Summary of Significant Accounting Policies | 3 Months Ended |
Dec. 31, 2014 |
Summary of Significant Accounting Policies | |
Summary of Significant Accounting Policies | 2.Summary of Significant Accounting Policies |
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Unaudited Interim Financial Information |
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The accompanying unaudited consolidated financial statements have been prepared in accordance with generally accepted accounting principles (GAAP) for interim financial information. Accordingly, they do not include all of the information and notes required by generally accepted accounting principles for complete financial statements. In the opinion of management, all adjustments, consisting of normal, recurring adjustments, considered necessary for a fair presentation have been included. The information disclosed in the notes to the consolidated financial statements for these periods is unaudited. Operating results for the three months ended December 31, 2014 are not necessarily indicative of the results that may be expected for the year ending September 30, 2015 or any future period. Fee revenue is revenue earned under the consignment model, as well as other fee revenue, and is presented separately as it accounts for more than 10% of total revenue. |
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The Company has evaluated subsequent events through the date that these financial statements were issued and filed with the Securities and Exchange Commission. |
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New Accounting Pronouncements |
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In May 2014, the Financial Accounting Standards Board (FASB) issued a new standard that will change the way the Company recognizes revenue and significantly expand the disclosure requirements for revenue arrangements. The new standard will be effective for the Company beginning on October 1, 2017, and may be adopted either retrospectively or on a modified retrospective basis whereby the new standard would be applied to new and existing arrangements with remaining performance obligations as of the effective date, with a cumulative catch-up adjustment recorded to retained earnings at the effective date for existing arrangements with remaining performance obligations. Early adoption is not permitted. The Company is currently evaluating the methods of adoption allowed by the new standard and the effect that adoption of the standard is expected to have on the consolidated financial statements and related disclosures. As a result, the Company’s evaluation of the effect of the new standard will likely extend over several future periods. |
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Business Combinations |
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The Company recognizes all of the assets acquired, liabilities assumed, contractual contingencies, and contingent consideration at their fair value on the acquisition date. Acquisition-related costs are recognized separately from the acquisition and expensed as incurred. Restructuring costs incurred in periods subsequent to the acquisition date are expensed when incurred. Subsequent changes to the purchase price (i.e., working capital adjustments) or other fair value adjustments determined during the measurement period are recorded as an adjustment to goodwill, with the exception of contingent consideration, which is recognized in the statement of operations in the period it is modified. All subsequent changes to a valuation allowance or uncertain tax position that relate to the acquired company and existed at the acquisition date that occur both within the measurement period and as a result of facts and circumstances that existed at the acquisition date are recognized as an adjustment to goodwill. All other changes in valuation allowances are recognized as a reduction or increase to income tax expense. |
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Accounts Receivable |
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Accounts receivable are recorded at the invoiced amount and are non-interest bearing. The Company maintains an allowance for doubtful accounts to reserve for potentially uncollectible receivables. Allowances are based on management’s judgment, which considers historical experience and specific knowledge of accounts where collectability may not be probable. The Company makes provisions based on historical bad debt experience, a specific review of all significant outstanding invoices and an assessment of general economic conditions. |
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Earnings per Share |
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Basic net income attributable to common stockholders per share is computed by dividing net income attributable to common stockholders by the weighted average number of common shares outstanding for the period. Diluted net income attributable to common stockholders per share includes the potential dilution that could occur if securities or other contracts to issue common stock were exercised or converted into common stock. The Company had 1,672,394 unvested restricted shares outstanding at December 31, 2014, which were issued at prices ranging from $7.48 to $52.55, of which 1,672,394 and 127,457 shares have been excluded in the calculation of diluted income per share for the three months ended December 31, 2014 and 2013, respectively, due to the net loss incurred for the three months ended December 31, 2014 and due to the difference between the issuance price and the average market price for the period in which they have been outstanding for the three months ended December 31, 2013. The Company has also excluded the following stock options in its calculation of diluted income per share because the option exercise prices were greater than the average market prices for the applicable period: |
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| (a) | | for the three months ended December 31, 2014, 1,424,035 options; and | | | | |
| (b) | | for the three months ended December 31, 2013, 73,483 options. | | | | |
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The following summarizes the potential outstanding common stock of the Company as of the dates set forth below: |
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| | Three Months Ended December 31, | |
| | 2014 | | 2013 | |
| | (unaudited) | |
(dollars in thousands except per |
share amounts) |
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Weighted average shares calculation: | | | | | |
Basic weighted average shares outstanding | | 29,926,273 | | 32,143,064 | |
Treasury stock effect of options and restricted stock | | — | | 515,006 | |
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Diluted weighted average common shares outstanding | | 29,926,273 | | 32,658,070 | |
Net (loss) income | | $ | (64,116 | ) | $ | 7,093 | |
Basic (loss) income per common share | | $ | (2.14 | ) | $ | 0.22 | |
Diluted (loss) income per common share | | $ | (2.14 | ) | $ | 0.22 | |
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Stock-Based Compensation |
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The Company estimates the fair value of share-based awards on the date of grant. The fair value of stock options is determined using the Black-Scholes option-pricing model. The fair value of restricted stock awards is based on the closing price of the Company’s common stock on the date of grant. The determination of the fair value of the Company’s stock option awards is based on a variety of factors including, but not limited to, the Company’s common stock price, expected stock price volatility over the expected life of awards, and actual and projected exercise behavior. Additionally, the Company has estimated forfeitures for share-based awards at the dates of grant based on historical experience, adjusted for future expectation. The forfeiture estimate is revised as necessary if actual forfeitures differ from these estimates. |
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The Company issues restricted stock awards where restrictions lapse upon either the passage of time (service vesting), achieving performance targets, or some combination of these restrictions. For those restricted stock awards with only service conditions, the Company recognizes compensation cost on a straight-line basis over the explicit service period. For awards with both performance and service conditions, the Company starts recognizing compensation cost over the remaining service period, when it is probable the performance condition will be met. For stock awards that contain performance vesting conditions, the Company excludes these awards from diluted earnings per share computations until the contingency is met as of the end of that reporting period. For awards to non-employees (who are not directors), the Company records compensation cost when the performance condition is met. |
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The Company presents the cash flows resulting from the tax benefits resulting from tax deductions in excess of the compensation cost recognized for those options (excess tax benefits) as a financing activity with a corresponding operating cash outflow in the Consolidated Statements of Cash Flows. |
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