Cover Page
Cover Page - USD ($) $ in Millions | 12 Months Ended | ||
Jun. 30, 2019 | Aug. 20, 2019 | Dec. 31, 2018 | |
Cover page. | |||
Document Type | 10-K | ||
Amendment Flag | false | ||
Document Period End Date | Jun. 30, 2019 | ||
Document Fiscal Year Focus | 2019 | ||
Document Fiscal Period Focus | FY | ||
Entity Registrant Name | Presidio, Inc. | ||
Entity Central Index Key | 0001631825 | ||
Entity Current Reporting Status | Yes | ||
Entity Voluntary Filers | No | ||
Entity Interactive Data Current | Yes | ||
Current Fiscal Year End Date | --06-30 | ||
Entity Filer Category | Accelerated Filer | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Public Float | $ 489.5 | ||
Entity Common Stock, Shares Outstanding | 83,183,986 | ||
Entity Shell Company | false | ||
Entity Small Business | false | ||
Entity Emerging Growth Company | false | ||
Title of 12(b) Security | Common Stock, par value $0.01 per share | ||
Trading Symbol | PSDO | ||
Security Exchange Name | NASDAQ | ||
Entity File Number | 001-38028 | ||
Entity Incorporation, State or Country Code | DE | ||
Entity Tax Identification Number | 47-2398593 | ||
Entity Address, Address Line One | One Penn Plaza, Suite 2832 | ||
Entity Address, City or Town | New York | ||
Entity Address, State or Province | NY | ||
Entity Address, Postal Zip Code | 10119 | ||
City Area Code | 212 | ||
Local Phone Number | 652-5700 | ||
Document Annual Report | true | ||
Document Transition Report | false |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Millions | Jun. 30, 2019 | Jun. 30, 2018 |
Current Assets | ||
Cash and cash equivalents | $ 30.7 | $ 37 |
Accounts receivable, net | 674.6 | 608.7 |
Unbilled accounts receivable, net | 205.3 | 171.5 |
Financing receivables, current portion | 96.4 | 88.3 |
Inventory | 25.2 | 27.7 |
Prepaid expenses and other current assets | 123.1 | 112.5 |
Total current assets | 1,155.3 | 1,045.7 |
Property and equipment, net | 36.4 | 35.9 |
Financing receivables, less current portion | 140.3 | 116.8 |
Goodwill | 803.7 | 803.7 |
Identifiable intangible assets, net | 625.1 | 700.3 |
Other assets | 110.1 | 33.9 |
Total assets | 2,870.9 | 2,736.3 |
Current Liabilities | ||
Current maturities of long-term debt | 0 | 0 |
Accounts payable – trade | 497.7 | 457.7 |
Accounts payable – floor plan | 212.7 | 210.6 |
Accrued expenses and other current liabilities | 294.6 | 228.2 |
Discounted financing receivables, current portion | 93.9 | 85.2 |
Total current liabilities | 1,098.9 | 981.7 |
Long-term debt, net of debt issuance costs | 733.8 | 671.2 |
Discounted financing receivables, less current portion | 131.2 | 108.6 |
Deferred income tax liabilities | 180.6 | 180.5 |
Other liabilities | 88 | 34 |
Total liabilities | 2,232.5 | 1,976 |
Commitments and contingencies (Note 13) | ||
Stockholders’ Equity | ||
Preferred stock: $0.01 par value; 100 shares authorized, zero shares issued and outstanding at June 30, 2018 and June 30, 2017 | 0 | 0 |
Common stock: $0.01 par value; 250,000,000 shares authorized and 92,853,983 shares issued and outstanding at June 30,2018, 100,000,000 shares authorized and 90,969,919 shares issued and outstanding at June 30, 2017 | 0.8 | 0.9 |
Additional paid-in capital | 500.4 | 644.3 |
Retained earnings | 137.2 | 115.1 |
Total stockholders’ equity | 638.4 | 760.3 |
Total liabilities and stockholders’ equity | $ 2,870.9 | $ 2,736.3 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - $ / shares | Jun. 30, 2019 | Jun. 30, 2018 |
Statement of Financial Position [Abstract] | ||
Preferred stock, par value per share (in dollars per share) | $ 0.01 | $ 0.01 |
Preferred stock, shares authorized | 100 | 100 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Common stock par value per share (in dollars per share) | $ 0.01 | $ 0.01 |
Common stock, shares authorized | 250,000,000 | 250,000,000 |
Common stock, shares issued | 82,852,340 | 92,853,983 |
Common stock, shares outstanding | 82,852,340 | 92,853,983 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) $ in Millions | 12 Months Ended | ||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2017 | |
Revenue | |||
Revenue | $ 3,026.1 | $ 2,765.2 | $ 2,736 |
Cost of revenue | |||
Cost of revenue | 2,387.7 | 2,181.2 | 2,149.7 |
Gross margin | 638.4 | 584 | 586.3 |
Operating expenses | |||
Selling expenses | 306.4 | 273.2 | 275.4 |
General and administrative expenses | 123.2 | 101.8 | 105 |
Transaction costs | 21 | 10.8 | 14.8 |
Depreciation and amortization | 86.3 | 83.7 | 81.8 |
Total operating expenses | 536.9 | 469.5 | 477 |
Operating income | 101.5 | 114.5 | 109.3 |
Interest and other (income) expense | |||
Interest expense | 49.9 | 46 | 72.5 |
Loss on extinguishment of debt | 2.1 | 14.8 | 28.5 |
Other (income) expense, net | (0.7) | (0.3) | 0.1 |
Total interest and other (income) expense | 51.3 | 60.5 | 101.1 |
Income before income taxes | 50.2 | 54 | 8.2 |
Income tax expense (benefit) | 15 | (79.9) | 3.1 |
Net income | $ 35.2 | $ 133.9 | $ 5.1 |
Earnings per share: | |||
Basic (in dollars per share) | $ 0.42 | $ 1.46 | $ 0.07 |
Diluted (in dollars per share) | $ 0.40 | $ 1.39 | $ 0.06 |
Weighted-average common shares outstanding: | |||
Basic (in shares) | 84,642,698 | 91,891,295 | 77,517,700 |
Diluted (in shares) | 88,386,218 | 96,227,578 | 81,861,839 |
Cash dividends per common share (in dollars per share) | $ 0.16 | $ 0 | $ 0 |
Product [Member] | |||
Revenue | |||
Revenue | $ 2,509.1 | $ 2,262.8 | $ 2,287.2 |
Cost of revenue | |||
Cost of revenue | 1,972.5 | 1,782.6 | 1,798.2 |
Service [Member] | |||
Revenue | |||
Revenue | 517 | 502.4 | 448.8 |
Cost of revenue | |||
Cost of revenue | $ 415.2 | $ 398.6 | $ 351.5 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Millions | 12 Months Ended | ||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2017 | |
Cash flows from operating activities: | |||
Net income | $ 35.2 | $ 133.9 | $ 5.1 |
Adjustments to reconcile net income to net cash provided by operating activities: | |||
Amortization of intangible assets | 75.2 | 74.4 | 73.6 |
Depreciation of property and equipment in operating expenses | 11.1 | 9.3 | 8.2 |
Depreciation of property and equipment in cost of revenue | 4.6 | 5.8 | 5.4 |
Provision for sales returns and credit losses | 2.4 | 1 | 2 |
Amortization of debt issuance costs | 3.5 | 4.5 | 6.5 |
Loss on extinguishment of debt | 2.1 | 14.8 | 28.5 |
Noncash lease income | (6.1) | (1.4) | (3.7) |
Share-based compensation expense | 9.5 | 7 | 10.2 |
Deferred income tax benefit | 0 | (93.2) | (17.1) |
Other | 0.1 | 0.1 | 0.4 |
Change in assets and liabilities, net of acquisitions and dispositions: | |||
Unbilled and accounts receivable | (102.8) | (20.9) | (104.7) |
Inventory | 2.5 | 0.3 | 20.6 |
Prepaid expenses and other assets | (86.7) | (32.7) | (23.6) |
Accounts payable – trade | 40 | 96.4 | (31.9) |
Accrued expenses and other liabilities | 117.4 | (7.3) | 71.5 |
Net cash provided by operating activities | 108 | 192 | 51 |
Cash flows from investing activities: | |||
Acquisition of businesses, net of cash and cash equivalents acquired | 0 | (42.8) | 0 |
Proceeds from collection of escrow related to acquisition of business | 0 | 0.2 | 0.6 |
Additions of equipment under sales-type and direct financing leases | (139.8) | (108.3) | (100.1) |
Proceeds from collection of financing receivables | 7.2 | 4.1 | 9.8 |
Additions to equipment under operating leases | (1.3) | (1.6) | (2) |
Proceeds from disposition of equipment under operating leases | 0.7 | 0.7 | 1.5 |
Purchases of property and equipment | (15.1) | (14.4) | (11.4) |
Net cash used in investing activities | (148.3) | (162.1) | (101.6) |
Cash flows from financing activities: | |||
Proceeds from initial public offering, net of underwriter discounts and commissions | 0 | 0 | 247.5 |
Payments of initial public offering costs | 0 | 0 | (7.2) |
Proceeds from issuance of common stock under share-based compensation plans | 5.1 | 8 | 1.1 |
Common stock repurchased | (158.6) | 0 | 0 |
Dividends paid | (9.9) | 0 | 0 |
Deferred financing costs | (0.7) | (1.2) | 0 |
Proceeds from the discounting of financing receivables | 161.5 | 114.6 | 108.6 |
Retirements of discounted financing receivables | (23.6) | (10) | (5) |
Net repayments on the receivables securitization facility | 0 | 0 | (5) |
Repayments of senior and subordinated notes | 0 | (135.7) | (230.8) |
Borrowings of term loans, net of original issue discount | 158.1 | 138.2 | 0 |
Repayments of term loans | (100) | (80) | (105.7) |
Net borrowings (repayments) on the floor plan facility | 2.1 | (54.3) | 41.6 |
Net cash provided by (used in) financing activities | 34 | (20.4) | 45.1 |
Net increase (decrease) in cash and cash equivalents | (6.3) | 9.5 | (5.5) |
Cash and cash equivalents, beginning of the period | 37 | 27.5 | 33 |
Cash and cash equivalents, end of the period | 30.7 | 37 | 27.5 |
Cash paid during the period for: | |||
Interest | 44.5 | 44.8 | 75.7 |
Income taxes, net of refunds | 17.3 | 20.3 | 3.3 |
Reduction of discounted lease assets and liabilities | $ 114.9 | $ 102.7 | $ 89.6 |
Consolidated Statements of Stoc
Consolidated Statements of Stockholders' Equity - USD ($) $ in Millions | Total | Preferred stock [Member] | Common stock [Member] | Additional paid-in capital [Member] | Retained earnings (deficit) [Member] | As Reported [Member] | As Reported [Member]Preferred stock [Member] | As Reported [Member]Common stock [Member] | As Reported [Member]Additional paid-in capital [Member] | As Reported [Member]Retained earnings (deficit) [Member] |
Beginning balance at Jun. 30, 2016 | $ 350.7 | $ 0 | $ 0.7 | $ 373.9 | $ (23.9) | $ 346.9 | $ 0 | $ 0.7 | $ 373.9 | $ (27.7) |
Beginning balance (Accounting Standards Update 2014-09 [Member]) at Jun. 30, 2016 | 3.8 | 3.8 | ||||||||
Beginning balance (shares) at Jun. 30, 2016 | 0 | 71,922,836 | 0 | 71,922,836 | ||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||
Common stock issued for initial public offering, net of underwriting discounts and commissions | 247.5 | $ 0.2 | 247.3 | |||||||
Common stock issued for initial public offering, net of underwriting discounts and commissions (shares) | 18,766,465 | |||||||||
Costs related to initial public offering | (7.2) | (7.2) | ||||||||
Common stock issued for acquisitions | 1.1 | 1.1 | ||||||||
Common stock issued for acquisitions (shares) | 280,618 | |||||||||
Net income (loss) | 5.1 | 5.1 | 4.4 | |||||||
Share-based compensation expense | 10.2 | 10.2 | ||||||||
Ending balance at Jun. 30, 2017 | 607.4 | $ 0 | $ 0.9 | 625.3 | (18.8) | |||||
Ending balance (shares) at Jun. 30, 2017 | 0 | 90,969,919 | ||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||
Common stock issued for awards under share-based compensation plans | 7.9 | 7.9 | ||||||||
Common stock issued for awards under share-based compensation plans (shares) | 1,614,777 | |||||||||
Common stock issued for acquisitions | 4.1 | 4.1 | ||||||||
Common stock issued for acquisitions (shares) | 269,287 | |||||||||
Net income (loss) | 133.9 | 133.9 | 134.2 | |||||||
Share-based compensation expense | 7 | 7 | ||||||||
Ending balance at Jun. 30, 2018 | 760.3 | $ 0 | $ 0.9 | 644.3 | 115.1 | $ 756.1 | ||||
Ending balance (shares) at Jun. 30, 2018 | 0 | 92,853,983 | ||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||
Common stock issued for awards under share-based compensation plans | 5.1 | 5.1 | ||||||||
Dividends, Common Stock, Cash | (13.1) | (13.1) | ||||||||
Common stock issued for awards under share-based compensation plans (shares) | 748,357 | |||||||||
Common stock repurchased | (158.6) | $ (0.1) | (158.5) | |||||||
Common stock repurchased (shares) | (10,750,000) | |||||||||
Net income (loss) | 35.2 | 35.2 | ||||||||
Share-based compensation expense | 9.5 | 9.5 | ||||||||
Ending balance at Jun. 30, 2019 | $ 638.4 | $ 0 | $ 0.8 | $ 500.4 | $ 137.2 | |||||
Ending balance (shares) at Jun. 30, 2019 | 0 | 82,852,340 |
Nature of Business and Signific
Nature of Business and Significant Accounting Policies | 12 Months Ended |
Jun. 30, 2019 | |
Accounting Policies [Abstract] | |
Nature of Business and Significant Accounting Policies | Nature of Business and Significant Accounting Policies Description of the Company Presidio, Inc., formerly named Aegis Holdings, Inc. (“Aegis”), is a Delaware corporation which was incorporated on November 20, 2014 by certain investment funds affiliated with or managed by Apollo Global Management, LLC and its subsidiaries, including Apollo Investment Fund VIII, L.P., along with their parallel investment funds (the “Apollo Funds”) to complete the acquisition of Presidio Holdings Inc. (“Presidio Holdings”). Presidio Holdings is a holding company for its wholly-owned subsidiary, Presidio LLC, and its operating subsidiaries, which are described below. Prior to its acquisition of Presidio Holdings on February 2, 2015 (the “Presidio Acquisition”), Aegis had no operations or activity other than acquisition related costs. Subsequent to the Presidio Acquisition, Presidio, Inc. became the holding company and derives all of its operating income and cash flows from Presidio Holdings and its subsidiaries. For the periods presented, the Company operated primarily through Presidio Networked Solutions LLC (“PNS”), a single indirect, wholly-owned subsidiary. PNS is a leading provider of life-cycle based IT solutions and services. The PNS business also includes the operations of Presidio Networked Solutions Group, LLC (“PNSG”). In addition, the Company operates an IT infrastructure leasing company, Presidio Technology Capital, LLC (“PTC”). The Company also has an indirect, wholly-owned, non-operating subsidiary, Presidio Capital Funding LLC (“PCF”), which is utilized for the Receivables Securitization Facility described in Note 11. Presidio Holdings is a guarantor of certain indebtedness and a borrower of other indebtedness as described in Note 11. Refer to Note 22 for the condensed consolidating financial information of Presidio Holdings Inc. and subsidiaries. The Company is headquartered in New York, New York and all of its direct and indirect subsidiaries are located in the United States. Nature of Business Presidio is a leading provider of IT solutions in North America. We deliver this technology expertise through a full life-cycle model of professional, managed, and support services including strategy, consulting, implementation and design. By taking the time to deeply understand how our clients define success, we help them harness technology advances, simplify IT complexity and optimize their environments today while enabling future applications, user experiences, and revenue models. Our mission is to enable our clients to capture economic value from the digital transformation of their businesses by developing, implementing and managing world class, cloud ready, secure and agile IT Infrastructure solutions. By investing in the future of IT solutions we stay at the forefront of technology trends and to ensure our clients have access to a wide range of technologies and best-of-breed solutions, we partner with a variety of OEMs, including market leaders and emerging providers to bring our clients integrated, multi technology solutions. Our clients are increasingly dependent on Presidio to develop best of breed, vendor-agnostic agile, secure multi-cloud digital solutions. We are well positioned to benefit from the rapid growth in demand for our customers' digital journey. Examples of such solutions include software defined networking, IoT, data analytics, unified communications, data center modernization, hybrid and multi-cloud, cyber risk management and enterprise mobility. These solutions are enabled by our expertise in foundational technologies, built upon our investments in network, cloud, data center, security, collaboration and mobility. The Company focuses on serving the middle market as it is a highly attractive segment of the IT services market, and we are differentiated by our strategic focus on this attractive segment. The increasing potential and complexity of emerging technologies and digital transformation are creating more demand for our solutions and services. Customers in the middle market are usually large enough to have substantial technology needs but typically have fewer IT resources and lack the broad expertise required to develop the necessary solutions as compared to larger companies. As a trusted solutions provider, our clients rely on us for IT investment decisions. We simplify IT for them by building solutions utilizing what we view as the best possible technologies. Since many large-scale IT service providers focus on larger enterprises, and because many resellers are unable to provide end-to-end solutions, we believe the middle market has remained underpenetrated and underserved. The Company's revenue from solutions consists of the resale of hardware, software, and third-party support service contracts, which is reported as product revenue, and the sale of professional, cloud and managed services, which is reported as service revenue. The Company implements IT solutions for its customers on a national and international basis, although the Company's principal markets are located in the continental United States. Stock Split On February 24, 2017, the Board of Directors of the Company declared a 2 -for-1 stock split of the Company’s common stock in the form of a stock dividend payable on each share of common stock issued and outstanding as of February 24, 2017. The number of shares subject to and the exercise price of the Company’s outstanding options were adjusted to equitably reflect the split. All common stock share and per-share data included in these financial statements give effect to the stock split. Public Offerings On March 15, 2017, the Company completed an initial public offering (“IPO”) in which the Company issued and sold 18,766,465 shares of common stock, inclusive of 2,099,799 shares issued and sold on March 21, 2017, pursuant to the underwriters’ option to purchase additional shares, at the public offering price of $14.00 per share. The Company received net proceeds of $247.5 million , after deducting underwriting discounts and commissions from the sale of its shares in the IPO. In addition, the Company incurred $7.2 million of offering expenses in connection with the IPO. On November 21, 2017, the Company completed a secondary public offering of 8,000,000 shares of the Company’s common stock by AP VIII Aegis Holdings, L.P. ("Aegis LP"), an affiliate of investment funds managed by affiliates of Apollo Global Management, LLC at a price to the public of $14.25 per share. In addition, the underwriters to such secondary public offering purchased an additional 1,200,000 shares of common stock from Aegis LP. The Company did not sell any shares and did not receive any proceeds from the offering. In conjunction with this secondary offering, the Company incurred $1.0 million of expenses, which is presented within transaction costs on the consolidated statement of operations for the fiscal year ended June 30, 2018. On September 20, 2018, the Company completed a secondary public offering of 3,000,000 shares of the Company’s common stock by Aegis LP at a price of $15.24 per share. The Company did not sell any shares and did not receive any proceeds from the offering. In conjunction with this secondary offering, the Company incurred $0.3 million of expenses, which is presented within transaction costs on the consolidated statement of operations for the fiscal year ended June 30, 2019. On February 12, 2019, the Company completed a secondary public offering of 4,000,000 shares of the Company’s common stock by Aegis LP at a price of $15.11 per share. The Company did not sell any shares and did not receive any proceeds from the offering. In conjunction with this secondary offering, the Company incurred $0.1 million of expenses, which is presented within transaction costs on the consolidated statement of operations for the fiscal year ended June 30, 2019. As a result of the completion of the February 12, 2019 secondary offering, Aegis LP no longer controls a majority of our common stock and the Company therefore no longer qualifies as a “controlled company” within the meaning of the NASDAQ corporate governance requirements. The NASDAQ rules require that we appoint a majority of independent directors to our Board of Directors within one year of the completion of the secondary offering. As required by the NASDAQ rules, we appointed one independent member to each of our compensation and nominating and corporate governance committees prior to the completion of the secondary offering on February 12, 2019, and then reconstituted the committees on May 6, 2019 so that they are each comprised of a majority of independent members. The NASDAQ rules require that we appoint compensation and nominating and corporate governance committees composed entirely of independent directors within one year of the completion of the secondary offering. During these transition periods, we may elect not to comply with certain NASDAQ corporate governance requirements as permitted by the NASDAQ rules. On March 15, 2019, the Company completed a secondary public offering of 5,000,000 shares of the Company’s common stock by certain of its stockholders, including Aegis LP at a price to the public of $15.25 per share. The Company did not sell any shares and did not receive any proceeds from the offering. In conjunction with this secondary offering, the Company incurred $0.2 million of expenses, which is presented within transaction costs on the consolidated statement of operations for the fiscal year ended June 30, 2019. Basis of Presentation The accompanying consolidated financial statements have been prepared in conformity with U.S. GAAP and SEC rules and regulations for annual reporting periods. All financial information presented in the financial statements and notes herein is presented in millions except for share and per share information and percentages. In management’s opinion, all adjustments necessary for a fair presentation of the results of operations, financial position, and cash flows for the periods shown have been made. With the exception of acquisition related accounting and the adoption of ASU 2014-09 — Contracts with Customers , all other adjustments are of a normal recurring nature. The Company has evaluated subsequent events through the issue date of these consolidated financial statements. Principles of Consolidation The Company’s consolidated financial statements include the accounts of Presidio, Inc. and its subsidiaries. All significant intercompany accounts and transactions have been eliminated in consolidation. Reclassifications We have reclassified some prior period amounts in our consolidated financial statements to conform to our current presentation. Use of Estimates The preparation of the Company’s consolidated financial statements requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities at the date of the financial statements, and reported amounts of revenue and expenses during the reporting period. Estimates are used when accounting for items and matters including, but not limited to, revenue recognition, asset residual values, vendor rebates and consideration, goodwill, identifiable intangibles, measurement of income tax assets and liabilities and provisions for doubtful accounts, credit losses, inventory obsolescence, and other contingencies. Actual results could differ from management’s estimates. Significant Accounting Policies A summary of the Company’s significant accounting policies is as follows: Revenue Recognition The Company’s revenue is generally derived from the sale of IT solutions to customers. The solutions we sell include products manufactured by third-parties including IT hardware equipment, software and support service contracts, as well as, services that are delivered directly by the Company or via third-party providers. The Company’s sales of IT solutions to customers are recognized in accordance with Accounting Standards Codification (“ASC”) Topic 606, Revenue from Contracts with Customers, which was adopted on July 1, 2018. Under ASC 606, the Company recognizes revenue when it has a contract with a customer and when, or as, it satisfies the performance obligations in the arrangement. Revenue for each performance obligation is recognized either at a point in time or over a period of time in a manner that depicts the transfer of control of the goods or services to the customer at an amount that reflects the consideration that the Company expects to be entitled to in exchange for those goods or services, net of sales taxes collected from customers, which are subsequently remitted to governmental entities. Such recognition requires the Company to use its judgment in accordance with ASC 606 and other applicable rules. The Company has a contract with a customer when there is an agreement that creates legally enforceable rights and obligations that includes: the approval of the parties to the contract, the identification of each party’s rights regarding the goods or services to be transferred, the establishment of payment terms for the goods or services to be transferred, the existence of commercial substance of the contract and the determination that it is probable that the Company will collect substantially all of the consideration to which it will be entitled in the arrangement. Generally, the Company determines it has a legally enforceable contract with the customer when it has a valid purchase order from the customer or it has a confirmatory customer approval of a quote, statement of work, or other binding agreement that individually, or in combination with other arrangements with the customer, satisfies the criteria above. As a provider of third-party products and services, the Company must assess whether it has promised to provide the customer the specific goods or services itself (as a principal) in which case revenue is recognized on a gross basis, or to arrange for those specified goods and services to be provided by another party (as an agent) in which revenue is recognized on a net basis. In applying the principal versus agent accounting guidance, the Company considers several factors and indicators including an assessment of the Company’s role in fulfilling the promise to provide the specific goods or services, the Company’s inventory risk before or after the goods and services are transferred to the customer and the Company’s discretion in establishing prices for the specified goods or services. The Company may be a principal in the fulfillment of some goods and services and an agent for other goods and services within the same contract. The Company’s solutions may consist of a combination of performance obligations including third-party products along with services delivered by the Company and/or third-parties. Contracts that contain multiple performance obligations may have revenue recognized at different times or over different periods of time as discussed in the policies below. For contracts that contain multiple performance obligations, the total transaction price of the contract is allocated to the separate performance obligations based on each performance obligation’s relative standalone selling price. To determine standalone selling prices of the Company’s performance obligations, the Company generally applies a cost-plus margin approach to determine a range of reasonable prices for each performance obligation. When a contract includes variable consideration such as usage-based or user-based fees, service level agreements, or volume-based pricing, the Company estimates the amount which the Company believes it will be entitled in exchange for transferring the promised goods or services to the customer. The Company uses either the expected value method or the most likely amount method to estimate variable consideration based on the facts and circumstances in each contract. The Company updates its estimates as facts and circumstances change throughout the contract. Revenue for each performance obligation is recognized as control of the performance obligation is transferred to the customer. For performance obligations satisfied at a point in time, the Company determines when control has been transferred based on an evaluation of the following indicators: the Company has a present right to payment, the customer has legal title, the Company has transferred physical possession, the customer has the significant risk and rewards of ownership and the customer has accepted the assets. For performance obligations satisfied over a period of time, the Company recognizes revenue using an appropriate method to estimate the progress toward complete satisfaction of the performance obligation. The Company generally does not provide customers with payment terms that would result in the existence of a significant financing component within the transaction price. Revenue for hardware and general software - Revenue from the sale of third-party hardware and general software products is recognized on a gross basis with the associated transaction price recorded as product revenue and the acquisition cost of the product recorded as cost of product revenue, net of vendor rebates. Hardware and general software can be delivered to customers in a variety of ways including drop-shipped by the vendor or supplier, or shipped through one of the Company’s staging warehouses or via electronic delivery for general software licenses. Regardless of the delivery method, revenue from the sale of hardware is recognized at a point in time based on the shipping terms specified in the contract which is when title and the risk of loss are passed to the customer. Our standard shipping terms are freight on board (“FOB”) origin and accordingly, we generally recognize revenue when product ships from our vendor or supplier. In transactions where the shipping terms are FOB destination, revenue is recognized when the promised hardware is delivered to the customer’s specified location. For general software that is pre-installed on hardware products, revenue is recognized at a point in time based on the shipping terms specified in the contract; while general software that is delivered to the customer via electronic download is recognized at a point in time when the information the customer needs to download and install the software has been provided to the customer. Revenue for software as a service (“SaaS”), enterprise license agreements (“ELAs”) or software sold with critical software assurance - In certain software arrangements, we recognize the related revenue on a net basis, with product revenue being equal to the gross margin on the transaction. Third-party software products that are recognized on a net basis include: SaaS to customers whereby the customer receives the right to access software directly from the vendor; ELAs that provide customers with access to manage their software license needs; and software that is accompanied by third-party delivered software assurance that is deemed to be critical or essential to the core functionality of the software license. As we are under no obligation to perform additional services, such as post-customer support or upgrades, revenue is recognized at a point in time as opposed to over the life of the software license. Revenue from these software products is recognized on a net basis at a point in time when the Company has satisfied its agency obligation which is generally when the Company has arranged for the delivery of the software from the third-party to the customer. Revenue for third-party support service contracts - Revenue from the sale of third-party support service contracts is recognized on a net basis, with product revenue being equal to the gross margin on the transaction. As we are under no obligation to perform additional services, revenue is recognized at a point in time as opposed to over the life of the third-party support agreement. Revenue is recognized at a point in time when the Company has satisfied its agency obligation which is generally when the Company has arranged for the support service contract on the customer’s behalf with the third-party. Revenue for professional services - Revenue from professional services is recognized over a period of time as the services are performed and recorded as service revenue with the associated cost recorded as service cost of revenue. For time and material contracts, where the Company has the right to invoice for work performed as completed, the Company recognizes revenue using the “right to invoice” practical expedient as the amount that can be invoiced directly corresponds with satisfaction of the performance obligation. For time and material contracts and fixed priced contracts where invoicing is linked to the achievement of milestones, the Company uses an input based percentage of completion method based on labor hours completed compared to the total estimated hours for the scope of work with revenue accrued or deferred as appropriate. Management bases its estimates on the scope of work being performed, our historical experience performing similar work and the risks and uncertainties surrounding that work. These estimates are adjusted throughout the performance of the contract as work is completed. Revenue for managed services - Revenue from managed services are recognized over a period of time using a time-lapsed method and recorded as service revenue with the associated cost recorded as service cost of revenue. The Company’s managed services are considered to be a series of distinct services due to the services performed being either repetitive on a recurring basis or for being a stand-ready obligation and accordingly are accounted for as a single performance obligation. Accordingly, the Company believes that using a time-based method for recognition is the most appropriate as the services are satisfied evenly over the stated period of performance. Revenue from public cloud arrangements - Revenue from public cloud arrangements is recognized on a gross basis over a period of time using a time-lapsed method and recorded as product revenue with the associated cost recorded as product cost of revenue. Any variable based usage incurred above contractually stated minimums are recognized in the period in which the customer consumes and the Company provides the additional platform capacity. Sales returns and credit losses A customer’s ability to return goods and services is considered a form of variable consideration. The Company maintains an estimate for sales returns at the most likely amount based on historical experience. The Company also maintains an estimate for credit losses for uncollectible accounts which is based on historical experience. Warranties Our vendor partners provide warranties to our customers on equipment sold and, as such, we have not estimated a warranty reserve or deferred revenue for potential warranty work. These manufacturer warranties are assurance-type warranties that ensure that products will conform to manufacturer’s specifications and are not considered separate performance obligations. Extended warranties sold separately by manufacturers are considered to be separate performance obligations and are accounted for as third-party support service contracts described above. Freight The Company considers freight billed to its customers as part of the transaction price in the arrangement which is allocated to the product performance obligations in the arrangement. Freight costs are recorded as a cost of product revenue. The Company does not consider shipping to be a separate performance obligation. Contract costs Generally, the only incremental costs of obtaining a contract that the Company incurs are sales commissions paid to our employees. The Company’s sales commission structures are complex and a majority of our sales commission are based on substantive operating metrics in addition to obtaining the contract. Sales commissions that are solely associated with obtaining a contract are capitalized when the amortization period would be one-year or greater; which primarily occurs in sales commissions paid on our managed services contracts. Capitalized sales commissions are amortized over the period they are expected to contribute directly or indirectly to future cash flows. Sales commissions paid on new managed services arrangements are amortized over a period that includes anticipated renewals while sales commissions paid on renewal services are amortized over the contract period. The Company may incur costs to fulfill a contract associated with our professional services, public cloud or managed services, including, but not limited to, turn-up services, purchasing support service contracts, public cloud reserved instances and software licenses. These costs are initially deferred as prepaid expenses or other assets and expensed over the period that services are being provided. Cash and Cash Equivalents The Company considers all highly liquid investments purchased with an original maturity of less than three months at the date of purchase to be cash equivalents. The Company’s cash management program utilizes zero balance accounts and overnight money market investments. The Company does not have any compensating balance requirements. Accounts Receivable Accounts receivable are carried at the original invoice amount less a provision for sales returns and credit losses. Management determines the provision for credit losses by reviewing all outstanding amounts to identify troubled accounts, using historical experience applied to the aging of accounts, and considering current economic conditions that may affect a customer’s ability to pay. Accounts receivable are written off when deemed uncollectible. Recoveries of accounts receivable previously written off are recorded when received. Accounts receivable are generally due within 30 days of the date of the invoice and typically do not bear interest. Any interest income received on accounts receivable is recorded as received or when collectability is reasonably assured. Unbilled Accounts Receivable Unbilled accounts receivable represent the revenue that has been earned but not yet billed to the customer as of the balance sheet date, less a provision for credit losses. Unbilled accounts receivable typically are comprised of receivables for hardware and software products delivered but not yet invoiced as a result of bill in full provisions, software sold to clients on an installment basis, support service contract sales that are being billed over the contract term to customers, and revenue on professional service contracts in which revenue has been recognized but invoicing milestones have not yet been achieved. Management determines the provision for credit losses by reviewing unbilled amounts to identify troubled accounts, using historical experience and considering economic conditions that may affect a customer’s ability to pay. Unbilled receivables are written off when deemed uncollectible. Inventory The Company's inventory primarily consists of finished goods valued at the lower of cost or market, with cost determined on the first-in, first-out method (“FIFO”). The Company decreases the value of inventory when evidence exists that the net realizable value of inventory is lower than its cost, based upon an aging analysis of the inventory on hand, specifically known inventory-related risks, and assumptions about future demand and market conditions. Property and Equipment Property and equipment are stated at cost less accumulated depreciation, with the exception that property and equipment acquired in an acquisition are recorded at estimated fair value on the date of the acquisition. Depreciation is computed using the straight-line method over the estimated useful lives of the assets. Estimated useful lives of three to seven years are used for equipment, software and furniture and fixtures. Depreciation and amortization of leasehold improvements are computed using the shorter of the estimated useful life or the remaining lease term. Depreciation of certain equipment, software, and other property utilized directly in product revenue generation is recorded in cost of product revenue in the Company’s consolidated statements of operations. Similarly, depreciation expense associated with equipment and software directly utilized in support of cloud and managed services contracts is included in cost of service revenue within the Company’s consolidated statements of operations. All other depreciation and amortization are recorded in depreciation and amortization within operating expenses in the Company’s consolidated statements of operations. Debt Issuance Costs Debt issuance costs arising from the Company’s borrowings and credit agreements are amortized using the effective interest rate method over the term of the related debt financing. Debt issuance costs associated with non-revolving credit facilities are presented on a net basis along with the associated debt obligation in the consolidated balance sheets. Debt issuance costs associated with revolving credit facilities are presented net of accumulated amortization within other assets in the consolidated balance sheets. Impairment of Long-lived Assets The Company reviews its long-lived assets for impairment whenever events or circumstances indicate that the carrying amount of an asset or asset group may not be recoverable. Recoverability of long-lived assets is measured by a comparison of the carrying amount of the asset or asset group to the future undiscounted net cash flows expected to be generated by that asset or asset group. If such asset(s) are considered to be impaired, the impairment loss is measured as the amount by which the carrying amount of the asset(s) exceeds their estimated fair value. Assets to be disposed of are reported at the lower of the carrying amount or fair value, less cost to sell. Identifiable Intangible Assets Finite-lived intangible assets such as customer relationships assets, developed technology, trade names, and non-compete agreements are amortized over their estimated useful lives, generally on a straight-line basis. Finite-lived intangible assets are reviewed for impairment or obsolescence whenever events or circumstances indicate that the carrying amount of the asset may not be recoverable. Recoverability of intangible assets is measured by a comparison of the carrying amount of the asset to the future undiscounted net cash flows expected to be generated by that asset. If the asset is considered to be impaired, the impairment loss is measured as the amount by which the carrying amount of the asset exceeds the estimated fair value. Goodwill and Other Indefinite-lived Intangibles The Company records goodwill when the purchase price of a business acquisition exceeds the estimated fair value of net identified tangible and intangible assets acquired. Goodwill is assigned to a reporting unit on the acquisition date and assessed for impairment at least annually, or more frequently when events or changes in circumstances indicate that the fair value of a reporting unit has more likely than not declined below its carrying value. In accordance with ASC Topic 805, Business Combinations , if, at the time of issuance of any consolidated financial statements, the Company has not yet finalized the acquisition method of accounting and calculation of goodwill, the corresponding consolidated financial statements are prepared using provisional amounts. Upon finalizing the acquisition method of accounting, the Company applies any adjustments to the provisional amounts in the period in which the adjustments are determined. The Company assesses goodwill for impairment at least annually on March 31 of each year for each reporting unit. To perform its impairment assessment, the Company compares the fair value of our reporting unit with its carrying amount. If our carrying amount exceeds our fair value, an impairment charge would be recognized for the difference. When the fair value of our reporting unit exceeds the carrying amount, no impairment is recognized. As of March 31, 2019, our estimated fair value exceeded our carrying value by approximately 94.8% . Our fair value was calculated based on our total market capitalization on March 31, 2019. On a qualitative basis, no economic, industry or our company-specific indicators were noted which would have led us to believe that it is more likely than not that goodwill was impaired since March 31, 2019. Similar to goodwill, indefinite-lived intangible assets o |
Revenue Recognition
Revenue Recognition | 12 Months Ended |
Jun. 30, 2019 | |
Revenue from Contract with Customer [Abstract] | |
Revenue Recognition | Revenue Recognition Contract Assets and Liabilities Contract assets consist of revenue recognized in excess of the amount the Company has invoiced a customer. Contract assets primarily relate to the Company's current and long-term unbilled receivables. As of June 30, 2019 and 2018 , the current unbilled receivables balance was $205.3 million and $171.5 million , respectively. As of June 30, 2019 and 2018 , the long-term unbilled receivables balance was $77.2 million and $28.3 million , respectively, and is presented within other assets on the consolidated balance sheet. Contract liabilities consist of payments received from customers, or such consideration that is contractually due, in advance of transferring goods or services. Contract liabilities primarily relate to the Company's current and long-term unearned revenue. As of June 30, 2019 and 2018 , the current unearned revenue balance was $70.5 million and $73.0 million , respectively. As of June 30, 2019 and 2018 , the long-term unearned revenue balance was $13.5 million and $3.8 million , respectively. During the fiscal year ended June 30, 2019 , the Company recognized $57.9 million of revenue related to its contract liabilities. Unsatisfied Performance Obligations For contracts greater than one year, the table below discloses the aggregate amount of the transaction price allocated to performance obligations that are unsatisfied (or partially unsatisfied) as of June 30, 2019 and when the Company expects to recognize this revenue, by fiscal year. These performance obligations primarily relate to managed service and public cloud contracts. (in millions) Years ending June 30, 2020 $ 150.6 2021 109.6 2022 48.1 2023 7.0 2024 3.0 2025 and thereafter 0.3 Total $ 318.6 Disaggregation of revenue Refer to Note 21 for additional information detailing disaggregation of revenue for the fiscal years ended June 30, 2019 , 2018 and 2017 |
Acquisitions
Acquisitions | 12 Months Ended |
Jun. 30, 2019 | |
Business Combinations [Abstract] | |
Acquisitions | Acquisitions Red Sky Solutions, LLC On April 3, 2018, the Company completed the acquisition (“Red Sky Acquisition”) of all of the issued and outstanding units of Red Sky Solutions, LLC in exchange for $36.6 million paid in cash and approximately $4.1 million paid in 269,287 restricted shares of the Company’s common stock. Subsequent to the purchase date, the Company collected $0.2 million from escrow. As part of the Red Sky Acquisition, certain employees of Red Sky are eligible to obtain an earnout bonus based on a target EBITDA, subject to continued employment based upon performance in each of the first two years after acquisition. Expense for this earnout is recorded in transaction costs, presented in the consolidated statement of operations. The acquisition expanded our geographic footprint in the southwestern United States. In July 2019, the Company paid $17.0 million related to the first year earnout bonus based on the performance of the Red Sky business through April 3, 2019. In accordance with the acquisition method, the acquired assets and assumed liabilities of the Red Sky business have been recognized at fair value as of April 3, 2018. The fair value of the acquired tangible assets and liabilities of Red Sky were determined to be consistent with their book value as of the date of the transaction. The fair values assigned to intangible assets were determined through use of a combination of the income, market and costs methods. The goodwill recognized from the transaction is primarily associated with Red Sky’s specialized and technical workforce. The acquisition of Red Sky was a taxable transaction and as a result, the goodwill and acquired intangible assets are deductible for income tax purposes. The Company incurred $0.4 million of acquisition related costs during the fiscal year ended June 30, 2018 associated with the Red Sky Acquisition, which are presented as part of transaction costs in the consolidated statements of operations. The following table summarizes the purchase price allocation for the Red Sky Acquisition (in millions): Computation of purchase price: Cash paid to sellers $ 36.6 Receivable collected from escrow (0.2 ) Fair value of equity consideration 4.1 Total consideration $ 40.5 Allocation of purchase price: Fair value of assets acquired Cash $ 3.0 Accounts receivable 7.2 Unbilled accounts receivable 0.3 Inventory 0.2 Prepaid expenses and other current assets 1.3 Property and equipment 1.7 Goodwill 19.6 Identifiable intangible assets 18.5 Fair value of liabilities assumed Accounts payable - trade (8.5 ) Accrued expenses and other current liabilities (2.8 ) Total net assets acquired $ 40.5 Emergent Networks, LLC On August 31, 2017, the Company completed the acquisition of all of the issued and outstanding units of Emergent Networks, LLC (“Emergent”) for total consideration of approximately $9.3 million . The acquisition of Emergent expanded our geographic footprint in Minnesota. The Company incurred $0.1 million of acquisition related costs during the fiscal year ended June 30, 2018 associated with the acquisition of Emergent, which are presented as part of transaction costs in the consolidated statements of operations. In connection with this acquisition, the Company recognized $4.3 million of identifiable intangible assets and $2.6 million of goodwill. In January 2019, the Company paid $2.0 million |
Accounts and Unbilled Receivabl
Accounts and Unbilled Receivables | 12 Months Ended |
Jun. 30, 2019 | |
Receivables [Abstract] | |
Accounts and Unbilled Receivables | Accounts and Unbilled Receivables Accounts receivable consisted of the following (in millions): June 30, 2019 June 30, 2018 (as adjusted) Gross accounts receivable $ 684.1 $ 616.4 Provision for sales returns and credit losses (9.5 ) (7.7 ) Total accounts receivable, net $ 674.6 $ 608.7 Unbilled receivables consisted of the following (in millions): June 30, 2019 June 30, 2018 (as adjusted) Gross unbilled accounts receivable $ 205.6 $ 171.8 Provision for sales returns and credit losses (0.3 ) (0.3 ) Total unbilled accounts receivable, net $ 205.3 $ 171.5 |
Prepaid Expenses and Other Curr
Prepaid Expenses and Other Current Assets | 12 Months Ended |
Jun. 30, 2019 | |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | |
Prepaid Expenses and Other Current Assets | Prepaid Expense and Other Current Assets Prepaid expenses and other current assets consisted of the following (in millions): June 30, 2019 June 30, 2018 (as adjusted) Deferred product costs 18.3 29.5 Partner incentive program receivable 25.5 32.7 Prepaid professional services 34.8 25.8 Prepaid reserved instances 22.6 2.0 Prepaid income taxes 5.3 4.9 Other prepaid expenses and current assets 16.6 17.6 Total prepaid expenses and other current assets $ 123.1 $ 112.5 |
Financing Receivables and Opera
Financing Receivables and Operating Leases | 12 Months Ended |
Jun. 30, 2019 | |
Leases [Abstract] | |
Financing Receivables and Operating Leases | Financing Receivables and Operating Leases The Company records the lease receivables related to discounted sales-type or direct financing leases as financing receivables, and the related liability resulting from discounting customer payment streams as discounted financing receivables, in the Company’s consolidated balance sheets. Discounted customer payment streams are typically collateralized by a security interest in the underlying assets being leased. At June 30, 2019 and 2018 , the interest rates on discounted leases ranged from 0.0% to 9.0% and 0.0% to 10.0% , respectively. Financing receivables – The assets and related liabilities for discounted and not discounted sales-type and direct financing leases to financial institutions were as follows (in millions): June 30, 2019 Discounted to financial institutions Not discounted to financial institutions Total Minimum lease payments $ 243.2 $ 3.0 $ 246.2 Estimated net residual values — 5.9 5.9 Unearned income (14.3 ) (0.8 ) (15.1 ) Provision for credit losses — (0.3 ) (0.3 ) Total, net $ 228.9 $ 7.8 $ 236.7 Reported as: Current $ 95.1 $ 1.3 $ 96.4 Long-term 133.8 6.5 140.3 Total, net $ 228.9 $ 7.8 $ 236.7 Discounted financing receivables: Nonrecourse $ 223.5 $ — $ 223.5 Recourse — — — Total $ 223.5 $ — $ 223.5 Reported as: Current $ 93.3 $ — $ 93.3 Long-term 130.2 — 130.2 Total, net $ 223.5 $ — $ 223.5 June 30, 2018 Discounted to financial institutions Not discounted to financial institutions Total Minimum lease payments $ 207.5 $ 2.7 $ 210.2 Estimated net residual values — 7.6 7.6 Unearned income (11.4 ) (0.9 ) (12.3 ) Provision for credit losses — (0.4 ) (0.4 ) Total, net $ 196.1 $ 9.0 $ 205.1 Reported as: Current $ 85.4 $ 2.9 $ 88.3 Long-term 110.7 6.1 116.8 Total, net $ 196.1 $ 9.0 $ 205.1 Discounted financing receivables: Nonrecourse $ 192.6 $ — $ 192.6 Recourse — — — Total $ 192.6 $ — $ 192.6 Reported as: Current $ 84.5 $ — $ 84.5 Long-term 108.1 — 108.1 Total, net $ 192.6 $ — $ 192.6 The discounted financing receivables associated with sales-type and direct financing type leases are presented in the consolidated balance sheets together with the discounted financing receivables associated with operating leases, which is discussed below. Minimum lease payments for discounted and non-discounted sales-type and direct financing leases were as follows (in millions): Years ending June 30, Discounted to financial institutions Not discounted to financial institutions Total 2020 $ 102.9 $ 0.7 $ 103.6 2021 76.3 0.8 77.1 2022 40.5 1.3 41.8 2023 18.4 0.1 18.5 2024 5.1 0.1 5.2 2025 and thereafter — — — Total $ 243.2 $ 3.0 $ 246.2 Operating leases – Equipment under operating leases and accumulated depreciation presented within other assets in the consolidated balance sheets was as follows (in millions): June 30, 2019 June 30, 2018 Equipment under operating leases $ 2.9 $ 3.4 Accumulated depreciation (1.1 ) (1.9 ) Total equipment under operating leases, net $ 1.8 $ 1.5 Depreciation and amortization expense associated with equipment under operating leases that is included in cost of product revenue within the Company’s consolidated statements of operations was $1.2 million for the fiscal year ended June 30, 2019 , $1.4 million for the fiscal year ended June 30, 2018 and $1.7 million for the fiscal year ended June 30, 2017 . The minimum lease payments related to operating leases discounted or non-discounted were as follows (in millions): Years ending June 30, Discounted to financial institutions Not discounted to financial institutions Total 2020 $ 0.8 $ — $ 0.8 2021 0.4 — 0.4 2022 0.3 — 0.3 2023 0.1 — 0.1 2024 — — — 2025 and thereafter — — — Total $ 1.6 $ — $ 1.6 Liabilities for discounted operating leases was as follows (in millions): June 30, 2019 June 30, 2018 Discounted operating leases: Current $ 0.6 $ 0.7 Noncurrent 1.0 0.5 Total $ 1.6 $ 1.2 |
Property and Equipment
Property and Equipment | 12 Months Ended |
Jun. 30, 2019 | |
Property, Plant and Equipment [Abstract] | |
Property and Equipment | Property and Equipment Property and equipment and accumulated depreciation and amortization was as follows (in millions): Estimated useful lives June 30, 2019 June 30, 2018 Furniture and fixtures 3 to 7 years $ 7.9 $ 8.4 Equipment 3 to 7 years 31.6 28.5 Software 3 to 5 years 27.2 24.4 Leasehold improvements Life of lease 17.8 16.4 Total property and equipment 84.5 77.7 Accumulated depreciation and amortization (48.1 ) (41.8 ) Total property and equipment, net $ 36.4 $ 35.9 Depreciation and amortization associated with property and equipment that is included in depreciation and amortization within the Company’s consolidated statement of operations was $11.1 million for the fiscal year ended June 30, 2019 , $9.3 million for the fiscal year ended June 30, 2018 and $8.2 million for the fiscal year ended June 30, 2017 . Depreciation and amortization expense associated with property and equipment directly utilized in support of managed services and managed cloud contracts that is included in cost of service revenue within the Company’s consolidated statement of operations was $3.4 million for the fiscal year ended June 30, 2019 , $4.4 million for the fiscal year ended June 30, 2018 and $3.7 million for the fiscal year ended June 30, 2017 . |
Goodwill and Identifiable Intan
Goodwill and Identifiable Intangible Assets | 12 Months Ended |
Jun. 30, 2019 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and Identifiable Intangible Assets | Goodwill and Identifiable Intangible Assets Goodwill Goodwill consisted of the following (in millions): Gross carrying value Accumulated impairment charges Total, net Balance, June 30, 2017 781.5 — 781.5 Acquisitions 22.2 — 22.2 Impairment charges — — — Balance, June 30, 2018 803.7 — 803.7 Acquisitions — — — Impairment charges — — — Balance, June 30, 2019 $ 803.7 $ — $ 803.7 For the fiscal year ended June 30, 2018, goodwill increased by $22.2 million in connection with new acquisitions, of which $19.6 million was associated with the Red Sky Acquisition and $2.6 million was associated with the acquisition of Emergent. No acquisitions were made during the fiscal year ended June 30, 2019. The Company performed an impairment assessment as of March 31 of each year to determine whether it was more likely than not that the fair value of the Company’s reporting unit was less than its carrying amount. Based on the results of these assessments, the Company determined that it was not more likely than not that the fair value of the reporting unit was less than its carrying amount. As a result, the Company concluded that no impairment of its goodwill existed at those dates and, accordingly, no impairment losses have been recorded during any of the periods presented. Identifiable Intangible Assets Identifiable intangible assets consisted of the following (in millions): June 30, 2019 Range of life Gross amount Accumulated Total, net Finite-lived intangible assets: Customer relationships 5 – 10 $ 724.2 $ (304.9 ) $ 419.3 Developed technology 5 3.6 (3.0 ) 0.6 Trade names 2 1.3 (1.1 ) 0.2 Indefinite-lived intangible assets: Trade names Indefinite 205.0 — 205.0 Total intangible assets $ 934.1 $ (309.0 ) $ 625.1 June 30, 2018 Range of life Gross amount Accumulated Total, net Finite-lived intangible assets: Customer relationships 5 – 10 $ 724.2 $ (231.4 ) $ 492.8 Developed technology 5 3.6 (2.3 ) 1.3 Trade names 2 1.8 (0.6 ) 1.2 Indefinite-lived intangible assets: Trade names Indefinite 205.0 — 205.0 Total intangible assets $ 934.6 $ (234.3 ) $ 700.3 Amortization associated with intangible assets was $75.2 million for the fiscal year ended June 30, 2019 , $74.4 million for the fiscal year ended June 30, 2018 and $73.6 million for the fiscal year ended June 30, 2017 . The weighted-average remaining useful life of the finite-lived intangible assets was 5.6 years as of June 30, 2019 . The Company performed an impairment assessment as of March 31 of each year on the indefinite-lived trade names to determine whether it was more likely than not that the fair value of the trade names was less than their carrying amounts. Based on the results of these assessments, the Company determined that it was not more likely than not that the fair value of its trade names was less than their carrying amount. As a result, the Company concluded that no impairment of its trade names existed at those dates. The Company did not identify or record any impairment losses related to its trade names during any of the periods presented. Based on the finite-lived intangible assets recorded at June 30, 2019 , the annual amortization expense is expected to be as follows (in millions): Years ending June 30, 2020 $ 74.2 2021 73.7 2022 73.5 2023 72.8 2024 72.8 2025 and thereafter 53.1 Total $ 420.1 |
Accounts Payable - Floor Plan
Accounts Payable - Floor Plan | 12 Months Ended |
Jun. 30, 2019 | |
Line of Credit Facility [Abstract] | |
Accounts Payable - Floor Plan | Accounts Payable - Floor Plan The accounts payable – floor plan balances on the consolidated balance sheets relate to an agreement with a financial institution that provides an indirect wholly-owned subsidiary of the Company with funding for discretionary inventory purchases from approved vendors. Payables are due within 90 days and are non-interest bearing provided they are paid when due. In accordance with the agreement, the financial institution has been granted a senior security interest in the indirect wholly-owned subsidiary’s inventory purchased under the agreement and accounts receivable arising from the sale thereof. Payments on the facility are guaranteed by Presidio LLC and subsidiaries. As of June 30, 2019 , the aggregate availability for purchases under the floor plan is the lesser of $325.0 million or the liquidation value of the pledged assets. The balances outstanding under the accounts payable – floor plan facility were $212.7 million and $210.6 million as of June 30, 2019 and 2018 , respectively. Long-term debt consisted of the following (in millions): June 30, 2019 June 30, 2018 Revolving credit facility $ — $ — Receivable securitization facility — — Term loan facility, due February 2024 746.6 686.6 Total long-term debt 746.6 686.6 Unamortized debt issuance costs (12.8 ) (15.4 ) Total long-term debt, net of debt issuance costs $ 733.8 $ 671.2 Reported as: Current $ — $ — Long-term 733.8 671.2 Total long-term debt, net of debt issuance costs $ 733.8 $ 671.2 Credit Facilities On February 2, 2015, Presidio LLC and PNS (the “Borrowers”), two wholly-owned subsidiaries of the Company, entered into a senior secured credit facility (the “Credit Agreement”) which provided a $600.0 million term loan (“Term Loan”) with a seven year maturity and a $50.0 million revolving credit facility (“Revolver”) with a five year maturity. On January 19, 2017, the Borrowers entered into Incremental Assumption Agreement and Amendment No. 4 (the “January 2017 Amendment”) to, among other things, lower the applicable margin for all term loans outstanding under the Credit Agreement to 3.50% in the case of LIBOR rate borrowings and 2.50% in the case of base rate borrowings. In addition, the January 2017 Amendment provided that from and after the date that Presidio Holdings delivers a certificate to the administrative agent certifying that (i) a qualifying initial public offering has occurred and (ii) as of the date of such certificate, the net total leverage ratio, calculated on a pro forma basis, is less than 4.00 to 1.00 , the applicable margin for term loans outstanding under the Credit Agreement would be reduced by an additional 0.25% . In addition, the January 2017 Amendment reset the amortization payments at a rate of 1.00% per annum, payable quarterly on the principal amount of term loans outstanding as of the date of the January 2017 Amendment, which principal amount was $703.6 million . On January 5, 2018, the Borrowers entered into an Incremental Assumption Agreement and Amendment No. 6 (the “Sixth Amendment” or the “January 2018 Amendment”) amending the Credit Agreement, by and among the Borrowers, the guarantors party thereto, the lenders party thereto and Credit Suisse AG, Cayman Islands Branch, as administrative agent. Pursuant to the Sixth Amendment, the Borrowers (i) refinanced all $576.6 million in aggregate principal amount of term loans outstanding under the Credit Agreement (the “Existing Term Loans”) and (ii) borrowed $140.0 million in aggregate principal amount of incremental term loans, in each case with new term loans (the “New Term Loans”) under the Credit Agreement. The New Term Loans have an interest rate of LIBOR plus 2.75% (with a LIBOR floor of 1.0% ) or base rate plus 1.75% (reduced from the interest rates of LIBOR plus 3.25% or base rate plus 2.25% applicable to the Existing Term Loans), and a maturity date of February 2, 2024 ( two years longer than the maturity date of the Existing Term Loans). The New Term Loans were issued at a price equal to 99.75% of their face value. On September 13, 2018, the Borrowers entered into an Incremental Assumption Agreement and Amendment No. 7 (the “Seventh Amendment”) amending the Credit Agreement. Pursuant to the Seventh Amendment, the Borrowers borrowed $160.0 million in aggregate principal amount of incremental term loans (the “Incremental Term Loans”) under the Credit Agreement. The Seventh Amendment established that the Incremental Term Loans with terms substantially identical to the existing term loans outstanding under the Credit Agreement (except with respect to issue price). The net proceeds received by the Company from the issuance of the Incremental Term Loans were $158.1 million and such proceeds were used to fund the Repurchase. The Incremental Term Loans have an interest rate of LIBOR plus 2.75% (with a LIBOR floor of 1.00% ) or base rate plus 1.75% , and a maturity date of February 2, 2024. On March 29, 2019, the Borrowers entered into an Incremental Assumption Agreement and Amendment No. 8 (the “Eighth Amendment”) amending the Credit Agreement. Pursuant to the Eighth Amendment, the Borrowers $50.0 million of existing revolving facility commitments (the “Existing Revolving Facility Commitments”) were replaced with $50.0 million of new revolving facility commitments (the “New Revolving Facility Commitments”), having substantially similar terms as the Existing Revolving Facility Commitments, except with respect to the interest rate and maturity date. The interest rate applicable to the New Revolving Facility Commitments was reduced to 2.75% from 4.25% in the case of LIBOR loans, and 1.75% from 3.25% in the case of base rate loans. The New Revolving Facility Commitments will mature on August 2, 2023, approximately 3.5 years later than the February 2, 2020 maturity date that was applicable to the Existing Revolving Facility Commitments. In accordance with the terms of the Credit Agreement, the Borrowers may request one or more incremental term loan facilities and/or increase commitments under the Revolver in an aggregate amount of up to the sum of $125.0 million plus additional amounts so long as, (i) in the case of loans under additional credit facilities secured by liens (other than to the extent such liens are expressly subordinated in writing to the liens on the collateral securing the Credit Agreement), the consolidated net first lien secured leverage ratio would be no greater than 3.75 to 1.00 and (ii) in the case of loans under additional credit facilities that would not be included in the computation of the consolidated net first lien secured leverage ratio, the consolidated net secured leverage ratio would be no greater than 4.25 to 1.00 , subject to certain conditions and receipt of commitments by existing or additional lenders. The Borrowers may voluntarily repay outstanding loans under the Credit Agreement at any time without prepayment premium or penalty except in connection with a repricing event, subject to customary “breakage” costs with respect to LIBOR rate loans. All obligations under the Credit Agreement are unconditionally guaranteed by Presidio Holdings and each of its existing and future direct and indirect, wholly-owned domestic subsidiaries, subject to certain exceptions. The obligations are secured by substantially all assets of the Borrowers and each guarantor, including capital stock of the Borrowers and subsidiary guarantors, in each case subject to certain exceptions. The Credit Agreement is subject to an intercreditor agreement with the accounts payable – floor plan that provides that certain security interests in assets securing the Credit Agreement shall be subordinate to the security interests on the collateral securing the obligations under the accounts payable – floor plan described in Note 9. The Credit Agreement contains certain customary affirmative covenants, negative covenants and events of default. The negative covenants in the Credit Agreement include, among other things, limitations (subject in each case to exceptions) on the ability of the Borrowers, the guarantors and their restricted subsidiaries to: • incur additional debt or issue certain preferred shares; • create liens on certain assets; • make certain loans or investments (including acquisitions); • pay dividends on or make distributions in respect of capital stock or make other restricted payments; • consolidate, merge, sell or otherwise dispose of all or substantially all of their assets; • sell assets; • enter into certain transactions with affiliates; • enter into sale-leaseback transactions; • change lines of business; • restrict dividends from their subsidiaries or restrict liens; • change their fiscal year; and • modify the terms of certain debt or organizational agreements. Term Loan – Borrowings under the Term Loan bear interest at a rate equal to, at the Borrowers’ option, either: (a) the LIBOR rate determined by reference to the cost of funds for Eurodollar deposits for the interest period relevant to such borrowing, adjusted for certain additional costs, subject to a 1.00% floor in the case of term loans, plus an applicable margin; or (b) the base rate determined by reference to the highest of: (i) the federal funds rate plus 0.50% , (ii) the prime rate, or (iii) one-month adjusted LIBOR plus 1.00% ; plus an applicable margin. The applicable margin for term loans is 2.75% in the case of LIBOR rate borrowings and 1.75% in the case of base rate borrowings as of June 30, 2019. The Credit Agreement requires the Borrowers to prepay outstanding term loan borrowings, subject to certain exceptions, with: • 75% (which percentage will be reduced to 50% if the consolidated net first lien secured leverage ratio is less than or equal to 3.00 to 1.00 , reduced to 25% if the consolidated net first lien secured leverage ratio is less than or equal to 2.50 to 1.00 , and reduced to 0% if the consolidated net first lien secured leverage ratio is less than or equal to 2.00 to 1.00 ) of the Borrowers’ annual excess cash flow, as defined under the Credit Agreement; • 100% of the net cash proceeds of all non-ordinary course asset sales, other dispositions of property or certain casualty events, in each case subject to certain exceptions and provided that the Company may (a) reinvest within 12 months or (b) commit to reinvest those proceeds within 12 months and so reinvest such proceeds within 18 months in assets to be used in the business, or certain other permitted investments; and • 100% of the net cash proceeds of any issuance or incurrence of debt, other than proceeds from debt permitted under the Credit Agreement. For the fiscal year ended June 30, 2019, there is an additional $7.4 million required payment based on the Borrowers’ calculation of the annual excess cash flow, which will be paid during the three months ended September 30, 2019. The Term Loan was originally a $600.0 million term loan with a seven year maturity of February 2, 2022. The borrowing was issued at 97.0% of par, resulting in an original issue discount of $18.0 million . The Company incurred $15.0 million of deferred financing costs associated with the original term loan, resulting in total deferred issuance costs of $33.0 million . The $140.0 million borrowing entered into pursuant to the May 2016 Amendment was issued at 99.5% of par, resulting in $0.7 million of original issue discount. In accordance with debt modification accounting, the Company recorded an additional $0.1 million in deferred issuance costs associated with the amendment. In association with the January 2018 Amendment, the Company incurred $2.9 million in professional fees which are presented within transaction costs on the Company's consolidated statement of operations and capitalized $2.4 million of debt issuance costs, inclusive of original issuance discount, presented on a net basis along with the associated debt obligations on the Company's consolidated balance sheet. In association with the September 2018 Amendment, the Company capitalized $2.2 million of debt issuance costs, inclusive of original issuance discount, presented on a net basis along with the associated debt obligations on the Company's consolidated balance sheet. The Company has made $100.0 million in aggregate voluntary prepayments of term loans under the Credit Agreement during the fiscal year ended June 30, 2019 , resulting in $2.1 million loss on extinguishment of debt reflected in the Company’s consolidated statement of operations associated with the write-off of debt issuance costs. Revolver – The Revolver provides a $50.0 million revolving credit facility with a $25.0 million sublimit available for letters of credit and a swingline loan sub facility maturing August 2, 2023. Borrowings under the Revolver bear interest at a rate equal to, at the Borrowers’ option, either: (a) the LIBOR rate determined by reference to the cost of funds for Eurodollar deposits for the interest period relevant to such borrowing, adjusted for certain additional costs, subject to a 1.00% floor in the case of term loans; or (b) the base rate determined by reference to the highest of: (i) the federal funds rate plus 0.50% , (ii) the prime rate, or (iii) one-month adjusted LIBOR plus 1.00% , plus an applicable margin. The applicable margin for revolving loans as of June 30, 2019 is 2.75% in the case of LIBOR rate borrowings and 1.75% in the case of base rate borrowings (with margins for revolving loans subject to certain reductions based on a net first lien leverage ratio). In addition to paying interest on the outstanding principal under the Revolver, the Borrowers are required to pay a commitment fee equal to 0.50% (subject to a step-down to 0.375% based on achievement of a specified net first lien leverage ratio) in respect of the unutilized commitments under the facility. The Borrowers are also required to pay customary agency fees as well as letter of credit participation fees computed at a rate per annum equal to the applicable margin for LIBOR rate borrowings on the dollar equivalent of the daily stated amount of outstanding letters of credit, plus such letter of credit issuer’s customary documentary and processing fees and charges and customary fronting fees. All borrowings under the Revolver are subject to the satisfaction of customary conditions, including the absence of a default and the accuracy of representations and warranties. The Revolver requires that Presidio Holdings, after an initial grace period and subject to a testing threshold, comply on a quarterly basis with a maximum first lien net senior secured leverage ratio. The testing threshold is met if, at the end of any applicable fiscal quarter, the sum of outstanding exposure under the Revolver exceeds 30% of the outstanding commitments under the revolving credit facility at such time. In conjunction with entering into the Credit Agreement, the Company incurred $1.3 million in deferred financing costs associated with the Revolver. As of June 30, 2019 and 2018 , there were no outstanding borrowings on the Revolver and there were $ 1.4 million and $1.8 million in letters of credit outstanding, respectively. The Company is in compliance with the covenants and had $ 48.6 million and $48.2 million available for borrowings under the facility as of June 30, 2019 and 2018 , respectively. Senior and Senior Subordinated Notes In conjunction with the Presidio Acquisition, on February 2, 2015, Presidio Holdings issued a series of senior notes (“Senior Notes”) in an aggregate principal amount of $250.0 million , and a series of senior subordinated notes (“Senior Subordinated Notes”) in an aggregate amount of $150.0 million (collectively referred to as the “Notes”), each of which were to mature on February 15, 2023. On February 15, 2017, the Company entered into a senior subordinated notes purchase agreement with Deutsche Bank AG, who was the holder of 100% of the remaining $111.8 million of outstanding Senior Subordinated Notes, pursuant to which the Company agreed to use the net proceeds of the IPO to repurchase, and Deutsche Bank AG agreed to sell, all of the outstanding Senior Subordinated Notes at the Senior Subordinated Notes Repurchase Price as defined in the indenture. On March 15, 2017 (the “Repurchase Date”), the Company used proceeds from the initial public offering, together with cash on hand, to repurchase and cancel the $111.8 million in aggregate principal amount of outstanding 10.25% Senior Subordinated Notes at a repurchase price equal to 110.25% of the principal amount, plus accrued and unpaid interest to, but excluding, the Repurchase Date. In connection with the cancellation, the Company satisfied and discharged its obligations under the indenture. As a result of the repurchase and cancellation of the Senior Subordinated Notes, the Company recorded a $13.5 million loss on extinguishment of debt which includes the repurchase premium of $11.5 million and the write-off of $2.0 million of related debt issuance costs. On February 17, 2017, the Company provided notice to the trustee of the Senior Notes that on March 20, 2017 (the “Redemption Date”), the Company intended to redeem up to $97.5 million in aggregate principal amount of its 10.25% Senior Notes, subject to the satisfaction or waiver of certain conditions. Pursuant to the IPO, such conditions were satisfied and so on March 20, 2017, $97.5 million in aggregate principal amount of the Senior Notes were redeemed at a redemption price equal to 110.25% of the principal amount of the Senior Notes being redeemed, plus accrued and unpaid interest to, but excluding, the Redemption Date. As a result of the redemption of the $97.5 million in aggregate principal amount of Senior Notes, the Company recorded a $11.8 million loss on extinguishment of debt which includes the redemption premium of $10.0 million and the write-off of $1.8 million of related debt issuance costs. Proceeds from the New Term Loans obtained pursuant to the January 2018 Amendment noted above were used to (i) refinance all of the Existing Term Loans, (ii) redeem all of the $125.0 million remaining outstanding Senior Notes in accordance with the optional redemption provisions contained in the indenture governing the Senior Notes and (iii) pay the redemption premium on the Senior Notes, accrued and unpaid interest, and other fees and expenses payable in connection with the foregoing. In connection with the redemption of the Senior Notes, the Company recorded a loss on extinguishment of debt of $12.6 million , of which $1.9 million related to write-offs of unamortized debt issuance costs. Receivables Securitization Facility The Company maintains an accounts receivable securitization facility (“Receivables Securitization Facility”) originally issued in April 2008 whereby each of PNS and Atlantix (prior to its disposal) sells its trade receivables on a continuous basis to a wholly-owned non-operating subsidiary of the Company, Presidio Capital Funding, LLC (“PCF”). PCF then grants, without recourse, a senior undivided security interest in the pooled receivables to the administrative agent of the facility, PNC Bank, while maintaining a subordinated undivided security interest in any over-collateralization of the pooled receivables. Presidio LLC services the receivables for PCF at market rates, and accordingly, no servicing asset or liability has been recorded. Upon and after the sale or contribution of the accounts receivable to PCF, such accounts receivable are assets of PCF and, as such, are not available to creditors of the Company or its other subsidiaries. The Receivables Securitization Facility provides for borrowing capacity subject to a borrowing limit that is based on eligible receivables, as defined in the securitization agreements. Interest is calculated daily but payable monthly based on a Eurodollar borrowing rate plus a utilized program fee of 1.40% . The Company also incurs a commitment fee of 0.50% or 0.40% , depending on utilization. At June 30, 2019 , the interest rate was 3.80% and the commitment fee was 0.50% . On February 8, 2016, the Receivables Securitization Facility was amended to increase the commitment amount from $200.0 million to $250.0 million . All other terms and conditions remained unchanged. The Company incurred $0.1 million in deferred financing costs associated with the February 8, 2016 amendment. Accounts receivable purchased by PCF are subject to the satisfaction of customary conditions, including the absence of a termination event and the accuracy of representations and warranties. The obligations under the Receivables Securitization Facility are secured by PCF’s right, title and interest in the pool of receivables and certain related assets. The facility requires that Presidio LLC comply with a minimum fixed charge coverage ratio of 1.0 to 1.0 if its excess liquidity, as defined in the facility, falls below $35.0 million for at least five consecutive days. The Company was in compliance with this covenant as of June 30, 2017. On November 28, 2017, the Company entered into Amendment No. 2 to the Second Amended and Restated Receivables Purchase Agreement and Reaffirmation of Performance Guaranty which, among other things, extended the maturity of the facility to November 28, 2020. The Company incurred $0.6 million in deferred financing costs associated with this amendment. As of June 30, 2019 and 2018 , respectively, there were no outstanding borrowings under the Receivables Securitization Facility. The Company had $242.6 million and $248.0 million available under the Receivables Securitization Facility based on the collateral available as of June 30, 2019 and 2018 , respectively. Debt Issuance Costs The Company amortizes original issue discount and deferred financing costs (collectively, "debt issuance costs") using the effective interest method over the life of the related debt instrument, and such amortization is included in interest expense in the consolidated statements of operations. The following table details the debt issuance costs for the periods presented (in millions): Other Assets Long-Term Debt Revolving credit facilities Term loan facility, due February 2022 Term loan facility, due February 2024 Senior Notes Senior subordinated notes Total Balance, June 30, 2016 $ 1.9 $ 26.7 $ — $ 4.6 $ 2.3 $ 35.5 Additions — — — — — — Extinguishments — (3.2 ) — (1.8 ) (2.0 ) (7.0 ) Amortization (0.8 ) (4.8 ) — (0.6 ) (0.3 ) (6.5 ) Balance, June 30, 2017 1.1 18.7 — 2.2 — 22.0 Modifications — (15.3 ) 15.3 — — — Additions 0.8 — 2.4 — — 3.2 Extinguishments — (1.4 ) (0.7 ) (1.9 ) — (4.0 ) Amortization (0.7 ) (2.0 ) (1.5 ) (0.3 ) — (4.5 ) Balance, June 30, 2018 1.2 — 15.5 — — 16.7 Additions 0.5 — 2.2 — — 2.7 Extinguishments — — (2.1 ) — — (2.1 ) Amortization (0.7 ) — (2.8 ) — — (3.5 ) Balance, June 30, 2019 $ 1.0 $ — $ 12.8 $ — $ — $ 13.8 Long-Term Debt Maturities As of June 30, 2019 , the maturities of long-term debt were as follows (in millions): Years ending June 30, 2020 $ — 2021 — 2022 — 2023 — 2024 746.6 2025 and thereafter — Total $ 746.6 |
Accrued Expenses and Other Curr
Accrued Expenses and Other Current Liabilities | 12 Months Ended |
Jun. 30, 2019 | |
Payables and Accruals [Abstract] | |
Accrued Expenses and Other Current Liabilities | Accrued Expenses and Other Current Liabilities Accrued expenses and other current liabilities consisted of the following (in millions): June 30, 2019 June 30, 2018 (as adjusted) Accrued compensation $ 59.1 $ 54.1 Accrued equipment purchases/vendor expenses 117.9 67.9 Accrued income taxes 3.2 5.1 Accrued interest 10.0 8.3 Dividend payable 3.3 — Stay, retention and earnout bonuses 19.5 5.8 Unearned revenue 70.5 73.0 Other accrued expenses and current liabilities 11.1 14.0 Total accrued expenses and other current liabilities $ 294.6 $ 228.2 |
Long-Term Debt and Credit Agree
Long-Term Debt and Credit Agreements | 12 Months Ended |
Jun. 30, 2019 | |
Debt Disclosure [Abstract] | |
Long-Term Debt and Credit Agreements | Accounts Payable - Floor Plan The accounts payable – floor plan balances on the consolidated balance sheets relate to an agreement with a financial institution that provides an indirect wholly-owned subsidiary of the Company with funding for discretionary inventory purchases from approved vendors. Payables are due within 90 days and are non-interest bearing provided they are paid when due. In accordance with the agreement, the financial institution has been granted a senior security interest in the indirect wholly-owned subsidiary’s inventory purchased under the agreement and accounts receivable arising from the sale thereof. Payments on the facility are guaranteed by Presidio LLC and subsidiaries. As of June 30, 2019 , the aggregate availability for purchases under the floor plan is the lesser of $325.0 million or the liquidation value of the pledged assets. The balances outstanding under the accounts payable – floor plan facility were $212.7 million and $210.6 million as of June 30, 2019 and 2018 , respectively. Long-term debt consisted of the following (in millions): June 30, 2019 June 30, 2018 Revolving credit facility $ — $ — Receivable securitization facility — — Term loan facility, due February 2024 746.6 686.6 Total long-term debt 746.6 686.6 Unamortized debt issuance costs (12.8 ) (15.4 ) Total long-term debt, net of debt issuance costs $ 733.8 $ 671.2 Reported as: Current $ — $ — Long-term 733.8 671.2 Total long-term debt, net of debt issuance costs $ 733.8 $ 671.2 Credit Facilities On February 2, 2015, Presidio LLC and PNS (the “Borrowers”), two wholly-owned subsidiaries of the Company, entered into a senior secured credit facility (the “Credit Agreement”) which provided a $600.0 million term loan (“Term Loan”) with a seven year maturity and a $50.0 million revolving credit facility (“Revolver”) with a five year maturity. On January 19, 2017, the Borrowers entered into Incremental Assumption Agreement and Amendment No. 4 (the “January 2017 Amendment”) to, among other things, lower the applicable margin for all term loans outstanding under the Credit Agreement to 3.50% in the case of LIBOR rate borrowings and 2.50% in the case of base rate borrowings. In addition, the January 2017 Amendment provided that from and after the date that Presidio Holdings delivers a certificate to the administrative agent certifying that (i) a qualifying initial public offering has occurred and (ii) as of the date of such certificate, the net total leverage ratio, calculated on a pro forma basis, is less than 4.00 to 1.00 , the applicable margin for term loans outstanding under the Credit Agreement would be reduced by an additional 0.25% . In addition, the January 2017 Amendment reset the amortization payments at a rate of 1.00% per annum, payable quarterly on the principal amount of term loans outstanding as of the date of the January 2017 Amendment, which principal amount was $703.6 million . On January 5, 2018, the Borrowers entered into an Incremental Assumption Agreement and Amendment No. 6 (the “Sixth Amendment” or the “January 2018 Amendment”) amending the Credit Agreement, by and among the Borrowers, the guarantors party thereto, the lenders party thereto and Credit Suisse AG, Cayman Islands Branch, as administrative agent. Pursuant to the Sixth Amendment, the Borrowers (i) refinanced all $576.6 million in aggregate principal amount of term loans outstanding under the Credit Agreement (the “Existing Term Loans”) and (ii) borrowed $140.0 million in aggregate principal amount of incremental term loans, in each case with new term loans (the “New Term Loans”) under the Credit Agreement. The New Term Loans have an interest rate of LIBOR plus 2.75% (with a LIBOR floor of 1.0% ) or base rate plus 1.75% (reduced from the interest rates of LIBOR plus 3.25% or base rate plus 2.25% applicable to the Existing Term Loans), and a maturity date of February 2, 2024 ( two years longer than the maturity date of the Existing Term Loans). The New Term Loans were issued at a price equal to 99.75% of their face value. On September 13, 2018, the Borrowers entered into an Incremental Assumption Agreement and Amendment No. 7 (the “Seventh Amendment”) amending the Credit Agreement. Pursuant to the Seventh Amendment, the Borrowers borrowed $160.0 million in aggregate principal amount of incremental term loans (the “Incremental Term Loans”) under the Credit Agreement. The Seventh Amendment established that the Incremental Term Loans with terms substantially identical to the existing term loans outstanding under the Credit Agreement (except with respect to issue price). The net proceeds received by the Company from the issuance of the Incremental Term Loans were $158.1 million and such proceeds were used to fund the Repurchase. The Incremental Term Loans have an interest rate of LIBOR plus 2.75% (with a LIBOR floor of 1.00% ) or base rate plus 1.75% , and a maturity date of February 2, 2024. On March 29, 2019, the Borrowers entered into an Incremental Assumption Agreement and Amendment No. 8 (the “Eighth Amendment”) amending the Credit Agreement. Pursuant to the Eighth Amendment, the Borrowers $50.0 million of existing revolving facility commitments (the “Existing Revolving Facility Commitments”) were replaced with $50.0 million of new revolving facility commitments (the “New Revolving Facility Commitments”), having substantially similar terms as the Existing Revolving Facility Commitments, except with respect to the interest rate and maturity date. The interest rate applicable to the New Revolving Facility Commitments was reduced to 2.75% from 4.25% in the case of LIBOR loans, and 1.75% from 3.25% in the case of base rate loans. The New Revolving Facility Commitments will mature on August 2, 2023, approximately 3.5 years later than the February 2, 2020 maturity date that was applicable to the Existing Revolving Facility Commitments. In accordance with the terms of the Credit Agreement, the Borrowers may request one or more incremental term loan facilities and/or increase commitments under the Revolver in an aggregate amount of up to the sum of $125.0 million plus additional amounts so long as, (i) in the case of loans under additional credit facilities secured by liens (other than to the extent such liens are expressly subordinated in writing to the liens on the collateral securing the Credit Agreement), the consolidated net first lien secured leverage ratio would be no greater than 3.75 to 1.00 and (ii) in the case of loans under additional credit facilities that would not be included in the computation of the consolidated net first lien secured leverage ratio, the consolidated net secured leverage ratio would be no greater than 4.25 to 1.00 , subject to certain conditions and receipt of commitments by existing or additional lenders. The Borrowers may voluntarily repay outstanding loans under the Credit Agreement at any time without prepayment premium or penalty except in connection with a repricing event, subject to customary “breakage” costs with respect to LIBOR rate loans. All obligations under the Credit Agreement are unconditionally guaranteed by Presidio Holdings and each of its existing and future direct and indirect, wholly-owned domestic subsidiaries, subject to certain exceptions. The obligations are secured by substantially all assets of the Borrowers and each guarantor, including capital stock of the Borrowers and subsidiary guarantors, in each case subject to certain exceptions. The Credit Agreement is subject to an intercreditor agreement with the accounts payable – floor plan that provides that certain security interests in assets securing the Credit Agreement shall be subordinate to the security interests on the collateral securing the obligations under the accounts payable – floor plan described in Note 9. The Credit Agreement contains certain customary affirmative covenants, negative covenants and events of default. The negative covenants in the Credit Agreement include, among other things, limitations (subject in each case to exceptions) on the ability of the Borrowers, the guarantors and their restricted subsidiaries to: • incur additional debt or issue certain preferred shares; • create liens on certain assets; • make certain loans or investments (including acquisitions); • pay dividends on or make distributions in respect of capital stock or make other restricted payments; • consolidate, merge, sell or otherwise dispose of all or substantially all of their assets; • sell assets; • enter into certain transactions with affiliates; • enter into sale-leaseback transactions; • change lines of business; • restrict dividends from their subsidiaries or restrict liens; • change their fiscal year; and • modify the terms of certain debt or organizational agreements. Term Loan – Borrowings under the Term Loan bear interest at a rate equal to, at the Borrowers’ option, either: (a) the LIBOR rate determined by reference to the cost of funds for Eurodollar deposits for the interest period relevant to such borrowing, adjusted for certain additional costs, subject to a 1.00% floor in the case of term loans, plus an applicable margin; or (b) the base rate determined by reference to the highest of: (i) the federal funds rate plus 0.50% , (ii) the prime rate, or (iii) one-month adjusted LIBOR plus 1.00% ; plus an applicable margin. The applicable margin for term loans is 2.75% in the case of LIBOR rate borrowings and 1.75% in the case of base rate borrowings as of June 30, 2019. The Credit Agreement requires the Borrowers to prepay outstanding term loan borrowings, subject to certain exceptions, with: • 75% (which percentage will be reduced to 50% if the consolidated net first lien secured leverage ratio is less than or equal to 3.00 to 1.00 , reduced to 25% if the consolidated net first lien secured leverage ratio is less than or equal to 2.50 to 1.00 , and reduced to 0% if the consolidated net first lien secured leverage ratio is less than or equal to 2.00 to 1.00 ) of the Borrowers’ annual excess cash flow, as defined under the Credit Agreement; • 100% of the net cash proceeds of all non-ordinary course asset sales, other dispositions of property or certain casualty events, in each case subject to certain exceptions and provided that the Company may (a) reinvest within 12 months or (b) commit to reinvest those proceeds within 12 months and so reinvest such proceeds within 18 months in assets to be used in the business, or certain other permitted investments; and • 100% of the net cash proceeds of any issuance or incurrence of debt, other than proceeds from debt permitted under the Credit Agreement. For the fiscal year ended June 30, 2019, there is an additional $7.4 million required payment based on the Borrowers’ calculation of the annual excess cash flow, which will be paid during the three months ended September 30, 2019. The Term Loan was originally a $600.0 million term loan with a seven year maturity of February 2, 2022. The borrowing was issued at 97.0% of par, resulting in an original issue discount of $18.0 million . The Company incurred $15.0 million of deferred financing costs associated with the original term loan, resulting in total deferred issuance costs of $33.0 million . The $140.0 million borrowing entered into pursuant to the May 2016 Amendment was issued at 99.5% of par, resulting in $0.7 million of original issue discount. In accordance with debt modification accounting, the Company recorded an additional $0.1 million in deferred issuance costs associated with the amendment. In association with the January 2018 Amendment, the Company incurred $2.9 million in professional fees which are presented within transaction costs on the Company's consolidated statement of operations and capitalized $2.4 million of debt issuance costs, inclusive of original issuance discount, presented on a net basis along with the associated debt obligations on the Company's consolidated balance sheet. In association with the September 2018 Amendment, the Company capitalized $2.2 million of debt issuance costs, inclusive of original issuance discount, presented on a net basis along with the associated debt obligations on the Company's consolidated balance sheet. The Company has made $100.0 million in aggregate voluntary prepayments of term loans under the Credit Agreement during the fiscal year ended June 30, 2019 , resulting in $2.1 million loss on extinguishment of debt reflected in the Company’s consolidated statement of operations associated with the write-off of debt issuance costs. Revolver – The Revolver provides a $50.0 million revolving credit facility with a $25.0 million sublimit available for letters of credit and a swingline loan sub facility maturing August 2, 2023. Borrowings under the Revolver bear interest at a rate equal to, at the Borrowers’ option, either: (a) the LIBOR rate determined by reference to the cost of funds for Eurodollar deposits for the interest period relevant to such borrowing, adjusted for certain additional costs, subject to a 1.00% floor in the case of term loans; or (b) the base rate determined by reference to the highest of: (i) the federal funds rate plus 0.50% , (ii) the prime rate, or (iii) one-month adjusted LIBOR plus 1.00% , plus an applicable margin. The applicable margin for revolving loans as of June 30, 2019 is 2.75% in the case of LIBOR rate borrowings and 1.75% in the case of base rate borrowings (with margins for revolving loans subject to certain reductions based on a net first lien leverage ratio). In addition to paying interest on the outstanding principal under the Revolver, the Borrowers are required to pay a commitment fee equal to 0.50% (subject to a step-down to 0.375% based on achievement of a specified net first lien leverage ratio) in respect of the unutilized commitments under the facility. The Borrowers are also required to pay customary agency fees as well as letter of credit participation fees computed at a rate per annum equal to the applicable margin for LIBOR rate borrowings on the dollar equivalent of the daily stated amount of outstanding letters of credit, plus such letter of credit issuer’s customary documentary and processing fees and charges and customary fronting fees. All borrowings under the Revolver are subject to the satisfaction of customary conditions, including the absence of a default and the accuracy of representations and warranties. The Revolver requires that Presidio Holdings, after an initial grace period and subject to a testing threshold, comply on a quarterly basis with a maximum first lien net senior secured leverage ratio. The testing threshold is met if, at the end of any applicable fiscal quarter, the sum of outstanding exposure under the Revolver exceeds 30% of the outstanding commitments under the revolving credit facility at such time. In conjunction with entering into the Credit Agreement, the Company incurred $1.3 million in deferred financing costs associated with the Revolver. As of June 30, 2019 and 2018 , there were no outstanding borrowings on the Revolver and there were $ 1.4 million and $1.8 million in letters of credit outstanding, respectively. The Company is in compliance with the covenants and had $ 48.6 million and $48.2 million available for borrowings under the facility as of June 30, 2019 and 2018 , respectively. Senior and Senior Subordinated Notes In conjunction with the Presidio Acquisition, on February 2, 2015, Presidio Holdings issued a series of senior notes (“Senior Notes”) in an aggregate principal amount of $250.0 million , and a series of senior subordinated notes (“Senior Subordinated Notes”) in an aggregate amount of $150.0 million (collectively referred to as the “Notes”), each of which were to mature on February 15, 2023. On February 15, 2017, the Company entered into a senior subordinated notes purchase agreement with Deutsche Bank AG, who was the holder of 100% of the remaining $111.8 million of outstanding Senior Subordinated Notes, pursuant to which the Company agreed to use the net proceeds of the IPO to repurchase, and Deutsche Bank AG agreed to sell, all of the outstanding Senior Subordinated Notes at the Senior Subordinated Notes Repurchase Price as defined in the indenture. On March 15, 2017 (the “Repurchase Date”), the Company used proceeds from the initial public offering, together with cash on hand, to repurchase and cancel the $111.8 million in aggregate principal amount of outstanding 10.25% Senior Subordinated Notes at a repurchase price equal to 110.25% of the principal amount, plus accrued and unpaid interest to, but excluding, the Repurchase Date. In connection with the cancellation, the Company satisfied and discharged its obligations under the indenture. As a result of the repurchase and cancellation of the Senior Subordinated Notes, the Company recorded a $13.5 million loss on extinguishment of debt which includes the repurchase premium of $11.5 million and the write-off of $2.0 million of related debt issuance costs. On February 17, 2017, the Company provided notice to the trustee of the Senior Notes that on March 20, 2017 (the “Redemption Date”), the Company intended to redeem up to $97.5 million in aggregate principal amount of its 10.25% Senior Notes, subject to the satisfaction or waiver of certain conditions. Pursuant to the IPO, such conditions were satisfied and so on March 20, 2017, $97.5 million in aggregate principal amount of the Senior Notes were redeemed at a redemption price equal to 110.25% of the principal amount of the Senior Notes being redeemed, plus accrued and unpaid interest to, but excluding, the Redemption Date. As a result of the redemption of the $97.5 million in aggregate principal amount of Senior Notes, the Company recorded a $11.8 million loss on extinguishment of debt which includes the redemption premium of $10.0 million and the write-off of $1.8 million of related debt issuance costs. Proceeds from the New Term Loans obtained pursuant to the January 2018 Amendment noted above were used to (i) refinance all of the Existing Term Loans, (ii) redeem all of the $125.0 million remaining outstanding Senior Notes in accordance with the optional redemption provisions contained in the indenture governing the Senior Notes and (iii) pay the redemption premium on the Senior Notes, accrued and unpaid interest, and other fees and expenses payable in connection with the foregoing. In connection with the redemption of the Senior Notes, the Company recorded a loss on extinguishment of debt of $12.6 million , of which $1.9 million related to write-offs of unamortized debt issuance costs. Receivables Securitization Facility The Company maintains an accounts receivable securitization facility (“Receivables Securitization Facility”) originally issued in April 2008 whereby each of PNS and Atlantix (prior to its disposal) sells its trade receivables on a continuous basis to a wholly-owned non-operating subsidiary of the Company, Presidio Capital Funding, LLC (“PCF”). PCF then grants, without recourse, a senior undivided security interest in the pooled receivables to the administrative agent of the facility, PNC Bank, while maintaining a subordinated undivided security interest in any over-collateralization of the pooled receivables. Presidio LLC services the receivables for PCF at market rates, and accordingly, no servicing asset or liability has been recorded. Upon and after the sale or contribution of the accounts receivable to PCF, such accounts receivable are assets of PCF and, as such, are not available to creditors of the Company or its other subsidiaries. The Receivables Securitization Facility provides for borrowing capacity subject to a borrowing limit that is based on eligible receivables, as defined in the securitization agreements. Interest is calculated daily but payable monthly based on a Eurodollar borrowing rate plus a utilized program fee of 1.40% . The Company also incurs a commitment fee of 0.50% or 0.40% , depending on utilization. At June 30, 2019 , the interest rate was 3.80% and the commitment fee was 0.50% . On February 8, 2016, the Receivables Securitization Facility was amended to increase the commitment amount from $200.0 million to $250.0 million . All other terms and conditions remained unchanged. The Company incurred $0.1 million in deferred financing costs associated with the February 8, 2016 amendment. Accounts receivable purchased by PCF are subject to the satisfaction of customary conditions, including the absence of a termination event and the accuracy of representations and warranties. The obligations under the Receivables Securitization Facility are secured by PCF’s right, title and interest in the pool of receivables and certain related assets. The facility requires that Presidio LLC comply with a minimum fixed charge coverage ratio of 1.0 to 1.0 if its excess liquidity, as defined in the facility, falls below $35.0 million for at least five consecutive days. The Company was in compliance with this covenant as of June 30, 2017. On November 28, 2017, the Company entered into Amendment No. 2 to the Second Amended and Restated Receivables Purchase Agreement and Reaffirmation of Performance Guaranty which, among other things, extended the maturity of the facility to November 28, 2020. The Company incurred $0.6 million in deferred financing costs associated with this amendment. As of June 30, 2019 and 2018 , respectively, there were no outstanding borrowings under the Receivables Securitization Facility. The Company had $242.6 million and $248.0 million available under the Receivables Securitization Facility based on the collateral available as of June 30, 2019 and 2018 , respectively. Debt Issuance Costs The Company amortizes original issue discount and deferred financing costs (collectively, "debt issuance costs") using the effective interest method over the life of the related debt instrument, and such amortization is included in interest expense in the consolidated statements of operations. The following table details the debt issuance costs for the periods presented (in millions): Other Assets Long-Term Debt Revolving credit facilities Term loan facility, due February 2022 Term loan facility, due February 2024 Senior Notes Senior subordinated notes Total Balance, June 30, 2016 $ 1.9 $ 26.7 $ — $ 4.6 $ 2.3 $ 35.5 Additions — — — — — — Extinguishments — (3.2 ) — (1.8 ) (2.0 ) (7.0 ) Amortization (0.8 ) (4.8 ) — (0.6 ) (0.3 ) (6.5 ) Balance, June 30, 2017 1.1 18.7 — 2.2 — 22.0 Modifications — (15.3 ) 15.3 — — — Additions 0.8 — 2.4 — — 3.2 Extinguishments — (1.4 ) (0.7 ) (1.9 ) — (4.0 ) Amortization (0.7 ) (2.0 ) (1.5 ) (0.3 ) — (4.5 ) Balance, June 30, 2018 1.2 — 15.5 — — 16.7 Additions 0.5 — 2.2 — — 2.7 Extinguishments — — (2.1 ) — — (2.1 ) Amortization (0.7 ) — (2.8 ) — — (3.5 ) Balance, June 30, 2019 $ 1.0 $ — $ 12.8 $ — $ — $ 13.8 Long-Term Debt Maturities As of June 30, 2019 , the maturities of long-term debt were as follows (in millions): Years ending June 30, 2020 $ — 2021 — 2022 — 2023 — 2024 746.6 2025 and thereafter — Total $ 746.6 |
Fair Value Measurements
Fair Value Measurements | 12 Months Ended |
Jun. 30, 2019 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | Fair Value Measurements For certain of the Company’s financial instruments, including cash and cash equivalents, accounts and unbilled receivables, accounts payable – trade, accounts payable – floor plan, and other accrued liabilities, the carrying amount approximates fair value due to the short-term maturities of these instruments. Additionally, the Company’s financing receivables and liabilities and acquisition-related liabilities were measured at their respective fair values upon initial recognition. The fair value hierarchy for the Company’s financial assets and liabilities measured at fair value were as follows as of June 30, 2019 (in millions): Fair Value Measurements Carrying Value Level 1 Level 2 Level 3 Term loans $ 746.6 $ — $ 742.9 $ — The fair value hierarchy for the Company’s financial assets and liabilities measured at fair value were as follows as of June 30, 2018 (in millions): Fair Value Measurements Carrying Value Level 1 Level 2 Level 3 Term loans 686.6 — 684.1 — The fair value of the Company’s term loans are estimated based on quoted market prices for the debt, which is traded in over-the-counter secondary markets that are not considered active. The carrying value of the Company’s term loans exclude unamortized debt issuance costs. For certain of the Company’s nonfinancial assets, including goodwill, intangible assets, and property and equipment, the Company may be required to assess the fair values of these assets, on a recurring or nonrecurring basis, and record an impairment if the carrying value exceeds the fair value. In determining the fair value of these assets, the Company may use a combination of valuation methods which include Level 3 inputs. For the periods presented, there were no impairments charges. In conjunction with the acquisitions, the Company used a combination of valuation methods which include Level 3 inputs in determining the fair values of the assets and liabilities acquired as well as the fair value of the consideration transferred, which included equity and equity instruments. |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Jun. 30, 2019 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies Operating leases – The Company leases office space in 63 locations under operating leases which were generally five to seven years in duration at lease inception, with an average remaining life of 2.8 years at June 30, 2019 . Total rent expense charged to operations was $11.6 million for the fiscal year ended June 30, 2019 , $10.5 million for the fiscal year ended June 30, 2018 and $11.2 million for the fiscal year ended June 30, 2017 . Future minimum rental payments required under the leases are as follows (in millions): Years ending June 30, 2020 $ 11.1 2021 10.0 2022 8.1 2023 6.6 2024 5.0 2025 and thereafter 10.8 Total $ 51.6 Claims and assessments – In the normal course of business, the Company is subject to certain claims and assessments that arise in the ordinary course of business. The Company records a liability when the Company believes that it is both probable that a loss has been incurred and the amount can be reasonably estimated. Significant judgment is required to determine the outcome and the estimated amount of a loss related to such matters. Management believes that there are no claims or assessments outstanding which would materially affect the consolidated results of operations or financial position of the Company. We may become subject to lawsuits arising out of or relating to the proposed Merger. See Note 24 - Subsequent Events. One of the conditions to completion of the Merger is the absence of an order, injunction or law prohibiting the Merger. Accordingly, if a plaintiff were to be successful in obtaining an order prohibiting completion of the Merger, then such order may prevent the Merger from being completed. |
Stockholders' Equity
Stockholders' Equity | 12 Months Ended |
Jun. 30, 2019 | |
Equity [Abstract] | |
Stockholders' Equity | Stockholders' Equity Common Stock Holders of common stock are entitled to one vote per share on all matters to be voted upon by the stockholders. The holders of common stock will not have cumulative voting rights in the election of directors. Holders of common stock are entitled to ratably receive dividends if, and when, dividends are declared from time to time by our Board of Directors out of funds legally available for that purpose, after payment of dividends required to be paid on outstanding preferred stock, if any. Under Delaware law, the Company can only pay dividends either out of “surplus” or the current or immediately preceding year’s net profits. Surplus is defined as the excess, if any, at any given time, of the total assets of a corporation over its total liabilities and statutory capital. The value of a corporation’s assets can be measured in a number of ways and may not necessarily equal their book value. Upon liquidation, dissolution or winding-up, the holders of common stock are entitled to receive ratably the assets available for distribution to the stockholders after payment of liabilities and accrued but unpaid dividends and liquidation preferences on any outstanding preferred stock. Common stock does not have preemptive or conversion rights. There are no redemption or sinking fund provisions applicable to the common stock. Preferred Stock As of June 30, 2019 , no preferred stock has been issued by the Company. Dividends In accordance with the terms of the credit agreements, Presidio Holdings has certain limitations on its ability to declare and pay dividends. These limitations include restrictions on the transfer of cash and/or other property between Presidio LLC, Presidio Holdings and Presidio, Inc. All dividends declared are subject to Board of Directors approval and will depend on the Company’s results of operations, financial condition, business prospects, capital requirements, contractual restrictions, potential indebtedness the Company may incur, restrictions imposed by applicable law, tax considerations, and other factors that the Company’s Board of Directors deems relevant. |
Share-based Compensation
Share-based Compensation | 12 Months Ended |
Jun. 30, 2019 | |
Share-based Payment Arrangement [Abstract] | |
Share-based Compensation | Share-Based Compensation Effective as of February 24, 2017, the Company's Board of Directors adopted the Amended and Restated 2015 Long-Term Incentive Plan (the “2015 LTIP”), the 2017 Long-Term Incentive Plan (the “2017 LTIP”) and the Employee Stock Purchase Plan (the “ESPP”). Following the adoption of the 2017 LTIP Plan, no additional grants will be made under the 2015 LTIP. Prior to the adoption of the initial 2015 LTIP on February 2, 2015, concurrent with the Presidio Acquisition, the Predecessor's equity awards were issued under the Presidio Holdings Inc. LTIP ("Presidio Holdings LTIP"). 2017 LTIP The 2017 LTIP authorizes the issuance of up to 7,200,000 shares of common stock pursuant to the grant or exercise of incentive stock options, nonqualified stock options, stock appreciation rights, restricted stock, restricted stock units, and other equity-based awards. The maximum number of shares of common stock that may be delivered pursuant to incentive stock options is 1,600,000 shares of common stock. In addition, no participant may be granted stock options or stock appreciation rights covering in excess of 1,600,000 shares, restricted stock, restricted stock units, or performance stock units covering in excess of 550,000 shares, or other long-term incentive awards covering in excess of 550,000 shares, in each such case, during any given fiscal year of the Company. Furthermore, no non-employee director may be granted awards under the 2017 LTIP that have a grant date fair value in excess of $500,000 in any given fiscal year. The 2017 LTIP has a term expiring on February 24, 2027. The Board of Directors may amend, alter, or discontinue the 2017 LTIP, but no amendment, alteration, or discontinuance may materially impair the rights of an equity award previously granted under the 2017 LTIP without the award holder’s consent, except such amendments made to comply with applicable law. As indicated above, several types of awards are available for grant under the 2017 LTIP. As of June 30, 2019 , nonqualified stock options and restricted stock units ("RSUs") have been granted pursuant to the 2017 LTIP as discussed further below. Stock Options - Stock options granted under the 2017 LTIP may either be incentive stock options or nonqualified stock options. The exercise price of stock options cannot be less than 100% of the fair market value of the stock underlying the stock options on the date of grant. Optionees may pay the exercise price in cash or by “cashless exercise” through a broker or by withholding shares otherwise receivable on exercise. The term of stock options may not have a term longer than ten years from the date of grant. Generally, and subject to the terms of the applicable award agreement, unvested stock options will terminate upon the termination of employment and vested stock options will remain exercisable for 90 days after the award holder’s termination for any other reason. Vested stock options also will terminate upon the award holder’s termination for cause (as defined in the 2017 LTIP). Stock options are transferable only by will or by the laws of descent and distribution, or pursuant to a qualified domestic relations order or, in the case of nonqualified stock options, as otherwise expressly permitted by the committee including, if so permitted, pursuant to a transfer to the participant’s family members, to a charitable organization, whether directly or indirectly, or by means of a trust or partnership or otherwise. Restricted Stock Units - Restricted stock units granted under the 2017 LTIP are awards denominated in shares that will be settled, subject to the terms and conditions of the restricted stock units, either by delivery of shares to the participant or by the payment of cash based upon the fair market value of a specified number of shares. Except as set forth in the applicable award agreement, any restricted stock units still subject to restriction will terminate upon an award holder's termination of employment for any reason during the restriction period. During the restriction period set by the Committee, the award holder shall not be permitted to sell, assign, transfer, pledge, or otherwise encumber restricted stock units. As of June 30, 2019 , 4,140,892 non-qualified stock options were outstanding under the 2017 LTIP. The outstanding 2017 LTIP stock option grants vest in four equal installments on each of the anniversaries of the grant date, subject to continued services through such vesting date. As of June 30, 2019 , 75,000 service-based restricted stock units were outstanding under the 2017 LTIP. The outstanding 2017 LTIP restricted stock units vest in two equal installments on each of the anniversaries of the grant date, subject to continued services through such vesting date. 2015 LTIP The nonqualified stock options issued under the 2015 LTIP are comprised of (i) fully vested stock options that were rolled over from the Presidio Holdings LTIP at the time of the Presidio Acquisition (the “Rolled options”) and (ii) stock options issued proportionally as 50% Tranche A stock options, 25% Tranche B stock options and 25% Tranche C stock options, except for awards issued to non-employee directors that were issued as three -year service-based awards. The Tranche A options are service-based stock options and vest in five equal installments on each of the first five anniversaries of the grant date, subject to the employee’s continued employment or the director’s continued service with the Company through these dates. The Tranche B and Tranche C stock options are performance-based and market-based stock options, with vesting being contingent upon the achievement of certain market conditions by the Apollo Funds in cash pursuant to a liquidity event, subject to the employee’s continued employment with the Company through the date of achievement. In the event of a change in control, any Tranche A options that have not previously vested shall become fully vested and exercisable at the time of such change in control, subject to the employee’s continued employment with the Company through this date. Any Tranche B and Tranche C stock options that have not vested prior to, or become vested at the time of, a change in control shall be converted into time-vesting options that vest in equal annual installments on each anniversary of the change in control occurring during the remainder of the stock option term, subject to the employee’s continued employment with the Company through these dates. Subsequent to the IPO, all stock options remained outstanding and continued to vest in accordance with their original vesting terms. As of June 30, 2019 , 5,408,873 nonqualified stock options were outstanding under the 2015 LTIP, of which 812,138 were Rolled options that were fully vested, 1,934,263 were Tranche A stock options and 2,662,472 were Tranche B stock options and Tranche C stock options. In conjunction with the IPO, the performance condition for the Tranche B and Tranche C stock options was deemed met, but as of June 30, 2019 , the market condition for vesting had not yet been realized. Nonqualified Option Activity A summary of the nonqualified stock option activity for the fiscal year ended June 30, 2019 was as follows: Service and Rolled options outstanding Total outstanding options Vested (exercisable) options Nonvested options Weighted-average Weighted-average Weighted-average Number of options Exercise price Fair value Number of options Exercise price Fair value Number of options Exercise price Fair value Balance, June 30, 2018 5,375,264 $ 8.29 $ 3.50 2,431,070 $ 5.32 $ 3.00 2,944,194 $ 10.74 $ 3.91 Granted 2,313,035 14.77 5.40 — — — 2,313,035 14.77 5.40 Vested — — — 1,247,012 10.32 3.55 (1,247,012 ) 10.32 3.55 Exercised (460,821 ) 5.01 2.65 (460,821 ) 5.01 2.65 — — — Forfeited (296,077 ) 11.85 4.36 — — — (296,077 ) 11.85 4.36 Expired (44,108 ) 13.36 4.34 (44,108 ) 13.36 4.34 — — — Balance, June 30, 2019 6,887,293 $ 10.50 $ 4.15 3,173,153 $ 7.22 $ 3.25 3,714,140 $ 13.30 $ 4.92 Performance and Market options outstanding Total outstanding options Vested (exercisable) options Nonvested options Weighted-average Weighted-average Weighted-average Number of options Exercise price Fair value Number of options Exercise price Fair value Number of options Exercise price Fair value Balance, June 30, 2018 3,025,968 $ 5.60 $ 2.11 — $ — $ — 3,025,968 $ 5.60 $ 2.11 Granted — — — — — — — — — Vested — — — — — — — — — Exercised — — — — — — — — — Forfeited (363,496 ) 5.67 2.09 — — — (363,496 ) 5.67 2.09 Expired — — — — — — — — — Balance, June 30, 2019 2,662,472 $ 5.59 $ 2.11 — $ — $ — 2,662,472 $ 5.59 $ 2.11 Vested and Expected to Vest A summary of nonqualified stock options that are vested or expected to vest was as follows: Number of options Weighted-average exercise price Intrinsic value (in millions) Weighted-average remaining contract term (in years) Balance, June 30, 2019 9,306,598 $ 9.25 $ 41.1 5.9 Intrinsic Values A summary of the intrinsic values of nonqualified stock options was as follows (in millions): Service & Rolled options outstanding Performance and market options outstanding Exercised during the period end Total outstanding options Vested (exercisable) options Nonvested options Nonvested options June 30, 2017 $ 3.1 $ 50.6 $ 31.2 $ 19.4 $ 30.2 June 30, 2018 $ 16.2 $ 28.3 $ 19.3 $ 9.0 $ 22.7 June 30, 2019 $ 4.5 $ 25.1 $ 20.7 $ 4.4 $ 21.3 Fair Value Assumptions The weighted-average assumptions used in the Black-Scholes and Monte Carlo valuations to calculate the fair value of the awards granted during the periods were as follows: Fiscal Year Ended June 30, June 30, 2019 June 30, 2018 June 30, 2017 Nonqualified stock options: Expected life (in years) (1) 6.3 6.3 6.4 Expected volatility (2) 31.5 % 32.5 % 32.3 % Average risk-free interest rate (3) 2.8 % 2.4 % 2.2 % Dividend yield (4) — % — % — % ___________________________________ (1) The expected life assumption for the performance and market stock options used in the Monte Carlo simulation varied based on the outcomes of each scenario performed. The Company has insufficient historical data regarding the expected life of options and therefore uses the simplified method to calculate the expected life. (2) The expected stock price volatility is based on a combination of the historical volatility of the Company since its March 2017 IPO and an average of the historical volatility of public companies in industries similar to the Company prior to its IPO. (3) The risk-free interest rate is based on U.S. Treasury yields in effect at the time of grant over the expected term of the option. (4) The Company began issuing dividends in October 2018, subsequent to the August 2018 annual option grants. Share-Based Compensation Expense The following table summarizes the share-based compensation expense and the related income tax benefit as follows (in millions): Fiscal Year Ended June 30, 2019 2018 2017 Nonqualified stock options $ 8.5 $ 5.7 $ 10.2 Restricted stock units 0.7 1.3 — ESPP Compensation Expense 0.3 — — Total $ 9.5 $ 7.0 $ 10.2 Reported as: Selling expenses $ 2.1 $ 1.4 $ 4.2 General and administrative expenses 7.4 5.6 6.0 Total $ 9.5 $ 7.0 $ 10.2 Income tax benefit for share-based compensation $ 2.5 $ 2.3 $ 4.0 As of June 30, 2019 , there was $9.0 million of unrecognized compensation costs related to service based awards from the 2015 LTIP and the 2017 LTIP nonqualified stock option awards which is expected to be recognized as expense over a weighted-average period of 2.0 years. The occurrence of the initial public offering deemed the performance condition associated with the performance and market stock options to be probable and as a result, the Company recognized $7.3 million in compensation expense associated with these awards during the fiscal year ended June 30, 2017. As of June 30, 2019 , there was no unrecognized compensation expense related to the performance and market stock options as all compensation expense was recognized in connection with the initial public offering. As of June 30, 2019 , the market condition for vesting has not been realized. Employee Stock Purchase Plan The ESPP permits employees to purchase common stock through payroll deductions during quarterly offerings periods, or during such other offering periods as the Compensation Committee may determine. Participants may authorize payroll deductions of a specific percentage of compensation between 1% and 15% , with such deductions being accumulated for quarterly purchase periods beginning on the first business day of each offering period and ending on the last business day of each offering period. Under the terms of the ESPP, the purchase price per share will equal 90.0% of the fair market value of a share of common stock on the last business day of each offering period, although the Compensation Committee has discretion to change the purchase price with respect to future offering periods. On September 5, 2018, the Compensation Committee of the Board of Directors approved an increase to the purchase price discount under the ESPP from 5% to 10% , causing the plan to be deemed compensatory. The Company enacted this change for all ESPP offering periods beginning on or after October 1, 2018. In no event can the purchase price per share be less than the lesser of (a) 85.0% of the fair market value of a share of common stock on the first day of the applicable offering period or (b) 85.0% of the fair market value of a share of common stock on the last day of the applicable offering period. At June 30, 2019 , there were 1,061,640 shares available for issuance under this plan. On June 30, 2019 , we held $0.8 million of contributions made by employees that were used to purchase 68,285 shares on July 1, 2019. Other Long-Term Incentive Awards Under the 2017 LTIP, the committee will be able to grant other types of equity-based awards based upon our common stock, including unrestricted stock, convertible debentures, and dividend equivalent rights. In addition, the committee may also grant other long-term incentive awards that are solely dollar-denominated, either alone or in conjunction with other awards granted under the 2017 LTIP. The maximum value of the property, including cash, that may be paid or distributed to any participant pursuant to a grant of any such long-term incentive award in any one calendar year is $10.0 million |
Earnings Per Share
Earnings Per Share | 12 Months Ended |
Jun. 30, 2019 | |
Earnings Per Share [Abstract] | |
Earnings Per Share | Earnings Per Share The following is a reconciliation of the weighted-average number of shares used to compute basic and diluted net earnings per share (in millions, except for share and per share data): Fiscal Year Ended June 30, 2019 2018 2017 (as adjusted) (as adjusted) Numerator Earnings $ 35.2 $ 133.9 $ 5.1 Denominator Weighted-average shares - basic 84,642,698 91,891,295 77,517,700 Effect of dilutive securities Share-based awards 3,743,520 4,336,283 4,344,139 Weighted-average shares - diluted 88,386,218 96,227,578 81,861,839 Earnings per share: Basic $ 0.42 $ 1.46 $ 0.07 Diluted $ 0.40 $ 1.39 $ 0.06 Potentially dilutive securities that have been excluded from the computation of diluted weighted-average shares of common stock outstanding because their inclusion would have been anti-dilutive consists of the following: Fiscal Year Ended June 30, 2019 2018 2017 Share-based awards excluded from EPS because of anti- 4,206,910 2,112,224 2,069,551 Share-based awards excluded from EPS because performance or market condition had not been met (1) 293,401 766,568 317,675 Total stock options excluded from EPS 4,500,311 2,878,792 2,387,226 ___________________________________ (1) For the fiscal years ended June 30, 2019 , 2018 and 2017 , the performance condition for all performance and market stock options had been deemed met due to the completion of the Company's IPO. As a result, the performance and market options are included in the Company's EPS calculation to the extent the market condition was deemed to have been met on June 30, 2019 , 2018 and 2017 |
Income Taxes
Income Taxes | 12 Months Ended |
Jun. 30, 2019 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes The following table summarizes the expense (benefit) for income taxes (in millions): Fiscal Year Ended June 30, 2019 2018 2017 Current: (as adjusted) (as adjusted) Federal $ 9.1 $ 9.0 $ 16.8 State 5.8 4.5 3.6 Deferred: Federal (1.3 ) (92.3 ) (15.5 ) State 1.4 (1.1 ) (1.8 ) Total income tax expense (benefit) $ 15.0 $ (79.9 ) $ 3.1 The difference between the tax provision at the statutory federal income tax rate and the effective rate on income was as follows: Fiscal Year Ended June 30, 2019 2018 2017 (as adjusted) (as adjusted) Statutory federal income tax rate 21.0 % 28.1 % 35.0 % Increase (decrease) in rate resulting from: State taxes, net of federal benefits 6.8 5.0 7.1 Permanent adjustments 1.9 2.0 11.4 Stock compensation adjustments (1.2 ) (6.7 ) (11.4 ) Deferred tax impacts of TCJA (4.4 ) (172.6 ) — State tax rate change on deferred items 5.4 — 1.5 Provision to return adjustments 0.2 (0.7 ) (4.7 ) Uncertain tax positions 0.4 (0.4 ) (3.2 ) Other (0.2 ) (2.7 ) 2.1 Effective tax rate 29.9 % (148.0 )% 37.8 % The Company’s effective tax rate of 29.9% for the fiscal year ended June 30, 2019 differed from the U.S. federal statutory tax rate primarily due to state income taxes, non-deductible meals and entertainment expenses, and deferred tax impacts of state rate change which is offset by the favorable stock compensation excess benefit deduction and the deferred tax impacts of the TCJA. Recent U.S. federal income tax legislation, commonly referred to as The Tax Cuts and Jobs Act (“TCJA”), was enacted on December 22, 2017 which, among other things, reduces the U.S. federal corporate tax rate from 35.0% to 21.0% effective on January 1, 2018. The rate change is administratively effective at the beginning of Presidio’s fiscal year on July 1, resulting in a blended rate of 28.1% for the fiscal year ending June 30, 2018, which is accounted for in the interim and annual periods that include December 22, 2017. As the Company has a June 30 fiscal year-end, the U.S. federal corporate tax rate for our fiscal year ended June 30, 2019 will be 21.0% . The Company recognized a provisional amount of $94.1 million of income tax benefit for the fiscal year ended June 30, 2018 relating to the revaluation of deferred tax asset and liability balances due to the change in tax rates enacted in the period. The Securities and Exchange Commission issued rules that allow for a measurement period of up to one year after the enactment date of the TCJA to finalize the recording of the related tax impacts. The Company’s analysis of all income tax effects has been completed and the financial statements for the fiscal year ended June 30, 2018 include those effects. The Company’s effective tax rate of (148.0)% for the fiscal year ended June 30, 2018 differed from the U.S. federal statutory tax rate primarily due to the $94.1 million income tax benefit impact of revaluation of deferred tax asset and liability balances. The other differences include the favorable excess tax benefit deduction for the fiscal year ended June 30, 2018 related to share-based compensation of $3.7 million , the impact of state taxes and the impact of permanent differences. The Company’s effective income tax rate of 37.8% for the fiscal year ended June 30, 2017 differed from the U.S. federal statutory rate primarily due to state income taxes and non-deductible meals and entertainment expenses which is offset by the favorable stock compensation excess benefit deduction. Deferred income taxes reflect the net effects of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes. The significant components of the Company’s deferred tax assets (liabilities) were as follows (in millions): Fiscal Year Ended June 30, 2019 2018 Non-current (as adjusted) Deferred tax assets: Share-based compensation 7.0 5.5 Acquisition related 1.0 2.3 Accrued expenses and other 7.4 6.3 Total deferred tax assets 15.4 14.1 Deferred tax liabilities: Intangibles (148.6 ) (156.9 ) Leases (38.4 ) (29.4 ) Prepaid and other (9.0 ) (8.3 ) Total deferred tax liabilities (196.0 ) (194.6 ) Total deferred tax assets (liabilities) $ (180.6 ) $ (180.5 ) The Company believes that it is more likely than not, based on the weight of available evidence, that the deferred tax assets as shown will be realized when future taxable income is generated through the reversal of existing taxable temporary differences and income that is expected to be generated by businesses that have a history of generating taxable income. As of June 30, 2019 and 2018, no valuation allowances have been recorded against the deferred tax assets. The Company records a liability for uncertain tax positions if it is not more likely than not that the position will be sustained in an audit, including resolution of related appeals or litigation, if any. For positions that are more likely than not to be sustained, the liability recorded is measured as the largest benefit amount that is more than 50% likely to be realized upon ultimate settlement. As of June 30, 2019 and 2018, the Company had unrecognized tax benefits including interest and penalties of $1.3 million and $1.1 million , respectively. As of June 30, 2019, the Company believes that it is reasonably possible that the total amounts of unrecognized tax benefits will not decrease impacting the effective tax rate within the next 12 months. The total amount of unrecognized tax benefits that, if recognized, would affect the effective tax rate is $1.3 million . The liability for uncertain tax positions is presented within other liabilities in the consolidated balance sheets. A reconciliation of the beginning and ending amount of gross unrecognized tax benefits excluding interest and penalties is as follows (in millions): Fiscal Year Ended June 30, 2019 2018 2017 Balance, beginning of the period $ 1.1 $ 0.9 $ 1.3 Increases for tax positions taken on acquired entities — — — Increases for tax positions taken in current period 0.3 — — Increases for tax positions taken in a previous period 0.1 0.9 — Expiration of statute of limitations (0.2 ) (0.7 ) (0.4 ) Balance, end of period $ 1.3 $ 1.1 $ 0.9 Interest and penalties recognized as part of income taxes from continuing operations was a net expense of less than $0.1 million for the fiscal years ended June 30, 2019 and 2018. The cumulative interest and penalties recorded on the Company’s consolidated balance sheets was less than $0.1 million as of June 30, 2019 and 2018. |
Major Customers and Suppliers
Major Customers and Suppliers | 12 Months Ended |
Jun. 30, 2019 | |
Risks and Uncertainties [Abstract] | |
Major Customers and Suppliers | Major Customers and Suppliers The Company’s revenue is derived from arrangements with mid-market, large and government customers. No customer accounted for more than 10% of the Company’s revenue during the years ended June 30, 2019 , 2018 and 2017 . All accounts receivable are made on an unsecured basis and no customer balance comprised more than 10% of accounts receivable as of June 30, 2019 or 2018 . The Company’s solutions include products and services purchased directly and indirectly from manufacturers. Our purchases from a single manufacturer comprised approximately 59% of our purchases from all manufacturers for the fiscal year ended June 30, 2019 , 64% for the fiscal year ended June 30, 2018 and 67% for the fiscal year ended June 30, 2017 . No other manufacturers accounted for more than 10% of the Company’s purchases during these periods. |
Related Party Transactions
Related Party Transactions | 12 Months Ended |
Jun. 30, 2019 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | Related Party Transactions Apollo Global Management, LLC (together with its subsidiaries, “Apollo”) is a leading alternative investment management firm which owns and operates businesses across a variety of industries. The Company recorded revenue to parties affiliated with Apollo or its directors of $6.3 million for the fiscal year ended June 30, 2019 , $1.8 million for the fiscal year ended June 30, 2018 and $7.3 million for the fiscal year ended June 30, 2017 . As of June 30, 2019 and June 30, 2018 , the outstanding receivables associated with parties affiliated with Apollo or its directors were $2.8 million and $1.7 million , respectively. The Company leases an office that is owned by members of the Company’s management. The office location was carried over from a prior acquisition and the Company has continued to renew the lease. Rent expense for the office was $0.3 million for the fiscal year ended June 30, 2019 , $0.3 million for the fiscal year ended June 30, 2018 and $0.3 million for the fiscal year ended June 30, 2017 . |
Retirement Plan
Retirement Plan | 12 Months Ended |
Jun. 30, 2019 | |
Retirement Benefits [Abstract] | |
Retirement Plan | Retirement Plan The Company sponsors a defined contribution 401(k) plan covering substantially all employees of the Company who are age 21 or older and are not classified as excluded employees (which classification includes union employees, leased employees and certain nonresident aliens). Participants can elect to contribute a specific percentage or dollar amount and have that amount deposited into the plan as an elective deferral. All employee deferrals and Company contributions are subject to IRS limitations. During the fiscal year ended June 30, 2019, the Company increased the fixed matching contribution from 25% to 33% of the employee’s elective deferrals on up to 6% of compensation. Additionally, during the fiscal year ended June 30, 2019, the Company discontinued its 401(k) discretionary match election. Employer contributions in the plan generally vest equally over a five -year period based on plan years in which an employee works at least 1,000 hours. Total employer contribution expense was $4.8 million for the fiscal year ended June 30, 2019 , $3.0 million for the fiscal year ended June 30, 2018 and $2.1 million for the fiscal year ended June 30, 2017 |
Segment Information
Segment Information | 12 Months Ended |
Jun. 30, 2019 | |
Segment Reporting [Abstract] | |
Segment Information | Segment Information Since October 22, 2015, the Company has operated as one reportable segment based on our assessment of how our chief operating decision maker allocates resources and assesses performance across the Company. Geographic Areas Revenue earned by the Company from customers outside of the United States is not material for any of the periods presented. Additionally, the Company does not have long-lived assets outside of the United States. Disaggregated Revenue We disaggregate our revenue in a number of different ways. The following table presents total revenue disaggregated into recurring and all other revenue (in millions): Fiscal Year Ended June 30, June 30, 2019 June 30, 2018 June 30, 2017 Recurring revenue $ 216.2 $ 155.8 $ 119.0 All other revenue 2,809.9 2,609.4 2,617.0 Total revenue $ 3,026.1 $ 2,765.2 $ 2,736.0 The following table presents revenue recognized at a point-in-time and revenue recognized over a period of time (in millions): Fiscal Year Ended June 30, June 30, 2019 June 30, 2018 June 30, 2017 Revenue recognized at a point-in-time $ 2,437.3 $ 2,243.3 $ 2,275.4 Revenue recognized over a period of time 588.8 521.9 460.6 Total revenue $ 3,026.1 $ 2,765.2 $ 2,736.0 The following table presents total revenue by solution area (in millions): Fiscal Year Ended June 30, 2019 2018 2017 (as adjusted) (as adjusted) Cloud $ 472.8 $ 437.4 $ 475.9 Security 353.9 324.4 279.8 Digital infrastructure 2,199.4 2,003.4 1,980.3 Total revenue $ 3,026.1 $ 2,765.2 $ 2,736.0 The type of solution sold by the Company to its customers is based upon internal classifications. The following table presents total revenue by customer horizontal (in millions): Fiscal Year Ended June 30, June 30, 2019 June 30, 2018 June 30, 2017 Government $ 536.4 $ 422.0 $ 473.7 Large 486.6 420.5 369.3 Mid-market 2,003.1 1,922.7 1,893.0 Total revenue $ 3,026.1 $ 2,765.2 $ 2,736.0 |
Supplemental Consolidating Info
Supplemental Consolidating Information | 12 Months Ended |
Jun. 30, 2019 | |
Condensed Financial Information Disclosure [Abstract] | |
Supplemental Consolidating Information | Supplemental Consolidating Information The following financial statements set forth condensed consolidating financial information for the Company. The condensed consolidating financial information is presented as Presidio Holdings Inc. and subsidiaries, as borrowers or guarantors of the Credit Agreement, and Presidio, Inc., as the registrant, as well as the consolidating intercompany eliminations between the entities. Condensed Consolidating Balance Sheet As of June 30, 2018 Presidio, Inc. Presidio Holdings Inc. & Subsidiaries Intercompany Adjustments Consolidated Assets Current Assets Cash and cash equivalents $ 0.1 $ 36.9 $ — $ 37.0 Accounts receivable, net — 608.7 — 608.7 Unbilled accounts receivable, net — 171.5 — 171.5 Financing receivables, current portion — 88.3 — 88.3 Inventory — 27.7 — 27.7 Prepaid expenses and other current assets 2.9 111.4 (1.8 ) 112.5 Total current assets 3.0 1,044.5 (1.8 ) 1,045.7 Property and equipment, net — 35.9 — 35.9 Deferred tax asset 1.5 — (1.5 ) — Financing receivables, less current portion — 116.8 — 116.8 Goodwill — 803.7 — 803.7 Identifiable intangible assets, net — 700.3 — 700.3 Other assets 755.8 33.9 (755.8 ) 33.9 Total assets $ 760.3 $ 2,735.1 $ (759.1 ) $ 2,736.3 Liabilities and Stockholders’ Equity Current Liabilities Accounts payable – trade $ — $ 457.7 $ — $ 457.7 Accounts payable – floor plan — 210.6 — 210.6 Accrued expenses and other current liabilities — 230.0 (1.8 ) 228.2 Discounted financing receivables, current portion — 85.2 — 85.2 Total current liabilities — 983.5 (1.8 ) 981.7 Long-term debt, net of debt issuance costs — 671.2 — 671.2 Discounted financing receivables, less current portion — 108.6 — 108.6 Deferred income tax liabilities — 182.0 (1.5 ) 180.5 Other liabilities — 34.0 — 34.0 Total liabilities — 1,979.3 (3.3 ) 1,976.0 Total stockholders’ equity 760.3 755.8 (755.8 ) 760.3 Total liabilities and stockholders’ equity $ 760.3 $ 2,735.1 $ (759.1 ) $ 2,736.3 Condensed Consolidating Statement of Operations Fiscal Year Ended June 30, 2018 Presidio, Inc. Presidio Holdings Inc. & Subsidiaries Intercompany Adjustments Consolidated Total revenue $ — $ 2,765.2 $ — $ 2,765.2 Total cost of revenue — 2,181.2 — 2,181.2 Gross margin — 584.0 — 584.0 Operating expenses Selling, general and administrative, and transaction costs 1.7 384.1 — 385.8 Depreciation and amortization — 83.7 — 83.7 Total operating expenses 1.7 467.8 — 469.5 Operating income (loss) (1.7 ) 116.2 — 114.5 Interest and other (income) expense Interest expense — 46.0 — 46.0 Loss on extinguishment of debt — 14.8 — 14.8 Other (income) expense, net (135.9 ) (0.3 ) 135.9 (0.3 ) Total interest and other (income) expense (135.9 ) 60.5 135.9 60.5 Income before income taxes 134.2 55.7 (135.9 ) 54.0 Income tax expense (benefit) 0.3 (80.2 ) — (79.9 ) Net income $ 133.9 $ 135.9 $ (135.9 ) $ 133.9 Condensed Consolidating Statement of Cash Flows Fiscal Year Ended June 30, 2018 Presidio, Inc. Presidio Holdings Inc. & Subsidiaries Intercompany Eliminations Consolidated Net cash provided by (used in) operating activities $ (5.3 ) $ 197.3 $ — $ 192.0 Cash flows from investing activities: . Acquisition of businesses, net of cash and cash equivalents acquired — (42.8 ) — (42.8 ) Proceeds from collection of escrow related to acquisition of business — 0.2 — 0.2 Additions of equipment under sales-type and direct financing leases — (108.3 ) — (108.3 ) Proceeds from collection of financing receivables — 4.1 — 4.1 Additions to equipment under operating leases — (1.6 ) — (1.6 ) Proceeds from disposition of equipment under operating leases — 0.7 — 0.7 Purchases of property and equipment — (14.4 ) — (14.4 ) Net cash used in investing activities — (162.1 ) — (162.1 ) Cash flows from financing activities: Proceeds from issuance of comment stock under share-based compensation plans 4.7 3.3 — 8.0 Deferred financing costs — (1.2 ) — (1.2 ) Proceeds from the discounting of financing receivables — 114.6 — 114.6 Retirements of discounted financing receivables — (10.0 ) — (10.0 ) Repayments of senior and subordinated notes — (135.7 ) — (135.7 ) Borrowings on term loans, net of original issue discount — 138.2 — 138.2 Repayments of term loans — (80.0 ) — (80.0 ) Net repayments on the floor plan facility — (54.3 ) — (54.3 ) Net cash provided by financing activities 4.7 (25.1 ) — (20.4 ) Net increase (decrease) in cash and cash equivalents (0.6 ) 10.1 — 9.5 Cash and cash equivalents: Beginning of the period 0.7 26.8 — 27.5 End of the period $ 0.1 $ 36.9 $ — $ 37.0 UNCONSOLIDATED CONDENSED BALANCE SHEETS (in millions, except for share and per share data) As of As of Assets Current Assets Cash and cash equivalents $ 0.1 $ 0.1 Prepaid expenses and other current assets 8.7 2.9 Total current assets 8.8 3.0 Deferred income tax assets 0.3 1.5 Investment in subsidiaries 632.7 755.8 Total assets $ 641.8 $ 760.3 Liabilities and Stockholders' Equity Current Liabilities Accrued expenses and other current liabilities $ 3.4 $ — Total current liabilities 3.4 — Total liabilities 3.4 — Stockholders' Equity Preferred stock: $0.01 par value; 100 shares authorized, zero shares issued and outstanding at June 30, 2019 and June 30, 2018 — — Common stock: $0.01 par value; 250,000,000 shares authorized; and 82,852,340 and 92,853,983 shares issued and outstanding at June 30, 2019 and 2018, respectively 0.8 0.9 Additional paid-in capital 500.4 644.3 Retained earnings 137.2 115.1 Total stockholders' equity 638.4 760.3 Total liabilities and stockholders' equity $ 641.8 $ 760.3 The accompanying notes to Schedule I are an integral part of these financial statements. UNCONSOLIDATED CONDENSED STATEMENTS OF OPERATIONS (in millions) Fiscal Year Ended June 30, 2019 2018 2017 Operating expenses Selling, general and administrative, and transaction costs $ 2.2 $ 1.7 $ 0.5 Total operating expenses 2.2 1.7 0.5 Operating loss (2.2 ) (1.7 ) (0.5 ) Interest and other (income) expense Unrealized income on equity investment in subsidiaries (36.6 ) (135.9 ) (5.4 ) Other (income) expense, net — — — Total interest and other (income) expense (36.6 ) (135.9 ) (5.4 ) Income before income taxes 34.4 134.2 4.9 Income tax (benefit) expense (0.8 ) 0.3 (0.2 ) Net income $ 35.2 $ 133.9 $ 5.1 The accompanying notes to Schedule I are an integral part of these financial statements. UNCONSOLIDATED CONDENSED STATEMENTS OF CASH FLOWS (in millions) Fiscal Year Ended June 30, 2019 2018 2017 Net cash used in operating activities $ (5.1 ) $ (5.3 ) $ (0.1 ) Cash flows from investing activities: Return of capital from subsidiary 158.6 — — Dividends received 9.9 — — Capital contribution to subsidiary — — (162.7 ) Investment in debt of subsidiary — — (123.3 ) Return of intercompany loan — — 12.1 Net cash provided by (used in) investing activities 168.5 — (273.9 ) Cash flows from financing activities: Proceeds from issuance of common stock 5.1 4.7 248.6 Common stock repurchased (158.6 ) — — Dividends paid (9.9 ) — — Net cash (used in) provided by financing activities (163.4 ) 4.7 248.6 Net decrease in cash and cash equivalents — (0.6 ) (25.4 ) Cash and cash equivalents, beginning of the period 0.1 0.7 26.1 Cash and cash equivalents, end of the period $ 0.1 $ 0.1 $ 0.7 The accompanying notes to Schedule I are an integral part of these financial statements. Note 1. Nature of Business and Significant Accounting Policies Description of the Company Presidio, Inc., formerly named Aegis Holdings, Inc. (“Aegis”), is a Delaware corporation that was incorporated on November 20, 2014 by certain investment funds affiliated with or managed by Apollo Global Management, LLC, including Apollo Investment Fund VIII, L.P., along with their parallel investment funds (the “Apollo Funds”) to complete the acquisition of Presidio Holdings Inc. (“Presidio Holdings”). Presidio, Inc. is a holding company with direct ownership of a single wholly-owned subsidiary, Presidio Holdings. Presidio Holdings, through its operating subsidiaries, conducts operations and generates income and cash flows, while Presidio, Inc. conducts no separate operations on a standalone basis. Basis of Presentation Pursuant to the terms of the credit agreements discussed in Note 11 of the consolidated financial statements, Presidio Holdings and its subsidiaries have restrictions on their ability to, among other things, incur additional indebtedness, make distributions to Presidio, Inc., or make certain intercompany loans and advances. As a result of these restrictions, these parent company financial statements have been prepared in accordance with Rule 12-04 of Regulation S-X, since the restricted net assets of Presidio, Inc.’s subsidiaries (as defined in Rule 4-08(e)(3) of Regulation S-X) exceeds 25% of the Company’s consolidated net assets as of June 30, 2019 . All financial information presented in the financial statements and notes herein is presented in millions except for share and per share information and percentages. Principles of Consolidation On a standalone basis, Presidio, Inc. records its investment in Presidio Holdings under the equity method of accounting. Under the equity method, the investment in subsidiaries is stated at cost plus any contributions and its equity share in undistributed net income (loss) of the subsidiaries minus any dividends received. Presidio, Inc.’s share of net income (loss) of its unconsolidated subsidiaries is included in net income (loss) on equity investment in subsidiaries in the statements of operations. Intercompany balances and transactions have not been eliminated. The accompanying financial information should be read in conjunction with the consolidated financial statements and related notes included in this filing. Public Offerings On March 15, 2017, the Company completed an IPO in which the Company issued and sold 18,766,465 shares of common stock, inclusive of 2,099,799 shares issued and sold on March 21, 2017, pursuant to the underwriters’ option to purchase additional shares, at the public offering price of $14.00 per share. The Company received net proceeds of $247.5 million , after deducting underwriting discounts and commissions from the sale of its shares in the IPO. In addition, the Company incurred $7.2 million of offering expenses in connection with the IPO. Also in March 2017, the Company used proceeds from the IPO, together with cash on hand, to repurchase from the holder thereof all of the approximately $112.2 million in aggregate principal amount of outstanding Senior Subordinated Notes at a repurchase price equal to 110.25% of the principal amount of the Senior Subordinated Notes being repurchased, plus accrued and unpaid interest to, but excluding, the date of repurchase. Immediately thereafter, the Company contributed to the capital of Presidio Holdings all of the Senior Subordinated Notes, and Presidio Holdings delivered or caused to be delivered to the applicable trustee all of the Senior Subordinated Notes for cancellation. On November 21, 2017, the Company completed a secondary public offering of 8,000,000 shares of the Company’s common stock by certain funds affiliated with Apollo Global Management, LLC (the “Selling Stockholder”) at a price to the public of $14.25 per share. In addition, the underwriters to such secondary public offering purchased an additional 1,200,000 shares of common stock from the Selling Stockholder. The Company did not sell any shares and did not receive any proceeds from the offering. In conjunction with this secondary offering, the Company incurred $1.0 million of expenses, which is presented within transaction costs on the consolidated statement of operations for the fiscal year ended June 30, 2018. On September 20, 2018, the Company completed a secondary public offering of 3,000,000 shares of the Company’s common stock by Aegis LP at a price of $15.24 per share. The Company did not sell any shares and did not receive any proceeds from the offering. In conjunction with this secondary offering, the Company incurred $0.3 million of expenses, which is presented within transaction costs on the consolidated statement of operations for the fiscal year ended June 30, 2019. On February 12, 2019, the Company completed a secondary public offering of 4,000,000 shares of the Company’s common stock by Aegis LP at a price of $15.11 per share. The Company did not sell any shares and did not receive any proceeds from the offering. In conjunction with this secondary offering, the Company incurred $0.1 million of expenses, which is presented within transaction costs on the consolidated statement of operations for the fiscal year ended June 30, 2019. As a result of the completion of this secondary offering, Aegis LP no longer controls a majority of our common stock and the Company therefore no longer qualifies as a “controlled company” within the meaning of the NASDAQ corporate governance requirements. The NASDAQ rules require that we appoint a majority of independent directors to our Board of Directors within one year of the completion of the secondary offering. As required by the NASDAQ rules, we appointed one independent member to each of our compensation and nominating and corporate governance committees prior to the completion of the secondary offering on February 12, 2019, and then reconstituted the committees on May 6, 2019 so that they are each comprised of a majority of independent members. The NASDAQ rules require that we appoint compensation and nominating and corporate governance committees composed entirely of independent directors within one year of the completion of the secondary offering. During these transition periods, we may elect not to comply with certain NASDAQ corporate governance requirements as permitted by the NASDAQ rules. On March 15, 2019, the Company completed a secondary public offering of 5,000,000 shares of the Company’s common stock by certain of its stockholders, including Aegis LP at a price to the public of $15.25 per share. The Company did not sell any shares and did not receive any proceeds from the offering. In conjunction with this secondary offering, the Company incurred $0.2 million of expenses, which is presented within transaction costs on the consolidated statement of operations for the fiscal year ended June 30, 2019. Dividends Any future declaration and payment of future dividends to holders of common stock will be at the discretion of the Board of Directors and will depend on many factors, including our financial condition, earnings, capital requirements, level of indebtedness, statutory and contractual restrictions applying to the payment of dividends, and other considerations that the Board of Directors deems relevant. Presidio, Inc., as a holding company, has no direct operations and our ability to pay dividends is limited to our available cash on hand and any funds received from subsidiaries. The terms of the indebtedness may restrict Presidio, Inc.’s ability to pay dividends, or may restrict the subsidiaries from paying dividends to Presidio, Inc. Under Delaware law, dividends may be payable only out of surplus, which is net assets minus liabilities and capital, or, if there is no surplus, out of net profits for the fiscal year in which the dividend is declared and/or the preceding fiscal year. Significant Accounting Policies The accounting policies used in the preparation of the parent financial statements are generally consistent with those used in the preparation of the consolidated financial statements of the Company. In conjunction with the acquisition of Presidio Holdings, Presidio, Inc. has applied the acquisition method of accounting in accordance with FASB ASC Topic 805, Business Combinations, and has also elected the application of push-down accounting. As a result, the fair value adjustments and goodwill recognized from the transactions are recorded in the financial statements of its subsidiaries and presented as part of Presidio, Inc.’s investment in subsidiaries on the balance sheet. As discussed in Note 17 of the annual consolidated financial statements, Presidio, Inc. and its subsidiaries file a consolidated federal income tax return and various consolidated state income tax returns. Taxes are allocated to the members of the consolidated return, based on an estimate of the amounts that would be reported if the members were separately filing their tax returns. As a result, for the fiscal years ended June 30, 2019 , 2018 and 2017 , Presidio, Inc.’s income tax benefit and deferred tax assets excludes any taxes associated with Presidio, Inc.’s investment in its subsidiaries. |
Quarterly Financial Data (Unaud
Quarterly Financial Data (Unaudited) | 12 Months Ended |
Jun. 30, 2019 | |
Quarterly Financial Information Disclosure [Abstract] | |
Quarterly Financial Data (Unaudited) | Quarterly Financial Data (Unaudited) Three Months Ended June 30, 2019 March 31, 2019 December 31, 2018 September 30, 2018 (in millions, except per-share amounts) Total revenue $ 803.2 $ 705.2 $ 767.8 $ 749.9 Gross margin 168.0 156.7 154.6 159.0 Operating income 28.3 20.2 21.5 31.5 Net income 9.9 5.0 5.6 14.7 Net income, per common share, basic $ 0.12 $ 0.06 $ 0.07 $ 0.16 Net income, per common share, diluted $ 0.11 $ 0.06 $ 0.07 $ 0.15 Three Months Ended June 30, 2018 March 31, 2018 December 31, 2017 September 30, 2017 (in millions, except per-share amounts) (as adjusted) (as adjusted) (as adjusted) (as adjusted) Total revenue $ 731.3 $ 653.4 $ 649.3 $ 731.2 Gross margin 150.4 139.6 137.6 156.4 Operating income 28.2 18.2 23.6 44.3 Net income 14.1 0.5 99.4 19.9 Net income, per common share, basic $ 0.15 $ 0.01 $ 1.08 $ 0.22 Net income, per common share, diluted $ 0.15 $ 0.01 $ 1.03 $ 0.21 The sum of the earnings (loss) per share amounts may not equal the annual amounts due to changes in the number of weighted average common shares outstanding during the year. |
Subsequent Events
Subsequent Events | 12 Months Ended |
Jun. 30, 2019 | |
Subsequent Events [Abstract] | |
Subsequent Events | Subsequent Events Merger Agreement On August 14, 2019, the Company entered into an Agreement and Plan of Merger (the “Merger Agreement”) with BCEC – Port Holdings (Delaware), LP, a Delaware limited partnership (“Parent”), and Port Merger Sub, Inc., a Delaware corporation and wholly owned subsidiary of Parent (“Merger Sub”), pursuant to which Merger Sub will merge with and into the Company (the “Merger”), with the Company continuing as the surviving company of the Merger, and an indirect wholly owned subsidiary of Parent. Parent and Merger Sub are affiliates of funds advised by BC Partners Advisors L.P. (“BC Partners”). The Company’s Board of Directors (the “Board”) has unanimously determined that the Merger Agreement and the transactions contemplated thereby, including the Merger, are fair to, and in the best interests of, the Company and its stockholders, declared it advisable to enter into the Merger Agreement, approved the execution, delivery and performance of the Merger Agreement and the consummation of the transactions contemplated thereby, including the Merger, and, subject to certain exceptions set forth in the Merger Agreement, resolved to recommend that the Company’s stockholders adopt the Merger Agreement. As a result of the Merger, each share of common stock, par value $0.01 per share, of the Company (“Common Stock”) outstanding immediately prior to the effective time of the Merger (the “Effective Time”) (other than shares of Common Stock owned by stockholders of the Company who have not voted in favor of the adoption of the Merger Agreement and have properly exercised appraisal rights in accordance with Section 262 of the General Corporation Law of the State of Delaware and shares of Common Stock held by Parent or Merger Sub at the Effective Time) will, at the Effective Time, automatically be converted into the right to receive $16.00 in cash, without interest, subject to applicable withholding taxes (the “Merger Consideration”). Pursuant to the Merger Agreement, as of the Effective Time, each option to purchase shares of Common Stock (“Company Option”) will vest at closing (other than performance-based Company Options, which will vest to the extent of achievement of any applicable performance goals) and be canceled and will be converted into the right to receive an amount in cash equal to the product of Merger Consideration (less the applicable exercise price) and the number of shares of Company Stock subject to such Company Option (less applicable withholding taxes). Each Company RSU Award (as defined in the Merger Agreement) will vest at closing and be canceled and converted into the right to receive an amount in cash equal to the Merger Consideration for each share of Common Stock subject to such Company RSU Award (less applicable withholding taxes). With respect to options, the holder of the option and Parent may agree in writing to an alternative treatment of the holder’s option; provided that Parent may not negotiate with the Company’s employees without the Company’s prior written consent and subject to the Company being provided a right to review any such arrangements. If the Merger is consummated, the Company’s Common Stock will be delisted from the NASDAQ Global Select Market and deregistered under the Exchange Act. Conditions to the Merger and Closing Completion of the Merger is subject to customary closing conditions, including (1) the adoption of the Merger Agreement by a majority of the holders of the outstanding shares of Common Stock, (2) the expiration or early termination of the applicable waiting period under the Hart-Scott-Rodino Antitrust Improvements Act of 1976, as amended (the “HSR Act”), and the approval of the Merger under the antitrust laws of other specified jurisdictions, (3) the absence of an order, injunction or law prohibiting the Merger, (4) approval from the Committee on Foreign Investment in the United States (“CFIUS”), (5) the accuracy of the other party’s representations and warranties, subject to certain materiality standards set forth in the Merger Agreement, (6) compliance in all material respects with the other party’s obligations under the Merger Agreement and (7) no Company Material Adverse Effect (as defined in the Merger Agreement) having occurred since the date of the Merger Agreement. The parties expect the transaction to close in the fourth quarter of 2019. Go Shop; No Solicitation During the period from August 14, 2019 and continuing until 11:59 p.m. (New York time) on September 23, 2019 (the “Go Shop Period”), the Company has the right to, among other things, (1) solicit, initiate, propose or induce the making, submission or announcement of, or encourage, facilitate or assist, any proposal or offer that could constitute an alternative acquisition proposal and (2) provide information (including nonpublic information and data) relating to the Company and afford access to the business properties, assets, books, records or other nonpublic information, or to any personnel of the Company to a party pursuant to an acceptable confidentiality agreement. From and after September 24, 2019, the Company must comply with customary non-solicitation restrictions, except that the Company may through October 3, 2019 continue to engage in discussions and negotiations with any party (an “Excluded Party”) from which the Company received a written competing acquisition proposal during the Go Shop Period that the Board determined, before September 24, 2019, would reasonably be expected to lead to a Superior Proposal (as defined in the Merger Agreement). Subject to certain customary “fiduciary out” exceptions, the Board is required to recommend that the Company’s stockholders adopt the Merger Agreement. The Board may not change its recommendation, adopt an alternative acquisition proposal, or fail to recommend the transaction within four business days of Parent’s written request (“Change of Recommendation”). However, the Company, may before the Company Stockholder Approval (as defined in the Merger Agreement), is obtained, make a Change of Recommendation in connection with a Superior Proposal or Intervening Event (as defined the Merger Agreement) if the Company complies with certain notice and other requirements set forth in the Merger Agreement, including the payment of the applicable Company Termination Fee (as defined in the Merger Agreement). Termination and Fees Either the Company or Parent may terminate the Merger Agreement in certain circumstances, including if (1) the Merger is not completed by May 14, 2020, subject to certain limitations, (2) Presidio’s stockholders fail to adopt the Merger Agreement, (3) a governmental authority of competent jurisdiction has issued a final non-appealable governmental order prohibiting the Merger and (4) the other party materially breaches its representations, warranties or covenants in the Merger Agreement, subject in certain cases, to the right of the breaching party to cure the breach. Parent and the Company may also terminate the Merger Agreement by mutual written consent. The Company is also entitled to terminate the Merger Agreement, and receive a termination fee of $80 million from Parent if (1) Merger Sub fails to consummate the Merger following the completion of a marketing period for Parent’s debt financing and satisfaction or waiver of certain closing conditions or (2) if Parent or Merger Sub otherwise breaches its obligations under the Merger Agreement such that conditions to the consummation of the Merger cannot be satisfied. If the Merger Agreement is terminated because (1) before receipt of the Company Stockholder Approval, the Board makes a Change of Recommendation or the Company willfully and materially breaches its non-solicit covenant, (2) the Company accepts a Superior Proposal, or (3) the Merger has not closed by May 14, 2020 and (a) an acquirer publicly announced an alternative acquisition proposal after the date of the Merger Agreement and it is not withdrawn before the approval of the transaction and, (b) the Company enters into a definitive agreement with respect to any competing transaction, or completes a competing transaction, within twelve (12) months of termination, the termination fee payable by the Company to Parent will be $40 million ; provided that a lower fee of $18 million will apply with respect to a termination before September 24, 2019 or, with respect to a Company Superior Proposal made by an Excluded Party, prior to October 4, 2019 for an alternative acquisition proposal received during the Go Shop Period. Other Terms of the Merger Agreement The Company has made customary representations, warranties and covenants in the Merger Agreement, including, among others, covenants to use commercially reasonable efforts to conduct its business in all material respects in the ordinary course consistent with past practice during the period between the date of the Merger Agreement and the Closing (as defined in the Merger Agreement) and to not engage in specified types of transactions during this period, subject to certain exceptions. The parties have agreed to use reasonable best efforts to take all actions necessary to consummate the Merger, including cooperating to obtain antitrust clearance under the HSR Act and other applicable competition laws and defending against any lawsuits challenging the Merger. Additionally, Parent has agreed to take all actions necessary, proper or advisable to obtain CFIUS approval and DCSA Arrangements (as defined in the Merger Agreement), and the Company has agreed to use reasonable best efforts to cooperate with Parent in seeking these approvals. The foregoing description of the Merger Agreement does not purport to be complete and is qualified in its entirety by reference to the full text of the Merger Agreement, which is listed in the Exhibit Index below. The Merger Agreement has been included to provide investors with information regarding its terms. It is not intended to provide any other factual information about the Company, Parent, Merger Sub or their respective subsidiaries or affiliates. The representations, warranties and covenants contained in the Merger Agreement were made only for purposes of the Merger Agreement as of the specific dates therein, were solely for the benefit of the parties to the Merger Agreement, may be subject to limitations agreed upon by the contracting parties, including being qualified by confidential disclosures made for the purposes of allocating contractual risk among the parties to the Merger Agreement instead of establishing these matters as facts, and may be subject to standards of materiality applicable to the contracting parties that differ from those applicable to investors. Investors should not rely on the representations, warranties and covenants or any descriptions thereof as characterizations of the actual state of facts or condition of the parties thereto or any of their respective subsidiaries or affiliates. Moreover, information concerning the subject matter of representations and warranties may change after the date of the Merger Agreement, which subsequent information may or may not be reflected in the Company’s public disclosures. The Merger Agreement should not be read alone, but should instead be read in conjunction with the other information regarding the Company, Parent and Merger Sub and the transactions contemplated by the Merger Agreement that will be contained in or attached as an annex to the Proxy Statement that the Company will file in connection with the transactions contemplated by the Merger Agreement, as well as in the other filings that the Company will make with the SEC. Support Agreement Aegis LP, which owns approximately 42% of the outstanding shares of Common Stock, has entered into a voting agreement (the “Voting Agreement”) with Parent. Pursuant to the Voting Agreement, Aegis LP has agreed, among other things, to vote its shares of Common Stock in favor of the Merger Agreement, and against any competing transaction, so long as, among other things, the Board has not made a Change of Recommendation. Financing Parent has obtained equity financing and debt financing commitments for the purpose of financing the transactions contemplated by the Merger Agreement, refinancing certain existing indebtedness of the Company and its subsidiaries, and paying related fees and expenses. Funds advised by BC Partners (the “Investor Group”) have committed to capitalize Parent at Closing with an aggregate equity contribution equal to $800 million on the terms and subject to the conditions set forth in an equity commitment letter. In addition, the Investor Group has committed to pay the termination fee payable by Parent under certain circumstances, as well as certain reimbursement obligations that may be owed by Parent pursuant to the Merger Agreement, subject to the terms and conditions set forth in a termination fee commitment letter and the Merger Agreement. Citi, JPMorgan Chase Bank, N.A. and RBC Capital Markets (together with certain of their affiliates, the “Lenders”) have agreed to provide Parent with debt financing in an aggregate principal amount of up to $1,775 million on the terms and subject to the conditions set forth in a debt commitment letter. The obligations of the Lenders to provide debt financing under the debt commitment letter are subject to a number of customary conditions. |
Schedule I - Condensed Financia
Schedule I - Condensed Financial Information of Registrant | 12 Months Ended |
Jun. 30, 2019 | |
Condensed Financial Information Disclosure [Abstract] | |
Schedule I - Condensed Financial Information of Registrant | Supplemental Consolidating Information The following financial statements set forth condensed consolidating financial information for the Company. The condensed consolidating financial information is presented as Presidio Holdings Inc. and subsidiaries, as borrowers or guarantors of the Credit Agreement, and Presidio, Inc., as the registrant, as well as the consolidating intercompany eliminations between the entities. Condensed Consolidating Balance Sheet As of June 30, 2018 Presidio, Inc. Presidio Holdings Inc. & Subsidiaries Intercompany Adjustments Consolidated Assets Current Assets Cash and cash equivalents $ 0.1 $ 36.9 $ — $ 37.0 Accounts receivable, net — 608.7 — 608.7 Unbilled accounts receivable, net — 171.5 — 171.5 Financing receivables, current portion — 88.3 — 88.3 Inventory — 27.7 — 27.7 Prepaid expenses and other current assets 2.9 111.4 (1.8 ) 112.5 Total current assets 3.0 1,044.5 (1.8 ) 1,045.7 Property and equipment, net — 35.9 — 35.9 Deferred tax asset 1.5 — (1.5 ) — Financing receivables, less current portion — 116.8 — 116.8 Goodwill — 803.7 — 803.7 Identifiable intangible assets, net — 700.3 — 700.3 Other assets 755.8 33.9 (755.8 ) 33.9 Total assets $ 760.3 $ 2,735.1 $ (759.1 ) $ 2,736.3 Liabilities and Stockholders’ Equity Current Liabilities Accounts payable – trade $ — $ 457.7 $ — $ 457.7 Accounts payable – floor plan — 210.6 — 210.6 Accrued expenses and other current liabilities — 230.0 (1.8 ) 228.2 Discounted financing receivables, current portion — 85.2 — 85.2 Total current liabilities — 983.5 (1.8 ) 981.7 Long-term debt, net of debt issuance costs — 671.2 — 671.2 Discounted financing receivables, less current portion — 108.6 — 108.6 Deferred income tax liabilities — 182.0 (1.5 ) 180.5 Other liabilities — 34.0 — 34.0 Total liabilities — 1,979.3 (3.3 ) 1,976.0 Total stockholders’ equity 760.3 755.8 (755.8 ) 760.3 Total liabilities and stockholders’ equity $ 760.3 $ 2,735.1 $ (759.1 ) $ 2,736.3 Condensed Consolidating Statement of Operations Fiscal Year Ended June 30, 2018 Presidio, Inc. Presidio Holdings Inc. & Subsidiaries Intercompany Adjustments Consolidated Total revenue $ — $ 2,765.2 $ — $ 2,765.2 Total cost of revenue — 2,181.2 — 2,181.2 Gross margin — 584.0 — 584.0 Operating expenses Selling, general and administrative, and transaction costs 1.7 384.1 — 385.8 Depreciation and amortization — 83.7 — 83.7 Total operating expenses 1.7 467.8 — 469.5 Operating income (loss) (1.7 ) 116.2 — 114.5 Interest and other (income) expense Interest expense — 46.0 — 46.0 Loss on extinguishment of debt — 14.8 — 14.8 Other (income) expense, net (135.9 ) (0.3 ) 135.9 (0.3 ) Total interest and other (income) expense (135.9 ) 60.5 135.9 60.5 Income before income taxes 134.2 55.7 (135.9 ) 54.0 Income tax expense (benefit) 0.3 (80.2 ) — (79.9 ) Net income $ 133.9 $ 135.9 $ (135.9 ) $ 133.9 Condensed Consolidating Statement of Cash Flows Fiscal Year Ended June 30, 2018 Presidio, Inc. Presidio Holdings Inc. & Subsidiaries Intercompany Eliminations Consolidated Net cash provided by (used in) operating activities $ (5.3 ) $ 197.3 $ — $ 192.0 Cash flows from investing activities: . Acquisition of businesses, net of cash and cash equivalents acquired — (42.8 ) — (42.8 ) Proceeds from collection of escrow related to acquisition of business — 0.2 — 0.2 Additions of equipment under sales-type and direct financing leases — (108.3 ) — (108.3 ) Proceeds from collection of financing receivables — 4.1 — 4.1 Additions to equipment under operating leases — (1.6 ) — (1.6 ) Proceeds from disposition of equipment under operating leases — 0.7 — 0.7 Purchases of property and equipment — (14.4 ) — (14.4 ) Net cash used in investing activities — (162.1 ) — (162.1 ) Cash flows from financing activities: Proceeds from issuance of comment stock under share-based compensation plans 4.7 3.3 — 8.0 Deferred financing costs — (1.2 ) — (1.2 ) Proceeds from the discounting of financing receivables — 114.6 — 114.6 Retirements of discounted financing receivables — (10.0 ) — (10.0 ) Repayments of senior and subordinated notes — (135.7 ) — (135.7 ) Borrowings on term loans, net of original issue discount — 138.2 — 138.2 Repayments of term loans — (80.0 ) — (80.0 ) Net repayments on the floor plan facility — (54.3 ) — (54.3 ) Net cash provided by financing activities 4.7 (25.1 ) — (20.4 ) Net increase (decrease) in cash and cash equivalents (0.6 ) 10.1 — 9.5 Cash and cash equivalents: Beginning of the period 0.7 26.8 — 27.5 End of the period $ 0.1 $ 36.9 $ — $ 37.0 UNCONSOLIDATED CONDENSED BALANCE SHEETS (in millions, except for share and per share data) As of As of Assets Current Assets Cash and cash equivalents $ 0.1 $ 0.1 Prepaid expenses and other current assets 8.7 2.9 Total current assets 8.8 3.0 Deferred income tax assets 0.3 1.5 Investment in subsidiaries 632.7 755.8 Total assets $ 641.8 $ 760.3 Liabilities and Stockholders' Equity Current Liabilities Accrued expenses and other current liabilities $ 3.4 $ — Total current liabilities 3.4 — Total liabilities 3.4 — Stockholders' Equity Preferred stock: $0.01 par value; 100 shares authorized, zero shares issued and outstanding at June 30, 2019 and June 30, 2018 — — Common stock: $0.01 par value; 250,000,000 shares authorized; and 82,852,340 and 92,853,983 shares issued and outstanding at June 30, 2019 and 2018, respectively 0.8 0.9 Additional paid-in capital 500.4 644.3 Retained earnings 137.2 115.1 Total stockholders' equity 638.4 760.3 Total liabilities and stockholders' equity $ 641.8 $ 760.3 The accompanying notes to Schedule I are an integral part of these financial statements. UNCONSOLIDATED CONDENSED STATEMENTS OF OPERATIONS (in millions) Fiscal Year Ended June 30, 2019 2018 2017 Operating expenses Selling, general and administrative, and transaction costs $ 2.2 $ 1.7 $ 0.5 Total operating expenses 2.2 1.7 0.5 Operating loss (2.2 ) (1.7 ) (0.5 ) Interest and other (income) expense Unrealized income on equity investment in subsidiaries (36.6 ) (135.9 ) (5.4 ) Other (income) expense, net — — — Total interest and other (income) expense (36.6 ) (135.9 ) (5.4 ) Income before income taxes 34.4 134.2 4.9 Income tax (benefit) expense (0.8 ) 0.3 (0.2 ) Net income $ 35.2 $ 133.9 $ 5.1 The accompanying notes to Schedule I are an integral part of these financial statements. UNCONSOLIDATED CONDENSED STATEMENTS OF CASH FLOWS (in millions) Fiscal Year Ended June 30, 2019 2018 2017 Net cash used in operating activities $ (5.1 ) $ (5.3 ) $ (0.1 ) Cash flows from investing activities: Return of capital from subsidiary 158.6 — — Dividends received 9.9 — — Capital contribution to subsidiary — — (162.7 ) Investment in debt of subsidiary — — (123.3 ) Return of intercompany loan — — 12.1 Net cash provided by (used in) investing activities 168.5 — (273.9 ) Cash flows from financing activities: Proceeds from issuance of common stock 5.1 4.7 248.6 Common stock repurchased (158.6 ) — — Dividends paid (9.9 ) — — Net cash (used in) provided by financing activities (163.4 ) 4.7 248.6 Net decrease in cash and cash equivalents — (0.6 ) (25.4 ) Cash and cash equivalents, beginning of the period 0.1 0.7 26.1 Cash and cash equivalents, end of the period $ 0.1 $ 0.1 $ 0.7 The accompanying notes to Schedule I are an integral part of these financial statements. Note 1. Nature of Business and Significant Accounting Policies Description of the Company Presidio, Inc., formerly named Aegis Holdings, Inc. (“Aegis”), is a Delaware corporation that was incorporated on November 20, 2014 by certain investment funds affiliated with or managed by Apollo Global Management, LLC, including Apollo Investment Fund VIII, L.P., along with their parallel investment funds (the “Apollo Funds”) to complete the acquisition of Presidio Holdings Inc. (“Presidio Holdings”). Presidio, Inc. is a holding company with direct ownership of a single wholly-owned subsidiary, Presidio Holdings. Presidio Holdings, through its operating subsidiaries, conducts operations and generates income and cash flows, while Presidio, Inc. conducts no separate operations on a standalone basis. Basis of Presentation Pursuant to the terms of the credit agreements discussed in Note 11 of the consolidated financial statements, Presidio Holdings and its subsidiaries have restrictions on their ability to, among other things, incur additional indebtedness, make distributions to Presidio, Inc., or make certain intercompany loans and advances. As a result of these restrictions, these parent company financial statements have been prepared in accordance with Rule 12-04 of Regulation S-X, since the restricted net assets of Presidio, Inc.’s subsidiaries (as defined in Rule 4-08(e)(3) of Regulation S-X) exceeds 25% of the Company’s consolidated net assets as of June 30, 2019 . All financial information presented in the financial statements and notes herein is presented in millions except for share and per share information and percentages. Principles of Consolidation On a standalone basis, Presidio, Inc. records its investment in Presidio Holdings under the equity method of accounting. Under the equity method, the investment in subsidiaries is stated at cost plus any contributions and its equity share in undistributed net income (loss) of the subsidiaries minus any dividends received. Presidio, Inc.’s share of net income (loss) of its unconsolidated subsidiaries is included in net income (loss) on equity investment in subsidiaries in the statements of operations. Intercompany balances and transactions have not been eliminated. The accompanying financial information should be read in conjunction with the consolidated financial statements and related notes included in this filing. Public Offerings On March 15, 2017, the Company completed an IPO in which the Company issued and sold 18,766,465 shares of common stock, inclusive of 2,099,799 shares issued and sold on March 21, 2017, pursuant to the underwriters’ option to purchase additional shares, at the public offering price of $14.00 per share. The Company received net proceeds of $247.5 million , after deducting underwriting discounts and commissions from the sale of its shares in the IPO. In addition, the Company incurred $7.2 million of offering expenses in connection with the IPO. Also in March 2017, the Company used proceeds from the IPO, together with cash on hand, to repurchase from the holder thereof all of the approximately $112.2 million in aggregate principal amount of outstanding Senior Subordinated Notes at a repurchase price equal to 110.25% of the principal amount of the Senior Subordinated Notes being repurchased, plus accrued and unpaid interest to, but excluding, the date of repurchase. Immediately thereafter, the Company contributed to the capital of Presidio Holdings all of the Senior Subordinated Notes, and Presidio Holdings delivered or caused to be delivered to the applicable trustee all of the Senior Subordinated Notes for cancellation. On November 21, 2017, the Company completed a secondary public offering of 8,000,000 shares of the Company’s common stock by certain funds affiliated with Apollo Global Management, LLC (the “Selling Stockholder”) at a price to the public of $14.25 per share. In addition, the underwriters to such secondary public offering purchased an additional 1,200,000 shares of common stock from the Selling Stockholder. The Company did not sell any shares and did not receive any proceeds from the offering. In conjunction with this secondary offering, the Company incurred $1.0 million of expenses, which is presented within transaction costs on the consolidated statement of operations for the fiscal year ended June 30, 2018. On September 20, 2018, the Company completed a secondary public offering of 3,000,000 shares of the Company’s common stock by Aegis LP at a price of $15.24 per share. The Company did not sell any shares and did not receive any proceeds from the offering. In conjunction with this secondary offering, the Company incurred $0.3 million of expenses, which is presented within transaction costs on the consolidated statement of operations for the fiscal year ended June 30, 2019. On February 12, 2019, the Company completed a secondary public offering of 4,000,000 shares of the Company’s common stock by Aegis LP at a price of $15.11 per share. The Company did not sell any shares and did not receive any proceeds from the offering. In conjunction with this secondary offering, the Company incurred $0.1 million of expenses, which is presented within transaction costs on the consolidated statement of operations for the fiscal year ended June 30, 2019. As a result of the completion of this secondary offering, Aegis LP no longer controls a majority of our common stock and the Company therefore no longer qualifies as a “controlled company” within the meaning of the NASDAQ corporate governance requirements. The NASDAQ rules require that we appoint a majority of independent directors to our Board of Directors within one year of the completion of the secondary offering. As required by the NASDAQ rules, we appointed one independent member to each of our compensation and nominating and corporate governance committees prior to the completion of the secondary offering on February 12, 2019, and then reconstituted the committees on May 6, 2019 so that they are each comprised of a majority of independent members. The NASDAQ rules require that we appoint compensation and nominating and corporate governance committees composed entirely of independent directors within one year of the completion of the secondary offering. During these transition periods, we may elect not to comply with certain NASDAQ corporate governance requirements as permitted by the NASDAQ rules. On March 15, 2019, the Company completed a secondary public offering of 5,000,000 shares of the Company’s common stock by certain of its stockholders, including Aegis LP at a price to the public of $15.25 per share. The Company did not sell any shares and did not receive any proceeds from the offering. In conjunction with this secondary offering, the Company incurred $0.2 million of expenses, which is presented within transaction costs on the consolidated statement of operations for the fiscal year ended June 30, 2019. Dividends Any future declaration and payment of future dividends to holders of common stock will be at the discretion of the Board of Directors and will depend on many factors, including our financial condition, earnings, capital requirements, level of indebtedness, statutory and contractual restrictions applying to the payment of dividends, and other considerations that the Board of Directors deems relevant. Presidio, Inc., as a holding company, has no direct operations and our ability to pay dividends is limited to our available cash on hand and any funds received from subsidiaries. The terms of the indebtedness may restrict Presidio, Inc.’s ability to pay dividends, or may restrict the subsidiaries from paying dividends to Presidio, Inc. Under Delaware law, dividends may be payable only out of surplus, which is net assets minus liabilities and capital, or, if there is no surplus, out of net profits for the fiscal year in which the dividend is declared and/or the preceding fiscal year. Significant Accounting Policies The accounting policies used in the preparation of the parent financial statements are generally consistent with those used in the preparation of the consolidated financial statements of the Company. In conjunction with the acquisition of Presidio Holdings, Presidio, Inc. has applied the acquisition method of accounting in accordance with FASB ASC Topic 805, Business Combinations, and has also elected the application of push-down accounting. As a result, the fair value adjustments and goodwill recognized from the transactions are recorded in the financial statements of its subsidiaries and presented as part of Presidio, Inc.’s investment in subsidiaries on the balance sheet. As discussed in Note 17 of the annual consolidated financial statements, Presidio, Inc. and its subsidiaries file a consolidated federal income tax return and various consolidated state income tax returns. Taxes are allocated to the members of the consolidated return, based on an estimate of the amounts that would be reported if the members were separately filing their tax returns. As a result, for the fiscal years ended June 30, 2019 , 2018 and 2017 , Presidio, Inc.’s income tax benefit and deferred tax assets excludes any taxes associated with Presidio, Inc.’s investment in its subsidiaries. |
Schedule II - Valuation and Qua
Schedule II - Valuation and Qualifying Accounts | 12 Months Ended |
Jun. 30, 2019 | |
SEC Schedule, 12-09, Valuation and Qualifying Accounts [Abstract] | |
Schedule II - Valuation and Qualifying Accounts | (in millions) Balance at beginning of period Charged to costs and expenses Charged to other accounts Deductions and other adjustments Balance at end of period Fiscal Year Ended June 30, 2017 Provision for sales returns and credit losses $ 3.8 $ 2.4 $ — $ (1.7 ) $ 4.5 Provision for inventory obsolescence 0.1 0.5 — — 0.6 Provision for residual value and credit losses on 1.7 — — (0.5 ) 1.2 Fiscal Year Ended June 30, 2018 Provision for sales returns and credit losses $ 4.5 $ 1.0 $ — $ (2.1 ) $ 3.4 Provision for inventory obsolescence 0.6 0.1 — (0.4 ) 0.3 Provision for residual value and credit losses on 1.2 — — (0.5 ) 0.7 Fiscal Year Ended June 30, 2019 Provision for sales returns and credit losses $ 3.4 $ 2.8 $ — $ 3.7 $ 9.9 Provision for inventory obsolescence 0.3 0.3 — (0.4 ) 0.2 Provision for residual value and credit losses on 0.7 — — (0.1 ) 0.6 |
Nature of Business and Signif_2
Nature of Business and Significant Accounting Policies (Policies) | 12 Months Ended |
Jun. 30, 2019 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation The accompanying consolidated financial statements have been prepared in conformity with U.S. GAAP and SEC rules and regulations for annual reporting periods. All financial information presented in the financial statements and notes herein is presented in millions except for share and per share information and percentages. In management’s opinion, all adjustments necessary for a fair presentation of the results of operations, financial position, and cash flows for the periods shown have been made. With the exception of acquisition related accounting and the adoption of ASU 2014-09 — Contracts with Customers , all other adjustments are of a normal recurring nature. The Company has evaluated subsequent events through the issue date of these consolidated financial statements. |
Principles of Consolidation | Principles of Consolidation The Company’s consolidated financial statements include the accounts of Presidio, Inc. and its subsidiaries. All significant intercompany accounts and transactions have been eliminated in consolidation. |
Reclassifications | Reclassifications We have reclassified some prior period amounts in our consolidated financial statements to conform to our current presentation. |
Use of Estimates | Use of Estimates The preparation of the Company’s consolidated financial statements requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities at the date of the financial statements, and reported amounts of revenue and expenses during the reporting period. Estimates are used when accounting for items and matters including, but not limited to, revenue recognition, asset residual values, vendor rebates and consideration, goodwill, identifiable intangibles, measurement of income tax assets and liabilities and provisions for doubtful accounts, credit losses, inventory obsolescence, and other contingencies. Actual results could differ from management’s estimates. |
Revenue Recognition | Revenue Recognition The Company’s revenue is generally derived from the sale of IT solutions to customers. The solutions we sell include products manufactured by third-parties including IT hardware equipment, software and support service contracts, as well as, services that are delivered directly by the Company or via third-party providers. The Company’s sales of IT solutions to customers are recognized in accordance with Accounting Standards Codification (“ASC”) Topic 606, Revenue from Contracts with Customers, which was adopted on July 1, 2018. Under ASC 606, the Company recognizes revenue when it has a contract with a customer and when, or as, it satisfies the performance obligations in the arrangement. Revenue for each performance obligation is recognized either at a point in time or over a period of time in a manner that depicts the transfer of control of the goods or services to the customer at an amount that reflects the consideration that the Company expects to be entitled to in exchange for those goods or services, net of sales taxes collected from customers, which are subsequently remitted to governmental entities. Such recognition requires the Company to use its judgment in accordance with ASC 606 and other applicable rules. The Company has a contract with a customer when there is an agreement that creates legally enforceable rights and obligations that includes: the approval of the parties to the contract, the identification of each party’s rights regarding the goods or services to be transferred, the establishment of payment terms for the goods or services to be transferred, the existence of commercial substance of the contract and the determination that it is probable that the Company will collect substantially all of the consideration to which it will be entitled in the arrangement. Generally, the Company determines it has a legally enforceable contract with the customer when it has a valid purchase order from the customer or it has a confirmatory customer approval of a quote, statement of work, or other binding agreement that individually, or in combination with other arrangements with the customer, satisfies the criteria above. As a provider of third-party products and services, the Company must assess whether it has promised to provide the customer the specific goods or services itself (as a principal) in which case revenue is recognized on a gross basis, or to arrange for those specified goods and services to be provided by another party (as an agent) in which revenue is recognized on a net basis. In applying the principal versus agent accounting guidance, the Company considers several factors and indicators including an assessment of the Company’s role in fulfilling the promise to provide the specific goods or services, the Company’s inventory risk before or after the goods and services are transferred to the customer and the Company’s discretion in establishing prices for the specified goods or services. The Company may be a principal in the fulfillment of some goods and services and an agent for other goods and services within the same contract. The Company’s solutions may consist of a combination of performance obligations including third-party products along with services delivered by the Company and/or third-parties. Contracts that contain multiple performance obligations may have revenue recognized at different times or over different periods of time as discussed in the policies below. For contracts that contain multiple performance obligations, the total transaction price of the contract is allocated to the separate performance obligations based on each performance obligation’s relative standalone selling price. To determine standalone selling prices of the Company’s performance obligations, the Company generally applies a cost-plus margin approach to determine a range of reasonable prices for each performance obligation. When a contract includes variable consideration such as usage-based or user-based fees, service level agreements, or volume-based pricing, the Company estimates the amount which the Company believes it will be entitled in exchange for transferring the promised goods or services to the customer. The Company uses either the expected value method or the most likely amount method to estimate variable consideration based on the facts and circumstances in each contract. The Company updates its estimates as facts and circumstances change throughout the contract. Revenue for each performance obligation is recognized as control of the performance obligation is transferred to the customer. For performance obligations satisfied at a point in time, the Company determines when control has been transferred based on an evaluation of the following indicators: the Company has a present right to payment, the customer has legal title, the Company has transferred physical possession, the customer has the significant risk and rewards of ownership and the customer has accepted the assets. For performance obligations satisfied over a period of time, the Company recognizes revenue using an appropriate method to estimate the progress toward complete satisfaction of the performance obligation. The Company generally does not provide customers with payment terms that would result in the existence of a significant financing component within the transaction price. Revenue for hardware and general software - Revenue from the sale of third-party hardware and general software products is recognized on a gross basis with the associated transaction price recorded as product revenue and the acquisition cost of the product recorded as cost of product revenue, net of vendor rebates. Hardware and general software can be delivered to customers in a variety of ways including drop-shipped by the vendor or supplier, or shipped through one of the Company’s staging warehouses or via electronic delivery for general software licenses. Regardless of the delivery method, revenue from the sale of hardware is recognized at a point in time based on the shipping terms specified in the contract which is when title and the risk of loss are passed to the customer. Our standard shipping terms are freight on board (“FOB”) origin and accordingly, we generally recognize revenue when product ships from our vendor or supplier. In transactions where the shipping terms are FOB destination, revenue is recognized when the promised hardware is delivered to the customer’s specified location. For general software that is pre-installed on hardware products, revenue is recognized at a point in time based on the shipping terms specified in the contract; while general software that is delivered to the customer via electronic download is recognized at a point in time when the information the customer needs to download and install the software has been provided to the customer. Revenue for software as a service (“SaaS”), enterprise license agreements (“ELAs”) or software sold with critical software assurance - In certain software arrangements, we recognize the related revenue on a net basis, with product revenue being equal to the gross margin on the transaction. Third-party software products that are recognized on a net basis include: SaaS to customers whereby the customer receives the right to access software directly from the vendor; ELAs that provide customers with access to manage their software license needs; and software that is accompanied by third-party delivered software assurance that is deemed to be critical or essential to the core functionality of the software license. As we are under no obligation to perform additional services, such as post-customer support or upgrades, revenue is recognized at a point in time as opposed to over the life of the software license. Revenue from these software products is recognized on a net basis at a point in time when the Company has satisfied its agency obligation which is generally when the Company has arranged for the delivery of the software from the third-party to the customer. Revenue for third-party support service contracts - Revenue from the sale of third-party support service contracts is recognized on a net basis, with product revenue being equal to the gross margin on the transaction. As we are under no obligation to perform additional services, revenue is recognized at a point in time as opposed to over the life of the third-party support agreement. Revenue is recognized at a point in time when the Company has satisfied its agency obligation which is generally when the Company has arranged for the support service contract on the customer’s behalf with the third-party. Revenue for professional services - Revenue from professional services is recognized over a period of time as the services are performed and recorded as service revenue with the associated cost recorded as service cost of revenue. For time and material contracts, where the Company has the right to invoice for work performed as completed, the Company recognizes revenue using the “right to invoice” practical expedient as the amount that can be invoiced directly corresponds with satisfaction of the performance obligation. For time and material contracts and fixed priced contracts where invoicing is linked to the achievement of milestones, the Company uses an input based percentage of completion method based on labor hours completed compared to the total estimated hours for the scope of work with revenue accrued or deferred as appropriate. Management bases its estimates on the scope of work being performed, our historical experience performing similar work and the risks and uncertainties surrounding that work. These estimates are adjusted throughout the performance of the contract as work is completed. Revenue for managed services - Revenue from managed services are recognized over a period of time using a time-lapsed method and recorded as service revenue with the associated cost recorded as service cost of revenue. The Company’s managed services are considered to be a series of distinct services due to the services performed being either repetitive on a recurring basis or for being a stand-ready obligation and accordingly are accounted for as a single performance obligation. Accordingly, the Company believes that using a time-based method for recognition is the most appropriate as the services are satisfied evenly over the stated period of performance. Revenue from public cloud arrangements - Revenue from public cloud arrangements is recognized on a gross basis over a period of time using a time-lapsed method and recorded as product revenue with the associated cost recorded as product cost of revenue. Any variable based usage incurred above contractually stated minimums are recognized in the period in which the customer consumes and the Company provides the additional platform capacity. Sales returns and credit losses A customer’s ability to return goods and services is considered a form of variable consideration. The Company maintains an estimate for sales returns at the most likely amount based on historical experience. The Company also maintains an estimate for credit losses for uncollectible accounts which is based on historical experience. Warranties Our vendor partners provide warranties to our customers on equipment sold and, as such, we have not estimated a warranty reserve or deferred revenue for potential warranty work. These manufacturer warranties are assurance-type warranties that ensure that products will conform to manufacturer’s specifications and are not considered separate performance obligations. Extended warranties sold separately by manufacturers are considered to be separate performance obligations and are accounted for as third-party support service contracts described above. Freight The Company considers freight billed to its customers as part of the transaction price in the arrangement which is allocated to the product performance obligations in the arrangement. Freight costs are recorded as a cost of product revenue. The Company does not consider shipping to be a separate performance obligation. Contract costs Generally, the only incremental costs of obtaining a contract that the Company incurs are sales commissions paid to our employees. The Company’s sales commission structures are complex and a majority of our sales commission are based on substantive operating metrics in addition to obtaining the contract. Sales commissions that are solely associated with obtaining a contract are capitalized when the amortization period would be one-year or greater; which primarily occurs in sales commissions paid on our managed services contracts. Capitalized sales commissions are amortized over the period they are expected to contribute directly or indirectly to future cash flows. Sales commissions paid on new managed services arrangements are amortized over a period that includes anticipated renewals while sales commissions paid on renewal services are amortized over the contract period. The Company may incur costs to fulfill a contract associated with our professional services, public cloud or managed services, including, but not limited to, turn-up services, purchasing support service contracts, public cloud reserved instances and software licenses. These costs are initially deferred as prepaid expenses or other assets and expensed over the period that services are being provided. |
Cash and Cash Equivalents | Cash and Cash Equivalents The Company considers all highly liquid investments purchased with an original maturity of less than three months at the date of purchase to be cash equivalents. The Company’s cash management program utilizes zero balance accounts and overnight money market investments. The Company does not have any compensating balance requirements. |
Accounts Receivable | Accounts Receivable Accounts receivable are carried at the original invoice amount less a provision for sales returns and credit losses. Management determines the provision for credit losses by reviewing all outstanding amounts to identify troubled accounts, using historical experience applied to the aging of accounts, and considering current economic conditions that may affect a customer’s ability to pay. Accounts receivable are written off when deemed uncollectible. Recoveries of accounts receivable previously written off are recorded when received. Accounts receivable are generally due within 30 days of the date of the invoice and typically do not bear interest. Any interest income received on accounts receivable is recorded as received or when collectability is reasonably assured. |
Unbilled Accounts Receivable | Unbilled Accounts Receivable Unbilled accounts receivable represent the revenue that has been earned but not yet billed to the customer as of the balance sheet date, less a provision for credit losses. Unbilled accounts receivable typically are comprised of receivables for hardware and software products delivered but not yet invoiced as a result of bill in full provisions, software sold to clients on an installment basis, support service contract sales that are being billed over the contract term to customers, and revenue on professional service contracts in which revenue has been recognized but invoicing milestones have not yet been achieved. Management determines the provision for credit losses by reviewing unbilled amounts to identify troubled accounts, using historical experience and considering economic conditions that may affect a customer’s ability to pay. Unbilled receivables are written off when deemed uncollectible. |
Inventory | Inventory The Company's inventory primarily consists of finished goods valued at the lower of cost or market, with cost determined on the first-in, first-out method (“FIFO”). The Company decreases the value of inventory when evidence exists that the net realizable value of inventory is lower than its cost, based upon an aging analysis of the inventory on hand, specifically known inventory-related risks, and assumptions about future demand and market conditions. |
Property and Equipment | Property and Equipment Property and equipment are stated at cost less accumulated depreciation, with the exception that property and equipment acquired in an acquisition are recorded at estimated fair value on the date of the acquisition. Depreciation is computed using the straight-line method over the estimated useful lives of the assets. Estimated useful lives of three to seven years are used for equipment, software and furniture and fixtures. Depreciation and amortization of leasehold improvements are computed using the shorter of the estimated useful life or the remaining lease term. Depreciation of certain equipment, software, and other property utilized directly in product revenue generation is recorded in cost of product revenue in the Company’s consolidated statements of operations. Similarly, depreciation expense associated with equipment and software directly utilized in support of cloud and managed services contracts is included in cost of service revenue within the Company’s consolidated statements of operations. All other depreciation and amortization are recorded in depreciation and amortization within operating expenses in the Company’s consolidated statements of operations. |
Debt Issuance Costs | Debt Issuance Costs Debt issuance costs arising from the Company’s borrowings and credit agreements are amortized using the effective interest rate method over the term of the related debt financing. Debt issuance costs associated with non-revolving credit facilities are presented on a net basis along with the associated debt obligation in the consolidated balance sheets. Debt issuance costs associated with revolving credit facilities are presented net of accumulated amortization within other assets in the consolidated balance sheets. |
Impairment of Long-lived Assets | Impairment of Long-lived Assets The Company reviews its long-lived assets for impairment whenever events or circumstances indicate that the carrying amount of an asset or asset group may not be recoverable. Recoverability of long-lived assets is measured by a comparison of the carrying amount of the asset or asset group to the future undiscounted net cash flows expected to be generated by that asset or asset group. If such asset(s) are considered to be impaired, the impairment loss is measured as the amount by which the carrying amount of the asset(s) exceeds their estimated fair value. Assets to be disposed of are reported at the lower of the carrying amount or fair value, less cost to sell. |
Identifiable Intangible Assets | Identifiable Intangible Assets Finite-lived intangible assets such as customer relationships assets, developed technology, trade names, and non-compete agreements are amortized over their estimated useful lives, generally on a straight-line basis. Finite-lived intangible assets are reviewed for impairment or obsolescence whenever events or circumstances indicate that the carrying amount of the asset may not be recoverable. Recoverability of intangible assets is measured by a comparison of the carrying amount of the asset to the future undiscounted net cash flows expected to be generated by that asset. If the asset is considered to be impaired, the impairment loss is measured as the amount by which the carrying amount of the asset exceeds the estimated fair value. |
Goodwill and Other Indefinite-lived Intangibles | Goodwill and Other Indefinite-lived Intangibles The Company records goodwill when the purchase price of a business acquisition exceeds the estimated fair value of net identified tangible and intangible assets acquired. Goodwill is assigned to a reporting unit on the acquisition date and assessed for impairment at least annually, or more frequently when events or changes in circumstances indicate that the fair value of a reporting unit has more likely than not declined below its carrying value. In accordance with ASC Topic 805, Business Combinations , if, at the time of issuance of any consolidated financial statements, the Company has not yet finalized the acquisition method of accounting and calculation of goodwill, the corresponding consolidated financial statements are prepared using provisional amounts. Upon finalizing the acquisition method of accounting, the Company applies any adjustments to the provisional amounts in the period in which the adjustments are determined. The Company assesses goodwill for impairment at least annually on March 31 of each year for each reporting unit. To perform its impairment assessment, the Company compares the fair value of our reporting unit with its carrying amount. If our carrying amount exceeds our fair value, an impairment charge would be recognized for the difference. When the fair value of our reporting unit exceeds the carrying amount, no impairment is recognized. As of March 31, 2019, our estimated fair value exceeded our carrying value by approximately 94.8% . Our fair value was calculated based on our total market capitalization on March 31, 2019. On a qualitative basis, no economic, industry or our company-specific indicators were noted which would have led us to believe that it is more likely than not that goodwill was impaired since March 31, 2019. Similar to goodwill, indefinite-lived intangible assets other than goodwill are assessed annually on March 31, or more frequently if indicated, for impairment. The impairment assessment first considers qualitative and quantitative factors to determine whether events and circumstances indicate that it is more likely than not that an indefinite-lived intangible asset is impaired, including, but not limited to, the following: (i) the performance of the underlying business related to the intangible asset; (ii) the use of the intangible asset to market to customers and transact with vendors; and (iii) the expectation that the intangible asset will continue to be used going forward. If after assessing the qualitative and quantitative factors the Company determines that it is more likely than not that the fair value of an indefinite-lived intangible asset is less than its carrying value, then the Company will write down the value of the intangible asset to its fair value. The fair value of the Company's indefinite-lived intangible asset is determined using the relief from royalty method. The significant estimates and assumptions utilized in the fair value estimates include revenue projections, the royalty rate and the weighted average cost of capital. |
Financing Receivables and Operating Leases | Financing Receivables and Operating Leases The Company’s lessor lease transactions are classified at the inception of the lease as either direct financing leases, sales-type leases or operating leases. At the inception of direct financing and sales-type leases, the net investment in leases is recorded, which consists of the minimum lease payments, the initial direct costs applicable for direct financing leases, the unguaranteed residual value of the leased asset and the unearned interest income. Upon entering into a lease transaction, the Company generally assigns the customer lease payments to a financial institution along with a first priority security interest in the leased equipment (“discounting”). These assignments do not qualify for sale accounting and, as such, are not derecognized from the consolidated balance sheet and instead reported as collateralized borrowings. Accordingly, the related assets remain on the Company’s balance sheets and continue to be reported and accounted for as if the sale or assignment had not occurred. The majority of our assigned lease payments are on a nonrecourse basis with the financial institutions. At the time the lease is discounted, the Company receives a cash payment from the financial institution equal to the present value of the lease payments discounted at a fixed interest rate, and a related liability is established equal to this cash payment received. The asset and liability are both decreased over the term of the lease as payments are received by the financial institution from the lessee. The typical term of our leases and the discounting arrangements is between two and five years . Sales-type leases – At the inception of the lease, the present value of the non-cancelable rentals is recorded as product revenue. Equipment costs, less the present value of the estimated residual values, are recorded in cost of product revenue. The difference between the present value of the non-cancelable rentals and the minimum lease payments receivable and the difference between the present value of the estimated residual values and the future value of residuals are recorded as unearned income, which is amortized to product revenue over the lease term using the effective interest rate method. Direct financing leases – At the inception of a lease, the difference between the cost of the equipment and the present value of the non-cancelable rentals is recorded as unearned income, which is amortized to product revenue over the lease term using an effective interest rate method. Residual values – Residual values represent management’s estimates of the fair market or realizable values of equipment under leases at the maturity of the leases. Management reviews the residual values and they are reduced as necessary to reflect any decrease in the estimated fair market or realizable values. Residual values are evaluated on a quarterly basis and any impairment, other than temporary, is recorded in the period in which the impairment is determined. The resulting reduction in the net investment in leases is recognized as a loss in the period in which the estimate is changed. No upward revision of residual value is made subsequent to the inception of the lease. Operating leases – At the inception of a lease, the equipment assigned to the lease is recorded at cost as equipment under operating leases presented within other assets in the Company’s consolidated balance sheets and is depreciated on a straight-line basis over its useful life. Monthly payments from customers are recorded as part of product revenue, with the depreciation expense associated with the equipment recorded in cost of product revenue within the Company’s consolidated statements of operations. |
Income Taxes | Income Taxes Deferred taxes are calculated using the liability method, whereby deferred tax assets are recognized for deductible temporary differences, operating losses and tax credit carry-forwards, and deferred tax liabilities are recognized for taxable temporary differences. Temporary differences are the differences between the reported amounts of assets and liabilities in the Company’s consolidated balance sheets 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 presented based on the tax rates currently in effect and adjusted for changes in tax laws and rates on the date of enactment. Deferred tax assets and liabilities are classified as noncurrent and presented net in the consolidated balance sheets. The Company evaluates its tax positions under a more-likely-than-not recognition threshold and measurement analysis before they can be recognized for financial statement reporting. Uncertain tax positions have been classified as current or non-current income tax liabilities based on the expectation of whether they will be paid in the next fiscal year. The Company recognizes interest and penalties related to income tax exposures as a component of income tax expense (benefit) in the Company’s consolidated statements of operations. |
Share-based Compensation | Share-based Compensation The Company measures and recognizes share-based compensation expense for all share-based awards made to employees and directors using fair value based methods over the requisite service period. The cost of equity-classified awards is based on the grant-date fair value calculated using a Black-Scholes or Monte Carlo valuation model, depending on the nature and classification of the award. Share-based compensation expense for awards with a service-only condition is recognized over the employee’s requisite service period using a graded vesting method. For awards with a performance condition that affects vesting, the performance condition is not considered in determining the award’s grant-date fair value; however, the conditions are considered when estimating the quantity of awards that are expected to vest. No compensation expense is recorded for awards with performance conditions until the performance condition is determined to be probable of achievement. For awards with a market condition that affects vesting, the market condition is considered in determining the award’s grant-date fair value. Compensation expense for awards with a market condition is recognized straight-line over the derived or implied service period. For awards with both performance and market conditions, the market condition is incorporated into the fair value of the award, while the performance condition impacts the timing of expense recognition. Prior to the fiscal year ended June 30, 2017 adoption of ASU 2016-09, Compensation – Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting, we recorded excess tax benefits to additional paid in capital on the consolidated balance sheet. Subsequently, excess tax benefits are recorded as a component of income tax expense in the consolidated statement of operations. Additionally, subsequent to the adoption of ASU 2016-09, excess tax benefits are presented as an operating activity on the consolidated statement of cash flows, instead of as a financing activity. Subsequent to the adoption of ASU 2016-09, the Company has elected to recognize forfeitures as they occur. The Company records excess tax benefits as a component of income tax expense in the consolidated statement of operations. Excess tax benefits are presented as an operating activity on the consolidated statement of cash flows. In the case of modifications of awards, additional share-based compensation expense is based on the excess, if any, of the fair value of the modified award over the fair value of the original award immediately before its terms are modified. Share-based compensation expense is classified as selling expenses or general and administrative expenses consistent with other compensation expense associated with the award recipient. The Company uses the simplified method in estimating the expected life of its service-only condition awards because the Company does not have sufficient historical exercise data to provide a reasonable basis to estimate future exercise patterns. |
Earnings (Loss) Per Share | Earnings Per Share Basic earnings per share is computed using the weighted-average number of shares of common stock outstanding during the period. Diluted earnings per share is computed using the weighted-average number of shares of common stock and dilutive potential shares of common stock outstanding during the period. Dilutive potential shares of common stock outstanding includes the dilutive effect of vested and unvested in-the-money service-only condition stock options and stock options with performance conditions once the performance condition is considered probable of achievement. Stock options with market conditions are included in the calculation of potential dilutive shares to the extent the market conditions are deemed to have been met based on information as of the end of the period as if it were the end of the contingency period. The dilutive effect of such equity-classified awards is calculated based on the average share price for each period using the treasury stock method. Under the treasury stock method, the amount the employee must pay for exercising stock options and the amount of compensation cost for future service that the Company has not yet recognized are collectively assumed to be used to repurchase shares. Shares issued under the Company's Employee Stock Purchase Plan are included as dilutive potential shares of common stock outstanding as of the beginning of the applicable offering period, to the extent they are not anti-dilutive. |
Partner Incentive Program Consideration | Partner Incentive Program Consideration The Company receives payments and credits from vendors for various programs, including rebates, volume incentive programs, and shared marketing expense programs. Each program varies in length and has varying conditions or achievement targets that determine the amount of consideration the Company is eligible for. The Company estimates and recognizes the amount of partner incentive program consideration earned when it is probable and reasonably estimable using the information available or historical data. Such partner incentive program consideration is recognized as a reduction of cost of revenue with respect to rebates, volume incentive programs and similar programs or as a reduction to operating expenses with respect to shared marketing expense programs. |
Business Combinations | Business Combinations The Company accounts for business combinations and acquisitions using the acquisition method. The acquisition method requires that the total purchase price of the acquired entity be allocated to the assets acquired and liabilities assumed based on their fair values at the acquisition date. The assets acquired include the analysis and recognition of intangible assets such as customer relationships, trade names, developed technology and contractual rights and the liabilities assumed include contractual commitments and contingencies. Any premium paid over the fair value of the net assets and liabilities acquired is recorded as goodwill in connection with the business combination. The results of operations for an acquired entity are included in the consolidated financial statements from the date of acquisition. |
Fair Value Measurements | Fair Value Measurements Fair value is defined under U.S. GAAP as the price that would be received to sell an asset or paid to transfer a liability in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants at the measurement date. U.S. GAAP also provides a fair value hierarchy for valuation inputs to prioritize the inputs into three levels based on the extent to which inputs used in measuring fair value are observable in the market. Each fair value measurement is reported in one of the three levels, which is determined by the lowest level input that is significant to the fair value measurement in its entirety. These levels are: Level 1 : Quoted prices (unadjusted) in active markets for identical assets or liabilities that the reporting entity has the ability to access at the measurement date; Level 2 : Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly; and Level 3 : Unobservable inputs for the asset or liability. For those financial instruments with no quoted market prices available, fair value is estimated using present value calculations or other valuation methods. Determining the fair value incorporates management’s best judgment with respect to current economic conditions, discount rates and estimates of future cash flows. The Company did not elect the fair value measurement option for any of its financial assets or liabilities. |
Derivative Instruments | Derivative Instruments The Company may periodically use interest rate swap and cap agreements to reduce the impact of interest rate changes on its long-term debt. All derivative instruments that are not clearly and closely related to the economic characteristics and risks of the host contract are recognized in the Company’s consolidated balance sheets at their fair value and are appropriately classified as current or non-current assets and liabilities. The Company has not elected hedge accounting for its derivative instruments, and as a result, changes in the fair value are recorded within the Company’s consolidated statements of operations within general and administrative expenses along with the periodic settlements on the variable rate asset or liability. For the periods presented, the Company had no derivative agreements or activity. |
Reportable Segments | Reportable Segments Segment information is presented in accordance with a “management approach.” The “management approach” is based on the way that the Company’s chief operating decision-maker reviews operating segment information for use in making decisions, allocating resources and assessing performance. An operating segment is a component of the Company (i) that engages in business activities from which it may earn revenue and incur expense, (ii) whose operating results are regularly reviewed by the Company’s chief operating decision maker to make decisions about resources to be allocated to the segment and assess its performance, and (iii) for which discrete financial information is available. Since October 22, 2015, the Company has operated as one reportable segment based on our assessment of how our chief operating decision maker allocates resources and assesses performance across the Company. |
Recent Accounting Pronouncements Adopted During the Period and Recent Accounting Pronouncements Not Yet Adopted | Recent Accounting Pronouncements Adopted During the Fiscal Year In May 2014, the FASB issued ASU 2014-09, Revenue from Contracts with Customers (Topic 606) , along with subsequent clarifying ASUs, which outline a single, comprehensive model for accounting for revenue from contracts with customers. Under the standard, revenue is to be recognized upon the transfer of promised goods or services to a customer, in an amount that reflects the consideration the entity expects to receive in exchange for those goods or services. In addition, the standard requires disclosure of the nature, amount, timing, and uncertainty of revenue and cash flows arising from contracts with customers. See “Revenue Recognition” above for additional information regarding the Company's revenue recognition policies. On July 1, 2018, the Company adopted ASC 606 utilizing the full retrospective method. The adoption of ASC 606 impacted the Company's results as follows (in millions, except per-share data): Fiscal Year Ended June 30, 2017 Fiscal Year Ended June 30, 2018 As Reported ASU 2014-09 Adjustment As Adjusted As Reported ASU 2014-09 Adjustment As Adjusted Revenue Product $ 2,373.2 $ (86.0 ) $ 2,287.2 $ 2,336.5 $ (73.7 ) $ 2,262.8 Service 444.4 4.4 448.8 521.5 (19.1 ) 502.4 Total revenue 2,817.6 (81.6 ) 2,736.0 2,858.0 (92.8 ) 2,765.2 Cost of revenue Product 1,884.2 (86.0 ) 1,798.2 1,856.3 (73.7 ) 1,782.6 Service 347.5 4.0 351.5 416.7 (18.1 ) 398.6 Total cost of revenue 2,231.7 (82.0 ) 2,149.7 2,273.0 (91.8 ) 2,181.2 Gross margin $ 585.9 $ 0.4 $ 586.3 $ 585.0 $ (1.0 ) $ 584.0 Selling expenses $ 276.2 $ (0.8 ) $ 275.4 $ 273.7 $ (0.5 ) $ 273.2 Operating income $ 108.1 $ 1.2 $ 109.3 $ 115.0 $ (0.5 ) $ 114.5 Income tax benefit $ 2.6 $ 0.5 $ 3.1 $ (79.7 ) $ (0.2 ) $ (79.9 ) Net income $ 4.4 $ 0.7 $ 5.1 $ 134.2 $ (0.3 ) $ 133.9 Earnings per share: Basic $ 0.06 $ 0.01 $ 0.07 $ 1.46 $ — $ 1.46 Diluted $ 0.05 $ 0.01 $ 0.06 $ 1.39 $ — $ 1.39 As of June 30, 2018 As Reported ASU 2014-09 Adjustment As Adjusted Accounts receivable, net $ 613.3 $ (4.6 ) $ 608.7 Unbilled accounts receivable, net $ 156.7 $ 14.8 $ 171.5 Prepaid expenses and other current assets $ 80.7 $ 31.8 $ 112.5 Total assets $ 2,694.3 $ 42.0 $ 2,736.3 Accrued expenses and other current liabilities $ 193.2 $ 35.0 $ 228.2 Deferred income tax liabilities $ 177.7 $ 2.8 $ 180.5 Total liabilities $ 1,938.2 $ 37.8 $ 1,976.0 Retained earnings $ 110.9 $ 4.2 $ 115.1 Total stockholders’ equity $ 756.1 $ 4.2 $ 760.3 Total liabilities and stockholders’ equity $ 2,694.3 $ 42.0 $ 2,736.3 The adoption of ASC 606 impacted net income, as noted above, as well as elements of working capital. Total cash flows from operating activities, investing activities and financing activities remained unchanged for the fiscal years ended June 30, 2019 and 2018 . Recent Accounting Pronouncements Not Yet Adopted as of June 30, 2019 In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842) , which changes the accounting for leases in order to increase transparency and comparability among organizations by recognizing lease assets and lease liabilities on the balance sheet and disclosing key information about leasing arrangements. The standard has an effective date for fiscal years beginning after December 15, 2018 and interim periods within those fiscal years, with early adoption permitted. The Company has evaluated the impact that the standard will have on the consolidated financial statements and began incorporating the required changes on the effective date of July 1, 2019. The Company adopted this standard under the modified retrospective method as of the date of adoption with prior periods not adjusted. The adoption of the standard is not expected to have a material impact on the Company’s leasing business from a lessor perspective. Furthermore, we expect the adoption of the standard to impact the Company’s balance sheet through the recognition of right-of-use assets and lease obligation liabilities; with the vast majority of these balances related to operating leases for our offices and warehouses. The Company does not expect the standard to materially impact the consolidated statement of operations or the consolidated statement of cash flows. In June 2016, the FASB issued ASU 2016-13, Financial Instruments - Credit Losses (Topic 326) , which changes the current incurred loss impairment methodology with a methodology that reflects expected credit losses and requires consideration of a broader range of reasonable and supportable information. This standard requires a modified-retrospective adoption approach and has an effective date for fiscal years beginning after December 15, 2019. The Company does not believe this standard will have a material impact on the consolidated financial statements. In August 2018, the FASB issued ASU 2018-15, Intangibles - Goodwill and Other - Internal-Use Software (Topic 350-40) |
Nature of Business and Signif_3
Nature of Business and Significant Accounting Policies (Tables) | 12 Months Ended |
Jun. 30, 2019 | |
Accounting Policies [Abstract] | |
Impact of ASU on Company's Results | On July 1, 2018, the Company adopted ASC 606 utilizing the full retrospective method. The adoption of ASC 606 impacted the Company's results as follows (in millions, except per-share data): Fiscal Year Ended June 30, 2017 Fiscal Year Ended June 30, 2018 As Reported ASU 2014-09 Adjustment As Adjusted As Reported ASU 2014-09 Adjustment As Adjusted Revenue Product $ 2,373.2 $ (86.0 ) $ 2,287.2 $ 2,336.5 $ (73.7 ) $ 2,262.8 Service 444.4 4.4 448.8 521.5 (19.1 ) 502.4 Total revenue 2,817.6 (81.6 ) 2,736.0 2,858.0 (92.8 ) 2,765.2 Cost of revenue Product 1,884.2 (86.0 ) 1,798.2 1,856.3 (73.7 ) 1,782.6 Service 347.5 4.0 351.5 416.7 (18.1 ) 398.6 Total cost of revenue 2,231.7 (82.0 ) 2,149.7 2,273.0 (91.8 ) 2,181.2 Gross margin $ 585.9 $ 0.4 $ 586.3 $ 585.0 $ (1.0 ) $ 584.0 Selling expenses $ 276.2 $ (0.8 ) $ 275.4 $ 273.7 $ (0.5 ) $ 273.2 Operating income $ 108.1 $ 1.2 $ 109.3 $ 115.0 $ (0.5 ) $ 114.5 Income tax benefit $ 2.6 $ 0.5 $ 3.1 $ (79.7 ) $ (0.2 ) $ (79.9 ) Net income $ 4.4 $ 0.7 $ 5.1 $ 134.2 $ (0.3 ) $ 133.9 Earnings per share: Basic $ 0.06 $ 0.01 $ 0.07 $ 1.46 $ — $ 1.46 Diluted $ 0.05 $ 0.01 $ 0.06 $ 1.39 $ — $ 1.39 As of June 30, 2018 As Reported ASU 2014-09 Adjustment As Adjusted Accounts receivable, net $ 613.3 $ (4.6 ) $ 608.7 Unbilled accounts receivable, net $ 156.7 $ 14.8 $ 171.5 Prepaid expenses and other current assets $ 80.7 $ 31.8 $ 112.5 Total assets $ 2,694.3 $ 42.0 $ 2,736.3 Accrued expenses and other current liabilities $ 193.2 $ 35.0 $ 228.2 Deferred income tax liabilities $ 177.7 $ 2.8 $ 180.5 Total liabilities $ 1,938.2 $ 37.8 $ 1,976.0 Retained earnings $ 110.9 $ 4.2 $ 115.1 Total stockholders’ equity $ 756.1 $ 4.2 $ 760.3 Total liabilities and stockholders’ equity $ 2,694.3 $ 42.0 $ 2,736.3 |
Revenue Recognition (Tables)
Revenue Recognition (Tables) | 12 Months Ended |
Jun. 30, 2019 | |
Revenue from Contract with Customer [Abstract] | |
Aggregate Amount of Transaction Price Allocated to Performance Obligations Unsatisfied | For contracts greater than one year, the table below discloses the aggregate amount of the transaction price allocated to performance obligations that are unsatisfied (or partially unsatisfied) as of June 30, 2019 and when the Company expects to recognize this revenue, by fiscal year. These performance obligations primarily relate to managed service and public cloud contracts. (in millions) Years ending June 30, 2020 $ 150.6 2021 109.6 2022 48.1 2023 7.0 2024 3.0 2025 and thereafter 0.3 Total $ 318.6 |
Acquisitions (Tables)
Acquisitions (Tables) | 12 Months Ended |
Jun. 30, 2019 | |
Business Combinations [Abstract] | |
Schedule of Purchase Price Allocation | The following table summarizes the purchase price allocation for the Red Sky Acquisition (in millions): Computation of purchase price: Cash paid to sellers $ 36.6 Receivable collected from escrow (0.2 ) Fair value of equity consideration 4.1 Total consideration $ 40.5 Allocation of purchase price: Fair value of assets acquired Cash $ 3.0 Accounts receivable 7.2 Unbilled accounts receivable 0.3 Inventory 0.2 Prepaid expenses and other current assets 1.3 Property and equipment 1.7 Goodwill 19.6 Identifiable intangible assets 18.5 Fair value of liabilities assumed Accounts payable - trade (8.5 ) Accrued expenses and other current liabilities (2.8 ) Total net assets acquired $ 40.5 |
Accounts and Unbilled Receiva_2
Accounts and Unbilled Receivables (Tables) | 12 Months Ended |
Jun. 30, 2019 | |
Accounts, Notes, Loans and Financing Receivable [Line Items] | |
Schedule of Accounts Receivable | Accounts receivable consisted of the following (in millions): June 30, 2019 June 30, 2018 (as adjusted) Gross accounts receivable $ 684.1 $ 616.4 Provision for sales returns and credit losses (9.5 ) (7.7 ) Total accounts receivable, net $ 674.6 $ 608.7 |
Unbilled Revenues [Member] | |
Accounts, Notes, Loans and Financing Receivable [Line Items] | |
Schedule of Accounts Receivable | Unbilled receivables consisted of the following (in millions): June 30, 2019 June 30, 2018 (as adjusted) Gross unbilled accounts receivable $ 205.6 $ 171.8 Provision for sales returns and credit losses (0.3 ) (0.3 ) Total unbilled accounts receivable, net $ 205.3 $ 171.5 |
Prepaid Expenses and Other Cu_2
Prepaid Expenses and Other Current Assets (Tables) | 12 Months Ended |
Jun. 30, 2019 | |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | |
Prepaid Expenses and Other Current Assets | Prepaid expenses and other current assets consisted of the following (in millions): June 30, 2019 June 30, 2018 (as adjusted) Deferred product costs 18.3 29.5 Partner incentive program receivable 25.5 32.7 Prepaid professional services 34.8 25.8 Prepaid reserved instances 22.6 2.0 Prepaid income taxes 5.3 4.9 Other prepaid expenses and current assets 16.6 17.6 Total prepaid expenses and other current assets $ 123.1 $ 112.5 |
Financing Receivables and Ope_2
Financing Receivables and Operating Leases (Tables) | 12 Months Ended |
Jun. 30, 2019 | |
Leases [Abstract] | |
Schedule of Financing Receivable | The assets and related liabilities for discounted and not discounted sales-type and direct financing leases to financial institutions were as follows (in millions): June 30, 2019 Discounted to financial institutions Not discounted to financial institutions Total Minimum lease payments $ 243.2 $ 3.0 $ 246.2 Estimated net residual values — 5.9 5.9 Unearned income (14.3 ) (0.8 ) (15.1 ) Provision for credit losses — (0.3 ) (0.3 ) Total, net $ 228.9 $ 7.8 $ 236.7 Reported as: Current $ 95.1 $ 1.3 $ 96.4 Long-term 133.8 6.5 140.3 Total, net $ 228.9 $ 7.8 $ 236.7 Discounted financing receivables: Nonrecourse $ 223.5 $ — $ 223.5 Recourse — — — Total $ 223.5 $ — $ 223.5 Reported as: Current $ 93.3 $ — $ 93.3 Long-term 130.2 — 130.2 Total, net $ 223.5 $ — $ 223.5 June 30, 2018 Discounted to financial institutions Not discounted to financial institutions Total Minimum lease payments $ 207.5 $ 2.7 $ 210.2 Estimated net residual values — 7.6 7.6 Unearned income (11.4 ) (0.9 ) (12.3 ) Provision for credit losses — (0.4 ) (0.4 ) Total, net $ 196.1 $ 9.0 $ 205.1 Reported as: Current $ 85.4 $ 2.9 $ 88.3 Long-term 110.7 6.1 116.8 Total, net $ 196.1 $ 9.0 $ 205.1 Discounted financing receivables: Nonrecourse $ 192.6 $ — $ 192.6 Recourse — — — Total $ 192.6 $ — $ 192.6 Reported as: Current $ 84.5 $ — $ 84.5 Long-term 108.1 — 108.1 Total, net $ 192.6 $ — $ 192.6 |
Sales-type and Direct Financing Leases, Lease Receivable, Maturity | Minimum lease payments for discounted and non-discounted sales-type and direct financing leases were as follows (in millions): Years ending June 30, Discounted to financial institutions Not discounted to financial institutions Total 2020 $ 102.9 $ 0.7 $ 103.6 2021 76.3 0.8 77.1 2022 40.5 1.3 41.8 2023 18.4 0.1 18.5 2024 5.1 0.1 5.2 2025 and thereafter — — — Total $ 243.2 $ 3.0 $ 246.2 |
Schedule of Available for Operating Lease | Equipment under operating leases and accumulated depreciation presented within other assets in the consolidated balance sheets was as follows (in millions): June 30, 2019 June 30, 2018 Equipment under operating leases $ 2.9 $ 3.4 Accumulated depreciation (1.1 ) (1.9 ) Total equipment under operating leases, net $ 1.8 $ 1.5 |
Lessor, Operating Lease, Payments to be Received, Maturity | The minimum lease payments related to operating leases discounted or non-discounted were as follows (in millions): Years ending June 30, Discounted to financial institutions Not discounted to financial institutions Total 2020 $ 0.8 $ — $ 0.8 2021 0.4 — 0.4 2022 0.3 — 0.3 2023 0.1 — 0.1 2024 — — — 2025 and thereafter — — — Total $ 1.6 $ — $ 1.6 |
Schedule of Discounted Operating Lease | Liabilities for discounted operating leases was as follows (in millions): June 30, 2019 June 30, 2018 Discounted operating leases: Current $ 0.6 $ 0.7 Noncurrent 1.0 0.5 Total $ 1.6 $ 1.2 |
Property and Equipment (Tables)
Property and Equipment (Tables) | 12 Months Ended |
Jun. 30, 2019 | |
Property, Plant and Equipment [Abstract] | |
Property, Plant and Equipment | Property and equipment and accumulated depreciation and amortization was as follows (in millions): Estimated useful lives June 30, 2019 June 30, 2018 Furniture and fixtures 3 to 7 years $ 7.9 $ 8.4 Equipment 3 to 7 years 31.6 28.5 Software 3 to 5 years 27.2 24.4 Leasehold improvements Life of lease 17.8 16.4 Total property and equipment 84.5 77.7 Accumulated depreciation and amortization (48.1 ) (41.8 ) Total property and equipment, net $ 36.4 $ 35.9 |
Goodwill and Identifiable Int_2
Goodwill and Identifiable Intangible Assets (Tables) | 12 Months Ended |
Jun. 30, 2019 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Goodwill | Goodwill consisted of the following (in millions): Gross carrying value Accumulated impairment charges Total, net Balance, June 30, 2017 781.5 — 781.5 Acquisitions 22.2 — 22.2 Impairment charges — — — Balance, June 30, 2018 803.7 — 803.7 Acquisitions — — — Impairment charges — — — Balance, June 30, 2019 $ 803.7 $ — $ 803.7 |
Schedule of Finite-Lived Intangible Assets | Identifiable intangible assets consisted of the following (in millions): June 30, 2019 Range of life Gross amount Accumulated Total, net Finite-lived intangible assets: Customer relationships 5 – 10 $ 724.2 $ (304.9 ) $ 419.3 Developed technology 5 3.6 (3.0 ) 0.6 Trade names 2 1.3 (1.1 ) 0.2 Indefinite-lived intangible assets: Trade names Indefinite 205.0 — 205.0 Total intangible assets $ 934.1 $ (309.0 ) $ 625.1 June 30, 2018 Range of life Gross amount Accumulated Total, net Finite-lived intangible assets: Customer relationships 5 – 10 $ 724.2 $ (231.4 ) $ 492.8 Developed technology 5 3.6 (2.3 ) 1.3 Trade names 2 1.8 (0.6 ) 1.2 Indefinite-lived intangible assets: Trade names Indefinite 205.0 — 205.0 Total intangible assets $ 934.6 $ (234.3 ) $ 700.3 |
Schedule of Indefinite-Lived Intangible Assets | Identifiable intangible assets consisted of the following (in millions): June 30, 2019 Range of life Gross amount Accumulated Total, net Finite-lived intangible assets: Customer relationships 5 – 10 $ 724.2 $ (304.9 ) $ 419.3 Developed technology 5 3.6 (3.0 ) 0.6 Trade names 2 1.3 (1.1 ) 0.2 Indefinite-lived intangible assets: Trade names Indefinite 205.0 — 205.0 Total intangible assets $ 934.1 $ (309.0 ) $ 625.1 June 30, 2018 Range of life Gross amount Accumulated Total, net Finite-lived intangible assets: Customer relationships 5 – 10 $ 724.2 $ (231.4 ) $ 492.8 Developed technology 5 3.6 (2.3 ) 1.3 Trade names 2 1.8 (0.6 ) 1.2 Indefinite-lived intangible assets: Trade names Indefinite 205.0 — 205.0 Total intangible assets $ 934.6 $ (234.3 ) $ 700.3 |
Schedule of Future Amortization Expense | Based on the finite-lived intangible assets recorded at June 30, 2019 , the annual amortization expense is expected to be as follows (in millions): Years ending June 30, 2020 $ 74.2 2021 73.7 2022 73.5 2023 72.8 2024 72.8 2025 and thereafter 53.1 Total $ 420.1 |
Accrued Expenses and Other Cu_2
Accrued Expenses and Other Current Liabilities (Tables) | 12 Months Ended |
Jun. 30, 2019 | |
Payables and Accruals [Abstract] | |
Schedule of Accrued Expenses | Accrued expenses and other current liabilities consisted of the following (in millions): June 30, 2019 June 30, 2018 (as adjusted) Accrued compensation $ 59.1 $ 54.1 Accrued equipment purchases/vendor expenses 117.9 67.9 Accrued income taxes 3.2 5.1 Accrued interest 10.0 8.3 Dividend payable 3.3 — Stay, retention and earnout bonuses 19.5 5.8 Unearned revenue 70.5 73.0 Other accrued expenses and current liabilities 11.1 14.0 Total accrued expenses and other current liabilities $ 294.6 $ 228.2 |
Other Current Liabilities | Accrued expenses and other current liabilities consisted of the following (in millions): June 30, 2019 June 30, 2018 (as adjusted) Accrued compensation $ 59.1 $ 54.1 Accrued equipment purchases/vendor expenses 117.9 67.9 Accrued income taxes 3.2 5.1 Accrued interest 10.0 8.3 Dividend payable 3.3 — Stay, retention and earnout bonuses 19.5 5.8 Unearned revenue 70.5 73.0 Other accrued expenses and current liabilities 11.1 14.0 Total accrued expenses and other current liabilities $ 294.6 $ 228.2 |
Long-Term Debt and Credit Agr_2
Long-Term Debt and Credit Agreements (Tables) | 12 Months Ended |
Jun. 30, 2019 | |
Debt Disclosure [Abstract] | |
Schedule of Debt | Long-term debt consisted of the following (in millions): June 30, 2019 June 30, 2018 Revolving credit facility $ — $ — Receivable securitization facility — — Term loan facility, due February 2024 746.6 686.6 Total long-term debt 746.6 686.6 Unamortized debt issuance costs (12.8 ) (15.4 ) Total long-term debt, net of debt issuance costs $ 733.8 $ 671.2 Reported as: Current $ — $ — Long-term 733.8 671.2 Total long-term debt, net of debt issuance costs $ 733.8 $ 671.2 |
Schedule of Debt Issuance Costs | The following table details the debt issuance costs for the periods presented (in millions): Other Assets Long-Term Debt Revolving credit facilities Term loan facility, due February 2022 Term loan facility, due February 2024 Senior Notes Senior subordinated notes Total Balance, June 30, 2016 $ 1.9 $ 26.7 $ — $ 4.6 $ 2.3 $ 35.5 Additions — — — — — — Extinguishments — (3.2 ) — (1.8 ) (2.0 ) (7.0 ) Amortization (0.8 ) (4.8 ) — (0.6 ) (0.3 ) (6.5 ) Balance, June 30, 2017 1.1 18.7 — 2.2 — 22.0 Modifications — (15.3 ) 15.3 — — — Additions 0.8 — 2.4 — — 3.2 Extinguishments — (1.4 ) (0.7 ) (1.9 ) — (4.0 ) Amortization (0.7 ) (2.0 ) (1.5 ) (0.3 ) — (4.5 ) Balance, June 30, 2018 1.2 — 15.5 — — 16.7 Additions 0.5 — 2.2 — — 2.7 Extinguishments — — (2.1 ) — — (2.1 ) Amortization (0.7 ) — (2.8 ) — — (3.5 ) Balance, June 30, 2019 $ 1.0 $ — $ 12.8 $ — $ — $ 13.8 |
Schedule of Maturities of Long-term Debt | As of June 30, 2019 , the maturities of long-term debt were as follows (in millions): Years ending June 30, 2020 $ — 2021 — 2022 — 2023 — 2024 746.6 2025 and thereafter — Total $ 746.6 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 12 Months Ended |
Jun. 30, 2019 | |
Fair Value Disclosures [Abstract] | |
Fair Value by Balance Sheet Grouping | The fair value hierarchy for the Company’s financial assets and liabilities measured at fair value were as follows as of June 30, 2018 (in millions): Fair Value Measurements Carrying Value Level 1 Level 2 Level 3 Term loans 686.6 — 684.1 — |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 12 Months Ended |
Jun. 30, 2019 | |
Commitments and Contingencies Disclosure [Abstract] | |
Schedule of Future Minimum Rental Payments for Operating Leases | Future minimum rental payments required under the leases are as follows (in millions): Years ending June 30, 2020 $ 11.1 2021 10.0 2022 8.1 2023 6.6 2024 5.0 2025 and thereafter 10.8 Total $ 51.6 |
Share-based Compensation (Table
Share-based Compensation (Tables) | 12 Months Ended |
Jun. 30, 2019 | |
Share-based Payment Arrangement [Abstract] | |
Summary of Nonqualified Stock Option Activity | A summary of the nonqualified stock option activity for the fiscal year ended June 30, 2019 was as follows: Service and Rolled options outstanding Total outstanding options Vested (exercisable) options Nonvested options Weighted-average Weighted-average Weighted-average Number of options Exercise price Fair value Number of options Exercise price Fair value Number of options Exercise price Fair value Balance, June 30, 2018 5,375,264 $ 8.29 $ 3.50 2,431,070 $ 5.32 $ 3.00 2,944,194 $ 10.74 $ 3.91 Granted 2,313,035 14.77 5.40 — — — 2,313,035 14.77 5.40 Vested — — — 1,247,012 10.32 3.55 (1,247,012 ) 10.32 3.55 Exercised (460,821 ) 5.01 2.65 (460,821 ) 5.01 2.65 — — — Forfeited (296,077 ) 11.85 4.36 — — — (296,077 ) 11.85 4.36 Expired (44,108 ) 13.36 4.34 (44,108 ) 13.36 4.34 — — — Balance, June 30, 2019 6,887,293 $ 10.50 $ 4.15 3,173,153 $ 7.22 $ 3.25 3,714,140 $ 13.30 $ 4.92 Performance and Market options outstanding Total outstanding options Vested (exercisable) options Nonvested options Weighted-average Weighted-average Weighted-average Number of options Exercise price Fair value Number of options Exercise price Fair value Number of options Exercise price Fair value Balance, June 30, 2018 3,025,968 $ 5.60 $ 2.11 — $ — $ — 3,025,968 $ 5.60 $ 2.11 Granted — — — — — — — — — Vested — — — — — — — — — Exercised — — — — — — — — — Forfeited (363,496 ) 5.67 2.09 — — — (363,496 ) 5.67 2.09 Expired — — — — — — — — — Balance, June 30, 2019 2,662,472 $ 5.59 $ 2.11 — $ — $ — 2,662,472 $ 5.59 $ 2.11 |
Schedule of Share-based Compensation Arrangement by Share-based Payment Award, Options, Vested and Expected to Vest, Outstanding | A summary of nonqualified stock options that are vested or expected to vest was as follows: Number of options Weighted-average exercise price Intrinsic value (in millions) Weighted-average remaining contract term (in years) Balance, June 30, 2019 9,306,598 $ 9.25 $ 41.1 5.9 |
Schedule of Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Grant Date Intrinsic Value | A summary of the intrinsic values of nonqualified stock options was as follows (in millions): Service & Rolled options outstanding Performance and market options outstanding Exercised during the period end Total outstanding options Vested (exercisable) options Nonvested options Nonvested options June 30, 2017 $ 3.1 $ 50.6 $ 31.2 $ 19.4 $ 30.2 June 30, 2018 $ 16.2 $ 28.3 $ 19.3 $ 9.0 $ 22.7 June 30, 2019 $ 4.5 $ 25.1 $ 20.7 $ 4.4 $ 21.3 |
Schedule of Share-based Payment Award, Stock Options, Valuation Assumptions | The weighted-average assumptions used in the Black-Scholes and Monte Carlo valuations to calculate the fair value of the awards granted during the periods were as follows: Fiscal Year Ended June 30, June 30, 2019 June 30, 2018 June 30, 2017 Nonqualified stock options: Expected life (in years) (1) 6.3 6.3 6.4 Expected volatility (2) 31.5 % 32.5 % 32.3 % Average risk-free interest rate (3) 2.8 % 2.4 % 2.2 % Dividend yield (4) — % — % — % ___________________________________ (1) The expected life assumption for the performance and market stock options used in the Monte Carlo simulation varied based on the outcomes of each scenario performed. The Company has insufficient historical data regarding the expected life of options and therefore uses the simplified method to calculate the expected life. (2) The expected stock price volatility is based on a combination of the historical volatility of the Company since its March 2017 IPO and an average of the historical volatility of public companies in industries similar to the Company prior to its IPO. (3) The risk-free interest rate is based on U.S. Treasury yields in effect at the time of grant over the expected term of the option. (4) The Company began issuing dividends in October 2018, subsequent to the August 2018 annual option grants. |
Schedule of Share-based Compensation Expense and Realized Tax Benefits | The following table summarizes the share-based compensation expense and the related income tax benefit as follows (in millions): Fiscal Year Ended June 30, 2019 2018 2017 Nonqualified stock options $ 8.5 $ 5.7 $ 10.2 Restricted stock units 0.7 1.3 — ESPP Compensation Expense 0.3 — — Total $ 9.5 $ 7.0 $ 10.2 Reported as: Selling expenses $ 2.1 $ 1.4 $ 4.2 General and administrative expenses 7.4 5.6 6.0 Total $ 9.5 $ 7.0 $ 10.2 Income tax benefit for share-based compensation $ 2.5 $ 2.3 $ 4.0 |
Earnings Per Share (Tables)
Earnings Per Share (Tables) | 12 Months Ended |
Jun. 30, 2019 | |
Earnings Per Share [Abstract] | |
Schedule of Weighted Average Number of Shares | The following is a reconciliation of the weighted-average number of shares used to compute basic and diluted net earnings per share (in millions, except for share and per share data): Fiscal Year Ended June 30, 2019 2018 2017 (as adjusted) (as adjusted) Numerator Earnings $ 35.2 $ 133.9 $ 5.1 Denominator Weighted-average shares - basic 84,642,698 91,891,295 77,517,700 Effect of dilutive securities Share-based awards 3,743,520 4,336,283 4,344,139 Weighted-average shares - diluted 88,386,218 96,227,578 81,861,839 Earnings per share: Basic $ 0.42 $ 1.46 $ 0.07 Diluted $ 0.40 $ 1.39 $ 0.06 |
Schedule of Antidilutive Securities Excluded from Computation of EPS | Potentially dilutive securities that have been excluded from the computation of diluted weighted-average shares of common stock outstanding because their inclusion would have been anti-dilutive consists of the following: Fiscal Year Ended June 30, 2019 2018 2017 Share-based awards excluded from EPS because of anti- 4,206,910 2,112,224 2,069,551 Share-based awards excluded from EPS because performance or market condition had not been met (1) 293,401 766,568 317,675 Total stock options excluded from EPS 4,500,311 2,878,792 2,387,226 ___________________________________ (1) For the fiscal years ended June 30, 2019 , 2018 and 2017 , the performance condition for all performance and market stock options had been deemed met due to the completion of the Company's IPO. As a result, the performance and market options are included in the Company's EPS calculation to the extent the market condition was deemed to have been met on June 30, 2019 , 2018 and 2017 as if it was the end of the contingency period. |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Jun. 30, 2019 | |
Income Tax Disclosure [Abstract] | |
Schedule of Components of Income Tax Expense (Benefit) | The following table summarizes the expense (benefit) for income taxes (in millions): Fiscal Year Ended June 30, 2019 2018 2017 Current: (as adjusted) (as adjusted) Federal $ 9.1 $ 9.0 $ 16.8 State 5.8 4.5 3.6 Deferred: Federal (1.3 ) (92.3 ) (15.5 ) State 1.4 (1.1 ) (1.8 ) Total income tax expense (benefit) $ 15.0 $ (79.9 ) $ 3.1 |
Schedule of Effective Income Tax Rate Reconciliation | The difference between the tax provision at the statutory federal income tax rate and the effective rate on income was as follows: Fiscal Year Ended June 30, 2019 2018 2017 (as adjusted) (as adjusted) Statutory federal income tax rate 21.0 % 28.1 % 35.0 % Increase (decrease) in rate resulting from: State taxes, net of federal benefits 6.8 5.0 7.1 Permanent adjustments 1.9 2.0 11.4 Stock compensation adjustments (1.2 ) (6.7 ) (11.4 ) Deferred tax impacts of TCJA (4.4 ) (172.6 ) — State tax rate change on deferred items 5.4 — 1.5 Provision to return adjustments 0.2 (0.7 ) (4.7 ) Uncertain tax positions 0.4 (0.4 ) (3.2 ) Other (0.2 ) (2.7 ) 2.1 Effective tax rate 29.9 % (148.0 )% 37.8 % |
Schedule of Deferred Tax Assets and Liabilities | The significant components of the Company’s deferred tax assets (liabilities) were as follows (in millions): Fiscal Year Ended June 30, 2019 2018 Non-current (as adjusted) Deferred tax assets: Share-based compensation 7.0 5.5 Acquisition related 1.0 2.3 Accrued expenses and other 7.4 6.3 Total deferred tax assets 15.4 14.1 Deferred tax liabilities: Intangibles (148.6 ) (156.9 ) Leases (38.4 ) (29.4 ) Prepaid and other (9.0 ) (8.3 ) Total deferred tax liabilities (196.0 ) (194.6 ) Total deferred tax assets (liabilities) $ (180.6 ) $ (180.5 ) |
Summary of Positions for which Significant Change in Unrecognized Tax Benefits is Reasonably Possible | A reconciliation of the beginning and ending amount of gross unrecognized tax benefits excluding interest and penalties is as follows (in millions): Fiscal Year Ended June 30, 2019 2018 2017 Balance, beginning of the period $ 1.1 $ 0.9 $ 1.3 Increases for tax positions taken on acquired entities — — — Increases for tax positions taken in current period 0.3 — — Increases for tax positions taken in a previous period 0.1 0.9 — Expiration of statute of limitations (0.2 ) (0.7 ) (0.4 ) Balance, end of period $ 1.3 $ 1.1 $ 0.9 |
Segment Information (Tables)
Segment Information (Tables) | 12 Months Ended |
Jun. 30, 2019 | |
Segment Reporting [Abstract] | |
Schedule of revenue by solution area | The following table presents total revenue by solution area (in millions): Fiscal Year Ended June 30, 2019 2018 2017 (as adjusted) (as adjusted) Cloud $ 472.8 $ 437.4 $ 475.9 Security 353.9 324.4 279.8 Digital infrastructure 2,199.4 2,003.4 1,980.3 Total revenue $ 3,026.1 $ 2,765.2 $ 2,736.0 |
Supplemental Consolidating In_2
Supplemental Consolidating Information (Tables) | 12 Months Ended |
Jun. 30, 2019 | |
Condensed Financial Information Disclosure [Abstract] | |
Condensed Consolidating Balance Sheet | Condensed Consolidating Balance Sheet As of June 30, 2018 Presidio, Inc. Presidio Holdings Inc. & Subsidiaries Intercompany Adjustments Consolidated Assets Current Assets Cash and cash equivalents $ 0.1 $ 36.9 $ — $ 37.0 Accounts receivable, net — 608.7 — 608.7 Unbilled accounts receivable, net — 171.5 — 171.5 Financing receivables, current portion — 88.3 — 88.3 Inventory — 27.7 — 27.7 Prepaid expenses and other current assets 2.9 111.4 (1.8 ) 112.5 Total current assets 3.0 1,044.5 (1.8 ) 1,045.7 Property and equipment, net — 35.9 — 35.9 Deferred tax asset 1.5 — (1.5 ) — Financing receivables, less current portion — 116.8 — 116.8 Goodwill — 803.7 — 803.7 Identifiable intangible assets, net — 700.3 — 700.3 Other assets 755.8 33.9 (755.8 ) 33.9 Total assets $ 760.3 $ 2,735.1 $ (759.1 ) $ 2,736.3 Liabilities and Stockholders’ Equity Current Liabilities Accounts payable – trade $ — $ 457.7 $ — $ 457.7 Accounts payable – floor plan — 210.6 — 210.6 Accrued expenses and other current liabilities — 230.0 (1.8 ) 228.2 Discounted financing receivables, current portion — 85.2 — 85.2 Total current liabilities — 983.5 (1.8 ) 981.7 Long-term debt, net of debt issuance costs — 671.2 — 671.2 Discounted financing receivables, less current portion — 108.6 — 108.6 Deferred income tax liabilities — 182.0 (1.5 ) 180.5 Other liabilities — 34.0 — 34.0 Total liabilities — 1,979.3 (3.3 ) 1,976.0 Total stockholders’ equity 760.3 755.8 (755.8 ) 760.3 Total liabilities and stockholders’ equity $ 760.3 $ 2,735.1 $ (759.1 ) $ 2,736.3 |
Condensed Consolidating Statement of Operations | Condensed Consolidating Statement of Operations Fiscal Year Ended June 30, 2018 Presidio, Inc. Presidio Holdings Inc. & Subsidiaries Intercompany Adjustments Consolidated Total revenue $ — $ 2,765.2 $ — $ 2,765.2 Total cost of revenue — 2,181.2 — 2,181.2 Gross margin — 584.0 — 584.0 Operating expenses Selling, general and administrative, and transaction costs 1.7 384.1 — 385.8 Depreciation and amortization — 83.7 — 83.7 Total operating expenses 1.7 467.8 — 469.5 Operating income (loss) (1.7 ) 116.2 — 114.5 Interest and other (income) expense Interest expense — 46.0 — 46.0 Loss on extinguishment of debt — 14.8 — 14.8 Other (income) expense, net (135.9 ) (0.3 ) 135.9 (0.3 ) Total interest and other (income) expense (135.9 ) 60.5 135.9 60.5 Income before income taxes 134.2 55.7 (135.9 ) 54.0 Income tax expense (benefit) 0.3 (80.2 ) — (79.9 ) Net income $ 133.9 $ 135.9 $ (135.9 ) $ 133.9 |
Condensed Consolidating Statement of Cash Flows | Condensed Consolidating Statement of Cash Flows Fiscal Year Ended June 30, 2018 Presidio, Inc. Presidio Holdings Inc. & Subsidiaries Intercompany Eliminations Consolidated Net cash provided by (used in) operating activities $ (5.3 ) $ 197.3 $ — $ 192.0 Cash flows from investing activities: . Acquisition of businesses, net of cash and cash equivalents acquired — (42.8 ) — (42.8 ) Proceeds from collection of escrow related to acquisition of business — 0.2 — 0.2 Additions of equipment under sales-type and direct financing leases — (108.3 ) — (108.3 ) Proceeds from collection of financing receivables — 4.1 — 4.1 Additions to equipment under operating leases — (1.6 ) — (1.6 ) Proceeds from disposition of equipment under operating leases — 0.7 — 0.7 Purchases of property and equipment — (14.4 ) — (14.4 ) Net cash used in investing activities — (162.1 ) — (162.1 ) Cash flows from financing activities: Proceeds from issuance of comment stock under share-based compensation plans 4.7 3.3 — 8.0 Deferred financing costs — (1.2 ) — (1.2 ) Proceeds from the discounting of financing receivables — 114.6 — 114.6 Retirements of discounted financing receivables — (10.0 ) — (10.0 ) Repayments of senior and subordinated notes — (135.7 ) — (135.7 ) Borrowings on term loans, net of original issue discount — 138.2 — 138.2 Repayments of term loans — (80.0 ) — (80.0 ) Net repayments on the floor plan facility — (54.3 ) — (54.3 ) Net cash provided by financing activities 4.7 (25.1 ) — (20.4 ) Net increase (decrease) in cash and cash equivalents (0.6 ) 10.1 — 9.5 Cash and cash equivalents: Beginning of the period 0.7 26.8 — 27.5 End of the period $ 0.1 $ 36.9 $ — $ 37.0 |
Quarterly Financial Data (Una_2
Quarterly Financial Data (Unaudited) (Tables) | 12 Months Ended |
Jun. 30, 2019 | |
Quarterly Financial Information Disclosure [Abstract] | |
Quarterly Financial Information | Three Months Ended June 30, 2018 March 31, 2018 December 31, 2017 September 30, 2017 (in millions, except per-share amounts) (as adjusted) (as adjusted) (as adjusted) (as adjusted) Total revenue $ 731.3 $ 653.4 $ 649.3 $ 731.2 Gross margin 150.4 139.6 137.6 156.4 Operating income 28.2 18.2 23.6 44.3 Net income 14.1 0.5 99.4 19.9 Net income, per common share, basic $ 0.15 $ 0.01 $ 1.08 $ 0.22 Net income, per common share, diluted $ 0.15 $ 0.01 $ 1.03 $ 0.21 |
Nature of Business and Signif_4
Nature of Business and Significant Accounting Policies - Additional Information (Details) $ / shares in Units, $ in Millions | Mar. 15, 2019USD ($)$ / sharesshares | Feb. 12, 2019USD ($)$ / sharesshares | Sep. 20, 2018USD ($)$ / sharesshares | Nov. 21, 2017$ / sharesshares | Mar. 21, 2017USD ($)$ / sharesshares | Mar. 15, 2017shares | Feb. 24, 2017 | Jun. 30, 2019USD ($) | Jun. 30, 2018USD ($) | Jun. 30, 2017USD ($) | Mar. 31, 2018 |
Subsidiary, Sale of Stock [Line Items] | |||||||||||
Stock split conversion ratio | 2 | ||||||||||
Proceeds from initial public offering, net of underwriter discounts and commissions | $ 247.5 | $ 0 | $ 0 | $ 247.5 | |||||||
Costs related to initial public offering | $ 7.2 | 7.2 | |||||||||
Percentage of fair value in excess of carrying amount | 94.80% | ||||||||||
Payments of initial public offering costs | $ 0 | 0 | $ 7.2 | ||||||||
IPO [Member] | |||||||||||
Subsidiary, Sale of Stock [Line Items] | |||||||||||
Number of shares issued in IPO | shares | 18,766,465 | ||||||||||
Price per share (in dollars per share) | $ / shares | $ 14 | ||||||||||
Over-Allotment Option [Member] | |||||||||||
Subsidiary, Sale of Stock [Line Items] | |||||||||||
Number of shares issued in IPO | shares | 1,200,000 | 2,099,799 | |||||||||
Secondary Public Offering [Member] | |||||||||||
Subsidiary, Sale of Stock [Line Items] | |||||||||||
Number of shares issued in IPO | shares | 5,000,000 | 4,000,000 | 3,000,000 | 8,000,000 | |||||||
Price per share (in dollars per share) | $ / shares | $ 15.25 | $ 15.11 | $ 15.24 | $ 14.25 | |||||||
Payments of initial public offering costs | $ 0.2 | $ 0.1 | $ 0.3 | $ 1 | |||||||
Minimum [Member] | |||||||||||
Subsidiary, Sale of Stock [Line Items] | |||||||||||
Term of discounting arrangements | 2 years | ||||||||||
Maximum [Member] | |||||||||||
Subsidiary, Sale of Stock [Line Items] | |||||||||||
Term of discounting arrangements | 5 years | ||||||||||
Equipment, Software and Furniture and Fixtures [Member] | Minimum [Member] | |||||||||||
Subsidiary, Sale of Stock [Line Items] | |||||||||||
Estimated useful lives | 3 years | ||||||||||
Equipment, Software and Furniture and Fixtures [Member] | Maximum [Member] | |||||||||||
Subsidiary, Sale of Stock [Line Items] | |||||||||||
Estimated useful lives | 7 years |
Nature of Business and Signif_5
Nature of Business and Significant Accounting Policies - Impact on Statements of Operations from Adoption of ASU (Details) - USD ($) $ / shares in Units, $ in Millions | 3 Months Ended | 12 Months Ended | |||||||||
Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2017 | |
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||||||||||
Revenue | $ 3,026.1 | $ 2,765.2 | $ 2,736 | ||||||||
Cost of revenue | 2,387.7 | 2,181.2 | 2,149.7 | ||||||||
Gross margin | $ 168 | $ 156.7 | $ 154.6 | $ 159 | $ 150.4 | $ 139.6 | $ 137.6 | $ 156.4 | 638.4 | 584 | 586.3 |
Selling expenses | 306.4 | 273.2 | 275.4 | ||||||||
Operating income | 28.3 | 20.2 | 21.5 | 31.5 | 28.2 | 18.2 | 23.6 | 44.3 | 101.5 | 114.5 | 109.3 |
Income tax expense (benefit) | 15 | (79.9) | 3.1 | ||||||||
Net income | $ 9.9 | $ 5 | $ 5.6 | $ 14.7 | $ 14.1 | $ 0.5 | $ 99.4 | $ 19.9 | $ 35.2 | $ 133.9 | $ 5.1 |
Earnings per share: | |||||||||||
Basic (in dollars per share) | $ 0.12 | $ 0.06 | $ 0.07 | $ 0.16 | $ 0.15 | $ 0.01 | $ 1.08 | $ 0.22 | $ 0.42 | $ 1.46 | $ 0.07 |
Diluted (in dollars per share) | $ 0.11 | $ 0.06 | $ 0.07 | $ 0.15 | $ 0.15 | $ 0.01 | $ 1.03 | $ 0.21 | $ 0.40 | $ 1.39 | $ 0.06 |
As Reported [Member] | |||||||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||||||||||
Revenue | $ 2,858 | $ 2,817.6 | |||||||||
Cost of revenue | 2,273 | 2,231.7 | |||||||||
Gross margin | 585 | 585.9 | |||||||||
Selling expenses | 273.7 | 276.2 | |||||||||
Operating income | 115 | 108.1 | |||||||||
Income tax expense (benefit) | (79.7) | 2.6 | |||||||||
Net income | $ 134.2 | $ 4.4 | |||||||||
Earnings per share: | |||||||||||
Basic (in dollars per share) | $ 1.46 | $ 0.06 | |||||||||
Diluted (in dollars per share) | $ 1.39 | $ 0.05 | |||||||||
ASU 2014-09 Adjustment [Member] | Accounting Standards Update 2014-09 [Member] | |||||||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||||||||||
Revenue | $ (92.8) | $ (81.6) | |||||||||
Cost of revenue | (91.8) | (82) | |||||||||
Gross margin | (1) | 0.4 | |||||||||
Selling expenses | (0.5) | (0.8) | |||||||||
Operating income | (0.5) | 1.2 | |||||||||
Income tax expense (benefit) | (0.2) | 0.5 | |||||||||
Net income | $ (0.3) | $ 0.7 | |||||||||
Earnings per share: | |||||||||||
Basic (in dollars per share) | $ 0 | $ 0.01 | |||||||||
Diluted (in dollars per share) | $ 0 | $ 0.01 | |||||||||
Product [Member] | |||||||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||||||||||
Revenue | $ 2,509.1 | $ 2,262.8 | $ 2,287.2 | ||||||||
Cost of revenue | 1,972.5 | 1,782.6 | 1,798.2 | ||||||||
Product [Member] | As Reported [Member] | |||||||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||||||||||
Revenue | 2,336.5 | 2,373.2 | |||||||||
Cost of revenue | 1,856.3 | 1,884.2 | |||||||||
Product [Member] | ASU 2014-09 Adjustment [Member] | Accounting Standards Update 2014-09 [Member] | |||||||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||||||||||
Revenue | (73.7) | (86) | |||||||||
Cost of revenue | (73.7) | (86) | |||||||||
Service [Member] | |||||||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||||||||||
Revenue | 517 | 502.4 | 448.8 | ||||||||
Cost of revenue | $ 415.2 | 398.6 | 351.5 | ||||||||
Service [Member] | As Reported [Member] | |||||||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||||||||||
Revenue | 521.5 | 444.4 | |||||||||
Cost of revenue | 416.7 | 347.5 | |||||||||
Service [Member] | ASU 2014-09 Adjustment [Member] | Accounting Standards Update 2014-09 [Member] | |||||||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||||||||||
Revenue | (19.1) | 4.4 | |||||||||
Cost of revenue | $ (18.1) | $ 4 |
Nature of Business and Signif_6
Nature of Business and Significant Accounting Policies - Impact on Balance Sheets from Adoption of ASU (Details) - USD ($) $ in Millions | Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2016 |
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||
Accounts receivable, net | $ 674.6 | $ 608.7 | ||
Unbilled accounts receivable, net | 205.3 | 171.5 | ||
Prepaid expenses and other current assets | 123.1 | 112.5 | ||
Total assets | 2,870.9 | 2,736.3 | ||
Accrued expenses and other current liabilities | 294.6 | 228.2 | ||
Deferred income tax liabilities | 180.6 | 180.5 | ||
Total liabilities | 2,232.5 | 1,976 | ||
Accumulated earnings (deficit) | 137.2 | 115.1 | ||
Total stockholders’ equity | 638.4 | 760.3 | $ 607.4 | $ 350.7 |
Total liabilities and stockholders’ equity | $ 2,870.9 | 2,736.3 | ||
Accounting Standards Update 2014-09 [Member] | ||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||
Total stockholders’ equity | 3.8 | |||
As Reported [Member] | ||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||
Accounts receivable, net | 613.3 | |||
Unbilled accounts receivable, net | 156.7 | |||
Prepaid expenses and other current assets | 80.7 | |||
Total assets | 2,694.3 | |||
Accrued expenses and other current liabilities | 193.2 | |||
Deferred income tax liabilities | 177.7 | |||
Total liabilities | 1,938.2 | |||
Accumulated earnings (deficit) | 110.9 | |||
Total stockholders’ equity | 756.1 | $ 346.9 | ||
Total liabilities and stockholders’ equity | 2,694.3 | |||
ASU 2014-09 Adjustment [Member] | Accounting Standards Update 2014-09 [Member] | ||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||
Accounts receivable, net | (4.6) | |||
Unbilled accounts receivable, net | 14.8 | |||
Prepaid expenses and other current assets | 31.8 | |||
Total assets | 42 | |||
Accrued expenses and other current liabilities | 35 | |||
Deferred income tax liabilities | 2.8 | |||
Total liabilities | 37.8 | |||
Accumulated earnings (deficit) | 4.2 | |||
Total stockholders’ equity | 4.2 | |||
Total liabilities and stockholders’ equity | $ 42 |
Revenue Recognition - Additiona
Revenue Recognition - Additional Information (Details) - USD ($) $ in Millions | 12 Months Ended | |
Jun. 30, 2019 | Jun. 30, 2018 | |
Revenue from Contract with Customer [Abstract] | ||
Unbilled accounts receivable, net | $ 205.3 | $ 171.5 |
Unbilled Receivables, Not Billable | 77.2 | 28.3 |
Unearned revenue | 70.5 | 73 |
Deferred Revenue, Noncurrent | 13.5 | $ 3.8 |
Deferred Revenue, Revenue Recognized | $ 57.9 |
Revenue Recognition - Remaining
Revenue Recognition - Remaining Performance Obligation (Details) $ in Millions | Jun. 30, 2019USD ($) |
Revenue from Contract with Customer [Abstract] | |
Remaining performance obligation, amount | $ 318.6 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2020-07-01 | |
Revenue from Contract with Customer [Abstract] | |
Remaining performance obligation, amount | $ 150.6 |
Remaining performance obligation, period | 1 year |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2021-07-01 | |
Revenue from Contract with Customer [Abstract] | |
Remaining performance obligation, amount | $ 109.6 |
Remaining performance obligation, period | 1 year |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2022-07-01 | |
Revenue from Contract with Customer [Abstract] | |
Remaining performance obligation, amount | $ 48.1 |
Remaining performance obligation, period | 1 year |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2023-07-01 | |
Revenue from Contract with Customer [Abstract] | |
Remaining performance obligation, amount | $ 7 |
Remaining performance obligation, period | 1 year |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2024-07-01 | |
Revenue from Contract with Customer [Abstract] | |
Remaining performance obligation, amount | $ 3 |
Remaining performance obligation, period | 1 year |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2025-07-01 | |
Revenue from Contract with Customer [Abstract] | |
Remaining performance obligation, amount | $ 0.3 |
Remaining performance obligation, period |
Acquisitions - Narrative (Detai
Acquisitions - Narrative (Details) - USD ($) $ in Millions | Apr. 03, 2018 | Aug. 31, 2017 | Jul. 31, 2019 | Jan. 31, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2017 |
Business Acquisition [Line Items] | |||||||
Goodwill | $ 803.7 | $ 803.7 | $ 781.5 | ||||
Red Sky Solutions, LLC [Member] | |||||||
Business Acquisition [Line Items] | |||||||
Total consideration | $ 40.5 | ||||||
Cash paid to sellers | 36.6 | ||||||
Fair value of equity consideration | $ 4.1 | ||||||
Number of shares issued | 269,287 | ||||||
Amount collected from escrow | $ 0.2 | ||||||
Earnout bonus period | 2 years | ||||||
Unbilled accounts receivable | $ 0.3 | ||||||
Acquisition-related costs | 0.4 | ||||||
Identifiable intangible assets | 18.5 | ||||||
Goodwill | $ 19.6 | ||||||
Red Sky Solutions, LLC [Member] | Subsequent Event [Member] | |||||||
Business Acquisition [Line Items] | |||||||
Earnout Bonus Paid | $ 17 | ||||||
Emergent Networks, LLC [Member] | |||||||
Business Acquisition [Line Items] | |||||||
Total consideration | $ 9.3 | ||||||
Acquisition-related costs | $ 0.1 | ||||||
Identifiable intangible assets | 4.3 | ||||||
Goodwill | $ 2.6 | ||||||
Earnout Bonus Paid | $ 2 |
Acquisitions - Purchase Price A
Acquisitions - Purchase Price Allocation (Details) - USD ($) $ in Millions | Apr. 03, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2017 |
Fair value of assets acquired: | ||||
Goodwill | $ 803.7 | $ 803.7 | $ 781.5 | |
Red Sky Solutions, LLC [Member] | ||||
Computation of purchase price: | ||||
Cash paid to sellers | $ 36.6 | |||
Receivable collected from escrow | (0.2) | |||
Fair value of equity consideration | 4.1 | |||
Total consideration | 40.5 | |||
Fair value of assets acquired: | ||||
Cash and cash equivalents | 3 | |||
Accounts receivable | 7.2 | |||
Unbilled accounts receivable | 0.3 | |||
Inventory | 0.2 | |||
Prepaid expenses and other current assets | 1.3 | |||
Property and equipment | 1.7 | |||
Goodwill | 19.6 | |||
Identifiable intangible assets | 18.5 | |||
Fair value of liabilities assumed: | ||||
Accounts payable - trade | (8.5) | |||
Accrued expenses and other current liabilities | (2.8) | |||
Total net assets acquired | $ 40.5 |
Accounts and Unbilled Receiva_3
Accounts and Unbilled Receivables (Details) - USD ($) $ in Millions | Jun. 30, 2019 | Jun. 30, 2018 |
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Gross accounts receivable | $ 684.1 | $ 616.4 |
Provision for sales returns and credit losses | (9.5) | (7.7) |
Total accounts receivable, net | 674.6 | 608.7 |
Gross unbilled accounts receivable | 205.6 | 171.8 |
Provision for sales returns and credit losses | (0.3) | (0.3) |
Total unbilled accounts receivable, net | $ 205.3 | $ 171.5 |
Prepaid Expenses and Other Cu_3
Prepaid Expenses and Other Current Assets (Details) - USD ($) $ in Millions | Jun. 30, 2019 | Jun. 30, 2018 |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | ||
Deferred product costs | $ 18.3 | $ 29.5 |
Partner incentive program receivable | 25.5 | 32.7 |
Prepaid professional services | 34.8 | 25.8 |
Prepaid reserved instances | 22.6 | 2 |
Prepaid income taxes | 5.3 | 4.9 |
Other prepaid expenses and current assets | 16.6 | 17.6 |
Total prepaid expenses and other current assets | $ 123.1 | $ 112.5 |
Financing Receivables and Ope_3
Financing Receivables and Operating Leases - Additional Information (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2017 | |
Operating Leased Assets [Line Items] | |||
Depreciation | $ 1.2 | $ 1.4 | $ 1.7 |
Minimum [Member] | Discounted Leases [Member] | |||
Operating Leased Assets [Line Items] | |||
Interest rate on discounted leases | 0.00% | 0.00% | |
Maximum [Member] | Discounted Leases [Member] | |||
Operating Leased Assets [Line Items] | |||
Interest rate on discounted leases | 9.00% | 10.00% |
Financing Receivables and Ope_4
Financing Receivables and Operating Leases - Finance Receivables (Details) - USD ($) $ in Millions | Jun. 30, 2019 | Jun. 30, 2018 |
Loans and Leases Receivable Disclosure [Line Items] | ||
Minimum lease payments | $ 246.2 | $ 210.2 |
Estimated net residual values | 5.9 | 7.6 |
Unearned income | (15.1) | (12.3) |
Provision for credit losses | (0.3) | (0.4) |
Total, net | 236.7 | 205.1 |
Reported as: | ||
Current | 96.4 | 88.3 |
Long-term | 140.3 | 116.8 |
Discounted financing receivables: | ||
Nonrecourse | 223.5 | 192.6 |
Recourse | 0 | 0 |
Total | 223.5 | 192.6 |
Reported as: | ||
Current | 93.3 | 84.5 |
Long-term | 130.2 | 108.1 |
Discounted Leases [Member] | ||
Loans and Leases Receivable Disclosure [Line Items] | ||
Minimum lease payments | 243.2 | 207.5 |
Estimated net residual values | 0 | 0 |
Unearned income | (14.3) | (11.4) |
Provision for credit losses | 0 | 0 |
Total, net | 228.9 | 196.1 |
Reported as: | ||
Current | 95.1 | 85.4 |
Long-term | 133.8 | 110.7 |
Discounted financing receivables: | ||
Nonrecourse | 223.5 | 192.6 |
Recourse | 0 | 0 |
Total | 223.5 | 192.6 |
Reported as: | ||
Current | 93.3 | 84.5 |
Long-term | 130.2 | 108.1 |
Non-Discounted Leases [Member] | ||
Loans and Leases Receivable Disclosure [Line Items] | ||
Minimum lease payments | 3 | 2.7 |
Estimated net residual values | 5.9 | 7.6 |
Unearned income | (0.8) | (0.9) |
Provision for credit losses | (0.3) | (0.4) |
Total, net | 7.8 | 9 |
Reported as: | ||
Current | 1.3 | 2.9 |
Long-term | 6.5 | 6.1 |
Discounted financing receivables: | ||
Nonrecourse | 0 | 0 |
Recourse | 0 | 0 |
Total | 0 | 0 |
Reported as: | ||
Current | 0 | 0 |
Long-term | $ 0 | $ 0 |
Financing Receivables and Ope_5
Financing Receivables and Operating Leases - Minimum Lease Payments (Details) - USD ($) $ in Millions | Jun. 30, 2019 | Jun. 30, 2018 |
Sales-type and Direct Financing Leases, Lease Receivable, Fiscal Year Maturity [Abstract] | ||
2020 | $ 103.6 | |
2021 | 77.1 | |
2022 | 41.8 | |
2023 | 18.5 | |
2024 | 5.2 | |
2025 and thereafter | 0 | |
Total | 246.2 | $ 210.2 |
Lessor, Operating Lease, Payments, Fiscal Year Maturity [Abstract] | ||
2020 | 0.8 | |
2021 | 0.4 | |
2022 | 0.3 | |
2023 | 0.1 | |
2024 | 0 | |
2025 and thereafter | 0 | |
Total | 1.6 | |
Discounted Leases [Member] | ||
Sales-type and Direct Financing Leases, Lease Receivable, Fiscal Year Maturity [Abstract] | ||
2020 | 102.9 | |
2021 | 76.3 | |
2022 | 40.5 | |
2023 | 18.4 | |
2024 | 5.1 | |
2025 and thereafter | 0 | |
Total | 243.2 | 207.5 |
Lessor, Operating Lease, Payments, Fiscal Year Maturity [Abstract] | ||
2020 | 0.8 | |
2021 | 0.4 | |
2022 | 0.3 | |
2023 | 0.1 | |
2024 | 0 | |
2025 and thereafter | 0 | |
Total | 1.6 | |
Non-Discounted Leases [Member] | ||
Sales-type and Direct Financing Leases, Lease Receivable, Fiscal Year Maturity [Abstract] | ||
2020 | 0.7 | |
2021 | 0.8 | |
2022 | 1.3 | |
2023 | 0.1 | |
2024 | 0.1 | |
2025 and thereafter | 0 | |
Total | 3 | $ 2.7 |
Lessor, Operating Lease, Payments, Fiscal Year Maturity [Abstract] | ||
2020 | 0 | |
2021 | 0 | |
2022 | 0 | |
2023 | 0 | |
2024 | 0 | |
2025 and thereafter | 0 | |
Total | $ 0 |
Financing Receivables and Ope_6
Financing Receivables and Operating Leases - Operating Leases (Details) - USD ($) $ in Millions | Jun. 30, 2019 | Jun. 30, 2018 |
Leases [Abstract] | ||
Equipment under operating leases | $ 2.9 | $ 3.4 |
Accumulated depreciation | (1.1) | (1.9) |
Total equipment under operating leases, net | $ 1.8 | $ 1.5 |
Financing Receivables and Ope_7
Financing Receivables and Operating Leases - Discounted Operating Leases (Details) - Discounted Leases [Member] - USD ($) $ in Millions | Jun. 30, 2019 | Jun. 30, 2018 |
Discounted operating leases: | ||
Current | $ 0.6 | $ 0.7 |
Noncurrent | 1 | 0.5 |
Total | $ 1.6 | $ 1.2 |
Property and Equipment (Details
Property and Equipment (Details) - USD ($) $ in Millions | 12 Months Ended | |
Jun. 30, 2019 | Jun. 30, 2018 | |
Property, Plant and Equipment [Line Items] | ||
Total property and equipment | $ 84.5 | $ 77.7 |
Accumulated depreciation and amortization | (48.1) | (41.8) |
Total property and equipment, net | 36.4 | 35.9 |
Furniture and Fixtures [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Total property and equipment | $ 7.9 | 8.4 |
Furniture and Fixtures [Member] | Minimum [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Estimated useful lives | 3 years | |
Furniture and Fixtures [Member] | Maximum [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Estimated useful lives | 7 years | |
Equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Total property and equipment | $ 31.6 | 28.5 |
Equipment [Member] | Minimum [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Estimated useful lives | 3 years | |
Equipment [Member] | Maximum [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Estimated useful lives | 7 years | |
Software [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Total property and equipment | $ 27.2 | 24.4 |
Software [Member] | Minimum [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Estimated useful lives | 3 years | |
Software [Member] | Maximum [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Estimated useful lives | 5 years | |
Leasehold Improvements [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Total property and equipment | $ 17.8 | $ 16.4 |
Property and Equipment - Additi
Property and Equipment - Additional Information (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2017 | |
Property, Plant and Equipment [Line Items] | |||
Depreciation and amortization | $ 86.3 | $ 83.7 | $ 81.8 |
Depreciation and amortization | 11.1 | 9.3 | 8.2 |
Cost of Product Revenue [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Depreciation and amortization | $ 3.4 | $ 4.4 | $ 3.7 |
Goodwill and Identifiable Int_3
Goodwill and Identifiable Intangible Assets - Additional Information (Details) - USD ($) | 12 Months Ended | ||||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2017 | Apr. 03, 2018 | Aug. 31, 2017 | |
Finite-Lived Intangible Assets [Line Items] | |||||
Goodwill | $ 803,700,000 | $ 803,700,000 | $ 781,500,000 | ||
Goodwill acquired | 0 | 22,200,000 | |||
Amortization of intangible assets | 75,200,000 | 74,400,000 | $ 73,600,000 | ||
Goodwill impairment charges | $ 0 | 0 | |||
Weighted Average [Member] | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Range of life | 5 years 7 months 6 days | ||||
Red Sky Solutions, LLC [Member] | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Goodwill | $ 19,600,000 | ||||
Goodwill acquired | 19,600,000 | ||||
Emergent Networks, LLC [Member] | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Goodwill | $ 2,600,000 | ||||
Goodwill acquired | $ 2,600,000 |
Goodwill and Identifiable Int_4
Goodwill and Identifiable Intangible Assets - Schedule of Goodwill (Details) - USD ($) | 12 Months Ended | |
Jun. 30, 2019 | Jun. 30, 2018 | |
Goodwill [Roll Forward] | ||
Beginning Balance | $ 803,700,000 | $ 781,500,000 |
Acquisitions | 0 | 22,200,000 |
Impairment charges | 0 | 0 |
Ending Balance | $ 803,700,000 | $ 803,700,000 |
Goodwill and Identifiable Int_5
Goodwill and Identifiable Intangible Assets - Identifiable Intangible Assets (Details) - USD ($) $ in Millions | 12 Months Ended | |
Jun. 30, 2019 | Jun. 30, 2018 | |
Total intangible assets | ||
Gross amount | $ 934.1 | $ 934.6 |
Total, net | 625.1 | 700.3 |
Finite-Lived Intangible Assets [Line Items] | ||
Accumulated amortization | (309) | (234.3) |
Total | 420.1 | |
Trade Names [Member] | ||
Indefinite-lived Intangible Assets [Line Items] | ||
Indefinite-Lived Intangible Assets | 205 | 205 |
Customer Relationships [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross amount | 724.2 | 724.2 |
Accumulated amortization | (304.9) | (231.4) |
Total | $ 419.3 | $ 492.8 |
Customer Relationships [Member] | Minimum [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Range of life | 5 years | 5 years |
Customer Relationships [Member] | Maximum [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Range of life | 10 years | 10 years |
Developed Technology [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Range of life | 5 years | 5 years |
Gross amount | $ 3.6 | $ 3.6 |
Accumulated amortization | (3) | (2.3) |
Total | $ 0.6 | $ 1.3 |
Trade Names [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Range of life | 2 years | 2 years |
Gross amount | $ 1.3 | $ 1.8 |
Accumulated amortization | (1.1) | (0.6) |
Total | $ 0.2 | $ 1.2 |
Goodwill and Identifiable Int_6
Goodwill and Identifiable Intangible Assets - Future Amortization Expense (Details) $ in Millions | Jun. 30, 2019USD ($) |
Goodwill and Intangible Assets Disclosure [Abstract] | |
2020 | $ 74.2 |
2021 | 73.7 |
2022 | 73.5 |
2023 | 72.8 |
2024 | 72.8 |
2025 and thereafter | 53.1 |
Total | $ 420.1 |
Accounts Payable - Floor Plan -
Accounts Payable - Floor Plan - Additional Information (Details) - USD ($) | 12 Months Ended | |
Jun. 30, 2019 | Jun. 30, 2018 | |
Line of Credit Facility [Line Items] | ||
Accounts payable – floor plan | $ 212,700,000 | $ 210,600,000 |
Line of Credit [Member] | Secured Debt [Member] | ||
Line of Credit Facility [Line Items] | ||
Payables repayment period | 90 days | |
Aggregate availability | $ 325,000,000 |
Accrued Expenses and Other Cu_3
Accrued Expenses and Other Current Liabilities (Details) - USD ($) $ in Millions | Jun. 30, 2019 | Jun. 30, 2018 |
Payables and Accruals [Abstract] | ||
Accrued compensation | $ 59.1 | $ 54.1 |
Accrued equipment purchases/vendor expenses | 117.9 | 67.9 |
Accrued income taxes | 3.2 | 5.1 |
Accrued interest | 10 | 8.3 |
Dividend payable | 3.3 | 0 |
Stay, retention and earnout bonuses | 19.5 | 5.8 |
Unearned revenue | 70.5 | 73 |
Other accrued expenses and current liabilities | 11.1 | 14 |
Total accrued expenses and other current liabilities | $ 294.6 | $ 228.2 |
Long-Term Debt and Credit Agr_3
Long-Term Debt and Credit Agreements - Long-term Debt (Details) - USD ($) $ in Millions | Jun. 30, 2019 | Jun. 30, 2018 |
Debt Instrument [Line Items] | ||
Debt Instrument, Covenant Compliance, Repayment Requirement | $ 7.4 | |
Total long-term debt | 746.6 | $ 686.6 |
Unamortized debt issuance costs | (12.8) | (15.4) |
Total long-term debt, net of debt issuance costs | 733.8 | 671.2 |
Reported as: | ||
Current | 0 | 0 |
Long-term | 733.8 | 671.2 |
Line of Credit [Member] | Revolving Credit Facility [Member] | ||
Debt Instrument [Line Items] | ||
Total long-term debt | 0 | 0 |
Line of Credit [Member] | Receivables Securitization Loan [Member] | ||
Debt Instrument [Line Items] | ||
Total long-term debt | 0 | 0 |
New Term Loans [Member] | Term Loan Facility [Member] | ||
Debt Instrument [Line Items] | ||
Total long-term debt | $ 746.6 | $ 686.6 |
Long-Term Debt and Credit Agr_4
Long-Term Debt and Credit Agreements - Credit Facilities (Details) | Mar. 29, 2019USD ($) | Sep. 13, 2018USD ($) | Jan. 05, 2018USD ($) | Jan. 19, 2017USD ($) | Feb. 02, 2015USD ($)subsidiary | Jun. 30, 2019USD ($) | Jun. 30, 2018USD ($) | Jun. 30, 2017USD ($) | Mar. 28, 2019 | Sep. 30, 2018USD ($) | May 27, 2016USD ($) |
Line of Credit Facility [Line Items] | |||||||||||
Total long-term debt | $ 746,600,000 | $ 686,600,000 | |||||||||
Payments for Repurchase of Common Stock | 158,600,000 | 0 | $ 0 | ||||||||
Repayments of term loans | 100,000,000 | 80,000,000 | 105,700,000 | ||||||||
Loss on extinguishment of debt | 2,100,000 | 14,800,000 | $ 28,500,000 | ||||||||
Letter of Credit [Member] | |||||||||||
Line of Credit Facility [Line Items] | |||||||||||
Aggregate availability | $ 25,000,000 | ||||||||||
Term Loan Facility [Member] | London Interbank Offered Rate (LIBOR) [Member] | |||||||||||
Line of Credit Facility [Line Items] | |||||||||||
Variable interest rate | 2.75% | 2.75% | |||||||||
Line of Credit [Member] | Revolving Credit Facility [Member] | |||||||||||
Line of Credit Facility [Line Items] | |||||||||||
Total long-term debt | 0 | $ 0 | |||||||||
Line of Credit [Member] | Revolving Credit Facility [Member] | Existing Agreement [Member] | |||||||||||
Line of Credit Facility [Line Items] | |||||||||||
Aggregate availability | $ 50,000,000 | ||||||||||
Long-term Debt, Percentage Bearing Variable Interest, Percentage Rate | 2.75% | 4.25% | |||||||||
Line of Credit [Member] | Revolving Credit Facility [Member] | New Agreement [Member] | |||||||||||
Line of Credit Facility [Line Items] | |||||||||||
Aggregate availability | $ 50,000,000 | ||||||||||
Long-term Debt, Percentage Bearing Variable Interest, Percentage Rate | 1.75% | 3.25% | |||||||||
Maturity Date Extension | 3 years 6 months | ||||||||||
February 2015 Term Loan [Member] | Term Loan Facility [Member] | |||||||||||
Line of Credit Facility [Line Items] | |||||||||||
Number of wholly owned subsidiaries | subsidiary | 2 | ||||||||||
Amount issued | $ 600,000,000 | ||||||||||
Debt term | 7 years | ||||||||||
Debt issued at percent of par | 97.00% | ||||||||||
Original issue discount | $ 18,000,000 | ||||||||||
Debt issuance costs | $ 33,000,000 | ||||||||||
Repayments of term loans | 100,000,000 | ||||||||||
Loss on extinguishment of debt | 2,100,000 | ||||||||||
February 2015 Term Loan [Member] | Term Loan Facility [Member] | London Interbank Offered Rate (LIBOR) [Member] | |||||||||||
Line of Credit Facility [Line Items] | |||||||||||
Variable interest rate | 2.75% | ||||||||||
February 2015 Term Loan [Member] | Term Loan Facility [Member] | London Interbank Offered Rate (LIBOR) [Member] | Minimum [Member] | |||||||||||
Line of Credit Facility [Line Items] | |||||||||||
Variable interest rate | 1.00% | ||||||||||
February 2015 Term Loan [Member] | Term Loan Facility [Member] | Base Rate [Member] | |||||||||||
Line of Credit Facility [Line Items] | |||||||||||
Variable interest rate | 1.75% | ||||||||||
February 2015 Term Loan [Member] | Term Loan Facility [Member] | Federal Funds Open Rate [Member] | |||||||||||
Line of Credit Facility [Line Items] | |||||||||||
Variable interest rate | 0.50% | ||||||||||
February 2015 Term Loan [Member] | Term Loan Facility [Member] | One-Month Adjusted LIBOR [Member] | |||||||||||
Line of Credit Facility [Line Items] | |||||||||||
Variable interest rate | 1.00% | ||||||||||
February 2015 Revolver [Member] | Revolving Credit Facility [Member] | |||||||||||
Line of Credit Facility [Line Items] | |||||||||||
Debt term | 5 years | ||||||||||
Aggregate availability | $ 125,000,000 | $ 50,000,000 | |||||||||
First lien secured leverage ratio | 3.75 | ||||||||||
Consolidated net secured leverage ratio | 4.25 | ||||||||||
Debt issuance costs | $ 1,300,000 | ||||||||||
Unused capacity commitment fee | 0.50% | ||||||||||
Unused capacity commitment performance achievement fee | 0.375% | ||||||||||
Maximum percent of outstanding commitments | 30.00% | ||||||||||
Amount outstanding | 0 | $ 0 | |||||||||
Available borrowing capacity | 48,600,000 | 48,200,000 | |||||||||
February 2015 Revolver [Member] | Revolving Credit Facility [Member] | London Interbank Offered Rate (LIBOR) [Member] | |||||||||||
Line of Credit Facility [Line Items] | |||||||||||
Variable interest rate | 2.75% | ||||||||||
February 2015 Revolver [Member] | Revolving Credit Facility [Member] | London Interbank Offered Rate (LIBOR) [Member] | Minimum [Member] | |||||||||||
Line of Credit Facility [Line Items] | |||||||||||
Variable interest rate | 1.00% | ||||||||||
February 2015 Revolver [Member] | Revolving Credit Facility [Member] | Base Rate [Member] | |||||||||||
Line of Credit Facility [Line Items] | |||||||||||
Variable interest rate | 1.75% | ||||||||||
February 2015 Revolver [Member] | Revolving Credit Facility [Member] | Federal Funds Open Rate [Member] | |||||||||||
Line of Credit Facility [Line Items] | |||||||||||
Variable interest rate | 0.50% | ||||||||||
February 2015 Revolver [Member] | Revolving Credit Facility [Member] | One-Month Adjusted LIBOR [Member] | |||||||||||
Line of Credit Facility [Line Items] | |||||||||||
Variable interest rate | 1.00% | ||||||||||
February 2015 Revolver [Member] | Letter of Credit [Member] | |||||||||||
Line of Credit Facility [Line Items] | |||||||||||
Amount outstanding | 1,400,000 | 1,800,000 | |||||||||
Incremental Assumption Agreement And Amendment Number 3 [Member] | Term Loan Facility [Member] | |||||||||||
Line of Credit Facility [Line Items] | |||||||||||
Amount issued | $ 140,000,000 | ||||||||||
Debt issued at percent of par | 99.50% | ||||||||||
Original issue discount | $ 700,000 | ||||||||||
Debt issuance costs | $ 100,000 | ||||||||||
January 2017 Amendment [Member] | Term Loan Facility [Member] | |||||||||||
Line of Credit Facility [Line Items] | |||||||||||
Net total leverage ratio | 4 | ||||||||||
Reduction of variable interest rate | 0.25% | ||||||||||
Amortization payment rate | 1.00% | ||||||||||
Total long-term debt | $ 703,600,000 | ||||||||||
January 2017 Amendment [Member] | Term Loan Facility [Member] | London Interbank Offered Rate (LIBOR) [Member] | |||||||||||
Line of Credit Facility [Line Items] | |||||||||||
Variable interest rate | 3.50% | ||||||||||
January 2017 Amendment [Member] | Term Loan Facility [Member] | Base Rate [Member] | |||||||||||
Line of Credit Facility [Line Items] | |||||||||||
Variable interest rate | 2.50% | ||||||||||
Existing Term Loans [Member] | Term Loan Facility [Member] | |||||||||||
Line of Credit Facility [Line Items] | |||||||||||
Refinanced amount | $ 576,600,000 | ||||||||||
Existing Term Loans [Member] | Term Loan Facility [Member] | London Interbank Offered Rate (LIBOR) [Member] | |||||||||||
Line of Credit Facility [Line Items] | |||||||||||
Variable interest rate | 3.25% | ||||||||||
Existing Term Loans [Member] | Term Loan Facility [Member] | Base Rate [Member] | |||||||||||
Line of Credit Facility [Line Items] | |||||||||||
Variable interest rate | 2.25% | ||||||||||
New Term Loans [Member] | Term Loan Facility [Member] | |||||||||||
Line of Credit Facility [Line Items] | |||||||||||
Amount issued | $ 140,000,000 | ||||||||||
Total long-term debt | $ 746,600,000 | $ 686,600,000 | |||||||||
Term increase | 2 years | ||||||||||
Percentage of face value | 99.75% | ||||||||||
Professional Fees | $ 2,900,000 | ||||||||||
Debt issuance cost | $ 2,400,000 | $ 2,200,000 | |||||||||
New Term Loans [Member] | Term Loan Facility [Member] | London Interbank Offered Rate (LIBOR) [Member] | |||||||||||
Line of Credit Facility [Line Items] | |||||||||||
Interest rate floor | 1.00% | 1.00% | |||||||||
New Term Loans [Member] | Term Loan Facility [Member] | Base Rate [Member] | |||||||||||
Line of Credit Facility [Line Items] | |||||||||||
Variable interest rate | 1.75% | 1.75% | |||||||||
Incremental Term Loan B Facility [Member] | |||||||||||
Line of Credit Facility [Line Items] | |||||||||||
Proceeds from Issuance of Long-term Debt | $ 160,000,000 | ||||||||||
Incremental Term Loan B Facility [Member] | AP VIII Aegis Holdings, L.P. Stock Repurchase Agreement [Member] | |||||||||||
Line of Credit Facility [Line Items] | |||||||||||
Payments for Repurchase of Common Stock | $ 158,100,000 | ||||||||||
February 2015 Credit Facilities [Member] | Term Loan Facility [Member] | |||||||||||
Line of Credit Facility [Line Items] | |||||||||||
Voluntary prepayment requirement | 75.00% | ||||||||||
Voluntary prepayment requirement scenario one | 50.00% | ||||||||||
First lien secured leverage ratio scenario one | 3 | ||||||||||
Voluntary prepayment requirement scenario two | 25.00% | ||||||||||
First lien secured leverage ratio scenario two | 2.50 | ||||||||||
Voluntary prepayment requirement scenario three | 0.00% | ||||||||||
First lien secured leverage ratio scenario three | 2 | ||||||||||
Voluntary prepayment requirement on non-ordinary asset sales | 100.00% | ||||||||||
Voluntary prepayment requirement scenario on issuance of debt | 100.00% | ||||||||||
Term Loan [Member] | Term Loan Facility [Member] | |||||||||||
Line of Credit Facility [Line Items] | |||||||||||
Debt issuance costs | $ 15,000,000 |
Long-Term Debt and Credit Agr_5
Long-Term Debt and Credit Agreements - Senior and Senior Subordinated Notes (Details) - USD ($) | Jan. 05, 2018 | Mar. 20, 2017 | Mar. 15, 2017 | Mar. 31, 2017 | Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2017 | Mar. 31, 2018 | Feb. 02, 2015 |
Debt Instrument [Line Items] | |||||||||
Write off of debt issuance cost | $ 2,100,000 | $ 4,000,000 | $ 7,000,000 | ||||||
Loss on extinguishment of debt | 2,100,000 | 14,800,000 | 28,500,000 | ||||||
Senior Notes [Member] | |||||||||
Debt Instrument [Line Items] | |||||||||
Amount issued | $ 250,000,000 | ||||||||
Amount of debt repurchased | $ 125,000,000 | ||||||||
Write off of debt issuance cost | 1,900,000 | $ 1,800,000 | 0 | 1,900,000 | 1,800,000 | ||||
Repurchased principal amount | $ 97,500,000 | ||||||||
Repurchase price (percent) | 110.25% | ||||||||
Loss on extinguishment of debt | $ 12,600,000 | $ 11,800,000 | |||||||
Debt extinguishment costs | $ 10,000,000 | ||||||||
Senior Subordinated Notes [Member] | |||||||||
Debt Instrument [Line Items] | |||||||||
Amount issued | $ 150,000,000 | ||||||||
Write off of debt issuance cost | $ 2,000,000 | $ 0 | $ 0 | $ 2,000,000 | |||||
Repurchased principal amount | $ 111,800,000 | $ 112,200,000 | |||||||
Stated interest rate | 10.25% | 10.25% | |||||||
Repurchase price (percent) | 110.25% | 110.25% | |||||||
Loss on extinguishment of debt | $ 13,500,000 | ||||||||
Debt extinguishment costs | $ 11,500,000 |
Long-Term Debt and Credit Agr_6
Long-Term Debt and Credit Agreements - Receivables Securitization Facility (Details) - Line of Credit [Member] - Receivables Securitization Loan [Member] | Nov. 28, 2017USD ($) | Feb. 02, 2015USD ($) | Jun. 30, 2019USD ($) | Jun. 30, 2018USD ($) | Feb. 08, 2016USD ($) |
Debt Instrument [Line Items] | |||||
Utilized program fee (percent) | 1.40% | ||||
Commitment fee (percent) | 0.50% | ||||
Interest rate | 3.80% | ||||
Aggregate availability | $ 200,000,000 | $ 250,000,000 | |||
Debt issuance costs | $ 100,000 | ||||
Fixed charge coverage ratio | 1 | ||||
Amount of fixed care coverage ratio | $ 35,000,000 | ||||
Period of fixed charge coverage ratio | 5 days | ||||
Deferred financing costs | $ 600,000 | ||||
Amount outstanding | $ 0 | $ 0 | |||
Available borrowing capacity | $ 242,600,000 | $ 248,000,000 | |||
Maximum [Member] | |||||
Debt Instrument [Line Items] | |||||
Commitment fee (percent) | 0.50% | ||||
Minimum [Member] | |||||
Debt Instrument [Line Items] | |||||
Commitment fee (percent) | 0.40% |
Long-Term Debt and Credit Agr_7
Long-Term Debt and Credit Agreements - Debt Issuance Costs (Details) - USD ($) $ in Millions | Jan. 05, 2018 | Mar. 20, 2017 | Mar. 15, 2017 | Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2017 |
Debt Issuance Costs, Net [Roll Forward] | ||||||
Beginning balance | $ 16.7 | $ 22 | $ 35.5 | |||
Modifications | 0 | |||||
Additions | 2.7 | 3.2 | 0 | |||
Extinguishments | (2.1) | (4) | (7) | |||
Amortization | (3.5) | (4.5) | (6.5) | |||
Ending balance | 13.8 | 16.7 | 22 | |||
Line of Credit [Member] | Revolving Credit Facility [Member] | ||||||
Debt Issuance Costs, Net [Roll Forward] | ||||||
Beginning balance | 1.2 | 1.1 | 1.9 | |||
Modifications | 0 | |||||
Additions | 0.5 | 0.8 | 0 | |||
Extinguishments | 0 | 0 | 0 | |||
Amortization | (0.7) | (0.7) | (0.8) | |||
Ending balance | 1 | 1.2 | 1.1 | |||
Term Loan Facility [Member] | Existing Term Loans [Member] | ||||||
Debt Issuance Costs, Net [Roll Forward] | ||||||
Beginning balance | 0 | 18.7 | 26.7 | |||
Modifications | (15.3) | |||||
Additions | 0 | 0 | 0 | |||
Extinguishments | 0 | (1.4) | (3.2) | |||
Amortization | 0 | (2) | (4.8) | |||
Ending balance | 0 | 0 | 18.7 | |||
Term Loan Facility [Member] | New Term Loans [Member] | ||||||
Debt Issuance Costs, Net [Roll Forward] | ||||||
Beginning balance | 15.5 | 0 | 0 | |||
Modifications | 15.3 | |||||
Additions | 2.2 | 2.4 | 0 | |||
Extinguishments | (2.1) | (0.7) | 0 | |||
Amortization | (2.8) | (1.5) | 0 | |||
Ending balance | 12.8 | 15.5 | 0 | |||
Senior Notes [Member] | ||||||
Debt Issuance Costs, Net [Roll Forward] | ||||||
Beginning balance | 0 | 2.2 | 4.6 | |||
Modifications | 0 | |||||
Additions | 0 | 0 | 0 | |||
Extinguishments | $ (1.9) | $ (1.8) | 0 | (1.9) | (1.8) | |
Amortization | 0 | (0.3) | (0.6) | |||
Ending balance | 0 | 0 | 2.2 | |||
Senior Subordinated Notes [Member] | ||||||
Debt Issuance Costs, Net [Roll Forward] | ||||||
Beginning balance | 0 | 0 | 2.3 | |||
Modifications | 0 | |||||
Additions | 0 | 0 | 0 | |||
Extinguishments | $ (2) | 0 | 0 | (2) | ||
Amortization | 0 | 0 | (0.3) | |||
Ending balance | $ 0 | $ 0 | $ 0 |
Long-Term Debt and Credit Agr_8
Long-Term Debt and Credit Agreements - Long-Term Debt Maturities (Details) - USD ($) $ in Millions | Jun. 30, 2019 | Jun. 30, 2018 |
Debt Disclosure [Abstract] | ||
2019 | $ 0 | |
2020 | 0 | |
2021 | 0 | |
2022 | 0 | |
2023 | 746.6 | |
2025 and thereafter | 0 | |
Total | $ 746.6 | $ 686.6 |
Fair Value Measurements - Finan
Fair Value Measurements - Financial Assets and Liabilities Measured at Fair Value (Details) - USD ($) $ in Millions | Jun. 30, 2019 | Jun. 30, 2018 |
Reported Value Measurement [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Term loan | $ 746.6 | $ 686.6 |
Fair Value Measurement [Member] | Level 1 [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Term loan | 0 | 0 |
Fair Value Measurement [Member] | Level 2 [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Term loan | 742.9 | 684.1 |
Fair Value Measurement [Member] | Level 3 [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Term loan | $ 0 | $ 0 |
Commitments and Contingencies -
Commitments and Contingencies - Additional Information (Details) $ in Millions | 12 Months Ended | ||
Jun. 30, 2019USD ($)location | Jun. 30, 2018USD ($) | Jun. 30, 2017USD ($) | |
Operating Leased Assets [Line Items] | |||
Number of locations leased | location | 63 | ||
Average remaining life | 2 years 9 months 18 days | ||
Rent expense | $ | $ 11.6 | $ 10.5 | $ 11.2 |
Minimum [Member] | |||
Operating Leased Assets [Line Items] | |||
Term of contract | 5 years | ||
Maximum [Member] | |||
Operating Leased Assets [Line Items] | |||
Term of contract | 7 years |
Commitments and Contingencies_2
Commitments and Contingencies - Future Minimum Payments (Details) $ in Millions | Jun. 30, 2019USD ($) |
Commitments and Contingencies Disclosure [Abstract] | |
2020 | $ 11.1 |
2021 | 10 |
2022 | 8.1 |
2023 | 6.6 |
2024 | 5 |
2025 and thereafter | 10.8 |
Total | $ 51.6 |
Stockholders' Equity (Details)
Stockholders' Equity (Details) - shares | Jun. 30, 2019 | Jun. 30, 2018 |
Equity [Abstract] | ||
Preferred stock, shares issued | 0 | 0 |
Share-based Compensation - Narr
Share-based Compensation - Narrative (Details) | Jul. 01, 2019shares | Sep. 05, 2018 | Sep. 04, 2018 | Feb. 24, 2017USD ($)shares | Jun. 30, 2019USD ($)installmentshares | Jun. 30, 2018USD ($) | Jun. 30, 2017USD ($) |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Share-based compensation expense | $ | $ 9,500,000 | $ 7,000,000 | $ 10,200,000 | ||||
Tranche B and Tranche C [Member] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Unrecognized compensation costs | $ | 0 | ||||||
Share-based compensation expense | $ | 7,300,000 | ||||||
Non-qualified stock options [Member] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Share-based compensation expense | $ | 8,500,000 | $ 5,700,000 | $ 10,200,000 | ||||
2017 LTIP [Member] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Number of shares authorized | 7,200,000 | ||||||
2017 LTIP [Member] | Non-employee Director [Member] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Maximum grant date fair value per participant | $ | $ 500,000 | ||||||
2017 LTIP [Member] | Incentive Stock Options [Member] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Number of shares authorized | 1,600,000 | ||||||
2017 LTIP [Member] | Stock Options [Member] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Maximum number of shares per participant | 1,600,000 | ||||||
2017 LTIP [Member] | Restricted Stock [Member] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Maximum number of shares per participant | 550,000 | ||||||
2017 LTIP [Member] | Other Long-Term Incentive Awards [Member] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Maximum number of shares per participant | 550,000 | ||||||
Maximum annual distribution | $ | $ 10,000,000 | ||||||
2017 LTIP [Member] | Employee Stock Options and SARs [Member] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Minimum percent of exercise price to grant date fair value | 100.00% | ||||||
Award expiration period | 10 years | ||||||
Expiration period after termination | 90 days | ||||||
2017 LTIP [Member] | Non-qualified stock options [Member] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Options outstanding (in shares) | 4,140,892 | ||||||
Number of installments | installment | 4 | ||||||
2017 LTIP [Member] | Service-based Restricted Stock Units [Member] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Options outstanding (in shares) | 75,000 | ||||||
Number of installments | installment | 2 | ||||||
2015 LTIP [Member] | Tranche A [Member] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Total options outstanding (in shares) | 1,934,263 | ||||||
2015 LTIP [Member] | Rolled Options [Member] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Total options outstanding (in shares) | 812,138 | ||||||
2015 LTIP [Member] | Tranche B and Tranche C [Member] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Total options outstanding (in shares) | 2,662,472 | ||||||
2015 LTIP [Member] | Non-qualified stock options [Member] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Total options outstanding (in shares) | 5,408,873 | ||||||
2015 LTIP [Member] | Non-qualified stock options [Member] | Tranche A [Member] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Award issuing percentage | 50.00% | ||||||
2015 LTIP [Member] | Non-qualified stock options [Member] | Tranche B [Member] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Award issuing percentage | 25.00% | ||||||
2015 LTIP [Member] | Non-qualified stock options [Member] | Tranche C [Member] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Award issuing percentage | 25.00% | ||||||
2015 LTIP [Member] | Non-qualified stock options [Member] | Non-employee Director [Member] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Number of installments | installment | 5 | ||||||
Award service period | 3 years | ||||||
Long-Term Incentive Plan, 2017 and 2015 [Member] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Unrecognized compensation costs | $ | $ 9,000,000 | ||||||
Weighted-average recognition period | 2 years | ||||||
Employee Stock Purchase Plan [Member] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Number of shares authorized | 1,061,640 | ||||||
Minimum compensation deduction percentage | 1.00% | ||||||
Maximum compensation deduction percentage | 15.00% | ||||||
Discount from fair market value on last day of offering period | 90.00% | ||||||
Share-based Compensation Arrangement by Share-based Payment Award, Discount from Market Price, Purchase Date | 10.00% | 5.00% | |||||
Discount from fair market value during on first day of the offering period | 85.00% | ||||||
Discount from fair market value during on last day of the offering period | 85.00% | ||||||
Employee contributions in period | $ | $ 800,000 | ||||||
Employee Stock Purchase Plan [Member] | Subsequent Event [Member] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Shares issued in period (in shares) | 68,285 |
Share-based Compensation - Summ
Share-based Compensation - Summary of Nonqualified Stock Option Activity (Details) | 12 Months Ended |
Jun. 30, 2019$ / sharesshares | |
Service and Rolled options outstanding [Member] | |
Number of options | |
Beginning Balance (in shares) | shares | 5,375,264 |
Granted (in shares) | shares | 2,313,035 |
Vested (in shares) | shares | 0 |
Exercised (in shares) | shares | (460,821) |
Forfeited (in shares) | shares | (296,077) |
Expired (in shares) | shares | (44,108) |
Ending Balance (in shares) | shares | 6,887,293 |
Weighted-average exercise price | |
Beginning balance, weighted-average exercise price (in dollars per share) | $ 8.29 |
Granted, weighted-average exercise price (in dollars per share) | 14.77 |
Vested, weighted-average exercise price (in dollars per share) | 0 |
Exercised, weighted-average exercise price (in dollars per share) | 5.01 |
Forfeited, weighted-average exercise price (in dollars per share) | 11.85 |
Expired, weighted-average exercise price (in dollars per share) | 13.36 |
Ending balance, weighted-average exercise price (in dollars per share) | 10.50 |
Weighted-average Grant Date Fair Value | |
Beginning balance, weighted-average grant date fair value (in dollars per share) | 3.50 |
Granted, weighted-average grant date fair value (in dollars per share) | 5.40 |
Vested, weighted-average grant date fair value (in dollars per share) | 0 |
Exercised, weighted-average grant date fair value (in dollars per share) | 2.65 |
Forfeited, weighted-average grant date fair value (in dollars per share) | 4.36 |
Expired, weighted-average grant date fair value (in dollars per share) | 4.34 |
Ending balance, weighted-average grant date fair value (in dollars per share) | $ 4.15 |
Vested Nonquailified Stock Options [Member] | |
Number of options | |
Beginning Balance (in shares) | shares | 2,431,070 |
Granted (in shares) | shares | 0 |
Vested (in shares) | shares | (1,247,012) |
Exercised (in shares) | shares | (460,821) |
Forfeited (in shares) | shares | 0 |
Expired (in shares) | shares | (44,108) |
Ending Balance (in shares) | shares | 3,173,153 |
Weighted-average exercise price | |
Beginning balance, weighted-average exercise price (in dollars per share) | $ 5.32 |
Granted, weighted-average exercise price (in dollars per share) | 0 |
Vested, weighted-average exercise price (in dollars per share) | 10.32 |
Exercised, weighted-average exercise price (in dollars per share) | 5.01 |
Forfeited, weighted-average exercise price (in dollars per share) | 0 |
Expired, weighted-average exercise price (in dollars per share) | 13.36 |
Ending balance, weighted-average exercise price (in dollars per share) | 7.22 |
Weighted-average Grant Date Fair Value | |
Beginning balance, weighted-average grant date fair value (in dollars per share) | 3 |
Granted, weighted-average grant date fair value (in dollars per share) | 0 |
Vested, weighted-average grant date fair value (in dollars per share) | 3.55 |
Exercised, weighted-average grant date fair value (in dollars per share) | 2.65 |
Forfeited, weighted-average grant date fair value (in dollars per share) | 0 |
Expired, weighted-average grant date fair value (in dollars per share) | 4.34 |
Ending balance, weighted-average grant date fair value (in dollars per share) | $ 3.25 |
Nonvested Nonqualifed Stock Options [Member] | |
Number of options | |
Beginning Balance (in shares) | shares | 2,944,194 |
Granted (in shares) | shares | 2,313,035 |
Vested (in shares) | shares | (1,247,012) |
Exercised (in shares) | shares | 0 |
Forfeited (in shares) | shares | (296,077) |
Expired (in shares) | shares | 0 |
Ending Balance (in shares) | shares | 3,714,140 |
Weighted-average exercise price | |
Beginning balance, weighted-average exercise price (in dollars per share) | $ 10.74 |
Granted, weighted-average exercise price (in dollars per share) | 14.77 |
Vested, weighted-average exercise price (in dollars per share) | 10.32 |
Exercised, weighted-average exercise price (in dollars per share) | 0 |
Forfeited, weighted-average exercise price (in dollars per share) | 11.85 |
Expired, weighted-average exercise price (in dollars per share) | 0 |
Ending balance, weighted-average exercise price (in dollars per share) | 13.30 |
Weighted-average Grant Date Fair Value | |
Beginning balance, weighted-average grant date fair value (in dollars per share) | 3.91 |
Granted, weighted-average grant date fair value (in dollars per share) | 5.40 |
Vested, weighted-average grant date fair value (in dollars per share) | 3.55 |
Exercised, weighted-average grant date fair value (in dollars per share) | 0 |
Forfeited, weighted-average grant date fair value (in dollars per share) | 4.36 |
Expired, weighted-average grant date fair value (in dollars per share) | 0 |
Ending balance, weighted-average grant date fair value (in dollars per share) | $ 4.92 |
Performance and Market Options Outstanding [Member] | |
Number of options | |
Beginning Balance (in shares) | shares | 3,025,968 |
Granted (in shares) | shares | 0 |
Vested (in shares) | shares | 0 |
Exercised (in shares) | shares | 0 |
Forfeited (in shares) | shares | (363,496) |
Expired (in shares) | shares | 0 |
Ending Balance (in shares) | shares | 2,662,472 |
Weighted-average exercise price | |
Beginning balance, weighted-average exercise price (in dollars per share) | $ 5.60 |
Granted, weighted-average exercise price (in dollars per share) | 0 |
Vested, weighted-average exercise price (in dollars per share) | 0 |
Exercised, weighted-average exercise price (in dollars per share) | 0 |
Forfeited, weighted-average exercise price (in dollars per share) | 5.67 |
Expired, weighted-average exercise price (in dollars per share) | 0 |
Ending balance, weighted-average exercise price (in dollars per share) | 5.59 |
Weighted-average Grant Date Fair Value | |
Beginning balance, weighted-average grant date fair value (in dollars per share) | 2.11 |
Granted, weighted-average grant date fair value (in dollars per share) | 0 |
Vested, weighted-average grant date fair value (in dollars per share) | 0 |
Exercised, weighted-average grant date fair value (in dollars per share) | 0 |
Forfeited, weighted-average grant date fair value (in dollars per share) | 2.09 |
Expired, weighted-average grant date fair value (in dollars per share) | 0 |
Ending balance, weighted-average grant date fair value (in dollars per share) | $ 2.11 |
Vested Performance-based Stock Options and Market Options [Member] | |
Number of options | |
Beginning Balance (in shares) | shares | 0 |
Granted (in shares) | shares | 0 |
Vested (in shares) | shares | 0 |
Exercised (in shares) | shares | 0 |
Forfeited (in shares) | shares | 0 |
Expired (in shares) | shares | 0 |
Ending Balance (in shares) | shares | 0 |
Weighted-average exercise price | |
Beginning balance, weighted-average exercise price (in dollars per share) | $ 0 |
Granted, weighted-average exercise price (in dollars per share) | 0 |
Vested, weighted-average exercise price (in dollars per share) | 0 |
Exercised, weighted-average exercise price (in dollars per share) | 0 |
Forfeited, weighted-average exercise price (in dollars per share) | 0 |
Expired, weighted-average exercise price (in dollars per share) | 0 |
Ending balance, weighted-average exercise price (in dollars per share) | 0 |
Weighted-average Grant Date Fair Value | |
Beginning balance, weighted-average grant date fair value (in dollars per share) | 0 |
Granted, weighted-average grant date fair value (in dollars per share) | 0 |
Vested, weighted-average grant date fair value (in dollars per share) | 0 |
Exercised, weighted-average grant date fair value (in dollars per share) | 0 |
Forfeited, weighted-average grant date fair value (in dollars per share) | 0 |
Expired, weighted-average grant date fair value (in dollars per share) | 0 |
Ending balance, weighted-average grant date fair value (in dollars per share) | $ 0 |
Nonvested Performance-based Stock Options and Market Options [Member] | |
Number of options | |
Beginning Balance (in shares) | shares | 3,025,968 |
Granted (in shares) | shares | 0 |
Vested (in shares) | shares | 0 |
Exercised (in shares) | shares | 0 |
Forfeited (in shares) | shares | (363,496) |
Expired (in shares) | shares | 0 |
Ending Balance (in shares) | shares | 2,662,472 |
Weighted-average exercise price | |
Beginning balance, weighted-average exercise price (in dollars per share) | $ 5.60 |
Granted, weighted-average exercise price (in dollars per share) | 0 |
Vested, weighted-average exercise price (in dollars per share) | 0 |
Exercised, weighted-average exercise price (in dollars per share) | 0 |
Forfeited, weighted-average exercise price (in dollars per share) | 5.67 |
Expired, weighted-average exercise price (in dollars per share) | 0 |
Ending balance, weighted-average exercise price (in dollars per share) | 5.59 |
Weighted-average Grant Date Fair Value | |
Beginning balance, weighted-average grant date fair value (in dollars per share) | 2.11 |
Granted, weighted-average grant date fair value (in dollars per share) | 0 |
Vested, weighted-average grant date fair value (in dollars per share) | 0 |
Exercised, weighted-average grant date fair value (in dollars per share) | 0 |
Forfeited, weighted-average grant date fair value (in dollars per share) | 2.09 |
Expired, weighted-average grant date fair value (in dollars per share) | 0 |
Ending balance, weighted-average grant date fair value (in dollars per share) | $ 2.11 |
Share-based Compensation - Su_2
Share-based Compensation - Summary of Options Vested and Expected to Vest (Details) - Non-qualified stock options [Member] $ / shares in Units, $ in Millions | 12 Months Ended |
Jun. 30, 2019USD ($)$ / sharesshares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Number of options (in shares) | shares | 9,306,598 |
Weighted average exercise price (in dollars per share) | $ / shares | $ 9.25 |
Intrinsic value | $ | $ 41.1 |
Weighted-average remaining contractual term | 5 years 10 months 24 days |
Share-based Compensation - Su_3
Share-based Compensation - Summary of Intrinsic Value (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2017 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Exercised during the period end | $ 4.5 | $ 16.2 | $ 3.1 |
Service Based Options and Rolled Options [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Total outstanding options | 25.1 | 28.3 | 50.6 |
Vested (exercisable) options | 20.7 | 19.3 | 31.2 |
Nonvested options | 4.4 | 9 | 19.4 |
Performance and Market Options Outstanding [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Nonvested options | $ 21.3 | $ 22.7 | $ 30.2 |
Share-based Compensation - Weig
Share-based Compensation - Weighted Average Assumptions Used (Details) - Non-qualified stock options [Member] | 12 Months Ended | ||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2017 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Expected life (in years) | 6 years 3 months 18 days | 6 years 3 months 18 days | 6 years 4 months 24 days |
Expected volatility | 31.50% | 32.50% | 32.30% |
Average risk-free interest rate | 2.80% | 2.40% | 2.20% |
Dividend yield | 0.00% | 0.00% | 0.00% |
Share-based Compensation - Shar
Share-based Compensation - Share-based Compensation Expense (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2017 | |
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | |||
Share-based compensation expense | $ 9.5 | $ 7 | $ 10.2 |
Income tax benefit for share-based compensation | 2.5 | 2.3 | 4 |
Selling expenses [Member] | |||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | |||
Share-based compensation expense | 2.1 | 1.4 | 4.2 |
General and administrative expenses [Member] | |||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | |||
Share-based compensation expense | 7.4 | 5.6 | 6 |
Non-qualified stock options [Member] | |||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | |||
Share-based compensation expense | 8.5 | 5.7 | 10.2 |
Restricted stock units [Member] | |||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | |||
Share-based compensation expense | 0.7 | 1.3 | 0 |
ESPP Compensation Expense [Member] | |||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | |||
Share-based compensation expense | $ 0.3 | $ 0 | $ 0 |
Earnings Per Share - Reconcilia
Earnings Per Share - Reconciliation of Weighted Average Number of Shares to Compute Basic and Diluted EPS (Details) - USD ($) $ / shares in Units, $ in Millions | 3 Months Ended | 12 Months Ended | |||||||||
Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2017 | |
Numerator: | |||||||||||
Earnings (loss) | $ 9.9 | $ 5 | $ 5.6 | $ 14.7 | $ 14.1 | $ 0.5 | $ 99.4 | $ 19.9 | $ 35.2 | $ 133.9 | $ 5.1 |
Denominator: | |||||||||||
Weighted-average shares – basic | 84,642,698 | 91,891,295 | 77,517,700 | ||||||||
Effect of dilutive securities: | |||||||||||
Share-based awards (in shares) | 3,743,520 | 4,336,283 | 4,344,139 | ||||||||
Weighted-average shares – diluted | 88,386,218 | 96,227,578 | 81,861,839 | ||||||||
Earnings per share: | |||||||||||
Basic (in dollars per share) | $ 0.12 | $ 0.06 | $ 0.07 | $ 0.16 | $ 0.15 | $ 0.01 | $ 1.08 | $ 0.22 | $ 0.42 | $ 1.46 | $ 0.07 |
Diluted (in dollars per share) | $ 0.11 | $ 0.06 | $ 0.07 | $ 0.15 | $ 0.15 | $ 0.01 | $ 1.03 | $ 0.21 | $ 0.40 | $ 1.39 | $ 0.06 |
Earnings Per Share - Potentiall
Earnings Per Share - Potentially Dilutive Securities (Details) - shares | 12 Months Ended | ||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2017 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Stock options excluded from EPS (in shares) | 4,500,311 | 2,878,792 | 2,387,226 |
Stock Options [Member] | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Stock options excluded from EPS (in shares) | 4,206,910 | 2,112,224 | 2,069,551 |
Performance Shares [Member] | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Stock options excluded from EPS (in shares) | 293,401 | 766,568 | 317,675 |
Income Taxes - Income Tax Expen
Income Taxes - Income Tax Expense (Benefit) (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2017 | |
Current: | |||
Federal | $ 9.1 | $ 9 | $ 16.8 |
State | 5.8 | 4.5 | 3.6 |
Deferred: | |||
Federal | (1.3) | (92.3) | (15.5) |
State | 1.4 | (1.1) | (1.8) |
Total income tax expense (benefit) | $ 15 | $ (79.9) | $ 3.1 |
Income Taxes - Income Tax Rate
Income Taxes - Income Tax Rate Reconciliation (Details) | 12 Months Ended | ||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2017 | |
Income Tax Disclosure [Abstract] | |||
Statutory federal income tax rate | 21.00% | 28.10% | 35.00% |
Increase (decrease) in rate resulting from: | |||
State taxes, net of federal benefits | 6.80% | 5.00% | 7.10% |
Permanent adjustments | 1.90% | 2.00% | 11.40% |
Stock compensation adjustments | (1.20%) | (6.70%) | (11.40%) |
Deferred tax impacts of TCJA | (4.40%) | (172.60%) | 0.00% |
State tax rate change on deferred items | 5.40% | 0.00% | 1.50% |
Provision to return adjustments | 0.20% | (0.70%) | (4.70%) |
Uncertain tax positions | 0.40% | (0.40%) | (3.20%) |
Other | (0.20%) | (2.70%) | 2.10% |
Effective tax rate | 29.90% | (148.00%) | 37.80% |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Details) - USD ($) | 12 Months Ended | |||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2016 | |
Income Tax Disclosure [Abstract] | ||||
Statutory federal income tax rate | 21.00% | 28.10% | 35.00% | |
Tax cuts and jobs act of 2017, income tax benefit | $ 94,100,000 | |||
Effective tax rate | 29.90% | (148.00%) | 37.80% | |
Valuation allowance | $ 0 | $ 0 | ||
Income tax penalties and interest accrued | 1,300,000 | 1,100,000 | ||
Expiration of statute of limitations | 200,000 | $ 700,000 | $ 400,000 | |
Interest and penalties expense | 100,000 | 100,000 | ||
Cumulative interest and penalties | 100,000 | 100,000 | ||
Tax benefit for decrease in statutory tax rate | 94,100,000 | |||
Amount of excess tax benefit | $ 3,700,000 | |||
Total amount of unrecognized tax benefits if recognized would affect the effective tax rate | $ 1,300,000 |
Income Taxes - Deferred Tax Ass
Income Taxes - Deferred Tax Assets (Liabilities) (Details) - USD ($) $ in Millions | Jun. 30, 2019 | Jun. 30, 2018 |
Deferred tax assets: | ||
Share-based compensation | $ 7 | $ 5.5 |
Acquisition related | 1 | 2.3 |
Accrued expenses and other | 7.4 | 6.3 |
Total deferred tax assets | 15.4 | 14.1 |
Deferred tax liabilities: | ||
Intangibles | (148.6) | (156.9) |
Leases | (38.4) | (29.4) |
Prepaid and other | (9) | (8.3) |
Total deferred tax liabilities | (196) | (194.6) |
Total deferred tax assets (liabilities) | $ (180.6) | $ (180.5) |
Income Taxes - Movement in Unre
Income Taxes - Movement in Unrecognized Tax Benefits (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2016 | |
Reconciliation of Unrecognized Tax Benefits, Excluding Amounts Pertaining to Examined Tax Returns [Roll Forward] | |||
Balance, beginning of the period | $ 1.1 | $ 0.9 | $ 1.3 |
Increases for tax positions taken on acquired entities | 0 | 0 | 0 |
Increases for tax positions taken in current period | 0.3 | 0 | 0 |
Increases for tax positions taken in a previous period | 0.1 | 0.9 | 0 |
Expiration of statute of limitations | (0.2) | (0.7) | (0.4) |
Balance, end of period | $ 1.3 | $ 1.1 | $ 0.9 |
Major Customers and Suppliers -
Major Customers and Suppliers - Additional Information (Details) | 12 Months Ended | ||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2017 | |
Products and Services [Member] | Supplier Concentration Risk [Member] | |||
Revenue, Major Customer [Line Items] | |||
Concentration risk percentage | 59.00% | 64.00% | 67.00% |
Related Party Transactions - Ad
Related Party Transactions - Additional Information (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2017 | |
Related Party Transaction [Line Items] | |||
Rent expense | $ 11.6 | $ 10.5 | $ 11.2 |
Affiliated Entity [Member] | Apollo Global Management, LLC [Member] | |||
Related Party Transaction [Line Items] | |||
Revenue from related parties | 6.3 | 1.8 | 7.3 |
Receivable from related parties | 2.8 | 1.7 | |
Management [Member] | |||
Related Party Transaction [Line Items] | |||
Rent expense | $ 0.3 | $ 0.3 | $ 0.3 |
Retirement Plan - Additional In
Retirement Plan - Additional Information (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2017 | |
Retirement Benefits [Abstract] | |||
Minimum age requirement | 21 years | ||
Fixed matching contribution percentage | 33.00% | 25.00% | |
Maximum employer matching contribution percent of employees' compensation | 6.00% | ||
Employers matching contribution vesting period | 5 years | ||
Minimum hours worked per year | 1000 hours | ||
Total employer contribution amount | $ 4.8 | $ 3 | $ 2.1 |
Segment Information (Details)
Segment Information (Details) $ in Millions | 3 Months Ended | 12 Months Ended | |||||||||
Jun. 30, 2019USD ($) | Mar. 31, 2019USD ($) | Dec. 31, 2018USD ($) | Sep. 30, 2018USD ($) | Jun. 30, 2018USD ($) | Mar. 31, 2018USD ($) | Dec. 31, 2017USD ($) | Sep. 30, 2017USD ($) | Jun. 30, 2019USD ($)segment | Jun. 30, 2018USD ($) | Jun. 30, 2017USD ($) | |
Segment Reporting [Abstract] | |||||||||||
Number of reportable segments | segment | 1 | ||||||||||
Revenue from External Customer [Line Items] | |||||||||||
Total revenue | $ 803.2 | $ 705.2 | $ 767.8 | $ 749.9 | $ 731.3 | $ 653.4 | $ 649.3 | $ 731.2 | $ 3,026.1 | $ 2,765.2 | $ 2,736 |
Government [Member] | |||||||||||
Revenue from External Customer [Line Items] | |||||||||||
Total revenue | 536.4 | 422 | 473.7 | ||||||||
Large [Member] | |||||||||||
Revenue from External Customer [Line Items] | |||||||||||
Total revenue | 486.6 | 420.5 | 369.3 | ||||||||
Mid-market [Member] | |||||||||||
Revenue from External Customer [Line Items] | |||||||||||
Total revenue | 2,003.1 | 1,922.7 | 1,893 | ||||||||
Cloud [Member] | |||||||||||
Revenue from External Customer [Line Items] | |||||||||||
Total revenue | 472.8 | 437.4 | 475.9 | ||||||||
Security [Member] | |||||||||||
Revenue from External Customer [Line Items] | |||||||||||
Total revenue | 353.9 | 324.4 | 279.8 | ||||||||
Digital Infrastructure [Member] | |||||||||||
Revenue from External Customer [Line Items] | |||||||||||
Total revenue | 2,199.4 | 2,003.4 | 1,980.3 | ||||||||
Transferred at Point in Time [Member] | |||||||||||
Revenue from External Customer [Line Items] | |||||||||||
Total revenue | 2,437.3 | 2,243.3 | 2,275.4 | ||||||||
Transferred over Time [Member] | |||||||||||
Revenue from External Customer [Line Items] | |||||||||||
Total revenue | 588.8 | 521.9 | 460.6 | ||||||||
Recurring Revenue [Member] | |||||||||||
Revenue from External Customer [Line Items] | |||||||||||
Total revenue | 216.2 | 155.8 | 119 | ||||||||
Non-Recurring Revenue [Member] | |||||||||||
Revenue from External Customer [Line Items] | |||||||||||
Total revenue | $ 2,809.9 | $ 2,609.4 | $ 2,617 |
Supplemental Consolidating In_3
Supplemental Consolidating Information - Condensed Consolidating Balance Sheet (Details) - USD ($) $ in Millions | Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2016 |
Current Assets | ||||
Cash and cash equivalents | $ 30.7 | $ 37 | $ 27.5 | $ 33 |
Accounts receivable, net | 674.6 | 608.7 | ||
Unbilled accounts receivable, net | 205.3 | 171.5 | ||
Financing receivables, current portion | 96.4 | 88.3 | ||
Inventory | 25.2 | 27.7 | ||
Prepaid expenses and other current assets | 123.1 | 112.5 | ||
Total current assets | 1,155.3 | 1,045.7 | ||
Property and equipment, net | 36.4 | 35.9 | ||
Deferred tax asset | 0 | 0 | ||
Financing receivables, less current portion | 140.3 | 116.8 | ||
Goodwill | 803.7 | 803.7 | 781.5 | |
Identifiable intangible assets, net | 625.1 | 700.3 | ||
Other assets | 110.1 | 33.9 | ||
Total assets | 2,870.9 | 2,736.3 | ||
Current Liabilities | ||||
Accounts payable – trade | 497.7 | 457.7 | ||
Accounts payable – floor plan | 212.7 | 210.6 | ||
Accrued expenses and other current liabilities | 294.6 | 228.2 | ||
Discounted financing receivables, current portion | 93.9 | 85.2 | ||
Total current liabilities | 1,098.9 | 981.7 | ||
Long-term debt, net of debt issuance costs | 733.8 | 671.2 | ||
Discounted financing receivables, less current portion | 131.2 | 108.6 | ||
Deferred income tax liabilities | 180.6 | 180.5 | ||
Other liabilities | 88 | 34 | ||
Total liabilities | 2,232.5 | 1,976 | ||
Total stockholders’ equity | 638.4 | 760.3 | 607.4 | 350.7 |
Total liabilities and stockholders’ equity | 2,870.9 | 2,736.3 | ||
Intercompany Eliminations [Member] | ||||
Current Assets | ||||
Cash and cash equivalents | 0 | 0 | 0 | |
Accounts receivable, net | 0 | 0 | ||
Unbilled accounts receivable, net | 0 | 0 | ||
Financing receivables, current portion | 0 | 0 | ||
Inventory | 0 | 0 | ||
Prepaid expenses and other current assets | (4.8) | (1.8) | ||
Total current assets | (4.8) | (1.8) | ||
Property and equipment, net | 0 | 0 | ||
Deferred tax asset | (0.3) | (1.5) | ||
Financing receivables, less current portion | 0 | 0 | ||
Goodwill | 0 | 0 | ||
Identifiable intangible assets, net | 0 | 0 | ||
Other assets | (632.7) | (755.8) | ||
Total assets | (637.8) | (759.1) | ||
Current Liabilities | ||||
Accounts payable – trade | 0 | 0 | ||
Accounts payable – floor plan | 0 | 0 | ||
Accrued expenses and other current liabilities | (4.8) | (1.8) | ||
Discounted financing receivables, current portion | 0 | 0 | ||
Total current liabilities | (4.8) | (1.8) | ||
Long-term debt, net of debt issuance costs | 0 | 0 | ||
Discounted financing receivables, less current portion | 0 | 0 | ||
Deferred income tax liabilities | (0.3) | (1.5) | ||
Other liabilities | 0 | 0 | ||
Total liabilities | (5.1) | (3.3) | ||
Total stockholders’ equity | (632.7) | (755.8) | ||
Total liabilities and stockholders’ equity | (637.8) | (759.1) | ||
Presidio, Inc. [Member] | ||||
Current Assets | ||||
Cash and cash equivalents | 0.1 | 0.1 | 0.7 | $ 26.1 |
Prepaid expenses and other current assets | 8.7 | 2.9 | ||
Total current assets | 8.8 | 3 | ||
Deferred tax asset | 0.3 | 1.5 | ||
Total assets | 641.8 | 760.3 | ||
Current Liabilities | ||||
Accrued expenses and other current liabilities | 3.4 | 0 | ||
Total current liabilities | 3.4 | 0 | ||
Total liabilities | 3.4 | 0 | ||
Total stockholders’ equity | 638.4 | 760.3 | ||
Total liabilities and stockholders’ equity | 641.8 | 760.3 | ||
Presidio, Inc. [Member] | Reportable Legal Entities [Member] | ||||
Current Assets | ||||
Cash and cash equivalents | 0.1 | 0.1 | 0.7 | |
Accounts receivable, net | 0 | 0 | ||
Unbilled accounts receivable, net | 0 | 0 | ||
Financing receivables, current portion | 0 | 0 | ||
Inventory | 0 | 0 | ||
Prepaid expenses and other current assets | 8.7 | 2.9 | ||
Total current assets | 8.8 | 3 | ||
Property and equipment, net | 0 | 0 | ||
Deferred tax asset | 0.3 | 1.5 | ||
Financing receivables, less current portion | 0 | 0 | ||
Goodwill | 0 | 0 | ||
Identifiable intangible assets, net | 0 | 0 | ||
Other assets | 632.7 | 755.8 | ||
Total assets | 641.8 | 760.3 | ||
Current Liabilities | ||||
Accounts payable – trade | 0 | 0 | ||
Accounts payable – floor plan | 0 | 0 | ||
Accrued expenses and other current liabilities | 3.4 | 0 | ||
Discounted financing receivables, current portion | 0 | 0 | ||
Total current liabilities | 3.4 | 0 | ||
Long-term debt, net of debt issuance costs | 0 | 0 | ||
Discounted financing receivables, less current portion | 0 | 0 | ||
Deferred income tax liabilities | 0 | 0 | ||
Other liabilities | 0 | 0 | ||
Total liabilities | 3.4 | 0 | ||
Total stockholders’ equity | 638.4 | 760.3 | ||
Total liabilities and stockholders’ equity | 641.8 | 760.3 | ||
Presidio Holdings Inc. & Subsidiaries [Member] | Reportable Legal Entities [Member] | ||||
Current Assets | ||||
Cash and cash equivalents | 30.6 | 36.9 | $ 26.8 | |
Accounts receivable, net | 674.6 | 608.7 | ||
Unbilled accounts receivable, net | 205.3 | 171.5 | ||
Financing receivables, current portion | 96.4 | 88.3 | ||
Inventory | 25.2 | 27.7 | ||
Prepaid expenses and other current assets | 119.2 | 111.4 | ||
Total current assets | 1,151.3 | 1,044.5 | ||
Property and equipment, net | 36.4 | 35.9 | ||
Deferred tax asset | 0 | 0 | ||
Financing receivables, less current portion | 140.3 | 116.8 | ||
Goodwill | 803.7 | 803.7 | ||
Identifiable intangible assets, net | 625.1 | 700.3 | ||
Other assets | 110.1 | 33.9 | ||
Total assets | 2,866.9 | 2,735.1 | ||
Current Liabilities | ||||
Accounts payable – trade | 497.7 | 457.7 | ||
Accounts payable – floor plan | 212.7 | 210.6 | ||
Accrued expenses and other current liabilities | 296 | 230 | ||
Discounted financing receivables, current portion | 93.9 | 85.2 | ||
Total current liabilities | 1,100.3 | 983.5 | ||
Long-term debt, net of debt issuance costs | 733.8 | 671.2 | ||
Discounted financing receivables, less current portion | 131.2 | 108.6 | ||
Deferred income tax liabilities | 180.9 | 182 | ||
Other liabilities | 88 | 34 | ||
Total liabilities | 2,234.2 | 1,979.3 | ||
Total stockholders’ equity | 632.7 | 755.8 | ||
Total liabilities and stockholders’ equity | $ 2,866.9 | $ 2,735.1 |
Supplemental Consolidating In_4
Supplemental Consolidating Information - Condensed Consolidating Statement of Operations (Details) - USD ($) $ in Millions | 3 Months Ended | 12 Months Ended | |||||||||
Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2017 | |
Condensed Financial Statements, Captions [Line Items] | |||||||||||
Revenue | $ 3,026.1 | $ 2,765.2 | $ 2,736 | ||||||||
Cost of revenue | 2,387.7 | 2,181.2 | 2,149.7 | ||||||||
Gross margin | $ 168 | $ 156.7 | $ 154.6 | $ 159 | $ 150.4 | $ 139.6 | $ 137.6 | $ 156.4 | 638.4 | 584 | 586.3 |
Operating expenses | |||||||||||
Selling, general and administrative, and transaction costs | 450.6 | 385.8 | |||||||||
Depreciation and amortization | 86.3 | 83.7 | 81.8 | ||||||||
Total operating expenses | 536.9 | 469.5 | 477 | ||||||||
Operating income | 28.3 | 20.2 | 21.5 | 31.5 | 28.2 | 18.2 | 23.6 | 44.3 | 101.5 | 114.5 | 109.3 |
Interest and other (income) expense | |||||||||||
Interest expense | 49.9 | 46 | 72.5 | ||||||||
Loss on extinguishment of debt | 2.1 | 14.8 | 28.5 | ||||||||
Other (income) expense, net | (0.7) | (0.3) | 0.1 | ||||||||
Total interest and other (income) expense | 51.3 | 60.5 | 101.1 | ||||||||
Income before income taxes | 50.2 | 54 | 8.2 | ||||||||
Income tax expense (benefit) | 15 | (79.9) | 3.1 | ||||||||
Net income | $ 9.9 | $ 5 | $ 5.6 | $ 14.7 | $ 14.1 | $ 0.5 | $ 99.4 | $ 19.9 | 35.2 | 133.9 | 5.1 |
Intercompany Eliminations [Member] | |||||||||||
Condensed Financial Statements, Captions [Line Items] | |||||||||||
Revenue | 0 | 0 | |||||||||
Cost of revenue | 0 | 0 | |||||||||
Gross margin | 0 | 0 | |||||||||
Operating expenses | |||||||||||
Selling, general and administrative, and transaction costs | 0 | 0 | |||||||||
Depreciation and amortization | 0 | 0 | |||||||||
Total operating expenses | 0 | 0 | |||||||||
Operating income | 0 | 0 | |||||||||
Interest and other (income) expense | |||||||||||
Interest expense | 0 | 0 | |||||||||
Loss on extinguishment of debt | 0 | 0 | |||||||||
Other (income) expense, net | 36.6 | 135.9 | |||||||||
Total interest and other (income) expense | 36.6 | 135.9 | |||||||||
Income before income taxes | (36.6) | (135.9) | |||||||||
Income tax expense (benefit) | 0 | 0 | |||||||||
Net income | (36.6) | (135.9) | |||||||||
Presidio, Inc. [Member] | |||||||||||
Operating expenses | |||||||||||
Selling, general and administrative, and transaction costs | 2.2 | 1.7 | 0.5 | ||||||||
Total operating expenses | 2.2 | 1.7 | 0.5 | ||||||||
Operating income | (2.2) | (1.7) | (0.5) | ||||||||
Interest and other (income) expense | |||||||||||
Other (income) expense, net | 0 | 0 | 0 | ||||||||
Total interest and other (income) expense | (36.6) | (135.9) | (5.4) | ||||||||
Income before income taxes | 34.4 | 134.2 | 4.9 | ||||||||
Income tax expense (benefit) | (0.8) | 0.3 | (0.2) | ||||||||
Net income | 35.2 | 133.9 | $ 5.1 | ||||||||
Presidio, Inc. [Member] | Reportable Legal Entities [Member] | |||||||||||
Condensed Financial Statements, Captions [Line Items] | |||||||||||
Revenue | 0 | 0 | |||||||||
Cost of revenue | 0 | 0 | |||||||||
Gross margin | 0 | 0 | |||||||||
Operating expenses | |||||||||||
Selling, general and administrative, and transaction costs | 2.2 | 1.7 | |||||||||
Depreciation and amortization | 0 | 0 | |||||||||
Total operating expenses | 2.2 | 1.7 | |||||||||
Operating income | (2.2) | (1.7) | |||||||||
Interest and other (income) expense | |||||||||||
Interest expense | 0 | 0 | |||||||||
Loss on extinguishment of debt | 0 | 0 | |||||||||
Other (income) expense, net | (36.6) | (135.9) | |||||||||
Total interest and other (income) expense | (36.6) | (135.9) | |||||||||
Income before income taxes | 34.4 | 134.2 | |||||||||
Income tax expense (benefit) | (0.8) | 0.3 | |||||||||
Net income | 35.2 | 133.9 | |||||||||
Presidio Holdings Inc. & Subsidiaries [Member] | Reportable Legal Entities [Member] | |||||||||||
Condensed Financial Statements, Captions [Line Items] | |||||||||||
Revenue | 3,026.1 | 2,765.2 | |||||||||
Cost of revenue | 2,387.7 | 2,181.2 | |||||||||
Gross margin | 638.4 | 584 | |||||||||
Operating expenses | |||||||||||
Selling, general and administrative, and transaction costs | 448.4 | 384.1 | |||||||||
Depreciation and amortization | 86.3 | 83.7 | |||||||||
Total operating expenses | 534.7 | 467.8 | |||||||||
Operating income | 103.7 | 116.2 | |||||||||
Interest and other (income) expense | |||||||||||
Interest expense | 49.9 | 46 | |||||||||
Loss on extinguishment of debt | 2.1 | 14.8 | |||||||||
Other (income) expense, net | (0.7) | (0.3) | |||||||||
Total interest and other (income) expense | 51.3 | 60.5 | |||||||||
Income before income taxes | 52.4 | 55.7 | |||||||||
Income tax expense (benefit) | 15.8 | (80.2) | |||||||||
Net income | $ 36.6 | $ 135.9 |
Supplemental Consolidating In_5
Supplemental Consolidating Information - Condensed Consolidating Statement of Cash Flows (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2017 | |
Condensed Financial Statements, Captions [Line Items] | |||
Net cash provided by operating activities | $ 108 | $ 192 | $ 51 |
Cash flows from investing activities: | |||
Return of capital from subsidiary | 0 | ||
Dividends received | 0 | ||
Additions of equipment under sales-type and direct financing leases | (139.8) | (108.3) | (100.1) |
Acquisition of businesses, net of cash and cash equivalents acquired | 0 | (42.8) | 0 |
Proceeds from collection of escrow related to acquisition of business | 0 | 0.2 | 0.6 |
Proceeds from collection of financing receivables | 7.2 | 4.1 | 9.8 |
Additions to equipment under operating leases | (1.3) | (1.6) | (2) |
Proceeds from disposition of equipment under operating leases | 0.7 | 0.7 | 1.5 |
Purchases of property and equipment | (15.1) | (14.4) | (11.4) |
Net cash used in investing activities | (148.3) | (162.1) | (101.6) |
Cash flows from financing activities: | |||
Proceeds from issuance of common stock under share-based compensation plans | 5.1 | 8 | 1.1 |
Common stock repurchased | (158.6) | 0 | 0 |
Return of capital to parent | 0 | ||
Dividends paid | (9.9) | 0 | 0 |
Proceeds from the discounting of financing receivables | 161.5 | 114.6 | 108.6 |
Retirements of discounted financing receivables | (23.6) | (10) | (5) |
Deferred financing cost on receivables securitization facility | (0.7) | (1.2) | 0 |
Repayments of senior and subordinated notes | 0 | (135.7) | (230.8) |
Borrowings on term loans, net of original issue discount | 158.1 | 138.2 | 0 |
Repayments of term loans | (100) | (80) | (105.7) |
Net borrowings (repayments) on the floor plan facility | 2.1 | (54.3) | 41.6 |
Net cash provided by (used in) financing activities | 34 | (20.4) | 45.1 |
Net increase (decrease) in cash and cash equivalents | (6.3) | 9.5 | (5.5) |
Cash and cash equivalents: | |||
Cash and cash equivalents, beginning of the period | 37 | 27.5 | 33 |
Cash and cash equivalents, end of the period | 30.7 | 37 | 27.5 |
Intercompany Eliminations [Member] | |||
Condensed Financial Statements, Captions [Line Items] | |||
Net cash provided by operating activities | 0 | 0 | |
Cash flows from investing activities: | |||
Return of capital from subsidiary | (158.6) | ||
Dividends received | (9.9) | ||
Additions of equipment under sales-type and direct financing leases | 0 | 0 | |
Acquisition of businesses, net of cash and cash equivalents acquired | 0 | ||
Proceeds from collection of escrow related to acquisition of business | 0 | ||
Proceeds from collection of financing receivables | 0 | 0 | |
Additions to equipment under operating leases | 0 | 0 | |
Proceeds from disposition of equipment under operating leases | 0 | 0 | |
Purchases of property and equipment | 0 | 0 | |
Net cash used in investing activities | (168.5) | 0 | |
Cash flows from financing activities: | |||
Proceeds from issuance of common stock under share-based compensation plans | 0 | 0 | |
Common stock repurchased | 0 | ||
Return of capital to parent | 158.6 | ||
Dividends paid | 9.9 | ||
Proceeds from the discounting of financing receivables | 0 | 0 | |
Retirements of discounted financing receivables | 0 | 0 | |
Deferred financing cost on receivables securitization facility | 0 | 0 | |
Repayments of senior and subordinated notes | 0 | 0 | |
Borrowings on term loans, net of original issue discount | 0 | 0 | |
Repayments of term loans | 0 | 0 | |
Net borrowings (repayments) on the floor plan facility | 0 | 0 | |
Net cash provided by (used in) financing activities | 168.5 | 0 | |
Net increase (decrease) in cash and cash equivalents | 0 | 0 | |
Cash and cash equivalents: | |||
Cash and cash equivalents, beginning of the period | 0 | 0 | |
Cash and cash equivalents, end of the period | 0 | 0 | 0 |
Presidio, Inc. [Member] | |||
Condensed Financial Statements, Captions [Line Items] | |||
Net cash provided by operating activities | (5.1) | (5.3) | (0.1) |
Cash flows from investing activities: | |||
Return of capital from subsidiary | 158.6 | 0 | 0 |
Dividends received | 9.9 | 0 | 0 |
Return of intercompany loan | 0 | 0 | 12.1 |
Net cash used in investing activities | 168.5 | 0 | (273.9) |
Cash flows from financing activities: | |||
Proceeds from issuance of common stock under share-based compensation plans | 5.1 | ||
Common stock repurchased | (158.6) | 0 | 0 |
Dividends paid | (9.9) | 0 | 0 |
Net cash provided by (used in) financing activities | (163.4) | 4.7 | 248.6 |
Net increase (decrease) in cash and cash equivalents | 0 | (0.6) | (25.4) |
Cash and cash equivalents: | |||
Cash and cash equivalents, beginning of the period | 0.1 | 0.7 | 26.1 |
Cash and cash equivalents, end of the period | 0.1 | 0.1 | 0.7 |
Presidio, Inc. [Member] | Reportable Legal Entities [Member] | |||
Condensed Financial Statements, Captions [Line Items] | |||
Net cash provided by operating activities | (5.1) | (5.3) | |
Cash flows from investing activities: | |||
Return of capital from subsidiary | 158.6 | ||
Dividends received | 9.9 | ||
Additions of equipment under sales-type and direct financing leases | 0 | 0 | |
Acquisition of businesses, net of cash and cash equivalents acquired | 0 | ||
Proceeds from collection of escrow related to acquisition of business | 0 | ||
Proceeds from collection of financing receivables | 0 | 0 | |
Additions to equipment under operating leases | 0 | 0 | |
Proceeds from disposition of equipment under operating leases | 0 | 0 | |
Purchases of property and equipment | 0 | 0 | |
Net cash used in investing activities | 168.5 | 0 | |
Cash flows from financing activities: | |||
Proceeds from issuance of common stock under share-based compensation plans | 5.1 | 4.7 | |
Common stock repurchased | (158.6) | ||
Return of capital to parent | 0 | ||
Dividends paid | (9.9) | ||
Proceeds from the discounting of financing receivables | 0 | 0 | |
Retirements of discounted financing receivables | 0 | 0 | |
Deferred financing cost on receivables securitization facility | 0 | 0 | |
Repayments of senior and subordinated notes | 0 | 0 | |
Borrowings on term loans, net of original issue discount | 0 | 0 | |
Repayments of term loans | 0 | 0 | |
Net borrowings (repayments) on the floor plan facility | 0 | 0 | |
Net cash provided by (used in) financing activities | (163.4) | 4.7 | |
Net increase (decrease) in cash and cash equivalents | 0 | (0.6) | |
Cash and cash equivalents: | |||
Cash and cash equivalents, beginning of the period | 0.1 | 0.7 | |
Cash and cash equivalents, end of the period | 0.1 | 0.1 | 0.7 |
Presidio Holdings Inc. & Subsidiaries [Member] | Reportable Legal Entities [Member] | |||
Condensed Financial Statements, Captions [Line Items] | |||
Net cash provided by operating activities | 113.1 | 197.3 | |
Cash flows from investing activities: | |||
Return of capital from subsidiary | 0 | ||
Dividends received | 0 | ||
Additions of equipment under sales-type and direct financing leases | (139.8) | (108.3) | |
Acquisition of businesses, net of cash and cash equivalents acquired | (42.8) | ||
Proceeds from collection of escrow related to acquisition of business | 0.2 | ||
Proceeds from collection of financing receivables | 7.2 | 4.1 | |
Additions to equipment under operating leases | (1.3) | (1.6) | |
Proceeds from disposition of equipment under operating leases | 0.7 | 0.7 | |
Purchases of property and equipment | (15.1) | (14.4) | |
Net cash used in investing activities | (148.3) | (162.1) | |
Cash flows from financing activities: | |||
Proceeds from issuance of common stock under share-based compensation plans | 0 | 3.3 | |
Common stock repurchased | 0 | ||
Return of capital to parent | (158.6) | ||
Dividends paid | (9.9) | ||
Proceeds from the discounting of financing receivables | 161.5 | 114.6 | |
Retirements of discounted financing receivables | (23.6) | (10) | |
Deferred financing cost on receivables securitization facility | (0.7) | (1.2) | |
Repayments of senior and subordinated notes | 0 | (135.7) | |
Borrowings on term loans, net of original issue discount | 158.1 | 138.2 | |
Repayments of term loans | (100) | (80) | |
Net borrowings (repayments) on the floor plan facility | 2.1 | (54.3) | |
Net cash provided by (used in) financing activities | 28.9 | (25.1) | |
Net increase (decrease) in cash and cash equivalents | (6.3) | 10.1 | |
Cash and cash equivalents: | |||
Cash and cash equivalents, beginning of the period | 36.9 | 26.8 | |
Cash and cash equivalents, end of the period | $ 30.6 | $ 36.9 | $ 26.8 |
Quarterly Financial Data (Una_3
Quarterly Financial Data (Unaudited) (Details) - USD ($) $ / shares in Units, $ in Millions | 3 Months Ended | 12 Months Ended | |||||||||
Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2017 | |
Quarterly Financial Information Disclosure [Abstract] | |||||||||||
Total revenue | $ 803.2 | $ 705.2 | $ 767.8 | $ 749.9 | $ 731.3 | $ 653.4 | $ 649.3 | $ 731.2 | $ 3,026.1 | $ 2,765.2 | $ 2,736 |
Gross margin | 168 | 156.7 | 154.6 | 159 | 150.4 | 139.6 | 137.6 | 156.4 | 638.4 | 584 | 586.3 |
Operating income | 28.3 | 20.2 | 21.5 | 31.5 | 28.2 | 18.2 | 23.6 | 44.3 | 101.5 | 114.5 | 109.3 |
Net income | $ 9.9 | $ 5 | $ 5.6 | $ 14.7 | $ 14.1 | $ 0.5 | $ 99.4 | $ 19.9 | $ 35.2 | $ 133.9 | $ 5.1 |
Earnings (loss) per share, basic (in dollars per share) | $ 0.12 | $ 0.06 | $ 0.07 | $ 0.16 | $ 0.15 | $ 0.01 | $ 1.08 | $ 0.22 | $ 0.42 | $ 1.46 | $ 0.07 |
Earnings (loss) per share, diluted (in dollars per share) | $ 0.11 | $ 0.06 | $ 0.07 | $ 0.15 | $ 0.15 | $ 0.01 | $ 1.03 | $ 0.21 | $ 0.40 | $ 1.39 | $ 0.06 |
Subsequent Events - Additional
Subsequent Events - Additional Information (Details) - USD ($) | Aug. 14, 2019 | Jun. 30, 2019 | Jun. 30, 2018 |
Subsequent Event [Line Items] | |||
Common stock par value per share (in dollars per share) | $ 0.01 | $ 0.01 | |
Subsequent Event [Member] | |||
Subsequent Event [Line Items] | |||
Common stock par value per share (in dollars per share) | $ 0.01 | ||
BCEC - Port Holdings (Delaware), LP [Member] | Subsequent Event [Member] | |||
Subsequent Event [Line Items] | |||
Aggregate equity contribution | $ 800,000,000 | ||
Debt financing, aggregate principal amount | $ 1,775,000,000 | ||
Presidio, Inc. [Member] | Subsequent Event [Member] | |||
Subsequent Event [Line Items] | |||
Merger agreement, share price (in dollars per share) | $ 16 | ||
Merger agreement, termination fee | $ 40,000,000 | ||
Merger agreement, termination fee if terminated before September 24, 2019 | 18,000,000 | ||
Presidio, Inc. [Member] | BCEC - Port Holdings (Delaware), LP [Member] | Subsequent Event [Member] | |||
Subsequent Event [Line Items] | |||
Merger agreement, termination fee | $ 80,000,000 | ||
Presidio, Inc. [Member] | Aegis LP [Member] | Subsequent Event [Member] | |||
Subsequent Event [Line Items] | |||
Ownership percentage | 42.00% |
Schedule I - Condensed Financ_2
Schedule I - Condensed Financial Information of Registrant - Unconsolidated Condensed Balance Sheets (Details) - USD ($) $ in Millions | Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2016 |
Current Assets | ||||
Cash and cash equivalents | $ 30.7 | $ 37 | $ 27.5 | $ 33 |
Prepaid expenses and other current assets | 123.1 | 112.5 | ||
Total current assets | 1,155.3 | 1,045.7 | ||
Deferred income tax assets | 0 | 0 | ||
Total assets | 2,870.9 | 2,736.3 | ||
Current Liabilities | ||||
Accrued expenses and other current liabilities | 294.6 | 228.2 | ||
Total current liabilities | 1,098.9 | 981.7 | ||
Total liabilities | 2,232.5 | 1,976 | ||
Stockholders’ Equity | ||||
Preferred stock: $0.01 par value; 100 shares authorized, zero shares issued and outstanding at June 30, 2018 and June 30, 2017 | 0 | 0 | ||
Common stock: $0.01 par value; 250,000,000 shares authorized and 92,853,983 shares issued and outstanding at June 30,2018, 100,000,000 shares authorized and 90,969,919 shares issued and outstanding at June 30, 2017 | 0.8 | 0.9 | ||
Additional paid-in capital | 500.4 | 644.3 | ||
Retained earnings | 137.2 | 115.1 | ||
Total stockholders’ equity | 638.4 | 760.3 | 607.4 | 350.7 |
Total liabilities and stockholders’ equity | 2,870.9 | 2,736.3 | ||
Presidio, Inc. [Member] | ||||
Current Assets | ||||
Cash and cash equivalents | 0.1 | 0.1 | $ 0.7 | $ 26.1 |
Prepaid expenses and other current assets | 8.7 | 2.9 | ||
Total current assets | 8.8 | 3 | ||
Deferred income tax assets | 0.3 | 1.5 | ||
Investment in subsidiaries | 632.7 | 755.8 | ||
Total assets | 641.8 | 760.3 | ||
Current Liabilities | ||||
Accrued expenses and other current liabilities | 3.4 | 0 | ||
Total current liabilities | 3.4 | 0 | ||
Total liabilities | 3.4 | 0 | ||
Stockholders’ Equity | ||||
Preferred stock: $0.01 par value; 100 shares authorized, zero shares issued and outstanding at June 30, 2018 and June 30, 2017 | 0 | 0 | ||
Common stock: $0.01 par value; 250,000,000 shares authorized and 92,853,983 shares issued and outstanding at June 30,2018, 100,000,000 shares authorized and 90,969,919 shares issued and outstanding at June 30, 2017 | 0.8 | 0.9 | ||
Additional paid-in capital | 500.4 | 644.3 | ||
Retained earnings | 137.2 | 115.1 | ||
Total stockholders’ equity | 638.4 | 760.3 | ||
Total liabilities and stockholders’ equity | $ 641.8 | $ 760.3 |
Schedule I - Condensed Financ_3
Schedule I - Condensed Financial Information of Registrant - Unconsolidated Condensed Balance Sheet Parentheticals (Details) - $ / shares | Jun. 30, 2019 | Jun. 30, 2018 |
Condensed Financial Statements, Captions [Line Items] | ||
Preferred stock, par value per share (in dollars per share) | $ 0.01 | $ 0.01 |
Preferred stock, shares authorized | 100 | 100 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Common stock par value per share (in dollars per share) | $ 0.01 | $ 0.01 |
Common stock, shares authorized | 250,000,000 | 250,000,000 |
Common stock, shares issued | 82,852,340 | 92,853,983 |
Common stock, shares outstanding | 82,852,340 | 92,853,983 |
Presidio, Inc. [Member] | ||
Condensed Financial Statements, Captions [Line Items] | ||
Preferred stock, par value per share (in dollars per share) | $ 0.01 | $ 0.01 |
Preferred stock, shares authorized | 100 | 100 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Common stock par value per share (in dollars per share) | $ 0.01 | $ 0.01 |
Common stock, shares authorized | 250,000,000 | 250,000,000 |
Common stock, shares issued | 82,852,340 | 92,853,983 |
Common stock, shares outstanding | 82,852,340 | 92,853,983 |
Schedule I - Condensed Financ_4
Schedule I - Condensed Financial Information of Registrant - Unconsolidated Condensed Statements of Operations (Details) - USD ($) $ in Millions | 3 Months Ended | 12 Months Ended | |||||||||
Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2017 | |
Operating expenses | |||||||||||
Selling, general and administrative, and transaction costs | $ 450.6 | $ 385.8 | |||||||||
Total operating expenses | 536.9 | 469.5 | $ 477 | ||||||||
Operating income | $ 28.3 | $ 20.2 | $ 21.5 | $ 31.5 | $ 28.2 | $ 18.2 | $ 23.6 | $ 44.3 | 101.5 | 114.5 | 109.3 |
Interest and other (income) expense | |||||||||||
Other (income) expense, net | (0.7) | (0.3) | 0.1 | ||||||||
Total interest and other (income) expense | 51.3 | 60.5 | 101.1 | ||||||||
Income before income taxes | 50.2 | 54 | 8.2 | ||||||||
Income tax expense (benefit) | 15 | (79.9) | 3.1 | ||||||||
Net income | $ 9.9 | $ 5 | $ 5.6 | $ 14.7 | $ 14.1 | $ 0.5 | $ 99.4 | $ 19.9 | 35.2 | 133.9 | 5.1 |
Presidio, Inc. [Member] | |||||||||||
Operating expenses | |||||||||||
Selling, general and administrative, and transaction costs | 2.2 | 1.7 | 0.5 | ||||||||
Total operating expenses | 2.2 | 1.7 | 0.5 | ||||||||
Operating income | (2.2) | (1.7) | (0.5) | ||||||||
Interest and other (income) expense | |||||||||||
Unrealized income on equity investment in subsidiaries | (36.6) | (135.9) | (5.4) | ||||||||
Other (income) expense, net | 0 | 0 | 0 | ||||||||
Total interest and other (income) expense | (36.6) | (135.9) | (5.4) | ||||||||
Income before income taxes | 34.4 | 134.2 | 4.9 | ||||||||
Income tax expense (benefit) | (0.8) | 0.3 | (0.2) | ||||||||
Net income | $ 35.2 | $ 133.9 | $ 5.1 |
Schedule I - Condensed Financ_5
Schedule I - Condensed Financial Information of Registrant - Unconsolidated Condensed Statement of Cash Flows (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2017 | |
Condensed Cash Flow Statements, Captions [Line Items] | |||
Net cash provided by operating activities | $ 108 | $ 192 | $ 51 |
Cash flows from investing activities: | |||
Return of capital from subsidiary | 0 | ||
Dividends received | 0 | ||
Net cash used in investing activities | (148.3) | (162.1) | (101.6) |
Proceeds from issuance of common stock under share-based compensation plans | 5.1 | 8 | 1.1 |
Cash flows from financing activities: | |||
Common stock repurchased | (158.6) | 0 | 0 |
Dividends paid | (9.9) | 0 | 0 |
Net cash provided by (used in) financing activities | 34 | (20.4) | 45.1 |
Net increase (decrease) in cash and cash equivalents | (6.3) | 9.5 | (5.5) |
Cash and cash equivalents, beginning of the period | 37 | 27.5 | 33 |
Cash and cash equivalents, end of the period | 30.7 | 37 | 27.5 |
Presidio, Inc. [Member] | |||
Condensed Cash Flow Statements, Captions [Line Items] | |||
Net cash provided by operating activities | (5.1) | (5.3) | (0.1) |
Cash flows from investing activities: | |||
Return of capital from subsidiary | 158.6 | 0 | 0 |
Dividends received | 9.9 | 0 | 0 |
Capital contribution to subsidiary | 0 | 0 | (162.7) |
Investment in debt of subsidiary | 0 | 0 | (123.3) |
Return of intercompany loan | 0 | 0 | 12.1 |
Net cash used in investing activities | 168.5 | 0 | (273.9) |
Proceeds from issuance of common stock under share-based compensation plans | 5.1 | ||
Cash flows from financing activities: | |||
Proceeds from issuance of common stock | 4.7 | 248.6 | |
Common stock repurchased | (158.6) | 0 | 0 |
Dividends paid | (9.9) | 0 | 0 |
Net cash provided by (used in) financing activities | (163.4) | 4.7 | 248.6 |
Net increase (decrease) in cash and cash equivalents | 0 | (0.6) | (25.4) |
Cash and cash equivalents, beginning of the period | 0.1 | 0.7 | 26.1 |
Cash and cash equivalents, end of the period | $ 0.1 | $ 0.1 | $ 0.7 |
Schedule I - Condensed Financ_6
Schedule I - Condensed Financial Information of Registrant - Notes (Details) - USD ($) $ / shares in Units, $ in Millions | Mar. 15, 2019 | Feb. 12, 2019 | Sep. 20, 2018 | Nov. 21, 2017 | Mar. 21, 2017 | Mar. 15, 2017 | Mar. 31, 2017 | Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2017 | Mar. 31, 2018 |
Condensed Financial Statements, Captions [Line Items] | |||||||||||
Proceeds from initial public offering, net of underwriter discounts and commissions | $ 247.5 | $ 0 | $ 0 | $ 247.5 | |||||||
Costs related to initial public offering | $ 7.2 | 7.2 | |||||||||
Payments of Stock Issuance Costs | $ 0 | 0 | $ 7.2 | ||||||||
IPO [Member] | |||||||||||
Condensed Financial Statements, Captions [Line Items] | |||||||||||
Number of shares issued in IPO | 18,766,465 | ||||||||||
Price per share (in dollars per share) | $ 14 | ||||||||||
Secondary Public Offering [Member] | |||||||||||
Condensed Financial Statements, Captions [Line Items] | |||||||||||
Number of shares issued in IPO | 5,000,000 | 4,000,000 | 3,000,000 | 8,000,000 | |||||||
Price per share (in dollars per share) | $ 15.25 | $ 15.11 | $ 15.24 | $ 14.25 | |||||||
Payments of Stock Issuance Costs | $ 0.2 | $ 0.1 | $ 0.3 | $ 1 | |||||||
Over-Allotment Option [Member] | |||||||||||
Condensed Financial Statements, Captions [Line Items] | |||||||||||
Number of shares issued in IPO | 1,200,000 | 2,099,799 | |||||||||
Senior Subordinated Notes [Member] | |||||||||||
Condensed Financial Statements, Captions [Line Items] | |||||||||||
Repurchased principal amount | $ 111.8 | $ 112.2 | |||||||||
Repurchase price (percent) | 110.25% | 110.25% |
Schedule II - Valuation and Q_2
Schedule II - Valuation and Qualifying Accounts (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2017 | |
SEC Schedule, 12-09, Allowance, Credit Loss [Member] | |||
SEC Schedule, 12-09, Movement in Valuation Allowances and Reserves [Roll Forward] | |||
Balance at beginning of period | $ 3.4 | $ 4.5 | $ 3.8 |
Charged to costs and expenses | 2.8 | 1 | 2.4 |
Charged to other accounts | 0 | 0 | 0 |
Deductions and other adjustments | 3.7 | (2.1) | (1.7) |
Balance at end of period | 9.9 | 3.4 | 4.5 |
Provision for Inventory Obsolescence [Member] | |||
SEC Schedule, 12-09, Movement in Valuation Allowances and Reserves [Roll Forward] | |||
Balance at beginning of period | 0.3 | 0.6 | 0.1 |
Charged to costs and expenses | 0.3 | 0.1 | 0.5 |
Charged to other accounts | 0 | 0 | 0 |
Deductions and other adjustments | (0.4) | (0.4) | 0 |
Balance at end of period | 0.2 | 0.3 | 0.6 |
Provision for Residual Value and Credit Losses on Finance Receivables [Member] | |||
SEC Schedule, 12-09, Movement in Valuation Allowances and Reserves [Roll Forward] | |||
Balance at beginning of period | 0.7 | 1.2 | 1.7 |
Charged to costs and expenses | 0 | 0 | 0 |
Charged to other accounts | 0 | 0 | 0 |
Deductions and other adjustments | (0.1) | (0.5) | (0.5) |
Balance at end of period | $ 0.6 | $ 0.7 | $ 1.2 |