| Summary of Significant Accounting Policies (Policies) | 9 Months Ended |
| Mar. 31, 2019 |
| Accounting Policies [Abstract] | |
| Recent Accounting Pronouncements | Recent Accounting Guidance Not Yet Adopted In August 2018, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2018-15 (Subtopic 350-40), Intangibles - Goodwill and Other - Internal-Use Software - Customer’s Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That is a Service Contract The Company is assessing the impact of this guidance on its consolidated financial statements. In August 2018, the FASB issued ASU 2018-13, Fair Value Measurement (Topic 820): Disclosure Framework—Changes to the Disclosure Requirements for Fair Value Measurement The Company is assessing the impact of this guidance on its consolidated financial statements. In February 2018, the FASB issued ASU 2018-02 (Topic 220), Income Statement—Reporting Comprehensive Income: Reclassification of Certain Tax Effects from Accumulated Other Comprehensive Income The Company is assessing the impact of this guidance on its consolidated financial statements. In June 2016, the FASB issued ASU 2016-13, Financial Instruments—Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments The Company is currently evaluating the impact of the standard on its consolidated financial statements and disclosures. In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842) As of March 31, 2019, the Company reported $26,011 in gross payment amounts of future minimum lease obligations and will continue to evaluate those contracts, as well as other existing arrangements |
| Recently Adopted Accounting Pronouncements | Recently Adopted Accounting Guidance ASC 606 - Revenue from Contracts with Customers On July 1, 2018, the Company adopted ASU 2014-09, Revenue from Contracts with Customers The Company adopted ASC 606 using the modified retrospective method applied to those contracts not completed as of July 1, 2018. Results for reporting periods beginning after July 1, 2018 are presented under ASC 606 while prior period amounts continue to be reported in accordance with ASC 605. The Company recorded a cumulative effect adjustment of $335, net of tax, to decrease the opening balance of retained earnings as of July 1, 2018, for the initial application of ASC 606. The transition adjustment includes primarily certain transportation services transactions with customers that required a change in the timing of when revenue is recognized. The corresponding direct costs of revenue, including primarily purchased transportation costs and commissions, have been expensed as incurred. The Company satisfied a significant majority of the performance obligations for contract liabilities recorded upon the adoption and recognized the corresponding revenues and related direct costs of revenue during the nine months ended March 31, 2019. As stated, the comparative prior period information for the three and nine months ended March 31, 2018 has not been adjusted and continues to be reported under the Company’s historical revenue recognition policies as described in Note 2 to the consolidated financial statements in the Annual Report on Form 10-K filed on September 13, 2018. The details of the significant changes and quantitative impact on the financial statement line items in the consolidated balance sheet as of July 1, 2018 for the adoption of ASC 606 were as follows:
(In thousands)
Balance as of June 30, 2018
Transition Adjustments
Balance as of July 1, 2018
Condensed Consolidated Balance Sheet
Assets
Accounts receivable, net of allowance for doubtful accounts
$
137,578
$
(32,689
)
$
104,889
Contract assets
—
34,014
34,014
Liabilities
Accounts payable
90,153
(3,995
)
86,158
Operating partner commissions payable
14,322
(959
)
13,363
Contract liabilities
—
6,716
6,716
Deferred income taxes
8,665
(102
)
8,563
Equity
Retained earnings
$
15,539
$
(335
)
$
15,204
The tables below summarize the impacts of the application of ASC 606 as compared with ASC 605, the guidance that was in effect before the change on the condensed consolidated statements of comprehensive income for the three and nine months ended March 31, 2019, respectively and condensed consolidated balance sheet as of March 31, 2019:
Three Months Ended March 31, 2019
Nine Months Ended March 31, 2019
(In thousands, except per share data)
As Reported
Adjustments for ASC 606
Balance, ASC 605
As Reported
Adjustments for ASC 606
Balance, ASC 605
Condensed Consolidated Statement of Operations
Revenues
$
206,048
$
(3,229
)
$
202,819
$
685,868
$
(6,934
)
$
678,934
Operating expenses:
Cost of transportation and other services
153,302
(3,036
)
150,266
514,293
(6,181
)
508,112
Operating partner commissions
23,125
(54
)
23,071
76,309
(460
)
75,849
Personnel costs
14,806
—
14,806
45,256
—
45,256
Selling, general and administrative expenses
6,812
—
6,812
21,458
—
21,458
Depreciation and amortization
3,847
—
3,847
11,295
—
11,295
Transition and lease termination costs
—
—
—
(11
)
—
(11
)
Change in fair value of contingent consideration
(611
)
—
(611
)
(1,182
)
—
(1,182
)
Total operating expenses
201,281
(3,090
)
198,191
667,418
(6,641
)
660,777
Income from operations
4,767
(139
)
4,628
18,450
(293
)
18,157
Total other expense
(646
)
—
(646
)
(1,881
)
—
(1,881
)
Income before income taxes
4,121
(139
)
3,982
16,569
(293
)
16,276
Income tax expense
(942
)
32
(910
)
(3,793
)
68
(3,725
)
Net income
3,179
(107
)
3,072
12,776
(225
)
12,551
Less: net income attributable to noncontrolling interest
(247
)
—
(247
)
(891
)
—
(891
)
Net income attributable to Radiant Logistics, Inc.
2,932
(107
)
2,825
11,885
(225
)
11,660
Less: preferred stock dividends
—
—
—
(956
)
—
(956
)
Less: issuance costs for preferred stock redemption
—
—
—
(1,659
)
—
(1,659
)
Net income attributable to common stockholders
$
2,932
$
(107
)
$
2,825
$
9,270
$
(225
)
$
9,045
Income per share attributable to common stockholders:
Basic
$
0.06
$
—
$
0.06
$
0.19
$
—
$
0.19
Diluted
$
0.06
$
—
$
0.06
$
0.18
$
—
$
0.18
March 31, 2019
(In thousands)
As Reported
Adjustments for ASC 606
Balance, ASC 605
Condensed Consolidated Balance Sheet
Assets
Accounts receivable, net of allowance
$
90,728
$
13,757
$
104,485
Contract assets
20,691
(20,691
)
—
Liabilities
Accounts payable
78,148
(6,181
)
71,967
Operating partner commissions payable
13,286
(460
)
12,826
Deferred income taxes
7,873
(68
)
7,805
Equity
Retained earnings
$
22,422
$
(225
)
$
22,197
The adoption of ASC 606 did not have a material impact on the condensed consolidated statement of cash flows for the nine months ended March 31, 2019. The disclosure requirements of ASC 606 are included within the Company’s revised revenue recognition accounting policy in Note 3 below. ASU 2016-16 – Income Taxes In October 2016, the FASB issued ASU 2016-16, Income Taxes (Topic 740): Intra-Entity Transfers of Assets Other than Inventory On July 1, 2018, the Company adopted ASU 2016-16 using the modified retrospective method. The Company recorded a cumulative-effect adjustment of $ 1,705 |
| Principles of Consolidation | a)
Principles of Consolidation The condensed 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 10), an entity owned by the Company’s Chief Executive Officer. All significant intercompany balances and transactions have been eliminated. Non-controlling interest in the condensed consolidated balance sheets represents the minority stockholders’ proportionate share of equity in such subsidiary. Consolidated net income (loss) is allocated to the Company and non-controlling interest (minority stockholder) 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. Due to the inherent uncertainty involved in making estimates, actual results reported in future periods may be based upon amounts that could differ from these estimates. |
| Cash and Cash Equivalents | c)
Cash and Cash Equivalents 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. |
| 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 account receivables, 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 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. Currently, 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. |
| Technology and Equipment | e)
Technology and Equipment 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 typically performs its annual goodwill impairment test effective as of April 1 of each year or more frequently if facts or circumstances indicate that the carrying amount may not be recoverable. 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. 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 March 31, 2019, management believes there are no indications of impairment. |
| Long-Lived Assets | g)
Long-Lived Assets Long-lived assets, such as 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. Management has performed a review of all long-lived assets and has determined no impairment of the respective carrying value has occurred as of March 31, 2019. Intangibles consist of customer related intangibles, trade names and trademarks, and non-compete agreements arising from the Company’s acquisitions. Customer related intangibles are amortized using the straight-line method over a period of up to 10 years, trademarks and trade names are amortized using the straight-line method over 15 years, and non-compete agreements are amortized using the straight-line method over the term of the underlying agreements. |
| Business Combinations | h)
Business Combinations The Company accounts for business acquisitions using the acquisition method as required by FASB ASC Topic 805, Business Combinations. The fair values of intangible assets are 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 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 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 condensed consolidated statements of comprehensive income. Amounts are generally due annually on November 1 st 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 financial statements of comprehensive income. |
| Revenue Recognition | i)
Revenue Recognition (Effective July 1, 2018) The Company’s revenues are primarily from transportation services, which includes 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 is provided to the customer as a single performance obligation. These performance obligations are satisfied and recognized in revenue upon the transfer of control of the services over the requisite transit period as the customer’s goods move from origin to destination. The Company determines the period to recognize revenue in transit based upon the departure date and the delivery date, which may be estimated if delivery has not occurred as of the reporting date. 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 warehouse and distribution logistics services for its customers under contracts generally ranging from a few months to five years and include renewal provisions. These warehouse and distribution logistics services 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 it performs. 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 clearance services performed 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 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 statement of comprehensive income. 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 three and nine months ended March 31, 2019, respectively, are as follows:
Three Months Ended March 31, 2019
(In thousands)
United States
Canada
Corporate/ Eliminations
Total
Major Service Lines:
Transportation services
$
175,462
$
22,340
$
(165
)
$
197,637
Value added services (1)
3,684
4,727
—
8,411
Total
$
179,146
$
27,067
$
(165
)
$
206,048
Timing of Revenue Recognition:
Services transferred over time
$
178,369
$
27,067
$
(165
)
$
205,271
Services transferred at a point in time
777
—
—
777
Total
$
179,146
$
27,067
$
(165
)
$
206,048
Nine Months Ended March 31, 2019
(In thousands)
United States
Canada
Corporate/ Eliminations
Total
Major Service Lines:
Transportation services
$
592,341
$
69,197
$
(310
)
$
661,228
Value added services (1)
9,781
14,859
—
24,640
Total
$
602,122
$
84,056
$
(310
)
$
685,868
Timing of Revenue Recognition:
Services transferred over time
$
599,941
$
84,056
$
(310
)
$
683,687
Services transferred at a point in time
2,181
—
—
2,181
Total
$
602,122
$
84,056
$
(310
)
$
685,868
(1) Practical Expedients The Company has elected to not 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 warehouse and distribution 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 condensed consolidated statements of comprehensive income. Contract Assets Contract assets represent 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 or 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. 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 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. The Company’s contributions under the plan were $218 and $671 for the three and nine months ended March 31, 2019, respectively, and $212 and $637 for the three and nine months ended March 31, 2018, 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. |
| Share-Based Compensation | l)
Share-Based Compensation The Company grants restricted stock awards, restricted stock units and stock options to certain directors, officers and employees. The Company accounts for share-based compensation as equity awards such that 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 restricted stock 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 exercises and vesting of awards granted under its stock plans. |
| 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. Net income allocable to common stockholders is after consideration for preferred stock dividends, whether or not declared, and preferred stock redemption. |
| 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 period-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 income (expense) in the condensed consolidated statements of comprehensive income. |
| Reclassifications of Previously Issued Financial Statements | o)
Reclassifications of Previously Issued Financial Statements Certain amounts for prior periods have been reclassified in the condensed consolidated financial statements to conform to the current year presentation. |
