Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Dec. 31, 2015 | Feb. 01, 2016 | |
Document and Entity Information | ||
Entity Registrant Name | ACXIOM CORP | |
Entity Central Index Key | 733,269 | |
Document Type | 10-Q | |
Document Period End Date | Dec. 31, 2015 | |
Amendment Flag | false | |
Current Fiscal Year End Date | --03-31 | |
Entity Current Reporting Status | Yes | |
Entity Filer Category | Large Accelerated Filer | |
Entity Common Stock, Shares Outstanding | 77,724,143 | |
Document Fiscal Year Focus | 2,016 | |
Document Fiscal Period Focus | Q3 |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Dec. 31, 2015 | Mar. 31, 2015 |
Current assets: | ||
Cash and cash equivalents | $ 186,390 | $ 141,010 |
Trade accounts receivable, net | 140,821 | 126,896 |
Deferred income taxes | 16,475 | 25,610 |
Refundable income taxes | 6,899 | 5,239 |
Restricted cash held in escrow | 31,000 | |
Other current assets | 35,918 | 34,975 |
Assets from discontinued operations | 172,284 | |
Total current assets | 386,503 | 537,014 |
Property and equipment, net of accumulated depreciation and amortization | 178,394 | 176,254 |
Software, net of accumulated amortization | 58,947 | 68,962 |
Goodwill | 497,628 | 497,362 |
Purchased software licenses, net of accumulated amortization | 10,043 | 9,551 |
Other assets, net | 30,049 | 33,281 |
TOTAL ASSETS | 1,161,564 | 1,322,424 |
Current liabilities: | ||
Current installments of long-term debt | 32,223 | 32,232 |
Trade accounts payable | 30,690 | 30,094 |
Accrued expenses | ||
Payroll | 46,662 | 36,659 |
Other | 49,705 | 62,754 |
Acquisition escrow payable | 31,000 | |
Deferred revenue | 42,681 | 33,620 |
Liabilities from discontinued operations | 4,065 | 57,433 |
Total current liabilities | 206,026 | 283,792 |
Long-term debt | 168,681 | 247,855 |
Deferred income taxes | 66,709 | 80,675 |
Other liabilities | $ 15,705 | $ 6,845 |
Commitments and contingencies | ||
Equity: | ||
Common stock | $ 12,988 | $ 12,794 |
Additional paid-in capital | 1,071,145 | 1,034,526 |
Retained earnings | 600,072 | 591,798 |
Accumulated other comprehensive income | 8,141 | 9,413 |
Treasury stock, at cost | (987,903) | (945,274) |
Total equity | 704,443 | 703,257 |
TOTAL LIABILITIES AND EQUITY | $ 1,161,564 | $ 1,322,424 |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2015 | Dec. 31, 2014 | |
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS | ||||
Revenues | $ 221,193 | $ 208,246 | $ 625,433 | $ 599,177 |
Cost of revenue | 125,735 | 125,807 | 364,756 | 366,329 |
Gross profit | 95,458 | 82,439 | 260,677 | 232,848 |
Operating expenses: | ||||
Research and development | 18,400 | 18,973 | 57,489 | 55,121 |
Sales and marketing | 36,581 | 30,554 | 100,334 | 85,410 |
General and administrative | 36,793 | 31,821 | 100,055 | 102,794 |
Gains, losses and other items, net | 4,058 | 3,381 | 8,098 | 11,342 |
Total operating expenses | 95,832 | 84,729 | 265,976 | 254,667 |
Loss from operations | (374) | (2,290) | (5,299) | (21,819) |
Other income (expense): | ||||
Interest expense | (1,948) | (2,005) | (5,789) | (5,774) |
Other, net | 303 | 35 | 666 | (234) |
Total other expense | (1,645) | (1,970) | (5,123) | (6,008) |
Loss from continuing operations before income taxes | (2,019) | (4,260) | (10,422) | (27,827) |
Income taxes | (1,580) | (4,597) | (3,456) | (10,322) |
Net earnings (loss) from continuing operations | (439) | 337 | (6,966) | (17,505) |
Earnings (loss) from discontinued operations, net of tax | (971) | 3,819 | 15,240 | 12,513 |
Net earnings (loss) | $ (1,410) | $ 4,156 | $ 8,274 | $ (4,992) |
Basic earnings (loss) per share: | ||||
Net earnings (loss) from continuing operations (in dollars per share) | $ (0.01) | $ 0 | $ (0.09) | $ (0.23) |
Net earnings (loss) from discontinued operations (in dollars per share) | (0.01) | 0.05 | 0.20 | 0.16 |
Net earnings (loss) (in dollars per share) | (0.02) | 0.05 | 0.11 | (0.06) |
Diluted earnings (loss) per share: | ||||
Net earnings (loss) from continuing operations (in dollars per share) | (0.01) | 0 | (0.09) | (0.23) |
Net earnings (loss) from discontinued operations (in dollars per share) | (0.01) | 0.05 | 0.20 | 0.16 |
Net earnings (loss) (in dollars per share) | $ (0.02) | $ 0.05 | $ 0.11 | $ (0.06) |
CONDENSED CONSOLIDATED STATEME4
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2015 | Dec. 31, 2014 | |
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) | ||||
Net earnings (loss) | $ (1,410) | $ 4,156 | $ 8,274 | $ (4,992) |
Other comprehensive income (loss): | ||||
Change in foreign currency translation adjustment | 255 | (2,399) | (1,418) | (4,293) |
Unrealized gain (loss) on interest rate swap | 217 | (93) | 146 | (5) |
Other comprehensive income (loss) | 472 | (2,492) | (1,272) | (4,298) |
Comprehensive income (loss) | $ (938) | $ 1,664 | $ 7,002 | $ (9,290) |
CONDENSED CONSOLIDATED STATEME5
CONDENSED CONSOLIDATED STATEMENT OF EQUITY - 9 months ended Dec. 31, 2015 - USD ($) $ in Thousands | Common Stock | Additional paid-in Capital | Retained earnings | Accumulated other comprehensive income | Treasury Stock | Total |
Balances at Mar. 31, 2015 | $ 12,794 | $ 1,034,526 | $ 591,798 | $ 9,413 | $ (945,274) | $ 703,257 |
Balances (in shares) at Mar. 31, 2015 | 127,938,797 | |||||
Balances (in shares) at Mar. 31, 2015 | (50,102,724) | |||||
Increase (Decrease) in Stockholders' Equity | ||||||
Employee stock awards, benefit plans and other issuances | $ 90 | 11,347 | $ (5,094) | 6,343 | ||
Employee stock awards, benefit plans and other issuances (in shares) | 897,825 | (282,157) | ||||
Tax impact of stock options, warrants and restricted stock | 839 | 839 | ||||
Non-cash share-based compensation from continuing operations | $ 5 | 23,524 | 23,529 | |||
Non-cash share-based compensation from continuing operations (in shares) | 46,693 | |||||
Non-cash share-based compensation from discontinued operations | 1,008 | 1,008 | ||||
Restricted stock units vested | $ 99 | (99) | ||||
Restricted stock units vested (in shares) | 991,964 | |||||
Acquisition of treasury stock | $ (37,535) | (37,535) | ||||
Acquisition of treasury stock (in shares) | (1,902,116) | |||||
Comprehensive loss: | ||||||
Foreign currency translation | (1,418) | (1,418) | ||||
Unrealized gain on interest rate swap | 146 | 146 | ||||
Net earnings | 8,274 | 8,274 | ||||
Balances at Dec. 31, 2015 | $ 12,988 | $ 1,071,145 | $ 600,072 | $ 8,141 | $ (987,903) | $ 704,443 |
Balances (in shares) at Dec. 31, 2015 | 129,875,279 | |||||
Balances (in shares) at Dec. 31, 2015 | (52,286,997) |
CONDENSED CONSOLIDATED STATEME6
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 9 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Cash flows from operating activities: | ||
Net earnings (loss) | $ 8,274 | $ (4,992) |
Less: Earnings from discontinued operations, net of tax | (15,240) | (12,513) |
Adjustments to reconcile net loss to net cash from provided by operating activities: | ||
Depreciation and amortization | 63,221 | 54,687 |
Loss (gain) on disposal and impairment of goodwill and other assets | 938 | (275) |
Deferred income taxes | (4,856) | (2,020) |
Non-cash share-based compensation expense | 23,529 | 20,100 |
Changes in operating assets and liabilities: | ||
Accounts receivable, net | (15,238) | 9,573 |
Other assets | (1,820) | 1,409 |
Deferred costs | (823) | (316) |
Accounts payable and other liabilities | 3,182 | (26,679) |
Deferred revenue | 9,205 | (7,215) |
Net cash provided by operating activities | 70,372 | 31,759 |
Cash flows from investing activities: | ||
Capitalized software development costs | (10,360) | (14,985) |
Capital expenditures | (33,822) | (42,352) |
Data acquisition costs | (1,135) | (1,497) |
Net cash paid in acquisitions | (5,386) | (265,672) |
Net cash used in investing activities | (50,703) | (324,506) |
Cash flows from financing activities: | ||
Payments of debt | (79,183) | (18,254) |
Sale of common stock, net of stock acquired for withholding taxes | 6,343 | (807) |
Excess tax benefits from stock-based compensation | 2,022 | |
Acquisition of treasury stock | (37,535) | (9,868) |
Net cash used in financing activities | (108,353) | (28,929) |
Net cash used in continuing operations | (88,684) | (321,676) |
Cash flows from discontinued operations: | ||
Net cash provided by operating activities | 10,277 | 38,773 |
Net cash provided by (used in) investing activities | 124,506 | (6,250) |
Net cash used in financing activities | (206) | (1,561) |
Net cash provided by discontinued operations | 134,577 | 30,962 |
Net cash provided by (used in) continuing and discontinued operations | 45,893 | (290,714) |
Effect of exchange rate changes on cash | (513) | (981) |
Net change in cash and cash equivalents | 45,380 | (291,695) |
Cash and cash equivalents at beginning of period | 141,010 | 418,586 |
Cash and cash equivalents at end of period | 186,390 | 126,891 |
Cash paid during the period for: | ||
Interest | 6,220 | 6,200 |
Income taxes | 6,004 | 538 |
Payments on capital leases and installment payment arrangements | 269 | 3,249 |
Prepayment of debt | 55,000 | |
Other debt payments | $ 24,120 | $ 16,566 |
BASIS OF PRESENTATION AND SUMMA
BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES: | 9 Months Ended |
Dec. 31, 2015 | |
BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES: | |
BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES: | 1. BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES: These condensed consolidated financial statements have been prepared by Acxiom Corporation (“Registrant,” “Acxiom” or the “Company”), without audit, pursuant to the rules and regulations of the Securities and Exchange Commission (the “SEC” or the “Commission”). In the opinion of the Registrant’s management all adjustments necessary for a fair presentation of the results for the periods included have been made and the disclosures are adequate to make the information presented not misleading. All such adjustments are of a normal recurring nature. Certain note information has been omitted because it has not changed significantly from that reflected in Notes 1 through 19 of the Notes to Consolidated Financial Statements filed as part of Item 8 of the Registrant’s annual report on Form 10-K for the fiscal year ended March 31, 2015 (“2015 Annual Report”), as filed with the Commission on May 27, 2015. This quarterly report and the accompanying condensed consolidated financial statements should be read in connection with the 2015 Annual Report. The financial information contained in this quarterly report is not necessarily indicative of the results to be expected for any other period or for the full fiscal year ending March 31, 2016. Management of the Company has made a number of estimates and assumptions relating to the reporting of assets and liabilities and the disclosure of contingent assets and liabilities to prepare these condensed consolidated financial statements in conformity with accounting principles generally accepted in the United States (“U.S. GAAP”). Actual results could differ from those estimates. Certain of the accounting policies used in the preparation of these condensed consolidated financial statements are complex and require management to make judgments and/or significant estimates regarding amounts reported or disclosed in these financial statements. Additionally, the application of certain of these accounting policies is governed by complex accounting principles and their interpretation. A discussion of the Company’s significant accounting principles and their application is included in Note 1 of the Notes to Consolidated Financial Statements and in Item 7, Management’s Discussion and Analysis of Financial Condition and Results of Operations, of the Company’s 2015 Annual Report. Reclassifications During the quarter ended June 30, 2015, the Company reviewed its classification of expenses in its statement of operations and made several changes in an effort to bring added transparency to its reporting. Expenses for prior periods have been reclassified to conform to the current-year presentation. The reclassifications had no effect on loss from operations, loss from continuing operations before income taxes, or net loss. The following is a summary of the reclassifications for the quarter and year-to-date periods ended December 31, 2014: Additional categories of operating costs and expenses in the Consolidated Statement of Operations: The Company has segregated research and development costs previously reported as a component of cost of revenue and has separated selling, general and administrative into sales and marketing and general and administrative. In addition, the Company added a gross profit subtotal to its Consolidated Statements of Operations. Reclassification of operating costs and expenses: The Company previously classified all account management functions (which include activities supporting existing client relationships and managing client service activities, as well as responsibilities for existing client contract extensions and up-sell) and all IT project management activities as cost of revenue. As the Company is now disaggregating its operating results into more granular categories of costs, and as a result of activities during fiscal 2015 to clarify and segregate account management roles between those supporting existing client relationships and those focused on existing contract extensions and upsell and IT project management roles between client-facing and internal projects, certain costs are presented in a new category. Account management costs supporting contract extension and upsell are now classified as sales and marketing, and internal IT project management costs are now classified as general and administrative. Accordingly, prior year amounts have been reclassified to conform to the current presentation. Operating costs and expenses are now classified in the following categories in the Consolidated Statements of Operations: · Cost of revenue includes all direct costs of sales such as data and other third party costs directly tied to revenue. Cost of revenue also includes operating expenses for each of the Company’s operations cost centers such as client services, account management, agency, consulting, IT, data acquisition, and product operations. Finally, cost of revenue includes amortization of internally developed software. · Research and development includes operating expenses for the Company’s engineering and product/project management functions supporting research, new development, and related product enhancement. · Sales and marketing includes operating expenses for the Company’s sales, marketing, and product marketing cost centers. · General and administrative represents operating expenses for all corporate costs centers, including finance, human resources, legal, corporate IT, and the corporate office. The following table summarizes the reclassification activity for the three months ended December 31, 2014 (dollars in thousands): As previously reported(1) Category expansion Account management reclass IT reclass and other As currently reported Cost of revenue $ $ ) $ ) $ ) $ Research and development $ — $ $ — $ — $ Selling, general and administrative $ $ ) $ — $ — $ — Sales and marketing $ — $ $ $ ) $ General and administrative $ — $ $ — $ $ (1) Adjusted for discontinued operations The following table summarizes the reclassification activity for the nine months ended December 31, 2014 (dollars in thousands): As previously reported(1) Category expansion Account management reclass IT reclass and other As currently reported Cost of revenue $ $ ) $ ) $ ) $ Research and development $ — $ $ — $ — $ Selling, general and administrative $ $ ) $ — $ — $ — Sales and marketing $ — $ $ $ ) $ General and administrative $ — $ $ — $ $ (1) Adjusted for discontinued operations During fiscal 2015, the Company completed the sale of its U.K. call center operation, 2Touch, to Parseq Ltd., a European business process outsourcing service provider. The business qualified for treatment as discontinued operations during fiscal 2015. Accordingly, the results of operations, cash flows, and the balance sheet amounts pertaining to 2Touch, for all periods reported, have been classified as discontinued operations in the condensed consolidated financial statements. Refer to Note 4, Discontinued Operations, for more information regarding the sale. On May 20, 2015, the Company announced it had entered into a definitive agreement to sell its IT Infrastructure Management business (“ITO”) to Charlesbank Capital Partners and M/C Partners. The sale was completed on July 31, 2015. Beginning in the first quarter of the current fiscal year, the Company began reporting the results of operations, cash flows, and the balance sheet amounts pertaining to ITO as a component of discontinued operations in the condensed consolidated financial statements. Prior to the discontinued operations classification, the ITO business unit was included in the IT Infrastructure Management segment in the Company’s segment results. Refer to Note 4, Discontinued Operations, for more information regarding the sale. Unless otherwise indicated, information in these notes to the condensed consolidated financial statements relates to continuing operations. New Accounting Pronouncements In April 2014, the Financial Accounting Standards Board (“FASB”) issued update ASU No. 2014-08, Reporting Discontinued Operations and Disclosures of Disposals of Components of an Entity. This update changed the requirements for determining whether a component is included in discontinued operations and required expanded disclosures that provide readers of financial statements with more information about the assets, liabilities, revenues, and expenses of discontinued operations. The update was effective for Acxiom at the beginning of the current fiscal year. The update did not have a material impact on the Company’s condensed consolidated financial statements. In September 2015, the FASB issued update ASU No. 2015-16, Simplifying the Accounting for Measurement-Period Adjustments. This update eliminates the requirement for an acquirer to restate prior period financial statements for measurement period adjustments. The new guidance requires that the cumulative impact of a measurement period adjustment, including the impact on prior periods, be recognized in the reporting period in which the adjustment is identified. In addition, separate presentation on the face of the income statement or disclosure in the notes is required regarding the portion of the adjustment recorded in the current period earnings (loss) that would have been recorded in previous reporting periods if the adjustment to the provisional amounts had been recognized as of the acquisition date. The Company has early adopted this update, as permitted, beginning in the current quarter ended December 31, 2015. There was no impact on the Company’s financial condition and earnings (loss) as a result of adopting this guidance. Because adoption of the guidance is prospective, the impact of ASU 2015-16 on the Company’s financial condition and earnings (loss) will depend upon the nature of any measurement period adjustments identified in future periods. New Accounting Pronouncements Not Yet Adopted In May 2014, the FASB issued update ASU 2014-09, Revenue from Contracts with Customers: Topic 606 (ASU 2014-09), to supersede nearly all existing revenue recognition guidance under U.S. GAAP, as well as some cost guidance and guidance on certain gains and losses. The core principle of the new guidance is to recognize revenues when promised goods or services are transferred to customers in an amount that reflects the consideration that is expected to be received for those goods or services. The guidance defines a five step process to achieve this core principle and, in doing so, it is possible more judgment and estimates may be required within the revenue recognition process than are required under existing U.S. GAAP, including identifying performance obligations in the contract, estimating the amount of variable consideration to include in the transaction price and allocating the transaction price to each separate performance obligation, among others. The effective date for the update has been deferred until fiscal 2019 for the Company, with early application allowed for fiscal 2018. Adoption of the update may be applied using either of two methods: (i) retrospective application of ASU 2014-09 to each prior reporting period presented with the option to elect certain practical expedients as defined within ASU 2014-09; or (ii) retrospective application of ASU 2014-09 with the cumulative effect of initially applying ASU 2014-09 recognized at the date of initial application and providing certain additional disclosures as defined per ASU 2014-09. We are currently evaluating the accounting, transition and disclosure requirements of the standard and cannot currently estimate the financial statement impact of adoption. In April 2015, the FASB issued update ASU No. 2015-03, Interest — Imputation of Interest (Subtopic 835-30): Simplifying the Presentation of Debt Issuance Costs. This update requires that debt issuance costs related to a recognized debt liability be presented in the balance sheet as a direct deduction from the carrying amount of that debt liability, consistent with debt discounts. The existing recognition and measurement guidance for debt issuance costs is not affected by the new guidance. The update is effective for the Company beginning in fiscal year 2017 and must be applied on a retrospective basis to all periods presented. Because this guidance impacts presentation only, the adoption of the new requirements of ASU 2015-03 will not have any impact on our consolidated financial position or results of operations. Under ASU 2015-03, unamortized debt issuance costs of $3.0 million would be reclassified from other assets, net to a reduction of long-term debt as of December 31, 2015. In November 2015, the FASB issued update ASU 2015-17, Balance Sheet Classification of Deferred Taxes, as part of its U.S. GAAP simplification initiative. This update requires entities to present deferred tax assets (DTAs) and deferred tax liabilities (DTLs) as noncurrent in a classified balance sheet, thus simplifying the current guidance which requires entities to separately present DTAs and DTLs as current or noncurrent in a classified balance sheet. The update may be applied either prospectively or retrospectively and is effective for the Company at the beginning of fiscal year 2018 and early adoption is allowed. We are currently evaluating the impact of our pending adoption of ASU 2015-17 on our condensed consolidated financial statements. |
EARNINGS (LOSS) PER SHARE AND S
EARNINGS (LOSS) PER SHARE AND STOCKHOLDERS' EQUITY: | 9 Months Ended |
Dec. 31, 2015 | |
EARNINGS (LOSS) PER SHARE AND STOCKHOLDERS' EQUITY: | |
EARNINGS (LOSS) PER SHARE AND STOCKHOLDERS' EQUITY: | 2. EARNINGS (LOSS) PER SHARE AND STOCKHOLDERS’ EQUITY: Earnings (Loss) Per Share The following table sets forth the computation of basic and diluted earnings per share (in thousands, except per share amounts): For the quarter ended December 31 For the nine months ended December 31 2015 2014 2015 2014 Net earnings (loss) from continuing operations $ ) $ $ ) $ ) Net earnings (loss) from discontinued operations ) Net earnings (loss) $ ) $ $ $ ) Basic earnings (loss) per share: Basic weighted-average shares outstanding Basic earnings (loss) per share: Continuing operations $ ) $ $ ) $ ) Discontinued operations $ ) $ $ $ Net earnings (loss) $ ) $ $ $ ) Diluted earnings (loss) per share: Basic weighted-average shares outstanding Dilutive effect of common stock options, warrants, and restricted stock as computed under the treasury stock method — — — Diluted weighted-average shares outstanding Diluted earnings (loss) per share: Continuing operations $ ) $ $ ) $ ) Discontinued operations $ ) $ $ $ Net earnings (loss) $ ) $ $ $ ) Some earnings (loss) per share amounts may not add due to rounding. Due to the net loss from continuing operations incurred by the Company during the quarter and nine months ended December 31, 2015, the dilutive effect of options, warrants and restricted stock units covering 1.5 and 1.4 million shares, respectively, of common stock in each period was excluded from the diluted loss per share calculations since the impact on the calculations was anti-dilutive. Due to the net loss from continuing operations incurred by the Company during the nine months ended December 31, 2014, the dilutive effect of options, warrants and restricted stock units covering 1.3 million shares of common stock was excluded from the diluted loss per share calculation since the impact on the calculation was anti-dilutive. Additional options and warrants to purchase shares of common stock and restricted stock units, including performance-based restricted stock units not meeting performance criteria, that were outstanding during the periods presented but were not included in the computation of diluted earnings (loss) per share because the effect was anti-dilutive are shown below (in thousands, except per share amounts): For the quarter ended December 31 For the nine months ended December 31 2015 2014 2015 2014 Number of shares outstanding under options, warrants and restricted stock units 1,112 2,012 1,751 1,838 Range of exercise prices for options and warrants $17.49-$62.06 $18.78-$62.06 $17.49-$62.06 $19.18-$62.06 Stockholders’ Equity On August 29, 2011, the board of directors adopted a common stock repurchase program. That program was subsequently modified and expanded, most recently on May 19, 2015. Under the modified common stock repurchase program, the Company may purchase up to $300.0 million of its common stock through the period ending December 31, 2016. During the nine months ended December 31, 2015, the Company repurchased 1.9 million shares of its common stock for $37.5 million. Through December 31, 2015, the Company had repurchased 14.8 million shares of its stock for $240.0 million, leaving remaining capacity of $60.0 million under the stock repurchase program. Accumulated Other Comprehensive Income The following table presents the accumulated balances for each component of other comprehensive income (dollars in thousands): December 31, 2015 March 31, 2015 Foreign currency translation $ $ Unrealized loss on interest rate swap ) ) $ $ |
SHARE-BASED COMPENSATION_
SHARE-BASED COMPENSATION: | 9 Months Ended |
Dec. 31, 2015 | |
SHARE-BASED COMPENSATION: | |
SHARE-BASED COMPENSATION: | 3. SHARE-BASED COMPENSATION: Share-based Compensation Plans The Company has stock option and equity compensation plans for which a total of 24.8 million shares of the Company’s common stock have been reserved for issuance since the inception of the plans. These plans provide that the exercise prices of qualified options will be at or above the fair market value of the common stock at the time of the grant. Board policy requires that nonqualified options also be priced at or above the fair market value of the common stock at the time of grant. On May 8, 2015, the Company’s compensation committee, acting on behalf of the full board of directors, approved an amendment to one of the Company’s equity compensation plans which would permit the issuance of an additional 4.1 million shares under the plan. That amendment received stockholder approval at the August 18, 2015 annual stockholders’ meeting. The amendment brings the total number of shares of the Company’s common stock available for issuance under its stock option and equity compensation plans to 28.9 million shares. At December 31, 2015, there were a total of 5.5 million shares available for future grants under the plans. Stock Option Activity The Company granted 445,785 stock options, having a per-share weighted-average fair value of $6.48, in the nine months ended December 31, 2015. This valuation was determined using a customized binomial lattice approach with the following weighted-average assumptions: dividend yield of 0.0%; risk-free interest rate of 2.2%; expected option life of 4.5 years; expected volatility of 40% and a suboptimal exercise multiple of 1.4. The dividend yield was determined to be 0.0% since Acxiom is currently not paying dividends and there are no plans to pay dividends. The risk-free rate was determined by reference to the U.S. Treasury securities with a term equal to the life of the options. The expected option life is an output of the lattice model. The expected volatility was determined by considering both the historical volatility of Acxiom common stock, as well as the implied volatility of traded Acxiom options. The suboptimal exercise multiple was determined using actual historical exercise activity of Acxiom options. Option activity for the nine-month period ended December 31, 2015 was: Number of shares Weighted-average exercise price per share Weighted-average remaining contractual term (in years) Aggregate intrinsic value (in thousands) Outstanding at March 31, 2015 $ Granted $ Exercised ) $ $ Forfeited or cancelled ) $ Outstanding at December 31, 2015 $ $ Exercisable at December 31, 2015 $ $ The ending balances aggregate intrinsic value in the table above represents the total pre-tax intrinsic value (the difference between Acxiom’s closing stock price on the last trading day of the quarter and the exercise price for each in-the-money option) that would have been realized by the option holders had option holders exercised their options on December 31, 2015. This amount changes based upon changes in the fair market value of Acxiom’s common stock. A summary of stock options outstanding and exercisable as of December 31, 2015 is presented below: Options outstanding Options exercisable Range of exercise price per share Options outstanding Weighted-average remaining contractual life Weighted-average exercise price per share Options exercisable Weighted-average exercise price per share $ 0.63 - $ 8.90 6.31 years $ $ $ 11.08 - $ 14.42 4.37 years $ $ $ 15.10 - $ 19.76 5.60 years $ $ $ 20.44 - $ 25.00 4.58 years $ $ $ 26.33 - $ 62.06 7.83 years $ $ 5.11 years $ $ Total expense related to stock options for the nine months ended December 31, 2015 and 2014 was approximately $8.0 million and $7.0 million, respectively. Future expense for these options is expected to be approximately $11.4 million over the next four years. Stock Appreciation Right (“SAR”) Activity SAR activity for the nine-month period ended December 31, 2015 was: Number of shares Weighted-average exercise price per share Weighted-average remaining contractual term (in years) Aggregate intrinsic value (in thousands) Outstanding at March 31, 2015 $ Outstanding at December 31, 2015 $ $ — Exercisable at December 31, 2015 — $ — — $ — Total expense related to SARs for the nine months ended December 31, 2015 and 2014 was $0.1 million in both periods. Future expense for these SARs is expected to be approximately $0.2 million over the next two years. Restricted Stock Unit Activity During the nine months ended December 31, 2015, the Company granted time-vesting restricted stock units covering 1,231,173 shares of common stock with a value at the date of grant of $23.1 million. Of the restricted stock units granted in the current period, 879,664 vest in equal annual increments over four years, 51,587 vest in equal annual increments over two years, 57,382 vest in one year, and 242,540 vest in equal quarterly increments starting 15 months after the date of grant. Valuation of these units is equal to the quoted market price for the shares on the date of grant. Non-vested time-vesting restricted stock unit activity for the nine-month period ended December 31, 2015 was: Number of shares Weighted-average fair value per share at grant date Weighted-average remaining contractual term (in years) Outstanding at March 31, 2015 $ Granted $ Vested ) $ Forfeited or cancelled ) $ Outstanding at December 31, 2015 $ During the nine months ended December 31, 2015, the Company granted performance-based restricted stock units covering 347,125 shares of common stock with a value at the date of grant of $6.4 million. All of the performance-based restricted stock units granted in the current period vest subject to attainment of performance criteria established by the compensation committee of the board of directors. The units granted in the current period may vest in a number of shares from zero to 200% of the award, based on the attainment of an earnings-per-share target for fiscal 2018, with a modifier based on the total shareholder return of Acxiom common stock compared to total shareholder return of a group of peer companies established by the compensation committee of the board of directors for the period from April 1, 2015 to March 31, 2018. The value of the performance-based restricted stock units is determined using a Monte Carlo simulation model. Non-vested performance-based restricted stock unit activity for the nine-month period ended December 31, 2015 was: Number of shares Weighted-average fair value per share at grant date Weighted-average remaining contractual term (in years) Outstanding at March 31, 2015 $ Granted $ Forfeited or cancelled ) $ Outstanding at December 31, 2015 $ Total expense related to all restricted stock units in the nine months ended December 31, 2015 and 2014 was approximately $13.9 million and $12.7 million, respectively. Future expense for these restricted stock units is expected to be approximately $39.2 million over the next four years. Other Performance Unit Activity Other performance-based unit activity for the nine-month period ended December 31, 2015 was: Number of shares Weighted-average fair value per share at grant date Weighted-average remaining contractual term (in years) Outstanding at March 31, 2015 $ Granted $ Outstanding at December 31, 2015 $ During the nine months ended December 31, 2015, the Company granted 323,080 performance-based units with a value at the date of grant of $0.9 million. All of the performance-based units granted vest subject to attainment of performance criteria established by the compensation committee of the board of directors. The units granted in the current period may vest in a number of units up to 100% of the award, based on the attainment of certain Company common stock share price targets for the period from July 1, 2015 to June 30, 2017. At vesting, the award recipient may receive a number of common stock shares equal to the number of units vested multiplied by a share price factor. The share price factor modifies the final number of common shares awarded based on the Company’s stock price on the date of vesting and ranges from 0% at a $25 Company stock price, or below, to 100% at a $55 Company stock price. The grant date value of the performance-based units is determined using a Monte Carlo simulation model. Total expense related to other performance units for the nine months ended December 31, 2015 was $0.6 million. Total expense related to other performance units for the nine months ended December 31, 2014 was not material. Future expense for these performance units is expected to be approximately $1.6 million over the next three years. Share-based Compensation Plan Activity Related to Discontinued Operations The share-based compensation plan activity related to the ITO discontinued operations was not material. On the July 31, 2015 closing date of the ITO disposition, the Company accelerated the vesting of all 71,914 restricted stock units held by associates of the discontinued operations. At December 31, 2015, associates of the discontinued operations held 15,886 stock options to purchase the Company’s common stock. Total share-based compensation expense related to discontinued operations for the nine months ended December 31, 2015 and 2014 was $1.0 million and $0.4 million, respectively. |
DISCONTINUED OPERATIONS_
DISCONTINUED OPERATIONS: | 9 Months Ended |
Dec. 31, 2015 | |
DISCONTINUED OPERATIONS: | |
DISCONTINUED OPERATIONS: | 4. DISCONTINUED OPERATIONS: IT Infrastructure Management business On May 20, 2015, the Company announced it had entered into a definitive agreement to sell its ITO business to Charlesbank Capital Partners and M/C Partners. The sale was completed on July 31, 2015. Beginning in the first quarter of the current fiscal year, the Company began reporting the results of operations, cash flows, and the balance sheet amounts pertaining to ITO as a component of discontinued operations in the condensed consolidated financial statements. Prior to the discontinued operations classification, the ITO business unit was included in the IT Infrastructure Management segment in the Company’s segment results. At the closing of the transaction, the Company received total consideration of $131.0 million ($140.0 million stated sales price less closing adjustments and transaction costs of $9.0 million). The Company may also receive up to a maximum of $50 million in contingent payments in future periods through 2020 subject to certain performance metrics of ITO. As the receipt of contingent payments under this provision is uncertain, any future receipts will be recorded upon resolution of the contingency as a component of income from discontinued operations. In addition, the Company has the right to participate in distributions of the divested entity above a defined amount. The Company reported a gain of $9.3 million on the sale, which is included in earnings from discontinued operations, net of tax. The Company also entered into an agreement to amend its credit agreement (see Note 9 — Long-Term Debt). The effectiveness of the amendments contained in the agreement were conditioned on, among other things, the closing of the ITO disposition. Once the ITO disposition was completed and the amendment became fully effective, certain financial covenants in the credit agreement were modified for the quarters ending on September 30, 2015, December 31, 2015 and March 31, 2016. Additionally the Company is not entitled to declare or pay any dividends during this time and share repurchases will be limited to no more than $100 million depending on the Company’s leverage ratio. After March 31, 2016, the financial covenants and dividend and share repurchase limitations will return to the requirements in the credit agreement in effect prior to the amendment. In addition, the amendment revised certain definitions in the credit agreement to clarify the effect of acquisitions and dispositions on certain financial covenants. On July 31, 2015, the Company applied $55.0 million of proceeds from the sale to repay outstanding Company indebtedness in order to comply with the Company’s existing credit agreement (see Note 9 — Long-Term Debt). The Company allocated interest expense associated with the $55.0 million repayment of Company indebtedness to the ITO discontinued operating business. Allocated interest expense for the nine months ended December 31, 2015 and 2014 was $0.4 million and $1.0 million, respectively. Allocated interest expense for the quarter ended December 31, 2014 was $0.3 million. The Company plans to use the remaining proceeds from the sale to fund expansion of its common stock repurchase program and for general corporate purposes. Summary results of operations of ITO for the quarter and nine months ended December 31, 2015 and 2014, respectively, are segregated and included in earnings from discontinued operations, net of tax, in the condensed consolidated statements of operations. The following table is a reconciliation of the major classes of line items constituting earnings from discontinued operations, net of tax (dollars in thousands): For the quarter ended December 31 For the nine months ended December 31 2015 2014 2015 2014 Major classes of line items constituting earnings from discontinued operations, net of tax: Revenues $ — $ $ $ Cost of revenue — Gross profit — Operating expenses: Sales and marketing — General and administrative — Loss (gain) on sale of discontinued operations — ) — Gains, losses and other items, net — — Total operating expenses ) Income (loss) from discontinued operations ) Interest expense — ) ) ) Other, net — ) ) ) Earnings (loss) from discontinued operations before income taxes ) Income taxes ) Earnings (loss) from discontinued operations, net of tax $ ) $ $ $ The carrying amounts of the major classes of assets and liabilities of ITO are segregated and included in assets from discontinued operations and liabilities from discontinued operations in the condensed consolidated balance sheets. The following table is a reconciliation of the major classes of assets and liabilities of the discontinued operations (dollars in thousands): December 31, 2015 March 31, 2015 Trade accounts receivable, net $ — $ Deferred income taxes — Other current assets — Property and equipment, net of accumulated depreciation and amortization — Goodwill — Purchased software licenses, net of accumulated amortization — Other assets, net — Assets from discontinued operations $ — $ Current installments of long-term debt $ — $ Trade accounts payable — Accrued expenses Deferred revenue — Long-term debt — Deferred income taxes — Other liabilities — Liabilities from discontinued operations $ $ ITO is a provider of managed hosting and cloud infrastructure services, optimized for mid-tier enterprises. The Company entered into certain agreements with ITO in which support services, including data center co-location services, will be provided from the Company to ITO, and from ITO to the Company upon the sale of that business. Additionally, the Company entered into certain other agreements with ITO to provide or receive leased office space. The terms of these agreements range from several months to the longest of which continues through July 2020. The agreements generally provide cancellation provisions, without penalty, at various times throughout the term. Cash inflows related to the agreements, included in cash flows from operating activities in the condensed consolidated statements of cash flows, were $2.0 million and $2.7 million, respectively, for the quarter and nine months ended December 31, 2015. Cash outflows related to the agreements, included in cash flows from operating activities in the condensed consolidated statements of cash flows, were $2.4 million and $2.5 million, respectively, for the quarter and nine months ended December 31, 2015. Revenues related to the agreements, included in loss from continued operations in the condensed consolidated statements of operations, were $1.8 million and $2.9 million, respectively, for the quarter and nine months ended December 31, 2015. Expenses related to the agreements, included in loss from continued operations in the condensed consolidated statements of operations, were $1.8 million and $3.0 million, respectively, for the quarter and nine months ended December 31, 2015. U.K. call center operation On May 30, 2014, the Company substantially completed the sale of its U.K. call center operation, 2Touch, to Parseq Ltd., a European business process outsourcing service provider. Some assets of the 2Touch operation were subject to a second closing, which occurred in March 2015, resulting in the complete disposal of the operation. The 2Touch business qualified for treatment as discontinued operations beginning in the first quarter of fiscal 2015. The results of operations, cash flows, and the balance sheet amounts pertaining to 2Touch have been classified as discontinued operations in the condensed consolidated financial statements. Summary results of operations of the 2Touch business unit for the quarter and nine months ended December 31, 2015 and 2014 are segregated and included in earnings (loss) from discontinued operations, net of tax, in the condensed consolidated statements of operations and consists of (dollars in thousands): For the quarter ended December 31 For the nine months ended December 31 2015 2014 2015 2014 Revenues $ — $ $ — $ Operating expenses, excluding loss on sale of discontinued operations $ $ $ $ Loss on sale of discontinued operations — — — Loss from discontinued operations before income taxes $ ) $ ) $ ) $ ) Income taxes — — — — Loss from discontinued operations, net of tax $ ) $ ) $ ) $ ) The carrying amounts of the major classes of assets and liabilities of the 2Touch business unit are segregated and included in assets from discontinued operations and liabilities from discontinued operations in the condensed consolidated balance sheets and consists of (dollars in thousands): December 31, 2015 March 31, 2015 Trade accounts receivable, net $ — $ Assets from discontinued operations $ — $ Other accrued expenses $ $ Liabilities from discontinued operations $ $ |
ACQUISITIONS
ACQUISITIONS | 9 Months Ended |
Dec. 31, 2015 | |
ACQUISITIONS | |
ACQUISITIONS | 5. ACQUISITIONS On December 1, 2015, the Company acquired certain addressable television net assets from The Allant Group, Inc. The acquisition provides the Company additional consumer insight capabilities that enable clients to more effectively reach their television channel customer base and audiences. The Company paid approximately $5.4 million in cash. The Company has omitted pro forma disclosures related to this acquisition as the pro forma effect of this acquisition is not material. The results of operation for the acquisition are included in the Company’s consolidated results beginning December 1, 2015. The following table presents the purchase price allocation related to assets acquired and liabilities assumed (dollars in thousands): December 1, 2015 Assets acquired: Accounts receivable $ Developed technology Other intangible assets Goodwill Accounts payable ) Net cash paid $ The fair values assigned to tangible and identifiable intangible assets acquired and liabilities assumed were based on preliminary calculations and valuations using management’s estimates and assumptions and were based on the information that was available as of the date of acquisition. The Company expects to finalize the valuation as soon as practical. |
OTHER CURRENT AND NONCURRENT AS
OTHER CURRENT AND NONCURRENT ASSETS: | 9 Months Ended |
Dec. 31, 2015 | |
OTHER CURRENT AND NONCURRENT ASSETS: | |
OTHER CURRENT AND NONCURRENT ASSETS: | 6. OTHER CURRENT AND NONCURRENT ASSETS: Other current assets consist of the following (dollars in thousands): December 31, 2015 March 31, 2015 Prepaid expenses $ $ Assets of non-qualified retirement plan Other miscellaneous assets Other current assets $ $ Other noncurrent assets consist of the following (dollars in thousands): December 31, 2015 March 31, 2015 Acquired intangible assets, net $ $ Deferred data acquisition costs Deferred expenses Other miscellaneous noncurrent assets Noncurrent assets $ $ |
GOODWILL_
GOODWILL: | 9 Months Ended |
Dec. 31, 2015 | |
GOODWILL: | |
GOODWILL: | 7. GOODWILL: As discussed in Note 11 — Segment Information, during the first quarter of fiscal year 2016, the Company changed its organizational structure which resulted in a change of operating segments and reporting units. As a result, goodwill was re-allocated to the new reporting units using a relative fair value approach. Goodwill is measured and tested for impairment on an annual basis in the first quarter of the Company’s fiscal year in accordance with applicable accounting standards, or more frequently if indicators of impairment exist. Triggering events for interim impairment testing include indicators such as adverse industry or economic trends, restructuring actions, downward revisions to projections of financial performance, or a sustained decline in market capitalization. The performance of the impairment test involves a two-step process. The first step requires comparing the estimated fair value of a reporting unit to its net book value, including goodwill. A potential impairment exists if the estimated fair value of the reporting unit is lower than its net book value. The second step of the impairment test involves assigning the estimated fair value of the reporting unit to its identifiable assets, with any residual fair value being assigned to goodwill. If the carrying value of an individual indefinite-lived intangible asset (including goodwill) exceeds its estimated fair value, such asset is written down by an amount equal to the excess, and a corresponding amount is recorded as a charge to operations for the period in which the impairment test is completed. Completion of the Company’s annual impairment test during the quarter ended June 30, 2015 indicated no potential impairment of its goodwill balances. Each quarter the Company considers whether indicators of impairment exist such that additional impairment testing may be necessary. During the quarter ended September 30, 2015, triggering events occurred which required the Company to test the recoverability of goodwill associated with its Brazil Marketing Services and Audience Solutions reporting unit. The triggering event was the announced closure of the Company’s Brazil operation. In addition to testing the recoverability of goodwill, the Company also tested certain other long-lived assets in this unit for impairment. The results of the two-step test indicated complete impairment of the goodwill as well as impairment for certain other long-lived assets. The amount of impairment was $0.7 million, included in gains, losses and other items, net in the condensed consolidated statement of operations, of which $0.5 million was goodwill and $0.2 million related to other long-lived assets, primarily property and equipment. During the quarter ended December 31, 2015, management determined that results for the Asia/Pacific (“APAC”) component were lower than had been projected in the previous goodwill test in part due to an economic slowdown in Asia. Management further determined that the failure of the APAC component to meet expectations, combined with the expectation that future projections would also be lowered, constituted a triggering event, requiring an interim goodwill impairment test. The impairment test indicated a reduced fair value, but the fair value is still in excess of the carrying value resulting in no impairment. Management believes that the estimated valuations it arrived at are reasonable and consistent with what other marketplace participants would use in valuing the APAC component. However, management cannot give any assurances that the values will not change in the future. For example, if the APAC projections are not achieved in the future or if there are strategic changes related to the reporting unit, this could lead management to reassess their assumptions and lead to reduced valuations under the income approach. The Company continues to monitor potential triggering events including changes in the APAC business climate, the volatility of the APAC capital markets, and the APAC component’s recent operating performance and projections. The occurrence of one or more triggering events could require additional impairment testing, which could result in impairment charges. As discussed in Note 11 — Segment Information, during the quarter ended December 31, 2015, the Company expanded its operating segments and reporting units. As a result, goodwill was reallocated to the new reporting units using a relative fair value approach. This table sets forth the carrying amount of goodwill, by operating segment, at December 31, 2015, and the changes in those balances (dollars in thousands). Marketing Services and Audience Solutions Marketing Services Audience Solutions Connectivity Total Balance at March 31, 2015 $ $ — $ — $ $ Impairment ) — — — ) Reallocation of segments ) — — Acquisition of addressable television assets of Allant — — — Change in foreign currency translation adjustment — ) ) ) ) Balance at December 31, 2015 $ — $ $ $ $ Goodwill by component included in each segment as of December 31, 2015 was: Marketing Services Audience Solutions Connectivity Total U.S. $ $ $ $ APAC Balance at December 31, 2015 $ $ $ $ In order to estimate the fair value for each of the components, management uses an income approach based on a discounted cash flow model together with valuations based on an analysis of public company market multiples and a similar transactions analysis. The key assumptions used in the discounted cash flow valuation model include discount rates, growth rates, cash flow projections and terminal value rates. Discount rates, growth rates and cash flow projections are the most sensitive and susceptible to change as they require significant management judgment. Discount rates are determined by using a weighted average cost of capital (“WACC”). The WACC considers market and industry data as well as company-specific risk factors for each reporting unit in determining the appropriate discount rate to be used. The discount rate utilized for each reporting unit is indicative of the return an investor would expect to receive for investing in such a business. Management, considering industry and company-specific historical and projected data, develops growth rates and cash flow projections for each reporting unit. Terminal value rate determination follows common methodology of capturing the present value of perpetual cash flow estimates beyond the last projected period assuming a constant WACC and low long-term growth rates. The public company market multiple method is used to estimate values for each of the components by looking at market value multiples to revenue and EBITDA (earnings before interest, taxes, depreciation and amortization) for selected public companies that are believed to be representative of companies that marketplace participants would use to arrive at comparable multiples for the individual component being tested. These multiples are then used to develop an estimated value for each respective component. The similar transactions method compares multiples based on acquisition prices of other companies believed to be those that marketplace participants would use to compare to the individual component being tested. Those multiples are then used to develop an estimated value for that component. In order to arrive at an estimated value for each component, management uses a weighted-average approach to combine the results of each analysis. Management believes that using multiple valuation approaches and then weighting them appropriately is a technique that a marketplace participant would use. As a final test of the annual valuation results, the total of the values of the components is reconciled to the actual market value of Acxiom common stock as of the valuation date. Management believes the resulting control premium is reasonable compared to historical control premiums observed in actual transactions. |
PROPERTY AND EQUIPMENT_
PROPERTY AND EQUIPMENT: | 9 Months Ended |
Dec. 31, 2015 | |
PROPERTY AND EQUIPMENT: | |
PROPERTY AND EQUIPMENT: | 8. PROPERTY AND EQUIPMENT: Property and equipment of the Company’s continuing operations, some of which has been pledged as collateral for long-term debt, is summarized below (dollars in thousands): December 31, 2015 March 31, 2015 Land $ $ Buildings and improvements Data processing equipment Office furniture and other equipment Less accumulated depreciation and amortization $ $ Depreciation expense on property and equipment (including amortization of property and equipment under capitalized leases) was $10.0 million and $9.2 million for the quarters ended December 31, 2015 and 2014, respectively. Depreciation expense on property and equipment (including amortization of property and equipment under capitalized leases) was $29.8 million and $25.8 million for the nine months ended December 31, 2015 and 2014, respectively. |
LONG-TERM DEBT_
LONG-TERM DEBT: | 9 Months Ended |
Dec. 31, 2015 | |
LONG-TERM DEBT: | |
LONG-TERM DEBT: | 9. LONG-TERM DEBT: Long-term debt consists of the following (dollars in thousands): December 31, 2015 March 31, 2015 Term loan credit agreement $ $ Other debt and long-term liabilities Total long-term debt and capital leases Less current installments Long-term debt, excluding current installments $ $ The Company’s amended and restated credit agreement provides for (1) term loans up to an aggregate principal amount of $300 million and (2) revolving credit facility borrowings consisting of revolving loans, letter of credit participations and swing-line loans up to an aggregate amount of $300 million. The term loan is payable in quarterly installments of $7.5 million through September 2017, followed by quarterly installments of $11.3 million through June 2018, with a final payment of $106.3 million due October 9, 2018. The revolving loan commitment expires October 9, 2018. Term loan and revolving credit facility borrowings bear interest at LIBOR or at an alternative base rate plus a credit spread. At December 31, 2015, the LIBOR credit spread was 2.00%. There were no revolving credit borrowings outstanding at December 31, 2015 or March 31, 2015. The weighted-average interest rate on term loan borrowings at December 31, 2015 was 2.6%. Outstanding letters of credit at December 31, 2015 were $2.1 million. The term loan allows for prepayments before maturity. The credit agreement is secured by the accounts receivable of Acxiom and its domestic subsidiaries, as well as by the outstanding stock of certain Acxiom subsidiaries. Under the terms of the term loan, the Company is required to maintain certain debt-to-cash flow and debt service coverage ratios, among other restrictions. At December 31, 2015, the Company was in compliance with these covenants and restrictions. In addition, if certain financial ratios and other conditions are not satisfied, the revolving credit facility limits the Company’s ability to pay dividends in excess of $30 million in any fiscal year (plus additional amounts in certain circumstances). On May 19, 2015, the Company entered into an agreement to further amend its credit agreement. The effectiveness of the amendments contained in the agreement were conditioned on, among other things, the closing of the ITO disposition that occurred on July 31, 2015 (See Note 4 — Discontinued Operations). Once the ITO disposition was completed and the amendment became fully effective, certain financial covenants in the credit agreement were modified for the quarters ending on September 30, 2015, December 31, 2015 and March 31, 2016. Additionally the Company is not entitled to declare or pay any dividends during this time and share repurchases will be limited to no more than $100 million depending on the Company’s leverage ratio. After March 31, 2016, the financial covenants and dividend and share repurchase rights and limitations will return to the requirements in the credit agreement in effect prior to the amendment. In addition, the amendment revises certain definitions in the credit agreement to clarify the effect of acquisitions and dispositions on certain financial covenants. On July 31, 2015, the Company applied $55.0 million of proceeds from the ITO disposition to repay outstanding Company indebtedness in order to comply with the Company’s existing credit agreement. The Company allocated interest expense associated with the $55.0 million repayment of Company indebtedness to the ITO discontinued operating business. Allocated interest expense for the quarter ended December 31, 2014 was $0.3 million. Allocated interest expense for the nine months ended December 31, 2015 and 2014 was $0.4 million and $1.0 million, respectively. On March 10, 2014, the Company entered into an interest rate swap agreement. The agreement provides for the Company to pay interest through March 10, 2017 at a fixed rate of 0.98% plus the applicable credit spread on $50.0 million notional amount, while receiving interest for the same period at the LIBOR rate on the same notional amount. The LIBOR rate as of December 31, 2015 was 0.54%. The swap was entered into as a cash flow hedge against LIBOR interest rate movements on the term loan. The Company assesses the effectiveness of the hedge based on the hypothetical derivative method. There was no ineffectiveness for the period ended December 31, 2015. Under the hypothetical derivative method, the cumulative change in fair value of the actual swap is compared to the cumulative change in fair value of the hypothetical swap, which has terms that identically match the critical terms of the hedged transaction. Thus, the hypothetical swap is presumed to perfectly offset the hedged cash flows. The change in the fair value of the hypothetical swap will then be regarded as a proxy for the present value of the cumulative change in the expected future cash flows from the hedged transactions. All of the fair values are derived from an interest-rate futures model. As of December 31, 2015, the hedge relationship still qualified as an effective hedge under applicable accounting standards. Consequently, all changes in fair value of the derivative will be deferred and recorded in other comprehensive income (loss) until the related forecasted transaction is recognized in the condensed consolidated statement of operations. The fair market value of the derivative was zero at inception and an unrealized loss of $0.1 million since inception is recorded in other comprehensive income (loss). The fair value of the interest rate swap agreement recorded in accumulated other comprehensive income (loss) may be recognized in the condensed consolidated statement of operations if certain terms of the floating-rate debt change, if the floating-rate debt is extinguished or if the interest rate swap agreement is terminated prior to maturity. The Company has assessed the creditworthiness of the counterparty of the swap and concludes that no substantial risk of default exists as of December 31, 2015. |
ALLOWANCE FOR DOUBTFUL ACCOUNTS
ALLOWANCE FOR DOUBTFUL ACCOUNTS: | 9 Months Ended |
Dec. 31, 2015 | |
ALLOWANCE FOR DOUBTFUL ACCOUNTS: | |
ALLOWANCE FOR DOUBTFUL ACCOUNTS: | 10. ALLOWANCE FOR DOUBTFUL ACCOUNTS: Trade accounts receivable are presented net of allowances for doubtful accounts, returns and credits of $5.4 million at December 31, 2015 and $4.4 million at March 31, 2015. |
SEGMENT INFORMATION_
SEGMENT INFORMATION: | 9 Months Ended |
Dec. 31, 2015 | |
SEGMENT INFORMATION: | |
SEGMENT INFORMATION: | 11. SEGMENT INFORMATION: The Company reports segment information consistent with the way management internally disaggregates its operations to assess performance and to allocate resources. During the first quarter of fiscal 2016, the Company realigned its organizational structure to better reflect its business strategy. On May 20, 2015, the Company entered into a definitive agreement to sell its ITO business to Charlesbank Capital Partners and M/C Partners to more sharply focus on growing our Marketing & Data Services businesses. The sale was completed on July 31, 2015. As a result of this transaction and the organizational realignment, information that our chief operating decision maker regularly reviews for purposes of allocating resources and assessing performance changed. Thus, beginning in fiscal year 2016, the Company began reporting its financial performance based on the following new segments: Marketing Services and Audience Solutions, and Connectivity, with plans to report Marketing Services and Audience Solutions as separate segments in the future. During the third quarter of fiscal 2016, the operational and financial activities to separate Marketing Services and Audience Solutions were completed and as a result are now reported as separate operating segments. Prior period amounts have been adjusted to conform to the way the Company internally managed and monitored segment performance during the current fiscal quarter. Revenue and cost of revenue are generally directly attributed to the segments. Certain revenue contracts are allocated among the segments based on the relative value of the underlying products and services. Cost of revenue, excluding non-cash stock compensation expense and purchased intangible asset amortization, is directly charged in most cases and allocated in certain cases based upon proportional usage. Operating expenses, excluding non-cash stock compensation expense and purchased intangible asset amortization, are attributed to the segment groups as follows: · Research and development expenses are primarily directly recorded to each segment group based on identified products supported. · Sales and marketing expenses are primarily directly recorded to each segment group based on products supported and sold. · General and administrative expenses are generally not allocated to the segments unless directly attributable. · Gains, losses and other items, net are not allocated to the segment groups. We do not track our assets by operating segments. Consequently, it is not practical to show assets by operating segment. The following table presents information by business segment (dollars in thousands). The prior-year segment information has been restated to conform to the new segment presentation: For the quarter ended December 31 For the nine months ended December 31 2015 2014 2015 2014 Revenues: Marketing Services $ $ $ $ Audience Solutions Connectivity Total operating segment revenues $ $ $ $ Gross profit(1): Marketing Services $ $ $ $ Audience Solutions Connectivity Total operating segment gross profit $ $ $ $ Income (loss) from operations(1): Marketing Services $ $ $ $ Audience Solutions Connectivity ) ) ) ) Total operating segment income from operations $ $ $ $ (1) Gross profit and Income (loss) from operations reflect only the direct and allocable controllable costs of each segment and do not include allocations of corporate expenses (primarily general and administrative expenses) and gains, losses, and other items, net. Additionally, Gross profit and Income (loss) from operations do not reflect non-cash stock compensation expense and purchased intangible asset amortization (both of which were previously allocated to segments, principally Connectivity). The following table reconciles total operating segment gross profit to gross profit and total operating segment income from operations to loss from operations: For the quarter ended December 31 For the nine months ended December 31 2015 2014 2015 2014 Total operating segment gross profit $ $ $ $ Less: Purchased intangible asset amortization Non-cash stock compensation Corporate expenses — — Gross profit $ $ $ $ Total operating segment income from operations $ $ $ $ Less: Corporate expenses Gains, losses and other items, net Purchased intangible asset amortization Non-cash stock compensation Loss from operations $ ) $ ) $ ) $ ) |
RESTRUCTURING, IMPAIRMENT AND O
RESTRUCTURING, IMPAIRMENT AND OTHER CHARGES: | 9 Months Ended |
Dec. 31, 2015 | |
RESTRUCTURING, IMPAIRMENT AND OTHER CHARGES: | |
RESTRUCTURING, IMPAIRMENT AND OTHER CHARGES: | 12. RESTRUCTURING, IMPAIRMENT AND OTHER CHARGES: The Company records costs associated with employee terminations and other exit activity in accordance with applicable accounting standards when those costs become probable and are reasonably estimable. The following table summarizes the restructuring activity for the nine months ended December 31, 2015 (dollars in thousands): Associate-related reserves Ongoing contract costs Total Continuing operations: Balance at March 31, 2015 $ $ $ Charges and adjustments Payments ) ) ) Balance at December 31, 2015 $ $ $ Discontinued operations: Balance at March 31, 2015 $ Charges and adjustments — Disposal ) Payments ) Balance at December 31, 2015 $ — The above balances from continuing operations are included in accrued expenses and other liabilities on the condensed consolidated balance sheet. Restructuring Plans In the nine months ended December 31, 2015, the Company recorded a total of $7.3 million in restructuring charges and adjustments included in gains, losses and other items, net in the condensed consolidated statement of operations. The expense included severance and other associate-related charges of $5.0 million, lease termination charges and accruals of $2.0 million, and leasehold improvement write offs of $0.3 million. The associate-related accruals of $5.0 million relate to the termination of associates in the United States, Europe, Brazil, and Australia. Of the amount accrued for 2016, $0.8 million remained accrued as of December 31, 2015. These costs are expected to be paid out in fiscal 2016. The lease termination charges and accruals of $2.0 million included a $1.4 million lease early-termination fee in France, a lease accrual of $0.3 million, and a $0.3 million increase to the fiscal 2015 lease restructuring plans. The lease early-termination fee was fully paid during the quarter ended December 31, 2015. Of the amount accrued during the current fiscal year, $0.2 million remained accrued as of December 31, 2015. In fiscal 2015, the Company recorded a total of $21.8 million in restructuring charges and adjustments included in gains, losses and other items, net in the condensed consolidated statement of operations. The expense included severance and other associate-related charges of $13.3 million, lease accruals of $6.5 million, and the write-off of leasehold improvements of $2.0 million. The associate-related accruals of $13.3 million related to the termination of associates in the United States, Europe, Australia, and China and included an increase of $0.7 million to the fiscal 2014 restructuring plan. Of the amount accrued for 2015, $0.8 million remained accrued as of December 31, 2015. These costs are expected to be paid out in fiscal 2016. The lease accruals of $6.5 million were determined in accordance with the accounting standards which govern exit costs. These accounting standards require the Company to accrue for lease costs that will continue to be incurred without economic benefit to the Company upon the date that the Company ceases using the leased properties. The Company has ceased using certain leased office facilities. The Company intends to attempt to sublease the facilities to the extent possible. The Company established a liability for the fair value of the remaining lease payments, partially offset by the estimated sublease payments to be received over the course of the leases. The fair value of these liabilities is based on a net present value model using a credit-adjusted risk-free rate. The liability will be paid out over the remainder of the leased properties’ terms, which continue through November 2025. Actual sublease terms may differ from the estimates originally made by the Company. Any future changes in the estimates or in the actual sublease income could require future adjustments to the liabilities, which would impact net earnings (loss) in the period the adjustment is recorded. Of the amount accrued for 2015, $3.0 million remained accrued as of December 31, 2015. Gains, Losses and Other Items The following table presents the components of gains, losses and other items for each of the periods presented (dollars in thousands): For the quarter ended December 31 For the nine months ended December 31 2015 2014 2015 2014 Restructuring plan charges and adjustments $ $ $ $ LiveRamp acquisition-related costs — — — Impairment of goodwill and other assets — — — Other — — $ $ $ $ |
COMMITMENTS AND CONTINGENCIES_
COMMITMENTS AND CONTINGENCIES: | 9 Months Ended |
Dec. 31, 2015 | |
COMMITMENTS AND CONTINGENCIES: | |
COMMITMENTS AND CONTINGENCIES: | 13. COMMITMENTS AND CONTINGENCIES: Legal Matters The Company is involved in various claims and legal proceedings. Management routinely assesses the likelihood of adverse judgments or outcomes to these matters, as well as ranges of probable losses, to the extent losses are reasonably estimable. The Company records accruals for these matters to the extent that management concludes a loss is probable and the financial impact, should an adverse outcome occur, is reasonably estimable. These accruals are reflected in the Company’s condensed consolidated financial statements. In management’s opinion, the Company has made appropriate and adequate accruals for these matters and management believes the probability of a material loss beyond the amounts accrued to be remote. However, the ultimate liability for these matters is uncertain, and if accruals are not adequate, an adverse outcome could have a material effect on the Company’s consolidated financial condition or results of operations. The Company maintains insurance coverage above certain limits. There are currently no matters pending against the Company or its subsidiaries for which the potential exposure is considered material to the Company’s condensed consolidated financial statements. Commitments The Company leases data processing equipment, office furniture and equipment, land and office space under noncancellable operating leases. The Company has a future commitment for lease payments related to continuing operations over the next 25 years of $88.4 million. In connection with the disposal of certain assets, the Company guaranteed a lease for the buyer of the assets. This guarantee was made by the Company primarily to facilitate favorable financing terms for the third party. Should the third party default, the Company would be required to perform under this guarantee. At December 31, 2015, the Company’s maximum potential future payments under this guarantee totaled $0.6 million. |
INCOME TAX_
INCOME TAX: | 9 Months Ended |
Dec. 31, 2015 | |
INCOME TAXES: | |
INCOME TAX: | 14. INCOME TAX: In determining the quarterly provision for income taxes, the Company makes its best estimate of the effective tax rate expected to be applicable for the full fiscal year. The estimated annual effective income tax rate for the current fiscal year is impacted by state income taxes, losses in foreign jurisdictions, and nondeductible share-based compensation. State income taxes are influenced by the geographic and legal entity mix of the Company’s U.S. income as well as the diversity of rules among the states. In addition, the Company qualifies for research tax credits in certain states. The Company does not record a tax benefit for certain foreign losses due to uncertainty of future benefit. In addition, the quarter ended December 31, 2015 reflects approximately $1.5 million in tax benefit attributable to the retroactive and permanent reinstatement of the U.S. research tax credit during the quarter. |
FINANCIAL INSTRUMENTS_
FINANCIAL INSTRUMENTS: | 9 Months Ended |
Dec. 31, 2015 | |
FINANCIAL INSTRUMENTS: | |
FINANCIAL INSTRUMENTS: | 15. FINANCIAL INSTRUMENTS: The following methods and assumptions were used to estimate the fair value of each class of financial instruments for which it is practicable to estimate that value. Cash and cash equivalents, trade receivables, unbilled and notes receivable, short-term borrowings and trade payables - The carrying amount approximates fair value because of the short maturity of these instruments. Long-term debt - The interest rate on the term loan and revolving credit agreement is adjusted for changes in market rates and therefore the carrying value of these loans approximates fair value. The estimated fair value of other long-term debt was determined based upon the present value of the expected cash flows considering expected maturities and using interest rates currently available to the Company for long-term borrowings with similar terms. At December 31, 2015, the estimated fair value of long-term debt approximates its carrying value. Derivative instruments included in other liabilities - The carrying value is adjusted to fair value through other comprehensive income (loss) at each balance sheet date. The fair value is determined from an interest-rate futures model. Under applicable accounting standards financial assets and liabilities are classified in their entirety based on the lowest level of input that is significant to the fair value measurements. The Company assigned assets and liabilities to the hierarchy in the accounting standards, which is Level 1 - quoted prices in active markets for identical assets or liabilities, Level 2 - significant other observable inputs and Level 3 - significant unobservable inputs. The following table presents the balances of assets and liabilities measured at fair value as of December 31, 2015 (dollars in thousands): Level 1 Level 2 Level 3 Total Assets: Other current assets $ $ — $ — $ Total assets $ $ — $ — $ Liabilities: Other liabilities $ — $ $ — $ Total liabilities $ — $ $ — $ |
BASIS OF PRESENTATION AND SUM22
BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES: (Policies) | 9 Months Ended |
Dec. 31, 2015 | |
BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES: | |
Reclassifications | Reclassifications During the quarter ended June 30, 2015, the Company reviewed its classification of expenses in its statement of operations and made several changes in an effort to bring added transparency to its reporting. Expenses for prior periods have been reclassified to conform to the current-year presentation. The reclassifications had no effect on loss from operations, loss from continuing operations before income taxes, or net loss. The following is a summary of the reclassifications for the quarter and year-to-date periods ended December 31, 2014: Additional categories of operating costs and expenses in the Consolidated Statement of Operations: The Company has segregated research and development costs previously reported as a component of cost of revenue and has separated selling, general and administrative into sales and marketing and general and administrative. In addition, the Company added a gross profit subtotal to its Consolidated Statements of Operations. Reclassification of operating costs and expenses: The Company previously classified all account management functions (which include activities supporting existing client relationships and managing client service activities, as well as responsibilities for existing client contract extensions and up-sell) and all IT project management activities as cost of revenue. As the Company is now disaggregating its operating results into more granular categories of costs, and as a result of activities during fiscal 2015 to clarify and segregate account management roles between those supporting existing client relationships and those focused on existing contract extensions and upsell and IT project management roles between client-facing and internal projects, certain costs are presented in a new category. Account management costs supporting contract extension and upsell are now classified as sales and marketing, and internal IT project management costs are now classified as general and administrative. Accordingly, prior year amounts have been reclassified to conform to the current presentation. Operating costs and expenses are now classified in the following categories in the Consolidated Statements of Operations: · Cost of revenue includes all direct costs of sales such as data and other third party costs directly tied to revenue. Cost of revenue also includes operating expenses for each of the Company’s operations cost centers such as client services, account management, agency, consulting, IT, data acquisition, and product operations. Finally, cost of revenue includes amortization of internally developed software. · Research and development includes operating expenses for the Company’s engineering and product/project management functions supporting research, new development, and related product enhancement. · Sales and marketing includes operating expenses for the Company’s sales, marketing, and product marketing cost centers. · General and administrative represents operating expenses for all corporate costs centers, including finance, human resources, legal, corporate IT, and the corporate office. The following table summarizes the reclassification activity for the three months ended December 31, 2014 (dollars in thousands): As previously reported(1) Category expansion Account management reclass IT reclass and other As currently reported Cost of revenue $ $ ) $ ) $ ) $ Research and development $ — $ $ — $ — $ Selling, general and administrative $ $ ) $ — $ — $ — Sales and marketing $ — $ $ $ ) $ General and administrative $ — $ $ — $ $ (1) Adjusted for discontinued operations The following table summarizes the reclassification activity for the nine months ended December 31, 2014 (dollars in thousands): As previously reported(1) Category expansion Account management reclass IT reclass and other As currently reported Cost of revenue $ $ ) $ ) $ ) $ Research and development $ — $ $ — $ — $ Selling, general and administrative $ $ ) $ — $ — $ — Sales and marketing $ — $ $ $ ) $ General and administrative $ — $ $ — $ $ (1) Adjusted for discontinued operations During fiscal 2015, the Company completed the sale of its U.K. call center operation, 2Touch, to Parseq Ltd., a European business process outsourcing service provider. The business qualified for treatment as discontinued operations during fiscal 2015. Accordingly, the results of operations, cash flows, and the balance sheet amounts pertaining to 2Touch, for all periods reported, have been classified as discontinued operations in the condensed consolidated financial statements. Refer to Note 4, Discontinued Operations, for more information regarding the sale. On May 20, 2015, the Company announced it had entered into a definitive agreement to sell its IT Infrastructure Management business (“ITO”) to Charlesbank Capital Partners and M/C Partners. The sale was completed on July 31, 2015. Beginning in the first quarter of the current fiscal year, the Company began reporting the results of operations, cash flows, and the balance sheet amounts pertaining to ITO as a component of discontinued operations in the condensed consolidated financial statements. Prior to the discontinued operations classification, the ITO business unit was included in the IT Infrastructure Management segment in the Company’s segment results. Refer to Note 4, Discontinued Operations, for more information regarding the sale. Unless otherwise indicated, information in these notes to the condensed consolidated financial statements relates to continuing operations. |
New Accounting Pronouncements | New Accounting Pronouncements In April 2014, the Financial Accounting Standards Board (“FASB”) issued update ASU No. 2014-08, Reporting Discontinued Operations and Disclosures of Disposals of Components of an Entity. This update changed the requirements for determining whether a component is included in discontinued operations and required expanded disclosures that provide readers of financial statements with more information about the assets, liabilities, revenues, and expenses of discontinued operations. The update was effective for Acxiom at the beginning of the current fiscal year. The update did not have a material impact on the Company’s condensed consolidated financial statements. In September 2015, the FASB issued update ASU No. 2015-16, Simplifying the Accounting for Measurement-Period Adjustments. This update eliminates the requirement for an acquirer to restate prior period financial statements for measurement period adjustments. The new guidance requires that the cumulative impact of a measurement period adjustment, including the impact on prior periods, be recognized in the reporting period in which the adjustment is identified. In addition, separate presentation on the face of the income statement or disclosure in the notes is required regarding the portion of the adjustment recorded in the current period earnings (loss) that would have been recorded in previous reporting periods if the adjustment to the provisional amounts had been recognized as of the acquisition date. The Company has early adopted this update, as permitted, beginning in the current quarter ended December 31, 2015. There was no impact on the Company’s financial condition and earnings (loss) as a result of adopting this guidance. Because adoption of the guidance is prospective, the impact of ASU 2015-16 on the Company’s financial condition and earnings (loss) will depend upon the nature of any measurement period adjustments identified in future periods. New Accounting Pronouncements Not Yet Adopted In May 2014, the FASB issued update ASU 2014-09, Revenue from Contracts with Customers: Topic 606 (ASU 2014-09), to supersede nearly all existing revenue recognition guidance under U.S. GAAP, as well as some cost guidance and guidance on certain gains and losses. The core principle of the new guidance is to recognize revenues when promised goods or services are transferred to customers in an amount that reflects the consideration that is expected to be received for those goods or services. The guidance defines a five step process to achieve this core principle and, in doing so, it is possible more judgment and estimates may be required within the revenue recognition process than are required under existing U.S. GAAP, including identifying performance obligations in the contract, estimating the amount of variable consideration to include in the transaction price and allocating the transaction price to each separate performance obligation, among others. The effective date for the update has been deferred until fiscal 2019 for the Company, with early application allowed for fiscal 2018. Adoption of the update may be applied using either of two methods: (i) retrospective application of ASU 2014-09 to each prior reporting period presented with the option to elect certain practical expedients as defined within ASU 2014-09; or (ii) retrospective application of ASU 2014-09 with the cumulative effect of initially applying ASU 2014-09 recognized at the date of initial application and providing certain additional disclosures as defined per ASU 2014-09. We are currently evaluating the accounting, transition and disclosure requirements of the standard and cannot currently estimate the financial statement impact of adoption. In April 2015, the FASB issued update ASU No. 2015-03, Interest — Imputation of Interest (Subtopic 835-30): Simplifying the Presentation of Debt Issuance Costs. This update requires that debt issuance costs related to a recognized debt liability be presented in the balance sheet as a direct deduction from the carrying amount of that debt liability, consistent with debt discounts. The existing recognition and measurement guidance for debt issuance costs is not affected by the new guidance. The update is effective for the Company beginning in fiscal year 2017 and must be applied on a retrospective basis to all periods presented. Because this guidance impacts presentation only, the adoption of the new requirements of ASU 2015-03 will not have any impact on our consolidated financial position or results of operations. Under ASU 2015-03, unamortized debt issuance costs of $3.0 million would be reclassified from other assets, net to a reduction of long-term debt as of December 31, 2015. In November 2015, the FASB issued update ASU 2015-17, Balance Sheet Classification of Deferred Taxes, as part of its U.S. GAAP simplification initiative. This update requires entities to present deferred tax assets (DTAs) and deferred tax liabilities (DTLs) as noncurrent in a classified balance sheet, thus simplifying the current guidance which requires entities to separately present DTAs and DTLs as current or noncurrent in a classified balance sheet. The update may be applied either prospectively or retrospectively and is effective for the Company at the beginning of fiscal year 2018 and early adoption is allowed. We are currently evaluating the impact of our pending adoption of ASU 2015-17 on our condensed consolidated financial statements. |
BASIS OF PRESENTATION AND SUM23
BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES: (Tables) | 9 Months Ended |
Dec. 31, 2015 | |
BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES: | |
Summary of reclassification activity | The following table summarizes the reclassification activity for the three months ended December 31, 2014 (dollars in thousands): As previously reported(1) Category expansion Account management reclass IT reclass and other As currently reported Cost of revenue $ $ ) $ ) $ ) $ Research and development $ — $ $ — $ — $ Selling, general and administrative $ $ ) $ — $ — $ — Sales and marketing $ — $ $ $ ) $ General and administrative $ — $ $ — $ $ (1) Adjusted for discontinued operations The following table summarizes the reclassification activity for the nine months ended December 31, 2014 (dollars in thousands): As previously reported(1) Category expansion Account management reclass IT reclass and other As currently reported Cost of revenue $ $ ) $ ) $ ) $ Research and development $ — $ $ — $ — $ Selling, general and administrative $ $ ) $ — $ — $ — Sales and marketing $ — $ $ $ ) $ General and administrative $ — $ $ — $ $ (1) Adjusted for discontinued operations |
EARNINGS (LOSS) PER SHARE AND24
EARNINGS (LOSS) PER SHARE AND STOCKHOLDERS' EQUITY: (Tables) | 9 Months Ended |
Dec. 31, 2015 | |
EARNINGS (LOSS) PER SHARE AND STOCKHOLDERS' EQUITY: | |
Reconciliation of the computation of basic and diluted earnings per share | The following table sets forth the computation of basic and diluted earnings per share (in thousands, except per share amounts): For the quarter ended December 31 For the nine months ended December 31 2015 2014 2015 2014 Net earnings (loss) from continuing operations $ ) $ $ ) $ ) Net earnings (loss) from discontinued operations ) Net earnings (loss) $ ) $ $ $ ) Basic earnings (loss) per share: Basic weighted-average shares outstanding Basic earnings (loss) per share: Continuing operations $ ) $ $ ) $ ) Discontinued operations $ ) $ $ $ Net earnings (loss) $ ) $ $ $ ) Diluted earnings (loss) per share: Basic weighted-average shares outstanding Dilutive effect of common stock options, warrants, and restricted stock as computed under the treasury stock method — — — Diluted weighted-average shares outstanding Diluted earnings (loss) per share: Continuing operations $ ) $ $ ) $ ) Discontinued operations $ ) $ $ $ Net earnings (loss) $ ) $ $ $ ) |
Antidilutive options, warrants and restricted stock units excluded from computation of earnings per share | Additional options and warrants to purchase shares of common stock and restricted stock units, including performance-based restricted stock units not meeting performance criteria, that were outstanding during the periods presented but were not included in the computation of diluted earnings (loss) per share because the effect was anti-dilutive are shown below (in thousands, except per share amounts): For the quarter ended December 31 For the nine months ended December 31 2015 2014 2015 2014 Number of shares outstanding under options, warrants and restricted stock units 1,112 2,012 1,751 1,838 Range of exercise prices for options and warrants $17.49-$62.06 $18.78-$62.06 $17.49-$62.06 $19.18-$62.06 |
Schedule of accumulated balances for each component of other comprehensive income | The following table presents the accumulated balances for each component of other comprehensive income (dollars in thousands): December 31, 2015 March 31, 2015 Foreign currency translation $ $ Unrealized loss on interest rate swap ) ) $ $ |
SHARE-BASED COMPENSATION_ (Tabl
SHARE-BASED COMPENSATION: (Tables) | 9 Months Ended |
Dec. 31, 2015 | |
SHARE-BASED COMPENSATION: | |
Schedule of option activity | Number of shares Weighted-average exercise price per share Weighted-average remaining contractual term (in years) Aggregate intrinsic value (in thousands) Outstanding at March 31, 2015 $ Granted $ Exercised ) $ $ Forfeited or cancelled ) $ Outstanding at December 31, 2015 $ $ Exercisable at December 31, 2015 $ $ |
Summary of stock options outstanding and exercisable | Options outstanding Options exercisable Range of exercise price per share Options outstanding Weighted-average remaining contractual life Weighted-average exercise price per share Options exercisable Weighted-average exercise price per share $ 0.63 - $ 8.90 6.31 years $ $ $ 11.08 - $ 14.42 4.37 years $ $ $ 15.10 - $ 19.76 5.60 years $ $ $ 20.44 - $ 25.00 4.58 years $ $ $ 26.33 - $ 62.06 7.83 years $ $ 5.11 years $ $ |
Summary of SAR activity | Number of shares Weighted-average exercise price per share Weighted-average remaining contractual term (in years) Aggregate intrinsic value (in thousands) Outstanding at March 31, 2015 $ Outstanding at December 31, 2015 $ $ — Exercisable at December 31, 2015 — $ — — $ — |
Schedule of non-vested time-vesting restricted stock unit activity | Number of shares Weighted-average fair value per share at grant date Weighted-average remaining contractual term (in years) Outstanding at March 31, 2015 $ Granted $ Vested ) $ Forfeited or cancelled ) $ Outstanding at December 31, 2015 $ |
Schedule of non-vested performance-based restricted stock unit activity | Number of shares Weighted-average fair value per share at grant date Weighted-average remaining contractual term (in years) Outstanding at March 31, 2015 $ Granted $ Forfeited or cancelled ) $ Outstanding at December 31, 2015 $ |
Summary of other performance unit activity | Number of shares Weighted-average fair value per share at grant date Weighted-average remaining contractual term (in years) Outstanding at March 31, 2015 $ Granted $ Outstanding at December 31, 2015 $ |
DISCONTINUED OPERATIONS_ (Table
DISCONTINUED OPERATIONS: (Tables) | 9 Months Ended |
Dec. 31, 2015 | |
ITO | |
Schedule of summary results of operations for discontinued operations | The following table is a reconciliation of the major classes of line items constituting earnings from discontinued operations, net of tax (dollars in thousands): For the quarter ended December 31 For the nine months ended December 31 2015 2014 2015 2014 Major classes of line items constituting earnings from discontinued operations, net of tax: Revenues $ — $ $ $ Cost of revenue — Gross profit — Operating expenses: Sales and marketing — General and administrative — Loss (gain) on sale of discontinued operations — ) — Gains, losses and other items, net — — Total operating expenses ) Income (loss) from discontinued operations ) Interest expense — ) ) ) Other, net — ) ) ) Earnings (loss) from discontinued operations before income taxes ) Income taxes ) Earnings (loss) from discontinued operations, net of tax $ ) $ $ $ |
Schedule of carrying amounts of assets and liabilities of discontinued operations | The following table is a reconciliation of the major classes of assets and liabilities of the discontinued operations (dollars in thousands): December 31, 2015 March 31, 2015 Trade accounts receivable, net $ — $ Deferred income taxes — Other current assets — Property and equipment, net of accumulated depreciation and amortization — Goodwill — Purchased software licenses, net of accumulated amortization — Other assets, net — Assets from discontinued operations $ — $ Current installments of long-term debt $ — $ Trade accounts payable — Accrued expenses Deferred revenue — Long-term debt — Deferred income taxes — Other liabilities — Liabilities from discontinued operations $ $ |
U.K. call center operation | |
Schedule of summary results of operations for discontinued operations | Summary results of operations of the 2Touch business unit for the quarter and nine months ended December 31, 2015 and 2014 are segregated and included in earnings (loss) from discontinued operations, net of tax, in the condensed consolidated statements of operations and consists of (dollars in thousands): For the quarter ended December 31 For the nine months ended December 31 2015 2014 2015 2014 Revenues $ — $ $ — $ Operating expenses, excluding loss on sale of discontinued operations $ $ $ $ Loss on sale of discontinued operations — — — Loss from discontinued operations before income taxes $ ) $ ) $ ) $ ) Income taxes — — — — Loss from discontinued operations, net of tax $ ) $ ) $ ) $ ) |
Schedule of carrying amounts of assets and liabilities of discontinued operations | The carrying amounts of the major classes of assets and liabilities of the 2Touch business unit are segregated and included in assets from discontinued operations and liabilities from discontinued operations in the condensed consolidated balance sheets and consists of (dollars in thousands): December 31, 2015 March 31, 2015 Trade accounts receivable, net $ — $ Assets from discontinued operations $ — $ Other accrued expenses $ $ Liabilities from discontinued operations $ $ |
ACQUISITIONS_ (Tables)
ACQUISITIONS: (Tables) | 9 Months Ended |
Dec. 31, 2015 | |
ACQUISITIONS | |
Schedule of allocation of the purchase prices to assets acquired and liabilities assumed | The following table presents the purchase price allocation related to assets acquired and liabilities assumed (dollars in thousands): December 1, 2015 Assets acquired: Accounts receivable $ Developed technology Other intangible assets Goodwill Accounts payable ) Net cash paid $ |
OTHER CURRENT AND NONCURRENT 28
OTHER CURRENT AND NONCURRENT ASSETS: (Tables) | 9 Months Ended |
Dec. 31, 2015 | |
OTHER CURRENT AND NONCURRENT ASSETS: | |
Schedule of other current assets | Other current assets consist of the following (dollars in thousands): December 31, 2015 March 31, 2015 Prepaid expenses $ $ Assets of non-qualified retirement plan Other miscellaneous assets Other current assets $ $ |
Schedule of other noncurrent assets | Other noncurrent assets consist of the following (dollars in thousands): December 31, 2015 March 31, 2015 Acquired intangible assets, net $ $ Deferred data acquisition costs Deferred expenses Other miscellaneous noncurrent assets Noncurrent assets $ $ |
GOODWILL_ (Tables)
GOODWILL: (Tables) | 9 Months Ended |
Dec. 31, 2015 | |
GOODWILL: | |
Schedule of changes in the carrying amount of goodwill by operating segment and component within each segment | This table sets forth the carrying amount of goodwill, by operating segment, at December 31, 2015, and the changes in those balances (dollars in thousands). Marketing Services and Audience Solutions Marketing Services Audience Solutions Connectivity Total Balance at March 31, 2015 $ $ — $ — $ $ Impairment ) — — — ) Reallocation of segments ) — — Acquisition of addressable television assets of Allant — — — Change in foreign currency translation adjustment — ) ) ) ) Balance at December 31, 2015 $ — $ $ $ $ Goodwill by component included in each segment as of December 31, 2015 was: Marketing Services Audience Solutions Connectivity Total U.S. $ $ $ $ APAC Balance at December 31, 2015 $ $ $ $ |
PROPERTY AND EQUIPMENT_ (Tables
PROPERTY AND EQUIPMENT: (Tables) | 9 Months Ended |
Dec. 31, 2015 | |
PROPERTY AND EQUIPMENT: | |
Schedule of Property and equipment, some of which has been pledged as collateral for long-term debt | Property and equipment of the Company’s continuing operations, some of which has been pledged as collateral for long-term debt, is summarized below (dollars in thousands): December 31, 2015 March 31, 2015 Land $ $ Buildings and improvements Data processing equipment Office furniture and other equipment Less accumulated depreciation and amortization $ $ |
LONG-TERM DEBT_ (Tables)
LONG-TERM DEBT: (Tables) | 9 Months Ended |
Dec. 31, 2015 | |
LONG-TERM DEBT: | |
Schedule of long-term debt | Long-term debt consists of the following (dollars in thousands): December 31, 2015 March 31, 2015 Term loan credit agreement $ $ Other debt and long-term liabilities Total long-term debt and capital leases Less current installments Long-term debt, excluding current installments $ $ |
SEGMENT INFORMATION_ (Tables)
SEGMENT INFORMATION: (Tables) | 9 Months Ended |
Dec. 31, 2015 | |
SEGMENT INFORMATION: | |
Schedule of information by business segment | The following table presents information by business segment (dollars in thousands). For the quarter ended December 31 For the nine months ended December 31 2015 2014 2015 2014 Revenues: Marketing Services $ $ $ $ Audience Solutions Connectivity Total operating segment revenues $ $ $ $ Gross profit(1): Marketing Services $ $ $ $ Audience Solutions Connectivity Total operating segment gross profit $ $ $ $ Income (loss) from operations(1): Marketing Services $ $ $ $ Audience Solutions Connectivity ) ) ) ) Total operating segment income from operations $ $ $ $ (1) Gross profit and Income (loss) from operations reflect only the direct and allocable controllable costs of each segment and do not include allocations of corporate expenses (primarily general and administrative expenses) and gains, losses, and other items, net. Additionally, Gross profit and Income (loss) from operations do not reflect non-cash stock compensation expense and purchased intangible asset amortization (both of which were previously allocated to segments, principally Connectivity). |
Reconciliation of total operating segment gross profit to total gross profit and total operating segment income from operations to total (loss) from operations | For the quarter ended December 31 For the nine months ended December 31 2015 2014 2015 2014 Total operating segment gross profit $ $ $ $ Less: Purchased intangible asset amortization Non-cash stock compensation Corporate expenses — — Gross profit $ $ $ $ Total operating segment income from operations $ $ $ $ Less: Corporate expenses Gains, losses and other items, net Purchased intangible asset amortization Non-cash stock compensation Loss from operations $ ) $ ) $ ) $ ) |
RESTRUCTURING, IMPAIRMENT AND33
RESTRUCTURING, IMPAIRMENT AND OTHER CHARGES: (Tables) | 9 Months Ended |
Dec. 31, 2015 | |
RESTRUCTURING, IMPAIRMENT AND OTHER CHARGES: | |
Summary of the restructuring activity | The following table summarizes the restructuring activity for the nine months ended December 31, 2015 (dollars in thousands): Associate-related reserves Ongoing contract costs Total Continuing operations: Balance at March 31, 2015 $ $ $ Charges and adjustments Payments ) ) ) Balance at December 31, 2015 $ $ $ Discontinued operations: Balance at March 31, 2015 $ Charges and adjustments — Disposal ) Payments ) Balance at December 31, 2015 $ — |
Schedule of gains, losses and other items | The following table presents the components of gains, losses and other items for each of the periods presented (dollars in thousands): For the quarter ended December 31 For the nine months ended December 31 2015 2014 2015 2014 Restructuring plan charges and adjustments $ $ $ $ LiveRamp acquisition-related costs — — — Impairment of goodwill and other assets — — — Other — — $ $ $ $ |
FINANCIAL INSTRUMENTS_ (Tables)
FINANCIAL INSTRUMENTS: (Tables) | 9 Months Ended |
Dec. 31, 2015 | |
FINANCIAL INSTRUMENTS: | |
Schedule of financial assets and liabilities measured at fair value | The following table presents the balances of assets and liabilities measured at fair value as of December 31, 2015 (dollars in thousands): Level 1 Level 2 Level 3 Total Assets: Other current assets $ $ — $ — $ Total assets $ $ — $ — $ Liabilities: Other liabilities $ — $ $ — $ Total liabilities $ — $ $ — $ |
BASIS OF PRESENTATION AND SUM35
BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES: (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2015 | Dec. 31, 2014 | |
Prior Period Adjustments Restatement [Line Items] | ||||
Cost of revenue | $ 125,735 | $ 125,807 | $ 364,756 | $ 366,329 |
Research and development | 18,400 | 18,973 | 57,489 | 55,121 |
Sales and marketing | 36,581 | 30,554 | 100,334 | 85,410 |
General and administrative | 36,793 | 31,821 | 100,055 | 102,794 |
As previously reported | ||||
Prior Period Adjustments Restatement [Line Items] | ||||
Cost of revenue | 162,521 | 474,294 | ||
Selling, general and administrative | 44,634 | 135,360 | ||
Adjustment for pronouncements not yet adopted | Accounting Standard Update 2015-03 | ||||
New Accounting Pronouncements Not Yet Adopted | ||||
Unamortized debt issuance costs | 3,000 | 3,000 | ||
Long-term Debt | $ (3,000) | $ (3,000) | ||
Category expansion | ||||
Prior Period Adjustments Restatement [Line Items] | ||||
Cost of revenue | (18,973) | (55,121) | ||
Research and development | 18,973 | 55,121 | ||
Selling, general and administrative | (44,634) | (135,360) | ||
Sales and marketing | 15,342 | 40,216 | ||
General and administrative | 29,292 | 95,144 | ||
Account management reclass | ||||
Prior Period Adjustments Restatement [Line Items] | ||||
Cost of revenue | (15,454) | (45,436) | ||
Sales and marketing | 15,454 | 45,436 | ||
IT reclass and other | ||||
Prior Period Adjustments Restatement [Line Items] | ||||
Cost of revenue | (2,287) | (7,408) | ||
Sales and marketing | (242) | (242) | ||
General and administrative | $ 2,529 | $ 7,650 |
EARNINGS (LOSS) PER SHARE AND36
EARNINGS (LOSS) PER SHARE AND STOCKHOLDERS' EQUITY: (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2015 | Dec. 31, 2014 | Mar. 31, 2015 | |
EARNINGS (LOSS) PER SHARE AND STOCKHOLDERS' EQUITY: | |||||
Net earnings (loss) from continuing operations | $ (439) | $ 337 | $ (6,966) | $ (17,505) | |
Net earnings (loss) from discontinued operations | (971) | 3,819 | 15,240 | 12,513 | |
Net earnings (loss) | $ (1,410) | $ 4,156 | $ 8,274 | $ (4,992) | |
Basic earnings (loss) per share: | |||||
Basic weighted-average shares outstanding | 77,831 | 77,039 | 77,903 | 76,998 | |
Continuing operations (in dollars per share) | $ (0.01) | $ 0 | $ (0.09) | $ (0.23) | |
Discontinued operations (in dollars per share) | (0.01) | 0.05 | 0.20 | 0.16 | |
Net earnings (loss) (in dollars per share) | $ (0.02) | $ 0.05 | $ 0.11 | $ (0.06) | |
Diluted earnings (loss) per share: | |||||
Basic weighted-average shares outstanding | 77,831 | 77,039 | 77,903 | 76,998 | |
Dilutive effect of common stock options, warrants, and restricted stock as computed under the treasury stock method (in shares) | 1,263 | ||||
Diluted weighted-average shares outstanding | 77,831 | 78,302 | 77,903 | 76,998 | |
Continuing operations (in dollars per share) | $ (0.01) | $ 0 | $ (0.09) | $ (0.23) | |
Discontinued operations (in dollars per share) | (0.01) | 0.05 | 0.20 | 0.16 | |
Net earnings (loss) (in dollars per share) | $ (0.02) | $ 0.05 | $ 0.11 | $ (0.06) | |
Stockholders' Equity | |||||
Number of shares outstanding under options, warrants and restricted stock units (in shares) | 1,112 | 2,012 | 1,751 | 1,838 | |
Repurchase of treasury stock | $ 37,535 | $ 9,868 | |||
Cumulative amount paid for repurchase of treasury stock | $ 987,903 | $ 987,903 | $ 945,274 | ||
Options, warrants and restricted stock units | |||||
Stockholders' Equity | |||||
Number of shares outstanding under options, warrants and restricted stock units (in shares) | 1,500 | 1,400 | 1,300 | ||
Minimum | |||||
Stockholders' Equity | |||||
Range of exercise prices for options and warrants (in dollars per share) | $ 17.49 | $ 18.78 | $ 17.49 | $ 19.18 | |
Maximum | |||||
Stockholders' Equity | |||||
Range of exercise prices for options and warrants (in dollars per share) | $ 62.06 | $ 62.06 | $ 62.06 | $ 62.06 | |
2011 Common stock repurchase program | |||||
Stockholders' Equity | |||||
Maximum amount of common stock that may be repurchased | $ 300,000 | $ 300,000 | |||
Shares repurchased | 1,900 | ||||
Repurchase of treasury stock | $ 37,500 | ||||
Cumulative shares repurchased | 14,800 | 14,800 | |||
Cumulative amount paid for repurchase of treasury stock | $ 240,000 | $ 240,000 | |||
Remaining capacity under the stock repurchase program | $ 60,000 | $ 60,000 |
EARNINGS (LOSS) PER SHARE AND37
EARNINGS (LOSS) PER SHARE AND STOCKHOLDERS' EQUITY: (Detail 2) - USD ($) $ in Thousands | Dec. 31, 2015 | Mar. 31, 2015 |
EARNINGS (LOSS) PER SHARE AND STOCKHOLDERS' EQUITY: | ||
Foreign currency translation | $ 8,194 | $ 9,612 |
Unrealized loss on interest rate swap | (53) | (199) |
Accumulated Other Comprehensive Income | $ 8,141 | $ 9,413 |
SHARE-BASED COMPENSATION_ (Deta
SHARE-BASED COMPENSATION: (Details) $ / shares in Units, $ in Thousands | May. 08, 2015shares | Dec. 31, 2015USD ($)multiple$ / sharesshares | Dec. 31, 2014USD ($) | Aug. 18, 2015shares |
Stock Option Activity - Number of Shares | ||||
Outstanding at the beginning of the period (in shares) | 4,870,219 | |||
Granted (in shares) | 445,785 | |||
Exercised (in shares) | (625,256) | |||
Forfeited or cancelled (in shares) | (781,791) | |||
Outstanding at the end of the period (in shares) | 3,908,957 | |||
Exercisable at the end of the period (in shares) | 2,678,043 | |||
Weighted-average exercise price per share | ||||
Outstanding at the beginning of the period (in dollars per share) | $ / shares | $ 15.10 | |||
Granted (in dollars per share) | $ / shares | 17.84 | |||
Exercised (in dollars per share) | $ / shares | 8.63 | |||
Forfeited or cancelled (in dollars per share) | $ / shares | 27.11 | |||
Outstanding at the end of the period (in dollars per share) | $ / shares | 14.04 | |||
Exercisable at the end of the period (in dollars per share) | $ / shares | $ 14.27 | |||
Weighted-average remaining contractual term | ||||
Outstanding at the end of the period | 5 years 1 month 10 days | |||
Exercisable at the end of the period | 3 years 8 months 5 days | |||
Aggregate intrinsic value | ||||
Exercised | $ | $ 7,048 | |||
Outstanding at the end of the period | $ | 28,178 | |||
Exercisable at the end of the period | $ | $ 18,885 | |||
Stock Option and Equity Compensation Plans | ||||
Share-based compensation | ||||
Aggregate number of shares reserved for issuance under equity compensation plans since the inception of such plans (in shares) | 24,800,000 | 28,900,000 | ||
Shares which remained available for future grants (in shares) | 5,500,000 | |||
Additional number of shares reserved for issuance under equity compensation plans (in shares) | 4,100,000 | |||
Stock options | ||||
Share-based compensation | ||||
Granted (in shares) | 445,785 | |||
Per-share weighted-average fair value of the stock options granted (in dollars per share) | $ / shares | $ 6.48 | |||
Pricing model used for share-based compensation arrangement | binomial lattice | |||
Dividend yield (as a percent) | 0.00% | |||
Risk-free interest rate (as a percent) | 2.20% | |||
Expected option life | 4 years 6 months | |||
Expected volatility (as a percent) | 40.00% | |||
Suboptimal exercise multiple | multiple | 1.4 | |||
Share-based compensation expense | $ | $ 8,000 | $ 7,000 | ||
Future share-based compensation expense expected | $ | $ 11,400 | |||
Period for recognition of unrecognized stock-based compensation expense | 4 years |
SHARE-BASED COMPENSATION_ (De39
SHARE-BASED COMPENSATION: (Details 2) | 9 Months Ended |
Dec. 31, 2015$ / sharesshares | |
Stock options outstanding and exercisable by exercise price range | |
Options outstanding (in shares) | shares | 3,908,957 |
Options outstanding - Weighted-average remaining contractual life | 5 years 1 month 10 days |
Options outstanding - Weighted-average exercise price per share (in dollars per share) | $ 14.04 |
Options exercisable (in shares) | shares | 2,678,043 |
Options exercisable - Weighted-average exercise price per share (in dollars per share) | $ 14.27 |
Range of exercise price per share from $0.63 to $8.90 | |
Stock options outstanding and exercisable by exercise price range | |
Exercise price per share, low end of range (in dollars per share) | 0.63 |
Exercise price per share, high end of range (in dollars per share) | $ 8.90 |
Options outstanding (in shares) | shares | 809,387 |
Options outstanding - Weighted-average remaining contractual life | 6 years 3 months 22 days |
Options outstanding - Weighted-average exercise price per share (in dollars per share) | $ 1.70 |
Options exercisable (in shares) | shares | 439,366 |
Options exercisable - Weighted-average exercise price per share (in dollars per share) | $ 1.69 |
Range of exercise price per share from $11.08 to $14.42 | |
Stock options outstanding and exercisable by exercise price range | |
Exercise price per share, low end of range (in dollars per share) | 11.08 |
Exercise price per share, high end of range (in dollars per share) | $ 14.42 |
Options outstanding (in shares) | shares | 1,204,258 |
Options outstanding - Weighted-average remaining contractual life | 4 years 4 months 13 days |
Options outstanding - Weighted-average exercise price per share (in dollars per share) | $ 13.18 |
Options exercisable (in shares) | shares | 1,090,931 |
Options exercisable - Weighted-average exercise price per share (in dollars per share) | $ 13.16 |
Range of exercise price per share from $15.10 to $19.76 | |
Stock options outstanding and exercisable by exercise price range | |
Exercise price per share, low end of range (in dollars per share) | 15.10 |
Exercise price per share, high end of range (in dollars per share) | $ 19.76 |
Options outstanding (in shares) | shares | 851,168 |
Options outstanding - Weighted-average remaining contractual life | 5 years 7 months 6 days |
Options outstanding - Weighted-average exercise price per share (in dollars per share) | $ 17.15 |
Options exercisable (in shares) | shares | 436,121 |
Options exercisable - Weighted-average exercise price per share (in dollars per share) | $ 16.57 |
Range of exercise price per share from $20.44 to $25.00 | |
Stock options outstanding and exercisable by exercise price range | |
Exercise price per share, low end of range (in dollars per share) | 20.44 |
Exercise price per share, high end of range (in dollars per share) | $ 25 |
Options outstanding (in shares) | shares | 1,024,502 |
Options outstanding - Weighted-average remaining contractual life | 4 years 6 months 29 days |
Options outstanding - Weighted-average exercise price per share (in dollars per share) | $ 21.87 |
Options exercisable (in shares) | shares | 701,761 |
Options exercisable - Weighted-average exercise price per share (in dollars per share) | $ 22.18 |
Range of exercise price per share from $26.33 to $62.06 | |
Stock options outstanding and exercisable by exercise price range | |
Exercise price per share, low end of range (in dollars per share) | 26.33 |
Exercise price per share, high end of range (in dollars per share) | $ 62.06 |
Options outstanding (in shares) | shares | 19,642 |
Options outstanding - Weighted-average remaining contractual life | 7 years 9 months 29 days |
Options outstanding - Weighted-average exercise price per share (in dollars per share) | $ 32.83 |
Options exercisable (in shares) | shares | 9,864 |
Options exercisable - Weighted-average exercise price per share (in dollars per share) | $ 32.80 |
SHARE-BASED COMPENSATION_ (De40
SHARE-BASED COMPENSATION: (Details 3) - Stock Appreciation Rights (SARs) - USD ($) $ / shares in Units, $ in Millions | 9 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Share-based compensation activity | ||
Outstanding at the beginning of the period (in shares) | 245,404 | |
Outstanding at the end of the period (in shares) | 245,404 | |
Share-based compensation, Weighted average fair value per share at grant date | ||
Outstanding at the beginning of the period (in dollars per share) | $ 40 | |
Outstanding at the end of the period (in dollars per share) | $ 40 | |
Weighted-average remaining contractual term | ||
Outstanding at the end of the period | 1 year 3 months | |
Share-based Activity - Other disclosures | ||
Share-based compensation expense | $ 0.1 | $ 0.1 |
Future share-based compensation expense expected | $ 0.2 | $ 0.2 |
Period for recognition of unrecognized stock-based compensation expense | 2 years | 2 years |
SHARE-BASED COMPENSATION_ (De41
SHARE-BASED COMPENSATION: (Details 4) - Restricted stock units - USD ($) $ / shares in Units, $ in Millions | 9 Months Ended | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | Mar. 31, 2015 | |
Restricted Stock Unit Activity - Other disclosures | |||
Share-based compensation expense | $ 13.9 | $ 12.7 | |
Future share-based compensation expense expected | $ 39.2 | $ 39.2 | |
Period for recognition of unrecognized stock-based compensation expense | 4 years | 4 years | |
Time-vesting | |||
Non-vested restricted stock unit activity | |||
Outstanding at the beginning of the period (in shares) | 2,053,179 | ||
Granted (in shares) | 1,231,173 | ||
Vested (in shares) | (920,050) | ||
Forfeited or cancelled (in shares) | (176,784) | ||
Outstanding at the end of the period (in shares) | 2,187,518 | 2,053,179 | |
Non-vested restricted stock units, Weighted average fair value per share at grant date | |||
Outstanding at the beginning of the period (in dollars per share) | $ 20.40 | ||
Granted (in dollars per share) | 18.76 | ||
Vested (in dollars per share) | 20.12 | ||
Forfeited or cancelled (in dollars per share) | 19.46 | ||
Outstanding at the end of the period (in dollars per share) | $ 19.67 | $ 20.40 | |
Weighted-average remaining contractual term | |||
Outstanding at the end of the period | 2 years 2 months 27 days | 1 year 11 months 12 days | |
Restricted Stock Unit Activity - Other disclosures | |||
Aggregate fair value of restricted stock units granted | $ 23.1 | ||
Vesting in four years | |||
Non-vested restricted stock unit activity | |||
Granted (in shares) | 879,664 | ||
Restricted Stock Unit Activity - Other disclosures | |||
Award vesting period | 4 years | ||
Vesting in two years | |||
Non-vested restricted stock unit activity | |||
Granted (in shares) | 51,587 | ||
Restricted Stock Unit Activity - Other disclosures | |||
Award vesting period | 2 years | ||
Vesting in one year | |||
Non-vested restricted stock unit activity | |||
Granted (in shares) | 57,382 | ||
Restricted Stock Unit Activity - Other disclosures | |||
Award vesting period | 1 year | ||
Vesting in quarterly increments | |||
Non-vested restricted stock unit activity | |||
Granted (in shares) | 242,540 | ||
Restricted Stock Unit Activity - Other disclosures | |||
Period after grant date until vesting begins | 15 months | ||
Performance-based | |||
Non-vested restricted stock unit activity | |||
Outstanding at the beginning of the period (in shares) | 389,310 | ||
Granted (in shares) | 347,125 | ||
Forfeited or cancelled (in shares) | (87,759) | ||
Outstanding at the end of the period (in shares) | 648,676 | 389,310 | |
Non-vested restricted stock units, Weighted average fair value per share at grant date | |||
Outstanding at the beginning of the period (in dollars per share) | $ 21.12 | ||
Granted (in dollars per share) | 18.32 | ||
Forfeited or cancelled (in dollars per share) | 19.88 | ||
Outstanding at the end of the period (in dollars per share) | $ 19.79 | $ 21.12 | |
Weighted-average remaining contractual term | |||
Outstanding at the end of the period | 1 year 6 months 15 days | 1 year 6 months 26 days | |
Restricted Stock Unit Activity - Other disclosures | |||
Aggregate fair value of restricted stock units granted | $ 6.4 | ||
Vesting based on total shareholder return | Minimum | |||
Restricted Stock Unit Activity - Other disclosures | |||
Performance share awards vested (as a percent) | 0.00% | ||
Vesting based on total shareholder return | Maximum | |||
Restricted Stock Unit Activity - Other disclosures | |||
Performance share awards vested (as a percent) | 200.00% |
SHARE-BASED COMPENSATION_ (De42
SHARE-BASED COMPENSATION: (Details 5) - USD ($) $ / shares in Units, $ in Millions | Jul. 31, 2015 | Dec. 31, 2015 | Dec. 31, 2014 |
Share-based Activity - Other disclosures | |||
Options outstanding (in shares) | 3,908,957 | ||
ITO | |||
Share-based compensation activity | |||
Vested (in shares) | (71,914) | ||
Share-based Activity - Other disclosures | |||
Share-based compensation expense | $ 1 | $ 0.4 | |
Options outstanding (in shares) | 15,886 | ||
Restricted Stock Units vested (in shares) | 71,914 | ||
Performance-based | |||
Share-based compensation activity | |||
Outstanding at the beginning of the period (in shares) | 312,575 | ||
Granted (in shares) | 323,080 | ||
Outstanding at the end of the period (in shares) | 635,655 | ||
Share-based compensation, Weighted average fair value per share at grant date | |||
Outstanding at the beginning of the period (in dollars per share) | $ 5.23 | ||
Granted (in dollars per share) | 2.94 | ||
Outstanding at the end of the period (in dollars per share) | $ 4.07 | ||
Weighted-average remaining contractual term | |||
Outstanding at the end of the period | 1 year 6 months 18 days | ||
Share-based Activity - Other disclosures | |||
Aggregate fair value of restricted stock units granted | $ 0.9 | ||
Share awards vesting percentage (as a percent) | 100.00% | ||
Pricing model used for share-based compensation arrangement | Monte Carlo | ||
Share-based compensation expense | $ 0.6 | ||
Future share-based compensation expense expected | $ 1.6 | $ 1.6 | |
Period for recognition of unrecognized stock-based compensation expense | 3 years | 3 years | |
Stock options | |||
Share-based Activity - Other disclosures | |||
Pricing model used for share-based compensation arrangement | binomial lattice | ||
Share-based compensation expense | $ 8 | $ 7 | |
Period for recognition of unrecognized stock-based compensation expense | 4 years | ||
Minimum | Performance-based | |||
Share-based Activity - Other disclosures | |||
Share price factor (as a percent) | 0.00% | ||
Common Stock Price | $ 25 | ||
Maximum | Performance-based | |||
Share-based Activity - Other disclosures | |||
Share price factor (as a percent) | 100.00% | ||
Common Stock Price | $ 55 |
DISCONTINUED OPERATIONS_ (Detai
DISCONTINUED OPERATIONS: (Details) - USD ($) $ in Thousands | Jul. 31, 2015 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2015 | Dec. 31, 2014 | Mar. 31, 2015 |
Operating expenses: | ||||||
Earnings (loss) from discontinued operations, net of tax | $ (971) | $ 3,819 | $ 15,240 | $ 12,513 | ||
Carrying amounts of the major classes of assets and liabilities | ||||||
Assets from discontinued operations | $ 172,284 | |||||
Liabilities from discontinued operations | 4,065 | 4,065 | 57,433 | |||
ITO | ||||||
DIVESTITURES | ||||||
Total consideration | $ 131,000 | |||||
Stated sale price of business | 140,000 | |||||
Closing adjustments and transaction costs | 9,000 | |||||
Contingent payments to be received subject to certain performance metrics | 50,000 | |||||
Gain on sale of business, net | 9,300 | |||||
Allocated interest expense | 300 | 400 | 1,000 | |||
Earnings (loss) from discontinued operations | ||||||
Revenues | 52,194 | 69,410 | 163,515 | |||
Cost of revenue | 41,207 | 50,837 | 127,056 | |||
Gross profit | 10,987 | 18,573 | 36,459 | |||
Operating expenses: | ||||||
Sales and marketing | 541 | 1,192 | 1,917 | |||
General and administrative | 2,169 | 6,053 | 7,485 | |||
Loss (gain) on sale of discontinued operations | 1,011 | (9,349) | ||||
Gains, losses and other items, net | 795 | 1,215 | ||||
Total operating expenses | 1,011 | 3,505 | (2,104) | 10,617 | ||
Income (loss) from discontinued operations | (1,011) | 7,482 | 20,677 | 25,842 | ||
Interest expense | (605) | (681) | (1,804) | |||
Other, net | (68) | (230) | (327) | |||
Earnings (loss) from discontinued operations before income taxes | (1,011) | 6,809 | 19,766 | 23,711 | ||
Gain on sale of discontinued operations | (1,011) | 9,349 | ||||
Income taxes | (490) | 2,672 | 4,076 | 9,300 | ||
Earnings (loss) from discontinued operations, net of tax | (521) | 4,137 | 15,690 | 14,411 | ||
Carrying amounts of the major classes of assets and liabilities | ||||||
Trade accounts receivable, net | 35,743 | |||||
Deferred income taxes | 2,762 | |||||
Other current assets | 10,707 | |||||
Property and equipment, net of accumulated depreciation and amortization | 44,336 | |||||
Goodwill | 71,508 | |||||
Purchased software licenses, net of accumulated amortization | 3,943 | |||||
Other assets, net | 3,173 | |||||
Assets from discontinued operations | 172,172 | |||||
Current installments of long-term debt | 653 | |||||
Trade accounts payable | 8,857 | |||||
Accrued expenses | 2,728 | 2,728 | 7,480 | |||
Deferred revenue | 3,658 | |||||
Long-term debt | 6,684 | |||||
Deferred income taxes | 22,716 | |||||
Other liabilities | 6,377 | |||||
Liabilities from discontinued operations | 2,728 | 2,728 | 56,425 | |||
Discontinued Operation, Continuing Involvement [Abstract] | ||||||
Cash inflows included in the statements of cash flows | 2,000 | 2,700 | ||||
Cash outflows included in the statements of cash flows | 2,400 | 2,500 | ||||
ITO | Loss from continuing operations | ||||||
Discontinued Operation, Continuing Involvement [Abstract] | ||||||
Revenues resulting from continued involvement with disposal group | 1,800 | 2,900 | ||||
Expenses resulting from continued involvement with disposal group | 1,800 | 3,000 | ||||
ITO | Credit Agreement | ||||||
DIVESTITURES | ||||||
Proceeds from sale utilized to repay outstanding indebtedness | $ 55,000 | |||||
Allocated interest expense | 400 | |||||
ITO | Maximum | Credit Agreement | ||||||
DIVESTITURES | ||||||
Maximum amount of common stock that may be repurchased | 100,000 | 100,000 | ||||
U.K. call center operation | ||||||
Earnings (loss) from discontinued operations | ||||||
Revenues | 1,250 | 8,490 | ||||
Operating expenses: | ||||||
Operating expenses, excluding loss on sale of discontinued operations | 450 | 1,568 | 450 | 8,513 | ||
Loss (gain) on sale of discontinued operations | 1,875 | |||||
Earnings (loss) from discontinued operations before income taxes | (450) | (318) | (450) | (1,898) | ||
Gain on sale of discontinued operations | (1,875) | |||||
Earnings (loss) from discontinued operations, net of tax | (450) | $ (318) | (450) | $ (1,898) | ||
Carrying amounts of the major classes of assets and liabilities | ||||||
Trade accounts receivable, net | 112 | |||||
Assets from discontinued operations | 112 | |||||
Other accrued expenses | 1,337 | 1,337 | 1,008 | |||
Liabilities from discontinued operations | $ 1,337 | $ 1,337 | $ 1,008 |
ACQUISITIONS_ (Details)
ACQUISITIONS: (Details) - USD ($) $ in Thousands | Dec. 01, 2015 | Dec. 31, 2015 | Dec. 31, 2014 | Mar. 31, 2015 |
Purchase price allocation | ||||
Goodwill | $ 497,628 | $ 497,362 | ||
Net cash paid in acquisitions | $ 5,386 | $ 265,672 | ||
Allant Television Division | ||||
Purchase price allocation | ||||
Accounts receivable | $ 499 | |||
Developed technology | 2,700 | |||
Other intangible assets | 1,400 | |||
Goodwill | 1,377 | |||
Total assets | 5,976 | |||
Accounts payable | (590) | |||
Net cash paid in acquisitions | $ 5,386 |
OTHER CURRENT AND NONCURRENT 45
OTHER CURRENT AND NONCURRENT ASSETS: (Details) - USD ($) $ in Thousands | Dec. 31, 2015 | Mar. 31, 2015 |
Other current assets | ||
Prepaid expenses | $ 23,078 | $ 20,684 |
Assets of non-qualified retirement plan | 12,731 | 14,174 |
Other miscellaneous assets | 109 | 117 |
Other current assets | 35,918 | 34,975 |
Other noncurrent assets | ||
Acquired intangible assets, net | 20,594 | 22,902 |
Deferred data acquisitions costs | 1,836 | 2,347 |
Deferred expenses | 4,246 | 5,078 |
Other miscellaneous noncurrent assets | 3,373 | 2,954 |
Noncurrent assets | $ 30,049 | $ 33,281 |
GOODWILL_ (Details)
GOODWILL: (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended |
Dec. 31, 2015 | Dec. 31, 2015 | |
Goodwill | ||
Goodwill at the beginning of the period | $ 497,362 | |
Impairment | (502) | |
Acquisition of addressable television assets of Allant | 1,377 | |
Change in foreign currency translation adjustment | (609) | |
Goodwill at the end of the period | $ 497,628 | 497,628 |
United States | ||
Goodwill | ||
Goodwill at the end of the period | 481,188 | 481,188 |
APAC | ||
Goodwill | ||
Goodwill at the end of the period | 16,440 | 16,440 |
Brazil | ||
Goodwill information | ||
Asset impairment charges | 700 | |
Impairment of property and equipment, and other long-lived assets | 200 | |
Goodwill | ||
Impairment | 500 | |
Marketing services and audience solutions | ||
Goodwill | ||
Goodwill at the beginning of the period | 402,645 | |
Impairment | (502) | |
Reallocation of segments | (402,143) | |
Change in foreign currency translation adjustment | 0 | |
Goodwill at the end of the period | 0 | 0 |
Marketing Services | ||
Goodwill | ||
Reallocation of segments | 124,627 | |
Change in foreign currency translation adjustment | (291) | |
Goodwill at the end of the period | 124,336 | 124,336 |
Marketing Services | United States | ||
Goodwill | ||
Goodwill at the end of the period | 116,594 | 116,594 |
Marketing Services | APAC | ||
Goodwill | ||
Goodwill at the end of the period | 7,742 | 7,742 |
Audience Solutions | ||
Goodwill | ||
Reallocation of segments | 277,516 | |
Acquisition of addressable television assets of Allant | 1,377 | |
Change in foreign currency translation adjustment | (219) | |
Goodwill at the end of the period | 278,674 | 278,674 |
Audience Solutions | United States | ||
Goodwill | ||
Goodwill at the end of the period | 273,430 | 273,430 |
Audience Solutions | APAC | ||
Goodwill | ||
Goodwill at the end of the period | 5,244 | 5,244 |
Connectivity | ||
Goodwill | ||
Goodwill at the beginning of the period | 94,717 | |
Change in foreign currency translation adjustment | (99) | |
Goodwill at the end of the period | 94,618 | 94,618 |
Connectivity | United States | ||
Goodwill | ||
Goodwill at the end of the period | 91,164 | 91,164 |
Connectivity | APAC | ||
Goodwill | ||
Goodwill at the end of the period | $ 3,454 | $ 3,454 |
PROPERTY AND EQUIPMENT_ (Detail
PROPERTY AND EQUIPMENT: (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2015 | Dec. 31, 2014 | Mar. 31, 2015 | |
Property and Equipment | |||||
Property and equipment, gross | $ 520,262 | $ 520,262 | $ 505,721 | ||
Less accumulated depreciation and amortization | 341,868 | 341,868 | 329,467 | ||
Property and equipment, net | 178,394 | 178,394 | 176,254 | ||
Depreciation expense on property and equipment | 10,000 | $ 9,200 | 29,800 | $ 25,800 | |
Land | |||||
Property and Equipment | |||||
Property and equipment, gross | 6,737 | 6,737 | 6,737 | ||
Buildings and improvements | |||||
Property and Equipment | |||||
Property and equipment, gross | 219,846 | 219,846 | 202,439 | ||
Data processing equipment | |||||
Property and Equipment | |||||
Property and equipment, gross | 254,597 | 254,597 | 245,538 | ||
Office furniture and other equipment | |||||
Property and Equipment | |||||
Property and equipment, gross | $ 39,082 | $ 39,082 | $ 51,007 |
LONG-TERM DEBT_ (Details)
LONG-TERM DEBT: (Details) - USD ($) $ in Thousands | Jul. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2015 | Dec. 31, 2014 | Mar. 31, 2015 | Sep. 30, 2015 | Mar. 10, 2014 |
Long-term debt | |||||||
Total long-term debt and capital leases | $ 200,904 | $ 280,087 | |||||
Less current installments | 32,223 | 32,232 | |||||
Long-term debt, excluding current installments | 168,681 | 247,855 | |||||
Existing debt repaid with proceeds of term loan | 79,183 | $ 18,254 | |||||
LIBOR rate (as a percent) | 0.54% | ||||||
ITO | |||||||
Long-term debt | |||||||
Allocated interest expense | $ 300 | 400 | $ 1,000 | ||||
Interest rate swap | March 10, 2014 derivative agreement | Cash flow hedge | |||||||
Long-term debt | |||||||
Fixed interest rate payable on swap (as a percent) | 0.98% | ||||||
Notional amount of derivative | $ 50,000 | ||||||
Fair market value of the derivative | 0 | ||||||
Unrealized loss of the derivative recorded in other comprehensive income (loss) | 100 | ||||||
LIBOR | Interest rate swap | March 10, 2014 derivative agreement | |||||||
Long-term debt | |||||||
Long-term debt variable interest rate description | LIBOR | ||||||
Credit Agreement | |||||||
Long-term debt | |||||||
Outstanding letters of credit | $ 2,100 | ||||||
Credit Agreement | ITO | |||||||
Long-term debt | |||||||
Proceeds from sale utilized to repay outstanding indebtedness | $ 55,000 | ||||||
Allocated interest expense | 400 | ||||||
Credit Agreement | ITO | Maximum | |||||||
Long-term debt | |||||||
Maximum amount of common stock that may be repurchased | 100,000 | ||||||
Term loans | |||||||
Long-term debt | |||||||
Total long-term debt and capital leases | 192,500 | 270,000 | |||||
Aggregate amount of borrowing commitment | 300,000 | ||||||
Weighted-average interest rate on long-term debt (as a percent) | 2.60% | ||||||
Term loans | Quarterly installments payable through September 2017 | |||||||
Long-term debt | |||||||
Required quarterly installment payments | 7,500 | ||||||
Term loans | Quarterly installments payable through June 2018 | |||||||
Long-term debt | |||||||
Required quarterly installment payments | 11,300 | ||||||
Term loans | Final payment due on October 9, 2018 | |||||||
Long-term debt | |||||||
Final payment of long-term debt | $ 106,300 | ||||||
Term loans | LIBOR | |||||||
Long-term debt | |||||||
Long-term debt basis spread on variable interest rate (as a percent) | 2.00% | ||||||
Revolving credit facility | |||||||
Long-term debt | |||||||
Aggregate amount of borrowing commitment | $ 300,000 | ||||||
Outstanding revolving credit borrowings | 0 | 0 | |||||
Revolving credit facility dividend restrictions amount, maximum | $ 30,000 | ||||||
Revolving credit facility | LIBOR | |||||||
Long-term debt | |||||||
Long-term debt basis spread on variable interest rate (as a percent) | 2.00% | ||||||
Other debt and long-term liabilities | |||||||
Long-term debt | |||||||
Total long-term debt and capital leases | $ 8,404 | $ 10,087 |
ALLOWANCE FOR DOUBTFUL ACCOUN49
ALLOWANCE FOR DOUBTFUL ACCOUNTS: (Details) - USD ($) $ in Millions | Dec. 31, 2015 | Mar. 31, 2015 |
ALLOWANCE FOR DOUBTFUL ACCOUNTS: | ||
Allowances for doubtful accounts, returns and credits | $ 5.4 | $ 4.4 |
SEGMENT INFORMATION_ (Details)
SEGMENT INFORMATION: (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2015 | Dec. 31, 2014 | |
Revenues: | ||||
Total revenues | $ 221,193 | $ 208,246 | $ 625,433 | $ 599,177 |
Gross profit: | ||||
Total gross profit | 95,458 | 82,439 | 260,677 | 232,848 |
Income (loss) from operations: | ||||
Total income (loss) from operations | (374) | (2,290) | (5,299) | (21,819) |
Gains, losses and other items, net | 4,058 | 3,381 | 8,098 | 11,342 |
Operating segment | ||||
Revenues: | ||||
Total revenues | 221,193 | 208,246 | 625,433 | 599,177 |
Gross profit: | ||||
Total gross profit | 99,956 | 86,645 | 274,979 | 241,608 |
Income (loss) from operations: | ||||
Total income (loss) from operations | 50,017 | 42,976 | 132,196 | 113,704 |
Operating segment | Marketing Services | ||||
Revenues: | ||||
Total revenues | 115,725 | 114,403 | 336,430 | 336,441 |
Gross profit: | ||||
Total gross profit | 38,561 | 41,572 | 112,139 | 120,275 |
Income (loss) from operations: | ||||
Total income (loss) from operations | 20,309 | 21,859 | 55,070 | 63,263 |
Operating segment | Audience Solutions | ||||
Revenues: | ||||
Total revenues | 77,046 | 75,933 | 217,718 | 227,020 |
Gross profit: | ||||
Total gross profit | 45,265 | 39,215 | 121,258 | 116,245 |
Income (loss) from operations: | ||||
Total income (loss) from operations | 30,723 | 28,919 | 80,000 | 84,484 |
Operating segment | Connectivity | ||||
Revenues: | ||||
Total revenues | 28,422 | 17,910 | 71,285 | 35,716 |
Gross profit: | ||||
Total gross profit | 16,130 | 5,858 | 41,582 | 5,088 |
Income (loss) from operations: | ||||
Total income (loss) from operations | (1,015) | (7,802) | (2,874) | (34,043) |
Reconciling items | ||||
Gross profit: | ||||
Purchased intangible asset amortization | 3,754 | 3,783 | 11,262 | 7,673 |
Non-cash stock compensation | 666 | 423 | 1,442 | 1,087 |
Corporate expenses | 78 | 1,598 | ||
Income (loss) from operations: | ||||
Corporate expenses | 34,533 | 29,652 | 94,606 | 96,408 |
Gains, losses and other items, net | 4,058 | 3,381 | 8,098 | 11,342 |
Purchased intangible asset amortization | 3,754 | 3,783 | 11,262 | 7,673 |
Non-cash stock compensation | $ 8,046 | $ 8,450 | $ 23,529 | $ 20,100 |
RESTRUCTURING, IMPAIRMENT AND51
RESTRUCTURING, IMPAIRMENT AND OTHER CHARGES: (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2015 | Dec. 31, 2014 | Mar. 31, 2015 | |
Restructuring activity | |||||
Restructuring charges and adjustments | $ 4,008 | $ 3,381 | $ 7,310 | $ 10,522 | |
Continuing operations | |||||
Restructuring activity | |||||
Balance at the beginning of the period | 12,439 | ||||
Restructuring charges and adjustments | 6,929 | ||||
Payments | (14,529) | ||||
Balance at the end of the period | 4,839 | 4,839 | $ 12,439 | ||
Fiscal 2,016 | |||||
Restructuring activity | |||||
Restructuring charges and adjustments | 7,300 | ||||
Fiscal 2,015 | |||||
Restructuring activity | |||||
Restructuring charges and adjustments | 21,800 | ||||
Associate-related reserves | Continuing operations | |||||
Restructuring activity | |||||
Balance at the beginning of the period | 7,211 | ||||
Restructuring charges and adjustments | 4,961 | ||||
Payments | (10,555) | ||||
Balance at the end of the period | 1,617 | 1,617 | 7,211 | ||
Associate-related reserves | United States, Europe, Brazil and Australia | |||||
Restructuring activity | |||||
Restructuring charges and adjustments | 5,000 | ||||
Associate-related reserves | Fiscal 2016 | |||||
Restructuring activity | |||||
Restructuring charges and adjustments | 800 | ||||
Associate-related reserves | Fiscal 2015 | |||||
Restructuring activity | |||||
Restructuring charges and adjustments | 13,300 | ||||
Associate-related reserves | Fiscal 2015 | United States, Australia, China and Europe | |||||
Restructuring activity | |||||
Restructuring charges and adjustments | 13,300 | ||||
Balance at the end of the period | 800 | 800 | |||
Associate-related reserves | Fiscal 2014 | United States, Australia, China and Europe | |||||
Restructuring activity | |||||
Restructuring charges and adjustments | 700 | ||||
Ongoing contract costs | Continuing operations | |||||
Restructuring activity | |||||
Balance at the beginning of the period | 5,228 | ||||
Restructuring charges and adjustments | 1,968 | ||||
Payments | (3,974) | ||||
Balance at the end of the period | 3,222 | 3,222 | 5,228 | ||
Ongoing contract costs | Discontinued Operations | |||||
Restructuring activity | |||||
Balance at the beginning of the period | 8,422 | ||||
Disposal | (7,946) | ||||
Payments | (476) | ||||
Balance at the end of the period | 8,422 | ||||
Ongoing contract costs | Fiscal 2016 | |||||
Restructuring activity | |||||
Restructuring charges and adjustments | 300 | ||||
Balance at the end of the period | 200 | 200 | |||
Ongoing contract costs | Fiscal 2016 | France | |||||
Restructuring activity | |||||
Restructuring charges and adjustments | 1,400 | ||||
Ongoing contract costs | Fiscal 2015 | |||||
Restructuring activity | |||||
Restructuring charges and adjustments | 300 | 6,500 | |||
Balance at the end of the period | $ 3,000 | 3,000 | |||
Ongoing contract costs | Fiscal 2015 | Gains, losses and other items, net | |||||
Restructuring activity | |||||
Restructuring charges and adjustments | 6,500 | ||||
Write-off of leasehold improvements | Fiscal 2016 | |||||
Restructuring activity | |||||
Restructuring charges and adjustments | $ 300 | ||||
Write-off of leasehold improvements | Fiscal 2015 | |||||
Restructuring activity | |||||
Restructuring charges and adjustments | $ 2,000 |
RESTRUCTURING, IMPAIRMENT AND52
RESTRUCTURING, IMPAIRMENT AND OTHER CHARGES: (Details 2) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2015 | Dec. 31, 2014 | |
Gains, Losses and Other Items | ||||
Restructuring charges and adjustments | $ 4,008 | $ 3,381 | $ 7,310 | $ 10,522 |
LiveRamp acquisition-related costs | 820 | |||
Impairment of goodwill and other assets | 706 | |||
Other | 50 | 82 | ||
Gains, losses and other items, net | $ 4,058 | $ 3,381 | $ 8,098 | $ 11,342 |
COMMITMENTS AND CONTINGENCIES_
COMMITMENTS AND CONTINGENCIES: (Details) - Operating lease and licensing agreements - Continuing operations $ in Millions | 9 Months Ended |
Dec. 31, 2015USD ($) | |
Commitments | |
Future commitment for lease payments under noncancellable operating leases | 25 years |
Future commitment for lease payments under noncancellable operating leases | $ 88.4 |
COMMITMENTS AND CONTINGENCIES54
COMMITMENTS AND CONTINGENCIES: (Details 2) $ in Millions | Dec. 31, 2015USD ($) |
Loan guarantees | |
Commitments | |
Maximum potential future payments under guarantees of third-party indebtedness | $ 0.6 |
INCOME TAX_ (Details)
INCOME TAX: (Details) $ in Millions | 3 Months Ended |
Dec. 31, 2015USD ($) | |
INCOME TAXES: | |
Income tax benefit attributable to the retroactive and permanent reinstatement of the U.S. research tax credit | $ 1.5 |
FINANCIAL INSTRUMENTS_ (Details
FINANCIAL INSTRUMENTS: (Details) - USD ($) $ in Thousands | Dec. 31, 2015 | Mar. 31, 2015 |
Fair value of assets and liabilities | ||
Other current assets | $ 35,918 | $ 34,975 |
Fair value measurements on recurring basis | Total | ||
Fair value of assets and liabilities | ||
Other current assets | 12,731 | |
Total assets | 12,731 | |
Other accrued expenses | 52 | |
Total liabilities | 52 | |
Fair value measurements on recurring basis | Level 1 | ||
Fair value of assets and liabilities | ||
Other current assets | 12,731 | |
Total assets | 12,731 | |
Fair value measurements on recurring basis | Level 2 | ||
Fair value of assets and liabilities | ||
Other accrued expenses | 52 | |
Total liabilities | $ 52 |