Company enters into contractual arrangements with independent agents that operate, on behalf of the Company, an office in a specific location that engages primarily in arranging, domestic and international, transportation services. In return, the independent agent is compensated through the payment of sales commissions, which are based on individual shipments. The Company estimates and accrues the independent agent’s commission obligation ratably as the goods are transferred to the customer. |
Defined Contribution Savings Plans | j) Defined Contribution Savings Plans The Company has an employee savings plan under which the Company provides safe harbor matching contributions. For the years ended June 30, 2022 and 2021, the Company’s contributions under the plan were $ 1,662 and $ 1,347 , respectively. |
Income Taxes | k) Income Taxes Income taxes are accounted for using the asset and liability method. Deferred tax assets are recognized for deductible temporary differences and deferred tax liabilities are recognized for taxable temporary differences. Temporary differences are the differences between the reported amounts of assets and liabilities and their tax bases. Deferred tax assets are reduced by a valuation allowance when, in the opinion of management, it is more-likely-than-not that some portion or all of the deferred tax assets will not be realized. Deferred tax assets and liabilities are adjusted for the effects of changes in tax laws and rates on the date of enactment. The Company records a liability for unrecognized tax benefits resulting from uncertain income tax positions taken or expected to be taken in an income tax return. Interest and penalties, if any, are recorded as a component of interest expense or other expense, respectively. Currently, the Company does not have any accruals for uncertain tax positions. |
Share-Based Compensation | l) Share-Based Compensation The Company grants restricted stock awards, restricted stock units, performance unit awards, and stock options to certain directors, officers, and employees. The share-based compensation cost is measured at the grant date based on the fair value of the award and is expensed ratably over the vesting period. The fair value of each restricted stock and performance unit awards is the market price as of the grant date, and the fair value of each stock option grant is estimated as of the grant date using the Black-Scholes option pricing model. Determining the fair value of share-based awards at the grant date requires judgment about, among other things, stock volatility, the expected life of the award, and other inputs. The Company accounts for forfeitures as they occur. The Company issues new shares of common stock to satisfy option exercises and vesting of awards granted under its stock plans. Share-based compensation expense is reflected in the consolidated statements of comprehensive income as part of personnel costs. |
Basic and Diluted Income per Share Allocable to Common Stockholders | m) Basic and Diluted Income per Share Allocable to Common Stockholders Basic income per common share is computed by dividing net income allocable to common stockholders by the weighted average number of common shares outstanding. Diluted income per common share is computed by dividing net income allocable to common stockholders by the weighted average number of common shares outstanding, plus the number of additional common shares that would have been outstanding if the potential common shares, such as restricted stock awards and stock options, had been issued and were considered dilutive. |
Foreign Currency Translation | n) Foreign Currency Translation For the Company’s foreign subsidiaries that prepare financial statements in currencies other than U.S. dollars, the local currency is the functional currency. All assets and liabilities are translated at year-end exchange rates and all income statement amounts are translated at the weighted average rates for the period. Translation adjustments are recorded in accumulated other comprehensive (loss) income. Gains and losses on transactions of monetary items denominated in a foreign currency are recognized in other (expense) income in t he consolidated statements of comprehensive income. |
Leases | o) Leases The Company determines if an arrangement is a lease at inception. Assets and obligations related to operating leases are included in operating lease right-of-use (“ROU”) assets; current portion of operating lease liability; and operating lease liability, net of current portion in our consolidated balance sheets. Assets and obligations related to finance leases are included in property, technology, and equipment, net; current portion of finance lease liability; and finance lease liability, net of current portion in our consolidated balance sheets. ROU assets represent our right to use an underlying asset for the lease term and lease liabilities represent our obligation to make lease payments arising from the lease. Operating lease ROU assets and liabilities are recognized at commencement date based on the present value of lease payments over the lease term. As most of the Company’s leases do not provide an implicit rate, the incremental borrowing rate based on the information available at commencement date is used in determining the present value of lease payments. We use the implicit rate when readily determinable. Our lease terms may include options to extend or terminate the lease when it is reasonably certain that we will exercise that option. Annually, we perform an impairment analysis on ROU assets, and as of June 30, 2022, there was no impairment to ROU assets. The Company’s agreements with lease and non-lease components, are all each accounted for as a single lease component. For leases with an initial term of twelve months or less, the Company elected the exemption from recording ROU assets and lease liabilities for all leases that qualify, and records rent expense on a straight-line basis over the lease term. Expenses for these short-term leases for the fiscal years ended June 30, 2022 and 2021 are immaterial. Certain of our leases include variable payments, which may vary based upon changes in facts or circumstances after the start of the lease. We exclude variable payments from lease ROU assets and lease liabilities, to the extent not considered fixed, and instead expense as incurred. Variable lease costs for the fiscal years ended June 30, 2022 and 2021 are immaterial. |
Derivatives | p) Derivatives Derivative instruments are recognized as either assets or liabilities and measured at fair value. The accounting for changes in the fair value of a derivative depends on the intended use of the derivative and the resulting designation. For derivative instruments designated as cash flow hedges, gains and losses are initially reported as a component of other comprehensive (loss) income and subsequently recognized in earnings with the corresponding hedged item. Gains and losses representing hedge components excluded from the assessment of effectiveness are recognized in earnings. As of June 30, 2022 and 2021 , the Company does no t have any derivatives designated as hedges. For derivative instruments that are not designated as hedges, gains and losses from changes in fair values are recognized in other (expense) income in the consolidated statements of comprehensive income. |
Treasury Stock | q) Treasury Stock Treasury stock is reflected as a reduction of stockholders’ equity at cost. As of June 30, 2022 , there have been no reissuances of treasury stock. |
Reclassifications of Previously Issued Financial Statements | r) Reclassifications of Previously Issued Financial Statements Certain amounts for prior periods have been reclassified in the consolidated financial statements to conform to the current year presentation. There has been no impact on previously reported net income or shareholders’ equity from such reclassifications. |
Restatement Of Previously Iss_2
Restatement Of Previously Issued Annual Consolidated Financial Statements for the Fiscal Year Ended June 30, 2021 (Tables) | 12 Months Ended |
Jun. 30, 2022 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Summary of Effect of Adjustment Includes Errors on Company's Consolidated Balance Sheet, Consolidated Statement of Comprehensive Income and Consolidated Statement of Cash Flows | The following table summarizes the effect of the errors on the Company’s consolidated balance sheet as of June 30, 2021 and consolidated statement of comprehensive income and consolidated statement of cash flows for the fiscal year ended June 30, 2021: (In thousands) June 30, 2021 Adjustment June 30, 2021 Contract assets $ 27,753 $ 17,287 $ 45,040 Total current assets 176,310 17,287 193,597 Total assets 357,241 17,287 374,528 Accounts payable 87,941 15,768 103,709 Operating partner commissions payable 13,779 1,286 15,065 Accrued expenses 6,801 11 6,812 Income tax payable 2,713 55 2,768 Total current liabilities 126,357 17,120 143,477 Total liabilities 195,838 17,120 212,958 Retained earnings 60,367 167 60,534 Total equity 161,403 167 161,570 (In thousands, except per share data) Year Ended June 30, 2021 Adjustment Year Ended Revenues $ 889,124 $ 10,688 $ 899,812 Cost of transportation and other services 668,299 10,107 678,406 Operating partner commissions 94,040 1,101 95,141 Personnel costs 55,378 ( 26 ) 55,352 Selling, general and administrative expenses 24,434 ( 716 ) 23,718 Income from operations 25,981 222 26,203 Income tax expense ( 5,896 ) ( 55 ) ( 5,951 ) Net income 23,462 167 23,629 Net income attributable to Radiant Logistics, Inc. 22,943 167 23,110 Income per share: Basic $ 0.46 $ — $ 0.46 Diluted $ 0.45 $ — $ 0.45 While the adjustments changed contract assets, accounts payable, and operating partner commissions payable line items in the consolidated cash flow statement, they did not have an impact on total net cash provided by operating activities, net cash used in investing activities, or net cash provided by (used for) financing activities. (In thousands) Year Ended Adjustment Year Ended OPERATING ACTIVITIES: Net income $ 23,462 $ 167 $ 23,629 ADJUSTMENTS TO RECONCILE NET INCOME TO NET CASH PROVIDED BY OPERATING ACTIVITIES CHANGES IN OPERATING ASSETS AND LIABILITIES: Contract assets ( 11,392 ) ( 17,287 ) ( 28,679 ) Income tax receivable/payable 3,578 55 3,633 Accounts payable 24,078 15,768 39,846 Operating partner commissions payable 4,648 1,286 5,934 Accrued expenses, other liabilities, and operating lease liability ( 6,962 ) 11 ( 6,951 ) Net cash provided by operating activities 14,100 — 14,100 |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Tables) | 12 Months Ended |
Jun. 30, 2022 | |
Accounting Policies [Abstract] | |
Disaggregation of Gross Revenues by Major Service Lines and Geographic Markets and Timing of Revenue Recognition | A summary of the Company’s gross revenues disaggregated by major service lines and geographic markets (reportable segments), and timing of revenue recognition for the years ended June 30, 2022 and 2021, respectively, are as follows: Year Ended June 30, 2022 (In thousands) United States Canada Corporate/ Eliminations Total Major Service Lines: Transportation services $ 1,266,704 $ 149,230 $ ( 1,428 ) $ 1,414,506 Value-added services (1) 16,329 28,584 — 44,913 Total $ 1,283,033 $ 177,814 $ ( 1,428 ) $ 1,459,419 Timing of Revenue Recognition: Services transferred over time $ 1,275,452 $ 177,814 $ ( 1,428 ) $ 1,451,838 Services transferred at a point in time 7,581 — — 7,581 Total $ 1,283,033 $ 177,814 $ ( 1,428 ) $ 1,459,419 Year Ended June 30, 2021 (In thousands) United States Canada Corporate/ Eliminations Total (as restated) (as restated) Major Service Lines: Transportation services $ 772,586 $ 97,418 $ ( 489 ) $ 869,515 Value-added services (1) 8,887 21,410 — 30,297 Total $ 781,473 $ 118,828 $ ( 489 ) $ 899,812 Timing of Revenue Recognition: Services transferred over time $ 779,109 $ 118,828 $ ( 489 ) $ 897,448 Services transferred at a point in time 2,364 — — 2,364 Total $ 781,473 $ 118,828 $ ( 489 ) $ 899,812 (1) Value-added services include MM&D, CHB, GTM and other services. |
Earnings Per Share (Tables)
Earnings Per Share (Tables) | 12 Months Ended |
Jun. 30, 2022 | |
Earnings Per Share [Abstract] | |
Computations of the Numerator and Denominator of Basic and Diluted Income Per Share | The computations of the numerator and denominator of basic and diluted income per share are as follows: Year Ended June 30, (In thousands, except share data) 2022 2021 (as restated) Numerator: Net income attributable to Radiant Logistics, Inc. $ 44,464 $ 23,110 Denominator: Weighted average common shares outstanding, basic 49,570,594 49,890,945 Dilutive effect of share-based awards 1,165,988 1,317,350 Weighted average common shares outstanding, diluted 50,736,582 51,208,295 Potentially dilutive common shares excluded 113,696 122,875 |
Leases (Tables)
Leases (Tables) | 12 Months Ended |
Jun. 30, 2022 | |
Leases [Abstract] | |
Components of Lease Expense | The components of lease expense were as follows: Year Ended June 30, (In thousands) 2022 2021 Operating: Operating lease cost $ 10,202 $ 7,762 Financing: Amortization of leased assets 628 616 Interest on lease liabilities 101 137 Total finance lease cost $ 729 $ 753 |
Supplemental Cash Flow Information Related to Leases | Supplemental cash flow information related to leases was as follows: Year Ended June 30, (In thousands) 2022 2021 Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows arising from operating leases $ 8,695 $ 7,455 Operating cash flows arising from finance leases 101 139 Financing cash flows arising from finance leases 732 716 Right-of-use assets obtained in exchange for new lease liabilities: Operating leases $ 11,968 $ 33,089 Finance leases — 38 |
Supplemental Balance Sheet Information Related to Leases | Supplemental balance sheet information related to leases was as follows: June 30, June 30, (In thousands) 2022 2021 Operating lease: Operating lease right-of-use assets $ 41,111 $ 39,022 Current portion of operating lease liability 7,641 6,989 Operating lease liability, net of current portion 37,776 34,899 Total operating lease liabilities $ 45,417 $ 41,888 Finance lease: Property, technology, and equipment, net $ 2,039 $ 2,663 Current portion of finance lease liability 577 743 Finance lease liability, net of current portion 1,223 1,809 Total finance lease liabilities $ 1,800 $ 2,552 Weighted average remaining lease term: Operating leases 5.5 years 6.2 years Finance leases 3.4 years 4.4 years Weighted average discount rate: Operating leases 4.33 % 4.05 % Finance leases 4.54 % 4.75 % |
Maturities of Lease Liabilities | As of June 30, 2022, maturities of lease liabilities for each of the next five fiscal years ending June 30 and thereafter are as follows: (In thousands) Operating Finance 2023 $ 10,406 $ 645 2024 10,104 571 2025 8,716 540 2026 7,277 176 2027 6,748 — 2028 3,898 — Thereafter 2,608 — Total lease payments 49,757 1,932 Less imputed interest ( 4,340 ) ( 132 ) Total lease liability $ 45,417 $ 1,800 |
Property, Technology, and Equ_2
Property, Technology, and Equipment (Tables) | 12 Months Ended |
Jun. 30, 2022 | |
Property, Plant and Equipment [Abstract] | |
Schedule of Property, Technology, and Equipment | June 30, June 30, (In thousands) Useful Life 2022 2021 Computer software 3 - 5 years $ 26,324 $ 23,967 Trailers and related equipment 3 - 15 years 6,639 6,902 Office and warehouse equipment 3 - 15 years 10,307 8,650 Leasehold improvements (1) 7,588 5,595 Computer equipment 3 - 5 years 4,272 3,885 Furniture and fixtures 3 - 15 years 1,514 1,720 Property, technology, and equipment 56,644 50,719 Less: accumulated depreciation and amortization ( 31,821 ) ( 26,568 ) Property, technology, and equipment, net $ 24,823 $ 24,151 (1) The cost is amortized over the shorter of the lease term or useful life. |
Goodwill and Intangible Assets
Goodwill and Intangible Assets (Tables) | 12 Months Ended |
Jun. 30, 2022 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Changes in the Carrying Amount of Goodwill | The table below reflects the changes in the carrying amount of goodwill for the years ending June 30, 2022 and 2021: (In thousands) Total Balance as of June 30, 2020 $ 72,199 Foreign currency translation gain 383 Balance as of June 30, 2021 $ 72,582 Acquisition 13,760 Adjustments 2,664 Foreign currency translation loss ( 807 ) Balance as of June 30, 2022 $ 88,199 |
Schedule of Intangible Assets | Intangible assets consisted of the following as of June 30, 2022 and 2021, respectively: June 30, 2022 (In thousands) Weighted Gross Accumulated Net Customer related 7.2 years $ 114,974 $ ( 78,736 ) $ 36,238 Trade names and trademarks 3.8 years 15,700 ( 7,670 ) 8,030 License 4.8 years 808 ( 424 ) 384 Developed technology (1) 4.4 years 4,091 ( 477 ) 3,614 Covenants not to compete 2.6 years 1,433 ( 1,154 ) 279 $ 137,006 $ ( 88,461 ) $ 48,545 (1) Developed technology was acquired as one of the assets obtained in the acquisition of Navegate, Inc., which is described in Note 18. June 30, 2021 (In thousands) Weighted Gross Accumulated Net Customer related 4.2 years $ 102,713 $ ( 70,490 ) $ 32,223 Trade names and trademarks 8.8 years 14,280 ( 5,993 ) 8,287 License 5.8 years 839 ( 356 ) 483 Covenants not to compete 3.4 years 1,433 ( 1,022 ) 411 $ 119,265 $ ( 77,861 ) $ 41,404 |
Schedule of Future Amortization Expense | Future amortization expense for each of the next five fiscal years ending June 30 are as follows: (In thousands) 2023 15,032 2024 9,854 2025 7,863 2026 3,078 2027 2,519 |
Notes Payable (Tables)
Notes Payable (Tables) | 12 Months Ended |
Jun. 30, 2022 | |
Debt Disclosure [Abstract] | |
Schedule of Notes Payable | Notes payable consist of the following: June 30, June 30, (In thousands) 2022 2021 Revolving Credit Facility $ 62,525 $ 15,000 Senior Secured Loans 8,902 13,690 Unamortized debt issuance costs ( 133 ) ( 244 ) Total notes payable 71,294 28,446 Less: current portion ( 4,575 ) ( 4,446 ) Total notes payable, net of current portion $ 66,719 $ 24,000 |
Schedule of Maturities of Notes Payable | Future maturities of notes payable for each of the next five fiscal years ending June 30 are as follows: (In thousands) 2023 4,575 2024 4,327 2025 62,525 Total $ 71,427 |
Variable Interest Entity and _2
Variable Interest Entity and Related Party Transactions (Tables) | 12 Months Ended |
Jun. 30, 2022 | |
Equity Method Investments and Joint Ventures [Abstract] | |
Summary of Balance Sheets of RLP | The following table summarizes the balance sheets of RLP: (In thousands) June 30, 2022 2021 ASSETS Accounts receivable - Radiant Global Logistics, Inc. $ 319 $ 488 Prepaid expenses and other current assets 3 1 $ 322 $ 489 LIABILITIES AND PARTNERS’ CAPITAL Accrued expenses $ 22 $ 2 Partners’ capital 300 487 $ 322 $ 489 |
Fair Value Measurement (Tables)
Fair Value Measurement (Tables) | 12 Months Ended |
Jun. 30, 2022 | |
Fair Value Disclosures [Abstract] | |
Schedule of Financial Assets (Liabilities) Measured at Fair Value on Recurring Basis | The following table sets forth the Company’s financial assets (liabilities) measured at fair value on a recurring basis: (In thousands) Fair Value Measurements as of June 30, 2022 Level 3 Total Contingent consideration $ ( 5,530 ) $ ( 5,530 ) Interest rate swap contracts (derivatives) 1,846 1,846 Fair Value Measurements as of June 30, 2021 Level 3 Total Contingent consideration $ ( 7,263 ) $ ( 7,263 ) Interest rate swap contracts (derivatives) 6 6 |
Fair Value of Assets (Liabilities) Measured on Recurring Basis Unobservable Input Reconciliation | The following table provides a reconciliation of the financial assets (liabilities) measured at fair value using significant unobservable inputs (Level 3): (In thousands) Contingent Interest rate swap contracts Balance as of June 30, 2020 $ ( 4,940 ) $ 600 Contingent consideration paid 2,027 — Change in fair value ( 4,350 ) ( 594 ) Balance as of June 30, 2021 $ ( 7,263 ) $ 6 Contingent consideration paid 2,500 — Change in fair value ( 767 ) 1,840 Balance as of June 30, 2022 $ ( 5,530 ) $ 1,846 |
Summary of Quantitative Information about Significant Unobservable Inputs Used in Fair Value Measurement of Contingent Consideration | For contingent consideration the following table provides quantitative information about the significant unobservable inputs used in fair value measurement: (In thousands) Fair Value Valuation Methodology Unobservable Inputs Contingent consideration $ ( 5,530 ) Discounted cash flows Actual and projected EBITDA over three-year earnout period > $ 14,400 Risk adjusted discount rate 12 % |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Jun. 30, 2022 | |
Income Tax Disclosure [Abstract] | |
Schedule of Components of Income Tax Expense | The significant components of income tax expense (benefit) are as follows: Year ended June 30, (In thousands) 2022 2021 (as restated) Current: Federal $ 8,802 $ 4,916 State 1,545 1,722 Foreign 4,948 2,705 Total current 15,295 9,343 Deferred: Federal ( 2,243 ) ( 3,516 ) State ( 350 ) ( 619 ) Foreign ( 10 ) 743 Total deferred ( 2,603 ) ( 3,392 ) Total income tax expense $ 12,692 $ 5,951 |
Schedule of Effective Income Tax Rate Reconciliation | The following table reconciles income taxes based on the U.S. statutory tax rate to the Company’s income tax expense: Year ended June 30, (In thousands) 2022 2021 (as restated) Income tax expense at U.S. statutory rate ( 21 %) $ 12,219 $ 6,212 State income taxes, net of federal benefit 944 758 Foreign tax rate differential 842 896 Permanent differences 59 25 Stock-based compensation ( 233 ) ( 294 ) PPP loan forgiveness — ( 1,218 ) GILTI & FDII ( 698 ) ( 425 ) Other, net ( 441 ) ( 3 ) Total income tax expense $ 12,692 $ 5,951 |
Schedule of Deferred Tax Assets and Liabilities | ignificant components of deferred tax assets and liabilities are as follows: June 30, (In thousands) 2022 2021 Deferred tax assets (liabilities): Allowance for doubtful accounts $ 594 $ 323 Accruals 1,155 842 Share-based compensation 1,254 1,209 Operating lease liabilities 11,985 11,049 Operating lease ROU asset ( 11,114 ) ( 10,541 ) Property, technology, and equipment basis differences ( 2,792 ) ( 2,980 ) Goodwill deductible for tax purposes ( 3,156 ) ( 492 ) Intangible assets ( 3,044 ) ( 2,816 ) Other, net ( 1,364 ) ( 615 ) Net deferred tax liabilities $ ( 6,482 ) $ ( 4,021 ) |
Share-Based Compensation (Table
Share-Based Compensation (Tables) | 12 Months Ended |
Jun. 30, 2022 | |
Share-Based Payment Arrangement [Abstract] | |
Schedule of Share Based Compensation Restricted Stock Activity including Performance Unit Awards | The following table summarizes restricted stock award activity, including performance unit awards, under the plans: Number of Weighted Average Unvested balance as of June 30, 2021 704,581 $ 5.10 Vested ( 219,836 ) 4.63 Granted 522,281 6.94 Forfeited ( 44,028 ) 5.77 Unvested balance as of June 30, 2022 962,998 $ 6.17 |
Schedule of Share-Based Compensation Stock Options Activity | The following table summarizes stock option activity under the plans: Number of Weighted Weighted Life Aggregate Outstanding as of June 30, 2021 1,414,442 $ 3.73 3.56 $ 4,573 Exercised ( 303,308 ) 2.52 — 1,407 Forfeited ( 6,050 ) 5.52 — — Outstanding as of June 30, 2022 1,105,084 $ 4.06 3.09 $ 3,719 Exercisable as of June 30, 2022 1,025,084 $ 3.79 2.63 $ 3,719 |
Summary of Assumptions Used in Black-Scholes Model | The fair value of each stock option grant is estimated as of the date of grant using the Black-Scholes option pricing model with the following weighted average assumptions: Year ended Risk-free interest rate 1.08 % Expected term 6.5 years Expected volatility 47.50 - 47.97 % Expected dividend yield 0.00 % |
Schedule of Share Based Compensation Options Outstanding and Exercisable by Exercise Price Range | The following table summarizes outstanding and exercisable options by exercise price range as of June 30, 2022: Outstanding Options Exercisable Options Exercise Prices Number of Weighted Weighted Aggregate Number of Weighted Weighted Aggregate $ 1.50 - $ 1.99 104,820 $ 1.91 1.03 $ 578 104,820 $ 1.91 1.03 $ 578 $ 2.00 - $ 2.49 6,362 2.21 1.33 33 6,362 2.21 1.33 33 $ 2.50 - $ 2.99 50,000 2.75 1.67 233 50,000 2.75 1.67 233 $ 3.00 - $ 3.49 263,801 3.15 2.70 1,127 263,801 3.15 2.70 1,127 $ 3.50 - $ 3.99 110,000 3.76 3.38 403 110,000 3.76 3.38 403 $ 4.00 - $ 4.49 149,609 4.13 2.52 492 149,609 4.13 2.52 492 $ 4.50 - $ 4.99 254,586 4.58 2.64 723 254,586 4.58 2.64 723 $ 5.00 - $ 5.49 55,906 5.21 2.84 124 55,906 5.21 2.84 124 $ 5.50 - $ 5.99 — — — — — — — — $ 6.00 - $ 6.49 — — — — — — — — $ 6.50 - $ 6.99 10,000 6.77 3.08 6 10,000 6.77 3.08 6 $ 7.00 - $ 7.49 100,000 7.45 8.93 — 20,000 7.45 8.93 — 1,105,084 $ 4.06 3.09 $ 3,719 1,025,084 $ 3.79 2.63 $ 3,719 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 12 Months Ended |
Jun. 30, 2022 | |
Commitments and Contingencies Disclosure [Abstract] | |
Schedule of Potential Earn-Out Payments | The following table represents the estimated discounted earn-out payments to be paid in each of the following fiscal years ended June 30: 2023 2024 Total Earn-out payments: Cash $ 2,479 $ 3,051 $ 5,530 Total estimated earn-out payments $ 2,479 $ 3,051 $ 5,530 |
Operating Segment Information (
Operating Segment Information (Tables) | 12 Months Ended |
Jun. 30, 2022 | |
Segment Reporting [Abstract] | |
Segment Reporting | The Company evaluates the performance of the segments primarily based on their respective revenues and income from operations. In addition, the Company includes the costs of the Company’s executives, board of directors, professional services, such as legal and consulting, amortization of intangible assets, and certain other corporate costs associated with operating as a public company as Corporate. As of and for Year Ended June 30, 2022 Corporate/ (In thousands) United States Canada Eliminations Total Revenues $ 1,283,033 $ 177,814 $ ( 1,428 ) $ 1,459,419 Income from operations 56,406 18,569 ( 16,352 ) 58,623 Other income (expense) 678 233 ( 1,351 ) ( 440 ) Income before income taxes 57,084 18,802 ( 17,703 ) 58,183 Depreciation and amortization 5,651 3,509 9,556 18,716 Total assets 403,844 93,507 — 497,351 Property, technology, and equipment, net 11,606 13,217 — 24,823 Goodwill 67,226 20,973 — 88,199 As of and for Year Ended June 30, 2021 United States Canada Corporate/ Total (In thousands) (as restated) (as restated) Revenues $ 781,473 $ 118,828 $ ( 489 ) $ 899,812 Income from operations 35,479 11,982 ( 21,258 ) 26,203 Other income (expense) 676 ( 162 ) 2,863 3,377 Income before income taxes 36,155 11,820 ( 18,395 ) 29,580 Depreciation and amortization 3,929 2,586 10,127 16,642 Total assets 308,199 66,329 — 374,528 Property, technology, and equipment, net 12,734 11,417 — 24,151 Goodwill 50,801 21,781 — 72,582 |
Business Combination (Tables)
Business Combination (Tables) - Navegate, Inc | 12 Months Ended |
Jun. 30, 2022 | |
Business Acquisition [Line Items] | |
Schedule of Fair Value of Consideration Transferred for Acquisitions and the Allocation of Purchase Price to Fair Values of Assets Acquired and Liabilities Assumed | The following table summarizes the fair value of the consideration transferred for the acquisitions and the allocation of the purchase price to the fair values of the assets acquired and liabilities assumed at the acquisition date: (In thousands) Preliminary Purchase Price Allocation Adjustments Final Purchase Price Allocation Cash $ 35,000 $ — $ 35,000 Net working capital adjustment — 3,852 3,852 Current assets 19,187 — 19,187 Technology and equipment, net 1,434 — 1,434 Intangible assets 17,834 1,188 19,022 Other long-term assets 1,621 — 1,621 Liabilities assumed ( 18,836 ) — ( 18,836 ) Total identifiable net assets 21,240 1,188 22,428 Goodwill 13,760 2,664 16,424 $ 35,000 $ 3,852 $ 38,852 |
Schedule of Intangible Assets | Intangible assets that were acquired and their respective useful lives are as follows: (In thousands) Preliminary Purchase Price Allocation Adjustments Final Purchase Price Allocation Useful Life Customer related $ 12,392 $ 910 $ 13,302 14.9 years Developed technology 3,942 149 4,091 4.9 years Trade name 1,500 129 1,629 9.9 years $ 17,834 $ 1,188 $ 19,022 |
Quarterly Financial Data (Una_2
Quarterly Financial Data (Unaudited and Restated) (Tables) | 12 Months Ended |
Jun. 30, 2022 | |
Quarterly Financial Information Disclosure [Abstract] | |
Schedule of Restated Consolidated Financial Information | The restated consolidated balance sheet line items for the first through the third fiscal quarters of 2022 are as follows: Originally Reported Adjustment Restated (In thousands) Q1 Q2 Q3 Q1 Q2 Q3 Q1 Q2 Q3 Contract assets $ 32,625 $ 73,268 $ 59,894 $ 30,571 $ 33,580 $ 13,992 $ 63,196 $ 106,848 $ 73,886 Total current assets 208,187 284,767 342,536 30,571 33,580 13,992 238,758 318,347 356,528 Total assets 383,074 490,575 554,934 30,571 33,580 13,992 413,645 524,155 568,926 Accounts payable 98,374 136,309 164,932 29,212 32,675 14,489 127,586 168,984 179,421 Operating partner commissions payable 15,645 19,395 16,038 382 502 178 16,027 19,897 16,216 Accrued expenses 7,162 10,588 11,512 49 20 ( 34 ) 7,211 10,608 11,478 Income tax payable 134 1,411 4,271 227 94 ( 157 ) 361 1,505 4,114 Total current liabilities 136,669 184,013 212,193 29,870 33,291 14,476 166,539 217,304 226,669 Total liabilities 217,088 321,282 369,749 29,870 33,291 14,476 246,958 354,573 384,225 Retained earnings 67,446 74,394 88,733 701 289 ( 484 ) 68,147 74,683 88,249 Total equity 165,986 169,293 185,185 701 289 ( 484 ) 166,687 169,582 184,701 The restated line items of the consolidated statements of comprehensive income for the three-month periods ended September 30, 2021; December 31, 2021; and March 31, 2022 are as follows: Originally Reported Adjustment Restated (In thousands, except per share data) Q1 Q2 Q3 Q1 Q2 Q3 Q1 Q2 Q3 Revenues $ 286,115 $ 332,768 $ 460,899 $ 13,283 $ 3,010 $( 19,589 ) $ 299,398 $ 335,778 $ 441,310 Cost of transportation and other services 221,233 261,179 376,036 13,447 3,461 ( 18,187 ) 234,680 264,640 357,849 Operating partner commissions 28,465 31,049 31,311 ( 904 ) 120 ( 325 ) 27,561 31,169 30,986 Personnel costs 15,616 16,688 19,907 37 ( 29 ) ( 54 ) 15,653 16,659 19,853 Income from operations 9,759 10,598 18,497 703 ( 542 ) ( 1,023 ) 10,462 10,056 17,474 Income tax expense ( 2,229 ) ( 2,646 ) ( 4,527 ) ( 173 ) 133 251 ( 2,402 ) ( 2,513 ) ( 4,276 ) Net income 7,165 7,024 15,095 530 ( 409 ) ( 772 ) 7,695 6,615 14,323 Net income attributable to Radiant Logistics, Inc. 7,079 6,948 14,339 530 ( 409 ) ( 772 ) 7,609 6,539 13,567 Income per share: Basic $ 0.14 $ 0.14 $ 0.29 $ 0.01 $( 0.01 ) $( 0.02 ) $ 0.15 $ 0.13 $ 0.27 Diluted $ 0.14 $ 0.14 $ 0.28 $ 0.01 $( 0.01 ) $( 0.01 ) $ 0.15 $ 0.13 $ 0.27 The restated line items of the consolidated statements of comprehensive income for the six-month period ended December 31, 2021; and nine-month period ended March 31, 2022 are as follows: Originally Reported Adjustment Restated Six Months Ended Nine Months Ended Six Months Ended Nine Months Ended Six Months Ended Nine Months Ended (In thousands, except per share data) December 31, 2021 March 31, 2022 December 31, 2021 March 31, 2022 December 31, 2021 March 31, 2022 Revenues $ 618,884 $ 1,079,783 $ 16,292 $( 3,297 ) $ 635,176 $ 1,076,486 Cost of transportation and other services 482,411 858,447 16,909 ( 1,278 ) 499,320 857,169 Operating partner commissions 59,514 90,825 ( 784 ) ( 1,109 ) 58,730 89,716 Personnel costs 32,304 52,211 8 ( 46 ) 32,312 52,165 Income from operations 20,355 38,853 163 ( 861 ) 20,518 37,992 Income tax expense ( 4,874 ) ( 9,402 ) ( 41 ) 211 ( 4,915 ) ( 9,191 ) Net Income 14,189 29,284 121 ( 651 ) 14,310 28,633 Net income attributable to Radiant Logistics, Inc. 14,027 28,366 121 ( 651 ) 14,148 27,715 Income per share: Basic $ 0.28 $ 0.57 $ — $( 0.02 ) $ 0.28 $ 0.55 Diluted $ 0.28 $ 0.56 $ — $( 0.01 ) $ 0.28 $ 0.55 While the adjustments changed contract assets, accounts payable, and operating partner commissions payable line items in the consolidated cash flow statements, they did not have an impact on total net cash provided by operating activities, net cash used in investing activities, or net cash provided by (used for) financing activities for any of the applicable periods. The restated line items of the consolidated cash flow statements for the three-months ended September 30, 2021; six-month period ended December 31, 2021; and nine-month period ended March 31, 2022 are as follows: Originally Reported Adjustment Restated (In thousands) Three Months Ended Six Months Ended Nine Months Ended Three Months Ended Six Months Ended Nine Months Ended Three Months Ended Six Months Ended Nine Months Ended OPERATING ACTIVITIES: Net income $ 7,165 $ 14,189 $ 29,284 $ 530 $ 121 $( 651 ) $ 7,695 $ 14,310 $ 28,633 ADJUSTMENTS TO RECONCILE NET INCOME TO NET CASH (USED FOR) OPERATING ACTIVITIES CHANGES IN OPERATING ASSETS AND LIABILITIES: Contract assets ( 4,897 ) ( 44,123 ) ( 30,725 ) ( 13,283 ) ( 16,293 ) 3,296 ( 18,180 ) ( 60,416 ) ( 27,429 ) Income tax receivable/payable ( 2,583 ) ( 3,421 ) ( 553 ) 173 40 ( 211 ) ( 2,410 ) ( 3,381 ) ( 764 ) Accounts payable 10,055 40,952 69,832 13,447 16,908 ( 1,279 ) 23,502 57,860 68,553 Operating partner commissions payable 1,866 5,616 2,259 ( 904 ) ( 784 ) ( 1,109 ) 962 4,832 1,150 Accrued expenses, other liabilities, and operating lease liability ( 1,528 ) ( 2,467 ) ( 4,980 ) 37 8 ( 46 ) ( 1,491 ) ( 2,459 ) ( 5,026 ) Net cash (used for) operating activities ( 15,797 ) ( 19,652 ) ( 6,938 ) — — — ( 15,797 ) ( 19,652 ) ( 6,938 ) The restated consolidated balance sheet line items for the fiscal quarters during 2021 are as follows: Originally Reported Adjustment Restated (In thousands) Q1 Q2 Q3 Q1 Q2 Q3 Q1 Q2 Q3 Contract assets $ 17,684 $ 21,651 $ 26,038 $ 5,176 $ 6,031 $ 13,589 $ 22,860 $ 27,682 $ 39,627 Income tax receivable 974 — — 64 — — 1,038 — — Total current assets 134,463 146,787 160,964 5,240 6,031 13,589 139,703 152,818 174,553 Total assets 288,862 300,208 328,354 5,240 6,031 13,589 294,102 306,239 341,943 Accounts payable 72,277 76,620 84,597 4,669 5,513 12,657 76,946 82,133 97,254 Operating partner commissions payable 10,781 13,519 12,294 784 47 1,384 11,565 13,566 13,678 Accrued expenses 7,944 6,618 7,705 ( 14 ) 23 ( 23 ) 7,930 6,641 7,682 Income tax payable — 384 357 — 110 ( 105 ) — 494 252 Total current liabilities 103,791 110,594 119,180 5,439 5,693 13,913 109,230 116,287 133,093 Total liabilities 150,328 154,972 177,331 5,439 5,693 13,913 155,767 160,665 191,244 Retained earnings 40,512 44,324 49,308 ( 199 ) 338 ( 324 ) 40,313 44,662 48,984 Total equity 138,534 145,236 151,023 ( 199 ) 338 ( 324 ) 138,335 145,574 150,699 The restated line items of the consolidated statements of comprehensive income for the three-month periods ended September 30, 2020; December 31, 2020; and March 31, 2021 are as follows: Originally Reported Adjustment Restated (In thousands, except per share data) Q1 Q2 Q3 Q1 Q2 Q3 Q1 Q2 Q3 Revenues $ 175,877 $ 218,805 $ 236,532 $( 1,423 ) $ 855 $ 7,558 $ 174,454 $ 219,660 $ 244,090 Cost of transportation and other services 129,911 163,504 179,732 ( 991 ) 843 7,144 128,920 164,347 186,876 Operating partner commissions 18,589 24,036 23,761 598 ( 736 ) 1,337 19,187 23,300 25,098 Personnel costs 12,777 13,735 14,229 ( 51 ) 37 ( 46 ) 12,726 13,772 14,183 Selling, general and administrative expenses 5,654 5,568 6,688 ( 715 ) — — 4,939 5,568 6,688 Income from operations 4,787 6,027 5,448 ( 264 ) 711 ( 877 ) 4,523 6,738 4,571 Income tax expense ( 1,078 ) ( 1,402 ) ( 976 ) 65 ( 174 ) 215 ( 1,013 ) ( 1,576 ) ( 761 ) Net income 3,229 3,888 5,061 ( 199 ) 537 ( 662 ) 3,030 4,425 4,399 Net income attributable to Radiant Logistics, Inc. 3,088 3,812 4,984 ( 199 ) 537 ( 662 ) 2,889 4,349 4,322 Income per share: Basic $ 0.06 $ 0.08 $ 0.10 $ — $ 0.01 $( 0.01 ) $ 0.06 $ 0.09 $ 0.09 Diluted $ 0.06 $ 0.07 $ 0.10 $ — $ 0.02 $( 0.02 ) $ 0.06 $ 0.09 $ 0.08 The restated line items of the consolidated statements of comprehensive income for the six-month period ended December 31, 2020; and nine-month period ended March 31, 2021 are as follows: Originally Reported Adjustment Restated Six Months Ended Nine Months Ended Six Months Ended Nine Months Ended Six Months Ended Nine Months Ended (In thousands, except per share data) December 31, 2020 March 31, 2021 December 31, 2020 March 31, 2021 December 31, 2020 March 31, 2021 Revenues $ 394,682 $ 631,214 $ ( 568 ) $ 6,990 $ 394,114 $ 638,204 Cost of transportation and other services 293,416 473,148 ( 149 ) 6,995 293,267 480,143 Operating partner commissions 42,625 66,386 ( 138 ) 1,199 42,487 67,585 Personnel costs 26,512 40,741 ( 14 ) ( 60 ) 26,498 40,681 Selling, general and administrative expenses 11,224 17,910 ( 717 ) ( 715 ) 10,507 17,195 Income from operations 10,812 16,261 449 ( 429 ) 11,261 15,832 Income tax expense ( 2,479 ) ( 3,455 ) ( 110 ) 105 ( 2,589 ) ( 3,350 ) Net Income 7,117 12,178 338 ( 324 ) 7,455 11,854 Net income attributable to Radiant Logistics, Inc. 6,900 11,884 338 ( 324 ) 7,238 11,560 Income per share: Basic $ 0.14 $ 0.24 $ 0.01 $ — $ 0.15 $ 0.24 Diluted $ 0.14 $ 0.23 $ 0.01 $ — $ 0.15 $ 0.23 The restated line items of the consolidated cash flow statements for the three-months ended September 30, 2020; six-month period ended December 31, 2020; and nine-month period ended March 31, 2021 are as follows: Originally Reported Adjustment Restated (In thousands) Three Months Ended September 30, 2020 Six Months Ended Nine Months Ended Three Months Ended September 30, 2020 Six Months Ended Nine Months Ended Three Months Ended September 30, 2020 Six Months Ended Nine Months Ended OPERATING ACTIVITIES: Net income $ 3,229 $ 7,117 $ 12,178 $( 199 ) $ 338 $( 324 ) $ 3,030 $ 7,455 $ 11,854 ADJUSTMENTS TO RECONCILE NET INCOME TO NET CASH PROVIDED BY OPERATING ACTIVITIES CHANGES IN OPERATING ASSETS AND LIABILITIES: Contract assets ( 1,364 ) ( 5,312 ) ( 9,688 ) ( 5,176 ) ( 6,031 ) ( 13,589 ) ( 6,540 ) ( 11,343 ) ( 23,277 ) Income tax receivable/payable ( 185 ) 1,204 1,197 ( 64 ) 110 ( 105 ) ( 249 ) 1,314 1,092 Accounts payable 7,453 12,355 20,530 4,669 5,513 12,657 12,122 17,868 33,187 Operating partner commissions payable 1,650 4,387 3,162 784 47 1,384 2,434 4,434 4,546 Accrued expenses, other liabilities, and operating lease liability ( 377 ) ( 3,518 ) ( 4,221 ) ( 14 ) 23 ( 23 ) ( 391 ) ( 3,495 ) ( 4,244 ) Net cash provided by operating activities 13,444 1,913 3,699 — — — 13,444 1,913 3,699 |
Subsequent Events (Tables)
Subsequent Events (Tables) - Cascade | 12 Months Ended |
Jun. 30, 2022 | |
Subsequent Event [Line Items] | |
Schedule of Fair Value of Consideration Transferred for Acquisitions and the Allocation of Purchase Price to Fair Values of Assets Acquired and Liabilities Assumed | The following table summarizes the fair value of the consideration transferred for the acquisitions and the allocation of the purchase price to the fair values of the assets acquired and liabilities assumed at the acquisition date: (In thousands) Purchase Price Allocation Cash $ 3,250 Contingent consideration 1,987 Deposits and other assets 3 Operating lease right-of-use asset 34 Intangible assets, net 3,468 Operating lease liability ( 34 ) Total identifiable net assets 3,471 Goodwill 1,766 $ 5,237 T |
Schedule of Intangible Assets | Intangible assets acquired and their respective useful lives are estimated as follows: (In thousands) Purchase Price Allocation Useful Life Customer related $ 3,468 10 years 3,468 T |
Organization and Nature of Op_2
Organization and Nature of Operations - Additional Information (Detail) | 12 Months Ended |
Jun. 30, 2022 Location Office | |
Business Combinations [Abstract] | |
Number of operating locations | Location | 100 |
Number of owned offices | Office | 25 |
Restatement of Previously Iss_3
Restatement of Previously Issued Annual Consolidated Financial Statements for the Fiscal Year Ended June 30, 2021 - Summary of Effect of Adjustment Includes Errors on Company's Consolidated Balance Sheet, Consolidated Statement of Comprehensive Income and Consolidated Statement of Cash Flows (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 6 Months Ended | 9 Months Ended | 12 Months Ended | |||||||||
Mar. 31, 2022 | Dec. 31, 2021 | Sep. 30, 2021 | Mar. 31, 2021 | Dec. 31, 2020 | Sep. 30, 2020 | Dec. 31, 2021 | Dec. 31, 2020 | Mar. 31, 2022 | Mar. 31, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2020 | |
Error Corrections and Prior Period Adjustments Restatement [Line Items] | |||||||||||||
Contract assets | $ 73,886 | $ 106,848 | $ 63,196 | $ 39,627 | $ 27,682 | $ 22,860 | $ 106,848 | $ 27,682 | $ 73,886 | $ 39,627 | $ 61,154 | $ 45,040 | |
Total current assets | 356,528 | 318,347 | 238,758 | 174,553 | 152,818 | 139,703 | 318,347 | 152,818 | 356,528 | 174,553 | 289,344 | 193,597 | |
Total assets | 568,926 | 524,155 | 413,645 | 341,943 | 306,239 | 294,102 | 524,155 | 306,239 | 568,926 | 341,943 | 497,351 | 374,528 | |
Accounts payable | 179,421 | 168,984 | 127,586 | 97,254 | 82,133 | 76,946 | 168,984 | 82,133 | 179,421 | 97,254 | 137,853 | 103,709 | |
Operating partner commissions payable | 16,216 | 19,897 | 16,027 | 13,678 | 13,566 | 11,565 | 19,897 | 13,566 | 16,216 | 13,678 | 18,731 | 15,065 | |
Accrued expenses | 11,478 | 10,608 | 7,211 | 7,682 | 6,641 | 7,930 | 10,608 | 6,641 | 11,478 | 7,682 | 11,349 | 6,812 | |
Income tax payable | 4,114 | 1,505 | 361 | 252 | 494 | 0 | 1,505 | 494 | 4,114 | 252 | 4,035 | 2,768 | |
Total current liabilities | 226,669 | 217,304 | 166,539 | 133,093 | 116,287 | 109,230 | 217,304 | 116,287 | 226,669 | 133,093 | 187,664 | 143,477 | |
Total liabilities | 384,225 | 354,573 | 246,958 | 191,244 | 160,665 | 155,767 | 354,573 | 160,665 | 384,225 | 191,244 | 302,794 | 212,958 | |
Retained earnings | 88,249 | 74,683 | 68,147 | 48,984 | 44,662 | 40,313 | 74,683 | 44,662 | 88,249 | 48,984 | 104,998 | 60,534 | |
Total equity | 184,701 | 169,582 | 166,687 | 150,699 | 145,574 | 138,335 | 169,582 | 145,574 | 184,701 | 150,699 | 194,557 | 161,570 | $ 138,175 |
Revenues | 441,310 | 335,778 | 299,398 | 244,090 | 219,660 | 174,454 | 635,176 | 394,114 | 1,076,486 | 638,204 | 1,459,419 | 899,812 | |
Cost of transportation and other services | 357,849 | 264,640 | 234,680 | 186,876 | 164,347 | 128,920 | 499,320 | 293,267 | 857,169 | 480,143 | 1,153,134 | 678,406 | |
Operating partner commissions | 30,986 | 31,169 | 27,561 | 25,098 | 23,300 | 19,187 | 58,730 | 42,487 | 89,716 | 67,585 | 121,937 | 95,141 | |
Personnel costs | 19,853 | 16,659 | 15,653 | 14,183 | 13,772 | 12,726 | 32,312 | 26,498 | 52,165 | 40,681 | 72,242 | 55,352 | |
Selling, general and administrative expenses | 6,688 | 5,568 | 4,939 | 10,507 | 17,195 | 34,000 | 23,718 | ||||||
Income from operations | 17,474 | 10,056 | 10,462 | 4,571 | 6,738 | 4,523 | 20,518 | 11,261 | 37,992 | 15,832 | 58,623 | 26,203 | |
Income tax expense | (4,276) | (2,513) | (2,402) | (761) | (1,576) | (1,013) | (4,915) | (2,589) | (9,191) | (3,350) | (12,692) | (5,951) | |
Net income | 14,323 | 6,615 | 7,695 | 4,399 | 4,425 | 3,030 | 14,310 | 7,455 | 28,633 | 11,854 | 45,491 | 23,629 | |
Net income attributable to Radiant Logistics, Inc. | $ 13,567 | $ 6,539 | $ 7,609 | $ 4,322 | $ 4,349 | $ 2,889 | $ 14,148 | $ 7,238 | $ 27,715 | $ 11,560 | $ 44,464 | $ 23,110 | |
Income per share: | |||||||||||||
Basic | $ 0.27 | $ 0.13 | $ 0.15 | $ 0.09 | $ 0.09 | $ 0.06 | $ 0.28 | $ 0.15 | $ 0.55 | $ 0.24 | $ 0.90 | $ 0.46 | |
Diluted | $ 0.27 | $ 0.13 | $ 0.15 | $ 0.08 | $ 0.09 | $ 0.06 | $ 0.28 | $ 0.15 | $ 0.55 | $ 0.23 | $ 0.88 | $ 0.45 | |
OPERATING ACTIVITIES: | |||||||||||||
Net income | $ 14,323 | $ 6,615 | $ 7,695 | $ 4,399 | $ 4,425 | $ 3,030 | $ 14,310 | $ 7,455 | $ 28,633 | $ 11,854 | $ 45,491 | $ 23,629 | |
CHANGES IN OPERATING ASSETS AND LIABILITIES: | |||||||||||||
Contract assets | (18,180) | (6,540) | (60,416) | (11,343) | (27,429) | (23,277) | (14,739) | (28,679) | |||||
Income tax receivable/payable | (2,410) | (249) | (3,381) | 1,314 | (764) | 1,092 | (885) | 3,633 | |||||
Accounts payable | 23,502 | 12,122 | 57,860 | 17,868 | 68,553 | 33,187 | 26,429 | 39,846 | |||||
Operating partner commissions payable | 962 | 2,434 | 4,832 | 4,434 | 1,150 | 4,546 | 3,666 | 5,934 | |||||
Accrued expenses, other liabilities, and operating lease liability | (6,951) | ||||||||||||
Net cash provided by operating activities | (15,797) | 13,444 | (19,652) | 1,913 | (6,938) | 3,699 | $ 24,877 | 14,100 | |||||
Previously Reported | |||||||||||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | |||||||||||||
Contract assets | 59,894 | 73,268 | 32,625 | 26,038 | 21,651 | 17,684 | 73,268 | 21,651 | 59,894 | 26,038 | 27,753 | ||
Total current assets | 342,536 | 284,767 | 208,187 | 160,964 | 146,787 | 134,463 | 284,767 | 146,787 | 342,536 | 160,964 | 176,310 | ||
Total assets | 554,934 | 490,575 | 383,074 | 328,354 | 300,208 | 288,862 | 490,575 | 300,208 | 554,934 | 328,354 | 357,241 | ||
Accounts payable | 164,932 | 136,309 | 98,374 | 84,597 | 76,620 | 72,277 | 136,309 | 76,620 | 164,932 | 84,597 | 87,941 | ||
Operating partner commissions payable | 16,038 | 19,395 | 15,645 | 12,294 | 13,519 | 10,781 | 19,395 | 13,519 | 16,038 | 12,294 | 13,779 | ||
Accrued expenses | 11,512 | 10,588 | 7,162 | 7,705 | 6,618 | 7,944 | 10,588 | 6,618 | 11,512 | 7,705 | 6,801 | ||
Income tax payable | 4,271 | 1,411 | 134 | 357 | 384 | 0 | 1,411 | 384 | 4,271 | 357 | 2,713 | ||
Total current liabilities | 212,193 | 184,013 | 136,669 | 119,180 | 110,594 | 103,791 | 184,013 | 110,594 | 212,193 | 119,180 | 126,357 | ||
Total liabilities | 369,749 | 321,282 | 217,088 | 177,331 | 154,972 | 150,328 | 321,282 | 154,972 | 369,749 | 177,331 | 195,838 | ||
Retained earnings | 88,733 | 74,394 | 67,446 | 49,308 | 44,324 | 40,512 | 74,394 | 44,324 | 88,733 | 49,308 | 60,367 | ||
Total equity | 185,185 | 169,293 | 165,986 | 151,023 | 145,236 | 138,534 | 169,293 | 145,236 | 185,185 | 151,023 | 161,403 | ||
Revenues | 460,899 | 332,768 | 286,115 | 236,532 | 218,805 | 175,877 | 618,884 | 394,682 | 1,079,783 | 631,214 | 889,124 | ||
Cost of transportation and other services | 376,036 | 261,179 | 221,233 | 179,732 | 163,504 | 129,911 | 482,411 | 293,416 | 858,447 | 473,148 | 668,299 | ||
Operating partner commissions | 31,311 | 31,049 | 28,465 | 23,761 | 24,036 | 18,589 | 59,514 | 42,625 | 90,825 | 66,386 | 94,040 | ||
Personnel costs | 19,907 | 16,688 | 15,616 | 14,229 | 13,735 | 12,777 | 32,304 | 26,512 | 52,211 | 40,741 | 55,378 | ||
Selling, general and administrative expenses | 6,688 | 5,568 | 5,654 | 11,224 | 17,910 | 24,434 | |||||||
Income from operations | 18,497 | 10,598 | 9,759 | 5,448 | 6,027 | 4,787 | 20,355 | 10,812 | 38,853 | 16,261 | 25,981 | ||
Income tax expense | (4,527) | (2,646) | (2,229) | (976) | (1,402) | (1,078) | (4,874) | (2,479) | (9,402) | (3,455) | (5,896) | ||
Net income | 15,095 | 7,024 | 7,165 | 5,061 | 3,888 | 3,229 | 14,189 | 7,117 | 29,284 | 12,178 | 23,462 | ||
Net income attributable to Radiant Logistics, Inc. | $ 14,339 | $ 6,948 | $ 7,079 | $ 4,984 | $ 3,812 | $ 3,088 | $ 14,027 | $ 6,900 | $ 28,366 | $ 11,884 | $ 22,943 | ||
Income per share: | |||||||||||||
Basic | $ 0.29 | $ 0.14 | $ 0.14 | $ 0.10 | $ 0.08 | $ 0.06 | $ 0.28 | $ 0.14 | $ 0.57 | $ 0.24 | $ 0.46 | ||
Diluted | $ 0.28 | $ 0.14 | $ 0.14 | $ 0.10 | $ 0.07 | $ 0.06 | $ 0.28 | $ 0.14 | $ 0.56 | $ 0.23 | $ 0.45 | ||
OPERATING ACTIVITIES: | |||||||||||||
Net income | $ 15,095 | $ 7,024 | $ 7,165 | $ 5,061 | $ 3,888 | $ 3,229 | $ 14,189 | $ 7,117 | $ 29,284 | $ 12,178 | $ 23,462 | ||
CHANGES IN OPERATING ASSETS AND LIABILITIES: | |||||||||||||
Contract assets | (4,897) | (1,364) | (44,123) | (5,312) | (30,725) | (9,688) | (11,392) | ||||||
Income tax receivable/payable | (2,583) | (185) | (3,421) | 1,204 | (553) | 1,197 | 3,578 | ||||||
Accounts payable | 10,055 | 7,453 | 40,952 | 12,355 | 69,832 | 20,530 | 24,078 | ||||||
Operating partner commissions payable | 1,866 | 1,650 | 5,616 | 4,387 | 2,259 | 3,162 | 4,648 | ||||||
Accrued expenses, other liabilities, and operating lease liability | (6,962) | ||||||||||||
Net cash provided by operating activities | $ (15,797) | $ 13,444 | $ (19,652) | $ 1,913 | $ (6,938) | $ 3,699 | 14,100 | ||||||
Adjustments | |||||||||||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | |||||||||||||
Contract assets | 17,287 | ||||||||||||
Total current assets | 17,287 | ||||||||||||
Total assets | 17,287 | ||||||||||||
Accounts payable | 15,768 | ||||||||||||
Operating partner commissions payable | 1,286 | ||||||||||||
Accrued expenses | 11 | ||||||||||||
Income tax payable | 55 | ||||||||||||
Total current liabilities | 17,120 | ||||||||||||
Total liabilities | 17,120 | ||||||||||||
Retained earnings | 167 | ||||||||||||
Total equity | 167 | ||||||||||||
Revenues | 10,688 | ||||||||||||
Cost of transportation and other services | 10,107 | ||||||||||||
Operating partner commissions | 1,101 | ||||||||||||
Personnel costs | (26) | ||||||||||||
Selling, general and administrative expenses | (716) | ||||||||||||
Income from operations | 222 | ||||||||||||
Income tax expense | (55) | ||||||||||||
Net income | 167 | ||||||||||||
Net income attributable to Radiant Logistics, Inc. | 167 | ||||||||||||
OPERATING ACTIVITIES: | |||||||||||||
Net income | 167 | ||||||||||||
CHANGES IN OPERATING ASSETS AND LIABILITIES: | |||||||||||||
Contract assets | (17,287) | ||||||||||||
Income tax receivable/payable | 55 | ||||||||||||
Accounts payable | 15,768 | ||||||||||||
Operating partner commissions payable | 1,286 | ||||||||||||
Accrued expenses, other liabilities, and operating lease liability | $ 11 |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies - Additional Information (Detail) | 12 Months Ended | |||||||
Jun. 30, 2022 USD ($) Customer | Jun. 30, 2021 USD ($) Customer | Mar. 31, 2022 USD ($) | Dec. 31, 2021 USD ($) | Sep. 30, 2021 USD ($) | Mar. 31, 2021 USD ($) | Dec. 31, 2020 USD ($) | Sep. 30, 2020 USD ($) | |
Summary Of Significant Accounting Policies [Line Items] | ||||||||
Goodwill impairment | $ 0 | |||||||
Long-lived asset impairment charges | $ 0 | $ 0 | ||||||
Revenue, practical expedient, nondisclosure of transaction price allocation to performance obligation description | true | |||||||
Practical expedient, employee sales commissions when incurred, amortization period less than one year | true | |||||||
Defined contribution plan, contributions by employer | $ 1,662,000 | 1,347,000 | ||||||
Derivative instruments designated as hedges | 0 | 0 | ||||||
Contract assets | 61,154,000 | $ 45,040,000 | $ 73,886,000 | $ 106,848,000 | $ 63,196,000 | $ 39,627,000 | $ 27,682,000 | $ 22,860,000 |
Reissuances of treasury stock | $ 0 | |||||||
US | ||||||||
Summary Of Significant Accounting Policies [Line Items] | ||||||||
Revenue from number of customers | Customer | 0 | 0 | ||||||
Customer Concentration Risk | US | Revenue, Segment Benchmark | ||||||||
Summary Of Significant Accounting Policies [Line Items] | ||||||||
Concentration risk, percentage | 5% | 10% | ||||||
Developed technology | ||||||||
Summary Of Significant Accounting Policies [Line Items] | ||||||||
Finite-lived intangibles assets, useful life | 5 years | |||||||
Maximum | Long-term Contract with Customer | Materials Management and Distribution Services | ||||||||
Summary Of Significant Accounting Policies [Line Items] | ||||||||
Contract with customer, term | 5 years | |||||||
Maximum | Customer-Related Intangible Assets | ||||||||
Summary Of Significant Accounting Policies [Line Items] | ||||||||
Finite-lived intangibles assets, useful life | 15 years | |||||||
Maximum | Trademarks and Trade Names | ||||||||
Summary Of Significant Accounting Policies [Line Items] | ||||||||
Finite-lived intangibles assets, useful life | 15 years | |||||||
Maximum | Non-compete Agreements | ||||||||
Summary Of Significant Accounting Policies [Line Items] | ||||||||
Finite-lived intangibles assets, useful life | 5 years | |||||||
Radiant Logistics Partners LLC | Radiant Global Logistics, Inc. | ||||||||
Summary Of Significant Accounting Policies [Line Items] | ||||||||
Equity method investment, ownership percentage | 40% | |||||||
Radiant Logistics Partners LLC | Radiant Capital Partners, LLC | Chief Executive Officer | Variable Interest Entity, Primary Beneficiary | ||||||||
Summary Of Significant Accounting Policies [Line Items] | ||||||||
Equity method investment, ownership percentage | 60% |
Summary of Significant Accoun_5
Summary of Significant Accounting Policies - Disaggregation of Gross Revenues by Major Service Lines and Geographic Markets and Timing of Revenue Recognition (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | 9 Months Ended | 12 Months Ended | |||||||||
Mar. 31, 2022 | Dec. 31, 2021 | Sep. 30, 2021 | Mar. 31, 2021 | Dec. 31, 2020 | Sep. 30, 2020 | Dec. 31, 2021 | Dec. 31, 2020 | Mar. 31, 2022 | Mar. 31, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | ||
Disaggregation Of Revenue [Line Items] | |||||||||||||
Revenues | $ 441,310 | $ 335,778 | $ 299,398 | $ 244,090 | $ 219,660 | $ 174,454 | $ 635,176 | $ 394,114 | $ 1,076,486 | $ 638,204 | $ 1,459,419 | $ 899,812 | |
Transportation Services | |||||||||||||
Disaggregation Of Revenue [Line Items] | |||||||||||||
Revenues | 1,414,506 | 869,515 | |||||||||||
Value Added Services | |||||||||||||
Disaggregation Of Revenue [Line Items] | |||||||||||||
Revenues | [1] | 44,913 | 30,297 | ||||||||||
Services Transferred over Time | |||||||||||||
Disaggregation Of Revenue [Line Items] | |||||||||||||
Revenues | 1,451,838 | 897,448 | |||||||||||
Services Transferred at a Point in Time | |||||||||||||
Disaggregation Of Revenue [Line Items] | |||||||||||||
Revenues | 7,581 | 2,364 | |||||||||||
Operating Segments | United States | |||||||||||||
Disaggregation Of Revenue [Line Items] | |||||||||||||
Revenues | 1,283,033 | 781,473 | |||||||||||
Operating Segments | United States | Transportation Services | |||||||||||||
Disaggregation Of Revenue [Line Items] | |||||||||||||
Revenues | 1,266,704 | 772,586 | |||||||||||
Operating Segments | United States | Value Added Services | |||||||||||||
Disaggregation Of Revenue [Line Items] | |||||||||||||
Revenues | [1] | 16,329 | 8,887 | ||||||||||
Operating Segments | United States | Services Transferred over Time | |||||||||||||
Disaggregation Of Revenue [Line Items] | |||||||||||||
Revenues | 1,275,452 | 779,109 | |||||||||||
Operating Segments | United States | Services Transferred at a Point in Time | |||||||||||||
Disaggregation Of Revenue [Line Items] | |||||||||||||
Revenues | 7,581 | 2,364 | |||||||||||
Operating Segments | Canada | |||||||||||||
Disaggregation Of Revenue [Line Items] | |||||||||||||
Revenues | 177,814 | 118,828 | |||||||||||
Operating Segments | Canada | Transportation Services | |||||||||||||
Disaggregation Of Revenue [Line Items] | |||||||||||||
Revenues | 149,230 | 97,418 | |||||||||||
Operating Segments | Canada | Value Added Services | |||||||||||||
Disaggregation Of Revenue [Line Items] | |||||||||||||
Revenues | [1] | 28,584 | 21,410 | ||||||||||
Operating Segments | Canada | Services Transferred over Time | |||||||||||||
Disaggregation Of Revenue [Line Items] | |||||||||||||
Revenues | 177,814 | 118,828 | |||||||||||
Operating Segments | Canada | Services Transferred at a Point in Time | |||||||||||||
Disaggregation Of Revenue [Line Items] | |||||||||||||
Revenues | 0 | 0 | |||||||||||
Corporate/Eliminations | |||||||||||||
Disaggregation Of Revenue [Line Items] | |||||||||||||
Revenues | (1,428) | (489) | |||||||||||
Corporate/Eliminations | Transportation Services | |||||||||||||
Disaggregation Of Revenue [Line Items] | |||||||||||||
Revenues | (1,428) | (489) | |||||||||||
Corporate/Eliminations | Value Added Services | |||||||||||||
Disaggregation Of Revenue [Line Items] | |||||||||||||
Revenues | [1] | 0 | 0 | ||||||||||
Corporate/Eliminations | Services Transferred over Time | |||||||||||||
Disaggregation Of Revenue [Line Items] | |||||||||||||
Revenues | (1,428) | (489) | |||||||||||
Corporate/Eliminations | Services Transferred at a Point in Time | |||||||||||||
Disaggregation Of Revenue [Line Items] | |||||||||||||
Revenues | $ 0 | $ 0 | |||||||||||
[1] Value-added services include MM&D, CHB, GTM and other services. |
Earnings Per Share - Computatio
Earnings Per Share - Computations of the Numerator and Denominator of Basic and Diluted Income Per Share (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | 9 Months Ended | 12 Months Ended | ||||||||
Mar. 31, 2022 | Dec. 31, 2021 | Sep. 30, 2021 | Mar. 31, 2021 | Dec. 31, 2020 | Sep. 30, 2020 | Dec. 31, 2021 | Dec. 31, 2020 | Mar. 31, 2022 | Mar. 31, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
Numerator: | ||||||||||||
Net income attributable to Radiant Logistics, Inc. | $ 13,567 | $ 6,539 | $ 7,609 | $ 4,322 | $ 4,349 | $ 2,889 | $ 14,148 | $ 7,238 | $ 27,715 | $ 11,560 | $ 44,464 | $ 23,110 |
Denominator: | ||||||||||||
Weighted average common shares outstanding, basic | 49,570,594 | 49,890,945 | ||||||||||
Dilutive effect of share-based awards | 1,165,988 | 1,317,350 | ||||||||||
Weighted average common shares outstanding, diluted | 50,736,582 | 51,208,295 | ||||||||||
Potentially dilutive common shares excluded | 113,696 | 122,875 |
Leases - Additional Information
Leases - Additional Information (Detail) | 1 Months Ended | 12 Months Ended | |
Aug. 31, 2022 | Jul. 31, 2022 | Jun. 30, 2022 | |
Leases [Line Items] | |||
Lease term expiration month and year | 2032-05 | ||
Warehouse Space | Calgary, Alberta | |||
Leases [Line Items] | |||
Lease term | 17 months | ||
Lease expiration date | Nov. 30, 2023 | ||
Warehouse Space | Brampton, Ontario | |||
Leases [Line Items] | |||
Lease extended term | 3 years | ||
Lease extended expiration date | Oct. 31, 2025 | ||
Warehouse Space | Toronto, Ontario | |||
Leases [Line Items] | |||
Lease term | 18 months | ||
Lease expiration date | Jan. 31, 2024 |
Leases - Components of Lease Ex
Leases - Components of Lease Expense (Detail) - USD ($) $ in Thousands | 12 Months Ended | |
Jun. 30, 2022 | Jun. 30, 2021 | |
Operating: | ||
Operating lease cost | $ 10,202 | $ 7,762 |
Financing: | ||
Amortization of leased assets | 628 | 616 |
Interest on lease liabilities | 101 | 137 |
Total finance lease cost | $ 729 | $ 753 |
Leases - Supplemental Cash Flow
Leases - Supplemental Cash Flow Information Related to Leases (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Jun. 30, 2022 | Jun. 30, 2021 | |
Cash paid for amounts included in the measurement of lease liabilities: | ||
Operating cash flows arising from operating leases | $ 8,695 | $ 7,455 |
Operating cash flows arising from finance leases | 101 | 139 |
Financing cash flows arising from finance leases | 732 | 716 |
Right-of-use assets obtained in exchange for new lease liabilities: | ||
Operating leases | 11,968 | 33,089 |
Finance leases | $ 0 | $ 38 |
Leases - Supplemental Balance S
Leases - Supplemental Balance Sheet Information Related to Leases (Detail) - USD ($) $ in Thousands | Jun. 30, 2022 | Jun. 30, 2021 |
Operating lease: | ||
Operating lease right-of-use assets | $ 41,111 | $ 39,022 |
Current portion of operating lease liability | 7,641 | 6,989 |
Operating lease liability, net of current portion | 37,776 | 34,899 |
Total operating lease liabilities | 45,417 | 41,888 |
Finance lease: | ||
Property, technology, and equipment, net | $ 2,039 | $ 2,663 |
Finance lease, right-of-use asset, statement of financial position [Extensible List] | Property, technology, and equipment, net | Property, technology, and equipment, net |
Current portion of finance lease liability | $ 577 | $ 743 |
Finance lease liability, net of current portion | 1,223 | 1,809 |
Total finance lease liabilities | $ 1,800 | $ 2,552 |
Weighted average remaining lease term: | ||
Operating leases | 5 years 6 months | 6 years 2 months 12 days |
Finance leases | 3 years 4 months 24 days | 4 years 4 months 24 days |
Weighted average discount rate: | ||
Operating leases | 4.33% | 4.05% |
Finance leases | 4.54% | 4.75% |
Leases - Maturities of Lease Li
Leases - Maturities of Lease Liabilities (Detail) - USD ($) $ in Thousands | Jun. 30, 2022 | Jun. 30, 2021 |
Operating lease: | ||
2023 | $ 10,406 | |
2024 | 10,104 | |
2025 | 8,716 | |
2026 | 7,277 | |
2027 | 6,748 | |
2028 | 3,898 | |
Thereafter | 2,608 | |
Total lease payments | 49,757 | |
Less imputed interest | (4,340) | |
Total lease liability | 45,417 | $ 41,888 |
Finance lease: | ||
2023 | 645 | |
2024 | 571 | |
2025 | 540 | |
2026 | 176 | |
2027 | 0 | |
2028 | 0 | |
Thereafter | 0 | |
Total lease payments | 1,932 | |
Less imputed interest | (132) | |
Total lease liability | $ 1,800 | $ 2,552 |
Property, Technology, and Equ_3
Property, Technology, and Equipment - Schedule of Property, Technology, and Equipment (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | ||
Property Plant And Equipment [Line Items] | |||
Property, technology, and equipment | $ 56,644 | $ 50,719 | |
Less: accumulated depreciation and amortization | (31,821) | (26,568) | |
Property, technology, and equipment, net | 24,823 | 24,151 | |
Computer software | |||
Property Plant And Equipment [Line Items] | |||
Property, technology, and equipment | $ 26,324 | 23,967 | |
Computer software | Minimum | |||
Property Plant And Equipment [Line Items] | |||
Property, technology, and equipment, useful life | 3 years | ||
Computer software | Maximum | |||
Property Plant And Equipment [Line Items] | |||
Property, technology, and equipment, useful life | 5 years | ||
Trailers and related equipment | |||
Property Plant And Equipment [Line Items] | |||
Property, technology, and equipment | $ 6,639 | 6,902 | |
Trailers and related equipment | Minimum | |||
Property Plant And Equipment [Line Items] | |||
Property, technology, and equipment, useful life | 3 years | ||
Trailers and related equipment | Maximum | |||
Property Plant And Equipment [Line Items] | |||
Property, technology, and equipment, useful life | 15 years | ||
Office and warehouse equipment | |||
Property Plant And Equipment [Line Items] | |||
Property, technology, and equipment | $ 10,307 | 8,650 | |
Office and warehouse equipment | Minimum | |||
Property Plant And Equipment [Line Items] | |||
Property, technology, and equipment, useful life | 3 years | ||
Office and warehouse equipment | Maximum | |||
Property Plant And Equipment [Line Items] | |||
Property, technology, and equipment, useful life | 15 years | ||
Leasehold improvements | |||
Property Plant And Equipment [Line Items] | |||
Property, technology, and equipment | [1] | $ 7,588 | 5,595 |
Computer equipment | |||
Property Plant And Equipment [Line Items] | |||
Property, technology, and equipment | $ 4,272 | 3,885 | |
Computer equipment | Minimum | |||
Property Plant And Equipment [Line Items] | |||
Property, technology, and equipment, useful life | 3 years | ||
Computer equipment | Maximum | |||
Property Plant And Equipment [Line Items] | |||
Property, technology, and equipment, useful life | 5 years | ||
Furniture and fixtures | |||
Property Plant And Equipment [Line Items] | |||
Property, technology, and equipment | $ 1,514 | $ 1,720 | |
Furniture and fixtures | Minimum | |||
Property Plant And Equipment [Line Items] | |||
Property, technology, and equipment, useful life | 3 years | ||
Furniture and fixtures | Maximum | |||
Property Plant And Equipment [Line Items] | |||
Property, technology, and equipment, useful life | 15 years | ||
[1] The cost is amortized over the shorter of the lease term or useful life. |
Property, Technology, and Equ_4
Property, Technology, and Equipment - Additional Information (Detail) - USD ($) $ in Thousands | 12 Months Ended | |
Jun. 30, 2022 | Jun. 30, 2021 | |
Property Plant And Equipment [Line Items] | ||
Depreciation and leasehold amortization | $ 7,331 | $ 6,522 |
Computer software in development | 56,644 | 50,719 |
Software In Development | ||
Property Plant And Equipment [Line Items] | ||
Computer software in development | $ 1,032 | $ 568 |
Goodwill and Intangible Asset_2
Goodwill and Intangible Assets - Schedule of Changes in Goodwill (Detail) - USD ($) $ in Thousands | 12 Months Ended | |
Jun. 30, 2022 | Jun. 30, 2021 | |
Goodwill and Intangible Assets Disclosure [Abstract] | ||
Balance | $ 72,582 | $ 72,199 |
Acquisition | 13,760 | |
Adjustments | 2,664 | |
Foreign currency translation gain (loss) | (807) | 383 |
Balance | $ 88,199 | $ 72,582 |
Goodwill and Intangible Asset_3
Goodwill and Intangible Assets - Additional Information (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2020 | |
Finite-Lived Intangible Assets [Line Items] | |||
Goodwill | $ 88,199 | $ 72,582 | $ 72,199 |
Goodwill impairment | 0 | ||
Amortization of intangibles | 11,385 | $ 10,120 | |
US | |||
Finite-Lived Intangible Assets [Line Items] | |||
Goodwill | 67,226 | ||
Canada | |||
Finite-Lived Intangible Assets [Line Items] | |||
Goodwill | $ 20,973 |
Goodwill and Intangible Asset_4
Goodwill and Intangible Assets - Schedule of Intangible Assets (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | ||
Finite Lived Intangible Assets [Line Items] | |||
Intangible assets, gross carrying amount | $ 137,006 | $ 119,265 | |
Intangible assets, accumulated amortization | (88,461) | (77,861) | |
Intangible assets, net carrying amount | 48,545 | 41,404 | |
Customer related | |||
Finite Lived Intangible Assets [Line Items] | |||
Intangible assets, gross carrying amount | 114,974 | 102,713 | |
Intangible assets, accumulated amortization | (78,736) | (70,490) | |
Intangible assets, net carrying amount | $ 36,238 | $ 32,223 | |
Intangible assets, weighted-average amortization period | 7 years 2 months 12 days | 4 years 2 months 12 days | |
Trademarks and Trade Names | |||
Finite Lived Intangible Assets [Line Items] | |||
Intangible assets, gross carrying amount | $ 15,700 | $ 14,280 | |
Intangible assets, accumulated amortization | (7,670) | (5,993) | |
Intangible assets, net carrying amount | $ 8,030 | $ 8,287 | |
Intangible assets, weighted-average amortization period | 3 years 9 months 18 days | 8 years 9 months 18 days | |
License | |||
Finite Lived Intangible Assets [Line Items] | |||
Intangible assets, gross carrying amount | $ 808 | $ 839 | |
Intangible assets, accumulated amortization | (424) | (356) | |
Intangible assets, net carrying amount | $ 384 | $ 483 | |
Intangible assets, weighted-average amortization period | 4 years 9 months 18 days | 5 years 9 months 18 days | |
Developed technology | |||
Finite Lived Intangible Assets [Line Items] | |||
Intangible assets, gross carrying amount | [1] | $ 4,091 | |
Intangible assets, accumulated amortization | [1] | (477) | |
Intangible assets, net carrying amount | [1] | $ 3,614 | |
Intangible assets, weighted-average amortization period | [1] | 4 years 4 months 24 days | |
Covenants not to compete | |||
Finite Lived Intangible Assets [Line Items] | |||
Intangible assets, gross carrying amount | $ 1,433 | $ 1,433 | |
Intangible assets, accumulated amortization | (1,154) | (1,022) | |
Intangible assets, net carrying amount | $ 279 | $ 411 | |
Intangible assets, weighted-average amortization period | 2 years 7 months 6 days | 3 years 4 months 24 days | |
[1] Developed technology was acquired as one of the assets obtained in the acquisition of Navegate, Inc., which is described in Note 18. |
Goodwill and Intangible Asset_5
Goodwill and Intangible Assets - Schedule of Future Amortization Expense (Detail) $ in Thousands | Jun. 30, 2022 USD ($) |
Goodwill and Intangible Assets Disclosure [Abstract] | |
2023 | $ 15,032 |
2024 | 9,854 |
2025 | 7,863 |
2026 | 3,078 |
2027 | $ 2,519 |
Notes Payable - Schedule of Not
Notes Payable - Schedule of Notes Payable (Detail) - USD ($) $ in Thousands | Jun. 30, 2022 | Jun. 30, 2021 |
Debt Instrument [Line Items] | ||
Senior Secured Loans | $ 8,902 | $ 13,690 |
Unamortized debt issuance costs | (133) | (244) |
Total notes payable | 71,294 | 28,446 |
Less: current portion | (4,575) | (4,446) |
Total notes payable, net of current portion | 66,719 | 24,000 |
Revolving Credit Facility | ||
Debt Instrument [Line Items] | ||
Revolving Credit Facility | $ 62,525 | $ 15,000 |
Notes Payable - Schedule of Mat
Notes Payable - Schedule of Maturities of Notes Payable (Detail) $ in Thousands | Jun. 30, 2022 USD ($) |
Debt Disclosure [Abstract] | |
2023 | $ 4,575 |
2024 | 4,327 |
2025 | 62,525 |
Total | $ 71,427 |
Notes Payable - Additional Info
Notes Payable - Additional Information (Detail) $ in Thousands, $ in Thousands | 12 Months Ended | ||||||||
Apr. 02, 2015 CAD ($) | Jun. 30, 2022 USD ($) | Jun. 30, 2022 CAD ($) | Jun. 30, 2021 CAD ($) | Aug. 05, 2022 USD ($) | Jun. 30, 2022 CAD ($) | Jun. 30, 2021 USD ($) | Mar. 13, 2020 USD ($) | Apr. 01, 2017 CAD ($) | |
Integrated Private Debt Fund Loan | |||||||||
Debt Instrument [Line Items] | |||||||||
Debt instrument payment description | The loans may be prepaid in whole at any time providing the Company gives at least 30 days prior written notice and pays the difference between (i) the present value of the loan interest and the principal payments foregone discounted at the Government of Canada Bond Yield for the term from the date of prepayment to the maturity date, and (ii) the face value of the principal amount being prepaid. | The loans may be prepaid in whole at any time providing the Company gives at least 30 days prior written notice and pays the difference between (i) the present value of the loan interest and the principal payments foregone discounted at the Government of Canada Bond Yield for the term from the date of prepayment to the maturity date, and (ii) the face value of the principal amount being prepaid. | |||||||
Minimum | Integrated Private Debt Fund Loan | |||||||||
Debt Instrument [Line Items] | |||||||||
Loan prepayment prior written notice period | 30 days | 30 days | |||||||
Integrated Private Debt Fund IV LP | |||||||||
Debt Instrument [Line Items] | |||||||||
Debt instrument, maturity date | Apr. 01, 2024 | ||||||||
Senior secured term loan | $ 29,000 | $ 29,000 | |||||||
Interest only repayment period | 12 months | ||||||||
Deferred Tax Assets recognized in deposits and other assets | $ 625 | ||||||||
Debt instrument, monthly principle and interest payment | $ 390 | ||||||||
Outstanding term loan | $ 6,264 | ||||||||
Annual interest rate | 6.65% | ||||||||
Integrated Private Debt Fund V LP | |||||||||
Debt Instrument [Line Items] | |||||||||
Debt instrument, maturity date | Jun. 01, 2024 | Jun. 01, 2024 | |||||||
Senior secured term loan | $ 10,000 | $ 10,000 | |||||||
Debt instrument, monthly principle and interest payment | $ 149 | ||||||||
Outstanding term loan | $ 2,638 | ||||||||
Annual interest rate | 6.65% | ||||||||
Revolving Credit Facility | |||||||||
Debt Instrument [Line Items] | |||||||||
Line of credit outstanding amount | $ 62,525 | $ 15,000 | |||||||
Revolving Credit Facility | Bank of America Securities, Inc. [Member] | |||||||||
Debt Instrument [Line Items] | |||||||||
Line of Credit Facility maximum borrowing capacity | $ 150,000 | ||||||||
Line of credit facility term | 5 years | 5 years | |||||||
Debt instrument, maturity date | Mar. 13, 2025 | Mar. 13, 2025 | |||||||
Line of Credit Facility interest rate description | The Revolving Credit Facility has a term of five years, matures on March 13, 2025, and is collateralized by a first-priority security interest in the accounts receivable and other assets of the Company. Borrowings under the Revolving Credit Facility accrue interest (at the Company’s option), at the Lenders’ base rate plus 1.00% or LIBOR plus 2.00% and can be subsequently adjusted based on the Company’s consolidated leverage ratio under the facility at the Lenders’ base rate plus 1.00% to 1.75% or LIBOR plus 2.00% to 2.75%. | The Revolving Credit Facility has a term of five years, matures on March 13, 2025, and is collateralized by a first-priority security interest in the accounts receivable and other assets of the Company. Borrowings under the Revolving Credit Facility accrue interest (at the Company’s option), at the Lenders’ base rate plus 1.00% or LIBOR plus 2.00% and can be subsequently adjusted based on the Company’s consolidated leverage ratio under the facility at the Lenders’ base rate plus 1.00% to 1.75% or LIBOR plus 2.00% to 2.75%. | |||||||
Line of credit facility accordion feature | $ 50,000 | ||||||||
Line of credit maximum consolidated leverage ratio | 3 | 3 | |||||||
Line of credit minimum consolidated fixed charge coverage ratio | 1.25 | 1.25 | |||||||
Line of credit outstanding amount | $ 62,525 | ||||||||
Annual interest rate | 3.50% | 3.50% | 2.10% | ||||||
Revolving Credit Facility | Bank of America Securities, Inc. [Member] | Subsequent Event | |||||||||
Debt Instrument [Line Items] | |||||||||
Line of Credit Facility maximum borrowing capacity | $ 200,000 | ||||||||
Revolving Credit Facility | Bank of America Securities, Inc. [Member] | Base Rate | |||||||||
Debt Instrument [Line Items] | |||||||||
Marginal interest | 1% | 1% | |||||||
Revolving Credit Facility | Bank of America Securities, Inc. [Member] | Base Rate | Minimum | |||||||||
Debt Instrument [Line Items] | |||||||||
Marginal interest | 1% | 1% | |||||||
Revolving Credit Facility | Bank of America Securities, Inc. [Member] | Base Rate | Maximum | |||||||||
Debt Instrument [Line Items] | |||||||||
Marginal interest | 1.75% | 1.75% | |||||||
Revolving Credit Facility | Bank of America Securities, Inc. [Member] | LIBOR Plus Rate | |||||||||
Debt Instrument [Line Items] | |||||||||
Marginal interest | 2% | 2% | |||||||
Revolving Credit Facility | Bank of America Securities, Inc. [Member] | LIBOR Plus Rate | Minimum | |||||||||
Debt Instrument [Line Items] | |||||||||
Marginal interest | 2% | 2% | |||||||
Revolving Credit Facility | Bank of America Securities, Inc. [Member] | LIBOR Plus Rate | Maximum | |||||||||
Debt Instrument [Line Items] | |||||||||
Marginal interest | 2.75% | 2.75% |
Derivatives - Additional Inform
Derivatives - Additional Information (Detail) - Interest Rate Swap - USD ($) $ in Thousands | Apr. 01, 2020 | Mar. 20, 2020 | Jun. 30, 2022 | Jun. 30, 2021 |
Derivative Instruments Gain Loss [Line Items] | ||||
Derivative entering date | Apr. 01, 2020 | Mar. 20, 2020 | ||
Notional amount | $ 10,000 | $ 20,000 | $ 30,000 | $ 30,000 |
Derivative fixed interest rate | 0.5865% | 0.635% | ||
Derivative maturity date | Mar. 13, 2025 | Mar. 13, 2025 | ||
Deposit and Other Assets | ||||
Derivative Instruments Gain Loss [Line Items] | ||||
Fair value | $ 1,846 | $ 6 |
Stockholders' Equity - Addition
Stockholders' Equity - Additional Information (Detail) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | |
Jun. 30, 2022 | Jun. 30, 2021 | |
Class Of Stock [Line Items] | ||
Preferred stock, shares authorized | 5,000,000 | |
Preferred stock, par value, per share | $ 0.001 | |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Common stock, shares authorized | 100,000,000 | 100,000,000 |
Common stock, par value, per share | $ 0.001 | $ 0.001 |
Common Stock | ||
Class Of Stock [Line Items] | ||
Shares authorized to repurchase under the stock repurchase program | 5,000,000 | |
Repurchase program, common stock purchased shares | 1,622,792 | 268,969 |
Repurchase program, common stock purchased value at cost, average cost per share | $ 6.99 | $ 7.10 |
Repurchase program, common stock purchased value at cost | $ 11,346 | $ 1,909 |
Variable Interest Entity and _3
Variable Interest Entity and Related Party Transactions - Additional Information (Detail) - USD ($) $ in Thousands | 12 Months Ended | |
Jun. 30, 2022 | Jun. 30, 2021 | |
Variable Interest Entity [Line Items] | ||
Change in non-controlling interest | $ 1,027 | $ 519 |
Radiant Capital Partners, LLC | ||
Variable Interest Entity [Line Items] | ||
Change in non-controlling interest | 1,027 | 519 |
Radiant Logistics Partners LLC | Variable Interest Entity, Primary Beneficiary | ||
Variable Interest Entity [Line Items] | ||
Variable interest entity, measure of activity, operating income or loss | $ 1,712 | $ 865 |
Radiant Logistics Partners LLC | Radiant Global Logistics, Inc. | ||
Variable Interest Entity [Line Items] | ||
Equity method investment, ownership percentage | 40% | |
Radiant Logistics Partners LLC | Radiant Capital Partners, LLC | Variable Interest Entity, Primary Beneficiary | ||
Variable Interest Entity [Line Items] | ||
Percentage of ownership interests | 60% | |
Radiant Logistics Partners LLC | Radiant Capital Partners, LLC | Chief Executive Officer | Variable Interest Entity, Primary Beneficiary | ||
Variable Interest Entity [Line Items] | ||
Equity method investment, ownership percentage | 60% |
Variable Interest Entity and _4
Variable Interest Entity and Related Party Transactions - Summary of Balance Sheets of RLP (Details) - USD ($) $ in Thousands | Jun. 30, 2022 | Mar. 31, 2022 | Dec. 31, 2021 | Sep. 30, 2021 | Jun. 30, 2021 | Mar. 31, 2021 | Dec. 31, 2020 | Sep. 30, 2020 |
ASSETS | ||||||||
Total assets | $ 497,351 | $ 568,926 | $ 524,155 | $ 413,645 | $ 374,528 | $ 341,943 | $ 306,239 | $ 294,102 |
LIABILITIES AND PARTNERS CAPITAL | ||||||||
Accrued expenses | 11,349 | $ 11,478 | $ 10,608 | $ 7,211 | 6,812 | $ 7,682 | $ 6,641 | $ 7,930 |
Total liabilities and equity | 497,351 | 374,528 | ||||||
Variable Interest Entity, Primary Beneficiary | ||||||||
ASSETS | ||||||||
Total assets | 322 | 489 | ||||||
LIABILITIES AND PARTNERS CAPITAL | ||||||||
Accrued expenses | 22 | 2 | ||||||
Partners capital | 300 | 487 | ||||||
Total liabilities and equity | 322 | 489 | ||||||
Accounts Receivable | Variable Interest Entity, Primary Beneficiary | ||||||||
ASSETS | ||||||||
Total assets | 319 | 488 | ||||||
Prepaid Expenses and Other Current Assets | Variable Interest Entity, Primary Beneficiary | ||||||||
ASSETS | ||||||||
Total assets | $ 3 | $ 1 |
Fair Value Measurement - Schedu
Fair Value Measurement - Schedule of Financial Assets (Liabilities) Measured at Fair Value on Recurring Basis (Detail) - Fair Value, Measurements, Recurring - USD ($) $ in Thousands | Jun. 30, 2022 | Jun. 30, 2021 |
Contingent Consideration | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Fair value of financial liabilities | $ (5,530) | $ (7,263) |
Interest Rate Swap Contracts (Derivatives) | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Fair value of financial assets | 1,846 | 6 |
Level 3 | Contingent Consideration | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Fair value of financial liabilities | (5,530) | (7,263) |
Level 3 | Interest Rate Swap Contracts (Derivatives) | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Fair value of financial assets | $ 1,846 | $ 6 |
Fair Value Measurement - Fair V
Fair Value Measurement - Fair Value Assets (Liabilities) Measured on Recurring Basis Unobservable Input Reconciliation (Detail) - USD ($) $ in Thousands | 12 Months Ended | |
Jun. 30, 2022 | Jun. 30, 2021 | |
Interest Rate Swap Contracts (Derivatives) | ||
Fair Value Liabilities Measured On Recurring Basis Unobservable Input Reconciliation [Line Items] | ||
Balance, Beginning | $ 6 | $ 600 |
Contingent consideration paid | 0 | 0 |
Change in fair value | 1,840 | (594) |
Balance, Ending | 1,846 | 6 |
Level 3 | Contingent Consideration | ||
Fair Value Liabilities Measured On Recurring Basis Unobservable Input Reconciliation [Line Items] | ||
Balance, Beginning | (7,263) | (4,940) |
Contingent consideration paid | 2,500 | 2,027 |
Change in fair value | (767) | (4,350) |
Balance, Ending | $ (5,530) | $ (7,263) |
Fair Value Measurement - Additi
Fair Value Measurement - Additional Information (Detail) - USD ($) $ in Thousands | 12 Months Ended | |
Jun. 30, 2022 | Jun. 30, 2021 | |
Business Acquisition [Line Items] | ||
Fair value financial instrument levels of transfer amount | $ 0 | $ 0 |
Friedway Enterprises Inc and CIC2 Inc [Member] | ||
Business Acquisition [Line Items] | ||
Maximum earn-out payments | $ 5,973 |
Fair Value Measurement - Summar
Fair Value Measurement - Summary of Quantitative Information about Significant Unobservable Inputs Used in Fair Value Measurement of Contingent Consideration (Detail) $ in Thousands | Jun. 30, 2022 USD ($) |
Fair Value Liabilities Measured On Recurring Basis Unobservable Input Reconciliation [Line Items] | |
Business Combination, Contingent Consideration, Liability, Valuation Technique [Extensible List] | us-gaap:ValuationTechniqueDiscountedCashFlowMember |
Level 3 | |
Fair Value Liabilities Measured On Recurring Basis Unobservable Input Reconciliation [Line Items] | |
Contingent consideration, fair value | $ (5,530) |
Level 3 | Measurement Input, Actual and Projected EBITDA Over Three-year Earnout Period | Minimum | |
Fair Value Liabilities Measured On Recurring Basis Unobservable Input Reconciliation [Line Items] | |
Contingent consideration, projected EBITDA | $ 14,400 |
Level 3 | Measurement Input, Risk Adjusted Discount Rate | |
Fair Value Liabilities Measured On Recurring Basis Unobservable Input Reconciliation [Line Items] | |
Contingent consideration, discount rate | 0.12 |
Fair Value Measurement - Summ_2
Fair Value Measurement - Summary of Quantitative Information about Significant Unobservable Inputs Used in Fair Value Measurement of Contingent Consideration (Parenthetical) (Detail) | 12 Months Ended |
Jun. 30, 2022 | |
Fair Value Disclosures [Abstract] | |
Contingent consideration, earnout period | 3 years |
Income Taxes - Schedule of Comp
Income Taxes - Schedule of Components of Income Tax Expense (Benefit) (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | 9 Months Ended | 12 Months Ended | ||||||||
Mar. 31, 2022 | Dec. 31, 2021 | Sep. 30, 2021 | Mar. 31, 2021 | Dec. 31, 2020 | Sep. 30, 2020 | Dec. 31, 2021 | Dec. 31, 2020 | Mar. 31, 2022 | Mar. 31, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
Current Income Tax Expense (Benefit), Continuing Operations [Abstract] | ||||||||||||
Federal | $ 8,802 | $ 4,916 | ||||||||||
State | 1,545 | 1,722 | ||||||||||
Foreign | 4,948 | 2,705 | ||||||||||
Total current | 15,295 | 9,343 | ||||||||||
Deferred Income Tax Expense (Benefit), Continuing Operations [Abstract] | ||||||||||||
Federal | (2,243) | (3,516) | ||||||||||
State | (350) | (619) | ||||||||||
Foreign | (10) | 743 | ||||||||||
Total deferred | (2,603) | (3,392) | ||||||||||
Total income tax expense | $ 4,276 | $ 2,513 | $ 2,402 | $ 761 | $ 1,576 | $ 1,013 | $ 4,915 | $ 2,589 | $ 9,191 | $ 3,350 | $ 12,692 | $ 5,951 |
Income Taxes - Schedule of Effe
Income Taxes - Schedule of Effective Income Tax Rate Reconciliation (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | 9 Months Ended | 12 Months Ended | ||||||||
Mar. 31, 2022 | Dec. 31, 2021 | Sep. 30, 2021 | Mar. 31, 2021 | Dec. 31, 2020 | Sep. 30, 2020 | Dec. 31, 2021 | Dec. 31, 2020 | Mar. 31, 2022 | Mar. 31, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
Income Tax Disclosure [Abstract] | ||||||||||||
Income tax expense at U.S. statutory rate (21%) | $ 12,219 | $ 6,212 | ||||||||||
State income taxes, net of federal benefit | 944 | 758 | ||||||||||
Foreign tax rate differential | 842 | 896 | ||||||||||
Permanent differences | 59 | 25 | ||||||||||
Stock-based compensation | (233) | (294) | ||||||||||
PPP loan forgiveness | 0 | (1,218) | ||||||||||
GILTI & FDII | (698) | (425) | ||||||||||
Other, net | (441) | (3) | ||||||||||
Total income tax expense | $ 4,276 | $ 2,513 | $ 2,402 | $ 761 | $ 1,576 | $ 1,013 | $ 4,915 | $ 2,589 | $ 9,191 | $ 3,350 | $ 12,692 | $ 5,951 |
Income Taxes - Schedule of Ef_2
Income Taxes - Schedule of Effective Income Tax Rate Reconciliation (Parenthetical) (Detail) | 12 Months Ended | |
Jun. 30, 2022 | Jun. 30, 2021 | |
Income Tax Disclosure [Abstract] | ||
U.S. statutory rate percentage | 21% | 21% |
Income Taxes - Schedule of Defe
Income Taxes - Schedule of Deferred Tax Assets and Liabilities (Detail) - USD ($) $ in Thousands | Jun. 30, 2022 | Jun. 30, 2021 |
Components of Deferred Tax Assets and Liabilities [Abstract] | ||
Allowance for doubtful accounts | $ 594 | $ 323 |
Accruals | 1,155 | 842 |
Share-based compensation | 1,254 | 1,209 |
Operating lease liabilities | 11,985 | 11,049 |
Operating lease ROU asset | (11,114) | (10,541) |
Property, technology, and equipment basis differences | (2,792) | (2,980) |
Goodwill deductible for tax purposes | (3,156) | (492) |
Intangible assets | (3,044) | (2,816) |
Other, net | (1,364) | (615) |
Net deferred tax liabilities | $ (6,482) | $ (4,021) |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Detail) $ in Thousands | 12 Months Ended |
Jun. 30, 2022 USD ($) | |
Navegate, Inc | |
Components Of Income Tax Expense Benefit [Line Items] | |
Deferred tax liabilities in purchase price allocation | $ 5,139 |
June 30, 2020 | U.S. Authorities | IRS | |
Components Of Income Tax Expense Benefit [Line Items] | |
Tax years which remain subject to examination | 2019 |
June 30, 2022 | U.S. Authorities | IRS | |
Components Of Income Tax Expense Benefit [Line Items] | |
Tax years which remain subject to examination | 2022 |
June 30, 2022 | State Authorities | IRS | |
Components Of Income Tax Expense Benefit [Line Items] | |
Tax years which remain subject to examination | 2022 |
June 30, 2022 | Foreign Authorities | IRS | |
Components Of Income Tax Expense Benefit [Line Items] | |
Tax years which remain subject to examination | 2022 |
June 30, 2018 | State Authorities | IRS | |
Components Of Income Tax Expense Benefit [Line Items] | |
Tax years which remain subject to examination | 2018 |
December 31, 2016 | Foreign Authorities | IRS | |
Components Of Income Tax Expense Benefit [Line Items] | |
Tax years which remain subject to examination | 2016 |
Share-Based Compensation - Addi
Share-Based Compensation - Additional Information (Detail) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | |||
Jan. 01, 2022 | Nov. 17, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Aggregate intrinsic value of options exercised | $ 1,407 | |||
Weighted average fair value per share of stock options granted | $ 0 | $ 3.53 | ||
2021 Omnibus Incentive Plan | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Share-based compensation arrangement by share-based payment award, number of shares authorized for issuance | 3,250,000 | |||
Share-based compensation arrangement by share-based payment award, expiration date | Nov. 16, 2031 | |||
Restricted Stock and Performance Unit Awards | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Share-based compensation expense (reversals) | $ 1,728 | $ 1,039 | ||
Employee service share-based compensation cost not yet recognized, share-based awards other than options | $ 3,248 | |||
Employee service share-based Compensation cost, total compensation cost not yet recognized, period for recognition | 1 year 11 months 4 days | |||
Number of unit awarded | 962,998 | 704,581 | ||
Stock Options | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Share-based compensation arrangement by share-based payment award, award vesting period | 5 years | |||
Share-based compensation expense (reversals) | $ 70 | $ 32 | ||
Employee service share-based Compensation cost, total compensation cost not yet recognized, period for recognition | 3 years 11 months 4 days | |||
Share-based compensation arrangement by share-based payment award, expiration period | 10 years | |||
Share-based compensation arrangement by share-based payment award, vesting period percentage | 20% | |||
Aggregate intrinsic value of options exercised | $ 1,407 | $ 1,920 | ||
Employee service share-based compensation cost, total compensation cost not yet recognized stock options | $ 280 | |||
Performance Unit Awards | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Share-based compensation arrangement by share-based payment award, award vesting period | 3 years | |||
Number of unit awarded | 244,529 |
Share-Based Compensation - Sche
Share-Based Compensation - Schedule of Share Based Compensation Restricted Stock Activity including Performance Unit Awards (Detail) - Restricted Stock and Performance Unit Awards | 12 Months Ended |
Jun. 30, 2022 $ / shares shares | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Number of Units, Unvested, Beginning Balance | shares | 704,581 |
Number of Units, Vested | shares | (219,836) |
Number of Units, Granted | shares | 522,281 |
Number of Units, Forfeited | shares | (44,028) |
Number of Units, Unvested, Ending Balance | shares | 962,998 |
Weighted Average Grant Date Fair Value, Unvested, Beginning Balance | $ / shares | $ 5.10 |
Weighted Average Grant Date Fair Value, Vested | $ / shares | 4.63 |
Weighted Average Grant Date Fair Value, Granted | $ / shares | 6.94 |
Weighted Average Grant Date Fair Value, Forfeited | $ / shares | 5.77 |
Weighted Average Grant Date Fair Value, Unvested, Ending Balance | $ / shares | $ 6.17 |
Share-Based Compensation - Sc_2
Share-Based Compensation - Schedule of Share-Based Compensation Stock Options Activity (Detail) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | |
Jun. 30, 2022 | Jun. 30, 2021 | |
Share Based Compensation Arrangement By Share Based Payment Award Options Outstanding Roll Forward | ||
Number of Shares, Outstanding, Beginning Balance | 1,414,442 | |
Number of Shares, Exercised | (303,308) | |
Number of Shares, Forfeited | (6,050) | |
Number of Shares, Outstanding, Ending Balance | 1,105,084 | 1,414,442 |
Number of Shares, Exercisable, Ending Balance | 1,025,084 | |
Weighted Average Exercise Price, Outstanding, Beginning Balance | $ 3.73 | |
Weighted Average Exercise Price, Exercised | 2.52 | |
Weighted Average Exercise Price, Forfeited | 5.52 | |
Weighted Average Exercise Price, Outstanding, Ending Balance | 4.06 | $ 3.73 |
Weighted Average Exercise Price, Exercisable, Ending Balance | $ 3.79 | |
Weighted Average Remaining Contractual Life (Years) | 3 years 1 month 2 days | 3 years 6 months 21 days |
Weighted Average Remaining Contractual Life - Years, Exercisable Ending Balance | 2 years 7 months 17 days | |
Aggregate Intrinsic Value, Outstanding Balance | $ 3,719 | $ 4,573 |
Aggregate Intrinsic Value, Exercised | 1,407 | |
Aggregate Intrinsic Value, Exercisable Ending Balance | $ 3,719 |
Share Based Compensation - Sche
Share Based Compensation - Schedule of Fair Value of Stock Option Grant (Details) | 12 Months Ended |
Jun. 30, 2021 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Risk-free interest rate | 1.08% |
Expected term | 6 years 6 months |
Expected dividend yield | 0% |
Maximum | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Expected volatility | 47.97% |
Minimum | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Expected volatility | 47.50% |
Share-Based Compensation - Sc_3
Share-Based Compensation - Schedule of Share Based Compensation Options Outstanding and Exercisable by Exercise Price Range (Details) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | |
Jun. 30, 2022 | Jun. 30, 2021 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Number of Shares | 1,105,084 | 1,414,442 |
Weighted Average Exercise Price | $ 4.06 | $ 3.73 |
Weighted Average Remaining Contractual Life (Years) | 3 years 1 month 2 days | 3 years 6 months 21 days |
Aggregate Intrinsic Value (In thousands) | $ 3,719 | $ 4,573 |
Number of Shares | 1,025,084 | |
Weighted Average Exercise Price | $ 3.79 | |
Weighted Average Remaining Contractual Life (Years) | 2 years 7 months 17 days | |
Aggregate Intrinsic Value (In thousands) | $ 3,719 | |
Exercise Price Range One [Member] | ||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Exercise Prices Lower Limit | $ 1.50 | |
Exercise Prices Upper Limit | $ 1.99 | |
Number of Shares | 104,820 | |
Weighted Average Exercise Price | $ 1.91 | |
Weighted Average Remaining Contractual Life (Years) | 1 year 10 days | |
Aggregate Intrinsic Value (In thousands) | $ 578 | |
Number of Shares | 104,820 | |
Weighted Average Exercise Price | $ 1.91 | |
Weighted Average Remaining Contractual Life (Years) | 1 year 10 days | |
Aggregate Intrinsic Value (In thousands) | $ 578 | |
Exercise Price Range Two [Member] | ||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Exercise Prices Lower Limit | $ 2 | |
Exercise Prices Upper Limit | $ 2.49 | |
Number of Shares | 6,362 | |
Weighted Average Exercise Price | $ 2.21 | |
Weighted Average Remaining Contractual Life (Years) | 1 year 3 months 29 days | |
Aggregate Intrinsic Value (In thousands) | $ 33 | |
Number of Shares | 6,362 | |
Weighted Average Exercise Price | $ 2.21 | |
Weighted Average Remaining Contractual Life (Years) | 1 year 3 months 29 days | |
Aggregate Intrinsic Value (In thousands) | $ 33 | |
Exercise Price Range Three [Member] | ||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Exercise Prices Lower Limit | $ 2.50 | |
Exercise Prices Upper Limit | $ 2.99 | |
Number of Shares | 50,000 | |
Weighted Average Exercise Price | $ 2.75 | |
Weighted Average Remaining Contractual Life (Years) | 1 year 8 months 1 day | |
Aggregate Intrinsic Value (In thousands) | $ 233 | |
Number of Shares | 50,000 | |
Weighted Average Exercise Price | $ 2.75 | |
Weighted Average Remaining Contractual Life (Years) | 1 year 8 months 1 day | |
Aggregate Intrinsic Value (In thousands) | $ 233 | |
Exercise Price Range Four [Member] | ||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Exercise Prices Lower Limit | $ 3 | |
Exercise Prices Upper Limit | $ 3.49 | |
Number of Shares | 263,801 | |
Weighted Average Exercise Price | $ 3.15 | |
Weighted Average Remaining Contractual Life (Years) | 2 years 8 months 12 days | |
Aggregate Intrinsic Value (In thousands) | $ 1,127 | |
Number of Shares | 263,801 | |
Weighted Average Exercise Price | $ 3.15 | |
Weighted Average Remaining Contractual Life (Years) | 2 years 8 months 12 days | |
Aggregate Intrinsic Value (In thousands) | $ 1,127 | |
Exercise Price Range Five [Member] | ||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Exercise Prices Lower Limit | $ 3.50 | |
Exercise Prices Upper Limit | $ 3.99 | |
Number of Shares | 110,000 | |
Weighted Average Exercise Price | $ 3.76 | |
Weighted Average Remaining Contractual Life (Years) | 3 years 4 months 17 days | |
Aggregate Intrinsic Value (In thousands) | $ 403 | |
Number of Shares | 110,000 | |
Weighted Average Exercise Price | $ 3.76 | |
Weighted Average Remaining Contractual Life (Years) | 3 years 4 months 17 days | |
Aggregate Intrinsic Value (In thousands) | $ 403 | |
Exercise Price Range Six [Member] | ||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Exercise Prices Lower Limit | $ 4 | |
Exercise Prices Upper Limit | $ 4.49 | |
Number of Shares | 149,609 | |
Weighted Average Exercise Price | $ 4.13 | |
Weighted Average Remaining Contractual Life (Years) | 2 years 6 months 7 days | |
Aggregate Intrinsic Value (In thousands) | $ 492 | |
Number of Shares | 149,609 | |
Weighted Average Exercise Price | $ 4.13 | |
Weighted Average Remaining Contractual Life (Years) | 2 years 6 months 7 days | |
Aggregate Intrinsic Value (In thousands) | $ 492 | |
Exercise Price Range Seven [Member] | ||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Exercise Prices Lower Limit | $ 4.50 | |
Exercise Prices Upper Limit | $ 4.99 | |
Number of Shares | 254,586 | |
Weighted Average Exercise Price | $ 4.58 | |
Weighted Average Remaining Contractual Life (Years) | 2 years 7 months 20 days | |
Aggregate Intrinsic Value (In thousands) | $ 723 | |
Number of Shares | 254,586 | |
Weighted Average Exercise Price | $ 4.58 | |
Weighted Average Remaining Contractual Life (Years) | 2 years 7 months 20 days | |
Aggregate Intrinsic Value (In thousands) | $ 723 | |
Exercise Price Range Eight [Member] | ||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Exercise Prices Lower Limit | $ 5 | |
Exercise Prices Upper Limit | $ 5.49 | |
Number of Shares | 55,906 | |
Weighted Average Exercise Price | $ 5.21 | |
Weighted Average Remaining Contractual Life (Years) | 2 years 10 months 2 days | |
Aggregate Intrinsic Value (In thousands) | $ 124 | |
Number of Shares | 55,906 | |
Weighted Average Exercise Price | $ 5.21 | |
Weighted Average Remaining Contractual Life (Years) | 2 years 10 months 2 days | |
Aggregate Intrinsic Value (In thousands) | $ 124 | |
Exercise Price Range Nine [Member] | ||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Exercise Prices Lower Limit | $ 5.50 | |
Exercise Prices Upper Limit | $ 5.99 | |
Number of Shares | 0 | |
Weighted Average Exercise Price | $ 0 | |
Aggregate Intrinsic Value (In thousands) | $ 0 | |
Number of Shares | 0 | |
Weighted Average Exercise Price | $ 0 | |
Aggregate Intrinsic Value (In thousands) | $ 0 | |
Exercise Price Range Ten [Member] | ||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Exercise Prices Lower Limit | $ 6 | |
Exercise Prices Upper Limit | $ 6.49 | |
Number of Shares | 0 | |
Weighted Average Exercise Price | $ 0 | |
Aggregate Intrinsic Value (In thousands) | $ 0 | |
Number of Shares | 0 | |
Weighted Average Exercise Price | $ 0 | |
Aggregate Intrinsic Value (In thousands) | $ 0 | |
Exercise Price Range Eleven [Member] | ||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Exercise Prices Lower Limit | $ 6.50 | |
Exercise Prices Upper Limit | $ 6.99 | |
Number of Shares | 10,000 | |
Weighted Average Exercise Price | $ 6.77 | |
Weighted Average Remaining Contractual Life (Years) | 3 years 29 days | |
Aggregate Intrinsic Value (In thousands) | $ 6 | |
Number of Shares | 10,000 | |
Weighted Average Exercise Price | $ 6.77 | |
Weighted Average Remaining Contractual Life (Years) | 3 years 29 days | |
Aggregate Intrinsic Value (In thousands) | $ 6 | |
Exercise Price Range Twelve [Member] | ||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Exercise Prices Lower Limit | $ 7 | |
Exercise Prices Upper Limit | $ 7.49 | |
Number of Shares | 100,000 | |
Weighted Average Exercise Price | $ 7.45 | |
Weighted Average Remaining Contractual Life (Years) | 8 years 11 months 4 days | |
Aggregate Intrinsic Value (In thousands) | $ 0 | |
Number of Shares | 20,000 | |
Weighted Average Exercise Price | $ 7.45 | |
Weighted Average Remaining Contractual Life (Years) | 8 years 11 months 4 days | |
Aggregate Intrinsic Value (In thousands) | $ 0 |
Commitments and Contingencies -
Commitments and Contingencies - Additional Information (Detail) | 12 Months Ended |
Jun. 30, 2022 USD ($) | |
Loss Contingencies [Line Items] | |
Legal proceedings | $ 0 |
Number of days earn-out payments due following the quarter of the final earn-out period | 90 days |
Friedway Enterprises Inc and C I C 2 Inc [Member] | |
Loss Contingencies [Line Items] | |
Earn-out payments terms | Earn-out payments are generally due annually on November 1st, and 90 days following the quarter of the final earn-out period for each respective acquisition |
Commitments and Contingencies_2
Commitments and Contingencies - Schedule of Potential Earn-Out Payments (Detail) $ in Thousands | Jun. 30, 2022 USD ($) |
Earn Out Payments Payable [Line Items] | |
2023 | $ 2,479 |
2024 | 3,051 |
Total | 5,530 |
Cash | |
Earn Out Payments Payable [Line Items] | |
2023 | 2,479 |
2024 | 3,051 |
Total | $ 5,530 |
Operating Segment Information -
Operating Segment Information - Additional Information (Detail) | 12 Months Ended |
Jun. 30, 2022 Segment | |
Segment Reporting [Abstract] | |
Number of operating segments | 2 |
Number of reportable segments | 2 |
Operating Segment Information_2
Operating Segment Information - Segment Reporting (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | 9 Months Ended | 12 Months Ended | |||||||||
Mar. 31, 2022 | Dec. 31, 2021 | Sep. 30, 2021 | Mar. 31, 2021 | Dec. 31, 2020 | Sep. 30, 2020 | Dec. 31, 2021 | Dec. 31, 2020 | Mar. 31, 2022 | Mar. 31, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2020 | |
Segment Reporting Information [Line Items] | |||||||||||||
Revenues | $ 1,459,419 | $ 899,812 | |||||||||||
Income from operations | $ 17,474 | $ 10,056 | $ 10,462 | $ 4,571 | $ 6,738 | $ 4,523 | $ 20,518 | $ 11,261 | $ 37,992 | $ 15,832 | 58,623 | 26,203 | |
Other income (expense) | (440) | 3,377 | |||||||||||
Income before income taxes | 58,183 | 29,580 | |||||||||||
Depreciation and amortization | 18,716 | 16,642 | |||||||||||
Total assets | $ 568,926 | $ 524,155 | $ 413,645 | $ 341,943 | $ 306,239 | $ 294,102 | $ 524,155 | $ 306,239 | $ 568,926 | $ 341,943 | 497,351 | 374,528 | |
Property, technology, and equipment, net | 24,823 | 24,151 | |||||||||||
Goodwill | 88,199 | 72,582 | $ 72,199 | ||||||||||
US | |||||||||||||
Segment Reporting Information [Line Items] | |||||||||||||
Goodwill | 67,226 | ||||||||||||
Canada | |||||||||||||
Segment Reporting Information [Line Items] | |||||||||||||
Goodwill | 20,973 | ||||||||||||
Operating Segments | US | |||||||||||||
Segment Reporting Information [Line Items] | |||||||||||||
Revenues | 1,283,033 | 781,473 | |||||||||||
Income from operations | 56,406 | 35,479 | |||||||||||
Other income (expense) | 678 | 676 | |||||||||||
Income before income taxes | 57,084 | 36,155 | |||||||||||
Depreciation and amortization | 5,651 | 3,929 | |||||||||||
Total assets | 403,844 | 308,199 | |||||||||||
Property, technology, and equipment, net | 11,606 | 12,734 | |||||||||||
Goodwill | 67,226 | 50,801 | |||||||||||
Operating Segments | Canada | |||||||||||||
Segment Reporting Information [Line Items] | |||||||||||||
Revenues | 177,814 | 118,828 | |||||||||||
Income from operations | 18,569 | 11,982 | |||||||||||
Other income (expense) | 233 | (162) | |||||||||||
Income before income taxes | 18,802 | 11,820 | |||||||||||
Depreciation and amortization | 3,509 | 2,586 | |||||||||||
Total assets | 93,507 | 66,329 | |||||||||||
Property, technology, and equipment, net | 13,217 | 11,417 | |||||||||||
Goodwill | 20,973 | 21,781 | |||||||||||
Corporate/Eliminations | |||||||||||||
Segment Reporting Information [Line Items] | |||||||||||||
Revenues | (1,428) | (489) | |||||||||||
Income from operations | (16,352) | (21,258) | |||||||||||
Other income (expense) | (1,351) | 2,863 | |||||||||||
Income before income taxes | (17,703) | (18,395) | |||||||||||
Depreciation and amortization | $ 9,556 | $ 10,127 |
Business Combination - Addition
Business Combination - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | 7 Months Ended | 9 Months Ended | 12 Months Ended | |||||||||
Nov. 30, 2021 | Mar. 31, 2022 | Dec. 31, 2021 | Sep. 30, 2021 | Mar. 31, 2021 | Dec. 31, 2020 | Sep. 30, 2020 | Dec. 31, 2021 | Dec. 31, 2020 | Jun. 30, 2022 | Mar. 31, 2022 | Mar. 31, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
Business Acquisition [Line Items] | ||||||||||||||
Revenues | $ 441,310 | $ 335,778 | $ 299,398 | $ 244,090 | $ 219,660 | $ 174,454 | $ 635,176 | $ 394,114 | $ 1,076,486 | $ 638,204 | $ 1,459,419 | $ 899,812 | ||
Navegate, Inc | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Payments to acquire businesses, cash | $ 35,000 | |||||||||||||
Net working capital settlement | 3,852 | |||||||||||||
Aggregate purchase price | $ 38,852 | |||||||||||||
Revenues | $ 92,392 | |||||||||||||
Navegate, Inc | Saltspring Capital, LLC. | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Net working capital settlement | $ 3,852 | $ 3,852 | ||||||||||||
Navegate, Inc | United States | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Period of goodwill deductible for income tax | 15 years |
Business Combination - Schedule
Business Combination - Schedule of Fair Value of Consideration Transferred for Acquisitions and the Allocation of Purchase Price to Fair Values of Assets Acquired and Liabilities Assumed (Detail) - USD ($) $ in Thousands | Nov. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2020 |
Business Acquisition [Line Items] | ||||
Goodwill | $ 88,199 | $ 72,582 | $ 72,199 | |
Navegate, Inc | ||||
Business Acquisition [Line Items] | ||||
Cash | $ 35,000 | |||
Net working capital adjustment | 3,852 | |||
Current assets | 19,187 | |||
Technology and equipment, net | 1,434 | |||
Intangible assets | 19,022 | |||
Other long-term assets | 1,621 | |||
Liabilities assumed | (18,836) | |||
Total identifiable net assets | 22,428 | |||
Goodwill | 16,424 | |||
Net assets acquired | 38,852 | |||
Navegate, Inc | Preliminary Purchase Price Allocation | ||||
Business Acquisition [Line Items] | ||||
Cash | 35,000 | |||
Net working capital adjustment | 0 | |||
Current assets | 19,187 | |||
Technology and equipment, net | 1,434 | |||
Intangible assets | 17,834 | |||
Other long-term assets | 1,621 | |||
Liabilities assumed | (18,836) | |||
Total identifiable net assets | 21,240 | |||
Goodwill | 13,760 | |||
Net assets acquired | 35,000 | |||
Navegate, Inc | Adjustments | ||||
Business Acquisition [Line Items] | ||||
Cash | 0 | |||
Net working capital adjustment | 3,852 | |||
Current assets | 0 | |||
Technology and equipment, net | 0 | |||
Intangible assets | 1,188 | |||
Other long-term assets | 0 | |||
Liabilities assumed | 0 | |||
Total identifiable net assets | 1,188 | |||
Goodwill | 2,664 | |||
Net assets acquired | $ 3,852 |
Business Combination - Schedu_2
Business Combination - Schedule of Intangible Assets (Detail) - USD ($) $ in Thousands | 12 Months Ended | |
Nov. 30, 2021 | Jun. 30, 2022 | |
Navegate, Inc | ||
Business Acquisition [Line Items] | ||
Intangible assets | $ 19,022 | |
Navegate, Inc | Preliminary Purchase Price Allocation | ||
Business Acquisition [Line Items] | ||
Intangible assets | 17,834 | |
Navegate, Inc | Adjustments | ||
Business Acquisition [Line Items] | ||
Intangible assets | 1,188 | |
Customer related | Navegate, Inc | ||
Business Acquisition [Line Items] | ||
Intangible assets | $ 13,302 | |
Finite-lived intangibles assets, useful life | 14 years 10 months 24 days | |
Customer related | Navegate, Inc | Preliminary Purchase Price Allocation | ||
Business Acquisition [Line Items] | ||
Intangible assets | $ 12,392 | |
Customer related | Navegate, Inc | Adjustments | ||
Business Acquisition [Line Items] | ||
Intangible assets | 910 | |
Developed technology | ||
Business Acquisition [Line Items] | ||
Finite-lived intangibles assets, useful life | 5 years | |
Developed technology | Navegate, Inc | ||
Business Acquisition [Line Items] | ||
Intangible assets | $ 4,091 | |
Finite-lived intangibles assets, useful life | 4 years 10 months 24 days | |
Developed technology | Navegate, Inc | Preliminary Purchase Price Allocation | ||
Business Acquisition [Line Items] | ||
Intangible assets | $ 3,942 | |
Developed technology | Navegate, Inc | Adjustments | ||
Business Acquisition [Line Items] | ||
Intangible assets | 149 | |
Trade name | Navegate, Inc | ||
Business Acquisition [Line Items] | ||
Intangible assets | $ 1,629 | |
Finite-lived intangibles assets, useful life | 9 years 10 months 24 days | |
Trade name | Navegate, Inc | Preliminary Purchase Price Allocation | ||
Business Acquisition [Line Items] | ||
Intangible assets | $ 1,500 | |
Trade name | Navegate, Inc | Adjustments | ||
Business Acquisition [Line Items] | ||
Intangible assets | $ 129 |
Ransomware Incident - Additiona
Ransomware Incident - Additional Information (Detail) $ in Thousands | 12 Months Ended |
Jun. 30, 2022 USD ($) | |
Ransomware Incident [Abstract] | |
Estimated unusual incident costs | $ 684 |
Quarterly Financial Data (Una_3
Quarterly Financial Data (Unaudited and Restated) - Schedule of Restated Consolidated Balance Sheet Line Items (Details) - USD ($) $ in Thousands | Jun. 30, 2022 | Mar. 31, 2022 | Dec. 31, 2021 | Sep. 30, 2021 | Jun. 30, 2021 | Mar. 31, 2021 | Dec. 31, 2020 | Sep. 30, 2020 | Jun. 30, 2020 |
Contract assets | $ 61,154 | $ 73,886 | $ 106,848 | $ 63,196 | $ 45,040 | $ 39,627 | $ 27,682 | $ 22,860 | |
Income tax receivables | 0 | 0 | 1,038 | ||||||
Total current assets | 289,344 | 356,528 | 318,347 | 238,758 | 193,597 | 174,553 | 152,818 | 139,703 | |
Total assets | 497,351 | 568,926 | 524,155 | 413,645 | 374,528 | 341,943 | 306,239 | 294,102 | |
Accounts payable | 137,853 | 179,421 | 168,984 | 127,586 | 103,709 | 97,254 | 82,133 | 76,946 | |
Operating partner commissions payable | 18,731 | 16,216 | 19,897 | 16,027 | 15,065 | 13,678 | 13,566 | 11,565 | |
Accrued expenses | 11,349 | 11,478 | 10,608 | 7,211 | 6,812 | 7,682 | 6,641 | 7,930 | |
Income tax payable | 4,035 | 4,114 | 1,505 | 361 | 2,768 | 252 | 494 | 0 | |
Total current liabilities | 187,664 | 226,669 | 217,304 | 166,539 | 143,477 | 133,093 | 116,287 | 109,230 | |
Total liabilities | 302,794 | 384,225 | 354,573 | 246,958 | 212,958 | 191,244 | 160,665 | 155,767 | |
Retained earnings | 104,998 | 88,249 | 74,683 | 68,147 | 60,534 | 48,984 | 44,662 | 40,313 | |
Total equity | $ 194,557 | 184,701 | 169,582 | 166,687 | 161,570 | 150,699 | 145,574 | 138,335 | $ 138,175 |
Originally Reported | |||||||||
Contract assets | 59,894 | 73,268 | 32,625 | 27,753 | 26,038 | 21,651 | 17,684 | ||
Income tax receivables | 0 | 0 | 974 | ||||||
Total current assets | 342,536 | 284,767 | 208,187 | 176,310 | 160,964 | 146,787 | 134,463 | ||
Total assets | 554,934 | 490,575 | 383,074 | 357,241 | 328,354 | 300,208 | 288,862 | ||
Accounts payable | 164,932 | 136,309 | 98,374 | 87,941 | 84,597 | 76,620 | 72,277 | ||
Operating partner commissions payable | 16,038 | 19,395 | 15,645 | 13,779 | 12,294 | 13,519 | 10,781 | ||
Accrued expenses | 11,512 | 10,588 | 7,162 | 6,801 | 7,705 | 6,618 | 7,944 | ||
Income tax payable | 4,271 | 1,411 | 134 | 2,713 | 357 | 384 | 0 | ||
Total current liabilities | 212,193 | 184,013 | 136,669 | 126,357 | 119,180 | 110,594 | 103,791 | ||
Total liabilities | 369,749 | 321,282 | 217,088 | 195,838 | 177,331 | 154,972 | 150,328 | ||
Retained earnings | 88,733 | 74,394 | 67,446 | 60,367 | 49,308 | 44,324 | 40,512 | ||
Total equity | 185,185 | 169,293 | 165,986 | $ 161,403 | 151,023 | 145,236 | 138,534 | ||
Adjustments | |||||||||
Contract assets | 13,992 | 33,580 | 30,571 | 13,589 | 6,031 | 5,176 | |||
Income tax receivables | 0 | 0 | 64 | ||||||
Total current assets | 13,992 | 33,580 | 30,571 | 13,589 | 6,031 | 5,240 | |||
Total assets | 13,992 | 33,580 | 30,571 | 13,589 | 6,031 | 5,240 | |||
Accounts payable | 14,489 | 32,675 | 29,212 | 12,657 | 5,513 | 4,669 | |||
Operating partner commissions payable | 178 | 502 | 382 | 1,384 | 47 | 784 | |||
Accrued expenses | (34) | 20 | 49 | (23) | 23 | (14) | |||
Income tax payable | (157) | 94 | 227 | (105) | 110 | 0 | |||
Total current liabilities | 14,476 | 33,291 | 29,870 | 13,913 | 5,693 | 5,439 | |||
Total liabilities | 14,476 | 33,291 | 29,870 | 13,913 | 5,693 | 5,439 | |||
Retained earnings | (484) | 289 | 701 | (324) | 338 | (199) | |||
Total equity | $ (484) | $ 289 | $ 701 | $ (324) | $ 338 | $ (199) |
Quarterly Financial Data (Una_4
Quarterly Financial Data (Unaudited and Restated) - Schedule of Restated Line Items of Consolidated Statement of Comprehensive Income (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 6 Months Ended | 9 Months Ended | 12 Months Ended | ||||||||
Mar. 31, 2022 | Dec. 31, 2021 | Sep. 30, 2021 | Mar. 31, 2021 | Dec. 31, 2020 | Sep. 30, 2020 | Dec. 31, 2021 | Dec. 31, 2020 | Mar. 31, 2022 | Mar. 31, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
Revenues | $ 441,310 | $ 335,778 | $ 299,398 | $ 244,090 | $ 219,660 | $ 174,454 | $ 635,176 | $ 394,114 | $ 1,076,486 | $ 638,204 | $ 1,459,419 | $ 899,812 |
Cost of transportation and other services | 357,849 | 264,640 | 234,680 | 186,876 | 164,347 | 128,920 | 499,320 | 293,267 | 857,169 | 480,143 | 1,153,134 | 678,406 |
Operating partner commissions | 30,986 | 31,169 | 27,561 | 25,098 | 23,300 | 19,187 | 58,730 | 42,487 | 89,716 | 67,585 | 121,937 | 95,141 |
Personnel costs | 19,853 | 16,659 | 15,653 | 14,183 | 13,772 | 12,726 | 32,312 | 26,498 | 52,165 | 40,681 | 72,242 | 55,352 |
Selling, general and administrative expenses | 6,688 | 5,568 | 4,939 | 10,507 | 17,195 | 34,000 | 23,718 | |||||
Income from operations | 17,474 | 10,056 | 10,462 | 4,571 | 6,738 | 4,523 | 20,518 | 11,261 | 37,992 | 15,832 | 58,623 | 26,203 |
Income tax expense | (4,276) | (2,513) | (2,402) | (761) | (1,576) | (1,013) | (4,915) | (2,589) | (9,191) | (3,350) | (12,692) | (5,951) |
Net income | 14,323 | 6,615 | 7,695 | 4,399 | 4,425 | 3,030 | 14,310 | 7,455 | 28,633 | 11,854 | 45,491 | 23,629 |
Net income attributable to Radiant Logistics, Inc. | $ 13,567 | $ 6,539 | $ 7,609 | $ 4,322 | $ 4,349 | $ 2,889 | $ 14,148 | $ 7,238 | $ 27,715 | $ 11,560 | $ 44,464 | $ 23,110 |
Income per share: | ||||||||||||
Basic | $ 0.27 | $ 0.13 | $ 0.15 | $ 0.09 | $ 0.09 | $ 0.06 | $ 0.28 | $ 0.15 | $ 0.55 | $ 0.24 | $ 0.90 | $ 0.46 |
Diluted | $ 0.27 | $ 0.13 | $ 0.15 | $ 0.08 | $ 0.09 | $ 0.06 | $ 0.28 | $ 0.15 | $ 0.55 | $ 0.23 | $ 0.88 | $ 0.45 |
Originally Reported | ||||||||||||
Revenues | $ 460,899 | $ 332,768 | $ 286,115 | $ 236,532 | $ 218,805 | $ 175,877 | $ 618,884 | $ 394,682 | $ 1,079,783 | $ 631,214 | $ 889,124 | |
Cost of transportation and other services | 376,036 | 261,179 | 221,233 | 179,732 | 163,504 | 129,911 | 482,411 | 293,416 | 858,447 | 473,148 | 668,299 | |
Operating partner commissions | 31,311 | 31,049 | 28,465 | 23,761 | 24,036 | 18,589 | 59,514 | 42,625 | 90,825 | 66,386 | 94,040 | |
Personnel costs | 19,907 | 16,688 | 15,616 | 14,229 | 13,735 | 12,777 | 32,304 | 26,512 | 52,211 | 40,741 | 55,378 | |
Selling, general and administrative expenses | 6,688 | 5,568 | 5,654 | 11,224 | 17,910 | 24,434 | ||||||
Income from operations | 18,497 | 10,598 | 9,759 | 5,448 | 6,027 | 4,787 | 20,355 | 10,812 | 38,853 | 16,261 | 25,981 | |
Income tax expense | (4,527) | (2,646) | (2,229) | (976) | (1,402) | (1,078) | (4,874) | (2,479) | (9,402) | (3,455) | (5,896) | |
Net income | 15,095 | 7,024 | 7,165 | 5,061 | 3,888 | 3,229 | 14,189 | 7,117 | 29,284 | 12,178 | 23,462 | |
Net income attributable to Radiant Logistics, Inc. | $ 14,339 | $ 6,948 | $ 7,079 | $ 4,984 | $ 3,812 | $ 3,088 | $ 14,027 | $ 6,900 | $ 28,366 | $ 11,884 | $ 22,943 | |
Income per share: | ||||||||||||
Basic | $ 0.29 | $ 0.14 | $ 0.14 | $ 0.10 | $ 0.08 | $ 0.06 | $ 0.28 | $ 0.14 | $ 0.57 | $ 0.24 | $ 0.46 | |
Diluted | $ 0.28 | $ 0.14 | $ 0.14 | $ 0.10 | $ 0.07 | $ 0.06 | $ 0.28 | $ 0.14 | $ 0.56 | $ 0.23 | $ 0.45 | |
Adjustments | ||||||||||||
Revenues | $ (19,589) | $ 3,010 | $ 13,283 | $ 7,558 | $ 855 | $ (1,423) | $ 16,292 | $ (568) | $ (3,297) | $ 6,990 | ||
Cost of transportation and other services | (18,187) | 3,461 | 13,447 | 7,144 | 843 | (991) | 16,909 | (149) | (1,278) | 6,995 | ||
Operating partner commissions | (325) | 120 | (904) | 1,337 | (736) | 598 | (784) | (138) | (1,109) | 1,199 | ||
Personnel costs | (54) | (29) | 37 | (46) | 37 | (51) | 8 | (14) | (46) | (60) | ||
Selling, general and administrative expenses | 0 | 0 | (715) | (717) | (715) | |||||||
Income from operations | (1,023) | (542) | 703 | (877) | 711 | (264) | 163 | 449 | (861) | (429) | ||
Income tax expense | 251 | 133 | (173) | 215 | (174) | 65 | (41) | (110) | 211 | 105 | ||
Net income | (772) | (409) | 530 | (662) | 537 | (199) | 121 | 338 | (651) | (324) | ||
Net income attributable to Radiant Logistics, Inc. | $ (772) | $ (409) | $ 530 | $ (662) | $ 537 | $ (199) | $ 121 | $ 338 | $ (651) | $ (324) | ||
Income per share: | ||||||||||||
Basic | $ (0.02) | $ (0.01) | $ 0.01 | $ (0.01) | $ 0.01 | $ 0 | $ 0 | $ 0.01 | $ (0.02) | $ 0 | ||
Diluted | $ (0.01) | $ (0.01) | $ 0.01 | $ (0.02) | $ 0.02 | $ 0 | $ 0 | $ 0.01 | $ (0.01) | $ 0 |
Quarterly Financial Data (Una_5
Quarterly Financial Data (Unaudited and Restated) - Schedule Of Restated Line Items Of Consolidated Cash Flow Statement (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | 9 Months Ended | 12 Months Ended | ||||||||
Mar. 31, 2022 | Dec. 31, 2021 | Sep. 30, 2021 | Mar. 31, 2021 | Dec. 31, 2020 | Sep. 30, 2020 | Dec. 31, 2021 | Dec. 31, 2020 | Mar. 31, 2022 | Mar. 31, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
OPERATING ACTIVITIES: | ||||||||||||
Net income | $ 14,323 | $ 6,615 | $ 7,695 | $ 4,399 | $ 4,425 | $ 3,030 | $ 14,310 | $ 7,455 | $ 28,633 | $ 11,854 | $ 45,491 | $ 23,629 |
CHANGES IN OPERATING ASSETS AND LIABILITIES: | ||||||||||||
Contract assets | (18,180) | (6,540) | (60,416) | (11,343) | (27,429) | (23,277) | (14,739) | (28,679) | ||||
Income tax receivable/payable | (2,410) | (249) | (3,381) | 1,314 | (764) | 1,092 | (885) | 3,633 | ||||
Accounts payable | 23,502 | 12,122 | 57,860 | 17,868 | 68,553 | 33,187 | 26,429 | 39,846 | ||||
Operating partner commissions payable | 962 | 2,434 | 4,832 | 4,434 | 1,150 | 4,546 | 3,666 | 5,934 | ||||
Accrued expenses, other liabilities, and operating lease liability | (1,491) | (391) | (2,459) | (3,495) | (5,026) | (4,244) | ||||||
Net cash provided by operating activities | (15,797) | 13,444 | (19,652) | 1,913 | (6,938) | 3,699 | $ 24,877 | 14,100 | ||||
Originally Reported | ||||||||||||
OPERATING ACTIVITIES: | ||||||||||||
Net income | 15,095 | 7,024 | 7,165 | 5,061 | 3,888 | 3,229 | 14,189 | 7,117 | 29,284 | 12,178 | 23,462 | |
CHANGES IN OPERATING ASSETS AND LIABILITIES: | ||||||||||||
Contract assets | (4,897) | (1,364) | (44,123) | (5,312) | (30,725) | (9,688) | (11,392) | |||||
Income tax receivable/payable | (2,583) | (185) | (3,421) | 1,204 | (553) | 1,197 | 3,578 | |||||
Accounts payable | 10,055 | 7,453 | 40,952 | 12,355 | 69,832 | 20,530 | 24,078 | |||||
Operating partner commissions payable | 1,866 | 1,650 | 5,616 | 4,387 | 2,259 | 3,162 | 4,648 | |||||
Accrued expenses, other liabilities, and operating lease liability | (1,528) | (377) | (2,467) | (3,518) | (4,980) | (4,221) | ||||||
Net cash provided by operating activities | (15,797) | 13,444 | (19,652) | 1,913 | (6,938) | 3,699 | $ 14,100 | |||||
Adjustments | ||||||||||||
OPERATING ACTIVITIES: | ||||||||||||
Net income | $ (772) | $ (409) | 530 | (662) | $ 537 | (199) | 121 | 338 | (651) | (324) | ||
CHANGES IN OPERATING ASSETS AND LIABILITIES: | ||||||||||||
Contract assets | (13,283) | (5,176) | (16,293) | (6,031) | 3,296 | (13,589) | ||||||
Income tax receivable/payable | 173 | (64) | 40 | 110 | (211) | (105) | ||||||
Accounts payable | 13,447 | 4,669 | 16,908 | 5,513 | (1,279) | 12,657 | ||||||
Operating partner commissions payable | (904) | 784 | (784) | 47 | (1,109) | 1,384 | ||||||
Accrued expenses, other liabilities, and operating lease liability | $ 37 | (14) | 8 | 23 | (46) | (23) | ||||||
Net cash provided by operating activities | $ 0 | $ 0 | $ 0 | $ 0 | $ 0 | $ 0 |
Subsequent Events - Additional
Subsequent Events - Additional Information (Details) $ in Thousands | 1 Months Ended | 8 Months Ended | 12 Months Ended | ||||||||||
Oct. 01, 2022 USD ($) | Aug. 05, 2022 USD ($) | Jan. 31, 2023 | Nov. 30, 2022 | Aug. 31, 2022 USD ($) | Jul. 31, 2022 | Feb. 27, 2023 USD ($) shares | Jun. 30, 2022 USD ($) shares | Jun. 30, 2021 USD ($) shares | Jun. 30, 2022 CAD ($) | Mar. 13, 2020 USD ($) | Apr. 01, 2017 CAD ($) | Apr. 02, 2015 CAD ($) | |
Forecast | |||||||||||||
Subsequent Event [Line Items] | |||||||||||||
Total number of common shares repurchased | shares | 3,364,472 | ||||||||||||
Cascade | Subsequent Event | |||||||||||||
Subsequent Event [Line Items] | |||||||||||||
Payments to acquire businesses, cash | $ 3,250,000 | ||||||||||||
Common Stock | |||||||||||||
Subsequent Event [Line Items] | |||||||||||||
Repurchase program, common stock purchased shares | shares | 1,622,792 | 268,969 | |||||||||||
Repurchase program, common stock purchased value at cost | $ 11,346,000 | $ 1,909,000 | |||||||||||
Common Stock | Forecast | |||||||||||||
Subsequent Event [Line Items] | |||||||||||||
Repurchase program, common stock purchased shares | shares | 839,864 | ||||||||||||
Repurchase program, common stock purchased value at cost | $ 5,000,000 | ||||||||||||
United States | Cascade | Subsequent Event | |||||||||||||
Subsequent Event [Line Items] | |||||||||||||
Period of goodwill deductible for income tax | 10 years | ||||||||||||
Warehouse Space | Calgary, Alberta | Subsequent Event | |||||||||||||
Subsequent Event [Line Items] | |||||||||||||
Lease expiration period | 17 months | ||||||||||||
Lease term | Nov. 30, 2023 | ||||||||||||
Warehouse Space | Delta, British Columbia | Subsequent Event | |||||||||||||
Subsequent Event [Line Items] | |||||||||||||
Lease extended term | 3 years | ||||||||||||
Lease extended expiration date | Oct. 31, 2025 | ||||||||||||
Warehouse Space | Brampton, Ontario | |||||||||||||
Subsequent Event [Line Items] | |||||||||||||
Lease extended term | 3 years | ||||||||||||
Lease extended expiration date | Oct. 31, 2025 | ||||||||||||
Lease expiration date | Jan. 31, 2024 | ||||||||||||
Warehouse Space | Brampton, Ontario | Subsequent Event | |||||||||||||
Subsequent Event [Line Items] | |||||||||||||
Lease extended term | 3 years | ||||||||||||
Lease extended expiration date | Oct. 31, 2025 | ||||||||||||
Warehouse Space | Toronto, Ontario | Subsequent Event | |||||||||||||
Subsequent Event [Line Items] | |||||||||||||
Lease expiration period | 18 months | ||||||||||||
Lease term | Jan. 31, 2024 | ||||||||||||
Undiscounted future lease payments | $ 34,931,000 | ||||||||||||
Office | Renton, Washington | Forecast | |||||||||||||
Subsequent Event [Line Items] | |||||||||||||
Lease expiration date | Nov. 30, 2033 | ||||||||||||
Integrated Private Debt Fund IV LP | |||||||||||||
Subsequent Event [Line Items] | |||||||||||||
Term loan facilities outstanding | $ 29,000 | $ 29,000 | |||||||||||
Integrated Private Debt Fund V LP | |||||||||||||
Subsequent Event [Line Items] | |||||||||||||
Term loan facilities outstanding | $ 10,000 | $ 10,000 | |||||||||||
Revolving Credit Facility | Bank of America and BMO Capital Markets Corp. | |||||||||||||
Subsequent Event [Line Items] | |||||||||||||
Line of Credit Facility interest rate description | The Credit Facility has a term of five years and is collateralized by a first-priority security interest in the accounts receivable and other assets of the Company and the guarantors named below on a parity basis with the security interest held by Fiera Private Debt Fund IV LP and Fiera Private Debt Fund V LP described below. Borrowings under the Credit Facility accrue interest (at the Company’s option), at a) the Lenders’ base rate plus 0.75% and can be subsequently adjusted based on the Company’s consolidated net leverage ratio under the facility at the Lenders’ base rate plus 0.5% to 1.50%: b) Term SOFR plus 1.65% and can be subsequently adjusted based on the Company’s consolidated net leverage ratio under the facility at Term SOFR plus 1.40% to 2.40%; and c) Term SOFR Daily Floating Rate plus 1.65% and can be subsequently adjusted based on the Company’s consolidated net leverage ratio under the facility at Term SOFR Daily Floating Rate plus 1.40% to 2.40%. | ||||||||||||
Revolving Credit Facility | Bank of America and BMO Capital Markets Corp. | Subsequent Event | |||||||||||||
Subsequent Event [Line Items] | |||||||||||||
Line of Credit Facility maximum borrowing capacity | $ 200,000,000 | ||||||||||||
Debt instrument term | 5 years | ||||||||||||
Line of credit maximum consolidated net leverage ratio | 3 | ||||||||||||
Line of credit minimum consolidated interest coverage ratio | 3 | ||||||||||||
Line of credit facility accordion feature | $ 75,000,000 | ||||||||||||
Revolving Credit Facility | Bank of America and BMO Capital Markets Corp. | Base Rate | Subsequent Event | |||||||||||||
Subsequent Event [Line Items] | |||||||||||||
Marginal interest | 0.75% | ||||||||||||
Revolving Credit Facility | Bank of America and BMO Capital Markets Corp. | Base Rate | Minimum | Subsequent Event | |||||||||||||
Subsequent Event [Line Items] | |||||||||||||
Marginal interest | 0.50% | ||||||||||||
Revolving Credit Facility | Bank of America and BMO Capital Markets Corp. | Base Rate | Maximum | Subsequent Event | |||||||||||||
Subsequent Event [Line Items] | |||||||||||||
Marginal interest | 1.50% | ||||||||||||
Revolving Credit Facility | Bank of America and BMO Capital Markets Corp. | SOFR | Subsequent Event | |||||||||||||
Subsequent Event [Line Items] | |||||||||||||
Marginal interest | 1.65% | ||||||||||||
Revolving Credit Facility | Bank of America and BMO Capital Markets Corp. | SOFR | Minimum | Subsequent Event | |||||||||||||
Subsequent Event [Line Items] | |||||||||||||
Marginal interest | 1.40% | ||||||||||||
Revolving Credit Facility | Bank of America and BMO Capital Markets Corp. | SOFR | Maximum | Subsequent Event | |||||||||||||
Subsequent Event [Line Items] | |||||||||||||
Marginal interest | 2.40% | ||||||||||||
Revolving Credit Facility | Bank of America and BMO Capital Markets Corp. | SOFR Daily Floating Rate | Subsequent Event | |||||||||||||
Subsequent Event [Line Items] | |||||||||||||
Marginal interest | 1.65% | ||||||||||||
Revolving Credit Facility | Bank of America and BMO Capital Markets Corp. | SOFR Daily Floating Rate | Minimum | Subsequent Event | |||||||||||||
Subsequent Event [Line Items] | |||||||||||||
Marginal interest | 1.40% | ||||||||||||
Revolving Credit Facility | Bank of America and BMO Capital Markets Corp. | SOFR Daily Floating Rate | Maximum | Subsequent Event | |||||||||||||
Subsequent Event [Line Items] | |||||||||||||
Marginal interest | 2.40% | ||||||||||||
Revolving Credit Facility | Bank of America Securities, Inc | |||||||||||||
Subsequent Event [Line Items] | |||||||||||||
Line of Credit Facility maximum borrowing capacity | $ 150,000,000 | ||||||||||||
Debt instrument term | 5 years | ||||||||||||
Line of Credit Facility interest rate description | The Revolving Credit Facility has a term of five years, matures on March 13, 2025, and is collateralized by a first-priority security interest in the accounts receivable and other assets of the Company. Borrowings under the Revolving Credit Facility accrue interest (at the Company’s option), at the Lenders’ base rate plus 1.00% or LIBOR plus 2.00% and can be subsequently adjusted based on the Company’s consolidated leverage ratio under the facility at the Lenders’ base rate plus 1.00% to 1.75% or LIBOR plus 2.00% to 2.75%. | ||||||||||||
Line of credit facility accordion feature | $ 50,000,000 | ||||||||||||
Revolving Credit Facility | Bank of America Securities, Inc | Subsequent Event | |||||||||||||
Subsequent Event [Line Items] | |||||||||||||
Line of Credit Facility maximum borrowing capacity | $ 200,000,000 | ||||||||||||
Revolving Credit Facility | Bank of America Securities, Inc | Base Rate | |||||||||||||
Subsequent Event [Line Items] | |||||||||||||
Marginal interest | 1% | ||||||||||||
Revolving Credit Facility | Bank of America Securities, Inc | Base Rate | Minimum | |||||||||||||
Subsequent Event [Line Items] | |||||||||||||
Marginal interest | 1% | ||||||||||||
Revolving Credit Facility | Bank of America Securities, Inc | Base Rate | Maximum | |||||||||||||
Subsequent Event [Line Items] | |||||||||||||
Marginal interest | 1.75% |
Subsequent Events - Schedule of
Subsequent Events - Schedule of Fair Value of Consideration Transferred for Acquisitions and the Allocation of Purchase Price to Fair Values of Assets Acquired and Liabilities Assumed (Detail) - USD ($) $ in Thousands | Oct. 01, 2022 | Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2020 |
Subsequent Event [Line Items] | ||||
Goodwill | $ 88,199 | $ 72,582 | $ 72,199 | |
Cascade | Subsequent Event | ||||
Subsequent Event [Line Items] | ||||
Cash | $ 3,250 | |||
Contingent consideration | 1,987 | |||
Deposits and other assets | 3 | |||
Operating lease right-of-use asset | 34 | |||
Intangible assets, net | 3,468 | |||
Operating lease liability | (34) | |||
Total identifiable net assets | 3,471 | |||
Goodwill | 1,766 | |||
Net assets acquired | $ 5,237 |
Subsequent Events - Schedule _2
Subsequent Events - Schedule of Intangible Assets (Detail) - Cascade - Subsequent Event $ in Thousands | Oct. 01, 2022 USD ($) |
Subsequent Event [Line Items] | |
Intangible assets | $ 3,468 |
Customer related | |
Subsequent Event [Line Items] | |
Intangible assets | $ 3,468 |
Finite-lived intangibles assets, useful life | 10 years |