Document_and_Entity_Informatio
Document and Entity Information (USD $) | 12 Months Ended | ||
Mar. 31, 2014 | 27-May-14 | Sep. 30, 2013 | |
Document and Entity Information [Abstract] | ' | ' | ' |
Entity Registrant Name | 'COMPUWARE CORP | ' | ' |
Entity Central Index Key | '0000859014 | ' | ' |
Current Fiscal Year End Date | '--03-31 | ' | ' |
Entity Well-known Seasoned Issuer | 'No | ' | ' |
Entity Voluntary Filers | 'No | ' | ' |
Entity Current Reporting Status | 'Yes | ' | ' |
Entity Filer Category | 'Large Accelerated Filer | ' | ' |
Entity Public Float | ' | ' | $2,407,256,009 |
Entity Common Stock, Shares Outstanding | ' | 219,677,822 | ' |
Document Fiscal Year Focus | '2014 | ' | ' |
Document Fiscal Period Focus | 'FY | ' | ' |
Document Type | '10-K | ' | ' |
Amendment Flag | 'false | ' | ' |
Document Period End Date | 31-Mar-14 | ' | ' |
CONSOLIDATED_BALANCE_SHEETS
CONSOLIDATED BALANCE SHEETS (USD $) | Mar. 31, 2014 | Mar. 31, 2013 |
In Thousands, unless otherwise specified | ||
CURRENT ASSETS: | ' | ' |
Cash and cash equivalents | $300,059 | $89,873 |
Accounts receivable, net | 385,232 | 424,587 |
Deferred tax asset, net (Note 14) | 35,871 | 37,618 |
Income taxes refundable | 4,161 | 4,951 |
Prepaid expenses and other current assets | 27,231 | 36,210 |
Total current assets | 752,554 | 593,239 |
PROPERTY AND EQUIPMENT, LESS ACCUMULATED DEPRECIATION AND AMORTIZATION (Notes 3 and 6) | 287,013 | 302,492 |
CAPITALIZED SOFTWARE AND OTHER INTANGIBLE ASSETS, NET (Notes 3 and 8) | 98,762 | 116,663 |
OTHER: | ' | ' |
Accounts receivable | 168,875 | 174,891 |
Goodwill (Notes 3 and 8) | 648,546 | 722,042 |
Deferred tax asset, net (Note 14) | 16,514 | 31,754 |
Other assets (Note 7) | 24,845 | 32,201 |
Total other assets | 858,780 | 960,888 |
TOTAL ASSETS | 1,997,109 | 1,973,282 |
CURRENT LIABILITIES: | ' | ' |
Accounts payable | 14,251 | 18,717 |
Accrued expenses | 76,284 | 74,343 |
Accrued bonuses and commissions | 31,168 | 29,651 |
Income taxes payable | 33,093 | 14,507 |
Deferred revenue | 382,558 | 417,862 |
Total current liabilities | 537,354 | 555,080 |
LONG TERM DEBT (Note 10) | 0 | 18,000 |
DEFERRED REVENUE | 302,565 | 310,453 |
ACCRUED EXPENSES | 19,765 | 27,873 |
DEFERRED TAX LIABILITY, NET (Note 14) | 36,391 | 63,650 |
Total liabilities | 896,075 | 975,056 |
COMMITMENTS AND CONTINGENCIES (Note 17) | ' | ' |
SHAREHOLDERS' EQUITY: | ' | ' |
Preferred stock, no par value - authorized 5,000,000 shares, none issued and outstanding in 2014 and 2013 (Note 11) | 0 | 0 |
Common stock, $.01 par value - authorized 1,600,000,000 shares; issued and outstanding 219,340,085 and 213,218,048 shares in 2014 and 2013, respectively (Notes 11 and 18) | 2,193 | 2,132 |
Additional paid-in capital | 828,264 | 713,580 |
Retained earnings | 257,236 | 301,298 |
Accumulated other comprehensive loss | -6,915 | -18,784 |
Total Compuware shareholders' equity | 1,080,778 | 998,226 |
Non-controlling interest | 20,256 | 0 |
Total shareholders' equity | 1,101,034 | 998,226 |
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY | $1,997,109 | $1,973,282 |
CONSOLIDATED_BALANCE_SHEETS_Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) (USD $) | Mar. 31, 2014 | Mar. 31, 2013 |
SHAREHOLDERS' EQUITY: [Abstract] | ' | ' |
Preferred stock, par value (in dollars per share) | $0 | $0 |
Preferred stock, shares authorized (in shares) | 5,000,000 | 5,000,000 |
Preferred stock, shares issued (in shares) | 0 | 0 |
Preferred stock, shares outstanding (in shares) | 0 | 0 |
Common stock, par value (in dollars per share) | $0.01 | $0.01 |
Common stock, shares authorized (in shares) | 1,600,000,000 | 1,600,000,000 |
Common stock, shares issued (in shares) | 219,340,085 | 213,218,048 |
Common stock, shares outstanding (in shares) | 219,340,085 | 213,218,048 |
CONSOLIDATED_STATEMENTS_OF_OPE
CONSOLIDATED STATEMENTS OF OPERATIONS (USD $) | 12 Months Ended | ||
In Thousands, except Per Share data, unless otherwise specified | Mar. 31, 2014 | Mar. 31, 2013 | Mar. 31, 2012 |
REVENUES: | ' | ' | ' |
Software license fees | $159,197 | $159,093 | $195,751 |
Maintenance fees | 353,374 | 361,359 | 380,968 |
Subscription fees | 80,857 | 79,862 | 76,246 |
Services fees | 30,193 | 32,896 | 36,795 |
Application services fees | 97,135 | 90,694 | 73,731 |
Total revenues | 720,756 | 723,904 | 763,491 |
OPERATING EXPENSES: | ' | ' | ' |
Cost of software license fees | 20,310 | 18,986 | 16,391 |
Cost of maintenance fees | 28,387 | 31,621 | 34,715 |
Cost of subscription fees | 32,406 | 30,264 | 29,102 |
Cost of services | 25,662 | 31,777 | 36,276 |
Cost of application services | 117,155 | 83,298 | 72,384 |
Technology development and support | 86,181 | 95,356 | 94,233 |
Sales and marketing | 216,115 | 220,714 | 242,211 |
Administrative and general | 134,695 | 153,733 | 154,366 |
Restructuring costs (Note 9) | 11,990 | 15,751 | ' |
Total operating expenses | 672,901 | 681,500 | 679,678 |
INCOME FROM CONTINUING OPERATIONS | 47,855 | 42,404 | 83,813 |
OTHER INCOME (EXPENSE) | ' | ' | ' |
Interest expense | -1,104 | -1,856 | -3,161 |
Interest income | 1,948 | 2,010 | 3,684 |
Other, net (Note 7) | 2,444 | -1,324 | 1,110 |
Other income (expense), net | 3,288 | -1,170 | 1,633 |
Total income from continuing operations before income tax provision | 51,143 | 41,234 | 85,446 |
INCOME TAX PROVISION - CONTINUING OPERATIONS | 12,944 | 15,917 | 22,005 |
INCOME FROM CONTINUING OPERATIONS INCLUDING NON-CONTROLLING INTEREST | 38,199 | 25,317 | 63,441 |
INCOME (LOSS) FROM DISCONTINUED OPERATIONS, NET OF TAX (Note 2) | 29,926 | -42,568 | 24,930 |
NET INCOME (LOSS) INCLUDING NON-CONTROLLING INTEREST | 68,125 | -17,251 | 88,371 |
Less: Net loss attributable to the non-controlling interest in Covisint Corporation | -3,458 | 0 | 0 |
NET INCOME (LOSS) ATTRIBUTABLE TO COMPUWARE CORPORATION | $71,583 | ($17,251) | $88,371 |
Basic earnings (loss) per share | ' | ' | ' |
Continuing operations (in dollars per share) | $0.19 | $0.12 | $0.29 |
Discontinued operations (in dollars per share) | $0.14 | ($0.20) | $0.11 |
Net income (loss) attributable to Compuware Corporation common shareholders (in dollars per share) (Note 13) | $0.33 | ($0.08) | $0.40 |
Diluted earnings (loss) per share | ' | ' | ' |
Continuing operations (in dollars per share) | $0.19 | $0.12 | $0.29 |
Discontinued operations (in dollars per share) | $0.13 | ($0.20) | $0.11 |
Diluted earnings (loss) per share (in dollars per share) | $0.32 | ($0.08) | $0.40 |
CONSOLIDATED_STATEMENTS_OF_COM
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Mar. 31, 2014 | Mar. 31, 2013 | Mar. 31, 2012 |
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME [Abstract] | ' | ' | ' |
NET INCOME (LOSS) INCLUDING NON-CONTROLLING INTEREST | $68,125 | ($17,251) | $88,371 |
OTHER COMPREHENSIVE INCOME (LOSS) BEFORE TAX | ' | ' | ' |
Foreign currency translation adjustments | 15,574 | -10,473 | -19,231 |
TAX ATTRIBUTES OF ITEMS IN OTHER COMPREHENSIVE INCOME (LOSS) | ' | ' | ' |
Foreign currency translation adjustments | 3,705 | -2,239 | -9,422 |
OTHER COMPREHENSIVE INCOME (LOSS), NET OF TAX | 11,869 | -8,234 | -9,809 |
COMPREHENSIVE INCOME (LOSS) INCLUDING NON-CONTROLLING INTEREST | 79,994 | -25,485 | 78,562 |
Less: Net loss attributable to the non-controlling interest in Covisint Corporation | -3,458 | 0 | 0 |
Less: Other comprehensive loss attributable to the non-controlling interest in Covisint Corp. | -6 | 0 | 0 |
COMPREHENSIVE INCOME (LOSS) ATTRIBUTABLE TO COMPUWARE CORPORATION | $83,458 | ($25,485) | $78,562 |
CONSOLIDATED_STATEMENTS_OF_SHA
CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY (USD $) | Common Stock [Member] | Additional Paid-in Capital [Member] | Retained Earnings [Member] | Accumulated Other Comprehensive Income (Loss) [Member] | Total Compuware Shareholders' Equity [Member] | Non-controlling Interest [Member] | Total Shareholders' Equity [Member] | Total |
In Thousands, except Share data, unless otherwise specified | ||||||||
BALANCE at Mar. 31, 2011 | $2,177 | $654,109 | $297,067 | ($741) | $952,612 | $0 | $952,612 | ' |
BALANCE (in shares) at Mar. 31, 2011 | 217,720,539 | ' | ' | ' | ' | ' | ' | ' |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ' | ' | ' | ' | ' | ' | ' | ' |
Net income (loss) | ' | ' | 88,371 | ' | 88,371 | ' | 88,371 | 88,371 |
Foreign currency translation, net of tax | ' | ' | ' | -9,809 | -9,809 | ' | -9,809 | ' |
Issuance of common stock | 4 | 2,807 | ' | ' | 2,811 | ' | 2,811 | ' |
Issuance of common stock (in shares) | 351,496 | ' | ' | ' | ' | ' | ' | ' |
Repurchase of common stock | -24 | -7,500 | -13,030 | ' | -20,554 | ' | -20,554 | ' |
Repurchase of common stock (in shares) | -2,407,655 | ' | ' | ' | ' | ' | ' | -2,300,000 |
Exercise/release of employee stock awards and related tax benefit (Note 18) | 18 | 11,764 | ' | ' | 11,782 | ' | 11,782 | ' |
Exercise/release of employee stock awards and related tax benefit (Note 18) (in shares) | 1,841,939 | ' | ' | ' | ' | ' | ' | ' |
Stock awards compensation and other, net | ' | 24,724 | ' | ' | 24,724 | ' | 24,724 | ' |
BALANCE at Mar. 31, 2012 | 2,175 | 685,904 | 372,408 | -10,550 | 1,049,937 | 0 | 1,049,937 | ' |
BALANCE (in shares) at Mar. 31, 2012 | 217,506,319 | ' | ' | ' | ' | ' | ' | ' |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ' | ' | ' | ' | ' | ' | ' | ' |
Net income (loss) | ' | ' | -17,251 | ' | -17,251 | ' | -17,251 | -17,251 |
Foreign currency translation, net of tax | ' | ' | ' | -8,234 | -8,234 | ' | -8,234 | ' |
Issuance of common stock | 3 | 2,768 | ' | ' | 2,771 | ' | 2,771 | ' |
Issuance of common stock (in shares) | 295,478 | ' | ' | ' | ' | ' | ' | ' |
Repurchase of common stock | -88 | -28,169 | -53,859 | ' | -82,116 | ' | -82,116 | ' |
Repurchase of common stock (in shares) | -8,760,412 | ' | ' | ' | ' | ' | ' | -8,600,000 |
Exercise/release of employee stock awards and related tax benefit (Note 18) | 42 | 21,400 | ' | ' | 21,442 | ' | 21,442 | ' |
Exercise/release of employee stock awards and related tax benefit (Note 18) (in shares) | 4,176,663 | ' | ' | ' | ' | ' | ' | ' |
Stock awards compensation and other, net | ' | 31,677 | ' | ' | 31,677 | ' | 31,677 | ' |
BALANCE at Mar. 31, 2013 | 2,132 | 713,580 | 301,298 | -18,784 | 998,226 | 0 | 998,226 | 998,226 |
BALANCE (in shares) at Mar. 31, 2013 | 213,218,048 | ' | ' | ' | ' | ' | ' | 213,218,048 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ' | ' | ' | ' | ' | ' | ' | ' |
Net income (loss) | ' | ' | 71,583 | ' | 71,583 | -3,458 | 68,125 | 71,583 |
Foreign currency translation, net of tax | ' | ' | ' | 11,869 | 11,869 | -6 | 11,863 | ' |
Cash dividends declared ($0.50 per share) | ' | 1,045 | -109,216 | ' | -108,171 | ' | -108,171 | ' |
Impact of equity transactions of non-controlling interest | ' | -10,589 | ' | ' | -10,589 | 10,589 | 0 | ' |
Issuance of common stock | 2 | 2,527 | ' | ' | 2,529 | ' | 2,529 | ' |
Issuance of common stock (in shares) | 242,060 | ' | ' | ' | ' | ' | ' | ' |
Issuance of Covisint common stock | ' | 53,191 | ' | ' | 53,191 | 13,131 | 66,322 | ' |
Repurchase of common stock | -3 | -2,900 | -6,429 | ' | -9,332 | ' | -9,332 | ' |
Repurchase of common stock (in shares) | -300,000 | ' | ' | ' | ' | ' | ' | -300,000 |
Exercise/release of employee stock awards and related tax benefit (Note 18) | 62 | 36,033 | ' | ' | 36,095 | ' | 36,095 | ' |
Exercise/release of employee stock awards and related tax benefit (Note 18) (in shares) | 6,179,977 | ' | ' | ' | ' | ' | ' | ' |
Stock awards compensation and other, net | ' | 35,377 | ' | ' | 35,377 | ' | 35,377 | ' |
BALANCE at Mar. 31, 2014 | $2,193 | $828,264 | $257,236 | ($6,915) | $1,080,778 | $20,256 | $1,101,034 | $1,101,034 |
BALANCE (in shares) at Mar. 31, 2014 | 219,340,085 | ' | ' | ' | ' | ' | ' | 219,340,085 |
CONSOLIDATED_STATEMENTS_OF_SHA1
CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY (Parenthetical) (USD $) | 12 Months Ended |
Mar. 31, 2014 | |
Cash dividend per share (in dollars per share) | $0.50 |
CONSOLIDATED_STATEMENTS_OF_CAS
CONSOLIDATED STATEMENTS OF CASH FLOWS (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Mar. 31, 2014 | Mar. 31, 2013 | Mar. 31, 2012 |
CASH FLOWS PROVIDED BY OPERATING ACTIVITIES: | ' | ' | ' |
Net income (loss) including non-controlling interest | $68,125 | ($17,251) | $88,371 |
Adjustments to reconcile net income (loss) to cash provided by operations: | ' | ' | ' |
Depreciation and amortization | 63,427 | 65,919 | 60,551 |
Goodwill impairment | 0 | 71,840 | 0 |
Gain on divestiture of business segments | -34,195 | 0 | 0 |
Stock award compensation | 40,881 | 31,677 | 24,724 |
Deferred income taxes | -14,112 | -8,724 | 25,531 |
Other | -4,593 | 3,520 | 323 |
Net change in assets and liabilities, net of effects from acquisitions, divestitures and currency fluctuations: | ' | ' | ' |
Accounts receivable | 10,900 | 50,131 | 18,852 |
Prepaid expenses and other assets | 9,121 | 8,359 | -3,831 |
Accounts payable and accrued expenses | -9,450 | -12,611 | 11,566 |
Deferred revenue | 15,837 | -78,869 | -31,619 |
Income taxes | 15,585 | 18,421 | -14,827 |
Net cash provided by operating activities | 161,526 | 132,412 | 179,641 |
CASH FLOWS PROVIDED BY (USED IN) INVESTING ACTIVITIES: | ' | ' | ' |
Purchase of businesses, net of cash acquired | 0 | 0 | -249,337 |
Purchase of property and equipment | -15,535 | -24,274 | -19,266 |
Purchase of capitalized software | -23,443 | -31,797 | -27,436 |
Net proceeds from divestiture of business segments | 112,000 | 0 | 0 |
Other | 3,418 | 812 | -900 |
Net cash provided by (used in) investing activities | 76,440 | -55,259 | -296,939 |
CASH FLOWS PROVIDED BY (USED IN) FINANCING ACTIVITIES: | ' | ' | ' |
Proceeds from borrowings on credit facility | 51,000 | 142,800 | 180,200 |
Payments on credit facility | -69,000 | -169,800 | -135,200 |
Net proceeds from exercise of stock awards including excess tax benefits | 39,012 | 23,419 | 11,151 |
Employee contribution to common stock purchase plans | 2,401 | 2,804 | 2,824 |
Repurchase of common stock | -9,712 | -81,741 | -20,554 |
Dividends | -108,171 | 0 | 0 |
Covisint IPO proceeds | 68,448 | 0 | 0 |
Other | -1,412 | -714 | 0 |
Net cash provided by (used in) financing activities | -27,434 | -83,232 | 38,421 |
EFFECT OF EXCHANGE RATE CHANGES ON CASH | -346 | -3,228 | -2,187 |
NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS | 210,186 | -9,307 | -81,064 |
CASH AND CASH EQUIVALENTS AT BEGINNING OF YEAR | 89,873 | 99,180 | 180,244 |
CASH AND CASH EQUIVALENTS AT END OF YEAR | 300,059 | 89,873 | 99,180 |
SUPPLEMENTAL DISCLOSURES OF NON-CASH FINANCING ACTIVITIES: | ' | ' | ' |
Cashless exercise of stock options | $0 | $1,177 | $4,802 |
SUMMARY_OF_SIGNIFICANT_ACCOUNT
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 12 Months Ended | ||||||||||||
Mar. 31, 2014 | |||||||||||||
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES [Abstract] | ' | ||||||||||||
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | ' | ||||||||||||
1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | |||||||||||||
Business | |||||||||||||
Compuware Corporation (the “Company”, “Compuware”, “we”, “our” and “us”) is a leading provider of software and supporting services in three business segments: (1) Application Performance Management (“APM”); (2) Mainframe Productivity and Performance (“MF”); and (3) Application Services (“Covisint” or “AS”). The Company’s APM solutions help customers optimize the user experience, performance, availability and quality of enterprise, web, mobile and cloud-based applications. The Company’s Mainframe solutions improve the productivity and performance of the mainframe platform while helping reduce associated costs. Covisint enables customers to securely share and integrate vital information and processes across users, business partners, customers, vendors and suppliers. | |||||||||||||
The Company delivers these solutions primarily as “on-premises” software that is installed and operates on the Company’s customers’ owned hardware and applications and through a Software-as-a-Service (“SaaS”) model in which the Company’s software solutions are accessed through its hosted networks. | |||||||||||||
The Company’s products and services are offered worldwide to the largest IT organizations across a broad spectrum of technologies, including mainframe, distributed, Internet and mobile platforms and provide the following capabilities: | |||||||||||||
· | The Company’s APM solutions are designed to offer a complete view of the performance of applications – as well as deep-dive problem resolution – across the enterprise and through the Internet for every end user, all from a single dashboard. The Company’s APM solutions also provide visibility into the performance of every transaction, enabling optimal management of key applications throughout the application lifecycle. | ||||||||||||
· | The Company’s Mainframe solutions are designed to optimize developer productivity, reduce costs and improve service quality throughout the application lifecycle of mainframe applications. | ||||||||||||
· | The Company’s secure cloud platform, Covisint application services (“Covisint” or “AS”), enables enterprises to easily and securely connect with and share key information, data and applications with their extended network of customers and business partners. Covisint is growing through a targeted focus on industries including automotive, healthcare, manufacturing and energy that require secure access to and sharing of complex and distributed information, data and applications. | ||||||||||||
Basis of Presentation | |||||||||||||
The consolidated financial statements include the accounts of Compuware and its majority owned subsidiaries after elimination of all intercompany balances and transactions. The financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”), which require management to make estimates and assumptions that affect the reported amounts of assets, liabilities, shareholders’ equity and the disclosure of contingencies at March 31, 2014 and 2013 and the results of operations for the years ended March 31, 2014, 2013 and 2012. While management has based their assumptions and estimates on the facts and circumstances existing at March 31, 2014, final amounts may differ from estimates. | |||||||||||||
The consolidated financial statements, including the comparative periods presented, have been adjusted for business segments that have been treated as discontinued operations through March 31, 2014 in accordance with generally accepted accounting principles. | |||||||||||||
Non-controlling Interest | |||||||||||||
On October 1, 2013, Covisint Corporation (“Covisint), previously a wholly owned subsidiary of Compuware Corporation, issued 7.36 million shares of its common stock in an Initial Public Offering (“IPO”) of its shares at a price to the public of $10 per share. Prior to completion of the Covisint IPO, the Company contributed the assets and liabilities of the Covisint segment to Covisint Corporation. | |||||||||||||
The non-controlling equity interest in Covisint is reflected as non-controlling interest in the accompanying consolidated balance sheets and was $20.3 million as of March 31, 2014. | |||||||||||||
The Covisint IPO was accounted for as an equity transaction in accordance with ASC 810, “Consolidation” and no gain or loss has been recognized as the Company retained the controlling financial interest. | |||||||||||||
As of March 31, 2014, Compuware owned 80.03 percent of the economic and voting interest in Covisint. The Company has announced its intention to effect a tax-free spin-off of its Covisint shares. The Company has received a private letter ruling from the Internal Revenue Service (“IRS”) providing that, subject to certain conditions, the anticipated spin-off will be tax-free to Compuware and its stockholders for U.S. federal income tax purposes. The spin-off or other disposition is subject to various conditions, including Board approval, the receipt of any necessary regulatory or other approvals, the receipt of an opinion of counsel and the existence of satisfactory market conditions. | |||||||||||||
There can be no assurance as to when the proposed spin-off or any other disposition will be completed, if at all. Unless and until Compuware ceases to own a controlling financial interest in Covisint, the Company will consolidate Covisint for financial reporting purposes, with a non-controlling interest adjustment for the economic interest in Covisint that Compuware does not own. | |||||||||||||
In connection with the Covisint IPO, the Company entered into various agreements relating to the separation of the Covisint business from the rest of Compuware’s businesses, including a master separation agreement, an intellectual property agreement, a registration rights agreement, a shared services agreement and a tax sharing agreement. | |||||||||||||
Basis for Revenue Recognition | |||||||||||||
The Company derives its revenue from licensing software products; providing maintenance and support services for those products; providing hosted software; and rendering software related and application services. Our software solutions are comprised of license fees, maintenance fees, subscription fees for hosted software and software related services fees. | |||||||||||||
The Company sometimes enters into arrangements that include both software related deliverables (licensed software products, maintenance services or software related services) and non-software deliverables (hosted software or application services). Our hosted software and application services do not qualify as software deliverables because our license grant does not allow the customer the right or capability to take possession of the software. For arrangements that contain both software and non-software deliverables, in accordance with ASC 605 “Revenue Recognition,” the Company allocates the arrangement consideration to the non-software deliverables as a group, and to the software deliverables as a group (the “Deliverable Groups”). The Company determines the selling price to allocate the arrangement consideration to the Deliverable Groups based on the following hierarchy of evidence: vendor specific objective evidence of selling price (“VSOE,” meaning price when sold separately) if available; third-party evidence of selling price if VSOE is not available; or best estimated selling price if neither VSOE nor third-party evidence is available. The Company currently is unable to establish VSOE or third-party evidence of selling price for either our software related deliverables or our non-software deliverables as a group. Therefore, the best estimate of selling price for each Deliverable Group is determined primarily by considering various factors, including, but not limited to stated renewal rates in a contract, if any, the historical selling price of these deliverables in similar stand-alone transactions and pricing practices. Total arrangement consideration is then allocated on the basis of the Deliverable Group’s relative selling price. | |||||||||||||
Once the Company has allocated the arrangement consideration between the Deliverable Groups, the Company recognizes revenue as described in the respective software license fees, maintenance fees, subscription fees, software related services fees and application services fees sections below. | |||||||||||||
In order for a transaction to be eligible for revenue recognition, the following revenue criteria must be met: persuasive evidence of an arrangement exists, delivery has occurred, the fee is fixed or determinable and collectability is reasonably assured. The Company evaluates collectability based on past customer history, external credit ratings and payment terms within customer agreements. | |||||||||||||
Software license fees | |||||||||||||
The Company's software license agreements provide our customers with a right to use our software perpetually (perpetual licenses) or during a defined term (time-based licenses). | |||||||||||||
Assuming all revenue recognition criteria are met, perpetual license fee revenue is recognized using the residual method, under which the fair value, based on VSOE, of all undelivered elements of the agreement (i.e., maintenance and software related services) is deferred. VSOE is based on rates charged for maintenance and software related services when sold separately. The remaining portion of the fee is recognized as license fee revenue upon delivery of the products. | |||||||||||||
For revenue arrangements where there is a lack of VSOE for any undelivered elements, license fee revenue is deferred and recognized upon delivery of those elements or when VSOE can be established. However, when maintenance or software related services are the only undelivered elements, the license fee revenue is recognized on a ratable basis over the longer of the maintenance term or the period the software related services are expected to be performed. Such transactions include time-based licenses and certain unlimited capacity licenses, as the Company has not established VSOE for the undelivered elements in these arrangements. In order to comply with SEC Regulation S-X, Rule 5-03(b), which requires product, services and other categories of revenue to be displayed separately on the income statement, the Company separates the license fee, maintenance fee and software related services fee associated with these types of arrangements based on its determination of fair value. The Company applies VSOE for maintenance related to perpetual license transactions and stand-alone software related services arrangements as a reasonable and consistent approximation of fair value to separate license fee, maintenance fee and software related services fee revenue for income statement classification purposes. | |||||||||||||
The Company offers flexibility to customers purchasing licenses for its products and related maintenance. Terms of these transactions range from standard perpetual license sales that include one year of maintenance to multi-year (generally two to five years), multi-product contracts. The Company allows deferred payment terms with installments collectable over the term of the contract. Based on the Company’s successful collection history for deferred payments, license fees (net of any financing fees) are generally recognized as revenue as discussed above. In certain transactions where it cannot be concluded that the fee is fixed or determinable due to the nature of the deferred payment terms, the Company recognizes revenue as payments become due. Financing fees are recognized as interest income over the term of the related receivable. | |||||||||||||
Maintenance fees | |||||||||||||
The Company’s maintenance arrangements allow customers to receive technical support and advice, including problem resolution services and assistance in product installation, error corrections and any product enhancements released during the maintenance period. The first year of maintenance is generally included with all license agreements. Maintenance fees are recognized ratably over the term of the maintenance arrangements, which generally range from one to five years. | |||||||||||||
Subscription fees | |||||||||||||
Subscription fees relate to arrangements that permit our customers to access and utilize our hosted software delivered on a software-as-a-service (“SaaS”) basis. Subscription fees are deferred upon contract execution and are recognized ratably over the term of the subscription. | |||||||||||||
Services fees | |||||||||||||
The Company offers implementation, consulting and training services in tandem with the Company’s software solutions. | |||||||||||||
Services fees are generally based on hourly or daily rates. Revenues from services are recognized in the period the services are performed provided that collection of the related receivable is reasonably assured. | |||||||||||||
Application services fees | |||||||||||||
Our application services fees consist of fees related to our Covisint on-demand software including associated services. The arrangements do not provide customers the right to take possession of the software at any time, nor do the arrangements contain rights of return. Many of our application services contracts include a services project fee and a recurring fee for ongoing platform-as-a-service (“PaaS”) operations. Certain services related to these projects have stand-alone value (e.g., other vendors provide similar services) and qualify as a separate unit of accounting. Services that have stand-alone value are recognized as delivered. For those services that do not have stand-alone value, the revenue is deferred and recognized over the longer of the committed term of the subscription agreement (generally one to five years) or the expected period over which the customer will receive benefit (generally five years). For services rendered under fixed-price contracts, revenues are recognized using the proportional performance method and if it is determined that costs will exceed revenue, the expected loss is recorded at the time the loss becomes apparent. The recurring fees are recognized ratably over the applicable service period. | |||||||||||||
Deferred revenue | |||||||||||||
Deferred revenue consists primarily of billed and unbilled maintenance and subscription fees related to the future service period of maintenance and subscription agreements in effect at the reporting date. Deferred license, software related services and application services fees are also included in deferred revenue for those arrangements that are being recognized over time. Sales commission costs that directly relate to revenue transactions that are deferred are recorded as “prepaid expenses and other current assets” or non-current “other assets”, as applicable, in the consolidated balance sheets and recognized as "cost of application services" or “sales and marketing” expenses, as applicable, in the consolidated statements of operations over the revenue recognition period of the related customer contracts. Long term deferred revenue at March 31, 2014 amounted to $302.6 million, of which approximately $162.0 million, $91.6 million, $32.8 million, $12.2 million and $4.0 million are expected to be recognized during fiscal 2016 through fiscal 2020, respectively. | |||||||||||||
Collection and remittance of taxes | |||||||||||||
The Company records the collection of taxes from customers and the remittance of these taxes to governmental authorities on a net basis in its consolidated statements of operations. | |||||||||||||
Cash and Cash Equivalents | |||||||||||||
The Company considers all investments with an original maturity of three months or less to be cash equivalents. | |||||||||||||
Concentration of Credit Risk | |||||||||||||
The Company’s financial instruments that are potentially subject to concentrations of credit risk consist primarily of cash and trade receivables. The Company has cash investment policies which, among other things, limit investments to investment-grade securities. The Company performs ongoing credit evaluations of its customers, and the risk with respect to trade receivables is further mitigated by the diversity, both by geography and by industry, of the customer base. | |||||||||||||
The Company maintains an allowance for doubtful accounts for estimated losses resulting from the inability of customers to make required payments. The Company uses an internal risk rating system to determine a customer's credit risk. This process considers the payment status of the receivable, collection and loss experience associated with other outstanding and previously paid account receivable balances, discussions with the customer, the risk environment of our geographic operations and review of public financial information if available. A receivable is designated a pass rating if no issues are identified during the process, otherwise a watch rating is designated. The allowance is reviewed and adjusted based on the Company’s best estimates. | |||||||||||||
Changes in the allowance for doubtful accounts balance for the years ended March 31, 2014, 2013 and 2012 were as follows (in thousands): | |||||||||||||
Balance at April 1, 2011 | $ | 5,778 | |||||||||||
Decrease in allowance recorded to income | (715 | ) | |||||||||||
Accounts charged against the allowance (1) | (774 | ) | |||||||||||
Balance at March 31, 2012 | 4,289 | ||||||||||||
Increase in allowance recorded to expense | 1,065 | ||||||||||||
Accounts charged against the allowance (1) | (259 | ) | |||||||||||
Balance at March 31, 2013 | 5,095 | ||||||||||||
Decrease in allowance recorded to income | (1,494 | ) | |||||||||||
Accounts charged against the allowance (1) | (660 | ) | |||||||||||
Balance at March 31, 2014 | $ | 2,941 | |||||||||||
-1 | Write-offs related primarily to accounts deemed uncollectible. | ||||||||||||
Property and Equipment | |||||||||||||
The Company states property and equipment at the lower of cost or fair value for impaired assets. Depreciation is recorded using the straight-line method over the estimated useful lives of the related assets, which are generally estimated to be forty years for buildings and three to ten years for furniture and fixtures, computer equipment and software. Leasehold improvements are amortized over the term of the lease, or the estimated life of the improvement, whichever period is less. | |||||||||||||
The Company follows the guidance of ASC 360-10, “Property, Plant and Equipment” to assess potential impairment losses on long-lived assets used in operations. A long-lived asset, or group of assets, to be held and used in the business are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of the asset group may not be recoverable. A long-lived asset group that is not held for sale is considered to be impaired when the asset group is not recoverable, that is when the undiscounted net cash flows expected to be generated by the asset group is less than its carrying amount and the carrying amount of the asset group exceeds its fair value. The Company reviews long-lived assets for impairment at the lowest level for which identifiable cash flows are largely independent of the cash flows of the other assets and liabilities. Certain long-lived assets do not have identifiable cash flows that are largely independent, and in those circumstances, the asset group for that long-lived asset includes all assets and liabilities of the company. | |||||||||||||
As part of the Company’s announced transformation plan, during the fourth quarter of 2014, the Company began to consider various strategic alternatives for certain long-lived assets, which indicated their carrying amount may not be recoverable. The Company, therefore, performed a recoverability test for certain long-lived asset groups currently held and used. The recoverability test indicated that the associated long-lived asset group was not impaired. While the Company believes its judgments and assumptions are reasonable, a change in facts or assumptions underlying certain estimates and judgments made as part of our recoverability test, including the decision to sell certain assets within the asset group, could result in a substantial impairment and would have a negative effect on our results of operations. | |||||||||||||
Capitalized Software | |||||||||||||
The Company’s capitalized software includes the costs of internally developed software technology and software technology purchased through acquisitions and is stated at the lower of unamortized cost or net realizable value. | |||||||||||||
Our internally developed software technology consists of development costs associated with software products to be sold (“software products”) and internal use software associated with our hosted software and application services. | |||||||||||||
The Company begins capitalizing development costs associated with our software products when technological feasibility of the product is established. For our internal use software, capitalization begins during the application development stage. | |||||||||||||
The amortization of capitalized software technology is computed on a project-by-project basis. The annual amortization is the greater of the amount computed using (a) the ratio of current gross revenues compared with the total of current and anticipated future revenues for the software technology or (b) the straight-line method over the remaining estimated economic life of the software technology, including the period being reported on. Amortization begins when the software technology is available for general release to customers. The amortization period for capitalized software is generally three to five years. Amortization of capitalized software technology is recorded as follows in the consolidated statement of operations: (1) amortization of software products licensed to customers for on-premises use is recorded as “cost of software license fees”; (2) amortization of hosted software that is not licensed to customers for on-premises use is recorded as “cost of subscription fees”; and (3) amortization of application services software is recorded as “cost of application services”. | |||||||||||||
Capitalized software is reviewed for impairment annually or when events and circumstances indicate an impairment. Asset impairment charges are recorded when estimated future undiscounted cash flows are not sufficient to recover the carrying value of the capitalized software. The impairment charge is the amount by which the present value of future cash flows is less than the carrying value of these assets. | |||||||||||||
Research and Development | |||||||||||||
Research and development (“R&D”) costs from continuing operations, that include primarily the cost of programming personnel, amounted to $82.2 million, $88.4 million and $72.5 million during fiscal 2014, 2013 and 2012, respectively, of which $23.3 million, $30.0 million and $22.0 million, respectively, was capitalized for internally developed software technology. R&D costs related to our software solutions are reported as “technology development and support” and for our application services network, the costs are reported as “cost of application services” in the consolidated statements of operations. | |||||||||||||
Goodwill and Other Intangible Assets | |||||||||||||
Goodwill and intangible assets with indefinite lives are tested for impairment annually at March 31 or more frequently if management believes indicators of impairment exist. With respect to goodwill, carrying values are compared with fair values, and when the carrying value exceeds the fair value, the carrying value of the impaired goodwill is reduced to fair value. The impairment test involves a two-step process with Step 1 comparing the fair values of the applicable reporting units with their aggregate carrying values, including goodwill. If the carrying amount of a reporting unit exceeds the reporting unit’s fair value, the Company performs Step 2 of the goodwill impairment test to determine the amount of impairment loss by comparing the implied fair value of the respective reporting unit’s goodwill with the carrying amount of that goodwill. | |||||||||||||
Income Taxes | |||||||||||||
The Company accounts for income taxes under the asset and liability method, which requires the recognition of deferred tax assets and liabilities for the expected future tax consequences of events that have been included in the financial statements. Under this method, deferred tax assets and liabilities are determined based on the differences between the financial statements and tax bases of assets and liabilities and net operating loss and credit carryforwards using enacted tax rates in effect for the year in which the differences are expected to reverse. The effect of a change in tax rates on deferred tax assets and liabilities is recognized in the period that includes the enactment date. The Company does not permanently reinvest any earnings in its foreign subsidiaries and recognizes all deferred tax liabilities that arise from outside basis differences in its investment in subsidiaries. | |||||||||||||
The Company records net deferred tax assets to the extent it believes these assets will more likely than not be realized. These deferred tax assets are subject to periodic assessments as to recoverability and if it is determined that it is more likely than not that the benefits will not be realized, valuation allowances are recorded which would increase the provision for income taxes. In making such determination, the Company considers all available positive and negative evidence, including future reversals of existing taxable temporary differences, projected future taxable income, tax planning strategies and recent financial operations. | |||||||||||||
Interest and penalties related to uncertain tax positions are included in the income tax provision. | |||||||||||||
Foreign Currency Translation | |||||||||||||
The Company's foreign subsidiaries use their respective local currency as their functional currency. Accordingly, assets and liabilities in the consolidated balance sheets have been translated at the rate of exchange at the respective balance sheet dates, and revenues and expenses have been translated at average exchange rates prevailing during the period the transactions occurred. Translation adjustments have been excluded from the results of operations and are reported as accumulated other comprehensive income (loss) within our consolidated statements of shareholders’ equity. | |||||||||||||
Stock-Based Compensation | |||||||||||||
Stock award compensation expense is recognized, net of an estimated forfeiture rate, on a straight-line basis over the requisite service period of the award, which is the vesting term. For stock awards which vest more quickly than a straight-line basis, additional expense is taken in the early year(s) to ensure the expense is commensurate with the vest schedule. | |||||||||||||
The Company calculates the fair value of stock option awards using the Black-Scholes option pricing model, which incorporates various assumptions including volatility, expected term, risk-free interest rates and dividend yields. The expected volatility assumption is based on historical volatility of the Company’s common stock over the most recent period commensurate with the expected life of the stock option granted. The Company uses historical volatility because management believes such volatility is representative of prospective trends. The risk-free interest rate assumption is based upon observed interest rates appropriate for the expected life of the stock option awarded. The Company uses the exercise history of comparable grants to determine the expected life of stock options granted. The dividend yield assumption is based on dividends and the market price per share prior to declaration. | |||||||||||||
The following is the average fair value per share estimated on the date of grant and the average assumptions used for each option granted during fiscal 2014, 2013 and 2012: | |||||||||||||
Year Ended March 31, | |||||||||||||
2014 | 2013 (1) | 2012 (1) | |||||||||||
Expected volatility | 39.11 | % | 40.97 | % | 39.96 | % | |||||||
Risk-free interest rate | 1.67 | % | 0.96 | % | 1.65 | % | |||||||
Expected lives at date of grant (in years) | 6.2 | 6.3 | 5.8 | ||||||||||
Weighted average fair value of the options granted | $ | 2.63 | $ | 4.08 | $ | 3.96 | |||||||
Dividend yield assumption (1) | 4.46 | % | 0 | % | 0 | % | |||||||
(1) In January 2013, our Board of Directors announced its intention to begin paying cash dividends totaling $0.50 per share annually. Prior to that, the Company had never paid a dividend or announced any intentions to pay a dividend. | |||||||||||||
The Company measures the grant date fair value of restricted stock units using the Company’s closing common stock price on the trading date immediately preceding the grant date. | |||||||||||||
See note 18 for additional information regarding our stock-based compensation including the impact on net income during the reported periods. | |||||||||||||
Recently Issued Accounting Pronouncements | |||||||||||||
In May 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standard Update (“ASU”) No. 2014-09 “Revenue from Contracts with Customers”. The Company has not yet evaluated the impact of the update on its financial statements. | |||||||||||||
In April 2014, the FASB issued ASU No. 2014-08 "Presentation of Financial Statements and Property, Plant, and Equipment – Reporting Discontinued Operations and Disclosures of Disposals of Components of an Entity". The Company has not yet evaluated the impact of the update on its financial statements. | |||||||||||||
In February 2013, the FASB issued ASU No. 2013-02, “Reporting of Amounts Reclassified Out of Accumulated Other Comprehensive Income”. This ASU requires an entity to provide information about the amounts reclassified out of accumulated other comprehensive income by component. In addition, an entity is required to present, either on the face of the statement where net income is presented or in the notes, significant amounts reclassified out of accumulated other comprehensive income by the respective line items of net income but only if the amount reclassified is required under U.S. GAAP to be reclassified to net income in its entirety in the same reporting period. For other amounts that are not required under U.S. GAAP to be reclassified in their entirety to net income, an entity is required to cross-reference to other disclosures required under U.S. GAAP that provide additional detail about those amounts. The amendments in this Update supersede and replace the presentation requirements for reclassifications out of accumulated other comprehensive income in ASUs 2011-05 (issued in June 2011) and 2011-12 (issued in December 2011) for all public and private organizations. For public entities, the amendments of this ASU are effective prospectively for reporting periods beginning after December 15, 2012. The requirements of this ASU were adopted during the Company's quarter ended March 31, 2013 and did not have a significant impact on its disclosures. | |||||||||||||
In July 2012, the FASB issued ASU No. 2012-02, “Intangibles – Goodwill and Other (Topic 350).” The amendments in this ASU allow an entity to first assess qualitative factors to determine whether the existence of events and circumstances indicates that it is more likely than not that an indefinite-lived intangible asset is impaired. If an entity concludes that it is not more likely than not that the indefinite-lived intangible asset is impaired, then the entity is not required to take further action. However, if an entity concludes otherwise, then it is required to determine the fair value of the indefinite-lived intangible asset and perform the quantitative impairment test by comparing the fair value with the carrying amount in accordance with Subtopic 350-30. This ASU is effective for annual and interim impairment tests performed for fiscal years beginning after September 15, 2012. The requirements of this ASU were adopted during the Company's quarter ended September 30, 2012 and did not have a significant impact on its disclosures. |
DISCONTINUED_OPERATIONS
DISCONTINUED OPERATIONS | 12 Months Ended | ||||||||||||
Mar. 31, 2014 | |||||||||||||
DISCONTINUED OPERATIONS [Abstract] | ' | ||||||||||||
DISCONTINUED OPERATIONS | ' | ||||||||||||
2. DISCONTINUED OPERATIONS | |||||||||||||
On January 31, 2014, the Company and M4 Global Solutions Holding B.V. (the “Buyer”), a private limited liability company incorporated in the Netherlands, completed the initial closing of an Asset Purchase Agreement (“Agreement”), as amended, between the Company and MEP PX Acquisition LLC (“MEP”), a Delaware limited liability company controlled by Marlin Equity Partners. The Buyer is the assignee of MEP’s rights under the Agreement and, like MEP, is controlled by Marlin. The Agreement provided for the acquisition by the Buyer of substantially all of the assets that are primarily related to the Company’s Changepoint, Professional Services and Uniface business segments, and certain liabilities of the acquired business segments. The amended agreement provides for, among other things, multiple subsequent closings in foreign jurisdictions. At the initial closing on January 31, 2014, the relevant assets and liabilities located in the United States, Canada and the Netherlands were acquired by the Buyer and the Buyer paid the full cash payment of $112 million. Substantially all subsequent closings occurred in March 2014. Notwithstanding the subsequent closings with respect to the assets and liabilities located in certain foreign jurisdictions, the Agreement, as amended, provided that for all economic purposes, all benefits and burdens of ownership of the full amount of the purchased assets and liabilities, risk of loss and all profit and loss from the purchased operations after January 31, 2014 belong to the Buyer, and the parties agreed to take certain actions necessary to that end. | |||||||||||||
The disposition resulted in a net gain of $9.5 million, which was presented as part of the income (loss) from discontinued operations, net of tax in the Consolidated Statement of Operations for the year ended March 31, 2014. | |||||||||||||
The Changepoint, Professional Services and Uniface segment results have been presented as discontinued operations for the years ended March 31, 2014, 2013 and 2012. The following table provides the financial results included in income (loss) from discontinued operations, net of tax during the periods presented (in thousands): | |||||||||||||
Year Ended March 31, | |||||||||||||
2014 | 2013 | 2012 | |||||||||||
Revenues | $ | 195,920 | $ | 220,645 | $ | 246,281 | |||||||
Operating expenses | 164,422 | 260,835 | -1 | 203,453 | |||||||||
Income (loss) from operations | 31,498 | (40,190 | ) | 42,828 | |||||||||
Income tax provision | 11,101 | 2,378 | 17,898 | ||||||||||
Net income (loss) from operations | 20,397 | (42,568 | ) | 24,930 | |||||||||
Gain on sale | 34,195 | - | - | ||||||||||
Income tax provision on sale | 24,666 | - | - | ||||||||||
Net gain on sale | 9,529 | - | - | ||||||||||
Income (loss) from discontinued operations, net of tax | $ | 29,926 | $ | (42,568 | ) | $ | 24,930 | ||||||
(1) Operating expenses includes $71.8 million related to a goodwill impairment charge taken during fiscal 2013. |
ACQUISITIONS
ACQUISITIONS | 12 Months Ended | |||||||||
Mar. 31, 2014 | ||||||||||
ACQUISITIONS [Abstract] | ' | |||||||||
ACQUISITIONS | ' | |||||||||
3. ACQUISITIONS | ||||||||||
Acquisitions are accounted for using the acquisition method in accordance with ASC No. 805, “Business Combinations” and, accordingly, the assets and liabilities acquired are recorded at fair value as of the acquisition date. | ||||||||||
dynaTrace software, Inc. | ||||||||||
On July 1, 2011, the Company acquired all of the outstanding capital stock of dynaTrace software, Inc. (“dynaTrace”), through a merger of dynaTrace with a wholly owned subsidiary of the Company, for $255.8 million in cash, plus approximately $300,000 of direct acquisition costs recorded to “administrative and general” expense. dynaTrace was a privately-held company whose technology enables continuous tracking of transactions and provides exact identification of performance problems, enhancing our APM software solutions. The assets and liabilities acquired have been recorded at their estimated fair values as of the purchase date. The purchase price exceeded the estimated fair value of the acquired assets and liabilities by $210.9 million, which was recorded to goodwill. The purchase price was funded with the Company’s existing cash resources and borrowings of $129.5 million under its credit facility described in note 10. | ||||||||||
A summary of the identifiable intangible assets acquired, useful life and amortization method is as follows (in thousands): | ||||||||||
Purchase Price | Useful Life | Amortization | ||||||||
Allocation | (in Years) | Method | ||||||||
Developed technology | $ | 28,500 | 5 | Straight Line | ||||||
Trade names | 9,800 | 3 | Straight Line | |||||||
Customer relationships | 3,700 | 10 | Straight Line | |||||||
Total intangible assets acquired | $ | 42,000 | ||||||||
The remaining acquired assets and liabilities were considered immaterial for additional disclosure. | ||||||||||
The operations of dynaTrace are part of our APM business segment. Therefore, financial activity and goodwill are included in the APM segment and reporting unit, respectively. | ||||||||||
The pre-acquisition results of operations and the post-acquisition revenues and earnings of dynaTrace are considered immaterial for disclosure of supplemental pro forma information. | ||||||||||
Goodwill | ||||||||||
The significant factors that contributed to the Company recording goodwill associated with the acquisition include, but are not limited to, (1) the retention of research and development personnel with the skills to develop future enhancements to the offerings; (2) support personnel to provide maintenance services related to the technology acquired; and (3) the opportunity to sell our enterprise application management solutions to existing customers of dynaTrace. | ||||||||||
The goodwill resulting from the transaction is not deductible for tax purposes. |
FAIR_VALUE_OF_ASSETS_AND_LIABI
FAIR VALUE OF ASSETS AND LIABILITIES | 12 Months Ended | ||||||||||||||||
Mar. 31, 2014 | |||||||||||||||||
FAIR VALUE OF ASSETS AND LIABILITIES [Abstract] | ' | ||||||||||||||||
FAIR VALUE OF ASSETS AND LIABILITIES | ' | ||||||||||||||||
4. FAIR VALUE OF ASSETS AND LIABILITIES | |||||||||||||||||
The carrying value of cash equivalents, current accounts receivable and accounts payable approximate their fair value due to the short-term maturities of these instruments. | |||||||||||||||||
At March 31, 2014, the fair value and carrying amount of non-current receivables were $169.3 million and $168.9 million, respectively, and as of March 31, 2013 were $175.6 million and $174.9 million, respectively. Fair value is estimated by discounting the future cash flows using the current rate at which the Company would finance a similar transaction. Rates are based on level 2 inputs as described below. As of March 31, 2014, non-current accounts receivable amounted to $168.9 million, of which approximately $110.5 million, $41.0 million, $13.7 million, $3.4 million and $333,000 are due in fiscal 2016 through fiscal 2020, respectively. | |||||||||||||||||
The Company reports money market funds and foreign exchange derivatives at fair value on a recurring basis using the following fair value hierarchy: (1) Level 1 - quoted prices in active markets for identical assets or liabilities; (2) Level 2 – inputs other than level 1 that are observable, either directly or indirectly, such as quoted prices for similar assets or liabilities; quoted prices in markets that are not active; or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities; and (3) Level 3 - unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities. | |||||||||||||||||
The following table presents the Company’s assets and liabilities that are measured at fair value on a recurring basis (in thousands): | |||||||||||||||||
As of March 31, 2014 | |||||||||||||||||
Quoted Prices in | Significant | Significant | |||||||||||||||
Active Markets for | Other Observable | Unobservable | |||||||||||||||
Estimated | Identical Assets | Inputs | Inputs | ||||||||||||||
Fair Value | (Level 1) | (Level 2) | (Level 3) | ||||||||||||||
Assets: | |||||||||||||||||
Cash equivalents - money market funds | $ | 232,252 | $ | 232,252 | |||||||||||||
Liabilities: | |||||||||||||||||
Foreign exchange derivatives | $ | 39 | $ | 39 | |||||||||||||
As of March 31, 2013 | |||||||||||||||||
Quoted Prices in | Significant | Significant | |||||||||||||||
Active Markets for | Other Observable | Unobservable | |||||||||||||||
Estimated | Identical Assets | Inputs | Inputs | ||||||||||||||
Fair Value | (Level 1) | (Level 2) | (Level 3) | ||||||||||||||
Assets: | |||||||||||||||||
Cash equivalents - money market funds | $ | 11,525 | $ | 11,525 | |||||||||||||
Foreign exchange derivatives | $ | 31 | $ | 31 | |||||||||||||
Non-financial assets such as goodwill and intangible assets are also subject to nonrecurring fair value measurements if they are deemed to be impaired (see note 8). |
FINANCING_RECEIVABLES
FINANCING RECEIVABLES | 12 Months Ended | ||||||||||||||||||||
Mar. 31, 2014 | |||||||||||||||||||||
FINANCING RECEIVABLES [Abstract] | ' | ||||||||||||||||||||
FINANCING RECEIVABLES | ' | ||||||||||||||||||||
5. FINANCING RECEIVABLES | |||||||||||||||||||||
In accordance with ASU No. 2010-20 “Disclosures about the Credit Quality of Financing Receivables and the Allowance for Credit Losses,” the Company allows deferred payment terms that exceed one year for customers purchasing licenses (perpetual or time-based) for our software products and the related maintenance services (“multi-year deferred payment arrangements”). A financing receivable exists when the license transfers to the customer or the related maintenance service has been provided (i.e., revenue recognition has occurred) prior to the due date of the related receivable. Our products financing receivables primarily consist of the perpetual license portion of outstanding multi-year deferred payment arrangements. | |||||||||||||||||||||
The following is an aged analysis of our products and loans financing receivables based on invoice dates as of March 31, 2014 and March 31, 2013 (in thousands): | |||||||||||||||||||||
As of March 31, 2014 | |||||||||||||||||||||
Greater than | |||||||||||||||||||||
0-29 days past | 30-90 days past | 90 days | Total financing | ||||||||||||||||||
invoice date | invoice date | past invoice date | Unbilled | receivables | |||||||||||||||||
Pass rating | |||||||||||||||||||||
Software products | $ | 2,684 | $ | 628 | $ | 26 | $ | 33,807 | $ | 37,145 | |||||||||||
As of March 31, 2013 | |||||||||||||||||||||
Greater than | |||||||||||||||||||||
0-29 days past | 30-90 days past | 90 days | Total financing | ||||||||||||||||||
invoice date | invoice date | past invoice date | Unbilled | receivables | |||||||||||||||||
Pass rating | |||||||||||||||||||||
Software products | $ | 3,311 | $ | 679 | $ | 1,324 | $ | 42,659 | $ | 47,973 | |||||||||||
Loans | 3,771 | 3,771 | |||||||||||||||||||
Total | 3,311 | 679 | 1,324 | 46,430 | 51,744 | ||||||||||||||||
Watch rating | |||||||||||||||||||||
Software products | 179 | 179 | |||||||||||||||||||
Total financing receivables | $ | 3,311 | $ | 679 | $ | 1,503 | $ | 46,430 | $ | 51,923 | |||||||||||
The Company performs a credit review of its financing receivables each reporting period to determine if an allowance for credit loss is required. As of March 31, 2014, the Company had no financing receivables with a “watch” rating and no allowance for credit losses on our financing receivables. As of March 31, 2013, the allowance for credit losses on our financing receivables was $179,000. See the “concentration of credit risk” section within note 1 for additional information on our credit risk evaluation process and changes to the total accounts receivable allowance for doubtful accounts balance. |
PROPERTY_AND_EQUIPMENT
PROPERTY AND EQUIPMENT | 12 Months Ended | ||||||||
Mar. 31, 2014 | |||||||||
PROPERTY AND EQUIPMENT [Abstract] | ' | ||||||||
PROPERTY AND EQUIPMENT | ' | ||||||||
6. PROPERTY AND EQUIPMENT | |||||||||
Property and equipment, summarized by major classification, was as follows (in thousands): | |||||||||
March 31, | |||||||||
2014 | 2013 | ||||||||
Buildings and improvements | $ | 377,423 | $ | 376,998 | |||||
Leasehold improvements | 10,700 | 17,055 | |||||||
Furniture and fixtures | 50,610 | 57,609 | |||||||
Computer equipment and software | 74,560 | 76,989 | |||||||
513,293 | 528,651 | ||||||||
Less accumulated depreciation and amortization | 226,280 | 226,159 | |||||||
Net property and equipment | $ | 287,013 | $ | 302,492 | |||||
Depreciation and amortization of property and equipment from continuing operations totaled $26.6 million, $32.2 million and $29.3 million for the years ended March 31, 2014, 2013 and 2012, respectively. |
INVESTMENT_IN_PARTIALLY_OWNED_
INVESTMENT IN PARTIALLY OWNED COMPANIES | 12 Months Ended |
Mar. 31, 2014 | |
INVESTMENT IN PARTIALLY OWNED COMPANIES [Abstract] | ' |
INVESTMENT IN PARTIALLY OWNED COMPANIES | ' |
7. INVESTMENT IN PARTIALLY OWNED COMPANIES | |
The Company holds a 33.3% interest in CareTech Solutions, Inc. (“CareTech”), which provides information technology outsourcing for healthcare organizations including data, voice, applications and data center operations. This investment is accounted for under the equity method. | |
At March 31, 2014 and 2013, the Company’s carrying value of its investments in and advances to CareTech was $6.6 million and $9.4 million, respectively. Included in the net investment in CareTech were accounts receivable due from CareTech of $96,000 and $4.3 million at March 31, 2014 and March 31, 2013 respectively. | |
The Company reviewed CareTech’s financial condition at March 31, 2014 and 2013 and concluded that no impairment charge or valuation allowance related to its investment in CareTech was warranted. For the years ended March 31, 2014, 2013 and 2012, the Company recognized income of $1.5 million, $811,000 and $864,000, respectively, from its investment in CareTech. | |
Revenue from continuing operations for the years ended March 31, 2014, 2013 and 2012 included $777,000, $1.1 million and $1.5 million, respectively, from software licenses and maintenance sold to CareTech. | |
The Company also has non-controlling interests in four start-up companies in the Detroit area that provide various technology services, and these investments are accounted for under the equity method. At March 31, 2014 and 2013, the Company’s carrying value of its investments in and advances to these companies was $66,000 and $1.4 million, respectively, which included $205,000 of accounts receivable as of March 31, 2013 and no accounts receivable as of March 31, 2014. During fiscal 2014, 2013 and 2012, the Company recognized losses of $1.7 million, $1.7 million and $159,000, respectively, related to these investments. |
GOODWILL_CAPITALIZED_SOFTWARE_
GOODWILL, CAPITALIZED SOFTWARE AND OTHER INTANGIBLE ASSETS | 12 Months Ended | ||||||||||||||||||||||||
Mar. 31, 2014 | |||||||||||||||||||||||||
GOODWILL, CAPITALIZED SOFTWARE AND OTHER INTANGIBLE ASSETS [Abstract] | ' | ||||||||||||||||||||||||
GOODWILL, CAPITALIZED SOFTWARE AND OTHER INTANGIBLE ASSETS | ' | ||||||||||||||||||||||||
8. GOODWILL, CAPITALIZED SOFTWARE AND OTHER INTANGIBLE ASSETS | |||||||||||||||||||||||||
Goodwill | |||||||||||||||||||||||||
The changes in the carrying amount of goodwill by reporting unit for the years ended March 31, 2014 and 2013 are summarized as follows (in thousands): | |||||||||||||||||||||||||
APM | MF | AS | Discontinued | Total | |||||||||||||||||||||
Operations | |||||||||||||||||||||||||
Goodwill at April 1, 2012 | $ | 477,632 | $ | 140,591 | $ | 25,385 | $ | 158,281 | $ | 801,889 | |||||||||||||||
Impairment charge | $ | (71,840 | ) | $ | (71,840 | ) | |||||||||||||||||||
Effect of foreign currency translation and other | (7,685 | ) | (34 | ) | (288 | ) | $ | (8,007 | ) | ||||||||||||||||
Goodwill at March 31, 2013 | 469,947 | 140,557 | 25,385 | 86,153 | $ | 722,042 | |||||||||||||||||||
Divestiture | $ | (86,153 | ) | $ | (86,153 | ) | |||||||||||||||||||
Effect of foreign currency translation and other | 12,910 | (253 | ) | $ | 12,657 | ||||||||||||||||||||
Goodwill at March 31, 2014 | $ | 482,857 | $ | 140,304 | $ | 25,385 | $ | - | $ | 648,546 | |||||||||||||||
Accumulated impairment charges at April 1, 2012 | $ | - | $ | - | $ | - | $ | - | $ | - | |||||||||||||||
Accumulated impairment charges at March 31, 2013 | $ | - | $ | - | $ | - | $ | (71,840 | ) | $ | (71,840 | ) | |||||||||||||
Accumulated impairment charges at March 31, 2014 | $ | - | $ | - | $ | - | $ | - | $ | - | |||||||||||||||
Impairment evaluation | |||||||||||||||||||||||||
The Company evaluated its goodwill and other intangible assets of all reporting units for impairment as of March 31, 2014 and 2013. When performing the goodwill impairment evaluation, the Company determined the fair value of its APM and Mainframe reporting units using both a discounted cash flow analysis and a market approach (derived from multiples of revenue from comparable companies and with respect to the APM reporting unit, a comparison to market transactions for comparable businesses). The inputs to the valuation include use of market data for comparable companies (level 2), as well as data that is not observable in the market (level 3). The Company determined the fair value of its application services reporting unit based on the market value for the Covisint shares as of March 31, 2014. See note 4 for additional information regarding level of inputs. No reporting units were impaired at March 31, 2014. | |||||||||||||||||||||||||
Capitalized software and other intangible assets | |||||||||||||||||||||||||
The components of the Company’s capitalized software and other intangible assets were as follows (in thousands): | |||||||||||||||||||||||||
As of March 31, 2014 | |||||||||||||||||||||||||
Gross Carrying | Accumulated | Net Carrying | |||||||||||||||||||||||
Amount | Amortization | Amount | |||||||||||||||||||||||
Unamortized intangible assets: | |||||||||||||||||||||||||
Trademark | $ | 358 | $ | 358 | |||||||||||||||||||||
Amortized intangible assets: | |||||||||||||||||||||||||
Capitalized software | |||||||||||||||||||||||||
Internally developed | 225,249 | $ | (165,720 | ) | 59,529 | ||||||||||||||||||||
Purchased | 122,396 | (107,116 | ) | 15,280 | |||||||||||||||||||||
Customer relationship | 47,000 | (24,185 | ) | 22,815 | |||||||||||||||||||||
Other | 20,530 | (19,750 | ) | 780 | |||||||||||||||||||||
Total amortized intangible assets | $ | 415,175 | $ | (316,771 | ) | $ | 98,404 | ||||||||||||||||||
As of March 31, 2013 | |||||||||||||||||||||||||
Gross Carrying | Accumulated | Net Carrying | |||||||||||||||||||||||
Amount | Amortization | Amount | |||||||||||||||||||||||
Unamortized intangible assets: | |||||||||||||||||||||||||
Trademarks | $ | 4,428 | $ | 4,428 | |||||||||||||||||||||
Amortized intangible assets: | |||||||||||||||||||||||||
Capitalized software | |||||||||||||||||||||||||
Internally developed | 243,872 | $ | (184,732 | ) | 59,140 | ||||||||||||||||||||
Purchased | 165,117 | (142,453 | ) | 22,664 | |||||||||||||||||||||
Customer relationship | 52,036 | (25,281 | ) | 26,755 | |||||||||||||||||||||
Other | 19,884 | (16,208 | ) | 3,676 | |||||||||||||||||||||
Total amortized intangible assets | $ | 480,909 | $ | (368,674 | ) | $ | 112,235 | ||||||||||||||||||
Capitalized software includes the costs of internally developed software technology and software technology purchased through acquisitions. Internally developed capitalized software costs and capitalized purchased software technology are being amortized over periods up to five years. | |||||||||||||||||||||||||
Customer relationship agreements are related to acquisition activity and are being amortized over periods up to ten years. | |||||||||||||||||||||||||
Other amortized intangible assets include amortizable trademarks and patents relating to acquisition activity and are being amortized over periods up to three years. | |||||||||||||||||||||||||
Unamortized trademarks were acquired as part of the Covisint and Changepoint acquisitions. These trademarks are deemed to have an indefinite life. | |||||||||||||||||||||||||
Amortization of intangible assets | |||||||||||||||||||||||||
Amortization expense of capitalized software, customer relationship and other intangible assets related to continuing operations were as follows (in thousands): | |||||||||||||||||||||||||
Year ended March 31, (1) | |||||||||||||||||||||||||
2014 | 2013 | 2012 | |||||||||||||||||||||||
Amortized intangible assets: | |||||||||||||||||||||||||
Capitalized software | |||||||||||||||||||||||||
Internally developed | $ | 19,506 | $ | 14,732 | $ | 12,385 | |||||||||||||||||||
Purchased | 8,455 | 9,604 | 8,877 | ||||||||||||||||||||||
Customer relationship | 4,132 | 4,167 | 4,472 | ||||||||||||||||||||||
Other | 3,078 | 3,414 | 3,769 | ||||||||||||||||||||||
Total amortization expense | $ | 35,171 | $ | 31,917 | $ | 29,503 | |||||||||||||||||||
-1 | As discussed in Note 2, we have treated the operations of certain business segments as discontinued operations. The results for all periods have been restated to reflect such treatment. | ||||||||||||||||||||||||
Capitalized software amortization related to our on-premises software is reported as “cost of software license fees”, amortization related to our hosted software is reported as “cost of subscription fees” and amortization related to our application services is reported as “cost of application services” in the consolidated statements of operations. | |||||||||||||||||||||||||
Customer relationship amortization related to our software solutions segments is reported as “sales and marketing” and amortization related to our application services segment is reported as “cost of application services” in the consolidated statements of operations. | |||||||||||||||||||||||||
Amortization expense associated with trademarks and trade names related to our software solutions segments is reported as “cost of software license fees” and amortization related to our application services segment is reported as “cost of application services” in the consolidated statements of operations. | |||||||||||||||||||||||||
Based on the capitalized software, customer relationship and other intangible assets recorded through March 31, 2014, the annual amortization expense over the next five fiscal years and thereafter is expected to be as follows (in thousands): | |||||||||||||||||||||||||
Year Ended March 31, | |||||||||||||||||||||||||
2015 | 2016 | 2017 | 2018 | 2019 | Thereafter | ||||||||||||||||||||
Capitalized software | $ | 27,165 | $ | 23,891 | $ | 14,295 | $ | 6,943 | $ | 2,494 | $ | 21 | |||||||||||||
Customer relationships | 4,142 | 4,142 | 3,978 | 3,834 | 3,834 | 2,885 | |||||||||||||||||||
Other | 780 | - | - | - | - | - | |||||||||||||||||||
Total | $ | 32,087 | $ | 28,033 | $ | 18,437 | $ | 10,612 | $ | 6,328 | $ | 2,907 |
RESTRUCTURING_CHARGES
RESTRUCTURING CHARGES | 12 Months Ended | ||||||||||||||||||||||||||||
Mar. 31, 2014 | |||||||||||||||||||||||||||||
RESTRUCTURING CHARGES [Abstract] | ' | ||||||||||||||||||||||||||||
RESTRUCTURING CHARGES | ' | ||||||||||||||||||||||||||||
9. RESTRUCTURING CHARGES | |||||||||||||||||||||||||||||
Fiscal 2013 and 2014 restructuring actions | |||||||||||||||||||||||||||||
In February 2013, the Company approved the initial phase of a restructuring plan designed to achieve cost savings. On January 23, 2014 the Company announced the final phase of its restructuring plan designed to reduce the Company’s annual cost base and substantially improve the Company’s operating margins, increasing the aggregate targeted annualized cost savings to a total of $110 million to $120 million. This final phase includes additional reductions in the global workforce primarily across all general, administrative and shared services divisions of the Company, along with the early termination of certain operating leases and the closing or reduction in size of office facilities worldwide. | |||||||||||||||||||||||||||||
These cost reduction efforts, which are expected to be substantially completed by the end of fiscal 2015, are expected to result in cumulative charges of $50 million to $60 million. Substantially all of the estimated charges will result in future cash expenditures. | |||||||||||||||||||||||||||||
During the year ended March 31, 2014, the Company recorded a charge of approximately $13.3 million. These costs are primarily related to severance costs for 132 terminated employees and early termination of certain operating leases. The timing of additional charges is dependent upon certain actions to be taken in the future. | |||||||||||||||||||||||||||||
The following table summarizes the restructuring activity during fiscal 2014, 2013 and 2012 (in thousands): | |||||||||||||||||||||||||||||
Employee | Lease | Other | Total | ||||||||||||||||||||||||||
Termination | Abandonment | Restructuring | |||||||||||||||||||||||||||
Benefits | Costs | Activity | |||||||||||||||||||||||||||
Accrual at April 1, 2011 | $ | - | $ | 473 | $ | - | $ | 473 | |||||||||||||||||||||
Payments | - | (345 | ) | - | (345 | ) | |||||||||||||||||||||||
Accrual at March 31, 2012 | - | 128 | - | 128 | |||||||||||||||||||||||||
Restructuring charge | 10,940 | 2,712 | 2,921 | 16,573 | |||||||||||||||||||||||||
Payments | (1,698 | ) | (128 | ) | - | (1,826 | ) | ||||||||||||||||||||||
Non-cash charges | (4,572 | ) | 5 | (2,841 | ) | (7,408 | ) | ||||||||||||||||||||||
Accrual at March 31, 2013 | 4,670 | 2,717 | 80 | 7,467 | |||||||||||||||||||||||||
Restructuring charge | 10,794 | 2,452 | 8 | 13,254 | |||||||||||||||||||||||||
Payments | (9,842 | ) | (2,488 | ) | (71 | ) | (12,401 | ) | |||||||||||||||||||||
Non-cash charges | (2,591 | ) | (1,137 | ) | - | (3,728 | ) | ||||||||||||||||||||||
Accrual at March 31, 2014 | $ | 3,031 | $ | 1,544 | $ | 17 | $ | 4,592 | |||||||||||||||||||||
The Company evaluates its business segments prior to restructuring charges. Lease abandonment and other restructuring charges were not related to any specific segment. Restructuring charges across the business segments were as follows (in thousands): | |||||||||||||||||||||||||||||
Year Ended | |||||||||||||||||||||||||||||
31-Mar-14 | |||||||||||||||||||||||||||||
Unallocated | Discontinued | ||||||||||||||||||||||||||||
APM | MF | Expenses | AS | Total | Operations | Total | |||||||||||||||||||||||
Employee termination benefits | $ | 1,652 | $ | 705 | $ | 7,272 | $ | 391 | $ | 10,020 | $ | 774 | $ | 10,794 | |||||||||||||||
Lease abandonment costs | - | - | 1,962 | - | 1,962 | 490 | 2,452 | ||||||||||||||||||||||
Other | - | - | 8 | - | 8 | - | 8 | ||||||||||||||||||||||
Total restructuring charges | $ | 1,652 | $ | 705 | $ | 9,242 | $ | 391 | $ | 11,990 | $ | 1,264 | $ | 13,254 | |||||||||||||||
Year Ended | |||||||||||||||||||||||||||||
31-Mar-13 | |||||||||||||||||||||||||||||
Unallocated | Discontinued | ||||||||||||||||||||||||||||
APM | MF | Expenses | AS | Total | Operations | Total | |||||||||||||||||||||||
Employee termination benefits | $ | 2,657 | $ | 5,647 | $ | 1,814 | $ | - | $ | 10,118 | $ | 822 | $ | 10,940 | |||||||||||||||
Lease abandonment costs | - | - | 2,712 | - | 2,712 | - | 2,712 | ||||||||||||||||||||||
Other | - | - | 2,921 | - | 2,921 | - | 2,921 | ||||||||||||||||||||||
Total restructuring charges | $ | 2,657 | $ | 5,647 | $ | 7,447 | $ | - | $ | 15,751 | $ | 822 | $ | 16,573 | |||||||||||||||
Fiscal 2012 restructuring payments | |||||||||||||||||||||||||||||
The payments made during fiscal 2012 were related to restructuring charges taken during fiscal 2010 associated with initiatives to align the professional services segment headcount and operating expenses after initiating a plan to exit low-margin engagements and to increase the operating efficiency of our products segment and administrative and general business processes with the goal of reducing operating expenses. | |||||||||||||||||||||||||||||
Restructuring accrual | |||||||||||||||||||||||||||||
As of March 31, 2014, substantially all of the restructuring accrual was recorded in current “accrued expenses” in the consolidated balance sheets. | |||||||||||||||||||||||||||||
The accruals for employee termination benefits at March 31, 2014 primarily represent the amounts to be paid to employees that have been terminated as a result of initiatives described above. | |||||||||||||||||||||||||||||
The accruals for lease abandonment costs at March 31, 2014 represent the expected payments related to leases that have been terminated before the end of the contractual term. For terminated operating leases, the accrual includes the remaining fair value of lease obligations for exited and demised locations, as determined at the cease-use dates of those facilities, net of estimated sublease income that could be reasonably obtained in the future, and will be paid out over the remaining lease terms, the last of which ends in fiscal 2017. Projected sublease income is based on management’s estimates, which are subject to change. |
DEBT
DEBT | 12 Months Ended |
Mar. 31, 2014 | |
DEBT [Abstract] | ' |
DEBT | ' |
10. DEBT | |
The Company has an unsecured revolving credit agreement (the “credit facility”) with Comerica Bank and other lenders. The credit facility, as amended, provides for a revolving line of credit in the amount of $300 million and expires on March 21, 2017. The credit facility also permits the Company to increase the revolving line of credit by an additional $200 million subject to receiving further commitments from lenders and certain other conditions. | |
As of March 31, 2014, the Company had no debt outstanding. As of March 31, 2013, the Company’s debt balance under its credit facility was $18.0 million and was classified as long term. | |
The credit facility contains various covenant requirements, including limitations on liens; indebtedness; mergers, consolidations and acquisitions; asset sales; stock repurchases; dividends; investments, loans and advances from the Company; transactions with affiliates; minimum net worth requirements; and limits additional borrowing outside of the facility. The credit facility is also subject to maximum total debt to EBITDA and minimum fixed charge coverage financial covenants. Additionally, the Company’s stock repurchases are limited to $50 million from August 8, 2013 through the end of the agreement. The Company was in compliance with the covenants under the credit facility at March 31, 2014. | |
Borrowings under the credit facility bear interest at the base rate (the greatest of the prime rate, the federal funds effective rate plus one percent, or the daily LIBOR rate plus one percent) or the Eurodollar rate, at the Company’s option, plus the applicable margin (which is based on the level of maximum total debt to EBITDA ratio). The Company pays a quarterly fee on the credit facility based on the applicable margin grid. Interest and fees related to the credit facility were $1.0 million, $1.7 million and $1.9 million during the years ended March 31, 2014, 2013 and 2012, respectively. | |
Cash paid for interest totaled approximately $1.1 million, $1.8 million and $3.1 million during the years ended March 31, 2014, 2013 and 2012, respectively. |
CAPITAL_STOCK
CAPITAL STOCK | 12 Months Ended |
Mar. 31, 2014 | |
CAPITAL STOCK [Abstract] | ' |
CAPITAL STOCK | ' |
11. CAPITAL STOCK | |
Preferred Stock Purchase Rights | |
The Company entered into a Rights Agreement with Computershare Trust Company, N.A., as Rights Agent, in October 2000 (as subsequently amended, the “rights plan”). The rights plan was adopted to discourage abusive, undervalued and other undesirable attempts to acquire control of the Company by making acquisitions of control, that are not approved by the Company's Board of Directors, economically undesirable for the acquirer. Pursuant to the rights plan, each share of the Company’s common stock has attached to it one right, which initially represents the right to purchase one two-thousandth of a share of Series A Junior Participating Preferred Stock (a right) for $40. The rights are not exercisable until (1) the first public announcement that a person or group has acquired, or obtained the right to acquire, except under limited circumstances, beneficial ownership of 20% or more of the outstanding common stock; or (2) the close of business on the tenth business day (or such later date as the Company’s Board of Directors may determine) after the commencement of a tender or exchange offer the consummation of which would result in a person or group becoming the beneficial owner of 20% or more of the outstanding common stock. If a person or group becomes a beneficial owner of 20% or more of the outstanding common stock, each right converts into a right to purchase multiple shares of common stock of the Company, or in certain circumstances securities of the acquirer, at a 50% discount from the then current market value. In connection with the rights plan, the Company has designated 800,000 shares of its 5,000,000 shares of authorized but unissued Preferred Stock as “Series A Junior Participating Preferred Stock.” The rights are redeemable for a specified period at a price of $0.001 per right and expire on May 9, 2015, unless extended or earlier redeemed by the Board of Directors. | |
Stock Repurchase Plans | |
In fiscal 2008, the Board of Directors approved a plan allowing the repurchase of up to $750.0 million of Company common stock. Management has been authorized to regularly evaluate market conditions for an opportunity to repurchase common stock at its discretion within the parameters established by the Board (“Discretionary Plan”). During fiscal 2014, 2013 and 2012, the Company repurchased 300,000, 8.6 million and 2.3 million common shares, respectively, under the Discretionary Plan. As of March 31, 2014, the remaining balance for future purchases is $139.5 million. In addition, the Company repurchased 528,133, 155,880 and 156,155 shares withheld for taxes upon the exercise of certain stock options and releases of certain restricted stock awards in fiscal 2014, 2013 and 2012, respectively. |
FOREIGN_CURRENCY_TRANSACTIONS_
FOREIGN CURRENCY TRANSACTIONS AND DERIVATIVES | 12 Months Ended |
Mar. 31, 2014 | |
FOREIGN CURRENCY TRANSACTIONS AND DERIVATIVES [Abstract] | ' |
FOREIGN CURRENCY TRANSACTIONS AND DERIVATIVES | ' |
12. FOREIGN CURRENCY TRANSACTIONS AND DERIVATIVES | |
The Company is exposed to foreign exchange rate risks related to assets and liabilities that are denominated in non-local currency and current inter-company balances due to and from the Company’s foreign subsidiaries. The Company enters into foreign currency forward contracts to sell or buy currencies with the intent of mitigating foreign exchange rate risks related to these balances. The Company does not hedge currency risk related to anticipated revenue or expenses denominated in foreign currency. All foreign exchange derivatives are recognized on the consolidated balance sheets at fair value (see note 4). | |
The foreign currency net gains or (losses) for the years ended March 31, 2014, 2013 and 2012 were ($2.4 million), ($11,000) and $193,000, respectively. The hedging transaction net gains or (losses) from foreign exchange derivative contracts were $908,000, ($497,000) and ($525,000), respectively. These amounts were recorded to “administrative and general” in the consolidated statements of operations. | |
The Company had derivative contracts maturing through April 2014 to sell $3.1 million and purchase $24.1 million in foreign currencies at March 31, 2014 and had derivative contracts maturing through April 2013 to sell $1.8 million and purchase $15.4 million in foreign currencies at March 31, 2013. |
EARNINGS_PER_COMMON_SHARE
EARNINGS PER COMMON SHARE | 12 Months Ended | ||||||||||||
Mar. 31, 2014 | |||||||||||||
EARNINGS PER COMMON SHARE [Abstract] | ' | ||||||||||||
EARNINGS PER COMMON SHARE | ' | ||||||||||||
13. EARNINGS PER COMMON SHARE | |||||||||||||
Basic EPS is computed by dividing earnings available to common shareholders by the weighted-average number of common shares outstanding for the period. Diluted EPS assumes the issuance of common stock for all potentially dilutive equivalent shares outstanding using the treasury method. | |||||||||||||
Earnings per common share (“EPS”) data were computed as follows (in thousands, except for per share data): | |||||||||||||
Year Ended March 31, | |||||||||||||
2014 | 2013 | 2012 | |||||||||||
Amounts attributable to Compuware common shareholders | |||||||||||||
Income from continuing operations | $ | 38,199 | $ | 25,317 | $ | 63,441 | |||||||
Loss attributable to non-controlling interests | (3,458 | ) | - | - | |||||||||
Income from continuing operations, net of tax | 41,657 | 25,317 | 63,441 | ||||||||||
Income (loss) from discontinued operations, net of tax | 29,926 | (42,568 | ) | 24,930 | |||||||||
Net income (loss) attributable to Compuware Corporation common shareholders | $ | 71,583 | $ | (17,251 | ) | $ | 88,371 | ||||||
Basic earnings (loss) per share: | |||||||||||||
Continuing operations | 0.19 | 0.12 | 0.29 | ||||||||||
Discontinued operations | 0.14 | (0.20 | ) | 0.11 | |||||||||
Basic earnings (loss) per share | $ | 0.33 | $ | (0.08 | ) | $ | 0.4 | ||||||
Weighted-average common shares outstanding | 215,952 | 214,627 | 218,344 | ||||||||||
Diluted earnings (loss) per share: | |||||||||||||
Continuing operations | 0.19 | 0.12 | 0.29 | ||||||||||
Discontinued operations | 0.13 | (0.20 | ) | 0.11 | |||||||||
Diluted earnings (loss) per share | $ | 0.32 | $ | (0.08 | ) | $ | 0.4 | ||||||
Weighted-average common shares outstanding | 215,952 | 214,627 | 218,344 | ||||||||||
Dilutive effect of stock awards | 5,228 | 4,953 | 4,034 | ||||||||||
Total shares | 221,180 | 219,580 | 222,378 | ||||||||||
During the years ended March 31, 2014, 2013 and 2012, stock awards to purchase 3.0 million, 7.0 million and 12.7 million shares, respectively, were excluded from the diluted earnings per share calculation because they were anti-dilutive and stock awards to purchase 3.5 million, 3.4 million and 1.5 million shares, respectively, were excluded from the calculation because the performance conditions for vesting had not yet been met. See note 18 for a discussion of options with performance conditions and performance based stock awards. |
INCOME_TAXES
INCOME TAXES | 12 Months Ended | ||||||||||||
Mar. 31, 2014 | |||||||||||||
INCOME TAXES [Abstract] | ' | ||||||||||||
INCOME TAXES | ' | ||||||||||||
14. INCOME TAXES | |||||||||||||
Income tax provision – continuing operations | |||||||||||||
Income from continuing operations before income tax provision and the income tax provision include the following (in thousands): | |||||||||||||
Year Ended March 31, | |||||||||||||
2014 | 2013 | 2012 | |||||||||||
Income from continuing operations before income tax provision: | |||||||||||||
U.S. | $ | 608 | $ | (4,736 | ) | $ | 69,110 | ||||||
Foreign | 50,535 | 45,970 | 16,336 | ||||||||||
Total income from continuing operations before income tax provision | $ | 51,143 | $ | 41,234 | $ | 85,446 | |||||||
Income tax provision - continuing operations | |||||||||||||
Current: | |||||||||||||
U.S. Federal | $ | 22,941 | $ | 24,831 | $ | 1,562 | |||||||
Foreign | 12,573 | 8,714 | 4,556 | ||||||||||
U.S. State | 818 | (4,205 | ) | (1,679 | ) | ||||||||
Total current tax provision - continuing operations | 36,332 | 29,340 | 4,439 | ||||||||||
Deferred: | |||||||||||||
U.S. Federal | (37,126 | ) | (26,351 | ) | 17,404 | ||||||||
Foreign | 1,464 | 7,212 | 3,076 | ||||||||||
U.S. State | 12,274 | 5,716 | (2,914 | ) | |||||||||
Total deferred tax provision (benefit) - continuing operations | (23,388 | ) | (13,423 | ) | 17,566 | ||||||||
Total income tax provision - continuing operations | $ | 12,944 | $ | 15,917 | $ | 22,005 | |||||||
The Company's income tax expense differed from the amount computed on pre-tax income at the U.S. federal income tax rate of 35% for the following reasons (in thousands): | |||||||||||||
Year Ended March 31, | |||||||||||||
2014 | 2013 | 2012 | |||||||||||
Federal income tax at statutory rates | $ | 17,900 | $ | 14,432 | $ | 29,906 | |||||||
Increase (decrease) in taxes: | |||||||||||||
State income taxes, net | 538 | 407 | 2,930 | ||||||||||
Foreign tax rate differential | (4,787 | ) | (4,030 | ) | (3,004 | ) | |||||||
Taxes relating to foreign operations | (1,040 | ) | 6,415 | 1,525 | |||||||||
Settlement of prior year tax matters | (73 | ) | (565 | ) | (1,992 | ) | |||||||
Tax credits (1) | (2,552 | ) | (3,634 | ) | (2,065 | ) | |||||||
Revaluation of deferred taxes | (2,152 | ) | 1,629 | ||||||||||
Non-deductible intangible amortization | 2,169 | 2,090 | 1,949 | ||||||||||
Foreign reorganization | 1,550 | ||||||||||||
Valuation allowance (2) | 8,113 | 2,593 | (7,174 | ) | |||||||||
Non-deductible expenses | 709 | 2,867 | 3,212 | ||||||||||
Domestic production deduction | (2,895 | ) | (2,404 | ) | (2,301 | ) | |||||||
Stock based compensation | (2,172 | ) | |||||||||||
Other, net | (814 | ) | (3,883 | ) | (2,531 | ) | |||||||
Provision for income taxes | $ | 12,944 | $ | 15,917 | $ | 22,005 | |||||||
-1 | During fiscal 2014, the Company’s tax credits primarily related to the U.S. Research and Experimentation tax credit (“R&D” credit”) including the impact of the credit which expired at December 31, 2013. | ||||||||||||
During fiscal 2013, the Company’s tax credits primarily related to the U.S. Research and Experimentation tax credit (“R&D credit”) including the impact of retroactively reinstating the credit to January 1, 2012. | |||||||||||||
-2 | During fiscal 2014, primarily as a result of the divestiture and required to be reported in continuing operations, the Company increased the valuation allowance in the amount of $8.5 million related to the Brownfield Redevelopment tax credit carryforward deferred tax assets (“Brownfield tax credit carryforward assets”). The tax credits expected to be used prior to the divestiture have decreased primarily due to a reduction in projected taxable income sourced to the State of Michigan. A significant portion of the discontinued operations were conducted in Michigan. The Company adjusted the carrying value of the Brownfield tax credit carryforward asset to its more likely than not realizable value. | ||||||||||||
During fiscal 2012, as a result of the State of Michigan amending the Income Tax Act, the Company released a valuation allowance of $4.8 million related to the Brownfield tax credit carryforward asset. The Company adjusted the carrying value of the Brownfield tax credit carryforward asset to its more likely than not realizable value. | |||||||||||||
Deferred tax assets and liabilities | |||||||||||||
Temporary differences and carryforwards that give rise to a significant portion of deferred tax assets and liabilities were as follows (in thousands): | |||||||||||||
March 31, | |||||||||||||
2014 | 2013 | ||||||||||||
Deferred tax assets: | |||||||||||||
Deferred revenue | $ | 34,486 | $ | 31,892 | |||||||||
Intangible assets | 5,134 | 10,218 | |||||||||||
Accrued expenses | 41,761 | 37,024 | |||||||||||
Net operating loss carryforwards | 11,798 | 16,097 | |||||||||||
Other tax carryforwards | 66,375 | 54,014 | |||||||||||
Other | 425 | 6,572 | |||||||||||
Total deferred tax assets before valuation allowance | 159,979 | 155,817 | |||||||||||
Less: Valuation allowance | 41,437 | 35,581 | |||||||||||
Net deferred tax assets | 118,542 | 120,236 | |||||||||||
Deferred tax liabilities: | |||||||||||||
Intangible assets | 47,817 | 59,742 | |||||||||||
Capitalized research and development costs | 23,974 | 24,988 | |||||||||||
Fixed assets | 22,834 | 25,380 | |||||||||||
Other | 7,923 | 4,404 | |||||||||||
Total deferred tax liabilities | 102,548 | 114,514 | |||||||||||
Net deferred tax assets (liabilities) | $ | 15,994 | $ | 5,722 | |||||||||
Current deferred tax assets | $ | 35,871 | $ | 37,618 | |||||||||
Long-term deferred tax assets | 16,514 | 31,754 | |||||||||||
Long-term deferred tax liabilities | (36,391 | ) | (63,650 | ) | |||||||||
Net deferred tax assets (liabilities) | $ | 15,994 | $ | 5,722 | |||||||||
The Company does not permanently reinvest any earnings in its foreign subsidiaries and recognizes all deferred tax liabilities that arise from outside basis differences in its investments in subsidiaries. | |||||||||||||
At March 31, 2014, the Company had net operating losses, capital losses and tax credit carryforwards for income tax purposes of $78.1 million that expire in the tax years as follows (in thousands): | |||||||||||||
31-Mar-14 | Expiration | ||||||||||||
U.S. federal and state net operating losses | $ | 2,936 | 2018 - 2034 | ||||||||||
Non-U.S. net operating losses | 6,972 | Indefinite | |||||||||||
Non-U.S. net operating losses | 1,890 | 2020 - 2023 | |||||||||||
Non-U.S. capital loss carryforwards | 26,694 | Indefinite | |||||||||||
U.S. federal and state tax credit carryforwards | 39,681 | 2015 - 2029 | |||||||||||
$ | 78,173 | ||||||||||||
Uncertain tax positions | |||||||||||||
The amount of gross unrecognized tax benefits was $21.1 million, $17.8 million and $20.7 million as of March 31, 2014, 2013 and 2012, respectively, of which $18.1 million, $14.7 million and $15.8 million, respectively, net of federal benefit, would favorably affect the Company’s effective tax rate if recognized in future periods. | |||||||||||||
The following is a tabular reconciliation of the total amounts of unrecognized tax benefits for the years ended March 31, 2014, 2013 and 2012 (in thousands): | |||||||||||||
Year Ended March 31, | |||||||||||||
2014 | 2013 | 2012 | |||||||||||
Gross unrecognized tax benefit at April 1, | $ | 17,785 | $ | 20,663 | $ | 21,114 | |||||||
Gross increases to tax positions for prior periods | 2,829 | 2,441 | 1,859 | ||||||||||
Gross decreases to tax positions for prior periods | (460 | ) | (3,864 | ) | (1,515 | ) | |||||||
Gross increases to tax positions for current period | 3,500 | 1,609 | 2,623 | ||||||||||
Increase (decrease) from froeign currency | 2 | (3 | ) | 64 | |||||||||
Settlements | (113 | ) | (790 | ) | (2,416 | ) | |||||||
Lapse of statute of limitations | (2,399 | ) | (2,271 | ) | (1,066 | ) | |||||||
Gross unrecognized tax benefit at March 31, | $ | 21,144 | $ | 17,785 | $ | 20,663 | |||||||
As of March 31, 2014, 2013 and 2012, the Company had a net interest and penalties payable associated with its uncertain tax positions of $2.4 million, $1.6 million and $1.8 million, respectively. The Company recognized $672,000 of net interest expense during fiscal year 2014; $157,000 of net interest income during fiscal year 2013; and $1.4 million of net interest expense during fiscal year 2012. | |||||||||||||
The Company has open years from tax periods 1996 and forward primarily U.S. states and some foreign jurisdictions. The company has open years from tax periods 2010 and forward with the U.S. Internal Revenue Servcie. These open years contain matters that could be subject to differing interpretations of applicable tax laws and regulations due to the amount, timing or inclusion of revenue and expenses or the sustainability of income tax credits for a given audit cycle. The Company expects the settlement of these outstanding income tax examinations to extend beyond fiscal 2015. | |||||||||||||
Cash paid for income taxes | |||||||||||||
Cash paid for income taxes was $40.1 million, $12.9 million and $33.8 million during fiscal 2014, 2013 and 2012, respectively. |
SEGMENT_INFORMATION
SEGMENT INFORMATION | 12 Months Ended | ||||||||||||||||||||
Mar. 31, 2014 | |||||||||||||||||||||
SEGMENT INFORMATION [Abstract] | ' | ||||||||||||||||||||
SEGMENT INFORMATION | ' | ||||||||||||||||||||
15. SEGMENT INFORMATION | |||||||||||||||||||||
The Company operates in three business segments: APM, Mainframe, and Covisint Application Services. | |||||||||||||||||||||
This business segment structure provides the Company with visibility and control over the operations of the business and increases its market agility, enabling it to more effectively capitalize on market conditions and competitive advantages to maximize revenue growth and profitability. | |||||||||||||||||||||
The Company’s products and services are offered worldwide to the largest IT organizations across a broad spectrum of technologies, including mainframe, distributed, Internet and mobile platforms. See note 1 for additional information related to each business segment. | |||||||||||||||||||||
The Company evaluates the performance of its segments based primarily on revenue growth and contribution margin which is operating profit before certain charges such as restructuring, internal information system support, finance, human resources, legal, administration and other corporate charges (“unallocated expenses”). The allocation of income taxes is not evaluated at the segment level. Financial information for the Company’s business segments was as follows (in thousands): | |||||||||||||||||||||
Year Ended | |||||||||||||||||||||
31-Mar-14 | |||||||||||||||||||||
Unallocated | |||||||||||||||||||||
Expenses and | |||||||||||||||||||||
APM | MF | AS | Eliminations (1) | Total | |||||||||||||||||
Software license fees | $ | 116,373 | $ | 42,824 | $ | 159,197 | |||||||||||||||
Maintenance fees | 100,243 | 253,131 | 353,374 | ||||||||||||||||||
Subscription fees | 80,857 | 80,857 | |||||||||||||||||||
Service fees | 29,894 | 299 | 30,193 | ||||||||||||||||||
Application service fees | $ | 97,135 | 97,135 | ||||||||||||||||||
Total revenues | 327,367 | 296,254 | 97,135 | 720,756 | |||||||||||||||||
Operating expenses | 298,924 | 74,384 | 120,233 | 179,360 | 672,901 | ||||||||||||||||
Contribution / operating margin from continuing operations | $ | 28,443 | $ | 221,870 | $ | (23,098 | ) | $ | (179,360 | ) | $ | 47,855 | |||||||||
-1 | Unallocated operating expenses include $12.0 million in restructuring expenses. See note 9 for additional information. | ||||||||||||||||||||
Year Ended | |||||||||||||||||||||
March 31, 2013 (2) | |||||||||||||||||||||
Unallocated | |||||||||||||||||||||
APM | MF | AS | Expenses (1) | Total | |||||||||||||||||
Software license fees | $ | 100,565 | $ | 58,528 | $ | 159,093 | |||||||||||||||
Maintenance fees | 89,535 | 271,824 | 361,359 | ||||||||||||||||||
Subscription fees | 79,862 | 79,862 | |||||||||||||||||||
Service fees | 30,571 | 2,325 | 32,896 | ||||||||||||||||||
Application service fees | $ | 90,694 | 90,694 | ||||||||||||||||||
Total revenues | 300,533 | 332,677 | 90,694 | 723,904 | |||||||||||||||||
Operating expenses | 304,835 | 91,325 | 86,084 | $ | 199,256 | 681,500 | |||||||||||||||
Contribution / operating margin from continuing operations | $ | (4,302 | ) | $ | 241,352 | $ | 4,610 | $ | (199,256 | ) | $ | 42,404 | |||||||||
-1 | Unallocated operating expenses include $15.8 million in restructuring expenses. See note 9 for additional information. | ||||||||||||||||||||
-2 | As discussed in Note 2, we have treated the operations of certain business segments as discontinued operations. The results for all periods have been restated to reflect such treatment. | ||||||||||||||||||||
Year Ended | |||||||||||||||||||||
March 31, 2012 (1) | |||||||||||||||||||||
Unallocated | |||||||||||||||||||||
APM | MF | AS | Expenses | Total | |||||||||||||||||
Software license fees | $ | 85,462 | $ | 110,289 | $ | 195,751 | |||||||||||||||
Maintenance fees | 77,329 | 303,639 | 380,968 | ||||||||||||||||||
Subscription fees | 76,246 | 76,246 | |||||||||||||||||||
Service fees | 31,406 | 5,389 | 36,795 | ||||||||||||||||||
Application service fees | $ | 73,731 | 73,731 | ||||||||||||||||||
Total revenues | 270,443 | 419,317 | 73,731 | 763,491 | |||||||||||||||||
Operating expenses | 317,621 | 99,310 | 72,717 | $ | 190,030 | 679,678 | |||||||||||||||
Contribution / operating margin from continuing operations | $ | (47,178 | ) | $ | 320,007 | $ | 1,014 | $ | (190,030 | ) | $ | 83,813 | |||||||||
-1 | As discussed in Note 2, we have treated the operations of certain business segments as discontinued operations. The results for all periods have been restated to reflect such treatment. | ||||||||||||||||||||
No single customer accounted for greater than 10% of total revenue during the years ended March 31, 2014, 2013 or 2012, or greater than 10% of accounts receivable at March 31, 2014 or 2013. | |||||||||||||||||||||
The Company does not evaluate assets and capital expenditures on a segment basis, and accordingly such information is not provided. | |||||||||||||||||||||
Financial information from continuing operations regarding geographic operations is presented in the table below (in thousands): | |||||||||||||||||||||
Year Ended March 31, (1) | |||||||||||||||||||||
2014 | 2013 | 2012 | |||||||||||||||||||
Revenues: | |||||||||||||||||||||
United States | $ | 418,402 | $ | 428,698 | $ | 435,935 | |||||||||||||||
Europe and Africa | 181,377 | 170,693 | 193,595 | ||||||||||||||||||
Other international operations | 120,977 | 124,513 | 133,961 | ||||||||||||||||||
Total revenues | $ | 720,756 | $ | 723,904 | $ | 763,491 | |||||||||||||||
-1 | As discussed in Note 2, we have treated the operations of certain business segments as discontinued operations. The results for all periods have been restated to reflect such treatment. | ||||||||||||||||||||
March 31, | |||||||||||||||||||||
2014 | 2013 | 2012 | |||||||||||||||||||
Long-lived assets: | |||||||||||||||||||||
United States | $ | 785,403 | $ | 888,032 | $ | 961,202 | |||||||||||||||
Austria | 210,755 | 201,224 | 214,615 | ||||||||||||||||||
Other | 14,210 | 17,082 | 24,210 | ||||||||||||||||||
Total long-lived assets | $ | 1,010,368 | $ | 1,106,338 | $ | 1,200,027 | |||||||||||||||
Long-lived assets are comprised of property, plant and equipment, goodwill and capitalized software. The long-lived assets in Austria are primarily comprised of goodwill associated with the dynaTrace acquisition (see note 3). |
RELATED_PARTY_TRANSACTIONS
RELATED PARTY TRANSACTIONS | 12 Months Ended |
Mar. 31, 2014 | |
RELATED PARTY TRANSACTIONS [Abstract] | ' |
RELATED PARTY TRANSACTIONS | ' |
16. RELATED PARTIES | |
A former member of the Company's board of directors is a partner in a law firm. The Company has historically engaged the firm to preform legal servcies and paid professional fees to the firm totalling approximately $2.1 million, $802,000 and $283,000, during fiscal 2014, 2013 and 2012, respectively. |
COMMITMENTS_AND_CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 12 Months Ended | ||||||||||||||||||||||||||||
Mar. 31, 2014 | |||||||||||||||||||||||||||||
COMMITMENTS AND CONTINGENCIES [Abstract] | ' | ||||||||||||||||||||||||||||
COMMITMENTS AND CONTINGENCIES | ' | ||||||||||||||||||||||||||||
17. COMMITMENTS AND CONTINGENCIES | |||||||||||||||||||||||||||||
Contractual obligations | |||||||||||||||||||||||||||||
The Company’s contractual obligations primarily relate to various operating lease agreements for office space, equipment and land for various periods that extend through as late as fiscal 2100. Total rent payments from continuing operations under these agreements were approximately $16.3 million, $18.4 million and $19.8 million, respectively, for fiscal 2014, 2013 and 2012. Certain of these lease agreements contain provisions for renewal options and escalation clauses. | |||||||||||||||||||||||||||||
The Company also has commitments under various advertising and charitable contribution agreements totaling $3.5 million and $1.4 million, respectively, at March 31, 2014. Total expense related to these agreements was approximately $9.0 million, $6.2 million and $7.3 million for fiscal 2014, 2013 and 2012, respectively. | |||||||||||||||||||||||||||||
The following table summarizes our payments under contractual obligations as of March 31, 2014 (in thousands): | |||||||||||||||||||||||||||||
Payment Due by Period as of March 31, | |||||||||||||||||||||||||||||
Total | 2015 | 2016 | 2017 | 2018 | 2019 | Thereafter | |||||||||||||||||||||||
Contractual obligations: | |||||||||||||||||||||||||||||
Operating leases | $ | 244,213 | $ | 14,186 | $ | 10,742 | $ | 9,570 | $ | 8,251 | $ | 6,917 | $ | 194,547 | |||||||||||||||
Other | 4,870 | 3,420 | 400 | 150 | 150 | 150 | 600 | ||||||||||||||||||||||
Total | $ | 249,083 | $ | 17,606 | $ | 11,142 | $ | 9,720 | $ | 8,401 | $ | 7,067 | $ | 195,147 | |||||||||||||||
The Company also leases space within the Company’s headquarters facility to business tenants. Cash receipts relating to these lease spaces totaled $5.4 million, $4.9 million and $4.6 million, respectively, for fiscal 2014, 2013 and 2012. | |||||||||||||||||||||||||||||
The following is a schedule of future minimum lease rental income commitments (in thousands): | |||||||||||||||||||||||||||||
Payment Due by Period as of March 31, | |||||||||||||||||||||||||||||
Total | 2015 | 2016 | 2017 | 2018 | 2019 | Thereafter | |||||||||||||||||||||||
Lease rental income commitments | $ | 15,523 | $ | 5,721 | $ | 4,721 | $ | 1,231 | $ | 1,130 | $ | 870 | $ | 1,850 | |||||||||||||||
Legal Matters | |||||||||||||||||||||||||||||
Effective October 1, 2013, the Company terminated a post-retirement consulting agreement with its former chairman for “Cause”, and all outstanding equity awards he held terminated pursuant to the applicable agreements. On November 13, 2013, the former chairman filed a lawsuit against the Company regarding his termination. The Company and the former chairman have agreed to binding arbitration of this dispute. The accounting impact of the termination of the vested and unvested stock options and unvested RSUs was recognized in other income net of a portion of the estimated liability related to the pending lawsuit. The Company believes its accruals as of March 31, 2014, related to this dispute are reasonably estimated. | |||||||||||||||||||||||||||||
The Company is subject to various other legal actions and claims incidental to its business. The Company makes a provision for a liability when it is probable that a liability has been incurred and the amount of the loss can be reasonably estimated. Based on legal procedures outstanding, the Company does not believe these will have a material effect on the financial statements. However, litigation is subject to many uncertainties and the outcome of individual litigated matters is not predictable with assurance. |
BENEFIT_PLANS
BENEFIT PLANS | 12 Months Ended | ||||||||||||||||
Mar. 31, 2014 | |||||||||||||||||
BENEFIT PLANS [Abstract] | ' | ||||||||||||||||
BENEFIT PLANS | ' | ||||||||||||||||
18. BENEFIT PLANS | |||||||||||||||||
Employee Stock Ownership Plan (ESOP/401(K)) | |||||||||||||||||
In July 1986, the Company established an Employee Stock Ownership Plan (“ESOP”). Under the terms of the ESOP, the Company may elect to make annual contributions to the Plan for the benefit of substantially all U.S. employees. The contribution may be in the form of cash or Company common stock. The Board of Directors authorizes contributions between a maximum of 25% of eligible annual compensation and a minimum sufficient to cover current obligations of the Plan. This is a non-leveraged ESOP plan. | |||||||||||||||||
Effective April 1, 2012, the Company implemented a matching program for the 401(k) component of the ESOP/401(k). The Company provides cash matches of 33% of employees’ 401(k) contributions up to 2% of eligible earnings. Matching contributions by the Company vest 100% when an employee attains three years of service with the Company. During each of the years ended March 31, 2014 and 2013, the Company recorded expense from continuing operations of $2.9 million related to this program. There have been no other contributions to the ESOP/401(K) plan in the past three fiscal years. | |||||||||||||||||
Employee Stock Purchase Plan | |||||||||||||||||
During fiscal 2002, the shareholders approved international and domestic employee common stock purchase plans under which the Company was authorized to issue up to 15 million shares of common stock to eligible employees. Under the terms of the plan, employees can elect to have up to 10% of their compensation withheld to purchase Company common stock at the close of the offering period. The value of the common stock purchased in any calendar year cannot exceed $25,000 per employee. The purchase price is 95% of the closing market sales price on the market date immediately preceding the last day of the offering period. Effective December 1, 2007, the Company discontinued the plan for employees outside the U.S. and Canada. During fiscal 2014, 2013 and 2012, the Company sold approximately 242,000, 295,000 and 351,000 shares, respectively, to eligible employees under the plan. | |||||||||||||||||
Employee Equity Incentive Plans | |||||||||||||||||
In June 2007, the Company’s Board of Directors adopted the 2007 Long Term Incentive Plan (the “LTIP”) that was approved by the Company’s shareholders in August 2007 and as amended and restated in August 2011. The Compensation Committee may grant stock options, stock appreciation rights, restricted stock, restricted stock units, performance-based cash or stock awards and cash incentive awards under the LTIP. The Company has reserved 41.5 million shares for issuance under the LTIP (less shares previously issued). | |||||||||||||||||
Prior to the LTIP, the Company had seven stock option plans (“Plans”) dating back to 1991. All but one of the Plans, the 2001 Broad Based Stock Option Plan (“BBSO”), were approved by the Company’s shareholders. The BBSO was approved by the Board of Directors in March 2001, but was not submitted to the shareholders for approval, as shareholder approval was not required at the time. These Plans have been terminated as to future grants. | |||||||||||||||||
Compuware Stock Options Activity | |||||||||||||||||
Options that Vest Based on Service Conditions Only | |||||||||||||||||
A summary of activity for options that vest based on service conditions only under the Company’s stock-based compensation plans as of March 31, 2014, and changes during the year then ended is presented below (shares and intrinsic value in thousands): | |||||||||||||||||
Twelve Months Ended | |||||||||||||||||
31-Mar-14 | |||||||||||||||||
Weighted | |||||||||||||||||
Weighted | Average | ||||||||||||||||
Average | Remaining | Aggregate | |||||||||||||||
Number of | Exercise | Contractual | Intrinsic | ||||||||||||||
Options | Price | Term in Years | Value | ||||||||||||||
Options outstanding as of March 31, 2013 | 19,076 | $ | 8.44 | ||||||||||||||
Granted | 1,606 | 10.59 | |||||||||||||||
Exercised | (4,432 | ) | 7.9 | $ | 13,307 | ||||||||||||
Forfeited | (529 | ) | 10.34 | ||||||||||||||
Cancelled/expired | (1,485 | ) | 8.28 | ||||||||||||||
Options outstanding as of March 31, 2014 | 14,236 | $ | 8.8 | 6.56 | $ | 23,326 | |||||||||||
Options vested and expected to vest, net of estimated forfeitures, as of March 31, 2014 | 13,838 | $ | 8.76 | 6.5 | $ | 23,104 | |||||||||||
Options exercisable as of March 31, 2014 | 9,363 | $ | 8.45 | 5.78 | $ | 18,356 | |||||||||||
During fiscal 2014, no stock option holders elected to make a cashless stock option exercise. During fiscal 2013, stock option holders of approximately 217,000 stock options elected to make a cashless stock option exercise and received approximately 66,000 shares of common stock net of shares retained for the purchase price and tax obligations. During fiscal 2012, stock option holders of approximately 690,000 stock options elected to make a cashless stock option exercise and received approximately 176,000 shares of common stock net of shares retained for the purchase price and tax obligations. | |||||||||||||||||
The vesting schedule of options has varied over the years with the following vesting terms being the most common: (1) 40% of shares vest on the first anniversary date and 30% vest on the second and third anniversary dates; (2) 50% of shares vest on the third anniversary date and 25% on the fourth and fifth anniversary dates; (3) 20% of shares vest on each annual anniversary date over five years; (4) 30% of shares vest on the first and second anniversary dates and 40% vest on the third anniversary date; or (5) 25% of shares vest on each annual anniversary date over four years. | |||||||||||||||||
All options were granted with exercise prices at or above fair market value on the date of grant and expire ten years from the date of grant. Option expense is recognized on a straight-line basis over the requisite service period, which is the vesting term. For stock awards which vest more quickly than a straight-line basis, additional expense is taken in the early year(s) to ensure the expense is commensurate with the vest schedule. | |||||||||||||||||
The average fair value of option shares vested during fiscal 2014, 2013 and 2012 was $3.84, $4.14 and $4.69 per share, respectively, and the total intrinsic value of options exercised were $13.3 million, $12.3 million and $4.3 million, respectively. | |||||||||||||||||
Options that Vest Based on both Performance and Service Conditions (“Performance Options”) | |||||||||||||||||
During fiscal 2013, the Company began issuing stock options that vest based on both service and performance conditions. The performance conditions are based on company-wide revenue and earnings targets and, as of March 31, 2014, it was not deemed probable that these targets will be achieved for any outstanding performance options. If the revenue or earnings targets are achieved, substantially all of the earned stock options will vest in May 2015. If the service and performance conditions for the outstanding options are met, approximately $6.2 million in expense related to these options would be taken over the remaining vesting period. | |||||||||||||||||
A summary of activity for options that vest based on the achievement of both service and performance conditions under the Company’s stock-based compensation plans as of March 31, 2014, and changes during the year then ended is presented below (shares and intrinsic value in thousands): | |||||||||||||||||
Twelve Months Ended | |||||||||||||||||
31-Mar-14 | |||||||||||||||||
Weighted | |||||||||||||||||
Weighted | Average | ||||||||||||||||
Average | Remaining | Aggregate | |||||||||||||||
Number of | Exercise | Contractual | Intrinsic | ||||||||||||||
Options | Price | Term in Years | Value | ||||||||||||||
Options outstanding as of March 31, 2013 | 3,648 | $ | 9.79 | ||||||||||||||
Granted | 594 | 11.3 | |||||||||||||||
Forfeited/Cancelled | (2,092 | ) | 9.93 | ||||||||||||||
Options outstanding as of March 31, 2014 | 2,150 | $ | 10.07 | 8.51 | $ | 909 | |||||||||||
Options vested and expected to vest, net of estimated forfeitures, as of March 31, 2014 | - | $ | - | - | $ | - | |||||||||||
Options exercisable as of March 31, 2014 | - | $ | - | - | $ | - | |||||||||||
Compuware Restricted Stock Units and Performance-Based Stock Awards Activity | |||||||||||||||||
A summary of non-vested restricted stock units (“RSUs”) and performance-based stock awards (“PSAs” and collectively “Non-vested RSU”) activity under the Company’s LTIP as of March 31, 2014, and changes during the year then ended is presented below (shares and intrinsic value in thousands): | |||||||||||||||||
Twelve Months Ended | |||||||||||||||||
31-Mar-14 | |||||||||||||||||
Weighted | |||||||||||||||||
Average | Aggregate | ||||||||||||||||
Grant-Date | Intrinsic | ||||||||||||||||
Shares | Fair Value | Value | |||||||||||||||
Non-vested RSU outstanding at March 31, 2013 | 4,850 | ||||||||||||||||
Granted | 798 | $ | 11.01 | ||||||||||||||
Dividend equivalents issued | 122 | $ | 10.89 | ||||||||||||||
Released | (2,276 | ) | $ | 24,303 | |||||||||||||
Forfeited | (1,370 | ) | |||||||||||||||
Non-vested RSU outstanding at March 31, 2014 | 2,124 | ||||||||||||||||
No PSAs were granted during fiscal 2014. The performance vesting conditions for outstanding awards are based on company-wide revenue and earnings targets and it was not deemed probable that these targets will be achieved as of March 31, 2014. If the revenue or earnings targets are achieved, the earned PSAs will vest in May 2015. | |||||||||||||||||
RSUs have various vesting terms related to the purpose of the award. The following vesting terms are the most common: (1) 25% of shares vest on each annual anniversary date over four years; (2) 40% of shares vest on the first anniversary date and 30% vest on the second and third anniversary dates; or (3) 50% of shares vest on the first anniversary date and 50% vest on the second anniversary date. | |||||||||||||||||
The RSUs and PSAs are settled by the issuance of one common share for each unit upon vesting and vesting accelerates upon death, disability or a change in control. | |||||||||||||||||
Covisint Corporation 2009 Long-Term Incentive Plan | |||||||||||||||||
In August 2009, Covisint established a 2009 Long-Term Incentive Plan (“2009 Covisint LTIP”) allowing the board of directors of Covisint to grant stock options, stock appreciation rights, restricted stock, restricted stock units, performance-based cash or restricted stock unit awards and annual cash incentive awards to employees and directors of Covisint and its affiliates. During January 2014, the Covisint shareholders approved an amendment to the 2009 Covisint LTIP which increased the number of shares of Covisint’s common stock available for issuance pursuant to stock-based awards granted under the LTIP by 3.0 million shares to 7.5 million (less shares subject to previous grants). | |||||||||||||||||
On May 8, 2014, Covisint amended each of its outstanding option agreements to purchase Covisint common stock exercisable through the end of December 2014 to provide the option holder with a tandem stock appreciation right (“SAR”). Under the SAR, the option holder is given a right to exercise the SAR and receive a cash payment equal to the product of (1) the number or shares with respect to the SAR being exercised, and (2) the fair market value of the shares on the date of exercise (based on the closing price of the previous day) over the exercise price of the SAR which is equal to the strike price of the associated option. The SARs will be exercisable from June 24, 2014 until the earlier of (a) the completion of the tax-free distribution of the Company’s Covisint shares, (b) the exercise of the related option or (c) December 26, 2014. | |||||||||||||||||
As of March 31, 2014, there were 4.5 million stock options outstanding from the 2009 Covisint LTIP, which reflects the 30-for-1 stock split approved by the Covisint board of directors on May 23, 2013. Many of these options vested upon the October 1, 2013 closing of Covisint’s IPO. Cumulative expense related to these options of $19.0 million was recorded to cost of application services during the year ended March 31, 2014. | |||||||||||||||||
The majority of these options vested on October 1, 2013 when Covisint completed its initial public offering (“IPO”). The Company determined that options granted prior to December 31, 2012, may not satisfy certain requirements of Section 409A of the Internal Revenue Code (“Code”), and therefore offered recipients of these options an amendment which provides for fixed exercise dates for options that are so amended. The amendment was intended to cure any failure of the options to comply with Section 409A of the Code without incurring penalties thereunder. In December 2012, approximately 3.3 million of the outstanding options were amended, which reflects the 30-for-1 stock split. The compensation cost was based on the fair value of the modified award. In connection with the modification of the options, the Company agreed to reimburse the option holders who have accepted the amendment for certain negative personal tax implications incurred as a result of any violation of Section 409A of the Code that may later be found to have occurred. Any such reimbursement would also include a tax gross-up, resulting in the net reimbursement equaling any penalties incurred based on Section 409A of the Code. | |||||||||||||||||
Certain employees who received stock options from the 2009 Covisint LTIP were also awarded PSAs from the Company’s 2007 LTIP. Approximately 1.1 million of these PSAs were cancelled during the year ended March 31, 2014 upon the closing of the Covisint IPO. | |||||||||||||||||
Stock Awards Compensation | |||||||||||||||||
For the years ended March 31, 2014, 2013 and 2012, stock awards compensation expense was allocated as follows (dollars in thousands): | |||||||||||||||||
Year Ended March 31, | |||||||||||||||||
2014 | 2013 | 2012 | |||||||||||||||
Stock awards compensation classified as: | |||||||||||||||||
Cost of license fees | $ | - | $ | 1 | $ | 4 | |||||||||||
Cost of maintenance fees | 401 | 778 | 812 | ||||||||||||||
Cost of subscription fees | 2 | 46 | 23 | ||||||||||||||
Cost of professional services | 53 | 86 | 129 | ||||||||||||||
Cost of application services | 17,318 | 1,629 | 1,623 | ||||||||||||||
Technology development and support | 1,210 | 2,346 | 2,205 | ||||||||||||||
Sales and marketing | 7,629 | 6,642 | 6,279 | ||||||||||||||
Administrative and general | 11,482 | 15,360 | 13,429 | ||||||||||||||
Restructuring costs | 2,591 | 4,572 | - | ||||||||||||||
Discontinued operations | 195 | 217 | 220 | ||||||||||||||
Total stock awards compensation expense before income taxes | $ | 40,881 | $ | 31,677 | $ | 24,724 | |||||||||||
As of March 31, 2014, total unrecognized compensation cost of $26.4 million, net of estimated forfeitures is expected to be recognized over a weighted-average period of approximately 1.64 years. Unrecognized compensation cost of $8.8 million, net of estimated forfeitures, related to nonvested Covisint stock options is expected to be recognized over a weighted-average period of approximately 1.51 years. |
QUARTERLY_FINANCIAL_INFORMATIO
QUARTERLY FINANCIAL INFORMATION (UNAUDITED) | 12 Months Ended | ||||||||||||||||||||
Mar. 31, 2014 | |||||||||||||||||||||
QUARTERLY FINANCIAL INFORMATION (UNAUDITED) [Abstract] | ' | ||||||||||||||||||||
QUARTERLY FINANCIAL INFORMATION (UNAUDITED) | ' | ||||||||||||||||||||
19. QUARTERLY FINANCIAL INFORMATION (UNAUDITED) | |||||||||||||||||||||
Quarterly financial information for the years ended March 31, 2014 and 2013 was as follows (in thousands, except for per share data): | |||||||||||||||||||||
Fiscal 2014 (1) | |||||||||||||||||||||
First | Second | Third | Fourth | ||||||||||||||||||
Quarter | Quarter | Quarter | Quarter | Year | |||||||||||||||||
Revenues | $ | 170,809 | $ | 172,693 | $ | 193,806 | $ | 183,448 | $ | 720,756 | |||||||||||
Gross profit | 119,798 | 112,589 | 138,911 | 125,538 | 496,836 | ||||||||||||||||
Operating income (loss) (3) | 2,989 | 10,797 | 20,342 | 13,727 | 47,855 | ||||||||||||||||
Income from continuing operations before tax | 3,191 | 10,982 | 23,302 | 13,668 | 51,143 | ||||||||||||||||
Income from continuing operations net of tax | 4,262 | 7,974 | 17,848 | 8,115 | 38,199 | ||||||||||||||||
Income from discontinued operations net of tax | 5,705 | 7,212 | 6,142 | 10,867 | (2) | 29,926 | (2) | ||||||||||||||
Net income including non-controlling interest | 9,967 | 15,186 | 23,990 | 18,982 | 68,125 | ||||||||||||||||
Net income attributable to Compuware Corporation | 9,967 | 16,340 | 25,022 | 20,254 | 71,583 | ||||||||||||||||
Basic earnings (loss) per share | 0.05 | 0.08 | 0.12 | 0.09 | 0.33 | ||||||||||||||||
Diluted earnings (loss) per share | 0.05 | 0.07 | 0.11 | 0.09 | 0.32 | ||||||||||||||||
Fiscal 2013 (1) | |||||||||||||||||||||
First | Second | Third | Fourth | ||||||||||||||||||
Quarter | Quarter | Quarter | Quarter | Year | |||||||||||||||||
Revenues | $ | 171,645 | $ | 166,447 | $ | 201,377 | $ | 184,435 | $ | 723,904 | |||||||||||
Gross profit | 125,064 | 119,140 | 153,030 | 130,724 | 527,958 | ||||||||||||||||
Operating income | 8,152 | 8,629 | 30,074 | (4,451 | ) (4) | 42,404 | (4) | ||||||||||||||
Income from continuing operations before tax | 8,204 | 8,542 | 30,019 | (5,531 | ) | 41,234 | |||||||||||||||
Income from continuing operations net of tax | 2,719 | 2,887 | 16,487 | 3,224 | 25,317 | ||||||||||||||||
Income (loss) from discontinued operations, net of tax | 7,749 | 7,707 | 8,853 | (66,877 | ) (5) | (42,568 | ) (5) | ||||||||||||||
Net income (loss) including non-controlling interest | 10,468 | 10,594 | 25,340 | (63,653 | ) | (17,251 | ) | ||||||||||||||
Net income (loss) attributable to Compuware Corporation | 10,468 | 10,594 | 25,340 | (63,653 | ) | (17,251 | ) | ||||||||||||||
Basic earnings per share | 0.05 | 0.05 | 0.12 | (0.30 | ) | (0.08 | ) | ||||||||||||||
Diluted earnings per share | 0.05 | 0.05 | 0.12 | (0.30 | ) | (0.08 | ) | ||||||||||||||
-1 | As discussed in Note 2, we have treated the operations of certain business segments as discontinued operations. The results for all periods have been restated to reflect such treatment. | ||||||||||||||||||||
-2 | Includes gain, related to the divestiture of the Changepoint, Professtional Services and Uniface business segements, of $9.5 million, net of tax. | ||||||||||||||||||||
-3 | Operating income (loss) includes restructuring expense of $4.8 million, $0.2 million, $3.2 million and $3.8 million for the first, second, third and fourth quarters of 2014, respectively. | ||||||||||||||||||||
-4 | Operating income (loss) includes restructuring expense of $15.8 million. | ||||||||||||||||||||
-5 | Income from discounted operations net of tax includes a goodwill impairment. |
SUMMARY_OF_SIGNIFICANT_ACCOUNT1
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 12 Months Ended | ||||||||||||
Mar. 31, 2014 | |||||||||||||
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES [Abstract] | ' | ||||||||||||
Basis of Presentation | ' | ||||||||||||
Basis of Presentation | |||||||||||||
The consolidated financial statements include the accounts of Compuware and its majority owned subsidiaries after elimination of all intercompany balances and transactions. The financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”), which require management to make estimates and assumptions that affect the reported amounts of assets, liabilities, shareholders’ equity and the disclosure of contingencies at March 31, 2014 and 2013 and the results of operations for the years ended March 31, 2014, 2013 and 2012. While management has based their assumptions and estimates on the facts and circumstances existing at March 31, 2014, final amounts may differ from estimates. | |||||||||||||
The consolidated financial statements, including the comparative periods presented, have been adjusted for business segments that have been treated as discontinued operations through March 31, 2014 in accordance with generally accepted accounting principles. | |||||||||||||
Non-controlling Interest | ' | ||||||||||||
Non-controlling Interest | |||||||||||||
On October 1, 2013, Covisint Corporation (“Covisint), previously a wholly owned subsidiary of Compuware Corporation, issued 7.36 million shares of its common stock (19.7 percent of shares outstanding after the issuance) in an Initial Public Offering (“IPO”) of its shares at a price to the public of $10 per share. Prior to completion of the Covisint IPO, the Company contributed the assets and liabilities of the Covisint segment to Covisint Corporation. | |||||||||||||
The non-controlling equity interest in Covisint is reflected as non-controlling interest in the accompanying condensed consolidated balance sheets and was $20.3 million as of March 31, 2014. | |||||||||||||
The Covisint IPO was accounted for as an equity transaction in accordance with ASC 810, “Consolidation” and no gain or loss has been recognized as the Company retained the controlling financial interest. | |||||||||||||
As of March 31, 2014, Compuware owned 80.03 percent of the economic and voting interest in Covisint. The Company has announced its intention to effect a tax-free spin-off of its Covisint shares. The Company has received a private letter ruling from the Internal Revenue Service (“IRS”) providing that, subject to certain conditions, the anticipated spin-off will be tax-free to Compuware and its stockholders for U.S. federal income tax purposes. The spin-off or other disposition is subject to various conditions, including Board approval, the receipt of any necessary regulatory or other approvals, the receipt of an opinion of counsel and the existence of satisfactory market conditions. | |||||||||||||
There can be no assurance as to when the proposed spin-off or any other disposition will be completed, if at all. Unless and until Compuware ceases to own a controlling financial interest in Covisint, the Company will consolidate Covisint for financial reporting purposes, with a non-controlling interest adjustment for the economic interest in Covisint that Compuware does not own. | |||||||||||||
In connection with the Covisint IPO, the Company entered into various agreements relating to the separation of the Covisint business from the rest of Compuware’s businesses, including a master separation agreement, an intellectual property agreement, a registration rights agreement, a shared services agreement and a tax sharing agreement. | |||||||||||||
Basis for Revenue Recognition | ' | ||||||||||||
Basis for Revenue Recognition | |||||||||||||
The Company derives its revenue from licensing software products; providing maintenance and support services for those products; providing hosted software; and rendering software related and application services. Our software solutions are comprised of license fees, maintenance fees, subscription fees for hosted software and software related services fees. | |||||||||||||
The Company sometimes enters into arrangements that include both software related deliverables (licensed software products, maintenance services or software related services) and non-software deliverables (hosted software or application services). Our hosted software and application services do not qualify as software deliverables because our license grant does not allow the customer the right or capability to take possession of the software. For arrangements that contain both software and non-software deliverables, in accordance with ASC 605 “Revenue Recognition,” the Company allocates the arrangement consideration to the non-software deliverables as a group, and to the software deliverables as a group (the “Deliverable Groups”). The Company determines the selling price to allocate the arrangement consideration to the Deliverable Groups based on the following hierarchy of evidence: vendor specific objective evidence of selling price (“VSOE,” meaning price when sold separately) if available; third-party evidence of selling price if VSOE is not available; or best estimated selling price if neither VSOE nor third-party evidence is available. The Company currently is unable to establish VSOE or third-party evidence of selling price for either our software related deliverables or our non-software deliverables as a group. Therefore, the best estimate of selling price for each Deliverable Group is determined primarily by considering various factors, including, but not limited to stated renewal rates in a contract, if any, the historical selling price of these deliverables in similar stand-alone transactions and pricing practices. Total arrangement consideration is then allocated on the basis of the Deliverable Group’s relative selling price. | |||||||||||||
Once the Company has allocated the arrangement consideration between the Deliverable Groups, the Company recognizes revenue as described in the respective software license fees, maintenance fees, subscription fees, software related services fees and application services fees sections below. | |||||||||||||
In order for a transaction to be eligible for revenue recognition, the following revenue criteria must be met: persuasive evidence of an arrangement exists, delivery has occurred, the fee is fixed or determinable and collectability is reasonably assured. The Company evaluates collectability based on past customer history, external credit ratings and payment terms within customer agreements. | |||||||||||||
Software license fees | |||||||||||||
The Company's software license agreements provide our customers with a right to use our software perpetually (perpetual licenses) or during a defined term (time-based licenses). | |||||||||||||
Assuming all revenue recognition criteria are met, perpetual license fee revenue is recognized using the residual method, under which the fair value, based on VSOE, of all undelivered elements of the agreement (i.e., maintenance and software related services) is deferred. VSOE is based on rates charged for maintenance and software related services when sold separately. The remaining portion of the fee is recognized as license fee revenue upon delivery of the products. | |||||||||||||
For revenue arrangements where there is a lack of VSOE for any undelivered elements, license fee revenue is deferred and recognized upon delivery of those elements or when VSOE can be established. However, when maintenance or software related services are the only undelivered elements, the license fee revenue is recognized on a ratable basis over the longer of the maintenance term or the period the software related services are expected to be performed. Such transactions include time-based licenses and certain unlimited capacity licenses, as the Company has not established VSOE for the undelivered elements in these arrangements. In order to comply with SEC Regulation S-X, Rule 5-03(b), which requires product, services and other categories of revenue to be displayed separately on the income statement, the Company separates the license fee, maintenance fee and software related services fee associated with these types of arrangements based on its determination of fair value. The Company applies VSOE for maintenance related to perpetual license transactions and stand-alone software related services arrangements as a reasonable and consistent approximation of fair value to separate license fee, maintenance fee and software related services fee revenue for income statement classification purposes. | |||||||||||||
The Company offers flexibility to customers purchasing licenses for its products and related maintenance. Terms of these transactions range from standard perpetual license sales that include one year of maintenance to multi-year (generally two to five years), multi-product contracts. The Company allows deferred payment terms with installments collectable over the term of the contract. Based on the Company’s successful collection history for deferred payments, license fees (net of any financing fees) are generally recognized as revenue as discussed above. In certain transactions where it cannot be concluded that the fee is fixed or determinable due to the nature of the deferred payment terms, the Company recognizes revenue as payments become due. Financing fees are recognized as interest income over the term of the related receivable. | |||||||||||||
Maintenance fees | |||||||||||||
The Company’s maintenance arrangements allow customers to receive technical support and advice, including problem resolution services and assistance in product installation, error corrections and any product enhancements released during the maintenance period. The first year of maintenance is generally included with all license agreements. Maintenance fees are recognized ratably over the term of the maintenance arrangements, which generally range from one to five years. | |||||||||||||
Subscription fees | |||||||||||||
Subscription fees relate to arrangements that permit our customers to access and utilize our hosted software delivered on a software-as-a-service (“SaaS”) basis. Subscription fees are deferred upon contract execution and are recognized ratably over the term of the subscription. | |||||||||||||
Services fees | |||||||||||||
The Company offers implementation, consulting and training services in tandem with the Company’s software solutions. | |||||||||||||
Services fees are generally based on hourly or daily rates. Revenues from services are recognized in the period the services are performed provided that collection of the related receivable is reasonably assured. | |||||||||||||
Application services fees | |||||||||||||
Our application services fees consist of fees related to our Covisint on-demand software including associated services. The arrangements do not provide customers the right to take possession of the software at any time, nor do the arrangements contain rights of return. Many of our application services contracts include a services project fee and a recurring fee for ongoing platform-as-a-service (“PaaS”) operations. Certain services related to these projects have stand-alone value (e.g., other vendors provide similar services) and qualify as a separate unit of accounting. Services that have stand-alone value are recognized as delivered. For those services that do not have stand-alone value, the revenue is deferred and recognized over the longer of the committed term of the subscription agreement (generally one to five years) or the expected period over which the customer will receive benefit (generally five years.) The recurring fees are recognized ratably over the applicable service period. | |||||||||||||
Deferred revenue | ' | ||||||||||||
Deferred revenue | |||||||||||||
Deferred revenue consists primarily of billed and unbilled maintenance and subscription fees related to the future service period of maintenance and subscription agreements in effect at the reporting date. Deferred license, software related services and application services fees are also included in deferred revenue for those arrangements that are being recognized over time. Sales commission costs that directly relate to revenue transactions that are deferred are recorded as “prepaid expenses and other current assets” or non-current “other assets”, as applicable, in the consolidated balance sheets and recognized as "cost of application services" or “sales and marketing” expenses, as applicable, in the consolidated statements of operations over the revenue recognition period of the related customer contracts. Long term deferred revenue at March 31, 2014 amounted to $302.6 million, of which approximately $162.0 million, $91.6 million, $32.8 million, $12.2 million and $4.0 million are expected to be recognized during fiscal 2016 through fiscal 2020, respectively. | |||||||||||||
Collection and remittance of taxes | ' | ||||||||||||
Collection and remittance of taxes | |||||||||||||
The Company records the collection of taxes from customers and the remittance of these taxes to governmental authorities on a net basis in its consolidated statements of operations. | |||||||||||||
Cash and Cash Equivalents | ' | ||||||||||||
Cash and Cash Equivalents | |||||||||||||
The Company considers all investments with an original maturity of three months or less to be cash equivalents. | |||||||||||||
Concentration of Credit Risk | ' | ||||||||||||
Concentration of Credit Risk | |||||||||||||
The Company’s financial instruments that are potentially subject to concentrations of credit risk consist primarily of cash and trade receivables. The Company has cash investment policies which, among other things, limit investments to investment-grade securities. The Company performs ongoing credit evaluations of its customers, and the risk with respect to trade receivables is further mitigated by the diversity, both by geography and by industry, of the customer base. | |||||||||||||
The Company maintains an allowance for doubtful accounts for estimated losses resulting from the inability of customers to make required payments. The Company uses an internal risk rating system to determine a customer's credit risk. This process considers the payment status of the receivable, collection and loss experience associated with other outstanding and previously paid account receivable balances, discussions with the customer, the risk environment of our geographic operations and review of public financial information if available. A receivable is designated a pass rating if no issues are identified during the process, otherwise a watch rating is designated. The allowance is reviewed and adjusted based on the Company’s best estimates. | |||||||||||||
Changes in the allowance for doubtful accounts balance for the years ended March 31, 2014, 2013 and 2012 were as follows (in thousands): | |||||||||||||
Balance at April 1, 2011 | $ | 5,778 | |||||||||||
Decrease in allowance recorded to income | (715 | ) | |||||||||||
Accounts charged against the allowance (1) | (774 | ) | |||||||||||
Balance at March 31, 2012 | 4,289 | ||||||||||||
Increase in allowance recorded to expense | 1,065 | ||||||||||||
Accounts charged against the allowance (1) | (259 | ) | |||||||||||
Balance at March 31, 2013 | 5,095 | ||||||||||||
Decrease in allowance recorded to income | (1,494 | ) | |||||||||||
Accounts charged against the allowance (1) | (660 | ) | |||||||||||
Balance at March 31, 2014 | $ | 2,941 | |||||||||||
-1 | Write-offs related primarily to accounts deemed uncollectible . | ||||||||||||
Property and Equipment | ' | ||||||||||||
Property and Equipment | |||||||||||||
The Company states property and equipment at the lower of cost or fair value for impaired assets. Depreciation is recorded using the straight-line method over the estimated useful lives of the related assets, which are generally estimated to be forty years for buildings and three to ten years for furniture and fixtures, computer equipment and software. Leasehold improvements are amortized over the term of the lease, or the estimated life of the improvement, whichever period is less. | |||||||||||||
The Company follows the guidance of ASC 360-10, “Property, Plant and Equipment” to assess potential impairment losses on long-lived assets used in operations. A long-lived asset, or group of assets, to be held and used in the business are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of the asset group may not be recoverable. A long-lived asset group that is not held for sale is considered to be impaired when the asset group is not recoverable, that is when the undiscounted net cash flows expected to be generated by the asset group is less than its carrying amount and the carrying amount of the asset group exceeds its fair value. The Company reviews long-lived assets for impairment at the lowest level for which identifiable cash flows are largely independent of the cash flows of the other assets and liabilities. Certain long-lived assets do not have identifiable cash flows that are largely independent, and in those circumstances, the asset group for that long-lived asset includes all assets and liabilities of the company. | |||||||||||||
As part of the Company’s announced transformation plan, during the fourth quarter of 2014, the Company began to consider various strategic alternatives for certain long-lived assets, which indicated their carrying amount may not be recoverable. The Company, therefore, performed a recoverability test for certain long-lived asset groups currently held and used. The recoverability test indicated that the associated long-lived asset group was not impaired. While the Company believes its judgments and assumptions are reasonable, a change in facts or assumptions underlying certain estimates and judgments made as part of our recoverability test, including the decision to sell certain assets within the asset group, could result in a substantial impairment and would have a negative effect on our results of operations. | |||||||||||||
Capitalized Software | ' | ||||||||||||
Capitalized Software | |||||||||||||
The Company’s capitalized software includes the costs of internally developed software technology and software technology purchased through acquisitions and is stated at the lower of unamortized cost or net realizable value. | |||||||||||||
Our internally developed software technology consists of development costs associated with software products to be sold (“software products”) and internal use software associated with our hosted software and application services. | |||||||||||||
The Company begins capitalizing development costs associated with our software products when technological feasibility of the product is established. For our internal use software, capitalization begins during the application development stage. | |||||||||||||
The amortization of capitalized software technology is computed on a project-by-project basis. The annual amortization is the greater of the amount computed using (a) the ratio of current gross revenues compared with the total of current and anticipated future revenues for the software technology or (b) the straight-line method over the remaining estimated economic life of the software technology, including the period being reported on. Amortization begins when the software technology is available for general release to customers. The amortization period for capitalized software is generally three to five years. Amortization of capitalized software technology is recorded as follows in the consolidated statement of operations: (1) amortization of software products licensed to customers for on-premises use is recorded as “cost of software license fees”; (2) amortization of hosted software that is not licensed to customers for on-premises use is recorded as “cost of subscription fees”; and (3) amortization of application services software is recorded as “cost of application services”. | |||||||||||||
Capitalized software is reviewed for impairment annually or when events and circumstances indicate an impairment. Asset impairment charges are recorded when estimated future undiscounted cash flows are not sufficient to recover the carrying value of the capitalized software. The impairment charge is the amount by which the present value of future cash flows is less than the carrying value of these assets. | |||||||||||||
Research and development | ' | ||||||||||||
Research and Development | |||||||||||||
Research and development (“R&D”) costs from continuing operations, that include primarily the cost of programming personnel, amounted to $82.2 million, $88.4 million and $72.5 million during fiscal 2014, 2013 and 2012, respectively, of which $23.3 million, $30.0 million and $22.0 million, respectively, was capitalized for internally developed software technology. R&D costs related to our software solutions are reported as “technology development and support” and for our application services network, the costs are reported as “cost of application services” in the consolidated statements of operations. | |||||||||||||
Goodwill and Other Intangible Assets | ' | ||||||||||||
Goodwill and Other Intangible Assets | |||||||||||||
Goodwill and intangible assets with indefinite lives are tested for impairment annually at March 31 or more frequently if management believes indicators of impairment exist. With respect to goodwill, carrying values are compared with fair values, and when the carrying value exceeds the fair value, the carrying value of the impaired goodwill is reduced to fair value. The impairment test involves a two-step process with Step 1 comparing the fair values of the applicable reporting units with their aggregate carrying values, including goodwill. If the carrying amount of a reporting unit exceeds the reporting unit’s fair value, the Company performs Step 2 of the goodwill impairment test to determine the amount of impairment loss by comparing the implied fair value of the respective reporting unit’s goodwill with the carrying amount of that goodwill. | |||||||||||||
Income Taxes | ' | ||||||||||||
Income Taxes | |||||||||||||
The Company accounts for income taxes under the asset and liability method, which requires the recognition of deferred tax assets and liabilities for the expected future tax consequences of events that have been included in the financial statements. Under this method, deferred tax assets and liabilities are determined based on the differences between the financial statements and tax bases of assets and liabilities and net operating loss and credit carryforwards using enacted tax rates in effect for the year in which the differences are expected to reverse. The effect of a change in tax rates on deferred tax assets and liabilities is recognized in the period that includes the enactment date. The Company does not permanently reinvest any earnings in its foreign subsidiaries and recognizes all deferred tax liabilities that arise from outside basis differences in its investment in subsidiaries. | |||||||||||||
The Company records net deferred tax assets to the extent it believes these assets will more likely than not be realized. These deferred tax assets are subject to periodic assessments as to recoverability and if it is determined that it is more likely than not that the benefits will not be realized, valuation allowances are recorded which would increase the provision for income taxes. In making such determination, the Company considers all available positive and negative evidence, including future reversals of existing taxable temporary differences, projected future taxable income, tax planning strategies and recent financial operations. | |||||||||||||
Interest and penalties related to uncertain tax positions are included in the income tax provision. | |||||||||||||
Foreign Currency Translation | ' | ||||||||||||
Foreign Currency Translation | |||||||||||||
The Company's foreign subsidiaries use their respective local currency as their functional currency. Accordingly, assets and liabilities in the consolidated balance sheets have been translated at the rate of exchange at the respective balance sheet dates, and revenues and expenses have been translated at average exchange rates prevailing during the period the transactions occurred. Translation adjustments have been excluded from the results of operations and are reported as accumulated other comprehensive income (loss) within our consolidated statements of shareholders’ equity. | |||||||||||||
Stock-Based Compensation | ' | ||||||||||||
Stock-Based Compensation | |||||||||||||
Stock award compensation expense is recognized, net of an estimated forfeiture rate, on a straight-line basis over the requisite service period of the award, which is the vesting term. For stock awards which vest more quickly than a straight-line basis, additional expense is taken in the early year(s) to ensure the expense is commensurate with the vest schedule. | |||||||||||||
The Company calculates the fair value of stock option awards using the Black-Scholes option pricing model, which incorporates various assumptions including volatility, expected term, risk-free interest rates and dividend yields. The expected volatility assumption is based on historical volatility of the Company’s common stock over the most recent period commensurate with the expected life of the stock option granted. The Company uses historical volatility because management believes such volatility is representative of prospective trends. The risk-free interest rate assumption is based upon observed interest rates appropriate for the expected life of the stock option awarded. The Company uses the exercise history of comparable grants to determine the expected life of stock options granted. The dividend yield assumption is based on dividends and the market price per share prior to declaration. | |||||||||||||
The following is the average fair value per share estimated on the date of grant and the average assumptions used for each option granted during fiscal 2014, 2013 and 2012: | |||||||||||||
Year Ended March 31, | |||||||||||||
2014 | 2013 (1) | 2012 (1) | |||||||||||
Expected volatility | 39.11 | % | 40.97 | % | 39.96 | % | |||||||
Risk-free interest rate | 1.67 | % | 0.96 | % | 1.65 | % | |||||||
Expected lives at date of grant (in years) | 6.2 | 6.3 | 5.8 | ||||||||||
Weighted average fair value of the options granted | $ | 2.63 | $ | 4.08 | $ | 3.96 | |||||||
Dividend yield assumption (1) | 4.46 | % | 0 | % | 0 | % | |||||||
(1) In January 2013, our Board of Directors announced its intention to begin paying cash dividends totaling $0.50 per share annually. Prior to that, the Company had never paid a dividend or announced any intentions to pay a dividend. | |||||||||||||
The Company measures the grant date fair value of restricted stock units using the Company’s closing common stock price on the trading date immediately preceding the grant date. | |||||||||||||
See note 18 for additional information regarding our stock-based compensation including the impact on net income during the reported periods. | |||||||||||||
Recently Issued Accounting Pronouncements | ' | ||||||||||||
Recently Issued Accounting Pronouncements | |||||||||||||
In May 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standard Update (“ASU”) No. 2014-09 “Revenue from Contracts with Customers”. The Company has not yet evaluated the impact of the update on its financial statements. | |||||||||||||
In April 2014, the FASB issued ASU No. 2014-08 "Presentation of Financial Statements and Property, Plant, and Equipment – Reporting Discontinued Operations and Disclosures of Disposals of Components of an Entity". The Company has not yet evaluated the impact of the update on its financial statements. | |||||||||||||
In February 2013, the FASB issued ASU No. 2013-02, “Reporting of Amounts Reclassified Out of Accumulated Other Comprehensive Income”. This ASU requires an entity to provide information about the amounts reclassified out of accumulated other comprehensive income by component. In addition, an entity is required to present, either on the face of the statement where net income is presented or in the notes, significant amounts reclassified out of accumulated other comprehensive income by the respective line items of net income but only if the amount reclassified is required under U.S. GAAP to be reclassified to net income in its entirety in the same reporting period. For other amounts that are not required under U.S. GAAP to be reclassified in their entirety to net income, an entity is required to cross-reference to other disclosures required under U.S. GAAP that provide additional detail about those amounts. The amendments in this Update supersede and replace the presentation requirements for reclassifications out of accumulated other comprehensive income in ASUs 2011-05 (issued in June 2011) and 2011-12 (issued in December 2011) for all public and private organizations. For public entities, the amendments of this ASU are effective prospectively for reporting periods beginning after December 15, 2012. The requirements of this ASU were adopted during the Company's quarter ended March 31, 2013 and did not have a significant impact on its disclosures. | |||||||||||||
In July 2012, the FASB issued ASU No. 2012-02, “Intangibles – Goodwill and Other (Topic 350).” The amendments in this ASU allow an entity to first assess qualitative factors to determine whether the existence of events and circumstances indicates that it is more likely than not that an indefinite-lived intangible asset is impaired. If an entity concludes that it is not more likely than not that the indefinite-lived intangible asset is impaired, then the entity is not required to take further action. However, if an entity concludes otherwise, then it is required to determine the fair value of the indefinite-lived intangible asset and perform the quantitative impairment test by comparing the fair value with the carrying amount in accordance with Subtopic 350-30. This ASU is effective for annual and interim impairment tests performed for fiscal years beginning after September 15, 2012. The requirements of this ASU were adopted during the Company's quarter ended September 30, 2012 and did not have a significant impact on its disclosures. |
SUMMARY_OF_SIGNIFICANT_ACCOUNT2
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables) | 12 Months Ended | ||||||||||||
Mar. 31, 2014 | |||||||||||||
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES [Abstract] | ' | ||||||||||||
Allowance for doubtful accounts | ' | ||||||||||||
Changes in the allowance for doubtful accounts balance for the years ended March 31, 2014, 2013 and 2012 were as follows (in thousands): | |||||||||||||
Balance at April 1, 2011 | $ | 5,778 | |||||||||||
Decrease in allowance recorded to income | (715 | ) | |||||||||||
Accounts charged against the allowance (1) | (774 | ) | |||||||||||
Balance at March 31, 2012 | 4,289 | ||||||||||||
Increase in allowance recorded to expense | 1,065 | ||||||||||||
Accounts charged against the allowance (1) | (259 | ) | |||||||||||
Balance at March 31, 2013 | 5,095 | ||||||||||||
Decrease in allowance recorded to income | (1,494 | ) | |||||||||||
Accounts charged against the allowance (1) | (660 | ) | |||||||||||
Balance at March 31, 2014 | $ | 2,941 | |||||||||||
-1 | Write-offs related primarily to accounts deemed uncollectible and maintenance and subscription cancellations. | ||||||||||||
Assumptions used in the fair valuation of options | ' | ||||||||||||
The following is the average fair value per share estimated on the date of grant and the average assumptions used for each option granted during fiscal 2014, 2013 and 2012: | |||||||||||||
Year Ended March 31, | |||||||||||||
2014 | 2013 (1) | 2012 (1) | |||||||||||
Expected volatility | 39.11 | % | 40.97 | % | 39.96 | % | |||||||
Risk-free interest rate | 1.67 | % | 0.96 | % | 1.65 | % | |||||||
Expected lives at date of grant (in years) | 6.2 | 6.3 | 5.8 | ||||||||||
Weighted average fair value of the options granted | $ | 2.63 | $ | 4.08 | $ | 3.96 | |||||||
Dividend yield assumption (1) | 4.46 | % | 0 | % | 0 | % | |||||||
(1) In January 2013, our Board of Directors announced its intention to begin paying cash dividends totaling $0.50 per share annually. Prior to that, the Company had never paid a dividend or announced any intentions to pay a dividend. |
DISCONTINUED_OPERATIONS_Tables
DISCONTINUED OPERATIONS (Tables) | 12 Months Ended | ||||||||||||
Mar. 31, 2014 | |||||||||||||
DISCONTINUED OPERATIONS [Abstract] | ' | ||||||||||||
Schedule of financial results included in income (loss) from discontinued operations | ' | ||||||||||||
The following table provides the financial results included in income (loss) from discontinued operations, net of tax during the periods presented (in thousands): | |||||||||||||
Year Ended March 31, | |||||||||||||
2014 | 2013 | 2012 | |||||||||||
Revenues | $ | 195,920 | $ | 220,645 | $ | 246,281 | |||||||
Operating expenses | 164,422 | 260,835 | -1 | 203,453 | |||||||||
Income (loss) from operations | 31,498 | (40,190 | ) | 42,828 | |||||||||
Income tax provision | 11,101 | 2,378 | 17,898 | ||||||||||
Net income (loss) from operations | 20,397 | (42,568 | ) | 24,930 | |||||||||
Gain on sale | 34,195 | - | - | ||||||||||
Income tax provision on sale | 24,666 | - | - | ||||||||||
Net gain on sale | 9,529 | - | - | ||||||||||
Income (loss) from discontinued operations, net of tax | $ | 29,926 | $ | (42,568 | ) | $ | 24,930 | ||||||
(1) Operating expenses includes $71.8 million related to a goodwill impairment charge taken during fiscal 2013. |
ACQUISITIONS_Tables
ACQUISITIONS (Tables) | 12 Months Ended | |||||||||
Mar. 31, 2014 | ||||||||||
ACQUISITIONS [Abstract] | ' | |||||||||
Summary of the identifiable intangible assets acquired, useful life and amortization method | ' | |||||||||
A summary of the identifiable intangible assets acquired, useful life and amortization method is as follows (in thousands): | ||||||||||
Purchase Price | Useful Life | Amortization | ||||||||
Allocation | (in Years) | Method | ||||||||
Developed technology | $ | 28,500 | 5 | Straight Line | ||||||
Trade names | 9,800 | 3 | Straight Line | |||||||
Customer relationships | 3,700 | 10 | Straight Line | |||||||
Total intangible assets acquired | $ | 42,000 |
FAIR_VALUE_OF_ASSETS_AND_LIABI1
FAIR VALUE OF ASSETS AND LIABILITIES (Tables) | 12 Months Ended | ||||||||||||||||
Mar. 31, 2014 | |||||||||||||||||
FAIR VALUE OF ASSETS AND LIABILITIES [Abstract] | ' | ||||||||||||||||
Fair value of assets and liabilities | ' | ||||||||||||||||
The following table presents the Company’s assets and liabilities that are measured at fair value on a recurring basis (in thousands): | |||||||||||||||||
As of March 31, 2014 | |||||||||||||||||
Quoted Prices in | Significant | Significant | |||||||||||||||
Active Markets for | Other Observable | Unobservable | |||||||||||||||
Estimated | Identical Assets | Inputs | Inputs | ||||||||||||||
Fair Value | (Level 1) | (Level 2) | (Level 3) | ||||||||||||||
Assets: | |||||||||||||||||
Cash equivalents - money market funds | $ | 232,252 | $ | 232,252 | |||||||||||||
Liabilities: | |||||||||||||||||
Foreign exchange derivatives | $ | 39 | $ | 39 | |||||||||||||
As of March 31, 2013 | |||||||||||||||||
Quoted Prices in | Significant | Significant | |||||||||||||||
Active Markets for | Other Observable | Unobservable | |||||||||||||||
Estimated | Identical Assets | Inputs | Inputs | ||||||||||||||
Fair Value | (Level 1) | (Level 2) | (Level 3) | ||||||||||||||
Assets: | |||||||||||||||||
Cash equivalents - money market funds | $ | 11,525 | $ | 11,525 | |||||||||||||
Foreign exchange derivatives | $ | 31 | $ | 31 |
FINANCING_RECEIVABLES_Tables
FINANCING RECEIVABLES (Tables) | 12 Months Ended | ||||||||||||||||||||
Mar. 31, 2014 | |||||||||||||||||||||
FINANCING RECEIVABLES [Abstract] | ' | ||||||||||||||||||||
Aged analysis of products and loans financing receivables | ' | ||||||||||||||||||||
The following is an aged analysis of our products and loans financing receivables based on invoice dates as of March 31, 2014 and March 31, 2013 (in thousands): | |||||||||||||||||||||
As of March 31, 2014 | |||||||||||||||||||||
Greater than | |||||||||||||||||||||
0-29 days past | 30-90 days past | 90 days | Total financing | ||||||||||||||||||
invoice date | invoice date | past invoice date | Unbilled | receivables | |||||||||||||||||
Pass rating | |||||||||||||||||||||
Software products | $ | 2,684 | $ | 628 | $ | 26 | $ | 33,807 | $ | 37,145 | |||||||||||
As of March 31, 2013 | |||||||||||||||||||||
Greater than | |||||||||||||||||||||
0-29 days past | 30-90 days past | 90 days | Total financing | ||||||||||||||||||
invoice date | invoice date | past invoice date | Unbilled | receivables | |||||||||||||||||
Pass rating | |||||||||||||||||||||
Software products | $ | 3,311 | $ | 679 | $ | 1,324 | $ | 42,659 | $ | 47,973 | |||||||||||
Loans | 3,771 | 3,771 | |||||||||||||||||||
Total | 3,311 | 679 | 1,324 | 46,430 | 51,744 | ||||||||||||||||
Watch rating | |||||||||||||||||||||
Software products | 179 | 179 | |||||||||||||||||||
Total financing receivables | $ | 3,311 | $ | 679 | $ | 1,503 | $ | 46,430 | $ | 51,923 |
PROPERTY_AND_EQUIPMENT_Tables
PROPERTY AND EQUIPMENT (Tables) | 12 Months Ended | ||||||||
Mar. 31, 2014 | |||||||||
PROPERTY AND EQUIPMENT [Abstract] | ' | ||||||||
Property and equipment summarized by major classification | ' | ||||||||
Property and equipment, summarized by major classification, was as follows (in thousands): | |||||||||
March 31, | |||||||||
2014 | 2013 | ||||||||
Buildings and improvements | $ | 377,423 | $ | 376,998 | |||||
Leasehold improvements | 10,700 | 17,055 | |||||||
Furniture and fixtures | 50,610 | 57,609 | |||||||
Computer equipment and software | 74,560 | 76,989 | |||||||
513,293 | 528,651 | ||||||||
Less accumulated depreciation and amortization | 226,280 | 226,159 | |||||||
Net property and equipment | $ | 287,013 | $ | 302,492 |
GOODWILL_CAPITALIZED_SOFTWARE_1
GOODWILL, CAPITALIZED SOFTWARE AND OTHER INTANGIBLE ASSETS (Tables) | 12 Months Ended | ||||||||||||||||||||||||
Mar. 31, 2014 | |||||||||||||||||||||||||
GOODWILL, CAPITALIZED SOFTWARE AND OTHER INTANGIBLE ASSETS [Abstract] | ' | ||||||||||||||||||||||||
Change in carrying amount of goodwill by reportable unit | ' | ||||||||||||||||||||||||
The changes in the carrying amount of goodwill by reporting unit for the years ended March 31, 2014 and 2013 are summarized as follows (in thousands): | |||||||||||||||||||||||||
APM | MF | AS | Discontinued | Total | |||||||||||||||||||||
Operations | |||||||||||||||||||||||||
Goodwill at April 1, 2012 | $ | 477,632 | $ | 140,591 | $ | 25,385 | $ | 158,281 | $ | 801,889 | |||||||||||||||
Impairment charge | $ | (71,840 | ) | $ | (71,840 | ) | |||||||||||||||||||
Effect of foreign currency translation and other | (7,685 | ) | (34 | ) | (288 | ) | $ | (8,007 | ) | ||||||||||||||||
Goodwill at March 31, 2013 | 469,947 | 140,557 | 25,385 | 86,153 | $ | 722,042 | |||||||||||||||||||
Divestiture | $ | (86,153 | ) | $ | (86,153 | ) | |||||||||||||||||||
Effect of foreign currency translation and other | 12,910 | (253 | ) | $ | 12,657 | ||||||||||||||||||||
Goodwill at March 31, 2014 | $ | 482,857 | $ | 140,304 | $ | 25,385 | $ | - | $ | 648,546 | |||||||||||||||
Accumulated impairment charges at April 1, 2012 | $ | - | $ | - | $ | - | $ | - | $ | - | |||||||||||||||
Accumulated impairment charges at March 31, 2013 | $ | - | $ | - | $ | - | $ | (71,840 | ) | $ | (71,840 | ) | |||||||||||||
Accumulated impairment charges at March 31, 2014 | $ | - | $ | - | $ | - | $ | - | $ | - | |||||||||||||||
Components of capitalized software and other intangible assets | ' | ||||||||||||||||||||||||
The components of the Company’s capitalized software and other intangible assets were as follows (in thousands): | |||||||||||||||||||||||||
As of March 31, 2014 | |||||||||||||||||||||||||
Gross Carrying | Accumulated | Net Carrying | |||||||||||||||||||||||
Amount | Amortization | Amount | |||||||||||||||||||||||
Unamortized intangible assets: | |||||||||||||||||||||||||
Trademark | $ | 358 | $ | 358 | |||||||||||||||||||||
Amortized intangible assets: | |||||||||||||||||||||||||
Capitalized software | |||||||||||||||||||||||||
Internally developed | 225,249 | $ | (165,720 | ) | 59,529 | ||||||||||||||||||||
Purchased | 122,396 | (107,116 | ) | 15,280 | |||||||||||||||||||||
Customer relationship | 47,000 | (24,185 | ) | 22,815 | |||||||||||||||||||||
Other | 20,530 | (19,750 | ) | 780 | |||||||||||||||||||||
Total amortized intangible assets | $ | 415,175 | $ | (316,771 | ) | $ | 98,404 | ||||||||||||||||||
As of March 31, 2013 | |||||||||||||||||||||||||
Gross Carrying | Accumulated | Net Carrying | |||||||||||||||||||||||
Amount | Amortization | Amount | |||||||||||||||||||||||
Unamortized intangible assets: | |||||||||||||||||||||||||
Trademarks | $ | 4,428 | $ | 4,428 | |||||||||||||||||||||
Amortized intangible assets: | |||||||||||||||||||||||||
Capitalized software | |||||||||||||||||||||||||
Internally developed | 243,872 | $ | (184,732 | ) | 59,140 | ||||||||||||||||||||
Purchased | 165,117 | (142,453 | ) | 22,664 | |||||||||||||||||||||
Customer relationship | 52,036 | (25,281 | ) | 26,755 | |||||||||||||||||||||
Other | 19,884 | (16,208 | ) | 3,676 | |||||||||||||||||||||
Total amortized intangible assets | $ | 480,909 | $ | (368,674 | ) | $ | 112,235 | ||||||||||||||||||
Amortization expense of capitalized software, customer relationship and other intangible assets | ' | ||||||||||||||||||||||||
Amortization expense of capitalized software, customer relationship and other intangible assets related to continuing operations were as follows (in thousands): | |||||||||||||||||||||||||
Year ended March 31, (1) | |||||||||||||||||||||||||
2014 | 2013 | 2012 | |||||||||||||||||||||||
Amortized intangible assets: | |||||||||||||||||||||||||
Capitalized software | |||||||||||||||||||||||||
Internally developed | $ | 19,506 | $ | 14,732 | $ | 12,385 | |||||||||||||||||||
Purchased | 8,455 | 9,604 | 8,877 | ||||||||||||||||||||||
Customer relationship | 4,132 | 4,167 | 4,472 | ||||||||||||||||||||||
Other | 3,078 | 3,414 | 3,769 | ||||||||||||||||||||||
Total amortization expense | $ | 35,171 | $ | 31,917 | $ | 29,503 | |||||||||||||||||||
-1 | As discussed in Note 2, we have treated the operations of certain business segments as discontinued operations. The results for all periods have been restated to reflect such treatment. | ||||||||||||||||||||||||
Expected future annual amortization expense | ' | ||||||||||||||||||||||||
Based on the capitalized software, customer relationship and other intangible assets recorded through March 31, 2014, the annual amortization expense over the next five fiscal years and thereafter is expected to be as follows (in thousands): | |||||||||||||||||||||||||
Year Ended March 31, | |||||||||||||||||||||||||
2015 | 2016 | 2017 | 2018 | 2019 | Thereafter | ||||||||||||||||||||
Capitalized software | $ | 27,165 | $ | 23,891 | $ | 14,295 | $ | 6,943 | $ | 2,494 | $ | 21 | |||||||||||||
Customer relationships | 4,142 | 4,142 | 3,978 | 3,834 | 3,834 | 2,885 | |||||||||||||||||||
Other | 780 | - | - | - | - | - | |||||||||||||||||||
Total | $ | 32,087 | $ | 28,033 | $ | 18,437 | $ | 10,612 | $ | 6,328 | $ | 2,907 |
RESTRUCTURING_CHARGES_Tables
RESTRUCTURING CHARGES (Tables) | 12 Months Ended | ||||||||||||||||||||||||||||
Mar. 31, 2014 | |||||||||||||||||||||||||||||
RESTRUCTURING CHARGES [Abstract] | ' | ||||||||||||||||||||||||||||
Restructuring activity | ' | ||||||||||||||||||||||||||||
The following table summarizes the restructuring activity during fiscal 2014, 2013 and 2012 (in thousands): | |||||||||||||||||||||||||||||
Employee | Lease | Other | Total | ||||||||||||||||||||||||||
Termination | Abandonment | Restructuring | |||||||||||||||||||||||||||
Benefits | Costs | Activity | |||||||||||||||||||||||||||
Accrual at April 1, 2011 | $ | - | $ | 473 | $ | - | $ | 473 | |||||||||||||||||||||
Payments | - | (345 | ) | - | (345 | ) | |||||||||||||||||||||||
Accrual at March 31, 2012 | - | 128 | - | 128 | |||||||||||||||||||||||||
Restructuring charge | 10,940 | 2,712 | 2,921 | 16,573 | |||||||||||||||||||||||||
Payments | (1,698 | ) | (128 | ) | - | (1,826 | ) | ||||||||||||||||||||||
Non-cash charges | (4,572 | ) | 5 | (2,841 | ) | (7,408 | ) | ||||||||||||||||||||||
Accrual at March 31, 2013 | 4,670 | 2,717 | 80 | 7,467 | |||||||||||||||||||||||||
Restructuring charge | 10,794 | 2,452 | 8 | 13,254 | |||||||||||||||||||||||||
Payments | (9,842 | ) | (2,488 | ) | (71 | ) | (12,401 | ) | |||||||||||||||||||||
Non-cash charges | (2,591 | ) | (1,137 | ) | - | (3,728 | ) | ||||||||||||||||||||||
Accrual at March 31, 2014 | $ | 3,031 | $ | 1,544 | $ | 17 | $ | 4,592 | |||||||||||||||||||||
Restructuring charges across business segments | ' | ||||||||||||||||||||||||||||
The Company evaluates its business segments prior to restructuring charges. Lease abandonment and other restructuring charges were not related to any specific segment. Restructuring charges across the business segments were as follows (in thousands): | |||||||||||||||||||||||||||||
Year Ended | |||||||||||||||||||||||||||||
31-Mar-14 | |||||||||||||||||||||||||||||
Unallocated | Discontinued | ||||||||||||||||||||||||||||
APM | MF | Expenses | AS | Total | Operations | Total | |||||||||||||||||||||||
Employee termination benefits | $ | 1,652 | $ | 705 | $ | 7,272 | $ | 391 | $ | 10,020 | $ | 774 | $ | 10,794 | |||||||||||||||
Lease abandonment costs | - | - | 1,962 | - | 1,962 | 490 | 2,452 | ||||||||||||||||||||||
Other | - | - | 8 | - | 8 | - | 8 | ||||||||||||||||||||||
Total restructuring charges | $ | 1,652 | $ | 705 | $ | 9,242 | $ | 391 | $ | 11,990 | $ | 1,264 | $ | 13,254 | |||||||||||||||
Year Ended | |||||||||||||||||||||||||||||
31-Mar-13 | |||||||||||||||||||||||||||||
Unallocated | Discontinued | ||||||||||||||||||||||||||||
APM | MF | Expenses | AS | Total | Operations | Total | |||||||||||||||||||||||
Employee termination benefits | $ | 2,657 | $ | 5,647 | $ | 1,814 | $ | - | $ | 10,118 | $ | 822 | $ | 10,940 | |||||||||||||||
Lease abandonment costs | - | - | 2,712 | - | 2,712 | - | 2,712 | ||||||||||||||||||||||
Other | - | - | 2,921 | - | 2,921 | - | 2,921 | ||||||||||||||||||||||
Total restructuring charges | $ | 2,657 | $ | 5,647 | $ | 7,447 | $ | - | $ | 15,751 | $ | 822 | $ | 16,573 |
EARNINGS_PER_COMMON_SHARE_Tabl
EARNINGS PER COMMON SHARE (Tables) | 12 Months Ended | ||||||||||||
Mar. 31, 2014 | |||||||||||||
EARNINGS PER COMMON SHARE [Abstract] | ' | ||||||||||||
Computation of Earnings per Common Share | ' | ||||||||||||
Earnings per common share (“EPS”) data were computed as follows (in thousands, except for per share data): | |||||||||||||
Year Ended March 31, | |||||||||||||
2014 | 2013 | 2012 | |||||||||||
Amounts attributable to Compuware common shareholders | |||||||||||||
Income from continuing operations | $ | 38,199 | $ | 25,317 | $ | 63,441 | |||||||
Loss attributable to non-controlling interests | (3,458 | ) | - | - | |||||||||
Income from continuing operations, net of tax | 41,657 | 25,317 | 63,441 | ||||||||||
Income (loss) from discontinued operations, net of tax | 29,926 | (42,568 | ) | 24,930 | |||||||||
Net income (loss) attributable to Compuware Corporation common shareholders | $ | 71,583 | $ | (17,251 | ) | $ | 88,371 | ||||||
Basic earnings (loss) per share: | |||||||||||||
Continuing operations | 0.19 | 0.12 | 0.29 | ||||||||||
Discontinued operations | 0.14 | (0.20 | ) | 0.11 | |||||||||
Basic earnings (loss) per share | $ | 0.33 | $ | (0.08 | ) | $ | 0.4 | ||||||
Weighted-average common shares outstanding | 215,952 | 214,627 | 218,344 | ||||||||||
Diluted earnings (loss) per share: | |||||||||||||
Continuing operations | 0.19 | 0.12 | 0.29 | ||||||||||
Discontinued operations | 0.13 | (0.20 | ) | 0.11 | |||||||||
Diluted earnings (loss) per share | $ | 0.32 | $ | (0.08 | ) | $ | 0.4 | ||||||
Weighted-average common shares outstanding | 215,952 | 214,627 | 218,344 | ||||||||||
Dilutive effect of stock awards | 5,228 | 4,953 | 4,034 | ||||||||||
Total shares | 221,180 | 219,580 | 222,378 |
INCOME_TAXES_Tables
INCOME TAXES (Tables) | 12 Months Ended | ||||||||||||
Mar. 31, 2014 | |||||||||||||
INCOME TAXES [Abstract] | ' | ||||||||||||
Income from Continuing Operations before Income Taxes and Income Tax Provision | ' | ||||||||||||
Income from continuing operations before income tax provision and the income tax provision include the following (in thousands): | |||||||||||||
Year Ended March 31, | |||||||||||||
2014 | 2013 | 2012 | |||||||||||
Income from continuing operations before income tax provision: | |||||||||||||
U.S. | $ | 608 | $ | (4,736 | ) | $ | 69,110 | ||||||
Foreign | 50,535 | 45,970 | 16,336 | ||||||||||
Total income from continuing operations before income tax provision | $ | 51,143 | $ | 41,234 | $ | 85,446 | |||||||
Income tax provision - continuing operations | |||||||||||||
Current: | |||||||||||||
U.S. Federal | $ | 22,941 | $ | 24,831 | $ | 1,562 | |||||||
Foreign | 12,573 | 8,714 | 4,556 | ||||||||||
U.S. State | 818 | (4,205 | ) | (1,679 | ) | ||||||||
Total current tax provision - continuing operations | 36,332 | 29,340 | 4,439 | ||||||||||
Deferred: | |||||||||||||
U.S. Federal | (37,126 | ) | (26,351 | ) | 17,404 | ||||||||
Foreign | 1,464 | 7,212 | 3,076 | ||||||||||
U.S. State | 12,274 | 5,716 | (2,914 | ) | |||||||||
Total deferred tax provision (benefit) - continuing operations | (23,388 | ) | (13,423 | ) | 17,566 | ||||||||
Total income tax provision - continuing operations | $ | 12,944 | $ | 15,917 | $ | 22,005 | |||||||
Effective Income Tax Rate Reconciliation | ' | ||||||||||||
The Company's income tax expense differed from the amount computed on pre-tax income at the U.S. federal income tax rate of 35% for the following reasons (in thousands): | |||||||||||||
Year Ended March 31, | |||||||||||||
2014 | 2013 | 2012 | |||||||||||
Federal income tax at statutory rates | $ | 17,900 | $ | 14,432 | $ | 29,906 | |||||||
Increase (decrease) in taxes: | |||||||||||||
State income taxes, net | 538 | 407 | 2,930 | ||||||||||
Foreign tax rate differential | (4,787 | ) | (4,030 | ) | (3,004 | ) | |||||||
Taxes relating to foreign operations | (1,040 | ) | 6,415 | 1,525 | |||||||||
Settlement of prior year tax matters | (73 | ) | (565 | ) | (1,992 | ) | |||||||
Tax credits (1) | (2,552 | ) | (3,634 | ) | (2,065 | ) | |||||||
Revaluation of deferred taxes | (2,152 | ) | 1,629 | ||||||||||
Non-deductible intangible amortization | 2,169 | 2,090 | 1,949 | ||||||||||
Foreign reorganization | 1,550 | ||||||||||||
Valuation allowance (2) | 8,113 | 2,593 | (7,174 | ) | |||||||||
Non-deductible expenses | 709 | 2,867 | 3,212 | ||||||||||
Domestic production deduction | (2,895 | ) | (2,404 | ) | (2,301 | ) | |||||||
Stock based compensation | (2,172 | ) | |||||||||||
Other, net | (814 | ) | (3,883 | ) | (2,531 | ) | |||||||
Provision for income taxes | $ | 12,944 | $ | 15,917 | $ | 22,005 | |||||||
-1 | During fiscal 2014, the Company’s tax credits primarily related to the U.S. Research and Experimentation tax credit (“R&D” credit”) including the impact of the credit which expired at December 31, 2013. | ||||||||||||
During fiscal 2013, the Company’s tax credits primarily related to the U.S. Research and Experimentation tax credit (“R&D credit”) including the impact of retroactively reinstating the credit to January 1, 2012. | |||||||||||||
-2 | During fiscal 2014, primarily as a result of the divestiture and required to be reported in continuing operations, the Company increased the valuation allowance in the amount of $8.5 million related to the Brownfield Redevelopment tax credit carryforward deferred tax assets (“Brownfield tax credit carryforward assets”). The tax credits expected to be used prior to the divestiture have decreased primarily due to a reduction in projected taxable income sourced to the State of Michigan. A significant portion of the discontinued operations were conducted in Michigan. The Company adjusted the carrying value of the Brownfield tax credit carryforward asset to its more likely than not realizable value. | ||||||||||||
During fiscal 2012, as a result of the State of Michigan amending the Income Tax Act, the Company released a valuation allowance of $4.8 million related to the Brownfield tax credit carryforward asset. The Company adjusted the carrying value of the Brownfield tax credit carryforward asset to its more likely than not realizable value. | |||||||||||||
Deferred Tax Assets and Liabilities | ' | ||||||||||||
Temporary differences and carryforwards that give rise to a significant portion of deferred tax assets and liabilities were as follows (in thousands): | |||||||||||||
March 31, | |||||||||||||
2014 | 2013 | ||||||||||||
Deferred tax assets: | |||||||||||||
Deferred revenue | $ | 34,486 | $ | 31,892 | |||||||||
Intangible assets | 5,134 | 10,218 | |||||||||||
Accrued expenses | 41,761 | 37,024 | |||||||||||
Net operating loss carryforwards | 11,798 | 16,097 | |||||||||||
Other tax carryforwards | 66,375 | 54,014 | |||||||||||
Other | 425 | 6,572 | |||||||||||
Total deferred tax assets before valuation allowance | 159,979 | 155,817 | |||||||||||
Less: Valuation allowance | 41,437 | 35,581 | |||||||||||
Net deferred tax assets | 118,542 | 120,236 | |||||||||||
Deferred tax liabilities: | |||||||||||||
Intangible assets | 47,817 | 59,742 | |||||||||||
Capitalized research and development costs | 23,974 | 24,988 | |||||||||||
Fixed assets | 22,834 | 25,380 | |||||||||||
Other | 7,923 | 4,404 | |||||||||||
Total deferred tax liabilities | 102,548 | 114,514 | |||||||||||
Net deferred tax assets (liabilities) | $ | 15,994 | $ | 5,722 | |||||||||
Current deferred tax assets | $ | 35,871 | $ | 37,618 | |||||||||
Long-term deferred tax assets | 16,514 | 31,754 | |||||||||||
Long-term deferred tax liabilities | (36,391 | ) | (63,650 | ) | |||||||||
Net deferred tax assets (liabilities) | $ | 15,994 | $ | 5,722 | |||||||||
Net Operating Losses, Capital Losses and Tax Credit Carryforwards | ' | ||||||||||||
At March 31, 2014, the Company had net operating losses, capital losses and tax credit carryforwards for income tax purposes of $78.1 million that expire in the tax years as follows (in thousands): | |||||||||||||
31-Mar-14 | Expiration | ||||||||||||
U.S. federal and state net operating losses | $ | 2,936 | 2018 - 2034 | ||||||||||
Non-U.S. net operating losses | 6,972 | Indefinite | |||||||||||
Non-U.S. net operating losses | 1,890 | 2020 - 2023 | |||||||||||
Non-U.S. capital loss carryforwards | 26,694 | Indefinite | |||||||||||
U.S. federal and state tax credit carryforwards | 39,681 | 2015 - 2029 | |||||||||||
$ | 78,173 | ||||||||||||
Unrecognized Tax Benefits Reconciliation | ' | ||||||||||||
The following is a tabular reconciliation of the total amounts of unrecognized tax benefits for the years ended March 31, 2014, 2013 and 2012 (in thousands): | |||||||||||||
Year Ended March 31, | |||||||||||||
2014 | 2013 | 2012 | |||||||||||
Gross unrecognized tax benefit at April 1, | $ | 17,785 | $ | 20,663 | $ | 21,114 | |||||||
Gross increases to tax positions for prior periods | 2,829 | 2,441 | 1,859 | ||||||||||
Gross decreases to tax positions for prior periods | (460 | ) | (3,864 | ) | (1,515 | ) | |||||||
Gross increases to tax positions for current period | 3,500 | 1,609 | 2,623 | ||||||||||
Increase (decrease) from foriegn currency | 2 | (3 | ) | 64 | |||||||||
Settlements | (113 | ) | (790 | ) | (2,416 | ) | |||||||
Lapse of statute of limitations | (2,399 | ) | (2,271 | ) | (1,066 | ) | |||||||
Gross unrecognized tax benefit at March 31, | $ | 21,144 | $ | 17,785 | $ | 20,663 |
SEGMENT_INFORMATION_Tables
SEGMENT INFORMATION (Tables) | 12 Months Ended | ||||||||||||||||||||
Mar. 31, 2014 | |||||||||||||||||||||
SEGMENT INFORMATION [Abstract] | ' | ||||||||||||||||||||
Financial Information for Business Segments | ' | ||||||||||||||||||||
The Company evaluates the performance of its segments based primarily on revenue growth and contribution margin which is operating profit before certain charges such as restructuring, internal information system support, finance, human resources, legal, administration and other corporate charges (“unallocated expenses”). The allocation of income taxes is not evaluated at the segment level. Financial information for the Company’s business segments was as follows (in thousands): | |||||||||||||||||||||
Year Ended | |||||||||||||||||||||
31-Mar-14 | |||||||||||||||||||||
Unallocated | |||||||||||||||||||||
Expenses and | |||||||||||||||||||||
APM | MF | AS | Eliminations (1) | Total | |||||||||||||||||
Software license fees | $ | 116,373 | $ | 42,824 | $ | 159,197 | |||||||||||||||
Maintenance fees | 100,243 | 253,131 | 353,374 | ||||||||||||||||||
Subscription fees | 80,857 | 80,857 | |||||||||||||||||||
Service fees | 29,894 | 299 | 30,193 | ||||||||||||||||||
Application service fees | $ | 97,135 | 97,135 | ||||||||||||||||||
Total revenues | 327,367 | 296,254 | 97,135 | 720,756 | |||||||||||||||||
Operating expenses | 298,924 | 74,384 | 120,233 | 179,360 | 672,901 | ||||||||||||||||
Contribution / operating margin from continuing operations | $ | 28,443 | $ | 221,870 | $ | (23,098 | ) | $ | (179,360 | ) | $ | 47,855 | |||||||||
-1 | Unallocated operating expenses include $12.0 million in restructuring expenses. See note 9 for additional information. | ||||||||||||||||||||
Year Ended | |||||||||||||||||||||
March 31, 2013 (2) | |||||||||||||||||||||
Unallocated | |||||||||||||||||||||
APM | MF | AS | Expenses (1) | Total | |||||||||||||||||
Software license fees | $ | 100,565 | $ | 58,528 | $ | 159,093 | |||||||||||||||
Maintenance fees | 89,535 | 271,824 | 361,359 | ||||||||||||||||||
Subscription fees | 79,862 | 79,862 | |||||||||||||||||||
Service fees | 30,571 | 2,325 | 32,896 | ||||||||||||||||||
Application service fees | $ | 90,694 | 90,694 | ||||||||||||||||||
Total revenues | 300,533 | 332,677 | 90,694 | 723,904 | |||||||||||||||||
Operating expenses | 304,835 | 91,325 | 86,084 | $ | 199,256 | 681,500 | |||||||||||||||
Contribution / operating margin from continuing operations | $ | (4,302 | ) | $ | 241,352 | $ | 4,610 | $ | (199,256 | ) | $ | 42,404 | |||||||||
-1 | Unallocated operating expenses include $15.8 million in restructuring expenses. See note 9 for additional information. | ||||||||||||||||||||
-2 | As discussed in Note 2, we have treated the operations of certain business segments as discontinued operations. The results for all periods have been restated to reflect such treatment. | ||||||||||||||||||||
Year Ended | |||||||||||||||||||||
March 31, 2012 (1) | |||||||||||||||||||||
Unallocated | |||||||||||||||||||||
APM | MF | AS | Expenses | Total | |||||||||||||||||
Software license fees | $ | 85,462 | $ | 110,289 | $ | 195,751 | |||||||||||||||
Maintenance fees | 77,329 | 303,639 | 380,968 | ||||||||||||||||||
Subscription fees | 76,246 | 76,246 | |||||||||||||||||||
Service fees | 31,406 | 5,389 | 36,795 | ||||||||||||||||||
Application service fees | $ | 73,731 | 73,731 | ||||||||||||||||||
Total revenues | 270,443 | 419,317 | 73,731 | 763,491 | |||||||||||||||||
Operating expenses | 317,621 | 99,310 | 72,717 | $ | 190,030 | 679,678 | |||||||||||||||
Contribution / operating margin from continuing operations | $ | (47,178 | ) | $ | 320,007 | $ | 1,014 | $ | (190,030 | ) | $ | 83,813 | |||||||||
-1 | As discussed in Note 2, we have treated the operations of certain business segments as discontinued operations. The results for all periods have been restated to reflect such treatment. | ||||||||||||||||||||
Financial Information Regarding Geographic Operations | ' | ||||||||||||||||||||
Financial information from continuing operations regarding geographic operations is presented in the table below (in thousands): | |||||||||||||||||||||
Year Ended March 31, (1) | |||||||||||||||||||||
2014 | 2013 | 2012 | |||||||||||||||||||
Revenues: | |||||||||||||||||||||
United States | $ | 418,402 | $ | 428,698 | $ | 435,935 | |||||||||||||||
Europe and Africa | 181,377 | 170,693 | 193,595 | ||||||||||||||||||
Other international operations | 120,977 | 124,513 | 133,961 | ||||||||||||||||||
Total revenues | $ | 720,756 | $ | 723,904 | $ | 763,491 | |||||||||||||||
-1 | As discussed in Note 2, we have treated the operations of certain business segments as discontinued operations. The results for all periods have been restated to reflect such treatment. | ||||||||||||||||||||
March 31, | |||||||||||||||||||||
2014 | 2013 | 2012 | |||||||||||||||||||
Long-lived assets: | |||||||||||||||||||||
United States | $ | 785,403 | $ | 888,032 | $ | 961,202 | |||||||||||||||
Austria | 210,755 | 201,224 | 214,615 | ||||||||||||||||||
Other | 14,210 | 17,082 | 24,210 | ||||||||||||||||||
Total long-lived assets | $ | 1,010,368 | $ | 1,106,338 | $ | 1,200,027 |
COMMITMENTS_AND_CONTINGENCIES_
COMMITMENTS AND CONTINGENCIES (Tables) | 12 Months Ended | ||||||||||||||||||||||||||||
Mar. 31, 2014 | |||||||||||||||||||||||||||||
COMMITMENTS AND CONTINGENCIES [Abstract] | ' | ||||||||||||||||||||||||||||
Summary of Payments Under Contractual Obligations | ' | ||||||||||||||||||||||||||||
The following table summarizes our payments under contractual obligations as of March 31, 2014 (in thousands): | |||||||||||||||||||||||||||||
Payment Due by Period as of March 31, | |||||||||||||||||||||||||||||
Total | 2015 | 2016 | 2017 | 2018 | 2019 | Thereafter | |||||||||||||||||||||||
Contractual obligations: | |||||||||||||||||||||||||||||
Operating leases | $ | 244,213 | $ | 14,186 | $ | 10,742 | $ | 9,570 | $ | 8,251 | $ | 6,917 | $ | 194,547 | |||||||||||||||
Other | 4,870 | 3,420 | 400 | 150 | 150 | 150 | 600 | ||||||||||||||||||||||
Total | $ | 249,083 | $ | 17,606 | $ | 11,142 | $ | 9,720 | $ | 8,401 | $ | 7,067 | $ | 195,147 | |||||||||||||||
Schedule of Future Minimum Lease Rental Commitments | ' | ||||||||||||||||||||||||||||
The following is a schedule of future minimum lease rental income commitments (in thousands): | |||||||||||||||||||||||||||||
Payment Due by Period as of March 31, | |||||||||||||||||||||||||||||
Total | 2015 | 2016 | 2017 | 2018 | 2019 | Thereafter | |||||||||||||||||||||||
Lease rental income commitments | $ | 15,523 | $ | 5,721 | $ | 4,721 | $ | 1,231 | $ | 1,130 | $ | 870 | $ | 1,850 |
BENEFIT_PLANS_Tables
BENEFIT PLANS (Tables) | 12 Months Ended | ||||||||||||||||
Mar. 31, 2014 | |||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ||||||||||||||||
Stock award compensation expense | ' | ||||||||||||||||
For the years ended March 31, 2014, 2013 and 2012, stock awards compensation expense was allocated as follows (dollars in thousands): | |||||||||||||||||
Year Ended March 31, | |||||||||||||||||
2014 | 2013 | 2012 | |||||||||||||||
Stock awards compensation classified as: | |||||||||||||||||
Cost of license fees | $ | - | $ | 1 | $ | 4 | |||||||||||
Cost of maintenance fees | 401 | 778 | 812 | ||||||||||||||
Cost of subscription fees | 2 | 46 | 23 | ||||||||||||||
Cost of professional services | 53 | 86 | 129 | ||||||||||||||
Cost of application services | 17,318 | 1,629 | 1,623 | ||||||||||||||
Technology development and support | 1,210 | 2,346 | 2,205 | ||||||||||||||
Sales and marketing | 7,629 | 6,642 | 6,279 | ||||||||||||||
Administrative and general | 11,482 | 15,360 | 13,429 | ||||||||||||||
Restructuring costs | 2,591 | 4,572 | - | ||||||||||||||
Discontinued operations | 195 | 217 | 220 | ||||||||||||||
Total stock awards compensation expense before income taxes | $ | 40,881 | $ | 31,677 | $ | 24,724 | |||||||||||
Stock Options - Service-Based Vesting [Member] | ' | ||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ||||||||||||||||
Summary of stock option activity | ' | ||||||||||||||||
A summary of activity for options that vest based on service conditions only under the Company’s stock-based compensation plans as of March 31, 2014, and changes during the year then ended is presented below (shares and intrinsic value in thousands): | |||||||||||||||||
Twelve Months Ended | |||||||||||||||||
31-Mar-14 | |||||||||||||||||
Weighted | |||||||||||||||||
Weighted | Average | ||||||||||||||||
Average | Remaining | Aggregate | |||||||||||||||
Number of | Exercise | Contractual | Intrinsic | ||||||||||||||
Options | Price | Term in Years | Value | ||||||||||||||
Options outstanding as of March 31, 2013 | 19,076 | $ | 8.44 | ||||||||||||||
Granted | 1,606 | 10.59 | |||||||||||||||
Exercised | (4,432 | ) | 7.9 | $ | 13,307 | ||||||||||||
Forfeited | (529 | ) | 10.34 | ||||||||||||||
Cancelled/expired | (1,485 | ) | 8.28 | ||||||||||||||
Options outstanding as of March 31, 2014 | 14,236 | $ | 8.8 | 6.56 | $ | 23,326 | |||||||||||
Options vested and expected to vest, net of estimated forfeitures, as of March 31, 2014 | 13,838 | $ | 8.76 | 6.5 | $ | 23,104 | |||||||||||
Options exercisable as of March 31, 2014 | 9,363 | $ | 8.45 | 5.78 | $ | 18,356 | |||||||||||
Stock Options - Performance and Service-Based Vesting [Member] | ' | ||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ||||||||||||||||
Summary of stock option activity | ' | ||||||||||||||||
A summary of activity for options that vest based on the achievement of both service and performance conditions under the Company’s stock-based compensation plans as of March 31, 2014, and changes during the year then ended is presented below (shares and intrinsic value in thousands): | |||||||||||||||||
Twelve Months Ended | |||||||||||||||||
31-Mar-14 | |||||||||||||||||
Weighted | |||||||||||||||||
Weighted | Average | ||||||||||||||||
Average | Remaining | Aggregate | |||||||||||||||
Number of | Exercise | Contractual | Intrinsic | ||||||||||||||
Options | Price | Term in Years | Value | ||||||||||||||
Options outstanding as of March 31, 2013 | 3,648 | $ | 9.79 | ||||||||||||||
Granted | 594 | 11.3 | |||||||||||||||
Forfeited/Cancelled | (2,092 | ) | 9.93 | ||||||||||||||
Options outstanding as of March 31, 2014 | 2,150 | $ | 10.07 | 8.51 | $ | 909 | |||||||||||
Options vested and expected to vest, net of estimated forfeitures, as of March 31, 2014 | - | $ | - | - | $ | - | |||||||||||
Options exercisable as of March 31, 2014 | - | $ | - | - | $ | - | |||||||||||
Non-vested RSU [Member] | ' | ||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ||||||||||||||||
Summary of non-vested restricted stock units and performance-based restricted stock unit awards activity | ' | ||||||||||||||||
A summary of non-vested restricted stock units (“RSUs”) and performance-based stock awards (“PSAs” and collectively “Non-vested RSU”) activity under the Company’s LTIP as of March 31, 2014, and changes during the year then ended is presented below (shares and intrinsic value in thousands): | |||||||||||||||||
Twelve Months Ended | |||||||||||||||||
31-Mar-14 | |||||||||||||||||
Weighted | |||||||||||||||||
Average | Aggregate | ||||||||||||||||
Grant-Date | Intrinsic | ||||||||||||||||
Shares | Fair Value | Value | |||||||||||||||
Non-vested RSU outstanding at March 31, 2013 | 4,850 | ||||||||||||||||
Granted | 798 | $ | 11.01 | ||||||||||||||
Dividend equivalents issued | 122 | $ | 10.89 | ||||||||||||||
Released | (2,276 | ) | $ | 24,303 | |||||||||||||
Forfeited | (1,370 | ) | |||||||||||||||
Non-vested RSU outstanding at March 31, 2014 | 2,124 |
QUARTERLY_FINANCIAL_INFORMATIO1
QUARTERLY FINANCIAL INFORMATION (UNAUDITED) (Tables) | 12 Months Ended | |||||||||||||||||||||
Mar. 31, 2014 | ||||||||||||||||||||||
QUARTERLY FINANCIAL INFORMATION (UNAUDITED) [Abstract] | ' | |||||||||||||||||||||
Quarterly Financial Information | ' | |||||||||||||||||||||
Quarterly financial information for the years ended March 31, 2014 and 2013 was as follows (in thousands, except for per share data): | ||||||||||||||||||||||
Fiscal 2014 (1) | ||||||||||||||||||||||
First | Second | Third | Fourth | |||||||||||||||||||
Quarter | Quarter | Quarter | Quarter | Year | ||||||||||||||||||
Revenues | $ | 170,809 | $ | 172,693 | $ | 193,806 | $ | 183,448 | $ | 720,756 | ||||||||||||
Gross profit | 119,798 | 112,589 | 138,911 | 125,538 | 496,836 | |||||||||||||||||
Operating income (loss) (3) | 2,989 | 10,797 | 20,342 | 13,727 | 47,855 | |||||||||||||||||
Income from continuing operations before tax | 3,191 | 10,982 | 23,302 | 13,668 | 51,143 | |||||||||||||||||
Income from continuing operations net of tax | 4,262 | 7,974 | 17,848 | 8,115 | 38,199 | |||||||||||||||||
Income from discontinued operations net of tax | 5,705 | 7,212 | 6,142 | 10,867 | (2) | 29,926 | (2) | |||||||||||||||
Net income including non-controlling interest | 9,967 | 15,186 | 23,990 | 18,982 | 68,125 | |||||||||||||||||
Net income attributable to Compuware Corporation | 9,967 | 16,340 | 25,022 | 20,254 | 71,583 | |||||||||||||||||
Basic earnings (loss) per share | 0.05 | 0.08 | 0.12 | 0.09 | 0.33 | |||||||||||||||||
Diluted earnings (loss) per share | 0.05 | 0.07 | 0.11 | 0.09 | 0.32 | |||||||||||||||||
Fiscal 2013 (1) | ||||||||||||||||||||||
First | Second | Third | Fourth | |||||||||||||||||||
Quarter | Quarter | Quarter | Quarter | Year | ||||||||||||||||||
Revenues | $ | 171,645 | $ | 166,447 | $ | 201,377 | $ | 184,435 | $ | 723,904 | ||||||||||||
Gross profit | 125,064 | 119,140 | 153,030 | 130,724 | 527,958 | |||||||||||||||||
Operating income | 8,152 | 8,629 | 30,074 | (4,451 | ) | (4) | 42,404 | -4 | ||||||||||||||
Income from continuing operations before tax | 8,204 | 8,542 | 30,019 | (5,531 | ) | 41,234 | ||||||||||||||||
Income from continuing operations net of tax | 2,719 | 2,887 | 16,487 | 3,224 | 25,317 | |||||||||||||||||
Income (loss) from discontinued operations, net of tax | 7,749 | 7,707 | 8,853 | (66,877 | ) | -5 | (42,568 | -5 | ||||||||||||||
Net income (loss) including non-controlling interest | 10,468 | 10,594 | 25,340 | (63,653 | ) | (17,251 | ) | |||||||||||||||
Net income (loss) attributable to Compuware Corporation | 10,468 | 10,594 | 25,340 | (63,653 | ) | (17,251 | ) | |||||||||||||||
Basic earnings per share | 0.05 | 0.05 | 0.12 | (0.30 | ) | (0.08 | ) | |||||||||||||||
Diluted earnings per share | 0.05 | 0.05 | 0.12 | (0.30 | ) | (0.08 | ) | |||||||||||||||
-1 | As discussed in Note 2, we have treated the operations of certain business segments as discontinued operations. The results for all periods have been restated to reflect such treatment. | |||||||||||||||||||||
-2 | Includes gain, related to the divestiture of the Changepoint, Professtional Services and Uniface business segements, of $9.5 million, net of tax. | |||||||||||||||||||||
-3 | Operating income (loss) includes restructuring expense of $4.8 million, $0.2 million, $3.2 million and $3.8 million for the first, second, third and fourth quarters of 2014, respectively. | |||||||||||||||||||||
-4 | Operating income (loss) includes restructuring expense of $15.8 million. | |||||||||||||||||||||
-5 | Income from discounted operations net of tax includes a goodwill impairment. |
SUMMARY_OF_SIGNIFICANT_ACCOUNT3
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details) (USD $) | 12 Months Ended | |||||
Share data in Millions, except Per Share data, unless otherwise specified | Mar. 31, 2014 | Mar. 31, 2013 | Mar. 31, 2012 | |||
Noncontrolling Interest [Abstract] | ' | ' | ' | |||
Number of new shares issued (in shares) | 7.36 | ' | ' | |||
Price per share (in dollars per share) | $10 | ' | ' | |||
Non-controlling interest | $20,256,000 | $0 | ' | |||
Voting power interest (in hundredths) | 80.03% | ' | ' | |||
Economic interest (in hundredths) | 80.03% | ' | ' | |||
Software License fees [Abstract] | ' | ' | ' | |||
Standard perpetual license sales, minimum term of maintenance agreement | '1 year | ' | ' | |||
Multi-product contracts, minimum term of maintenance agreement | '2 years | ' | ' | |||
Multi-product contracts, maximum term of maintenance agreement | '5 years | ' | ' | |||
Maintenance fees [Abstract] | ' | ' | ' | |||
Minimum term over which maintenance fees ratably recognized | '1 year | ' | ' | |||
Maximum term over which maintenance fees ratably recognized | '5 years | ' | ' | |||
Application services fees [Abstract] | ' | ' | ' | |||
Minimum term of customer arrangement for professional services without stand-alone value | '1 year | ' | ' | |||
Maximum term of customer arrangement for professional services without stand-alone value | '5 years | ' | ' | |||
Expected period over which customer will receive benefit | '5 years | ' | ' | |||
Deferred revenue [Abstract] | ' | ' | ' | |||
Long term deferred revenue | 302,565,000 | 310,453,000 | ' | |||
Long term deferred revenue, expected to be recognized during fiscal 2016 | 162,000,000 | ' | ' | |||
Long term deferred revenue, expected to be recognized during fiscal 2017 | 91,600,000 | ' | ' | |||
Long term deferred revenue, expected to be recognized during fiscal 2018 | 32,800,000 | ' | ' | |||
Long term deferred revenue, expected to be recognized during fiscal 2019 | 12,200,000 | ' | ' | |||
Long term deferred revenue, expected to be recognized during fiscal 2020 | 4,000,000 | ' | ' | |||
Capitalized software [Abstract] | ' | ' | ' | |||
Minimum amortization period for capitalized software | '3 years | ' | ' | |||
Maximum amortization period for capitalized software | '5 years | ' | ' | |||
Research and development costs [Abstract] | ' | ' | ' | |||
Research and development costs from continuing operations | 82,200,000 | 88,400,000 | 72,500,000 | |||
Fair value assumptions [Abstract] | ' | ' | ' | |||
Expected volatility (in hundredths) | 39.11% | 40.97% | [1] | 39.96% | [1] | |
Risk-free interest rate (in hundredths) | 1.67% | 0.96% | [1] | 1.65% | [1] | |
Expected lives at date of grant (in years) | '6 years 2 months 12 days | '6 years 3 months 18 days | [1] | '5 years 9 months 18 days | [1] | |
Weighted average fair value of the options granted (in dollars per share) | $2.63 | $4.08 | [1] | $3.96 | [1] | |
Dividend yield assumption (in hundredths) | 4.46% | 0.00% | [1] | 0.00% | [1] | |
Announced dividend per share (in dollars per share) | ' | $0.50 | ' | |||
Capitalized Software [Member] | Internally Developed [Member] | ' | ' | ' | |||
Research and development costs [Abstract] | ' | ' | ' | |||
Research and development costs, capitalized for internally developed software technology | 23,300,000 | 30,000,000 | 22,000,000 | |||
Buildings [Member] | ' | ' | ' | |||
Property, Plant and Equipment [Line Items] | ' | ' | ' | |||
Estimated useful lives of the related assets | '40 years | ' | ' | |||
Furniture and Fixtures [Member] | Minimum [Member] | ' | ' | ' | |||
Property, Plant and Equipment [Line Items] | ' | ' | ' | |||
Estimated useful lives of the related assets | '3 years | ' | ' | |||
Furniture and Fixtures [Member] | Maximum [Member] | ' | ' | ' | |||
Property, Plant and Equipment [Line Items] | ' | ' | ' | |||
Estimated useful lives of the related assets | '10 years | ' | ' | |||
Computer Equipment and Software [Member] | Minimum [Member] | ' | ' | ' | |||
Property, Plant and Equipment [Line Items] | ' | ' | ' | |||
Estimated useful lives of the related assets | '3 years | ' | ' | |||
Computer Equipment and Software [Member] | Maximum [Member] | ' | ' | ' | |||
Property, Plant and Equipment [Line Items] | ' | ' | ' | |||
Estimated useful lives of the related assets | '10 years | ' | ' | |||
Allowance for Doubtful Accounts [Member] | ' | ' | ' | |||
Allowance for doubtful accounts [Roll Forward] | ' | ' | ' | |||
Balance at Beginning of period | 5,095,000 | 4,289,000 | 5,778,000 | |||
Increase in allowance recorded to expense or (decrease) in allowance recorded to income | -1,494,000 | 1,065,000 | -715,000 | |||
Accounts charged against the allowance | -660,000 | [2] | -259,000 | [2] | -774,000 | [2] |
Balance at End of period | $2,941,000 | $5,095,000 | $4,289,000 | |||
[1] | In January 2013, our Board of Directors announced its intention to begin paying cash dividends totaling $0.50 per share annually. Prior to that, the Company had never paid a dividend or announced any intentions to pay a dividend. | |||||
[2] | Write-offs related primarily to accounts deemed uncollectible. |
DISCONTINUED_OPERATIONS_Detail
DISCONTINUED OPERATIONS (Details) (USD $) | 3 Months Ended | 12 Months Ended | ||||||||||||||||||
In Thousands, unless otherwise specified | Mar. 31, 2014 | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2012 | Sep. 30, 2012 | Jun. 30, 2012 | Mar. 31, 2014 | Mar. 31, 2013 | Mar. 31, 2012 | |||||||||
DISCONTINUED OPERATIONS [Abstract] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||||||||
Proceeds from sale of business in cash | ' | ' | ' | ' | ' | ' | ' | ' | $112,000 | $0 | $0 | |||||||||
Disposal Group, Including Discontinued Operation, Income Statement Disclosures [Abstract] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||||||||
Revenues | ' | ' | ' | ' | ' | ' | ' | ' | 195,920 | 220,645 | 246,281 | |||||||||
Operating expenses | ' | ' | ' | ' | ' | ' | ' | ' | 164,422 | 260,835 | [1] | 203,453 | ||||||||
Income (loss) from operations | ' | ' | ' | ' | ' | ' | ' | ' | 31,498 | -40,190 | 42,828 | |||||||||
Income tax provision | ' | ' | ' | ' | ' | ' | ' | ' | 11,101 | 2,378 | 17,898 | |||||||||
Net income (loss) from operations | ' | ' | ' | ' | ' | ' | ' | ' | 20,397 | -42,568 | 24,930 | |||||||||
Gain on sale | ' | ' | ' | ' | ' | ' | ' | ' | 34,195 | 0 | 0 | |||||||||
Income tax provision on sale | ' | ' | ' | ' | ' | ' | ' | ' | 24,666 | 0 | 0 | |||||||||
Net gain on sale | 9,529 | ' | ' | ' | ' | ' | ' | ' | 9,529 | 0 | 0 | |||||||||
Income (loss) from discontinued operations, net of tax | 10,867 | [2],[3] | 6,142 | [2] | 7,212 | [2] | 5,705 | [2] | -66,877 | [2],[4] | 8,853 | [2] | 7,707 | [2] | 7,749 | [2] | 29,926 | -42,568 | 24,930 | |
Goodwill impairment charge | ' | ' | ' | ' | ' | ' | ' | ' | $0 | $71,840 | $0 | |||||||||
[1] | Operating expenses includes $71.8 million related to a goodwill impairment charge taken during fiscal 2013. | |||||||||||||||||||
[2] | As discussed in Note 2, we have treated the operations of certain business segments as discontinued operations. The results for all periods have been restated to reflect such treatment. | |||||||||||||||||||
[3] | Includes gain, related to the divestiture of the Changepoint, Professtional Services and Uniface business segements, of $9.5 million, net of tax. | |||||||||||||||||||
[4] | Income from discounted operations net of tax includes a goodwill impairment. |
ACQUISITIONS_Details
ACQUISITIONS (Details) (dynaTrace [Member], USD $) | 1 Months Ended |
Jul. 01, 2011 | |
Business Acquisition [Line Items] | ' |
Effective date of acquisition | 1-Jul-11 |
Purchase price of acquisition | $255,800,000 |
Direct acquisition cost | 300,000 |
Goodwill recognized on acquisition | 210,900,000 |
Borrowings under credit facility to fund the dynaTrace acquisition | 129,500,000 |
Estimated fair value of intangible assets subject to amortization | 42,000,000 |
Developed Technology Rights [Member] | ' |
Business Acquisition [Line Items] | ' |
Estimated fair value of intangible assets subject to amortization | 28,500,000 |
Useful Life (in Years) | '5 years |
Amortization Method | 'StraightB Line |
Trade Names [Member] | ' |
Business Acquisition [Line Items] | ' |
Estimated fair value of intangible assets subject to amortization | 9,800,000 |
Useful Life (in Years) | '3 years |
Amortization Method | 'StraightB Line |
Customer Relationships [Member] | ' |
Business Acquisition [Line Items] | ' |
Estimated fair value of intangible assets subject to amortization | $3,700,000 |
Useful Life (in Years) | '10 years |
Amortization Method | 'StraightB Line |
FAIR_VALUE_OF_ASSETS_AND_LIABI2
FAIR VALUE OF ASSETS AND LIABILITIES (Details) (USD $) | Mar. 31, 2014 | Mar. 31, 2013 |
FAIR VALUE OF ASSETS AND LIABILITIES [Abstract] | ' | ' |
Accounts receivable | $168,875,000 | $174,891,000 |
Accounts receivable, fair value | 169,300,000 | 175,600,000 |
Liabilities [Abstract] | ' | ' |
Accounts receivable due in fiscal 2016 | 110,500,000 | ' |
Accounts receivable due in fiscal 2017 | 41,000,000 | ' |
Accounts receivable due in fiscal 2018 | 13,700,000 | ' |
Accounts receivable due in fiscal 2019 | 3,400,000 | ' |
Accounts receivable due in fiscal 2020 | 333,000 | ' |
Recurring Basis [Member] | Estimated Fair Value [Member] | ' | ' |
Assets [Abstract] | ' | ' |
Cash equivalents - money market funds | 232,252,000 | 11,525,000 |
Foreign exchange derivatives | ' | 31,000 |
Liabilities [Abstract] | ' | ' |
Foreign exchange derivatives | 39,000 | ' |
Recurring Basis [Member] | Quoted Prices in Active Markets for Identical Assets (Level 1) [Member] | ' | ' |
Assets [Abstract] | ' | ' |
Cash equivalents - money market funds | 232,252,000 | 11,525,000 |
Foreign exchange derivatives | ' | 0 |
Liabilities [Abstract] | ' | ' |
Foreign exchange derivatives | 0 | ' |
Recurring Basis [Member] | Significant Other Observable Inputs (Level 2) [Member] | ' | ' |
Assets [Abstract] | ' | ' |
Cash equivalents - money market funds | 0 | 0 |
Foreign exchange derivatives | ' | 31,000 |
Liabilities [Abstract] | ' | ' |
Foreign exchange derivatives | 39,000 | ' |
Recurring Basis [Member] | Significant Unobservable Inputs (Level 3) [Member] | ' | ' |
Assets [Abstract] | ' | ' |
Cash equivalents - money market funds | 0 | 0 |
Foreign exchange derivatives | ' | 0 |
Liabilities [Abstract] | ' | ' |
Foreign exchange derivatives | $0 | ' |
FINANCING_RECEIVABLES_Details
FINANCING RECEIVABLES (Details) (USD $) | 12 Months Ended | |
Mar. 31, 2014 | Mar. 31, 2013 | |
FINANCING RECEIVABLES [Abstract] | ' | ' |
Minimum finance receivable deferred payment term | '1 year | ' |
Financing Receivable, Recorded Investment, Past Due [Line Items] | ' | ' |
0-29 days past invoice date | ' | $3,311,000 |
30-90 days past invoice date | ' | 679,000 |
Greater than 90 days past invoice date | ' | 1,503,000 |
Unbilled | ' | 46,430,000 |
Total financing receivables | ' | 51,923,000 |
Allowance for credit losses on financing receivables | ' | 179,000 |
Pass Rating [Member] | ' | ' |
Financing Receivable, Recorded Investment, Past Due [Line Items] | ' | ' |
0-29 days past invoice date | ' | 3,311,000 |
30-90 days past invoice date | ' | 679,000 |
Greater than 90 days past invoice date | ' | 1,324,000 |
Unbilled | ' | 46,430,000 |
Total financing receivables | ' | 51,744,000 |
Pass Rating [Member] | Software Products [Member] | ' | ' |
Financing Receivable, Recorded Investment, Past Due [Line Items] | ' | ' |
0-29 days past invoice date | 2,684,000 | 3,311,000 |
30-90 days past invoice date | 628,000 | 679,000 |
Greater than 90 days past invoice date | 26,000 | 1,324,000 |
Unbilled | 33,807,000 | 42,659,000 |
Total financing receivables | 37,145,000 | 47,973,000 |
Pass Rating [Member] | Loans [Member] | ' | ' |
Financing Receivable, Recorded Investment, Past Due [Line Items] | ' | ' |
Unbilled | ' | 3,771,000 |
Total financing receivables | ' | 3,771,000 |
Watch Rating [Member] | Software Products [Member] | ' | ' |
Financing Receivable, Recorded Investment, Past Due [Line Items] | ' | ' |
Greater than 90 days past invoice date | ' | 179,000 |
Total financing receivables | ' | $179,000 |
PROPERTY_AND_EQUIPMENT_Details
PROPERTY AND EQUIPMENT (Details) (USD $) | 12 Months Ended | ||
Mar. 31, 2014 | Mar. 31, 2013 | Mar. 31, 2012 | |
Property, Plant and Equipment [Line Items] | ' | ' | ' |
Gross property and equipment | $513,293,000 | $528,651,000 | ' |
Less accumulated depreciation and amortization | 226,280,000 | 226,159,000 | ' |
Net property and equipment | 287,013,000 | 302,492,000 | ' |
Depreciation and amortization of property and equipment | 26,600,000 | 32,200,000 | 29,300,000 |
Building and Improvements [Member] | ' | ' | ' |
Property, Plant and Equipment [Line Items] | ' | ' | ' |
Gross property and equipment | 377,423,000 | 376,998,000 | ' |
Leasehold Improvements [Member] | ' | ' | ' |
Property, Plant and Equipment [Line Items] | ' | ' | ' |
Gross property and equipment | 10,700,000 | 17,055,000 | ' |
Furniture and Fixtures [Member] | ' | ' | ' |
Property, Plant and Equipment [Line Items] | ' | ' | ' |
Gross property and equipment | 50,610,000 | 57,609,000 | ' |
Computer Equipment and Software [Member] | ' | ' | ' |
Property, Plant and Equipment [Line Items] | ' | ' | ' |
Gross property and equipment | $74,560,000 | $76,989,000 | ' |
INVESTMENT_IN_PARTIALLY_OWNED_1
INVESTMENT IN PARTIALLY OWNED COMPANIES (Details) (USD $) | 12 Months Ended | ||
Mar. 31, 2014 | Mar. 31, 2013 | Mar. 31, 2012 | |
CareTech Solutions Inc [Member] | ' | ' | ' |
Schedule of Equity Method Investments [Line Items] | ' | ' | ' |
Percentage ownership in equity method investment (in hundredths) | 33.30% | ' | ' |
Carrying value of investments in and advances to equity method investee | $6,600,000 | $9,400,000 | ' |
Accounts receivable | 96,000 | 4,300,000 | ' |
Income (loss) from equity method investments | 1,500,000 | 811,000 | 864,000 |
Revenue recognized from services provided and products sold to CareTech | 777,000 | 1,100,000 | 1,500,000 |
Four Start-up Companies [Member] | ' | ' | ' |
Schedule of Equity Method Investments [Line Items] | ' | ' | ' |
Carrying value of investments in and advances to equity method investee | 66,000 | 1,400,000 | ' |
Accounts receivable | 0 | 205,000 | ' |
Income (loss) from equity method investments | $1,700,000 | $1,700,000 | $159,000 |
Number of start up companies in which entity has non controlling interest | 4 | ' | ' |
GOODWILL_CAPITALIZED_SOFTWARE_2
GOODWILL, CAPITALIZED SOFTWARE AND OTHER INTANGIBLE ASSETS (Details) (USD $) | 12 Months Ended | |||||
In Thousands, unless otherwise specified | Mar. 31, 2014 | Mar. 31, 2013 | Mar. 31, 2012 | |||
Goodwill [Line Items] | ' | ' | ' | |||
Goodwill as of beginning of period | $722,042 | $801,889 | ' | |||
Goodwill impairment charge | 0 | -71,840 | 0 | |||
Divestiture | -86,153 | ' | ' | |||
Effect of foreign currency translation and other | 12,657 | -8,007 | ' | |||
Goodwill as of end of period | 648,546 | 722,042 | 801,889 | |||
Accumulated impairment charges | 0 | -71,840 | 0 | |||
Capitalized software and other intangible assets [Abstract] | ' | ' | ' | |||
Gross Carrying Amount, amortized intangible assets | 415,175 | 480,909 | ' | |||
Accumulated Amortization | -316,771 | -368,674 | ' | |||
Net Carrying Amount, amortized intangible assets | 98,404 | 112,235 | ' | |||
Amortization expense of finite-lived intangible assets [Abstract] | ' | ' | ' | |||
Amortization Expense | 35,171 | [1] | 31,917 | [1] | 29,503 | [1] |
Future amortization expense of finite-lived intangible assets [Abstract] | ' | ' | ' | |||
2015 | 32,087 | ' | ' | |||
2016 | 28,033 | ' | ' | |||
2017 | 18,437 | ' | ' | |||
2018 | 10,612 | ' | ' | |||
2019 | 6,328 | ' | ' | |||
Thereafter | 2,907 | ' | ' | |||
Capitalized Software [Member] | ' | ' | ' | |||
Capitalized software and other intangible assets [Abstract] | ' | ' | ' | |||
Amortization period | '5 years | ' | ' | |||
Future amortization expense of finite-lived intangible assets [Abstract] | ' | ' | ' | |||
2015 | 27,165 | ' | ' | |||
2016 | 23,891 | ' | ' | |||
2017 | 14,295 | ' | ' | |||
2018 | 6,943 | ' | ' | |||
2019 | 2,494 | ' | ' | |||
Thereafter | 21 | ' | ' | |||
Capitalized Software [Member] | Internally Developed [Member] | ' | ' | ' | |||
Capitalized software and other intangible assets [Abstract] | ' | ' | ' | |||
Gross Carrying Amount, amortized intangible assets | 225,249 | 243,872 | ' | |||
Accumulated Amortization | -165,720 | -184,732 | ' | |||
Net Carrying Amount, amortized intangible assets | 59,529 | 59,140 | ' | |||
Amortization expense of finite-lived intangible assets [Abstract] | ' | ' | ' | |||
Amortization Expense | 19,506 | [1] | 14,732 | [1] | 12,385 | [1] |
Capitalized Software [Member] | Purchased [Member] | ' | ' | ' | |||
Capitalized software and other intangible assets [Abstract] | ' | ' | ' | |||
Gross Carrying Amount, amortized intangible assets | 122,396 | 165,117 | ' | |||
Accumulated Amortization | -107,116 | -142,453 | ' | |||
Net Carrying Amount, amortized intangible assets | 15,280 | 22,664 | ' | |||
Amortization expense of finite-lived intangible assets [Abstract] | ' | ' | ' | |||
Amortization Expense | 8,455 | [1] | 9,604 | [1] | 8,877 | [1] |
Customer Relationship [Member] | ' | ' | ' | |||
Capitalized software and other intangible assets [Abstract] | ' | ' | ' | |||
Gross Carrying Amount, amortized intangible assets | 47,000 | 52,036 | ' | |||
Accumulated Amortization | -24,185 | -25,281 | ' | |||
Net Carrying Amount, amortized intangible assets | 22,815 | 26,755 | ' | |||
Amortization period | '10 years | ' | ' | |||
Amortization expense of finite-lived intangible assets [Abstract] | ' | ' | ' | |||
Amortization Expense | 4,132 | [1] | 4,167 | [1] | 4,472 | [1] |
Future amortization expense of finite-lived intangible assets [Abstract] | ' | ' | ' | |||
2015 | 4,142 | ' | ' | |||
2016 | 4,142 | ' | ' | |||
2017 | 3,978 | ' | ' | |||
2018 | 3,834 | ' | ' | |||
2019 | 3,834 | ' | ' | |||
Thereafter | 2,885 | ' | ' | |||
Other [Member] | ' | ' | ' | |||
Capitalized software and other intangible assets [Abstract] | ' | ' | ' | |||
Gross Carrying Amount, amortized intangible assets | 20,530 | 19,884 | ' | |||
Accumulated Amortization | -19,750 | -16,208 | ' | |||
Net Carrying Amount, amortized intangible assets | 780 | 3,676 | ' | |||
Amortization period | '3 years | ' | ' | |||
Amortization expense of finite-lived intangible assets [Abstract] | ' | ' | ' | |||
Amortization Expense | 3,078 | [1] | 3,414 | [1] | 3,769 | [1] |
Future amortization expense of finite-lived intangible assets [Abstract] | ' | ' | ' | |||
2015 | 780 | ' | ' | |||
2016 | 0 | ' | ' | |||
2017 | 0 | ' | ' | |||
2018 | 0 | ' | ' | |||
2019 | 0 | ' | ' | |||
Thereafter | 0 | ' | ' | |||
Trademarks [Member] | ' | ' | ' | |||
Capitalized software and other intangible assets [Abstract] | ' | ' | ' | |||
Gross Carrying Amount, unamortized intangible assets | 358 | 4,428 | ' | |||
Net Carrying Amount, unamortized intangible assets | 358 | 4,428 | ' | |||
Application Performance Management [Member] | ' | ' | ' | |||
Goodwill [Line Items] | ' | ' | ' | |||
Goodwill as of beginning of period | 469,947 | 477,632 | ' | |||
Effect of foreign currency translation and other | 12,910 | -7,685 | ' | |||
Goodwill as of end of period | 482,857 | 469,947 | ' | |||
Accumulated impairment charges | 0 | 0 | 0 | |||
Mainframe [Member] | ' | ' | ' | |||
Goodwill [Line Items] | ' | ' | ' | |||
Goodwill as of beginning of period | 140,557 | 140,591 | ' | |||
Effect of foreign currency translation and other | -253 | -34 | ' | |||
Goodwill as of end of period | 140,304 | 140,557 | ' | |||
Accumulated impairment charges | 0 | 0 | 0 | |||
Application Services [Member] | ' | ' | ' | |||
Goodwill [Line Items] | ' | ' | ' | |||
Goodwill as of end of period | 25,385 | 25,385 | 25,385 | |||
Accumulated impairment charges | 0 | 0 | 0 | |||
Discontinued Operation [Member] | ' | ' | ' | |||
Goodwill [Line Items] | ' | ' | ' | |||
Goodwill as of beginning of period | 86,153 | 158,281 | ' | |||
Goodwill impairment charge | ' | -71,840 | ' | |||
Divestiture | -86,153 | ' | ' | |||
Effect of foreign currency translation and other | 0 | -288 | ' | |||
Goodwill as of end of period | 0 | 86,153 | ' | |||
Accumulated impairment charges | $0 | ($71,840) | $0 | |||
[1] | As discussed in Note 2, we have treated the operations of certain business segments as discontinued operations. The results for all periods have been restated to reflect such treatment. |
RESTRUCTURING_CHARGES_Details
RESTRUCTURING CHARGES (Details) (USD $) | 12 Months Ended | ||
Mar. 31, 2014 | Mar. 31, 2013 | Mar. 31, 2012 | |
Unit | |||
Employee | |||
Restructuring reserve [Roll forward] | ' | ' | ' |
Accrual, beginning of period | $7,467,000 | $128,000 | $473,000 |
Restructuring charge | 13,254,000 | 16,573,000 | ' |
Payments | -12,401,000 | -1,826,000 | -345,000 |
Non-cash charges | -3,728,000 | -7,408,000 | ' |
Accrual, end of period | 4,592,000 | 7,467,000 | 128,000 |
Number of operating business units | 3 | ' | ' |
Reductions in global workforce | 132 | ' | ' |
Application Performance Management [Member] | ' | ' | ' |
Restructuring reserve [Roll forward] | ' | ' | ' |
Restructuring charge | 1,652,000 | 2,657,000 | ' |
Mainframe [Member] | ' | ' | ' |
Restructuring reserve [Roll forward] | ' | ' | ' |
Restructuring charge | 705,000 | 5,647,000 | ' |
Unallocated Expense and Eliminations [Member] | ' | ' | ' |
Restructuring reserve [Roll forward] | ' | ' | ' |
Restructuring charge | 9,242,000 | 7,447,000 | ' |
AS [Member] | ' | ' | ' |
Restructuring reserve [Roll forward] | ' | ' | ' |
Restructuring charge | 391,000 | 0 | ' |
Total [Member] | ' | ' | ' |
Restructuring reserve [Roll forward] | ' | ' | ' |
Restructuring charge | 11,990,000 | 15,751,000 | ' |
Discontinued Operation [Member] | ' | ' | ' |
Restructuring reserve [Roll forward] | ' | ' | ' |
Restructuring charge | 1,264,000 | 822,000 | ' |
Facility Closing [Member] | Minimum [Member] | ' | ' | ' |
Restructuring reserve [Roll forward] | ' | ' | ' |
Estimated increase in operating margins | 110,000,000 | ' | ' |
Estimated costs for restructuring | 50,000,000 | ' | ' |
Facility Closing [Member] | Maximum [Member] | ' | ' | ' |
Restructuring reserve [Roll forward] | ' | ' | ' |
Estimated increase in operating margins | 120,000,000 | ' | ' |
Estimated costs for restructuring | 60,000,000 | ' | ' |
Employee Termination Benefits [Member] | ' | ' | ' |
Restructuring reserve [Roll forward] | ' | ' | ' |
Accrual, beginning of period | 4,670,000 | 0 | 0 |
Restructuring charge | 10,794,000 | 10,940,000 | ' |
Payments | -9,842,000 | -1,698,000 | 0 |
Non-cash charges | -2,591,000 | -4,572,000 | ' |
Accrual, end of period | 3,031,000 | 4,670,000 | 0 |
Employee Termination Benefits [Member] | Application Performance Management [Member] | ' | ' | ' |
Restructuring reserve [Roll forward] | ' | ' | ' |
Restructuring charge | 1,652,000 | 2,657,000 | ' |
Employee Termination Benefits [Member] | Mainframe [Member] | ' | ' | ' |
Restructuring reserve [Roll forward] | ' | ' | ' |
Restructuring charge | 705,000 | 5,647,000 | ' |
Employee Termination Benefits [Member] | Unallocated Expense and Eliminations [Member] | ' | ' | ' |
Restructuring reserve [Roll forward] | ' | ' | ' |
Restructuring charge | 7,272,000 | 1,814,000 | ' |
Employee Termination Benefits [Member] | AS [Member] | ' | ' | ' |
Restructuring reserve [Roll forward] | ' | ' | ' |
Restructuring charge | 391,000 | 0 | ' |
Employee Termination Benefits [Member] | Total [Member] | ' | ' | ' |
Restructuring reserve [Roll forward] | ' | ' | ' |
Restructuring charge | 10,020,000 | 10,118,000 | ' |
Employee Termination Benefits [Member] | Discontinued Operation [Member] | ' | ' | ' |
Restructuring reserve [Roll forward] | ' | ' | ' |
Restructuring charge | 774,000 | 822,000 | ' |
Lease Abandonment Costs [Member] | ' | ' | ' |
Restructuring reserve [Roll forward] | ' | ' | ' |
Accrual, beginning of period | 2,717,000 | 128,000 | 473,000 |
Restructuring charge | 2,452,000 | 2,712,000 | ' |
Payments | -2,488,000 | -128,000 | -345,000 |
Non-cash charges | -1,137,000 | 5,000 | ' |
Accrual, end of period | 1,544,000 | 2,717,000 | 128,000 |
Lease Abandonment Costs [Member] | Application Performance Management [Member] | ' | ' | ' |
Restructuring reserve [Roll forward] | ' | ' | ' |
Restructuring charge | 0 | 0 | ' |
Lease Abandonment Costs [Member] | Mainframe [Member] | ' | ' | ' |
Restructuring reserve [Roll forward] | ' | ' | ' |
Restructuring charge | 0 | 0 | ' |
Lease Abandonment Costs [Member] | Unallocated Expense and Eliminations [Member] | ' | ' | ' |
Restructuring reserve [Roll forward] | ' | ' | ' |
Restructuring charge | 1,962,000 | 2,712,000 | ' |
Lease Abandonment Costs [Member] | AS [Member] | ' | ' | ' |
Restructuring reserve [Roll forward] | ' | ' | ' |
Restructuring charge | 0 | 0 | ' |
Lease Abandonment Costs [Member] | Total [Member] | ' | ' | ' |
Restructuring reserve [Roll forward] | ' | ' | ' |
Restructuring charge | 1,962,000 | 2,712,000 | ' |
Lease Abandonment Costs [Member] | Discontinued Operation [Member] | ' | ' | ' |
Restructuring reserve [Roll forward] | ' | ' | ' |
Restructuring charge | 490,000 | 0 | ' |
Other [Member] | ' | ' | ' |
Restructuring reserve [Roll forward] | ' | ' | ' |
Accrual, beginning of period | 80,000 | 0 | 0 |
Restructuring charge | 8,000 | 2,921,000 | ' |
Payments | -71,000 | 0 | 0 |
Non-cash charges | ' | -2,841,000 | ' |
Accrual, end of period | 17,000 | 80,000 | 0 |
Other [Member] | Application Performance Management [Member] | ' | ' | ' |
Restructuring reserve [Roll forward] | ' | ' | ' |
Restructuring charge | 0 | 0 | ' |
Other [Member] | Mainframe [Member] | ' | ' | ' |
Restructuring reserve [Roll forward] | ' | ' | ' |
Restructuring charge | 0 | 0 | ' |
Other [Member] | Unallocated Expense and Eliminations [Member] | ' | ' | ' |
Restructuring reserve [Roll forward] | ' | ' | ' |
Restructuring charge | 8,000 | 2,921,000 | ' |
Other [Member] | AS [Member] | ' | ' | ' |
Restructuring reserve [Roll forward] | ' | ' | ' |
Restructuring charge | 0 | 0 | ' |
Other [Member] | Total [Member] | ' | ' | ' |
Restructuring reserve [Roll forward] | ' | ' | ' |
Restructuring charge | 8,000 | 2,921,000 | ' |
Other [Member] | Discontinued Operation [Member] | ' | ' | ' |
Restructuring reserve [Roll forward] | ' | ' | ' |
Restructuring charge | $0 | $0 | ' |
DEBT_Details
DEBT (Details) (USD $) | 12 Months Ended | ||
In Millions, unless otherwise specified | Mar. 31, 2014 | Mar. 31, 2013 | Mar. 31, 2012 |
DEBT [Abstract] | ' | ' | ' |
Credit facility, maximum borrowing capacity | $300 | ' | ' |
Credit facility, expiration date | 21-Mar-17 | ' | ' |
Credit facility, permitted increase in maximum borrowing capacity | 200 | ' | ' |
Amount outstanding under the amended credit facility | 0 | 18 | ' |
Stock repurchase limit | 50 | ' | ' |
Interest rate spread (in hundredths) | 1.00% | ' | ' |
Interest and fees related to the credit facility | 1 | 1.7 | 1.9 |
Cash paid for interest amounts | $1.10 | $1.80 | $3.10 |
CAPITAL_STOCK_Details
CAPITAL STOCK (Details) (USD $) | 12 Months Ended | |||
In Millions, except Share data, unless otherwise specified | Mar. 31, 2014 | Mar. 31, 2013 | Mar. 31, 2012 | Mar. 31, 2008 |
Preferred Stock Purchase Rights [Abstract] | ' | ' | ' | ' |
Authorized but unissued preferred stock (in shares) | 5,000,000 | 5,000,000 | ' | ' |
Stock Repurchase Plans [Abstract] | ' | ' | ' | ' |
Repurchase of common stock (in shares) | 300,000 | 8,600,000 | 2,300,000 | ' |
Preferred Stock Purchase Rights [Member] | Series A Preferred Stock [Member] | ' | ' | ' | ' |
Preferred Stock Purchase Rights [Abstract] | ' | ' | ' | ' |
Number of rights attached to each share of common stock | 1 | ' | ' | ' |
Purchase price (in dollars per right) | $40 | ' | ' | ' |
Beneficial ownership of the outstanding common stock, under stock purchase rights (in hundredths) | 20.00% | ' | ' | ' |
Discount from current market value (in hundredths) | 50.00% | ' | ' | ' |
Preferred stock, shares designated as "Series A Junior Participating Preferred Stock" (in shares) | 800,000 | ' | ' | ' |
Preferred stock, par value (in dollars per share) | $0.00 | ' | ' | ' |
Stock Repurchase Plans [Member] | ' | ' | ' | ' |
Stock Repurchase Plans [Abstract] | ' | ' | ' | ' |
Stock repurchase program, authorized amount | ' | ' | ' | $750 |
Repurchase of common stock (in shares) | 528,133 | 155,880 | 156,155 | ' |
Stock repurchase program, remaining authorized repurchase amount | $139.50 | ' | ' | ' |
FOREIGN_CURRENCY_TRANSACTIONS_1
FOREIGN CURRENCY TRANSACTIONS AND DERIVATIVES (Details) (USD $) | 12 Months Ended | ||
Mar. 31, 2014 | Mar. 31, 2013 | Mar. 31, 2012 | |
FOREIGN CURRENCY TRANSACTIONS AND DERIVATIVES [Abstract] | ' | ' | ' |
Foreign currency net gains or (losses) resulting from assets and liabilities denominated in non-local currency and current inter-company balances | ($2,400,000) | ($11,000) | $193,000 |
Hedging transaction net losses from foreign exchange derivative contracts | 908,000 | -497,000 | -525,000 |
Derivative, maturity date | 30-Apr-14 | 30-Apr-13 | ' |
Amount of derivative contracts maturing to sell foreign currency | 3,100,000 | 1,800,000 | ' |
Amount of derivative contracts maturing to purchase foreign currency | $24,100,000 | $15,400,000 | ' |
EARNINGS_PER_COMMON_SHARE_Deta
EARNINGS PER COMMON SHARE (Details) (USD $) | 3 Months Ended | 12 Months Ended | |||||||||||||||||
In Thousands, except Share data, unless otherwise specified | Mar. 31, 2014 | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2012 | Sep. 30, 2012 | Jun. 30, 2012 | Mar. 31, 2014 | Mar. 31, 2013 | Mar. 31, 2012 | ||||||||
EARNINGS PER COMMON SHARE [Abstract] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ||||||||
Income from continuing operations | ' | ' | ' | ' | ' | ' | ' | ' | $38,199 | $25,317 | $63,441 | ||||||||
Loss attributable to non-controlling interests | ' | ' | ' | ' | ' | ' | ' | ' | -3,458 | 0 | 0 | ||||||||
Income from continuing operations, net of tax | ' | ' | ' | ' | ' | ' | ' | ' | 41,657 | 25,317 | 63,441 | ||||||||
Income (loss) from discontinued operations net of tax | 10,867 | [1],[2] | 6,142 | [1] | 7,212 | [1] | 5,705 | [1] | -66,877 | [1],[3] | 8,853 | [1] | 7,707 | [1] | 7,749 | [1] | 29,926 | -42,568 | 24,930 |
NET INCOME (LOSS) ATTRIBUTABLE TO COMPUWARE CORPORATION | $20,254 | [1] | $25,022 | [1] | $16,340 | [1] | $9,967 | [1] | ($63,653) | [1] | $25,340 | [1] | $10,594 | [1] | $10,468 | [1] | $71,583 | ($17,251) | $88,371 |
Basic earnings (loss) per share [Abstract] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ||||||||
Continuing operations (in dollars per share) | ' | ' | ' | ' | ' | ' | ' | ' | $0.19 | $0.12 | $0.29 | ||||||||
Discontinued operations (in dollars per share) | ' | ' | ' | ' | ' | ' | ' | ' | ($0.14) | $0.20 | ($0.11) | ||||||||
Basic earnings (loss) per share (in dollars per share) | $0.09 | [1] | $0.12 | [1] | $0.08 | [1] | $0.05 | [1] | ($0.30) | [1] | $0.12 | [1] | $0.05 | [1] | $0.05 | [1] | $0.33 | ($0.08) | $0.40 |
Weighted-average common shares outstanding (in shares) | ' | ' | ' | ' | ' | ' | ' | ' | 215,952,000 | 214,627,000 | 218,344,000 | ||||||||
Diluted earnings per share [Abstract] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ||||||||
Continuing operations (in dollars per share) | ' | ' | ' | ' | ' | ' | ' | ' | $0.19 | $0.12 | $0.29 | ||||||||
Discontinued operations (in dollars per share) | ' | ' | ' | ' | ' | ' | ' | ' | $0.13 | ($0.20) | $0.11 | ||||||||
Diluted earnings (loss) per share (in dollars per share) | $0.09 | [1] | $0.11 | [1] | $0.07 | [1] | $0.05 | [1] | ($0.30) | [1] | $0.12 | [1] | $0.05 | [1] | $0.05 | [1] | $0.32 | ($0.08) | $0.40 |
Weighted-average common shares outstanding (in shares) | ' | ' | ' | ' | ' | ' | ' | ' | 215,952,000 | 214,627,000 | 218,344,000 | ||||||||
Dilutive effect of stock awards (in shares) | ' | ' | ' | ' | ' | ' | ' | ' | 5,228,000 | 4,953,000 | 4,034,000 | ||||||||
Total shares (in shares) | ' | ' | ' | ' | ' | ' | ' | ' | 221,180,000 | 219,580,000 | 222,378,000 | ||||||||
Anti-dilutive shares related to stock awards excluded from EPS calculation (in shares) | ' | ' | ' | ' | ' | ' | ' | ' | 3,000,000 | 7,000,000 | 12,700,000 | ||||||||
Performance shares not included in EPS (in shares) | ' | ' | ' | ' | ' | ' | ' | ' | 3,500,000 | 3,400,000 | 1,500,000 | ||||||||
[1] | As discussed in Note 2, we have treated the operations of certain business segments as discontinued operations. The results for all periods have been restated to reflect such treatment. | ||||||||||||||||||
[2] | Includes gain, related to the divestiture of the Changepoint, Professtional Services and Uniface business segements, of $9.5 million, net of tax. | ||||||||||||||||||
[3] | Income from discounted operations net of tax includes a goodwill impairment. |
INCOME_TAXES_Details
INCOME TAXES (Details) (USD $) | 3 Months Ended | 12 Months Ended | ||||||||||||||||||||
Mar. 31, 2014 | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2012 | Sep. 30, 2012 | Jun. 30, 2012 | Mar. 31, 2014 | Mar. 31, 2013 | Mar. 31, 2012 | ||||||||||||
Income from continuing operations before income tax provision [Abstract] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||||||||||
U.S. | ' | ' | ' | ' | ' | ' | ' | ' | $608,000 | ($4,736,000) | $69,110,000 | |||||||||||
Foreign | ' | ' | ' | ' | ' | ' | ' | ' | 50,535,000 | 45,970,000 | 16,336,000 | |||||||||||
Total income from continuing operations before income tax provision | 13,668,000 | [1] | 23,302,000 | [1] | 10,982,000 | [1] | 3,191,000 | [1] | -5,531,000 | [1] | 30,019,000 | [1] | 8,542,000 | [1] | 8,204,000 | [1] | 51,143,000 | 41,234,000 | 85,446,000 | |||
Current [Abstract] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||||||||||
U.S. Federal | ' | ' | ' | ' | ' | ' | ' | ' | 22,941,000 | 24,831,000 | 1,562,000 | |||||||||||
Foreign | ' | ' | ' | ' | ' | ' | ' | ' | 12,573,000 | 8,714,000 | 4,556,000 | |||||||||||
U.S. State | ' | ' | ' | ' | ' | ' | ' | ' | 818,000 | -4,205,000 | -1,679,000 | |||||||||||
Total current tax provision - continuing operations | ' | ' | ' | ' | ' | ' | ' | ' | 36,332,000 | 29,340,000 | 4,439,000 | |||||||||||
Deferred [Abstract] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||||||||||
U.S. Federal | ' | ' | ' | ' | ' | ' | ' | ' | -37,126,000 | -26,351,000 | 17,404,000 | |||||||||||
Foreign | ' | ' | ' | ' | ' | ' | ' | ' | 1,464,000 | 7,212,000 | 3,076,000 | |||||||||||
U.S. State | ' | ' | ' | ' | ' | ' | ' | ' | 12,274,000 | 5,716,000 | -2,914,000 | |||||||||||
Total deferred tax provision (benefit) - continuing operations | ' | ' | ' | ' | ' | ' | ' | ' | -23,388,000 | -13,423,000 | 17,566,000 | |||||||||||
Total income tax provision - continuing operations | ' | ' | ' | ' | ' | ' | ' | ' | 12,944,000 | 15,917,000 | 22,005,000 | |||||||||||
Federal income tax rate (in hundredths) | ' | ' | ' | ' | ' | ' | ' | ' | 35.00% | 35.00% | 35.00% | |||||||||||
Income tax expense differed from amount computed on pre-tax income at U.S. federal income tax rate [Abstract] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||||||||||
Federal income tax at statutory rates | ' | ' | ' | ' | ' | ' | ' | ' | 17,900,000 | 14,432,000 | 29,906,000 | |||||||||||
Increase (decrease) in taxes [Abstract] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||||||||||
State income taxes, net | ' | ' | ' | ' | ' | ' | ' | ' | 538,000 | 407,000 | 2,930,000 | |||||||||||
Foreign tax rate differential | ' | ' | ' | ' | ' | ' | ' | ' | -4,787,000 | -4,030,000 | -3,004,000 | |||||||||||
Taxes relating to foreign operations | ' | ' | ' | ' | ' | ' | ' | ' | -1,040,000 | 6,415,000 | 1,525,000 | |||||||||||
Settlement of prior year tax matters | ' | ' | ' | ' | ' | ' | ' | ' | -73,000 | -565,000 | -1,992,000 | |||||||||||
Tax credits | ' | ' | ' | ' | ' | ' | ' | ' | -2,552,000 | [2] | -3,634,000 | [2] | -2,065,000 | [2] | ||||||||
Revaluation of deferred taxes | ' | ' | ' | ' | ' | ' | ' | ' | -2,152,000 | 1,629,000 | ' | |||||||||||
Non-deductible intangible amortization | ' | ' | ' | ' | ' | ' | ' | ' | 2,169,000 | 2,090,000 | 1,949,000 | |||||||||||
Foreign reorganization | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1,550,000 | |||||||||||
Valuation allowance | ' | ' | ' | ' | ' | ' | ' | ' | 8,113,000 | [3] | 2,593,000 | [3] | -7,174,000 | [3] | ||||||||
Non-deductible expenses | ' | ' | ' | ' | ' | ' | ' | ' | 709,000 | 2,867,000 | 3,212,000 | |||||||||||
Domestic production deduction | ' | ' | ' | ' | ' | ' | ' | ' | -2,895,000 | -2,404,000 | -2,301,000 | |||||||||||
Stock based compensation | ' | ' | ' | ' | ' | ' | ' | ' | -2,172,000 | ' | ' | |||||||||||
Other, net | ' | ' | ' | ' | ' | ' | ' | ' | -814,000 | -3,883,000 | -2,531,000 | |||||||||||
Total income tax provision - continuing operations | ' | ' | ' | ' | ' | ' | ' | ' | 12,944,000 | 15,917,000 | 22,005,000 | |||||||||||
Increase (decrease) in valuation allowance related to tax credit carryforward deferred tax assets | ' | ' | ' | ' | ' | ' | ' | ' | 8,500,000 | ' | -4,800,000 | |||||||||||
Deferred tax assets [Abstract] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||||||||||
Deferred revenue | 34,486,000 | ' | ' | ' | 31,892,000 | ' | ' | ' | 34,486,000 | 31,892,000 | ' | |||||||||||
Intangible assets | 5,134,000 | ' | ' | ' | 10,218,000 | ' | ' | ' | 5,134,000 | 10,218,000 | ' | |||||||||||
Accrued expenses | 41,761,000 | ' | ' | ' | 37,024,000 | ' | ' | ' | 41,761,000 | 37,024,000 | ' | |||||||||||
Net operating loss carryforwards | 11,798,000 | ' | ' | ' | 16,097,000 | ' | ' | ' | 11,798,000 | 16,097,000 | ' | |||||||||||
Other tax carryforwards | 66,375,000 | ' | ' | ' | 54,014,000 | ' | ' | ' | 66,375,000 | 54,014,000 | ' | |||||||||||
Other | 425,000 | ' | ' | ' | 6,572,000 | ' | ' | ' | 425,000 | 6,572,000 | ' | |||||||||||
Total deferred tax assets before valuation allowance | 159,979,000 | ' | ' | ' | 155,817,000 | ' | ' | ' | 159,979,000 | 155,817,000 | ' | |||||||||||
Less: Valuation allowance | 41,437,000 | ' | ' | ' | 35,581,000 | ' | ' | ' | 41,437,000 | 35,581,000 | ' | |||||||||||
Net deferred tax assets | 118,542,000 | ' | ' | ' | 120,236,000 | ' | ' | ' | 118,542,000 | 120,236,000 | ' | |||||||||||
Deferred tax liabilities [Abstract] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||||||||||
Intangible assets | 47,817,000 | ' | ' | ' | 59,742,000 | ' | ' | ' | 47,817,000 | 59,742,000 | ' | |||||||||||
Capitalized research and development costs | 23,974,000 | ' | ' | ' | 24,988,000 | ' | ' | ' | 23,974,000 | 24,988,000 | ' | |||||||||||
Fixed assets | 22,834,000 | ' | ' | ' | 25,380,000 | ' | ' | ' | 22,834,000 | 25,380,000 | ' | |||||||||||
Other | 7,923,000 | ' | ' | ' | 4,404,000 | ' | ' | ' | 7,923,000 | 4,404,000 | ' | |||||||||||
Total deferred tax liabilities | 102,548,000 | ' | ' | ' | 114,514,000 | ' | ' | ' | 102,548,000 | 114,514,000 | ' | |||||||||||
Net deferred tax assets (liabilities) | 15,994,000 | ' | ' | ' | 5,722,000 | ' | ' | ' | 15,994,000 | 5,722,000 | ' | |||||||||||
Current deferred tax assets | 35,871,000 | ' | ' | ' | 37,618,000 | ' | ' | ' | 35,871,000 | 37,618,000 | ' | |||||||||||
Long-term deferred tax assets | 16,514,000 | ' | ' | ' | 31,754,000 | ' | ' | ' | 16,514,000 | 31,754,000 | ' | |||||||||||
Long-term deferred tax liabilities | -36,391,000 | ' | ' | ' | -63,650,000 | ' | ' | ' | -36,391,000 | -63,650,000 | ' | |||||||||||
Operating Loss Carryforwards [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||||||||||
Net operating losses | 78,173,000 | ' | ' | ' | ' | ' | ' | ' | 78,173,000 | ' | ' | |||||||||||
Tax Credit Carryforward [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||||||||||
Unrecognized tax benefits net of federal benefit | 18,100,000 | ' | ' | ' | 14,700,000 | ' | ' | ' | 18,100,000 | 14,700,000 | 15,800,000 | |||||||||||
Unrecognized tax benefit [Roll Forward] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||||||||||
Gross unrecognized tax benefit at beginning of period | ' | ' | ' | 17,785,000 | ' | ' | ' | 20,663,000 | 17,785,000 | 20,663,000 | 21,114,000 | |||||||||||
Gross increases to tax positions for prior periods | ' | ' | ' | ' | ' | ' | ' | ' | 2,829,000 | 2,441,000 | 1,859,000 | |||||||||||
Gross decreases to tax positions for prior periods | ' | ' | ' | ' | ' | ' | ' | ' | -460,000 | -3,864,000 | -1,515,000 | |||||||||||
Gross increases to tax positions for current period | ' | ' | ' | ' | ' | ' | ' | ' | 3,500,000 | 1,609,000 | 2,623,000 | |||||||||||
Increase (decrease) from foreign currency | ' | ' | ' | ' | ' | ' | ' | ' | 2,000 | -3,000 | 64,000 | |||||||||||
Settlements | ' | ' | ' | ' | ' | ' | ' | ' | -113,000 | -790,000 | -2,416,000 | |||||||||||
Lapse of statute of limitations | ' | ' | ' | ' | ' | ' | ' | ' | -2,399,000 | -2,271,000 | -1,066,000 | |||||||||||
Gross unrecognized tax benefit at end of period | 21,144,000 | ' | ' | ' | 17,785,000 | ' | ' | ' | 21,144,000 | 17,785,000 | 20,663,000 | |||||||||||
Interest payable on uncertain tax positions | 2,400,000 | ' | ' | ' | 1,600,000 | ' | ' | ' | 2,400,000 | 1,600,000 | 1,800,000 | |||||||||||
Net interest (income) expense | ' | ' | ' | ' | ' | ' | ' | ' | 672,000 | 157,000 | 1,400,000 | |||||||||||
Cash paid for income taxes | ' | ' | ' | ' | ' | ' | ' | ' | 40,100,000 | 12,900,000 | 33,800,000 | |||||||||||
U.S. Federal and State [Member] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||||||||||
Tax Credit Carryforward [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||||||||||
Tax credit carryforwards | 39,681,000 | ' | ' | ' | ' | ' | ' | ' | 39,681,000 | ' | ' | |||||||||||
Tax credit carryforwards, Expiration, Lower range | ' | ' | ' | ' | ' | ' | ' | ' | '2015 | ' | ' | |||||||||||
Tax credit carryforwards, Expiration, Upper range | ' | ' | ' | ' | ' | ' | ' | ' | '2029 | ' | ' | |||||||||||
Non U.S. [Member] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||||||||||
Other Tax Carryforward [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||||||||||
Capital loss carryforwards | 26,694,000 | ' | ' | ' | ' | ' | ' | ' | 26,694,000 | ' | ' | |||||||||||
Capital loss carryforwards, Expiration | ' | ' | ' | ' | ' | ' | ' | ' | 'Indefinite | ' | ' | |||||||||||
U.S. Federal and State [Member] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||||||||||
Operating Loss Carryforwards [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||||||||||
Net operating losses | 2,936,000 | ' | ' | ' | ' | ' | ' | ' | 2,936,000 | ' | ' | |||||||||||
Net operating loss carryforwards, Expiration, Lower range | ' | ' | ' | ' | ' | ' | ' | ' | '2018 | ' | ' | |||||||||||
Net operating loss carryforwards, Expiration, Upper range | ' | ' | ' | ' | ' | ' | ' | ' | '2034 | ' | ' | |||||||||||
Non U.S. 1 [Member] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||||||||||
Operating Loss Carryforwards [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||||||||||
Net operating losses | 6,972,000 | ' | ' | ' | ' | ' | ' | ' | 6,972,000 | ' | ' | |||||||||||
Net operating loss carryforwards, Expiration | ' | ' | ' | ' | ' | ' | ' | ' | 'Indefinite | ' | ' | |||||||||||
Non U.S. 2 [Member] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||||||||||
Operating Loss Carryforwards [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||||||||||
Net operating losses | $1,890,000 | ' | ' | ' | ' | ' | ' | ' | $1,890,000 | ' | ' | |||||||||||
Net operating loss carryforwards, Expiration, Lower range | ' | ' | ' | ' | ' | ' | ' | ' | '2020 | ' | ' | |||||||||||
Net operating loss carryforwards, Expiration, Upper range | ' | ' | ' | ' | ' | ' | ' | ' | '2023 | ' | ' | |||||||||||
[1] | As discussed in Note 2, we have treated the operations of certain business segments as discontinued operations. The results for all periods have been restated to reflect such treatment. | |||||||||||||||||||||
[2] | During fiscal 2014, the Companybs tax credits primarily related to the U.S. Research and Experimentation tax credit (bR&Db creditb) including the impact of the credit which expired at December 31, 2013. During fiscal 2013, the Companybs tax credits primarily related to the U.S. Research and Experimentation tax credit (bR&D creditb) including the impact of retroactively reinstating the credit to January 1, 2012. | |||||||||||||||||||||
[3] | During fiscal 2014, primarily as a result of the divestiture and required to be reported in continuing operations, the Company increased the valuation allowance in the amount of $8.5 million related to the Brownfield Redevelopment tax credit carryforward deferred tax assets (bBrownfield tax credit carryforward assetsb). The tax credits expected to be used prior to the divestiture have decreased primarily due to a reduction in projected taxable income sourced to the State of Michigan. A significant portion of the discontinued operations were conducted in Michigan. The Company adjusted the carrying value of the Brownfield tax credit carryforward asset to its more likely than not realizable value. During fiscal 2012, as a result of the State of Michigan amending the Income Tax Act, the Company released a valuation allowance of $4.8 million related to the Brownfield tax credit carryforward asset. The Company adjusted the carrying value of the Brownfield tax credit carryforward asset to its more likely than not realizable value. |
SEGMENT_INFORMATION_Details
SEGMENT INFORMATION (Details) (USD $) | 3 Months Ended | 12 Months Ended | ||||||||||||||||||||
In Thousands, unless otherwise specified | Mar. 31, 2014 | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2012 | Sep. 30, 2012 | Jun. 30, 2012 | Mar. 31, 2014 | Mar. 31, 2013 | Mar. 31, 2012 | |||||||||||
Segment | ||||||||||||||||||||||
SEGMENT INFORMATION [Abstract] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||||||||||
Number of business segments | ' | ' | ' | ' | ' | ' | ' | ' | 3 | ' | ' | |||||||||||
Segment Reporting Information [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||||||||||
Software license fees | ' | ' | ' | ' | ' | ' | ' | ' | $159,197 | $159,093 | $195,751 | |||||||||||
Maintenance fees | ' | ' | ' | ' | ' | ' | ' | ' | 353,374 | 361,359 | 380,968 | |||||||||||
Subscription fees | ' | ' | ' | ' | ' | ' | ' | ' | 80,857 | 79,862 | 76,246 | |||||||||||
Services fees | ' | ' | ' | ' | ' | ' | ' | ' | 30,193 | 32,896 | 36,795 | |||||||||||
Application services fees | ' | ' | ' | ' | ' | ' | ' | ' | 97,135 | 90,694 | 73,731 | |||||||||||
Total revenues | ' | ' | ' | ' | ' | ' | ' | ' | 720,756 | 723,904 | [1] | 763,491 | [1] | |||||||||
Operating expenses | ' | ' | ' | ' | ' | ' | ' | ' | 672,901 | 681,500 | 679,678 | |||||||||||
Contribution /operating margin from continuing operations | 13,727 | [1] | 20,342 | [1] | 10,797 | [1] | 2,989 | [1] | -4,451 | [1],[2] | 30,074 | [1] | 8,629 | [1] | 8,152 | [1] | 47,855 | 42,404 | 83,813 | |||
Restructuring expenses | 3,800 | 3,200 | 200 | 4,800 | ' | ' | ' | ' | 11,990 | 15,751 | ' | |||||||||||
Application Performance Management [Member] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||||||||||
Segment Reporting Information [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||||||||||
Software license fees | ' | ' | ' | ' | ' | ' | ' | ' | 116,373 | 100,565 | [1] | 85,462 | [1] | |||||||||
Maintenance fees | ' | ' | ' | ' | ' | ' | ' | ' | 100,243 | 89,535 | [1] | 77,329 | [1] | |||||||||
Subscription fees | ' | ' | ' | ' | ' | ' | ' | ' | 80,857 | 79,862 | [1] | 76,246 | [1] | |||||||||
Services fees | ' | ' | ' | ' | ' | ' | ' | ' | 29,894 | 30,571 | [1] | 31,406 | [1] | |||||||||
Total revenues | ' | ' | ' | ' | ' | ' | ' | ' | 327,367 | 300,533 | [1] | 270,443 | [1] | |||||||||
Operating expenses | ' | ' | ' | ' | ' | ' | ' | ' | 298,924 | 304,835 | [1] | 317,621 | [1] | |||||||||
Contribution /operating margin from continuing operations | ' | ' | ' | ' | ' | ' | ' | ' | 28,443 | -4,302 | [1] | -47,178 | [1] | |||||||||
Mainframe [Member] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||||||||||
Segment Reporting Information [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||||||||||
Software license fees | ' | ' | ' | ' | ' | ' | ' | ' | 42,824 | 58,528 | [1] | 110,289 | [1] | |||||||||
Maintenance fees | ' | ' | ' | ' | ' | ' | ' | ' | 253,131 | 271,824 | [1] | 303,639 | [1] | |||||||||
Services fees | ' | ' | ' | ' | ' | ' | ' | ' | 299 | 2,325 | [1] | 5,389 | [1] | |||||||||
Total revenues | ' | ' | ' | ' | ' | ' | ' | ' | 296,254 | 332,677 | [1] | 419,317 | [1] | |||||||||
Operating expenses | ' | ' | ' | ' | ' | ' | ' | ' | 74,384 | 91,325 | [1] | 99,310 | [1] | |||||||||
Contribution /operating margin from continuing operations | ' | ' | ' | ' | ' | ' | ' | ' | 221,870 | 241,352 | [1] | 320,007 | [1] | |||||||||
Application Services [Member] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||||||||||
Segment Reporting Information [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||||||||||
Application services fees | ' | ' | ' | ' | ' | ' | ' | ' | 97,135 | 90,694 | [1] | 73,731 | [1] | |||||||||
Total revenues | ' | ' | ' | ' | ' | ' | ' | ' | 97,135 | 90,694 | [1] | 73,731 | [1] | |||||||||
Operating expenses | ' | ' | ' | ' | ' | ' | ' | ' | 120,233 | 86,084 | [1] | 72,717 | [1] | |||||||||
Contribution /operating margin from continuing operations | ' | ' | ' | ' | ' | ' | ' | ' | -23,098 | 4,610 | [1] | 1,014 | [1] | |||||||||
Unallocated Expense and Eliminations [Member] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||||||||||
Segment Reporting Information [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||||||||||
Operating expenses | ' | ' | ' | ' | ' | ' | ' | ' | 179,360 | [3] | 199,256 | [1],[4] | 190,030 | [1] | ||||||||
Contribution /operating margin from continuing operations | ' | ' | ' | ' | ' | ' | ' | ' | ($179,360) | [3] | ($199,256) | [1],[4] | ($190,030) | [1] | ||||||||
[1] | As discussed in Note 2, we have treated the operations of certain business segments as discontinued operations. The results for all periods have been restated to reflect such treatment. | |||||||||||||||||||||
[2] | Operating income (loss) includes restructuring expense of $15.8 million. | |||||||||||||||||||||
[3] | Unallocated operating expenses include $12.0 million in restructuring expenses. See note 9 for additional information. | |||||||||||||||||||||
[4] | Unallocated operating expenses include $15.8 million in restructuring expenses. See note 9 for additional information. |
SEGMENT_INFORMATION_Geographic
SEGMENT INFORMATION, Geographic operations (Details) (USD $) | 12 Months Ended | |||||
In Thousands, unless otherwise specified | Mar. 31, 2014 | Mar. 31, 2013 | Mar. 31, 2012 | |||
SEGMENT INFORMATION [Abstract] | ' | ' | ' | |||
Minimum concentration risk threshold of total revenue accounted for by single customer (in hundredths) | 10.00% | 10.00% | 10.00% | |||
Minimum concentration risk threshold of accounts receivable accounted for by single customer (in hundredths) | 10.00% | 10.00% | ' | |||
Revenues from External Customers and Long-Lived Assets [Line Items] | ' | ' | ' | |||
Revenues | $720,756 | $723,904 | [1] | $763,491 | [1] | |
Long-lived assets | 1,010,368 | 1,106,338 | 1,200,027 | |||
United States [Member] | ' | ' | ' | |||
Revenues from External Customers and Long-Lived Assets [Line Items] | ' | ' | ' | |||
Revenues | 418,402 | [1] | 428,698 | [1] | 435,935 | [1] |
Long-lived assets | 785,403 | 888,032 | 961,202 | |||
Austria [Member] | ' | ' | ' | |||
Revenues from External Customers and Long-Lived Assets [Line Items] | ' | ' | ' | |||
Long-lived assets | 210,755 | 201,224 | 214,615 | |||
Europe and Africa [Member] | ' | ' | ' | |||
Revenues from External Customers and Long-Lived Assets [Line Items] | ' | ' | ' | |||
Revenues | 181,377 | [1] | 170,693 | [1] | 193,595 | [1] |
Other international operations [Member] | ' | ' | ' | |||
Revenues from External Customers and Long-Lived Assets [Line Items] | ' | ' | ' | |||
Revenues | 120,977 | [1] | 124,513 | [1] | 133,961 | [1] |
Long-lived assets | $14,210 | $17,082 | $24,210 | |||
[1] | As discussed in Note 2, we have treated the operations of certain business segments as discontinued operations. The results for all periods have been restated to reflect such treatment. |
RELATED_PARTY_TRANSACTIONS_Det
RELATED PARTY TRANSACTIONS (Details) (Director [Member], USD $) | 12 Months Ended | ||
Mar. 31, 2014 | Mar. 31, 2013 | Mar. 31, 2012 | |
Director [Member] | ' | ' | ' |
Related Party Transaction [Line Items] | ' | ' | ' |
Professional fees paid to the firm | $2,100,000 | $802,000 | $283,000 |
COMMITMENTS_AND_CONTINGENCIES_1
COMMITMENTS AND CONTINGENCIES (Details) (USD $) | 12 Months Ended | ||
Mar. 31, 2014 | Mar. 31, 2013 | Mar. 31, 2012 | |
Contractual obligations | ' | ' | ' |
Total rent payments under these agreements | $16,300,000 | $18,400,000 | $19,800,000 |
Commitments under advertising agreements | 3,500,000 | ' | ' |
Commitments under charitable contribution agreements | 1,400,000 | ' | ' |
Total expense related to contractual commitments for advertising and charitable contributions | 9,000,000 | 6,200,000 | 7,300,000 |
Operating Obligations [Line Items] | ' | ' | ' |
Total contractual obligations - 2015 | 17,606,000 | ' | ' |
Total contractual obligations - 2016 | 11,142,000 | ' | ' |
Total contractual obligations - 2017 | 9,720,000 | ' | ' |
Total contractual obligations - 2018 | 8,401,000 | ' | ' |
Total contractual obligations - 2019 | 7,067,000 | ' | ' |
Total contractual obligations - Thereafter | 195,147,000 | ' | ' |
Total contractual obligations | 249,083,000 | ' | ' |
Leases space to business tenants cash receipts | 5,400,000 | 4,900,000 | 4,600,000 |
Future minimum lease rental income commitments - 2015 | 5,721,000 | ' | ' |
Future minimum lease rental income commitments - 2016 | 4,721,000 | ' | ' |
Future minimum lease rental income commitments - 2017 | 1,231,000 | ' | ' |
Future minimum lease rental income commitments - 2018 | 1,130,000 | ' | ' |
Future minimum lease rental income commitments - 2019 | 870,000 | ' | ' |
Future minimum lease rental income commitments - Thereafter | 1,850,000 | ' | ' |
Total future minimum lease rental income commitments | 15,523,000 | ' | ' |
Operating Lease [Member] | ' | ' | ' |
Operating Obligations [Line Items] | ' | ' | ' |
Future minimum lease rental commitments - 2015 | 14,186,000 | ' | ' |
Future minimum lease rental commitments - 2016 | 10,742,000 | ' | ' |
Future minimum lease rental commitments - 2017 | 9,570,000 | ' | ' |
Future minimum lease rental commitments - 2018 | 8,251,000 | ' | ' |
Future minimum lease rental commitments - 2019 | 6,917,000 | ' | ' |
Future minimum lease rental commitments - Thereafter | 194,547,000 | ' | ' |
Total future minimum lease rental commitments | 244,213,000 | ' | ' |
Other Contractual Obligations [Member] | ' | ' | ' |
Operating Obligations [Line Items] | ' | ' | ' |
Other contractual obligations - 2015 | 3,420,000 | ' | ' |
Other contractual obligations - 2016 | 400,000 | ' | ' |
Other contractual obligations - 2017 | 150,000 | ' | ' |
Other contractual obligations - 2018 | 150,000 | ' | ' |
Other contractual obligations - 2019 | 150,000 | ' | ' |
Other contractual obligations - Thereafter | 600,000 | ' | ' |
Total Other contractual obligations | $4,870,000 | ' | ' |
BENEFIT_PLANS_Details
BENEFIT PLANS (Details) (USD $) | 12 Months Ended | ||
Mar. 31, 2014 | Mar. 31, 2013 | Mar. 31, 2012 | |
BENEFIT PLANS [Abstract] | ' | ' | ' |
Maximum contributions to Employee Stock Ownership Plan (ESOP) (in hundredths) | 25.00% | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' |
Percent company match for employee 401(k) contributions (in hundredths) | 33.00% | ' | ' |
Limit on percent company match for employee 401(k) contributions (in hundredths) | 2.00% | ' | ' |
Maximum vesting percentage 401(k) (in hundredths) | 100.00% | ' | ' |
Years of service to be fully vested in 401(k) matching contributions | '3 years | ' | ' |
Stock Options [Member] | ' | ' | ' |
Aggregate intrinsic value [Abstract] | ' | ' | ' |
Exercised | $13,300,000 | $12,300,000 | $4,300,000 |
Number of stock options exercised by a stock option holder (in shares) | 0 | 217,000 | 690,000 |
Number of share-based payment awards issued during period (in shares) | ' | 66,000 | 176,000 |
Terms of share-based payment award from date of grant (in years) | '10 years | ' | ' |
Fair value of stock options vested (in dollars per share) | $3.84 | $4.14 | $4.69 |
Total intrinsic value of options exercised | 13,300,000 | 12,300,000 | 4,300,000 |
Stock Options - Service-Based Vesting [Member] | ' | ' | ' |
Stock option activity [Roll Forward] | ' | ' | ' |
Options outstanding, beginning of period (in shares) | 19,076,000 | ' | ' |
Granted (in shares) | 1,606,000 | ' | ' |
Exercised (in shares) | -4,432,000 | ' | ' |
Forfeited/Cancelled (in shares) | -529,000 | ' | ' |
Cancelled/expired (in shares) | -1,485,000 | ' | ' |
Options outstanding, end of period (in shares) | 14,236,000 | ' | ' |
Options vested and expected to vest, net of estimated forfeitures, as of end of period (in shares) | 13,838,000 | ' | ' |
Options exercisable as of end of period (in shares) | 9,363,000 | ' | ' |
Weighted average exercise price [Abstract] | ' | ' | ' |
Options outstanding (in dollars per share) | $8.44 | ' | ' |
Granted (in dollars per share) | $10.59 | ' | ' |
Exercised (in dollars per share) | $7.90 | ' | ' |
Forfeited/Cancelled (in dollars per share) | $10.34 | ' | ' |
Cancelled/expired (in dollars per share) | $8.28 | ' | ' |
Options outstanding as of end of period (in dollars per share) | $8.80 | ' | ' |
Options vested and expected to vest, net of estimated forfeitures, as of end of period (in dollars per share) | $8.76 | ' | ' |
Options exercisable as of end of period (in dollars per share) | $8.45 | ' | ' |
Weighted average remaining contractual term [Abstract] | ' | ' | ' |
Options outstanding as of end of period | '6 years 6 months 22 days | ' | ' |
Options vested and expected to vest, net of estimated forfeitures, as of end of period | '6 years 6 months | ' | ' |
Options exercisable as of end of period | '5 years 9 months 11 days | ' | ' |
Aggregate intrinsic value [Abstract] | ' | ' | ' |
Exercised | 13,307,000 | ' | ' |
Options outstanding as of end of period | 23,326,000 | ' | ' |
Options vested and expected to vest, net of estimated forfeitures, as of end of period | 23,104,000 | ' | ' |
Options exercisable as of end of period | 18,356,000 | ' | ' |
Percentage of vesting shares for third anniversary date (in hundredths) | 50.00% | ' | ' |
Percentage of vesting shares for fourth and fifth anniversary date (in hundredths) | 25.00% | ' | ' |
Percentage of vesting shares on each annual anniversary date over four years (in hundredths) | 25.00% | ' | ' |
Percentage of vesting shares for first anniversary date (in hundredths) | 40.00% | ' | ' |
Percentage of vesting shares for second and third anniversary dates (in hundredths) | 30.00% | ' | ' |
Percentage of vesting shares for first and second anniversary dates (in hundredths) | 30.00% | ' | ' |
Percentage of vesting shares on the third anniversary date (in hundredths) | 40.00% | ' | ' |
Percentage of vesting shares on each annual anniversary date over five years (in hundredths) | 20.00% | ' | ' |
Total intrinsic value of options exercised | 13,307,000 | ' | ' |
Stock Options - Performance and Service-Based Vesting [Member] | ' | ' | ' |
Stock option activity [Roll Forward] | ' | ' | ' |
Options outstanding, beginning of period (in shares) | 3,648,000 | ' | ' |
Granted (in shares) | 594,000 | ' | ' |
Forfeited/Cancelled (in shares) | -2,092,000 | ' | ' |
Options outstanding, end of period (in shares) | 2,150,000 | ' | ' |
Expenses relating to service and performance conditions for remaining vest period | 6.2 | ' | ' |
Options vested and expected to vest, net of estimated forfeitures, as of end of period (in shares) | 0 | ' | ' |
Options exercisable as of end of period (in shares) | 0 | ' | ' |
Weighted average exercise price [Abstract] | ' | ' | ' |
Options outstanding (in dollars per share) | $9.79 | ' | ' |
Granted (in dollars per share) | $11.30 | ' | ' |
Forfeited/Cancelled (in dollars per share) | $9.93 | ' | ' |
Options outstanding as of end of period (in dollars per share) | $10.07 | ' | ' |
Options vested and expected to vest, net of estimated forfeitures, as of end of period (in dollars per share) | $0 | ' | ' |
Options exercisable as of end of period (in dollars per share) | $0 | ' | ' |
Weighted average remaining contractual term [Abstract] | ' | ' | ' |
Options outstanding as of end of period | '8 years 6 months 4 days | ' | ' |
Options vested and expected to vest, net of estimated forfeitures, as of end of period | '0 years | ' | ' |
Options exercisable as of end of period | '0 years | ' | ' |
Aggregate intrinsic value [Abstract] | ' | ' | ' |
Options outstanding as of end of period | 909,000 | ' | ' |
Options vested and expected to vest, net of estimated forfeitures, as of end of period | 0 | ' | ' |
Options exercisable as of end of period | 0 | ' | ' |
Non-vested RSU [Member] | ' | ' | ' |
Aggregate intrinsic value [Abstract] | ' | ' | ' |
Percentage of vesting shares on each annual anniversary date over four years (in hundredths) | 25.00% | ' | ' |
Percentage of vesting shares for first anniversary date (in hundredths) | 40.00% | ' | ' |
Percentage of vesting shares for second and third anniversary dates (in hundredths) | 30.00% | ' | ' |
Percentage of vesting shares on first anniversary date under condition (in hundredths) | 50.00% | ' | ' |
Percentage of vesting shares on the second anniversary date (in hundredths) | 50.00% | ' | ' |
Performance-based Restricted Stock Unit Awards [Member] | ' | ' | ' |
Non-vested restricted stock units and performance-based restricted stock unit awards [Roll Forward] | ' | ' | ' |
Granted (in shares) | 0 | ' | ' |
Aggregate Intrinsic Value [Abstract] | ' | ' | ' |
Number of common shares settled for each unit and PSA upon vesting (in shares) | 1 | ' | ' |
Number of consecutive calendar quarters over which Covisint business must meet pre-defined revenue target for PSAs to vest | 4 | ' | ' |
Covisint LTIP (2009) [Member] | Stock Options [Member] | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' |
Number of common shares reserved for issuance under plan (in shares) | 3,000,000 | ' | ' |
Stock option activity [Roll Forward] | ' | ' | ' |
Stock options outstanding under the 2009 Covisint LTIP that were modified | 4.5 | 3.3 | ' |
Aggregate intrinsic value [Abstract] | ' | ' | ' |
Cumulative expense related to stock option | 19,000,000 | ' | ' |
Stock split approved by board of directors | '30-for-1 | '30-for-1 | ' |
Additional common stock available for issuance (in shares) | 3,000,000 | ' | ' |
Common stock available for issuance (in shares) | 7,500,000 | ' | ' |
Covisint LTIP (2009) [Member] | Performance-based Restricted Stock Unit Awards [Member] | ' | ' | ' |
Aggregate intrinsic value [Abstract] | ' | ' | ' |
Vested PSAs for a change in control transaction or an incomplete IPO (in shares) | 1,100,000 | ' | ' |
LTIP (2007) [Member] | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' |
Number of shares of common stock authorized to be issued (in shares) | 41,500,000 | ' | ' |
Number of common shares reserved for issuance under plan (in shares) | 13,500,000 | ' | ' |
Number of stock option plans prior to LTIP | 7 | ' | ' |
Aggregate intrinsic value [Abstract] | ' | ' | ' |
Additional common stock available for issuance (in shares) | 13,500,000 | ' | ' |
LTIP (2007) [Member] | Non-vested RSU [Member] | ' | ' | ' |
Non-vested restricted stock units and performance-based restricted stock unit awards [Roll Forward] | ' | ' | ' |
Non-vested awards outstanding as of beginning of period (in shares) | 4,850,000 | ' | ' |
Granted (in shares) | 798,000 | ' | ' |
Dividend Equivalents Issued (in shares) | 122,000 | ' | ' |
Released (in shares) | -2,276,000 | ' | ' |
Forfeited (in shares) | -1,370,000 | ' | ' |
Non-vested awards outstanding as of end of period (in shares) | 2,124,000 | ' | ' |
Weighted Average Grant-Date Fair Value [Abstract] | ' | ' | ' |
Granted (in dollars per share) | $11.01 | ' | ' |
Dividend Equivalents Issue (in dollars per share) | $10.89 | ' | ' |
Aggregate Intrinsic Value [Abstract] | ' | ' | ' |
Released | 24,303,000 | ' | ' |
Employee Stock Purchase Plan [Member] | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' |
Expense recognized related to 401(k) program | 2,900,000 | ' | ' |
Number of shares of common stock authorized to be issued (in shares) | 15,000,000 | ' | ' |
Maximum percentage of employee compensation allowed to be withheld (in hundredths) | 10.00% | ' | ' |
Value of common stock purchased in any calendar year per employee, maximum | $25,000 | ' | ' |
Purchase price of common stock as percentage of closing market sales price (in hundredths) | 95.00% | ' | ' |
Number of shares sold under the plan (in shares) | 242,000 | 295,000 | 351,000 |
BENEFIT_PLANS_Allocation_of_Re
BENEFIT PLANS, Allocation of Recognized Period (Details) (USD $) | 12 Months Ended | ||
Mar. 31, 2014 | Mar. 31, 2013 | Mar. 31, 2012 | |
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ' | ' | ' |
Total stock-based compensation expense before income taxes | $40,881,000 | $31,677,000 | $24,724,000 |
Unrecognized compensation cost, net of estimated forfeitures | 26,400,000 | ' | ' |
Unrecognized compensation cost, weighted-average period of recognition | '1 year 7 months 20 days | ' | ' |
Cost of license fees [Member] | ' | ' | ' |
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ' | ' | ' |
Total stock-based compensation expense before income taxes | 0 | 1,000 | 4,000 |
Cost of maintenance fees [Member] | ' | ' | ' |
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ' | ' | ' |
Total stock-based compensation expense before income taxes | 401,000 | 778,000 | 812,000 |
Cost of subscription fees [Member] | ' | ' | ' |
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ' | ' | ' |
Total stock-based compensation expense before income taxes | 2,000 | 46,000 | 23,000 |
Cost of professional services [Member] | ' | ' | ' |
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ' | ' | ' |
Total stock-based compensation expense before income taxes | 53,000 | 86,000 | 129,000 |
Cost of application services [Member] | ' | ' | ' |
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ' | ' | ' |
Total stock-based compensation expense before income taxes | 17,318,000 | 1,629,000 | 1,623,000 |
Technology development and support [Member] | ' | ' | ' |
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ' | ' | ' |
Total stock-based compensation expense before income taxes | 1,210,000 | 2,346,000 | 2,205,000 |
Sales and marketing [Member] | ' | ' | ' |
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ' | ' | ' |
Total stock-based compensation expense before income taxes | 7,629,000 | 6,642,000 | 6,279,000 |
Administrative and general [Member] | ' | ' | ' |
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ' | ' | ' |
Total stock-based compensation expense before income taxes | 11,482,000 | 15,360,000 | 13,429,000 |
Restructuring Costs [Member] | ' | ' | ' |
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ' | ' | ' |
Total stock-based compensation expense before income taxes | 2,591,000 | 4,572,000 | ' |
Discontinued Operation [Member] | ' | ' | ' |
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ' | ' | ' |
Total stock-based compensation expense before income taxes | 195,000 | 217,000 | 220,000 |
Stock Options - Performance and Service-Based Vesting [Member] | ' | ' | ' |
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ' | ' | ' |
Unrecognized compensation cost, net of estimated forfeitures | $8,800,000 | ' | ' |
Unrecognized compensation cost, weighted-average period of recognition | '1 year 6 months 4 days | ' | ' |
QUARTERLY_FINANCIAL_INFORMATIO2
QUARTERLY FINANCIAL INFORMATION (UNAUDITED) (Details) (USD $) | 3 Months Ended | 12 Months Ended | |||||||||||||||||||
In Thousands, except Per Share data, unless otherwise specified | Mar. 31, 2014 | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2012 | Sep. 30, 2012 | Jun. 30, 2012 | Mar. 31, 2014 | Mar. 31, 2013 | Mar. 31, 2012 | ||||||||||
Quarterly financial information [Abstract] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ||||||||||
Revenues | $183,448 | [1] | $193,806 | [1] | $172,693 | [1] | $170,809 | [1] | $184,435 | [1] | $201,377 | [1] | $166,447 | [1] | $171,645 | [1] | $720,756 | $723,904 | $763,491 | ||
Gross profit | 125,538 | [1] | 138,911 | [1] | 112,589 | [1] | 119,798 | [1] | 130,724 | [1] | 153,030 | [1] | 119,140 | [1] | 125,064 | [1] | 496,836 | [1] | 527,958 | [1] | ' |
Operating income (loss) | 13,727 | [1] | 20,342 | [1] | 10,797 | [1] | 2,989 | [1] | -4,451 | [1],[2] | 30,074 | [1] | 8,629 | [1] | 8,152 | [1] | 47,855 | 42,404 | 83,813 | ||
Income from continuing operations before tax | 13,668 | [1] | 23,302 | [1] | 10,982 | [1] | 3,191 | [1] | -5,531 | [1] | 30,019 | [1] | 8,542 | [1] | 8,204 | [1] | 51,143 | 41,234 | 85,446 | ||
Income from continuing operations net of tax | 8,115 | [1] | 17,848 | [1] | 7,974 | [1] | 4,262 | [1] | 3,224 | [1] | 16,487 | [1] | 2,887 | [1] | 2,719 | [1] | 38,199 | [1] | 25,317 | [1] | ' |
Income (loss) from discontinued operations, net of tax | 10,867 | [1],[3] | 6,142 | [1] | 7,212 | [1] | 5,705 | [1] | -66,877 | [1],[4] | 8,853 | [1] | 7,707 | [1] | 7,749 | [1] | 29,926 | -42,568 | 24,930 | ||
Net income (loss) including non-controlling interest | 18,982 | [1] | 23,990 | [1] | 15,186 | [1] | 9,967 | [1] | -63,653 | [1] | 25,340 | [1] | 10,594 | [1] | 10,468 | [1] | 68,125 | -17,251 | 88,371 | ||
Net income attributable to Compuware Corporation | 20,254 | [1] | 25,022 | [1] | 16,340 | [1] | 9,967 | [1] | -63,653 | [1] | 25,340 | [1] | 10,594 | [1] | 10,468 | [1] | 71,583 | -17,251 | 88,371 | ||
Basic earnings (loss) per share (in dollars per share) | $0.09 | [1] | $0.12 | [1] | $0.08 | [1] | $0.05 | [1] | ($0.30) | [1] | $0.12 | [1] | $0.05 | [1] | $0.05 | [1] | $0.33 | ($0.08) | $0.40 | ||
Diluted earnings (loss) per share (in dollars per share) | $0.09 | [1] | $0.11 | [1] | $0.07 | [1] | $0.05 | [1] | ($0.30) | [1] | $0.12 | [1] | $0.05 | [1] | $0.05 | [1] | $0.32 | ($0.08) | $0.40 | ||
Gain on disposal | 9,529 | ' | ' | ' | ' | ' | ' | ' | 9,529 | 0 | 0 | ||||||||||
Restructuring Charges | $3,800 | $3,200 | $200 | $4,800 | ' | ' | ' | ' | $11,990 | $15,751 | ' | ||||||||||
[1] | As discussed in Note 2, we have treated the operations of certain business segments as discontinued operations. The results for all periods have been restated to reflect such treatment. | ||||||||||||||||||||
[2] | Operating income (loss) includes restructuring expense of $15.8 million. | ||||||||||||||||||||
[3] | Includes gain, related to the divestiture of the Changepoint, Professtional Services and Uniface business segements, of $9.5 million, net of tax. | ||||||||||||||||||||
[4] | Income from discounted operations net of tax includes a goodwill impairment. |