Document and Entity Information
Document and Entity Information - shares | 3 Months Ended | |
Sep. 30, 2018 | Nov. 01, 2018 | |
Document And Entity Information | ||
Entity Registrant Name | SCANSOURCE, INC. | |
Entity Central Index Key | 918,965 | |
Current Fiscal Year End Date | --06-30 | |
Entity Filer Category | Large Accelerated Filer | |
Document Type | 10-Q | |
Document Period End Date | Sep. 30, 2018 | |
Document Fiscal Year Focus | 2,019 | |
Document Fiscal Period Focus | Q1 | |
Amendment Flag | false | |
Entity Emerging Growth Company | false | |
Entity Small Business | false | |
Entity Common Stock, Shares Outstanding | 25,607,664 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets (Unaudited) - USD ($) $ in Thousands | Sep. 30, 2018 | Jun. 30, 2018 |
Current assets: | ||
Cash and cash equivalents | $ 18,858 | $ 25,530 |
Accounts receivable, less allowance of $45,340 at September 30, 2018 and $45,561 at June 30, 2018 | 677,499 | 678,940 |
Inventories | 672,696 | 595,948 |
Prepaid expenses and other current assets | 64,643 | 61,744 |
Total current assets | 1,433,696 | 1,362,162 |
Property and equipment, net | 71,625 | 73,042 |
Goodwill | 311,334 | 298,174 |
Identifiable intangible assets, net | 131,393 | 136,806 |
Deferred income taxes | 21,283 | 22,199 |
Other non-current assets | 52,068 | 52,912 |
Total assets | 2,021,399 | 1,945,295 |
Current liabilities: | ||
Accounts payable | 629,242 | 562,564 |
Accrued expenses and other current liabilities | 86,762 | 90,873 |
Current portion of contingent consideration | 50,806 | 42,975 |
Income taxes payable | 9,014 | 13,348 |
Current portion of long-term debt | 335 | 551 |
Total current liabilities | 776,159 | 710,311 |
Deferred income taxes | 1,650 | 1,769 |
Long-term debt | 4,764 | 4,878 |
Borrowings under revolving credit facility | 276,760 | 244,000 |
Long-term portion of contingent consideration | 29,367 | 65,258 |
Other long-term liabilities | 54,802 | 52,703 |
Total liabilities | 1,143,502 | 1,078,919 |
Commitments and contingencies | ||
Shareholders’ equity: | ||
Preferred stock, no par value; 3,000,000 shares authorized, none issued | 0 | 0 |
Common stock, no par value; 45,000,000 shares authorized, 25,607,664 and 25,593,122 shares issued and outstanding at September 30, 2018 and June 30, 2018, respectively | 70,035 | 68,220 |
Retained earnings | 896,655 | 882,333 |
Accumulated other comprehensive income (loss) | (88,793) | (84,177) |
Total shareholders’ equity | 877,897 | 866,376 |
Total liabilities and shareholders’ equity | $ 2,021,399 | $ 1,945,295 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Unaudited) (Parenthetical) - USD ($) $ in Thousands | Sep. 30, 2018 | Jun. 30, 2018 |
Current assets: | ||
Allowance for accounts receivable | $ 45,340 | $ 45,561 |
Stockholders' Equity Attributable to Parent [Abstract] | ||
Preferred stock, par value (in dollars per share) | $ 0 | $ 0 |
Preferred stock, shares authorized (in shares) | 3,000,000 | 3,000,000 |
Preferred stock, shares issued (in shares) | 0 | 0 |
Common stock, par value (in dollars per share) | $ 0 | $ 0 |
Common stock, shares authorized (in shares) | 45,000,000 | 45,000,000 |
Common stock, share issued (in shares) | 25,607,664 | 25,593,122 |
Common stock, shares outstanding (in shares) | 25,607,664 | 25,593,122 |
Condensed Consolidated Income S
Condensed Consolidated Income Statements (Unaudited) - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | |
Sep. 30, 2018 | Sep. 30, 2017 | |
Income Statement [Abstract] | ||
Net sales | $ 972,900 | $ 924,559 |
Cost of goods sold | 860,685 | 818,642 |
Gross profit | 112,215 | 105,917 |
Selling, general and administrative expenses | 77,931 | 73,187 |
Depreciation expense | 3,265 | 3,240 |
Intangible amortization expense | 5,003 | 5,011 |
Change in fair value of contingent consideration | 4,584 | 16,881 |
Operating income | 21,432 | 7,598 |
Interest expense | 2,627 | 1,585 |
Interest income | (451) | (881) |
Other expense, net | 32 | 114 |
Income before income taxes | 19,224 | 6,780 |
Provision for income taxes | 4,902 | 2,633 |
Net income | $ 14,322 | $ 4,147 |
Per share data: | ||
Net income per common share, basic (in dollars per share) | $ 0.56 | $ 0.16 |
Weighted-average shares outstanding, basic (in shares) | 25,599 | 25,434 |
Net income per common share, diluted (in dollars per share) | $ 0.56 | $ 0.16 |
Weighted-average shares outstanding, diluted (in shares) | 25,755 | 25,579 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Comprehensive Income (Loss) (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | |
Sep. 30, 2018 | Sep. 30, 2017 | |
Comprehensive Income (Loss), Net of Tax, Attributable to Parent [Abstract] | ||
Net income | $ 14,322 | $ 4,147 |
Unrealized gain on hedged transaction, net of tax | 146 | 29 |
Foreign currency translation adjustment | (4,762) | 9,885 |
Comprehensive income | $ 9,706 | $ 14,061 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | |
Sep. 30, 2018 | Sep. 30, 2017 | |
Cash flows from operating activities: | ||
Net income | $ 14,322 | $ 4,147 |
Adjustments to reconcile net income to net cash (used in) provided by operating activities: | ||
Depreciation and amortization | 9,268 | 8,864 |
Amortization of debt issuance costs | 84 | 74 |
Provision for doubtful accounts | 632 | 3,101 |
Share-based compensation | 1,391 | 1,586 |
Deferred income taxes | 397 | 388 |
Change in fair value of contingent consideration | 4,584 | 16,881 |
Contingent consideration paid in excess of acquisition fair value | (2,089) | 0 |
Changes in operating assets and liabilities, net of acquisitions: | ||
Accounts receivable | (1,524) | (13,231) |
Inventories | (78,828) | (53,089) |
Prepaid expenses and other assets | (3,194) | (13,980) |
Other non-current assets | 124 | 4,401 |
Accounts payable | 69,073 | 7,013 |
Accrued expenses and other liabilities | (4,115) | (3,006) |
Income taxes payable | (4,411) | (535) |
Net cash (used in) provided by operating activities | 5,714 | (37,386) |
Cash flows from investing activities: | ||
Capital expenditures | (990) | (1,310) |
Cash paid for business acquisitions, net of cash acquired | (13,207) | (142,802) |
Net cash (used in) investing activities | (14,197) | (144,112) |
Cash flows from financing activities: | ||
Borrowings on revolving credit | 559,911 | 702,435 |
Repayments on revolving credit | (527,151) | (513,972) |
Debt issuance costs | 0 | (296) |
Repayments on long-term debt | (330) | 0 |
Repayments on capital lease obligation | (165) | (141) |
Contingent consideration payments | (30,158) | (40,858) |
Exercise and issuance of equity awards | 440 | 231 |
Taxes paid on settlement of equity awards | (15) | (38) |
Net cash provided by financing activities | 2,532 | 147,361 |
Effect of exchange rate changes on cash and cash equivalents | (721) | 1,659 |
Decrease in cash and cash equivalents | (6,672) | (32,478) |
Cash and cash equivalents at beginning of period | 25,530 | 56,094 |
Cash and cash equivalents at end of period | $ 18,858 | $ 23,616 |
Business and Summary of Signifi
Business and Summary of Significant Accounting Policies | 3 Months Ended |
Sep. 30, 2018 | |
Accounting Policies [Abstract] | |
Business and Summary of Significant Accounting Policies | Business and Summary of Significant Accounting Policies Business Description ScanSource, Inc. (together with its subsidiaries referred to as “the Company” or “ScanSource”) is at the center of the solution delivery channel, connecting businesses and providing technology solutions. The Company brings technology solutions and services from the world’s leading suppliers of point-of-sale (POS), payments, barcode, physical security, unified communications and collaboration and telecom and cloud services to market. The Company operates in the Unites States, Canada, Latin America, Europe and South Africa. The Company's two operating segments, Worldwide Barcode, Networking & Security and Worldwide Communications & Services, are based on product, customer and service type. Basis of Presentation The accompanying unaudited condensed consolidated financial statements of the Company have been prepared by the Company’s management in accordance with United States generally accepted accounting principles ("U.S. GAAP") for interim financial information and applicable rules and regulations of the Securities Exchange Act of 1934. Accordingly, they do not include all of the information and footnotes required by U.S. GAAP for annual financial statements. The unaudited condensed consolidated financial statements included herein contain all adjustments (consisting of normal recurring and non-recurring adjustments) that are, in the opinion of management, necessary to present fairly the financial position as of September 30, 2018 and June 30, 2018 , the results of operations for the quarters ended September 30, 2018 and 2017 , the statements of comprehensive income (loss) for the quarters ended September 30, 2018 and 2017 and the statements of cash flows for the three months ended September 30, 2018 and 2017 . The results of operations for the quarters ended September 30, 2018 and 2017 are not necessarily indicative of the results to be expected for a full year. These financial statements should be read in conjunction with the audited consolidated financial statements and notes thereto included in the Company’s Annual Report on Form 10-K for the fiscal year ended June 30, 2018 . Summary of Significant Accounting Policies Except as described below, there have been no material changes to the Company’s significant accounting policies for the three months ended September 30, 2018 from the policies described in the notes to the Company’s consolidated financial statements included in the Annual Report on Form 10-K for the fiscal year ended June 30, 2018 . For a discussion of the Company’s significant accounting policies, please see the Company’s Annual Report on Form 10-K for the fiscal year ended June 30, 2018 . Cash and Cash Equivalents The Company considers all highly-liquid investments with original maturities of three months or less, when purchased, to be cash equivalents. The Company maintains zero-balance disbursement accounts at various financial institutions at which the Company does not maintain significant depository relationships. Due to the terms of the agreements governing these accounts, the Company generally does not have the right to offset outstanding checks written from these accounts against cash on hand, and the respective institutions are not legally obligated to honor the checks until sufficient funds are transferred to fund the checks. As a result, checks released but not yet cleared from these accounts in the amounts of $23.2 million and $5.7 million are included in accounts payable as of September 30, 2018 and June 30, 2018 , respectively. Long-lived Assets The Company presents depreciation expense and intangible amortization expense individually on the Condensed Consolidated Income Statements. The Company's depreciation expense related to selling, general and administrative costs totaled $3.3 million and $3.2 million for the quarters ended September 30, 2018 and 2017 . Depreciation expense reported as part of cost of goods sold on the Condensed Consolidated Income Statements totaled $1.0 million and $0.6 million for the quarters ended September 30, 2018 and 2017 . There was no depreciation expense reported as part of cost of goods sold prior to the acquisition of POS Portal on July 31, 2017. The Company's amortization expense reported on the Condensed Consolidated Income Statements relate to selling, general and administrative costs, not the cost of selling goods. Intangible amortization expense totaled $5.0 million for the quarters ended September 30, 2018 and 2017 . Recent Accounting Pronouncements In May 2014, the Financial Accounting Standards Board ("FASB") issued a comprehensive new revenue recognition standard for contracts with customers that will supersede most current revenue recognition guidance, including industry-specific guidance under Accounting Standards Update ("ASU") 2014-09, Revenue from Contracts with Customers (Topic 606). In March, April, May and December 2016 the FASB issued additional ASUs to provide supplemental adoption guidance and clarification to ASU 2014-09. The core principle of this standard is that an entity should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. To achieve this core principle, the standard provides a five-step analysis of transactions to determine when and how revenue is recognized. Other major provisions include the capitalization and amortization of certain contract costs, ensuring the time value of money is considered in the transaction price, and allowing estimates of variable consideration to be recognized before contingencies are resolved in certain circumstances. This guidance also requires enhanced disclosures regarding the nature, amount, timing and uncertainty of revenue and cash flows arising from an entity’s contracts with customers. The Company adopted the standard on July 1, 2018 using the full retrospective method. The adoption of this standard had no material impact on the Company's consolidated financial statements. See Note 2 Revenue Recognition for additional information. In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842) requiring lessees to reflect most leases on their balance sheets and recognize expenses on their income statements in a manner similar to current guidance. Under the new guidance, lessees will be required to recognize a lease liability, which is a lessee's obligation to make lease payments arising from a lease, measured on a discounted basis, and a right-of-use asset, which is an asset that represents the lessee’s right to use, or control the use of, a specified asset for the lease term. The asset will be measured at the lease liability amount, adjusted for lease prepayments, lease incentives received and the lessee's initial direct costs. For leases with a lease term of 12 months or less, as long as the lease does not include options to purchase the underlying assets, lessees can elect not to recognize a lease liability and right-of-use asset. Under the new guidance, lessor accounting is largely unchanged, and the accounting for sale and leaseback transactions is simplified. The standard is effective for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years. This guidance will be applicable to the Company for the fiscal year beginning July 1, 2019. The guidance can be adopted using a modified retrospective approach or a cumulative-effect adjustment to the opening balance sheet of retained earnings in the period of adoption for leases that exist or are entered into after the beginning of the earliest comparative period in the financial statements. The Company is currently evaluating the impact on its consolidated financial statements upon the adoption of this new guidance. In August 2016, the FASB issued ASU 2016-15, Statement of Cash Flows (Topic 230) intended to reduce diversity in practice of how certain cash receipts and cash payments are presented and classified in the statement of cash flows. The update addresses eight specific cash flow issues, with the treatment of contingent consideration payments made after a business combination being the most directly applicable to the Company. The update requires that cash payments made approximately three months or less after an acquisition's consummation date should be classified as cash outflows for investing activities. Payment made thereafter up to the amount of the original contingent consideration liability should be classified as cash outflows from financing activities. Payments made in excess of the amount of the original contingent consideration liability should be classified as cash outflows from operating activities. The standard is effective for fiscal years beginning after December 15, 2017, including interim periods within those fiscal years. The Company adopted the standard for the fiscal year beginning July 1, 2018 using the retrospective transition method. There was no impact to the previously reported cash flow statement for fiscal year 2018. For fiscal year 2019, the Company classified the amount of the Intelisys earnout payment paid in the September quarter that was in excess of the originally anticipated liability at the acquisition date as an operating cash outflow. In August 2017, the FASB issued ASU 2017-12, Derivatives and Hedging (Topic 815) that amends and simplifies guidance related to hedge accounting to more accurately portray the economics of an entity’s risk management activities in its financial statements. The standard is effective for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years. Early adoption is permitted in any interim or annual period. This guidance will be applicable to the Company for the fiscal year beginning July 1, 2019. The guidance requires adoption using a modified retrospective approach. The presentation and disclosure requirements apply prospectively. The Company is currently evaluating the impact on its consolidated financial statements upon the adoption of this new guidance. In August 2018, the FASB issued ASU 2018-13, Fair Value Measurement (Topic 820) Disclosure Framework – Changes to the Disclosure Requirements for Fair Value Measurement . The pronouncement eliminates, modifies and adds disclosure requirements for fair value measurements. This guidance is effective for fiscal years beginning after December 15, 2019, and for interim periods within those fiscal years, with early adoption permitted. This guidance is applicable to the Company’s fiscal year beginning July 1, 2020. The Company is currently evaluating the potential impact of this guidance on its consolidated financial statements. The Company has reviewed other newly issued accounting pronouncements and concluded that they are either not applicable to its business or that no material effect is expected on its consolidated financial statements as a result of future adoption. |
Revenue Recognition
Revenue Recognition | 3 Months Ended |
Sep. 30, 2018 | |
Revenue from Contract with Customer [Abstract] | |
Revenue Recognition | Revenue Recognition The Company provides technology solutions and services from the world's leading suppliers of POS, payments, barcode, physical security, unified communications and collaboration and telecom and cloud services. This includes terminals, related accessories, device configuration as well as software licenses, professional services and hardware support programs. The Company adopted ASC 606 effective July 1, 2018 utilizing the full retrospective method. In determining the appropriate amount of revenue to recognize, the Company applies the following five-step model: (i) identify contracts with customers; (ii) identify performance obligations in the contracts; (iii) determine the transaction price; (iv) allocate the transaction price to the performance obligations per the contracts; and (v) recognize revenue when (or as) the Company satisfies a performance obligation. The Company recognizes revenue as control of products and services are transferred to customers, which is generally at the point of shipment. The Company delivers products to customers in several ways, including: (i) shipment from the Company's warehouse, (ii) drop-shipment directly from the supplier, or (iii) electronic delivery for software licenses. Significant Judgments: Principal versus Agent Considerations The Company is the principal for all hardware, software and certain services, including self-branded warranty programs, sold as the Company has control of the product or service before it is transferred to the customer. When the Company provides self-branded warranty programs, it engages a third party, generally the original equipment manufacturer, to cover the fulfillment of any obligations arising from these contracts. These revenues and associated third-party costs are amortized over the life of the contract on a straight-line basis. The Company recognizes the previously described revenue and cost of goods sold on a gross basis. The Company is the agent for third-party service contracts, including product warranties and supplier-hosted software. These service contracts are sold separately from the products, and the Company often serves as the agent for the contract on behalf of the original equipment manufacturer. The Company's responsibility is to arrange for the provision of the specified service by the original equipment manufacturer and the Company does not control the specified service before it is transferred to the customer. As the Company acts as an agent, revenue is recognized net of cost at the time of sale. Related to the Company’s Intelisys business, the Company acts as a master agent partnering suppliers with sales agents to provide telecom and cloud services to end-users. Commission revenue received from the supplier is recognized net of cost associated with commissions the Company pays to sales agents at the time of sale. Variable Considerations For certain transactions, products are sold with a right of return and may also provide other rebates or incentives, which are accounted for as variable consideration. The Company estimates the amount of variable consideration by using the expected value or the most likely amount to be given to the customer and reduces the revenue by those estimated amounts. These estimates are reviewed and updated as necessary at the end of each reporting period. Contract Balances The Company records contract assets and liabilities for payments received from customers in advance of services performed. These assets and liabilities are the result of the sales of the Company's self-branded warranty programs and other transactions where control has not yet passed to the customer. These amounts are immaterial to the consolidated financial statements for the periods presented. Practical Expedients & Accounting Policy Elections • Incremental costs of obtaining a contract - These costs are included in selling, general and administrative expenses as the amortization period is generally one year or less. The Company expenses costs associated with obtaining and fulfilling contracts as incurred. • Shipping costs - The Company accounts for certain shipping and handling activities as fulfillment costs and expenses them as incurred. • Significant financing components - The Company has elected not to adjust the promised amount of consideration for the effects of a significant financing component as the Company expects, at contract inception, that the period between when the entity transfers a promised good or service to a customer and when the customer pays for that good or service will generally be one year or less. Disaggregation of Revenue The following tables represents the Company's disaggregation of revenue: Quarter ended September 30, 2018 (in thousands) Worldwide Barcode, Networking & Security Segment Worldwide Communications & Services Segment Total Revenue by product/service: Technology solutions $ 655,113 $ 304,775 $ 959,888 Master agency and professional services — 13,012 13,012 $ 655,113 $ 317,787 $ 972,900 Quarter ended September 30, 2017 (in thousands) Worldwide Barcode, Networking & Security Segment Worldwide Communications & Services Segment Total Revenue by product/service: Technology solutions $ 620,329 $ 294,480 $ 914,809 Master agency and professional services — 9,750 9,750 $ 620,329 $ 304,230 $ 924,559 |
Earnings Per Share
Earnings Per Share | 3 Months Ended |
Sep. 30, 2018 | |
Earnings Per Share [Abstract] | |
Earnings Per Share | Earnings Per Share Basic earnings per share are computed by dividing net income by the weighted-average number of common shares outstanding. Diluted earnings per share are computed by dividing net income by the weighted-average number of common and potential common shares outstanding. Quarter ended September 30, 2018 2017 (in thousands, except per share data) Numerator: Net income $ 14,322 $ 4,147 Denominator: Weighted-average shares, basic 25,599 25,434 Dilutive effect of share-based payments 156 145 Weighted-average shares, diluted 25,755 25,579 Net income per common share, basic $ 0.56 $ 0.16 Net income per common share, diluted $ 0.56 $ 0.16 For the quarters ended September 30, 2018 and 2017 , weighted-average shares outstanding excluded from the computation of diluted earnings per share because their effect would be anti-dilutive were 423,738 and 444,588 , respectively. |
Accumulated Other Comprehensive
Accumulated Other Comprehensive Income (Loss) | 3 Months Ended |
Sep. 30, 2018 | |
Accumulated Other Comprehensive Income (Loss), Net of Tax [Abstract] | |
Accumulated Other Comprehensive Income (Loss) | Accumulated Other Comprehensive Income (Loss) Accumulated other comprehensive income (loss) consists of the following: September 30, 2018 June 30, 2018 (in thousands) Foreign currency translation adjustment $ (90,041 ) $ (85,279 ) Unrealized gain (loss) on hedged transaction, net of tax 1,248 1,102 Accumulated other comprehensive income (loss) $ (88,793 ) $ (84,177 ) The tax effect of amounts in comprehensive income (loss) reflect a tax expense or benefit as follows: Quarter ended September 30, 2018 2017 (in thousands) Tax expense (benefit) $ 457 $ (304 ) |
Acquisitions
Acquisitions | 3 Months Ended |
Sep. 30, 2018 | |
Business Combinations [Abstract] | |
Acquisitions | Acquisitions Canpango and Intelisys Global During the quarter ended September 30, 2018 , the Company completed the acquisition of Canpango, a global Salesforce implementation and consulting business with deep knowledge of customer relationship management (CRM) and integration with telecom systems and the acquisition of Intelisys Global. The total combined purchase price for both companies, net of cash acquired, was approximately $13.2 million . The impact of these acquisitions was not material to the consolidated financial statements. The allocation of the purchase price to the assets and liabilities acquired, including the valuation of the identifiable intangible assets, has not been concluded as of the reporting date. POS Portal On July 31, 2017 , the Company acquired all of the outstanding shares of POS Portal, Inc. ("POS Portal"), a leading provider of payment devices and services primarily to the small and midsized ("SMB") market segment in the United States. POS Portal joined the Worldwide Barcode, Networking & Security segment. Under the purchase agreement, the all-cash transaction included an initial purchase price of approximately $144.9 million paid in cash at closing. The Company paid an additional $3.4 million for customary closing adjustments during the six months ended December 31, 2017. The Company acquired $4.6 million in cash, net of debt payoff and other customary closing adjustments, resulting in $143.8 million net cash paid for POS Portal. The agreement also included a cash earn-out payment up to $13.2 million based on POS Portal's earnings before interest expense, taxes, depreciation and amortization (EBITDA) for the trailing twelve months (TTM) ending September 30, 2017, which was paid in full during the quarter ended December 31, 2017. A portion of the purchase price was placed into escrow to indemnify the Company for certain pre-acquisition damages. As of September 30, 2018 , the balance available in escrow was $13.1 million . The purchase price of this acquisition was allocated to the assets acquired and liabilities assumed based on their estimated fair values on the transaction date. Purchase accounting for this acquisition was finalized during the December quarter. The goodwill balance is primarily attributed to expanding the Company's high-value capabilities and market reach across all payment channels. Goodwill, identifiable intangible assets and the related deferred tax liability are not deductible for tax purposes. Pro forma results of operations have not been presented for the acquisition of POS Portal because such results are not material to our consolidated results. POS Portal (in thousands) Receivables $ 8,914 Inventory 8,352 Other current assets 917 Property and equipment 24,963 Goodwill 101,198 Identifiable intangible assets 57,000 Other non-current assets 100 $ 201,444 Accounts payable $ 10,897 Accrued expenses and other current liabilities 5,130 Contingent consideration 13,098 Other long-term liabilities 102 Long-term deferred taxes 28,449 Consideration transferred, net of cash acquired 143,768 $ 201,444 Intangible assets acquired include trade names, customer relationships, non-compete agreements and an encryption key library. The weighted-average amortization period for these identified intangible assets after purchase accounting adjustments, other than goodwill, was 10 years. |
Goodwill and Other Identifiable
Goodwill and Other Identifiable Intangible Assets | 3 Months Ended |
Sep. 30, 2018 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and Other Identifiable Intangible Assets | Goodwill and Other Identifiable Intangible Assets The changes in the carrying amount of goodwill for the three months ended September 30, 2018 , by reporting segment, are set forth in the table below. Additions to goodwill for the current quarter are due to recent acquisitions. Barcode, Networking & Security Segment Communications & Services Segment Total (in thousands) Balance as of June 30, 2018 $ 137,214 $ 160,960 $ 298,174 Additions — 14,209 14,209 Foreign currency translation adjustment (120 ) (929 ) (1,049 ) Balance as of September 30, 2018 $ 137,094 $ 174,240 $ 311,334 The following table shows changes in the amount recognized for net identifiable intangible assets for the three months ended September 30, 2018 . Net Identifiable Intangible Assets (in thousands) Balance as of June 30, 2018 $ 136,806 Additions — Amortization expense (5,003 ) Foreign currency translation adjustment (410 ) Balance as of September 30, 2018 $ 131,393 |
Short-Term Borrowings and Long-
Short-Term Borrowings and Long-Term Debt | 3 Months Ended |
Sep. 30, 2018 | |
Debt Disclosure [Abstract] | |
Short-Term Borrowings and Long-Term Debt | Short-Term Borrowings and Long-Term Debt The following table presents the Company’s debt as of September 30, 2018 and June 30, 2018 . September 30, 2018 June 30, 2018 (in thousands) Current portion of long-term debt $ 335 $ 551 Long-term debt, net of current portion 4,764 4,878 Borrowings under revolving credit facility 276,760 244,000 Total debt $ 281,859 $ 249,429 Revolving Credit Facility The Company has a multi-currency senior secured revolving credit facility with JPMorgan Chase Bank N.A., as administrative agent, and a syndicate of banks (the “Amended Credit Agreement”). On April 3, 2017, the Company amended this credit facility to extend its maturity to April 3, 2022 . On August 8, 2017, the Company amended the Amended Credit Agreement to increase the committed credit facility from $300 million to $400 million . The Amended Credit Agreement allows for the issuance of up to $50 million for letters of credit and has a $200 million accordion feature that allows the Company to increase the availability to $600 million , subject to obtaining additional credit commitments from the lenders participating in the increase. The Company incurred $0.9 million and $0.3 million in connection with the amendments to the Amended Credit Agreement on April 3, 2017 and August 8, 2017 , respectively. These costs were capitalized to other assets on the Condensed Consolidated Balance Sheets and added to the unamortized debt issuance costs from the previous credit facility. At the Company's option, loans denominated in U.S. dollars under the Amended Credit Agreement, other than swingline loans, bear interest at a rate equal to a spread over the London Interbank Offered Rate ("LIBOR") or alternate base rate depending upon the Company's ratio of total debt (excluding accounts payable and accrued liabilities), measured as of the end of the most recent quarter, to adjusted earnings before interest expense, income taxes, depreciation and amortization ("EBITDA") for the most recently completed four quarters (the "Leverage Ratio"). This spread ranges from 1.00% to 2.125% for LIBOR-based loans and 0.00% to 1.125% for alternate base rate loans. Additionally, the Company is assessed commitment fees ranging from 0.175% to 0.35% , depending upon the Leverage Ratio, on non-utilized borrowing availability, excluding swingline loans. Borrowings are guaranteed by substantially all of the domestic assets of the Company and a pledge of up to 65% of capital stock or other equity interest in certain foreign subsidiaries determined to be either material or a subsidiary borrower as defined in the Amended Credit Agreement. At September 30, 2018 , the spread in effect was 1.625% for LIBOR-based loans and 0.625% for alternate base rate loans. The commitment fee rate in effect as of September 30, 2018 was 0.25% . The Company was in compliance with all covenants under the credit facility as of September 30, 2018 . The average daily outstanding balance during the three month periods ended September 30, 2018 and 2017 was $265.4 million and $218.5 million , respectively. There was $123.2 million and $156.0 million available for additional borrowings as of September 30, 2018 and June 30, 2018 , respectively. There were no letters of credit issued under the multi-currency revolving credit facility as of September 30, 2018 and June 30, 2018 . Long-Term Debt On August 1, 2007 , the Company entered into an agreement with the State of Mississippi to provide financing for the acquisition and installation of certain equipment to be utilized at the Company’s Southaven, Mississippi warehouse, through the issuance of an industrial development revenue bond. The bond matures on September 1, 2032 and accrues interest at the 30-day LIBOR rate plus a spread of 0.85% . The terms of the bond allow for payment of interest only for the first 10 years of the agreement, and then, starting on September 1, 2018 through 2032, principal and interest payments are due until the maturity date or the redemption of the bond. The agreement also provides the bondholder with a put option, exercisable only within 180 days of each fifth anniversary of the agreement, requiring the Company to pay back the bonds at 100% of the principal amount outstanding. As of September 30, 2018 , the Company was in compliance with all covenants under this bond. The interest rate at September 30, 2018 and June 30, 2018 was 2.970% and 2.855% , respectively. Debt Issuance Costs As of September 30, 2018 , net debt issuance costs associated with the credit facility and bond totaled $1.2 million and are being amortized on a straight-line basis through the maturity date of each respective debt instrument. |
Derivatives and Hedging Activit
Derivatives and Hedging Activities | 3 Months Ended |
Sep. 30, 2018 | |
General Discussion of Derivative Instruments and Hedging Activities [Abstract] | |
Derivatives and Hedging Activities | Derivatives and Hedging Activities In an effort to manage the exposure to foreign currency exchange rates and interest rates, the Company periodically enters into various derivative instruments. The Company’s accounting policies for these instruments are based on whether the instruments are designated as hedge or non-hedge instruments in accordance with U.S. GAAP. The Company records all derivatives on the balance sheet at fair value. Derivatives that are not designated as hedging instruments and the ineffective portions of cash flow hedges designated as hedging instruments are adjusted to fair value through earnings in other income and expense. Foreign Currency Derivatives – The Company conducts a portion of its business internationally in a variety of foreign currencies. The exposure to market risk for changes in foreign currency exchange rates arises from foreign currency-denominated assets and liabilities and transactions arising from non-functional currency financing or trading activities. The Company’s objective is to preserve the economic value of non-functional currency-denominated cash flows. The Company attempts to hedge transaction exposures with natural offsets to the fullest extent possible and, once these opportunities have been exhausted, through forward contracts or other hedging instruments with third parties. These contracts hedge the exchange of various currencies, including the U.S. dollar, Brazilian real, euro, British pound, Canadian dollar, Mexican peso, Chilean peso, Colombian peso, Peruvian nuevo sol and South African rand. While the Company utilizes foreign exchange contracts to hedge foreign currency exposure, the Company's foreign exchange policy prohibits the use of derivative financial instruments for speculative purposes. The Company had contracts outstanding for purposes of managing cash flows with notional amounts of $87.4 million and $74.6 million for the exchange of foreign currencies as of September 30, 2018 and June 30, 2018 , respectively. To date, the Company has chosen not to designate these derivatives as hedging instruments, and accordingly, these instruments are adjusted to fair value through earnings in other income and expense. Summarized financial information related to these derivative contracts and changes in the underlying value of the foreign currency exposures are as follows: Quarter ended September 30, 2018 2017 (in thousands) Net foreign exchange derivative contract (gains) losses $ 16 $ 821 Net foreign currency transactional and re-measurement (gains) losses 81 (633 ) Net foreign currency (gains) losses $ 97 $ 188 Net foreign exchange gains and losses consist of foreign currency transactional and functional currency re-measurements, offset by net foreign currency exchange contract gains and losses and are included in other (income) expense, net in the accompanying condensed consolidated income statements. Foreign exchange gains and losses are generated as the result of fluctuations in the value of the U.S. dollar versus the Brazilian real, the U.S. dollar versus the euro, the British pound versus the euro and other currencies versus the U.S. dollar. Interest Rates - The Company's earnings are affected by changes in interest rates due to the impact those changes have on interest expense from floating rate debt instruments. To manage the exposure, the Company has entered into an interest rate swap agreement with a notional amount of $50.0 million scheduled to mature on April 3, 2022 . This swap agreement is designated as a cash flow hedge to hedge the variable rate interest payments on the revolving credit facility. Interest rate differentials paid or received under the swap agreement are recognized as adjustments to interest expense. To the extent the swap is effective in offsetting the variability of the hedged cash flows, changes in the fair value of the swap are not included in current earnings but are reported as other comprehensive income (loss). There was no ineffective portion to be recorded as an adjustment to earnings for the quarters ended September 30, 2018 and 2017 . The components of the cash flow hedge included in accumulated other comprehensive income (loss), net of income taxes, in the Condensed Consolidated Balance Sheets, are as follows: Quarter ended September 30, 2018 2017 (in thousands) Net interest (income) expense recognized as a result of interest rate swap $ (29 ) $ 69 Unrealized gain (loss) in fair value of interest rate swap 222 (23 ) Net increase (decrease) in accumulated other comprehensive income (loss) $ 193 $ 46 Income tax effect 47 17 Net increase (decrease) in accumulated other comprehensive income (loss), net of tax $ 146 $ 29 The Company used the following derivative instruments as of September 30, 2018 and June 30, 2018 , reflected in its Condensed Consolidated Balance Sheets, for the risk management purposes detailed above: September 30, 2018 June 30, 2018 Balance Sheet Location Fair Value of Derivatives Designated as Hedge Instruments Fair Value of Derivatives Not Designated as Hedge Instruments Fair Value of Derivatives Designated as Hedge Instruments Fair Value of Derivatives Not Designated as Hedge Instruments (in thousands) Derivative assets: Foreign exchange contracts Prepaid expenses and other current assets $ — $ 250 $ — $ 157 Interest rate swap agreement Other non-current assets $ 1,797 $ — $ 1,604 $ — Derivative liabilities: Foreign exchange contracts Accrued expenses and other current liabilities $ — $ 196 $ — $ 156 |
Fair Value of Financial Instrum
Fair Value of Financial Instruments | 3 Months Ended |
Sep. 30, 2018 | |
Fair Value Disclosures [Abstract] | |
Fair Value of Financial Instruments | Fair Value of Financial Instruments Accounting guidance defines fair value as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. Under this guidance, the Company classifies certain assets and liabilities based on the fair value hierarchy, which aggregates fair value measured assets and liabilities based upon the following levels of inputs: • Level 1 – Unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets or liabilities; • Level 2 – Quoted prices in markets that are not active, or inputs which are observable, either directly or indirectly, for substantially the full term of the asset or liability; • Level 3 – Prices or valuation techniques that require inputs that are both significant to the fair value measurement and unobservable (i.e. supported by little or no market activity). The assets and liabilities maintained by the Company that are required to be measured or disclosed at fair value on a recurring basis include the Company’s various debt instruments, deferred compensation plan investments, outstanding forward foreign currency exchange contracts, interest rate swap agreements and contingent consideration owed to the previous owners of Network1 and Intelisys. The carrying value of debt is considered to approximate fair value, as the Company’s debt instruments are indexed to a variable rate using the market approach (Level 2 criteria). The following table summarizes the valuation of the Company’s remaining assets and liabilities measured at fair value on a recurring basis as of September 30, 2018 : Total Quoted prices in active markets (Level 1) Significant other observable inputs (Level 2) Significant unobservable inputs (Level 3) (in thousands) Assets: Deferred compensation plan investments, current and non-current portion $ 25,365 $ 25,365 $ — $ — Forward foreign currency exchange contracts 250 — 250 — Interest rate swap agreement 1,797 — 1,797 — Total assets at fair value $ 27,412 $ 25,365 $ 2,047 $ — Liabilities: Deferred compensation plan investments, current and non-current portion $ 25,365 $ 25,365 $ — $ — Forward foreign currency exchange contracts 196 — 196 — Liability for contingent consideration, current and non-current portion 80,173 — — 80,173 Total liabilities at fair value $ 105,734 $ 25,365 $ 196 $ 80,173 The following table summarizes the valuation of the Company’s remaining assets and liabilities measured at fair value on a recurring basis as of June 30, 2018 : Total Quoted prices in active markets (Level 1) Significant other observable inputs (Level 2) Significant unobservable inputs (Level 3) (in thousands) Assets: Deferred compensation plan investments, current and non-current portion $ 23,352 $ 23,352 $ — $ — Forward foreign currency exchange contracts 157 — 157 — Interest rate swap agreement 1,604 — 1,604 — Total assets at fair value $ 25,113 $ 23,352 $ 1,761 $ — Liabilities: Deferred compensation plan investments, current and non-current portion $ 23,352 $ 23,352 $ — $ — Forward foreign currency exchange contracts 156 — 156 — Liability for contingent consideration, current and non-current portion 108,233 — — 108,233 Total liabilities at fair value $ 131,741 $ 23,352 $ 156 $ 108,233 The investments in the deferred compensation plan are held in a rabbi trust and include mutual funds and cash equivalents for payment of non-qualified benefits for certain retired, terminated and active employees. These investments are recorded to prepaid expenses and other current assets or other non-current assets depending on their corresponding, anticipated distribution dates to recipients, which are reported in accrued expenses and other current liabilities or other long-term non-current liabilities, respectively. Derivative instruments, such as foreign currency forward contracts, are measured using the market approach on a recurring basis considering foreign currency spot rates and forward rates quoted by banks or foreign currency dealers and interest rates quoted by banks (Level 2). See Note 8 - Derivatives and Hedging Activities . Fair values of interest rate swaps are measured using standard valuation models with inputs that can be derived from observable market transactions, including LIBOR spot and forward rates (Level 2). Foreign currency contracts and interest rate swap agreements are classified in the Condensed Consolidated Balance Sheets as prepaid expenses and other current assets or accrued expenses and other current liabilities, depending on the respective instruments' favorable or unfavorable positions. The Company recorded contingent consideration liabilities at the acquisition date of Network1, Intelisys and POS Portal representing the amounts payable to former shareholders, as outlined under the terms of the purchase agreements, based upon the achievement of a projected earnings measure, net of specific pro forma adjustments. The contingent consideration due to the former shareholders of POS Portal was paid in full during the quarter ended December 31, 2017. The current and non-current portions of these obligations are reported separately on the Condensed Consolidated Balance Sheets. The fair value of the contingent considerations (Level 3) are determined using a form of a probability weighted discounted cash flow model. Subsequent changes in the fair value of the contingent consideration liabilities are recorded to the change in fair value of contingent consideration line item in the Condensed Consolidated Income Statements. Fluctuations due to foreign currency translation are captured in other comprehensive income through the changes in foreign currency translation adjustments line item as seen in Note 4 - Accumulated Other Comprehensive Income (Loss) . POS Portal is part of the Company's Worldwide Barcode, Networking & Security Segment. Network1 and Intelisys are part of the Company's Worldwide Communications & Services segment. The table below provides a summary of the changes in fair value of the Company’s contingent considerations (Level 3) for the Network1 and Intelisys earnouts for the quarter ended September 30, 2018 . Contingent consideration for the quarter ended September 30, 2018 Barcode, Networking & Security Segment Communications & Services Segment Total (in thousands) Fair value at beginning of period $ — $ 108,233 $ 108,233 Issuance of contingent consideration — — — Payments — (32,247 ) (32,247 ) Change in fair value of contingent consideration — 4,584 4,584 Foreign currency translation adjustment — (397 ) (397 ) Fair value at end of period $ — $ 80,173 $ 80,173 The table below provides a summary of the changes in fair value of the Company’s contingent considerations (Level 3) for the Network1, Intelisys and POS Portal earnouts for the quarter ended September 30, 2017 . Contingent consideration for the quarter ended September 30, 2017 Barcode, Networking & Security Segment Communications & Services Segment Total (in thousands) Fair value at beginning of period $ — $ 114,036 $ 114,036 Issuance of contingent consideration 13,098 — 13,098 Payments — (40,858 ) (40,858 ) Change in fair value of contingent consideration 69 16,812 16,881 Foreign currency translation adjustment — 336 336 Fair value at end of period $ 13,167 $ 90,326 $ 103,493 The fair values of amounts owed are recorded in current portion of contingent consideration and long-term portion of contingent consideration in the Company’s Condensed Consolidated Balance Sheets. The U.S. dollar amounts of actual disbursements made in connection with the future earnout payment for Network1 are subject to change as the liability is denominated in Brazilian real and subject to foreign exchange fluctuation risk. The Company will revalue the contingent consideration liabilities at each reporting date through the last payment, with changes in the fair value of the contingent consideration reflected in the change in fair value of contingent consideration line item on the Company’s Condensed Consolidated Income Statements that is included in the calculation of operating income. The fair value of the contingent consideration liabilities associated with future earnout payments is based on several factors, including: • estimated future results, net of pro forma adjustments set forth in the purchase agreements; • the probability of achieving these results; and • a discount rate reflective of the Company’s creditworthiness and market risk premium associated with the United States and Brazilian markets. A change in any of these unobservable inputs can significantly change the fair value of the contingent consideration. Valuation techniques and significant observable inputs used in recurring Level 3 fair value measurements for our contingent consideration liabilities as of September 30, 2018 and June 30, 2018 were as follows. Reporting Period Valuation Technique Significant Unobservable Inputs Weighted Average Rates September 30, 2018 Discounted cash flow Weighted average cost of capital 15.1 % Adjusted EBITDA growth rate 15.2 % June 30, 2018 Discounted cash flow Weighted average cost of capital 14.8 % Adjusted EBITDA growth rate 18.2 % The weighted average cost of capital ("WACC") as of June 30, 2018 has been adjusted to exclude Network1 as the earnout period ended as of June 30, 2018. Worldwide Barcode, Networking & Security POS Portal The contingent consideration due to the former shareholders of POS Portal was paid in full during the quarter ended December 31, 2017. For the quarter ended September 30, 2017 , the change in fair value of the contingent consideration recognized in the Condensed Consolidated Income Statements contributed a loss of less than $0.1 million . Worldwide Communications & Services Segment Intelisys The discounted fair value of the liability for the contingent consideration due to the former shareholders of Intelisys recognized at September 30, 2018 was $69.8 million , of which $40.5 million is classified as current. The change in fair value of the contingent consideration recognized in the Condensed Consolidated Income Statement contributed a loss of $4.6 million for the quarter ended September 30, 2018 . The change in fair value for the quarter is primarily driven by the recurring amortization of the unrecognized fair value discount as well as improved actual results. Although there is no contractual limit, total future undiscounted contingent consideration payments are anticipated to range up to $85.8 million , based on the Company’s best estimate of the earnout calculated on a multiple of earnings, before interest expense, income taxes, depreciation and amortization. The discounted fair value of the liability for the contingent consideration related to Intelisys recognized at September 30, 2017 was $85.6 million , of which $31.0 million is classified as current. The change in fair value of the contingent consideration recognized in the Condensed Consolidated Income Statement contributed a loss of $4.1 million for the quarter ended September 30, 2017 . The change for the quarter is driven by the recurring amortization of the unrecognized fair value discount. Network1 The discounted fair value of the liability for the contingent consideration due to the former shareholders of Network1 recognized at September 30, 2018 was $10.3 million , all of which is classified as current. There was minimal in the fair value of the contingent consideration for the quarter ended September 30, 2018 recognized in the Condensed Consolidated Income Statements. The liability is expected to be paid to the former shareholders of Network1 in the quarter ending December 31, 2018. The discounted fair value of the liability for the contingent consideration related to Network1 recognized at September 30, 2017 was $4.7 million , all of which is classified as current. For the quarter ended September 30, 2017 , the change in fair value of the contingent consideration recognized in the Condensed Consolidated Income Statements contributed a loss of $12.7 million , primarily driven by a change in estimate of the current payment to the former shareholders of Network1, additional agreed upon adjustments to the projected final settlement and the recurring amortization of the unrecognized fair value discount. In addition, volatility in the foreign exchange between the Brazilian real and the U.S. dollar has driven changes in the translation of this Brazilian real denominated liability. |
Segment Information
Segment Information | 3 Months Ended |
Sep. 30, 2018 | |
Segment Reporting, Measurement Disclosures [Abstract] | |
Segment Information | Segment Information The Company is a leading global provider of technology solutions and services to customers in specialty technology markets. The Company has two reportable segments, based on product, customer and service type. Worldwide Barcode, Networking & Security Segment The Worldwide Barcode, Networking & Security segment includes a portfolio of solutions primarily for enterprise mobile computing, data capture, barcode printing, POS, payments, networking, electronic physical security, cyber security and other technologies. We have business units within this segment in North America, Latin America and Europe. We see adjacencies among these technologies in helping our customers develop solutions. Data capture and POS products interface with computer systems used to automate the collection, processing and communication of information for commercial and industrial applications, including retail sales, distribution, shipping, inventory control, materials handling, warehouse management and health care applications. Electronic physical security products include identification, access control, video surveillance, intrusion-related and wireless and networking infrastructure products. Worldwide Communications & Services Segment The Worldwide Communications & Services segment includes a portfolio of solutions primarily for communications technologies and services. We have business units within this segment in North America, Latin America and Europe. The offerings include voice, video conferencing, wireless, data networking, cable, unified communications and collaboration and cloud and technology services. As these solutions come together on IP networks, new opportunities are created for customers to move into adjacent solutions for all vertical markets, such as education, healthcare and government. Selected financial information for each business segment is presented below: Quarter ended September 30, 2018 2017 (in thousands) Sales: Worldwide Barcode, Networking & Security $ 655,113 $ 620,329 Worldwide Communications & Services 317,787 304,230 $ 972,900 $ 924,559 Depreciation and amortization: Worldwide Barcode, Networking & Security $ 4,733 $ 3,739 Worldwide Communications & Services 3,614 4,259 Corporate 921 866 $ 9,268 $ 8,864 Change in fair value of contingent consideration: Worldwide Barcode, Networking & Security $ — $ 69 Worldwide Communications & Services 4,584 $ 16,812 $ 4,584 $ 16,881 Operating income (loss): Worldwide Barcode, Networking & Security $ 13,532 $ 14,035 Worldwide Communications & Services 8,255 (6,265 ) Corporate (355 ) (172 ) $ 21,432 $ 7,598 Capital expenditures: Worldwide Barcode, Networking & Security $ 956 $ 820 Worldwide Communications & Services 30 341 Corporate 4 149 $ 990 $ 1,310 Sales by Geography Category: United States and Canada $ 745,962 $ 694,379 International (1) 234,943 237,909 Less intercompany sales (8,005 ) (7,729 ) $ 972,900 $ 924,559 (1) For the quarters ended September 30, 2018 and 2017, no sales exceeded 10% of consolidated net sales to any single international country. September 30, 2018 June 30, 2018 (in thousands) Assets: Worldwide Barcode, Networking & Security $ 1,059,912 $ 1,062,143 Worldwide Communications & Services 895,822 841,490 Corporate 65,665 41,662 $ 2,021,399 $ 1,945,295 Property and equipment, net by Geography Category: United States and Canada $ 67,903 $ 69,032 International 3,722 4,010 $ 71,625 $ 73,042 |
Commitments and Contingencies
Commitments and Contingencies | 3 Months Ended |
Sep. 30, 2018 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies The Company and its subsidiaries are, from time to time, parties to lawsuits arising out of operations. Although there can be no assurance, based upon information known to the Company, the Company believes that any liability resulting from an adverse determination of such lawsuits would not have a material adverse effect on the Company’s financial condition, results of operations or cash flows. The Company expects total capital expenditures to range from $10 million to $15 million for fiscal year 2019, primarily for IT investments. During the Company's due diligence for the Network1 acquisition, several pre-acquisition contingencies were identified regarding various Brazilian federal and state tax exposures. The Company recorded indemnification receivables that are reported gross of the pre-acquisition contingency liabilities as the funds were escrowed as part of the acquisition. The amount available after the impact of foreign currency translation, as of September 30, 2018 and June 30, 2018 , was $23.2 million and $24.1 million . The table below summarizes the balances and line item presentation of Network1's pre-acquisition contingencies and corresponding indemnification receivables in the Company's Condensed Consolidated Balance Sheets as of September 30, 2018 and June 30, 2018 : September 30, 2018 June 30, 2018 Network1 (in thousands) Assets Prepaid expenses and other current assets $ 1,334 $ 1,385 Other non-current assets $ 5,488 $ 5,700 Liabilities Accrued expenses and other current liabilities $ 1,334 $ 1,385 Other long-term liabilities $ 5,488 $ 5,700 |
Income Taxes
Income Taxes | 3 Months Ended |
Sep. 30, 2018 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes On December 22, 2017, the U.S. government enacted the Tax Cuts and Jobs Act (the “Tax Act”). The Tax Act reduces the corporate federal tax rate from 35% to 21% effective January 1, 2018 and implements a modified territorial tax system. Since the Company has a June 30th fiscal year-end, the lower tax rate resulted in a blended U.S. statutory federal rate of approximately 28% for the fiscal year ending June 30, 2018. The U.S. statutory federal rate is 21% for the year ending June 30, 2019 and subsequent fiscal years. As part of the Tax Act, U.S. companies are required to pay a one-time transition tax on the deemed repatriation of undistributed foreign earnings and remeasure deferred tax assets and liabilities. Income taxes for the quarter ended September 30, 2018 have been included in the accompanying condensed consolidated financial statements using an estimated annual effective tax rate. In addition to applying the estimated annual effective tax rate to pre-tax income, the Company also includes certain items treated as discrete events to arrive at an estimated overall tax provision. There were no material discrete items during the period. The Company’s effective tax rate of 25.5% for the three months ended September 30, 2018 differs from the current federal statutory rate of 21% primarily as a result of income derived from tax jurisdictions with varying income tax rates, nondeductible expenses and state income taxes. In response to the Tax Act, the Securities and Exchange Commission staff issued Staff Accounting Bulletin No. 118 (“SAB 118”) that provides guidance on accounting for the impact of the Tax Act. SAB 118 allows companies to record provisional amounts to the extent reasonably estimable and adjust them over time as more information becomes available, not to extend beyond the measurement period of one year from the enactment of the Tax Act. Accordingly, the Company has recorded provisional amounts for the one-time transition tax on the deemed repatriation of undistributed foreign earnings and the remeasurement of deferred tax assets and liabilities. The final impact from the enactment of the Tax Act may differ from the estimates provided for a number of reasons including, but not limited to, the issuance of final regulations, interpretation of the law and refinement of the Company's ongoing analysis of the new tax positions. Any changes in the provisional amount recognized will be reflected in the income tax expense in the period they are identified. The Tax Act includes a mandatory deemed repatriation of all undistributed foreign earnings that are subject to a U.S. income tax as part of the transition. For the fiscal year ended June 30, 2018, the Company recognized provisional income tax expense of $9.6 million for a one-time transition tax liability on total post-1986 foreign subsidiaries’ earnings and profits (“E&P”) that were previously deferred from U.S. income taxes. The Company will continue to distribute the earnings of its Canadian subsidiary, but earnings from all other geographies will continue to be considered retained indefinitely for reinvestment. It has been the practice of the Company to reinvest those earnings in the business outside the United States. Apart from the one-time transition tax, any incremental deferred income taxes on the unremitted foreign earnings are not expected to be material. As part of accounting for the Tax Act, the Company remeasured certain deferred tax assets and liabilities based on the rates at which such deferred taxes are expected to reverse in the future, which is generally 21% . For the fiscal year ended June 30, 2018 , the Company recognized a provisional discrete income tax benefit of $1.6 million for the remeasurement of the Company’s net deferred tax asset and liability balances. The Company had approximately $1.7 million and $2.1 million of total gross unrecognized tax benefits as of September 30, 2018 and June 30, 2018 , respectively. Of this total at September 30, 2018 , approximately $1.4 million represents the amount of unrecognized tax benefits that are permanent in nature and, if recognized, would affect the annual effective tax rate. The Company does not believe that the total amount of unrecognized tax benefits will significantly increase or decrease within twelve months of the reporting date. The Company conducts business globally and one or more of its subsidiaries files income tax returns in the U.S. federal, various state, local and foreign jurisdictions. In the normal course of business, the Company is subject to examination by taxing authorities in countries and states in which it operates. With certain exceptions, the Company is no longer subject to federal, state and local, or non-U.S. income tax examinations by tax authorities for the years before June 30, 2013 . The Company’s policy is to recognize interest and penalties related to income tax matters in income tax expense. As of September 30, 2018 and June 30, 2018 , the Company had approximately $1.2 million accrued for interest and penalties, respectively. Financial results in Belgium for the quarter ended September 30, 2018 produced a pre-tax loss of approximately $1.0 million . To the extent the Belgium business does not return to profitability as expected, this could affect the valuation of certain deferred tax assets. However, the Belgium business reported cumulative taxable income for two of the four prior years. In the judgment of management, the conditions that gave rise to the current year and prior year pre-tax losses are temporary and that it is more likely than not that the deferred tax asset will be realized. Belgium enacted a corporate tax reform law on December 25, 2017 which reduces the corporate tax rate from 33% to 25% over a three-year period. The Company remeasured certain deferred tax assets and liabilities based on the rates at which such deferred taxes are expected to reverse in the future. As a result, the Company recognized income tax expense of $1.0 million as a discrete event during the year ended June 30, 2018 . |
Business and Summary of Signi_2
Business and Summary of Significant Accounting Policies (Policies) | 3 Months Ended |
Sep. 30, 2018 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation The accompanying unaudited condensed consolidated financial statements of the Company have been prepared by the Company’s management in accordance with United States generally accepted accounting principles ("U.S. GAAP") for interim financial information and applicable rules and regulations of the Securities Exchange Act of 1934. Accordingly, they do not include all of the information and footnotes required by U.S. GAAP for annual financial statements. The unaudited condensed consolidated financial statements included herein contain all adjustments (consisting of normal recurring and non-recurring adjustments) that are, in the opinion of management, necessary to present fairly the financial position as of September 30, 2018 and June 30, 2018 , the results of operations for the quarters ended September 30, 2018 and 2017 , the statements of comprehensive income (loss) for the quarters ended September 30, 2018 and 2017 and the statements of cash flows for the three months ended September 30, 2018 and 2017 . The results of operations for the quarters ended September 30, 2018 and 2017 are not necessarily indicative of the results to be expected for a full year. These financial statements should be read in conjunction with the audited consolidated financial statements and notes thereto included in the Company’s Annual Report on Form 10-K for the fiscal year ended June 30, 2018 . |
Summary of Significant Accounting Policies | Summary of Significant Accounting Policies Except as described below, there have been no material changes to the Company’s significant accounting policies for the three months ended September 30, 2018 from the policies described in the notes to the Company’s consolidated financial statements included in the Annual Report on Form 10-K for the fiscal year ended June 30, 2018 . For a discussion of the Company’s significant accounting policies, please see the Company’s Annual Report on Form 10-K for the fiscal year ended June 30, 2018 . |
Cash and Cash Equivalents | Cash and Cash Equivalents The Company considers all highly-liquid investments with original maturities of three months or less, when purchased, to be cash equivalents. The Company maintains zero-balance disbursement accounts at various financial institutions at which the Company does not maintain significant depository relationships. Due to the terms of the agreements governing these accounts, the Company generally does not have the right to offset outstanding checks written from these accounts against cash on hand, and the respective institutions are not legally obligated to honor the checks until sufficient funds are transferred to fund the checks. |
Long-lived Assets | Long-lived Assets The Company presents depreciation expense and intangible amortization expense individually on the Condensed Consolidated Income Statements. The Company's depreciation expense related to selling, general and administrative costs totaled $3.3 million and $3.2 million for the quarters ended September 30, 2018 and 2017 . Depreciation expense reported as part of cost of goods sold on the Condensed Consolidated Income Statements totaled $1.0 million and $0.6 million for the quarters ended September 30, 2018 and 2017 . There was no depreciation expense reported as part of cost of goods sold prior to the acquisition of POS Portal on July 31, 2017. The Company's amortization expense reported on the Condensed Consolidated Income Statements relate to selling, general and administrative costs, not the cost of selling goods. |
Recent Accounting Pronouncements | Recent Accounting Pronouncements In May 2014, the Financial Accounting Standards Board ("FASB") issued a comprehensive new revenue recognition standard for contracts with customers that will supersede most current revenue recognition guidance, including industry-specific guidance under Accounting Standards Update ("ASU") 2014-09, Revenue from Contracts with Customers (Topic 606). In March, April, May and December 2016 the FASB issued additional ASUs to provide supplemental adoption guidance and clarification to ASU 2014-09. The core principle of this standard is that an entity should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. To achieve this core principle, the standard provides a five-step analysis of transactions to determine when and how revenue is recognized. Other major provisions include the capitalization and amortization of certain contract costs, ensuring the time value of money is considered in the transaction price, and allowing estimates of variable consideration to be recognized before contingencies are resolved in certain circumstances. This guidance also requires enhanced disclosures regarding the nature, amount, timing and uncertainty of revenue and cash flows arising from an entity’s contracts with customers. The Company adopted the standard on July 1, 2018 using the full retrospective method. The adoption of this standard had no material impact on the Company's consolidated financial statements. See Note 2 Revenue Recognition for additional information. In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842) requiring lessees to reflect most leases on their balance sheets and recognize expenses on their income statements in a manner similar to current guidance. Under the new guidance, lessees will be required to recognize a lease liability, which is a lessee's obligation to make lease payments arising from a lease, measured on a discounted basis, and a right-of-use asset, which is an asset that represents the lessee’s right to use, or control the use of, a specified asset for the lease term. The asset will be measured at the lease liability amount, adjusted for lease prepayments, lease incentives received and the lessee's initial direct costs. For leases with a lease term of 12 months or less, as long as the lease does not include options to purchase the underlying assets, lessees can elect not to recognize a lease liability and right-of-use asset. Under the new guidance, lessor accounting is largely unchanged, and the accounting for sale and leaseback transactions is simplified. The standard is effective for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years. This guidance will be applicable to the Company for the fiscal year beginning July 1, 2019. The guidance can be adopted using a modified retrospective approach or a cumulative-effect adjustment to the opening balance sheet of retained earnings in the period of adoption for leases that exist or are entered into after the beginning of the earliest comparative period in the financial statements. The Company is currently evaluating the impact on its consolidated financial statements upon the adoption of this new guidance. In August 2016, the FASB issued ASU 2016-15, Statement of Cash Flows (Topic 230) intended to reduce diversity in practice of how certain cash receipts and cash payments are presented and classified in the statement of cash flows. The update addresses eight specific cash flow issues, with the treatment of contingent consideration payments made after a business combination being the most directly applicable to the Company. The update requires that cash payments made approximately three months or less after an acquisition's consummation date should be classified as cash outflows for investing activities. Payment made thereafter up to the amount of the original contingent consideration liability should be classified as cash outflows from financing activities. Payments made in excess of the amount of the original contingent consideration liability should be classified as cash outflows from operating activities. The standard is effective for fiscal years beginning after December 15, 2017, including interim periods within those fiscal years. The Company adopted the standard for the fiscal year beginning July 1, 2018 using the retrospective transition method. There was no impact to the previously reported cash flow statement for fiscal year 2018. For fiscal year 2019, the Company classified the amount of the Intelisys earnout payment paid in the September quarter that was in excess of the originally anticipated liability at the acquisition date as an operating cash outflow. In August 2017, the FASB issued ASU 2017-12, Derivatives and Hedging (Topic 815) that amends and simplifies guidance related to hedge accounting to more accurately portray the economics of an entity’s risk management activities in its financial statements. The standard is effective for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years. Early adoption is permitted in any interim or annual period. This guidance will be applicable to the Company for the fiscal year beginning July 1, 2019. The guidance requires adoption using a modified retrospective approach. The presentation and disclosure requirements apply prospectively. The Company is currently evaluating the impact on its consolidated financial statements upon the adoption of this new guidance. In August 2018, the FASB issued ASU 2018-13, Fair Value Measurement (Topic 820) Disclosure Framework – Changes to the Disclosure Requirements for Fair Value Measurement . The pronouncement eliminates, modifies and adds disclosure requirements for fair value measurements. This guidance is effective for fiscal years beginning after December 15, 2019, and for interim periods within those fiscal years, with early adoption permitted. This guidance is applicable to the Company’s fiscal year beginning July 1, 2020. The Company is currently evaluating the potential impact of this guidance on its consolidated financial statements. The Company has reviewed other newly issued accounting pronouncements and concluded that they are either not applicable to its business or that no material effect is expected on its consolidated financial statements as a result of future adoption. |
Revenue Recognition | The Company provides technology solutions and services from the world's leading suppliers of POS, payments, barcode, physical security, unified communications and collaboration and telecom and cloud services. This includes terminals, related accessories, device configuration as well as software licenses, professional services and hardware support programs. The Company adopted ASC 606 effective July 1, 2018 utilizing the full retrospective method. In determining the appropriate amount of revenue to recognize, the Company applies the following five-step model: (i) identify contracts with customers; (ii) identify performance obligations in the contracts; (iii) determine the transaction price; (iv) allocate the transaction price to the performance obligations per the contracts; and (v) recognize revenue when (or as) the Company satisfies a performance obligation. The Company recognizes revenue as control of products and services are transferred to customers, which is generally at the point of shipment. The Company delivers products to customers in several ways, including: (i) shipment from the Company's warehouse, (ii) drop-shipment directly from the supplier, or (iii) electronic delivery for software licenses. Significant Judgments: Principal versus Agent Considerations The Company is the principal for all hardware, software and certain services, including self-branded warranty programs, sold as the Company has control of the product or service before it is transferred to the customer. When the Company provides self-branded warranty programs, it engages a third party, generally the original equipment manufacturer, to cover the fulfillment of any obligations arising from these contracts. These revenues and associated third-party costs are amortized over the life of the contract on a straight-line basis. The Company recognizes the previously described revenue and cost of goods sold on a gross basis. The Company is the agent for third-party service contracts, including product warranties and supplier-hosted software. These service contracts are sold separately from the products, and the Company often serves as the agent for the contract on behalf of the original equipment manufacturer. The Company's responsibility is to arrange for the provision of the specified service by the original equipment manufacturer and the Company does not control the specified service before it is transferred to the customer. As the Company acts as an agent, revenue is recognized net of cost at the time of sale. Related to the Company’s Intelisys business, the Company acts as a master agent partnering suppliers with sales agents to provide telecom and cloud services to end-users. Commission revenue received from the supplier is recognized net of cost associated with commissions the Company pays to sales agents at the time of sale. Variable Considerations For certain transactions, products are sold with a right of return and may also provide other rebates or incentives, which are accounted for as variable consideration. The Company estimates the amount of variable consideration by using the expected value or the most likely amount to be given to the customer and reduces the revenue by those estimated amounts. These estimates are reviewed and updated as necessary at the end of each reporting period. Contract Balances The Company records contract assets and liabilities for payments received from customers in advance of services performed. These assets and liabilities are the result of the sales of the Company's self-branded warranty programs and other transactions where control has not yet passed to the customer. These amounts are immaterial to the consolidated financial statements for the periods presented. Practical Expedients & Accounting Policy Elections • Incremental costs of obtaining a contract - These costs are included in selling, general and administrative expenses as the amortization period is generally one year or less. The Company expenses costs associated with obtaining and fulfilling contracts as incurred. • Shipping costs - The Company accounts for certain shipping and handling activities as fulfillment costs and expenses them as incurred. • Significant financing components - The Company has elected not to adjust the promised amount of consideration for the effects of a significant financing component as the Company expects, at contract inception, that the period between when the entity transfers a promised good or service to a customer and when the customer pays for that good or service will generally be one year or less. |
Revenue Recognition (Tables)
Revenue Recognition (Tables) | 3 Months Ended |
Sep. 30, 2018 | |
Revenue from Contract with Customer [Abstract] | |
Disaggregation of Revenue | The following tables represents the Company's disaggregation of revenue: Quarter ended September 30, 2018 (in thousands) Worldwide Barcode, Networking & Security Segment Worldwide Communications & Services Segment Total Revenue by product/service: Technology solutions $ 655,113 $ 304,775 $ 959,888 Master agency and professional services — 13,012 13,012 $ 655,113 $ 317,787 $ 972,900 Quarter ended September 30, 2017 (in thousands) Worldwide Barcode, Networking & Security Segment Worldwide Communications & Services Segment Total Revenue by product/service: Technology solutions $ 620,329 $ 294,480 $ 914,809 Master agency and professional services — 9,750 9,750 $ 620,329 $ 304,230 $ 924,559 |
Earnings Per Share (Tables)
Earnings Per Share (Tables) | 3 Months Ended |
Sep. 30, 2018 | |
Earnings Per Share [Abstract] | |
Schedule of Earnings Per Share | Quarter ended September 30, 2018 2017 (in thousands, except per share data) Numerator: Net income $ 14,322 $ 4,147 Denominator: Weighted-average shares, basic 25,599 25,434 Dilutive effect of share-based payments 156 145 Weighted-average shares, diluted 25,755 25,579 Net income per common share, basic $ 0.56 $ 0.16 Net income per common share, diluted $ 0.56 $ 0.16 |
Accumulated Other Comprehensi_2
Accumulated Other Comprehensive Income (Loss) (Tables) | 3 Months Ended |
Sep. 30, 2018 | |
Accumulated Other Comprehensive Income (Loss), Net of Tax [Abstract] | |
Schedule of Accumulated Other Comprehensive Income (Loss) | Accumulated other comprehensive income (loss) consists of the following: September 30, 2018 June 30, 2018 (in thousands) Foreign currency translation adjustment $ (90,041 ) $ (85,279 ) Unrealized gain (loss) on hedged transaction, net of tax 1,248 1,102 Accumulated other comprehensive income (loss) $ (88,793 ) $ (84,177 ) |
Schedule of Other Comprehensive Income (Loss), Tax Expense (Benefit) | The tax effect of amounts in comprehensive income (loss) reflect a tax expense or benefit as follows: Quarter ended September 30, 2018 2017 (in thousands) Tax expense (benefit) $ 457 $ (304 ) |
Acquisitions (Tables)
Acquisitions (Tables) | 3 Months Ended |
Sep. 30, 2018 | |
Business Combinations [Abstract] | |
Schedule of Purchase Price Allocations of Assets Acquired and Liabilities Assumed | POS Portal (in thousands) Receivables $ 8,914 Inventory 8,352 Other current assets 917 Property and equipment 24,963 Goodwill 101,198 Identifiable intangible assets 57,000 Other non-current assets 100 $ 201,444 Accounts payable $ 10,897 Accrued expenses and other current liabilities 5,130 Contingent consideration 13,098 Other long-term liabilities 102 Long-term deferred taxes 28,449 Consideration transferred, net of cash acquired 143,768 $ 201,444 |
Goodwill and Other Identifiab_2
Goodwill and Other Identifiable Intangible Assets (Tables) | 3 Months Ended |
Sep. 30, 2018 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Changes in the Carrying Amount of Goodwill | The changes in the carrying amount of goodwill for the three months ended September 30, 2018 , by reporting segment, are set forth in the table below. Additions to goodwill for the current quarter are due to recent acquisitions. Barcode, Networking & Security Segment Communications & Services Segment Total (in thousands) Balance as of June 30, 2018 $ 137,214 $ 160,960 $ 298,174 Additions — 14,209 14,209 Foreign currency translation adjustment (120 ) (929 ) (1,049 ) Balance as of September 30, 2018 $ 137,094 $ 174,240 $ 311,334 |
Schedule of Net Identifiable Intangible Assets | The following table shows changes in the amount recognized for net identifiable intangible assets for the three months ended September 30, 2018 . Net Identifiable Intangible Assets (in thousands) Balance as of June 30, 2018 $ 136,806 Additions — Amortization expense (5,003 ) Foreign currency translation adjustment (410 ) Balance as of September 30, 2018 $ 131,393 |
Short-Term Borrowings and Lon_2
Short-Term Borrowings and Long-Term Debt (Tables) | 3 Months Ended |
Sep. 30, 2018 | |
Debt Disclosure [Abstract] | |
Schedule of Debt | The following table presents the Company’s debt as of September 30, 2018 and June 30, 2018 . September 30, 2018 June 30, 2018 (in thousands) Current portion of long-term debt $ 335 $ 551 Long-term debt, net of current portion 4,764 4,878 Borrowings under revolving credit facility 276,760 244,000 Total debt $ 281,859 $ 249,429 |
Derivatives and Hedging Activ_2
Derivatives and Hedging Activities (Tables) | 3 Months Ended |
Sep. 30, 2018 | |
General Discussion of Derivative Instruments and Hedging Activities [Abstract] | |
Schedule of Derivative Contracts and Changes in Underlying Value of the Foreign Currency Exposures | Summarized financial information related to these derivative contracts and changes in the underlying value of the foreign currency exposures are as follows: Quarter ended September 30, 2018 2017 (in thousands) Net foreign exchange derivative contract (gains) losses $ 16 $ 821 Net foreign currency transactional and re-measurement (gains) losses 81 (633 ) Net foreign currency (gains) losses $ 97 $ 188 |
Schedule of Cash Flow Hedges Included in Accumulated Other Comprehensive Income (Loss) | The components of the cash flow hedge included in accumulated other comprehensive income (loss), net of income taxes, in the Condensed Consolidated Balance Sheets, are as follows: Quarter ended September 30, 2018 2017 (in thousands) Net interest (income) expense recognized as a result of interest rate swap $ (29 ) $ 69 Unrealized gain (loss) in fair value of interest rate swap 222 (23 ) Net increase (decrease) in accumulated other comprehensive income (loss) $ 193 $ 46 Income tax effect 47 17 Net increase (decrease) in accumulated other comprehensive income (loss), net of tax $ 146 $ 29 |
Schedule of Derivative Instruments | The Company used the following derivative instruments as of September 30, 2018 and June 30, 2018 , reflected in its Condensed Consolidated Balance Sheets, for the risk management purposes detailed above: September 30, 2018 June 30, 2018 Balance Sheet Location Fair Value of Derivatives Designated as Hedge Instruments Fair Value of Derivatives Not Designated as Hedge Instruments Fair Value of Derivatives Designated as Hedge Instruments Fair Value of Derivatives Not Designated as Hedge Instruments (in thousands) Derivative assets: Foreign exchange contracts Prepaid expenses and other current assets $ — $ 250 $ — $ 157 Interest rate swap agreement Other non-current assets $ 1,797 $ — $ 1,604 $ — Derivative liabilities: Foreign exchange contracts Accrued expenses and other current liabilities $ — $ 196 $ — $ 156 |
Fair Value of Financial Instr_2
Fair Value of Financial Instruments (Tables) | 3 Months Ended |
Sep. 30, 2018 | |
Fair Value Disclosures [Abstract] | |
Schedule of Assets and Liabilities Measured at Fair Value | The following table summarizes the valuation of the Company’s remaining assets and liabilities measured at fair value on a recurring basis as of September 30, 2018 : Total Quoted prices in active markets (Level 1) Significant other observable inputs (Level 2) Significant unobservable inputs (Level 3) (in thousands) Assets: Deferred compensation plan investments, current and non-current portion $ 25,365 $ 25,365 $ — $ — Forward foreign currency exchange contracts 250 — 250 — Interest rate swap agreement 1,797 — 1,797 — Total assets at fair value $ 27,412 $ 25,365 $ 2,047 $ — Liabilities: Deferred compensation plan investments, current and non-current portion $ 25,365 $ 25,365 $ — $ — Forward foreign currency exchange contracts 196 — 196 — Liability for contingent consideration, current and non-current portion 80,173 — — 80,173 Total liabilities at fair value $ 105,734 $ 25,365 $ 196 $ 80,173 The following table summarizes the valuation of the Company’s remaining assets and liabilities measured at fair value on a recurring basis as of June 30, 2018 : Total Quoted prices in active markets (Level 1) Significant other observable inputs (Level 2) Significant unobservable inputs (Level 3) (in thousands) Assets: Deferred compensation plan investments, current and non-current portion $ 23,352 $ 23,352 $ — $ — Forward foreign currency exchange contracts 157 — 157 — Interest rate swap agreement 1,604 — 1,604 — Total assets at fair value $ 25,113 $ 23,352 $ 1,761 $ — Liabilities: Deferred compensation plan investments, current and non-current portion $ 23,352 $ 23,352 $ — $ — Forward foreign currency exchange contracts 156 — 156 — Liability for contingent consideration, current and non-current portion 108,233 — — 108,233 Total liabilities at fair value $ 131,741 $ 23,352 $ 156 $ 108,233 |
Schedule of Changes in Fair Value of Contingent Considerations | Valuation techniques and significant observable inputs used in recurring Level 3 fair value measurements for our contingent consideration liabilities as of September 30, 2018 and June 30, 2018 were as follows. Reporting Period Valuation Technique Significant Unobservable Inputs Weighted Average Rates September 30, 2018 Discounted cash flow Weighted average cost of capital 15.1 % Adjusted EBITDA growth rate 15.2 % June 30, 2018 Discounted cash flow Weighted average cost of capital 14.8 % Adjusted EBITDA growth rate 18.2 % The table below provides a summary of the changes in fair value of the Company’s contingent considerations (Level 3) for the Network1 and Intelisys earnouts for the quarter ended September 30, 2018 . Contingent consideration for the quarter ended September 30, 2018 Barcode, Networking & Security Segment Communications & Services Segment Total (in thousands) Fair value at beginning of period $ — $ 108,233 $ 108,233 Issuance of contingent consideration — — — Payments — (32,247 ) (32,247 ) Change in fair value of contingent consideration — 4,584 4,584 Foreign currency translation adjustment — (397 ) (397 ) Fair value at end of period $ — $ 80,173 $ 80,173 The table below provides a summary of the changes in fair value of the Company’s contingent considerations (Level 3) for the Network1, Intelisys and POS Portal earnouts for the quarter ended September 30, 2017 . Contingent consideration for the quarter ended September 30, 2017 Barcode, Networking & Security Segment Communications & Services Segment Total (in thousands) Fair value at beginning of period $ — $ 114,036 $ 114,036 Issuance of contingent consideration 13,098 — 13,098 Payments — (40,858 ) (40,858 ) Change in fair value of contingent consideration 69 16,812 16,881 Foreign currency translation adjustment — 336 336 Fair value at end of period $ 13,167 $ 90,326 $ 103,493 |
Segment Information (Tables)
Segment Information (Tables) | 3 Months Ended |
Sep. 30, 2018 | |
Segment Reporting, Measurement Disclosures [Abstract] | |
Schedule of Financial Information by Segment | Selected financial information for each business segment is presented below: Quarter ended September 30, 2018 2017 (in thousands) Sales: Worldwide Barcode, Networking & Security $ 655,113 $ 620,329 Worldwide Communications & Services 317,787 304,230 $ 972,900 $ 924,559 Depreciation and amortization: Worldwide Barcode, Networking & Security $ 4,733 $ 3,739 Worldwide Communications & Services 3,614 4,259 Corporate 921 866 $ 9,268 $ 8,864 Change in fair value of contingent consideration: Worldwide Barcode, Networking & Security $ — $ 69 Worldwide Communications & Services 4,584 $ 16,812 $ 4,584 $ 16,881 Operating income (loss): Worldwide Barcode, Networking & Security $ 13,532 $ 14,035 Worldwide Communications & Services 8,255 (6,265 ) Corporate (355 ) (172 ) $ 21,432 $ 7,598 Capital expenditures: Worldwide Barcode, Networking & Security $ 956 $ 820 Worldwide Communications & Services 30 341 Corporate 4 149 $ 990 $ 1,310 Sales by Geography Category: United States and Canada $ 745,962 $ 694,379 International (1) 234,943 237,909 Less intercompany sales (8,005 ) (7,729 ) $ 972,900 $ 924,559 (1) For the quarters ended September 30, 2018 and 2017, no sales exceeded 10% of consolidated net sales to any single international country. |
Schedule of Reconciliation of Assets from Segment to Consolidated | September 30, 2018 June 30, 2018 (in thousands) Assets: Worldwide Barcode, Networking & Security $ 1,059,912 $ 1,062,143 Worldwide Communications & Services 895,822 841,490 Corporate 65,665 41,662 $ 2,021,399 $ 1,945,295 Property and equipment, net by Geography Category: United States and Canada $ 67,903 $ 69,032 International 3,722 4,010 $ 71,625 $ 73,042 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 3 Months Ended |
Sep. 30, 2018 | |
Commitments and Contingencies Disclosure [Abstract] | |
Schedule of Pre-acquisition Contingencies and Corresponding Indemnification Receivables | The table below summarizes the balances and line item presentation of Network1's pre-acquisition contingencies and corresponding indemnification receivables in the Company's Condensed Consolidated Balance Sheets as of September 30, 2018 and June 30, 2018 : September 30, 2018 June 30, 2018 Network1 (in thousands) Assets Prepaid expenses and other current assets $ 1,334 $ 1,385 Other non-current assets $ 5,488 $ 5,700 Liabilities Accrued expenses and other current liabilities $ 1,334 $ 1,385 Other long-term liabilities $ 5,488 $ 5,700 |
Business and Summary of Signi_3
Business and Summary of Significant Accounting Policies (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Jun. 30, 2018 | |
Cash and Cash Equivalents [Line Items] | |||
Depreciation expense related to selling, general and administrative costs | $ 3,265 | $ 3,240 | |
Amortization of intangible assets | 5,003 | 5,011 | |
Bank Overdrafts | |||
Cash and Cash Equivalents [Line Items] | |||
Outstanding checks | 23,200 | $ 5,700 | |
Product | |||
Cash and Cash Equivalents [Line Items] | |||
Depreciation expense reported as part of cost of goods sold | $ 1,000 | $ 600 |
Revenue Recognition (Details)
Revenue Recognition (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Sep. 30, 2018 | Sep. 30, 2017 | |
Disaggregation of Revenue [Line Items] | ||
Revenues | $ 972,900 | $ 924,559 |
Technology Solutions [Member] | ||
Disaggregation of Revenue [Line Items] | ||
Revenues | 959,888 | 914,809 |
Master Agency and Professional Services [Member] | ||
Disaggregation of Revenue [Line Items] | ||
Revenues | 13,012 | 9,750 |
Worldwide Barcode, Networking & Security Segment [Member] | ||
Disaggregation of Revenue [Line Items] | ||
Revenues | 655,113 | 620,329 |
Worldwide Barcode, Networking & Security Segment [Member] | Technology Solutions [Member] | ||
Disaggregation of Revenue [Line Items] | ||
Revenues | 655,113 | 620,329 |
Worldwide Barcode, Networking & Security Segment [Member] | Master Agency and Professional Services [Member] | ||
Disaggregation of Revenue [Line Items] | ||
Revenues | 0 | 0 |
Worldwide Communications & Services Segment [Member] | ||
Disaggregation of Revenue [Line Items] | ||
Revenues | 317,787 | 304,230 |
Worldwide Communications & Services Segment [Member] | Technology Solutions [Member] | ||
Disaggregation of Revenue [Line Items] | ||
Revenues | 304,775 | 294,480 |
Worldwide Communications & Services Segment [Member] | Master Agency and Professional Services [Member] | ||
Disaggregation of Revenue [Line Items] | ||
Revenues | $ 13,012 | $ 9,750 |
Earnings Per Share (Details)
Earnings Per Share (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | |
Sep. 30, 2018 | Sep. 30, 2017 | |
Numerator: | ||
Net income | $ 14,322 | $ 4,147 |
Denominator: | ||
Weighted-average shares, basic (in shares) | 25,599,000 | 25,434,000 |
Dilutive effect of share-based payments (in shares) | 156,000 | 145,000 |
Weighted-average shares, diluted (in shares) | 25,755,000 | 25,579,000 |
Net income per common share, basic (in dollars per share) | $ 0.56 | $ 0.16 |
Net income per common share, diluted (in dollars per share) | $ 0.56 | $ 0.16 |
Weighted average shares excluded from the computation of diluted earnings per share (in shares) | 423,738 | 444,588 |
Accumulated Other Comprehensi_3
Accumulated Other Comprehensive Income (Loss) (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Jun. 30, 2018 | |
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||
Stockholders' equity attributable to parent | $ 877,897 | $ 866,376 | |
Tax expense (benefit) | 457 | $ (304) | |
Foreign currency translation adjustment | |||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||
Stockholders' equity attributable to parent | (90,041) | (85,279) | |
Unrealized gain (loss) on hedged transaction, net of tax | |||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||
Stockholders' equity attributable to parent | 1,248 | 1,102 | |
Accumulated other comprehensive income (loss) | |||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||
Stockholders' equity attributable to parent | $ (88,793) | $ (84,177) |
Acquisitions (Narrative) (Detai
Acquisitions (Narrative) (Details) - USD ($) $ in Thousands | Jul. 31, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | Dec. 31, 2016 | Jun. 30, 2018 |
Business Acquisition [Line Items] | |||||
Consideration transferred, net of cash acquired | $ 13,207 | $ 142,802 | |||
Liability for contingent consideration, current and non-current portion | 80,173 | $ 108,233 | |||
Canpango [Member] | |||||
Business Acquisition [Line Items] | |||||
Consideration transferred, net of cash acquired | 13,200 | ||||
POS Portal [Member] | |||||
Business Acquisition [Line Items] | |||||
Consideration transferred, net of cash acquired | $ 143,768 | ||||
Consideration transferred, initial purchase price | 144,900 | ||||
Customary closing adjustments paid | $ 3,400 | ||||
Cash acquired | 4,600 | ||||
Liability for contingent consideration, current and non-current portion | 13,098 | ||||
Purchase price in escrow | $ 13,100 | ||||
Weighted average useful life | 10 years | ||||
Maximum [Member] | POS Portal [Member] | |||||
Business Acquisition [Line Items] | |||||
Liability for contingent consideration, current and non-current portion | $ 13,200 |
Acquisitions (Schedule of Purch
Acquisitions (Schedule of Purchase Price Allocations of Assets Acquired and Liabilities Assumed) (Details) - USD ($) $ in Thousands | Jul. 31, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | Jun. 30, 2018 |
Business Acquisition [Line Items] | ||||
Goodwill | $ 311,334 | $ 298,174 | ||
Contingent consideration | 80,173 | $ 108,233 | ||
Consideration transferred, net of cash acquired | $ 13,207 | $ 142,802 | ||
POS Portal [Member] | ||||
Business Acquisition [Line Items] | ||||
Receivables | $ 8,914 | |||
Inventory | 8,352 | |||
Other current assets | 917 | |||
Property and equipment | 24,963 | |||
Goodwill | 101,198 | |||
Identifiable intangible assets | 57,000 | |||
Other non-current assets | 100 | |||
Total assets | 201,444 | |||
Accounts payable | 10,897 | |||
Accrued expenses and other current liabilities | 5,130 | |||
Contingent consideration | 13,098 | |||
Other long-term liabilities | 102 | |||
Long-term deferred taxes | 28,449 | |||
Consideration transferred, net of cash acquired | 143,768 | |||
Total liabilities | $ 201,444 |
Goodwill and Other Identifiab_3
Goodwill and Other Identifiable Intangible Assets (Changes in the Carrying Amount of Goodwill) (Details) $ in Thousands | 3 Months Ended |
Sep. 30, 2018USD ($) | |
Goodwill [Roll Forward] | |
Balance as of June 30, 2018 | $ 298,174 |
Additions | 14,209 |
Foreign currency translation adjustment | (1,049) |
Balance as of September 30, 2018 | 311,334 |
Barcode, Networking & Security Segment [Member] | |
Goodwill [Roll Forward] | |
Balance as of June 30, 2018 | 137,214 |
Additions | 0 |
Foreign currency translation adjustment | (120) |
Balance as of September 30, 2018 | 137,094 |
Communications & Services Segment [Member] | |
Goodwill [Roll Forward] | |
Balance as of June 30, 2018 | 160,960 |
Additions | 14,209 |
Foreign currency translation adjustment | (929) |
Balance as of September 30, 2018 | $ 174,240 |
Goodwill and Other Identifiab_4
Goodwill and Other Identifiable Intangible Assets (Net Identifiable Intangible Assets) (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Sep. 30, 2018 | Sep. 30, 2017 | |
Finite-lived Intangible Assets [Roll Forward] | ||
Balance as of June 30, 2018 | $ 136,806 | |
Additions | 0 | |
Amortization expense | (5,003) | $ (5,011) |
Foreign currency translation adjustment | (410) | |
Balance as of September 30, 2018 | $ 131,393 |
Short-Term Borrowings and Lon_3
Short-Term Borrowings and Long-Term Debt (Schedule of Debt) (Details) - USD ($) $ in Thousands | Sep. 30, 2018 | Jun. 30, 2018 |
Debt Instrument [Line Items] | ||
Current portion of long-term debt | $ 335 | $ 551 |
Long-term debt | 4,764 | 4,878 |
Borrowings under revolving credit facility | 276,760 | 244,000 |
Total debt | 281,859 | 249,429 |
Industrial Development Revenue Bond [Member] | ||
Debt Instrument [Line Items] | ||
Current portion of long-term debt | 335 | 551 |
Long-term debt | 4,764 | 4,878 |
Multi-Currency Revolving Credit Facility [Member] | ||
Debt Instrument [Line Items] | ||
Borrowings under revolving credit facility | $ 276,760 | $ 244,000 |
Short-Term Borrowings and Lon_4
Short-Term Borrowings and Long-Term Debt (Narrative) (Details) - USD ($) | 3 Months Ended | |||||
Sep. 30, 2018 | Sep. 30, 2017 | Jun. 30, 2018 | Aug. 08, 2017 | Aug. 07, 2017 | Apr. 03, 2017 | |
Debt Instrument [Line Items] | ||||||
Debt issuance costs, net | $ 1,200,000 | |||||
Industrial Development Revenue Bond [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Percentage spread points on variable rate debt instrument | 0.85% | |||||
Maximum time period of interest (in years) | 10 years | |||||
Put option, exercisable period limitation | 180 days | |||||
Percentage of principal due on exercise of put option | 100.00% | |||||
Long-term debt, percentage bearing variable interest | 2.97% | 2.855% | ||||
Multi-Currency Revolving Credit Facility [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Borrowing capacity under credit facility | $ 400,000,000 | $ 300,000,000 | ||||
Debt issuance costs, gross | 300,000 | $ 900,000 | ||||
Line of credit facility, unused capacity, commitment fee percentage | 0.25% | |||||
Percentage of capital stock or other equity interest pledged per credit agreement (up to) | 65.00% | |||||
Average daily balance on revolving credit facility | $ 265,400,000 | $ 218,500,000 | ||||
Line of credit facility, remaining borrowing capacity | 123,200,000 | $ 156,000,000 | ||||
Letters of credit outstanding | $ 0 | $ 0 | ||||
Multi-Currency Revolving Credit Facility [Member] | Minimum [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Line of credit facility, unused capacity, commitment fee percentage | 0.175% | |||||
Multi-Currency Revolving Credit Facility [Member] | Maximum [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Line of credit facility, unused capacity, commitment fee percentage | 0.35% | |||||
Multi-Currency Revolving Credit Facility [Member] | London Interbank Offered Rate (LIBOR) [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Percentage spread points on variable rate debt instrument | 1.625% | |||||
Multi-Currency Revolving Credit Facility [Member] | London Interbank Offered Rate (LIBOR) [Member] | Minimum [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Percentage spread points on variable rate debt instrument | 1.00% | |||||
Multi-Currency Revolving Credit Facility [Member] | London Interbank Offered Rate (LIBOR) [Member] | Maximum [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Percentage spread points on variable rate debt instrument | 2.125% | |||||
Multi-Currency Revolving Credit Facility [Member] | Alternate Base Rate Loans [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Percentage spread points on variable rate debt instrument | 0.625% | |||||
Multi-Currency Revolving Credit Facility [Member] | Alternate Base Rate Loans [Member] | Minimum [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Percentage spread points on variable rate debt instrument | 0.00% | |||||
Multi-Currency Revolving Credit Facility [Member] | Alternate Base Rate Loans [Member] | Maximum [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Percentage spread points on variable rate debt instrument | 1.125% | |||||
Letter of Credit [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Borrowing capacity under credit facility | 50,000,000 | |||||
Multi-Currency Revolving Credit Facility, Accordion Feature [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Borrowing capacity under credit facility | 200,000,000 | |||||
Multi-Currency Revolving Credit Facility, Combined with Accordion Feature [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Borrowing capacity under credit facility | $ 600,000,000 |
Derivatives and Hedging Activ_3
Derivatives and Hedging Activities (Narrative) (Details) - USD ($) | 3 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Jun. 30, 2018 | |
Foreign Exchange Contract [Member] | |||
Derivative [Line Items] | |||
Notional amount of foreign currency contracts outstanding | $ 87,400,000 | $ 74,600,000 | |
Interest Rate Swap [Member] | |||
Derivative [Line Items] | |||
Notional amount of foreign currency contracts outstanding | 50,000,000 | ||
Ineffective portion of cash flow hedge | $ 0 | $ 0 |
Derivatives and Hedging Activ_4
Derivatives and Hedging Activities (Derivative Contracts and Changes in Underlying Value of the Foreign Currency Exposures) (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Sep. 30, 2018 | Sep. 30, 2017 | |
General Discussion of Derivative Instruments and Hedging Activities [Abstract] | ||
Net foreign exchange derivative contract (gains) losses | $ 16 | $ 821 |
Net foreign currency transactional and re-measurement (gains) losses | 81 | (633) |
Net foreign currency (gains) losses | $ 97 | $ 188 |
Derivatives and Hedging Activ_5
Derivatives and Hedging Activities (Schedule of Cash Flow Hedge Included in Accumulated Other Comprehensive Income (Loss), Net of Income Taxes) (Details) - Interest Rate Swap [Member] - USD ($) $ in Thousands | 3 Months Ended | |
Sep. 30, 2018 | Sep. 30, 2017 | |
Derivative Instruments, Gain (Loss) [Line Items] | ||
Net interest (income) expense recognized as a result of interest rate swap | $ (29) | $ 69 |
Unrealized gain (loss) in fair value of interest rate swap | 222 | (23) |
Net increase (decrease) in accumulated other comprehensive income (loss) | 193 | 46 |
Income tax effect | 47 | 17 |
Net increase (decrease) in accumulated other comprehensive income (loss), net of tax | $ 146 | $ 29 |
Derivatives and Hedging Activ_6
Derivatives and Hedging Activities (Derivative Instruments) (Details) - USD ($) $ in Thousands | Sep. 30, 2018 | Jun. 30, 2018 |
Foreign Exchange Contract [Member] | ||
Derivatives, Fair Value [Line Items] | ||
Derivative assets | $ 250 | $ 157 |
Foreign Exchange Contract [Member] | Prepaid Expenses and Other Current Assets [Member] | Designated as Hedging Instrument [Member] | ||
Derivatives, Fair Value [Line Items] | ||
Derivative assets | 0 | 0 |
Foreign Exchange Contract [Member] | Prepaid Expenses and Other Current Assets [Member] | Not Designated as Hedging Instrument [Member] | ||
Derivatives, Fair Value [Line Items] | ||
Derivative assets | 250 | 157 |
Foreign Exchange Contract [Member] | Accrued Liabilities And Other Current Liabilities [Member] | Designated as Hedging Instrument [Member] | ||
Derivatives, Fair Value [Line Items] | ||
Derivative liabilities | 0 | 0 |
Foreign Exchange Contract [Member] | Accrued Liabilities And Other Current Liabilities [Member] | Not Designated as Hedging Instrument [Member] | ||
Derivatives, Fair Value [Line Items] | ||
Derivative liabilities | 196 | 156 |
Interest Rate Swap [Member] | ||
Derivatives, Fair Value [Line Items] | ||
Derivative assets | 1,797 | 1,604 |
Interest Rate Swap [Member] | Other Noncurrent Assets [Member] | Designated as Hedging Instrument [Member] | ||
Derivatives, Fair Value [Line Items] | ||
Derivative assets | 1,797 | 1,604 |
Interest Rate Swap [Member] | Other Noncurrent Assets [Member] | Not Designated as Hedging Instrument [Member] | ||
Derivatives, Fair Value [Line Items] | ||
Derivative assets | $ 0 | $ 0 |
Fair Value of Financial Instr_3
Fair Value of Financial Instruments (Schedule of Remaining Assets and Liabilities Measured at Fair Value on a Recurring Basis) (Details) - USD ($) $ in Thousands | Sep. 30, 2018 | Jun. 30, 2018 |
Assets | ||
Deferred compensation plan investments, current and non-current portion | $ 25,365 | $ 23,352 |
Total assets at fair value | 27,412 | 25,113 |
Liabilities | ||
Deferred compensation plan investments, current and non-current portion | 25,365 | 23,352 |
Liability for contingent consideration, current and non-current portion | 80,173 | 108,233 |
Total liabilities at fair value | 105,734 | 131,741 |
Quoted prices in active markets (Level 1) [Member] | ||
Assets | ||
Deferred compensation plan investments, current and non-current portion | 25,365 | 23,352 |
Total assets at fair value | 25,365 | 23,352 |
Liabilities | ||
Deferred compensation plan investments, current and non-current portion | 25,365 | 23,352 |
Liability for contingent consideration, current and non-current portion | 0 | 0 |
Total liabilities at fair value | 25,365 | 23,352 |
Significant other observable inputs (Level 2) [Member] | ||
Assets | ||
Deferred compensation plan investments, current and non-current portion | 0 | 0 |
Total assets at fair value | 2,047 | 1,761 |
Liabilities | ||
Deferred compensation plan investments, current and non-current portion | 0 | 0 |
Liability for contingent consideration, current and non-current portion | 0 | 0 |
Total liabilities at fair value | 196 | 156 |
Significant unobservable inputs (Level 3) [Member] | ||
Assets | ||
Deferred compensation plan investments, current and non-current portion | 0 | 0 |
Total assets at fair value | 0 | 0 |
Liabilities | ||
Deferred compensation plan investments, current and non-current portion | 0 | 0 |
Liability for contingent consideration, current and non-current portion | 80,173 | 108,233 |
Total liabilities at fair value | 80,173 | 108,233 |
Foreign Exchange Contract [Member] | ||
Assets | ||
Derivative instruments | 250 | 157 |
Liabilities | ||
Derivative instruments | 196 | 156 |
Foreign Exchange Contract [Member] | Quoted prices in active markets (Level 1) [Member] | ||
Assets | ||
Derivative instruments | 0 | 0 |
Liabilities | ||
Derivative instruments | 0 | 0 |
Foreign Exchange Contract [Member] | Significant other observable inputs (Level 2) [Member] | ||
Assets | ||
Derivative instruments | 250 | 157 |
Liabilities | ||
Derivative instruments | 196 | 156 |
Foreign Exchange Contract [Member] | Significant unobservable inputs (Level 3) [Member] | ||
Assets | ||
Derivative instruments | 0 | 0 |
Liabilities | ||
Derivative instruments | 0 | 0 |
Interest Rate Swap [Member] | ||
Assets | ||
Derivative instruments | 1,797 | 1,604 |
Interest Rate Swap [Member] | Quoted prices in active markets (Level 1) [Member] | ||
Assets | ||
Derivative instruments | 0 | 0 |
Interest Rate Swap [Member] | Significant other observable inputs (Level 2) [Member] | ||
Assets | ||
Derivative instruments | 1,797 | 1,604 |
Interest Rate Swap [Member] | Significant unobservable inputs (Level 3) [Member] | ||
Assets | ||
Derivative instruments | $ 0 | $ 0 |
Fair Value of Financial Instr_4
Fair Value of Financial Instruments (Schedule of Changes in Fair Value of Contingent Considerations) (Details) - Fair Value, Inputs, Level 3 [Member] - USD ($) $ in Thousands | 3 Months Ended | |
Sep. 30, 2018 | Sep. 30, 2017 | |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | ||
Fair value at beginning of period | $ 108,233 | $ 114,036 |
Issuance of contingent consideration | 0 | 13,098 |
Payments | (32,247) | (40,858) |
Change in fair value of contingent consideration | 4,584 | 16,881 |
Foreign currency translation adjustment | (397) | 336 |
Fair value at end of period | 80,173 | 103,493 |
Barcode, Networking & Security Segment [Member] | ||
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | ||
Fair value at beginning of period | 0 | 0 |
Issuance of contingent consideration | 0 | 13,098 |
Payments | 0 | 0 |
Change in fair value of contingent consideration | 0 | 69 |
Foreign currency translation adjustment | 0 | 0 |
Fair value at end of period | 0 | 13,167 |
Communications & Services Segment [Member] | ||
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | ||
Fair value at beginning of period | 108,233 | 114,036 |
Issuance of contingent consideration | 0 | 0 |
Payments | (32,247) | (40,858) |
Change in fair value of contingent consideration | 4,584 | 16,812 |
Foreign currency translation adjustment | (397) | 336 |
Fair value at end of period | $ 80,173 | $ 90,326 |
Fair Value of Financial Instr_5
Fair Value of Financial Instruments (Schedule of Valuation Techniques and Significant Observable Inputs) (Details) | Sep. 30, 2018 | Jun. 30, 2018 |
Weighted average cost of capital | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Contingent consideration, liability, measurement input | 0.151 | 0.148 |
Adjusted EBITDA growth rate | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Contingent consideration, liability, measurement input | 0.152 | 0.182 |
Fair Value of Financial Instr_6
Fair Value of Financial Instruments (Narrative) (Details) - USD ($) $ in Thousands | 3 Months Ended | |||
Sep. 30, 2018 | Sep. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Current portion of contingent consideration | $ 50,806 | $ 42,975 | ||
Fair Value, Inputs, Level 3 [Member] | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Gain (loss) due to change in fair value of contingent consideration | (4,584) | $ (16,881) | ||
Fair value of liability for contingent consideration | 80,173 | 103,493 | 108,233 | $ 114,036 |
Barcode, Networking & Security Segment [Member] | Fair Value, Inputs, Level 3 [Member] | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Gain (loss) due to change in fair value of contingent consideration | 0 | (69) | ||
Fair value of liability for contingent consideration | 0 | 13,167 | 0 | 0 |
Barcode, Networking & Security Segment [Member] | POS Portal [Member] | Fair Value, Inputs, Level 3 [Member] | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Gain (loss) due to change in fair value of contingent consideration | (100) | |||
Communications & Services Segment [Member] | Fair Value, Inputs, Level 3 [Member] | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Gain (loss) due to change in fair value of contingent consideration | (4,584) | (16,812) | ||
Fair value of liability for contingent consideration | 80,173 | 90,326 | $ 108,233 | $ 114,036 |
Communications & Services Segment [Member] | Intelisys [Member] | Fair Value, Inputs, Level 3 [Member] | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Gain (loss) due to change in fair value of contingent consideration | (4,600) | (4,100) | ||
Fair value of liability for contingent consideration | 69,800 | 85,600 | ||
Current portion of contingent consideration | 40,500 | 31,000 | ||
Contingent consideration arrangements, maximum range of outcome | 85,800 | |||
Communications & Services Segment [Member] | Network1 [Member] | Fair Value, Inputs, Level 3 [Member] | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Gain (loss) due to change in fair value of contingent consideration | (12,700) | |||
Fair value of liability for contingent consideration | $ 10,300 | $ 4,700 |
Segment Information (Narrative)
Segment Information (Narrative) (Details) | 3 Months Ended |
Sep. 30, 2018segment | |
Segment Reporting, Measurement Disclosures [Abstract] | |
Number of reportable segments | 2 |
Segment Information (Financial
Segment Information (Financial Information by Segment) (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Sep. 30, 2018 | Sep. 30, 2017 | |
Segment Reporting Information [Line Items] | ||
Sales | $ 972,900 | $ 924,559 |
Depreciation and amortization | 9,268 | 8,864 |
Change in fair value of contingent consideration | 4,584 | 16,881 |
Operating income (loss) | 21,432 | 7,598 |
Capital expenditures | 990 | 1,310 |
Operating Segments [Member] | United States and Canada [Member] | ||
Segment Reporting Information [Line Items] | ||
Sales | 745,962 | 694,379 |
Operating Segments [Member] | International [Member] | ||
Segment Reporting Information [Line Items] | ||
Sales | 234,943 | 237,909 |
Corporate, Non-Segment [Member] | ||
Segment Reporting Information [Line Items] | ||
Depreciation and amortization | 921 | 866 |
Operating income (loss) | (355) | (172) |
Capital expenditures | 4 | 149 |
Intersegment Eliminations [Member] | ||
Segment Reporting Information [Line Items] | ||
Sales | (8,005) | (7,729) |
Barcode, Networking & Security Segment [Member] | ||
Segment Reporting Information [Line Items] | ||
Sales | 655,113 | 620,329 |
Barcode, Networking & Security Segment [Member] | Operating Segments [Member] | ||
Segment Reporting Information [Line Items] | ||
Sales | 655,113 | 620,329 |
Depreciation and amortization | 4,733 | 3,739 |
Change in fair value of contingent consideration | 0 | 69 |
Operating income (loss) | 13,532 | 14,035 |
Capital expenditures | 956 | 820 |
Communications & Services Segment [Member] | ||
Segment Reporting Information [Line Items] | ||
Sales | 317,787 | 304,230 |
Communications & Services Segment [Member] | Operating Segments [Member] | ||
Segment Reporting Information [Line Items] | ||
Sales | 317,787 | 304,230 |
Depreciation and amortization | 3,614 | 4,259 |
Change in fair value of contingent consideration | 4,584 | 16,812 |
Operating income (loss) | 8,255 | (6,265) |
Capital expenditures | $ 30 | $ 341 |
Segment Information (Assets By
Segment Information (Assets By Segment) (Details) - USD ($) $ in Thousands | Sep. 30, 2018 | Jun. 30, 2018 |
Segment Reporting Information [Line Items] | ||
Assets | $ 2,021,399 | $ 1,945,295 |
Property and equipment, net by Geography Category | 71,625 | 73,042 |
Operating Segments [Member] | United States and Canada [Member] | ||
Segment Reporting Information [Line Items] | ||
Property and equipment, net by Geography Category | 67,903 | 69,032 |
Operating Segments [Member] | International [Member] | ||
Segment Reporting Information [Line Items] | ||
Property and equipment, net by Geography Category | 3,722 | 4,010 |
Corporate, Non-Segment [Member] | ||
Segment Reporting Information [Line Items] | ||
Assets | 65,665 | 41,662 |
Barcode, Networking & Security Segment [Member] | Operating Segments [Member] | ||
Segment Reporting Information [Line Items] | ||
Assets | 1,059,912 | 1,062,143 |
Communications & Services Segment [Member] | Operating Segments [Member] | ||
Segment Reporting Information [Line Items] | ||
Assets | $ 895,822 | $ 841,490 |
Commitments and Contingencies_2
Commitments and Contingencies (Narrative) (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Jun. 30, 2019 | Jun. 30, 2018 | |
Other Commitments [Line Items] | ||||
Actual cash expenditures | $ 990 | $ 1,310 | ||
Scenario, Forecast [Member] | Minimum [Member] | ||||
Other Commitments [Line Items] | ||||
Actual cash expenditures | $ 10,000 | |||
Scenario, Forecast [Member] | Maximum [Member] | ||||
Other Commitments [Line Items] | ||||
Actual cash expenditures | $ 15,000 | |||
Network1 [Member] | ||||
Other Commitments [Line Items] | ||||
Cash held in escrow | $ 23,200 | $ 24,100 |
Commitments and Contingencies_3
Commitments and Contingencies (Summary of Pre-Acquisition Contingencies) (Details) - Network1 [Member] - USD ($) $ in Thousands | Sep. 30, 2018 | Jun. 30, 2018 |
Assets | ||
Prepaid expenses and other current assets | $ 1,334 | $ 1,385 |
Other non-current assets | 5,488 | 5,700 |
Liabilities | ||
Accrued expenses and other current liabilities | 1,334 | 1,385 |
Other long-term liabilities | $ 5,488 | $ 5,700 |
Income Taxes (Details)
Income Taxes (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |
Sep. 30, 2018 | Sep. 30, 2017 | Jun. 30, 2018 | |
Income Taxes [Line Items] | |||
Federal statutory income tax rate (percent) | 28.00% | ||
Effective income tax rate | 25.50% | ||
Transition tax on repatriation of foreign earnings | $ 9,600 | ||
Gross unrecognized tax benefits | $ 1,700 | 2,100 | |
Unrecognized tax benefits that would impact effective tax rate if recognized | 1,400 | ||
Income tax penalties and interest accrued | 1,200 | 1,200 | |
Income (loss) before income taxes | $ 19,224 | $ 6,780 | |
Minimum [Member] | |||
Income Taxes [Line Items] | |||
Open tax year | 2,013 | ||
Internal Revenue Service (IRS) [Member] | |||
Income Taxes [Line Items] | |||
Provisional income tax expense (benefit) due to remeasurement of deferred tax liabilities | (1,600) | ||
Administration of the Treasury, Belgium [Member] | |||
Income Taxes [Line Items] | |||
Provisional income tax expense (benefit) due to remeasurement of deferred tax liabilities | $ 1,000 | ||
Income (loss) before income taxes | $ (1,000) |