Cover Page
Cover Page - USD ($) | 12 Months Ended | ||
Jun. 30, 2022 | Aug. 19, 2022 | Dec. 31, 2021 | |
Cover [Abstract] | |||
Document Type | 10-K | ||
Document Annual Report | true | ||
Current Fiscal Year End Date | --06-30 | ||
Document Period End Date | Jun. 30, 2022 | ||
Document Transition Report | false | ||
Entity File Number | 000-26926 | ||
Entity Registrant Name | ScanSource, Inc. | ||
Entity Incorporation, State or Country Code | SC | ||
Entity Tax Identification Number | 57-0965380 | ||
Entity Address, Address Line One | 6 Logue Court | ||
Entity Address, City or Town | Greenville | ||
Entity Address, State or Province | SC | ||
Entity Address, Postal Zip Code | 29615 | ||
City Area Code | 864 | ||
Local Phone Number | 288-2432 | ||
Title of 12(b) Security | Common Stock, no par value | ||
Trading Symbol | SCSC | ||
Security Exchange Name | NASDAQ | ||
Entity Well-known Seasoned Issuer | Yes | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Interactive Data Current | Yes | ||
Entity Filer Category | Large Accelerated Filer | ||
Entity Small Business | false | ||
Entity Emerging Growth Company | false | ||
ICFR Auditor Attestation Flag | true | ||
Entity Shell Company | false | ||
Entity Public Float | $ 885,335,710 | ||
Entity Common Stock, Shares Outstanding | 25,187,351 | ||
Documents Incorporated by Reference | The registrant has incorporated by reference into Part III of this report certain portions of either an amendment to this Form 10-K or its proxy statement for its 2023 Annual Meeting of Shareholders, which are expected to be filed within 120 days after the end of the registrant’s fiscal year ended June 30, 2022. | ||
Amendment Flag | false | ||
Document Fiscal Year Focus | 2022 | ||
Document Fiscal Period Focus | FY | ||
Entity Central Index Key | 0000918965 |
Audit Information
Audit Information | 12 Months Ended |
Jun. 30, 2022 | |
Audit Information [Abstract] | |
Auditor Firm ID | 248 |
Auditor Name | Grant Thornton, LLP |
Auditor Location | Columbia, South Carolina |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Jun. 30, 2022 | Jun. 30, 2021 |
Current assets: | ||
Cash and cash equivalents | $ 37,987 | $ 62,718 |
Accounts receivable, less allowance of $16,806 at June 30, 2022 and $19,341 at June 30, 2021 | 729,442 | 568,984 |
Inventories | 614,814 | 470,081 |
Prepaid expenses and other current assets | 141,562 | 117,860 |
Total current assets | 1,523,805 | 1,219,643 |
Property and equipment, net | 37,477 | 42,836 |
Goodwill | 214,435 | 218,877 |
Identifiable intangible assets, net | 84,427 | 104,860 |
Deferred income taxes | 15,668 | 21,853 |
Other non-current assets | 61,616 | 63,615 |
Total assets | 1,937,428 | 1,671,684 |
Current liabilities: | ||
Accounts payable | 714,177 | 634,805 |
Accrued expenses and other current liabilities | 88,455 | 87,790 |
Income taxes payable | 34 | 2,501 |
Current portion of long-term debt | 11,598 | 7,843 |
Total current liabilities | 814,264 | 732,939 |
Deferred income taxes | 3,144 | 3,954 |
Long-term debt, net of current portion | 123,733 | 135,331 |
Borrowings under revolving credit facility | 135,839 | 0 |
Other long-term liabilities | 53,920 | 68,269 |
Total liabilities | 1,130,900 | 940,493 |
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, 25,187,351 and 25,499,465 shares issued and outstanding at June 30, 2022 and June 30, 2021, respectively | 64,297 | 71,253 |
Retained earnings | 846,869 | 758,071 |
Accumulated other comprehensive loss | (104,638) | (98,133) |
Total shareholders’ equity | 806,528 | 731,191 |
Total liabilities and shareholders’ equity | $ 1,937,428 | $ 1,671,684 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Jun. 30, 2022 | Jun. 30, 2021 |
Current assets: | ||
Allowance for accounts receivable | $ 16,806 | $ 19,341 |
Shareholders’ equity: | ||
Preferred stock, shares authorized (in shares) | 3,000,000 | 3,000,000 |
Preferred stock, shares issued (in shares) | 0 | 0 |
Common stock, shares authorized (in shares) | 45,000,000 | 45,000,000 |
Common stock, shares issued (in shares) | 25,187,351 | 25,499,465 |
Common stock, shares outstanding (in shares) | 25,187,351 | 25,499,465 |
Consolidated Income Statements
Consolidated Income Statements - USD ($) shares in Thousands, $ in Thousands | 12 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2020 | |
Income Statement [Abstract] | |||
Net sales | $ 3,529,935 | $ 3,150,806 | $ 3,047,734 |
Cost of goods sold | 3,103,411 | 2,800,090 | 2,692,165 |
Gross profit | 426,524 | 350,716 | 355,569 |
Selling, general and administrative expenses | 275,442 | 247,438 | 259,535 |
Depreciation expense | 11,062 | 12,533 | 13,033 |
Intangible amortization expense | 17,853 | 19,488 | 19,953 |
Restructuring and other charges | 0 | 9,258 | 604 |
Impairment charges | 0 | 0 | 120,470 |
Change in fair value of contingent consideration | 0 | 516 | 6,941 |
Operating income (loss) | 122,167 | 61,483 | (64,967) |
Interest expense | 6,523 | 6,929 | 12,224 |
Interest income | (4,333) | (3,097) | (5,826) |
Other expense, net | 1,354 | 116 | 411 |
Income (loss) before income taxes | 118,623 | 57,535 | (71,776) |
Provision for income taxes | 29,925 | 12,146 | 7,451 |
Net income (loss) from continuing operations | 88,698 | 45,389 | (79,227) |
Net income (loss) from discontinued operations | 100 | (34,594) | (113,427) |
Net income (loss) | $ 88,798 | $ 10,795 | $ (192,654) |
Per share data: | |||
Net income (loss) from continuing operations per common share, basic (in dollars per share) | $ 3.48 | $ 1.79 | $ (3.12) |
Net loss from discontinued operations per common share, basic (in dollars per share) | 0 | (1.36) | (4.47) |
Net income (loss) per common share, basic (in dollars per share) | $ 3.48 | $ 0.42 | $ (7.59) |
Weighted-average shares outstanding, basic (in shares) | 25,504 | 25,423 | 25,378 |
Net income (loss) from continuing operations per common share, diluted (in dollars per share) | $ 3.44 | $ 1.78 | $ (3.12) |
Net loss from discontinued operations per common share, diluted (in dollars per share) | 0 | (1.36) | (4.47) |
Net income (loss) per common share, diluted (in dollars per share) | $ 3.45 | $ 0.42 | $ (7.59) |
Weighted-average shares outstanding, diluted (in shares) | 25,758 | 25,518 | 25,378 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Income (Loss) - USD ($) $ in Thousands | 12 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2020 | |
Statement of Comprehensive Income [Abstract] | |||
Net income (loss) | $ 88,798 | $ 10,795 | $ (192,654) |
Unrealized gain (loss) on hedged transaction, net of tax | 5,833 | 2,249 | (4,646) |
Foreign currency translation adjustment | (12,338) | 20,778 | (38,061) |
Realized foreign currency loss from discontinued operations | 0 | 11,635 | 0 |
Comprehensive income (loss) | $ 82,293 | $ 45,457 | $ (235,361) |
Consolidated Statements of Shar
Consolidated Statements of Shareholders' Equity - USD ($) $ in Thousands | Total | Common Stock | Retained Earnings | Accumulated Other Comprehensive Loss |
Beginning balance (in shares) at Jun. 30, 2019 | 25,408,397 | |||
Beginning balance, amount at Jun. 30, 2019 | $ 914,129 | $ 64,287 | $ 939,930 | $ (90,088) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||
Net (loss) income | (192,654) | (192,654) | ||
Unrealized (loss) gain on hedged transaction, net of tax | (4,646) | (4,646) | ||
Foreign currency translation adjustment | (38,061) | (38,061) | ||
Realized foreign currency loss from discontinued operations | 0 | |||
Exercise of stock options and shares issued under share-based compensation plans, net of shares withheld for employee taxes (in shares) | 120,969 | |||
Exercise of stock options and shares issued under share-based compensation plans, net of shares withheld for employee taxes | (599) | $ (599) | ||
Common stock repurchased (in shares) | (168,068) | |||
Common stock repurchased | (5,432) | $ (5,432) | ||
Share-based compensation | 5,509 | $ 5,509 | ||
Ending Balance (in shares) at Jun. 30, 2020 | 25,361,298 | |||
Ending balance, amount at Jun. 30, 2020 | 678,246 | $ 63,765 | 747,276 | (132,795) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||
Net (loss) income | 10,795 | 10,795 | ||
Unrealized (loss) gain on hedged transaction, net of tax | 2,249 | 2,249 | ||
Foreign currency translation adjustment | 20,778 | 20,778 | ||
Realized foreign currency loss from discontinued operations | 11,635 | 11,635 | ||
Exercise of stock options and shares issued under share-based compensation plans, net of shares withheld for employee taxes (in shares) | 138,167 | |||
Exercise of stock options and shares issued under share-based compensation plans, net of shares withheld for employee taxes | (585) | $ (585) | ||
Share-based compensation | 8,073 | $ 8,073 | ||
Ending Balance (in shares) at Jun. 30, 2021 | 25,499,465 | |||
Ending balance, amount at Jun. 30, 2021 | 731,191 | $ 71,253 | 758,071 | (98,133) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||
Net (loss) income | 88,798 | 88,798 | ||
Unrealized (loss) gain on hedged transaction, net of tax | 5,833 | 5,833 | ||
Foreign currency translation adjustment | (12,338) | (12,338) | ||
Realized foreign currency loss from discontinued operations | 0 | |||
Exercise of stock options and shares issued under share-based compensation plans, net of shares withheld for employee taxes (in shares) | 238,080 | |||
Exercise of stock options and shares issued under share-based compensation plans, net of shares withheld for employee taxes | (450) | $ (450) | ||
Common stock repurchased (in shares) | (550,194) | |||
Common stock repurchased | (18,203) | $ (18,203) | ||
Share-based compensation | 11,697 | $ 11,697 | ||
Ending Balance (in shares) at Jun. 30, 2022 | 25,187,351 | |||
Ending balance, amount at Jun. 30, 2022 | $ 806,528 | $ 64,297 | $ 846,869 | $ (104,638) |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 12 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2020 | |
Cash flows from operating activities: | |||
Net income (loss) | $ 88,798 | $ 10,795 | $ (192,654) |
Net income (loss) from discontinued operations | 100 | (34,594) | (113,427) |
Net income (loss) from continuing operations | 88,698 | 45,389 | (79,227) |
Adjustments to reconcile net income to net cash (used in) provided by operating activities of continuing operations: | |||
Depreciation and amortization | 29,884 | 33,507 | 35,328 |
Amortization of debt issue costs | 417 | 417 | 417 |
Provision for doubtful accounts | 1,514 | 338 | 1,621 |
Share-based compensation | 11,663 | 8,039 | 5,478 |
Impairment charges | 0 | 0 | 120,470 |
Deferred income taxes | 5,737 | 2,916 | (12,193) |
Change in fair value of contingent consideration | 0 | 516 | 6,941 |
Contingent consideration payments excess | 0 | (5,457) | (3,050) |
Finance lease interest | 34 | 119 | 85 |
Changes in operating assets and liabilities, net of acquisitions: | |||
Accounts receivable | (165,939) | (118,859) | 57,477 |
Inventories | (145,962) | (12,301) | 86,177 |
Prepaid expenses and other assets | (27,371) | (18,753) | (13,880) |
Other non-current assets | 1,123 | 9,948 | (13,563) |
Accounts payable | 82,969 | 175,120 | (20,846) |
Accrued expenses and other liabilities | (4,869) | (493) | 11,239 |
Income taxes payable | (2,252) | (3,679) | (441) |
Net cash (used in) provided by operating activities of continuing operations | (124,354) | 116,767 | 182,033 |
Cash flows from investing activities of continuing operations: | |||
Capital expenditures | (6,849) | (2,363) | (6,387) |
Cash paid for business acquisitions, net of cash acquired | 0 | 0 | (48,921) |
Cash received for business disposal | 3,125 | 34,356 | 0 |
Net cash (used in) provided by investing activities of continuing operations | (3,724) | 31,993 | (55,308) |
Cash flows from financing activities of continuing operations: | |||
Borrowings on revolving credit, net of expenses | 2,166,409 | 1,881,679 | 2,085,918 |
Repayments on revolving credit, net of expenses | (2,030,569) | (1,949,392) | (2,190,595) |
Repayments on long-term debt, net | (7,843) | (7,839) | (4,085) |
Repayments of finance lease obligations | (1,238) | (1,294) | (1,765) |
Contingent consideration payments | 0 | (41,393) | (35,482) |
Exercise of stock options | 2,304 | 451 | 754 |
Taxes paid on settlement of equity awards | (2,754) | (1,036) | (1,353) |
Repurchase of common stock | (18,203) | 0 | (6,078) |
Net cash provided by (used in) financing activities of continuing operations | 108,106 | (118,824) | (152,686) |
Cash flows from discontinued operations: | |||
Net cash flows provided by operating activities of discontinued operations | 0 | 24,173 | 44,238 |
Net cash flows used in investing activities of discontinued operations | 0 | (58) | (77) |
Net cash flows (used in) financing activities of discontinued operations | 0 | (29,494) | (3,921) |
Net cash flows (used in) provided by discontinued operations | 0 | (5,379) | 40,240 |
Effect of exchange rate changes on cash and cash equivalents | (4,759) | 3,706 | (3,642) |
(Decrease) increase in cash and cash equivalents | (24,731) | 28,263 | 10,637 |
Cash and cash equivalents at beginning of period | 62,718 | 34,455 | 23,818 |
Cash and cash equivalents at end of period | 37,987 | 62,718 | 34,455 |
Cash and cash equivalents of discontinued operations | 0 | 0 | 4,970 |
Cash and cash equivalents of continuing operations | 37,987 | 62,718 | 29,485 |
Supplemental disclosure of consolidated cash flow information: | |||
Interest paid during the year | 6,066 | 6,412 | 11,959 |
Income taxes paid during the year | $ 29,418 | $ 12,002 | $ 16,869 |
Business and Summary of Signifi
Business and Summary of Significant Accounting Policies | 12 Months Ended |
Jun. 30, 2022 | |
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 a leading hybrid distributor connecting devices to the cloud and accelerating growth for partners across hardware, Software as a Service ("SaaS"), connectivity and cloud. The Company brings technology solutions and services from the world's leading suppliers of mobility and barcode, point-of-sale ("POS"), payments, physical security, unified communications and collaboration, telecom and cloud services to market. The Company operates in the United States, Canada, Brazil and the UK. The Company's two operating segments, Specialty Technology Solutions and Modern Communications & Cloud, are based on technology. Segment Changes The Company has moved all of its communications and collaboration business to the Modern Communications & Cloud segment. This technology alignment better represents the operating and financial performance information provided to the Company's chief operating decision maker. The Company has reclassified certain prior-year amounts in the segment results to conform with current year presentation. These reclassifications had no effect on the condensed consolidated financial results. See Note 17 - Segment Information for descriptions of the Company's segments. Basis of Presentation The consolidated financial statements include the accounts of the Company and its wholly-owned subsidiaries. All inter-company accounts and transactions have been eliminated. Unless otherwise indicated, amounts provided in these Notes pertain to continuing operations only. Related Party Transactions A related party is generally defined as (i) any person that holds 10% or more of the Company’s securities and their immediate families, (ii) the Company’s management, (iii) someone that directly or indirectly controls, is controlled by or is under common control with the Company or (iv) anyone who can significantly influence the financial and operating decisions of the Company. A transaction is considered to be a related party transaction when there is a transfer of resources or obligations between related parties. There were no material related party transactions for the fiscal years ended June 30, 2022, 2021 and 2020. Use of Estimates The preparation of financial statements in conformity with US GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. On an ongoing basis, management evaluates its estimates, including those related to the allowance for uncollectible accounts receivable, asset impairments, inventory reserves, purchase price allocations, goodwill and intangibles and supplier incentives. Management bases its estimates on assumptions that management believes to be reasonable under the circumstances, the results of which form a basis for making judgments about the carrying value of assets and liabilities that are not readily available from other sources. Actual results may differ from these estimates under different assumptions or conditions; however, management believes that its estimates, including those for the above-described items, are reasonable and that the actual results will not vary significantly from the estimated amounts. The following accounting policies relate to the more significant judgments and estimates used in the preparation of the Consolidated Financial Statements: (a) Allowances for Trade and Notes Receivable The Company maintains an allowance for uncollectible accounts receivable for estimated losses resulting from customers’ failure to make payments on accounts receivable due to the Company. Management determines the estimate of the allowance for uncollectible accounts receivable by considering a number of factors, including: (i) historical experience, (ii) aging of the accounts receivable, (iii) specific information obtained by the Company on the financial condition and the current creditworthiness of its customers, (iv) the current economic and country-specific environment and (v) reasonable and supportable forecasts about collectability. If the financial condition of the Company’s customers were to deteriorate and reduce the ability of the Company’s customers to make payments on their accounts, the Company may be required to increase its allowance by recording additional bad debt expense. Likewise, should the financial condition of the Company’s customers improve and result in payments or settlements of previously reserved amounts, the Company may be required to record a reduction in bad debt expense to reverse the recorded allowance. (b) Inventory Reserves Management determines the inventory reserves required to reduce inventories to the lower of cost or net realizable value based principally on the effects of technological changes, quantities of goods on hand, length of time on hand and other factors. Net realizable value is determined based on continual inquiries of suppliers who are able to provide credible knowledge of the salability and value of the products. An estimate is made of the net realizable value, less cost to dispose, of products whose value is determined to be impaired. If these products are ultimately sold at less than estimated amounts, additional reserves may be required. The estimates used to calculate these reserves are applied consistently. The adjustments are recorded in the period in which the loss of utility of the inventory occurs, which establishes a new cost basis for the inventory. This new cost basis is maintained until the reserved inventory is disposed of, returned to the supplier or sold. To the extent that specifically reserved inventory is sold, cost of goods sold is expensed for the new cost basis of the inventory sold. (c) Purchase Price Allocations The Company accounts for business combinations in accordance with the Financial Accounting Standards Board ("FASB") Accounting Standards Codification ("ASC") 805, Business Combinations . For each acquisition, the Company allocates the purchase price to assets acquired, liabilities assumed and goodwill and intangibles. The Company recognizes assets and liabilities acquired at their estimated fair values. Management uses judgment to (i) identify the acquired assets and liabilities assumed, (ii) estimate the fair value of these assets, (iii) estimate the useful life of the assets and (iv) assess the appropriate method for recognizing depreciation or amortization expense over the assets' useful life. See Note 7 - Acquisitions for further discussion of the Company's business combinations. (d) Goodwill and Intangible Asset Fair Value The Company estimates the fair value of its goodwill reporting units, as well as its finite lived intangible assets primarily based on the income approach utilizing the discounted cash flow method. The Company also utilizes fair value estimates derived from the market approach utilizing the public company market multiple method to validate the results of the discounted cash flow method for fair value of goodwill, which requires it to make assumptions about the applicability of those multiples to its reporting units. The discounted cash flow method requires the Company to estimate future cash flows, using key assumptions such as the weighted average cost of capital, revenue growth rates, projected gross margin and operating margin percentage growth, expected working capital changes and a related cash flow impact from working capital changes, and then discount those amounts at an appropriate discount rate to present value. (e) Supplier Incentives The Company receives incentives from suppliers as achievement-based supplier rebates that require management to make certain estimates about the amount of supplier consideration that will be received. Achievement-based supplier rebates are earned by achieving certain sales or purchase targets on a periodic basis. The Company determines whether, among other items, all qualifying sales and purchases are considered in calculating the rebates and cash receipts or credit memos received are appropriately applied. The determination of achievement-based rebates requires management to make assumptions about future purchases and sales. Estimates are based on the terms of the incentive program and historical experiences. 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 $18.0 million and $14.3 million are classified as accounts payable as of June 30, 2022 and 2021, respectively. The Company maintains its cash with various financial institutions globally that are monitored regularly for credit quality, although it may hold amounts in excess of Federal Deposit Insurance Corporation or other insured limits. Cash and cash equivalents held outside of the United States for continuing operations totaled $35.0 million and $52.1 million as of June 30, 2022 and 2021, respectively. Concentration of Credit Risk The Company sells to a large base of customers throughout the United States, Canada, Brazil and the UK. The Company performs ongoing credit evaluations of its customers’ financial condition. In certain cases, the Company will accept tangible assets as collateral to increase the trade credit of its customers. Sales to any one customer were less than 10% of the Company’s net sales for fiscal years 2022, 2021 and 2020. In the event that the Company does not collect payment on accounts receivable within the established trade terms for certain customers, the Company may establish arrangements for longer-term financing. The Company accounts for these arrangements by recording them at their historical cost less specific allowances at balance sheet dates. Interest income is recognized in the period earned and is recorded as interest income in the Consolidated Income Statement. Derivative Financial Instruments The Company uses derivative instruments to manage certain exposures related to fluctuations in foreign currency exchange rates and changes in interest rates in connection with borrowing activities. The Company records all derivative instruments as either assets or liabilities in the Consolidated Balance Sheet at fair value. The Company does not use derivative financial instruments for trading or speculative purposes. The Company’s exposure to changes in foreign currency exchange rates results from foreign currency denominated assets and liabilities, purchasing and selling internationally in several foreign currencies and from intercompany loans with foreign subsidiaries. The Company’s objective is to preserve the economic value of non-functional currency denominated cash flows. The Company's foreign currencies are denominated primarily in Brazilian reais, British pounds and Canadian dollars. The Company may reduce its exposure to fluctuations in foreign exchange rates by creating offsetting positions through the use of derivative financial instruments. The market risk related to the foreign exchange agreements is offset by changes in the valuation of the underlying items. These contracts are generally for a duration of 90 days or less. The Company has elected not to designate its foreign currency contracts as hedging instruments. They are, therefore, marked-to-market with changes in their fair value recorded in the Consolidated Income Statement each period. Derivative financial instruments related to foreign currency exposure are accounted for on an accrual basis with gains or losses on these contracts recorded in income in the period in which their value changes, with the offsetting entry for unsettled positions reflected in either other assets or other liabilities. 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 an interest rate swap agreement and has designated this instrument as a hedge of the cash flows on certain variable rate debt. To the extent the derivative instrument was effective in offsetting the variability of the hedged cash flows, changes in the fair value of the derivative instrument were not included in current earnings, but were reported as other comprehensive income (loss). There was no ineffective portion recorded as an adjustment to earnings for the years ended June 30, 2022, 2021 and 2020. Investments The Company has investments that are held in a grantor trust formed by the Company related to the ScanSource, Inc. Nonqualified Deferred Compensation Plan and founder’s Supplemental Executive Retirement Plan. The Company has classified these investments as trading securities, and they are recorded at fair value with unrealized gains and losses included in the accompanying Consolidated Income Statements. The Company’s obligations under this deferred compensation plan change in concert with the performance of the investments along with contributions to and withdrawals from the plan. The fair value of these investments and the corresponding deferred compensation obligation was $25.2 million and $31.2 million as of June 30, 2022 and June 30, 2021, respectively. These investments are classified as either prepaid expenses and current assets or other non-current assets in the Consolidated Balance Sheets depending on the timing of planned disbursements. The deferred compensation obligation is classified either within accrued expenses and other current liabilities or other long-term liabilities as well. The amounts of these investments classified as current assets with corresponding current liabilities were $2.6 million and $4.9 million at June 30, 2022 and June 30, 2021, respectively. Inventories Inventories (consisting entirely of finished goods) are stated at the lower of cost (first-in, first-out method) or net realizable value. Supplier Programs The Company receives incentives from suppliers related to cooperative advertising allowances, volume rebates and other incentive programs. These incentives are generally under quarterly, semi-annual or annual agreements with the suppliers. Some of these incentives are negotiated on an ad hoc basis to support specific programs mutually developed between the Company and the supplier. Suppliers generally require that the Company use the suppliers' cooperative advertising allowances for advertising or other marketing programs. Incentives received from suppliers for specifically identified incremental cooperative advertising programs are recorded as adjustments to net sales. ASC 606, Revenue from Contracts with Customers addresses accounting for consideration payable to a customer, which the Company interprets and applies as the customer (i.e., the Company) receiving advertising funds from a supplier. The portion of these supplier funds in excess of our costs are reflected as a reduction of inventory. Such funds are recognized as a reduction of the cost of goods sold when the related inventory is sold. The Company records unrestricted volume rebates received as a reduction of inventory and reduces the cost of goods sold when the related inventory is sold. Amounts received or receivables from suppliers that are not yet earned are deferred in the Consolidated Balance Sheets. Supplier receivables are generally collected through reductions to accounts payable authorized by the supplier. In addition, the Company may receive early payment discounts from certain suppliers. The Company records early payment discounts received as a reduction of inventory, thereby resulting in a reduction of cost of goods sold when the related inventory is sold. Management makes certain estimates of the amounts of supplier consideration that will be received. Estimates are based on the terms of the incentive program and historical experiences. Actual recognition of the supplier consideration may vary from management estimates. Supplier Concentration The Company sells products from many suppliers; however, sales of products supplied by Cisco and Zebra each constituted more than 10% of the Company's net sales for the years ended June 30, 2022, 2021 and 2020. Product Warranty The Company’s suppliers generally provide a warranty on the products provided by the Company and allow the Company to return defective products, including those that have been returned to the Company by its customers. In three of its product lines, the Company offers a self-branded warranty program, in which management has determined that the Company is the primary obligor. The Company purchases contracts from unrelated third parties, generally the original equipment manufacturers, to fulfill any obligation to service or replace defective product claimed on these warranty programs. As a result, the Company has not recorded a provision for estimated service warranty costs. To maintain customer relations, the Company facilitates returns of defective products from the Company's customers by accepting for exchange, with the Company's prior approval, most defective products within 30 days of invoicing. Property and Equipment Property and equipment are recorded at cost. Depreciation is computed using the straight-line method over estimated useful lives of 3 to 10 years for furniture, equipment and computer software, 25 to 40 years for buildings and 15 years for building improvements. Leasehold improvements are amortized over the shorter of the lease term or the estimated useful life. Maintenance, repairs and minor renewals are charged to expense as incurred. Additions, major renewals and betterments to property and equipment are capitalized. Capitalized Software The Company accounts for capitalized software in accordance with ASC 350-40, Computer Software Developed for Internal Use, which provides guidance for computer software developed or obtained for internal use. The Company is required to continually evaluate the stage of the implementation process to determine whether or not costs are expensed or capitalized. Costs incurred during the preliminary project phase or planning and research phase are expensed as incurred. Costs incurred during the development phase, such as material and direct services costs, compensation costs of employees associated with the development and interest cost, are capitalized as incurred. Costs incurred during the post-implementation or operation phase, such as training and maintenance costs, are expensed as incurred. In addition, costs incurred to modify existing software that result in additional functionality are capitalized as incurred. Goodwill The Company accounts for recorded goodwill in accordance with ASC 350, Goodwill and Other Intangible Assets , which requires that goodwill be reviewed annually for impairment or more frequently if impairment indicators exist. Goodwill testing utilizes an impairment analysis, whereby the Company compares the carrying value of each identified reporting unit to its fair value. The Company's goodwill reporting units align directly with its operating segments, Specialty Technology Solutions and Modern Communications & Cloud. The fair values of the reporting units are estimated using the net present value of discounted cash flows generated by each reporting unit. Considerable judgment is necessary in estimating future cash flows, discount rates and other factors affecting the estimated fair value of the reporting units, including operating and macroeconomic factors. Historical financial information, internal plans and projections and industry information are used in making such estimates. Under Accounting Standards Update ("ASU") 2017-04, if fair value of goodwill is determined to be less than carrying value, an impairment loss is recognized for the amount of the carrying value that exceeds the amount of the reporting units' fair value, not to exceed the total amount of goodwill allocated to the reporting unit. Additionally, the Company would consider income tax effects from any tax deductible goodwill on the carrying amount of the reporting unit when measuring the goodwill impairment loss, if applicable. The Company also assesses the recoverability of goodwill if facts and circumstances indicate goodwill may be impaired. In its most recent annual test, the Company estimated the fair value of its reporting units primarily based on the income approach utilizing the discounted cash flow method. The Company also corroborated the fair value estimates derived from the income approach by considering the implied market multiples of comparable transactions and companies. The discounted cash flow method required the Company to estimate future cash flows and discount those amounts to present value. The key assumptions utilized in determining fair value included: • Industry weighted-average cost of capital ("WACC"): The Company utilized a WACC relative to each reporting unit's respective geography and industry as the discount rate for estimated future cash flows. The WACC is intended to represent a rate of return that would be expected by a market participant in each respective geography. • Operating income: The Company utilized historical and expected revenue growth rates, gross margins and operating expense percentages, as well as the expected impact of COVID-19 and the Company's annualized expense reduction plan, which varied based on the projections of each reporting unit being evaluated. • Cash flows from working capital changes: The Company utilized a projected cash flow impact pertaining to depreciation, capital expenditures and expected changes in working capital as each of its goodwill reporting units grow. No goodwill impairment charges were recognized for the fiscal years ended June 30, 2022 and 2021 . Goodwill impairment charges totaled $119.0 million for the fiscal year ended June 30, 2020 and are included in the impairment charges line item in the Consolidated Income Statements . See Note 8 - Goodwill and Other Identifiable Intangible Assets for more information regarding goodwill and the results of our testing. Intangible Assets Intangible assets consist of customer relationships, trade names, distributor agreements, supplier partner programs, developed technology, non-compete agreements and an encryption key library. Customer relationships, trade names, supplier partner programs, developed technology and the encryption key library are amortized using the straight-line method over their estimated useful lives, which range from 3 to 19 years. Non-compete agreements are amortized over their contract life. These assets are shown in detail in Note 8 - Goodwill and Other Identifiable Intangible Assets. Impairment of Long-Lived Assets The Company reviews its long-lived assets for impairment whenever events or changes in circumstances indicate that the carrying amount of the asset or asset group may not be recoverable. Tests for recoverability of a long-lived asset to be held and used are measured by comparing the carrying amount of the long-lived asset to the sum of the estimated future undiscounted cash flows expected to be generated by the asset. In estimating the future undiscounted cash flows, the Company uses projections of cash flows directly associated with, and which are expected to arise as a direct result of, the use and eventual disposition of the assets. If it is determined that a long-lived asset is not recoverable, an impairment loss would be calculated equal to the excess of the carrying amount of the long-lived asset over its fair value . No intangible asset or other long-lived asset impairment charges were recognized for the fiscal years ended June 30, 2022 and 2021. Intangible asset impairment charges totaled $1.4 million for our continuing operations for the fiscal year ended June 30, 2020 and are included in the impairment charges line item in the Consolidated Income Statements . See Note 8 - Goodwill and Other Identifiable Intangible Assets for more information regarding intangible asset impairment charges. Fair Value of Financial Instruments The fair value of financial instruments is the amount at which the instrument could be exchanged in a current transaction between willing parties. The carrying values of financial instruments such as accounts receivable, accounts payable, accrued liabilities, borrowings under the revolving credit facility and subsidiary lines of credit approximate fair value based upon either short maturities or variable interest rates of these instruments. For additional information related to the fair value of derivatives, please see Note 11 - Fair Value of Financial Instruments . Liability for Contingent Consideration In addition to the initial cash consideration paid to former shareholders of Intelisys, the Company agreed to make additional earnout payments based on future results through a specified date based on a multiple of the subsidiary’s pro forma earnings as defined in the respective purchase agreements. The Company paid the final earnout payment to the former shareholders of Intelisys during fiscal year 2021. Contingencies The Company accrues for contingent obligations, including estimated legal costs, when it is probable that a liability is incurred and the amount is reasonably estimable. As facts concerning contingencies become known, management reassesses its position and makes appropriate adjustments to the financial statements. Estimates that are particularly sensitive to future changes include tax, legal and other regulatory matters, which are subject to change as events evolve and as additional information becomes available during the administrative and litigation process. Revenue Recognition The Company accounts for revenue in accordance with ASC 606, Revenue from Contracts with Customers . 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 a Company warehouse, (ii) drop-shipment directly from the supplier, or (iii) electronic delivery for software licenses. For more detailed disclosures on the Company's revenue recognition policies, see Note 3 - Revenue Recognition . Advertising Costs The Company defers advertising-related costs until the advertising is first run in trade or other publications or, in the case of brochures, until the brochures are printed and available for distribution or posted online. Advertising costs, net of supplier reimbursement, are included in selling, general and administrative expenses and were not significant in any of the three fiscal years ended June 30, 2022, 2021 and 2020. Deferred advertising costs for each of these three fiscal years were also not significant. Foreign Currency The currency effects of translating the financial statements of the Company’s foreign entities that operate in their local currency are included in the cumulative currency translation adjustment component of accumulated other comprehensive income or loss. The Company's functional currencies include U.S. dollars, Brazilian reais, British pounds, euros and Canadian dollars. The assets and liabilities of these foreign entities are translated into U.S. dollars using the exchange rate at the end of the respective period. Sales, costs and expenses are translated at average exchange rates effective during the respective period. Foreign currency transactional and re-measurement gains and losses are included in other expense (income) in the Consolidated Income Statements. Such amounts are not significant to any of the periods presented. Income Taxes Income taxes are accounted for under the asset and liability method. Deferred income taxes reflect tax consequences on future years of differences between the tax bases of assets and liabilities and their financial reporting amounts. In accordance with ASC 740, Accounting for Income Taxes, valuation allowances are provided against deferred tax assets when it is more likely than not that an asset will not be realized . Additionally, the Company maintains reserves for uncertain tax provisions. See Note 14 - Income Taxes for further discussion. Share-Based Payments The Company accounts for share-based compensation using the provisions of ASC 718, Accounting for Stock Compensation , which requires the recognition of the fair value of share-based compensation. Furthermore, the Company adopted ASU 2016-09, which simplified several aspects of the accounting for share-based compensation, including income tax effects, forfeitures, statutory withholding requirements and cash flow statement classifications. Share-based compensation is estimated at the grant date based on the fair value of the awards. Since this compensation cost is based on awards ultimately expected to vest, it has been reduced for estimated forfeitures. ASU 2016-09 allows companies to elect an accounting policy to estimate the total number of awards for which the requisite service period will not be rendered or to account for forfeitures when they occur. The Company estimates the total number of awards expected to be forfeited at the time of grant and revise such estimates, if necessary, in subsequent periods if actual forfeitures differ. The Company has elected to expense grants of awards with graded vesting on a straight-line basis over the requisite service period for each separately vesting portion of the award. Common stock repurchases Repurchases of common stock are accounted for at cost, which includes brokerage fees, and are included as a component of shareholder's equity on the Consolidated Balance Sheets. Comprehensive Income ASC 220, Comprehensive Income , defines comprehensive income as the change in equity (net assets) of a business enterprise during a period from transactions and other events and circumstances from non-owner sources. The components of comprehensive income for the Company include net income, unrealized gains or losses on hedged transactions, net of tax and foreign currency translation adjustments arising from the consolidation of the Company’s foreign subsidiaries. Recent Accounting Pronouncements In February 2016, the FASB issued ASU 2016-02, Leases (ASC 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 are 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 is 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. This ASU was effective for the Company beginning in the first quarter of fiscal 2020. Entities are required to use the modified retrospective approach of adoption, with the option of applying the requirements of the standard either (1) retrospectively to each prior comparative reporting pe |
Trade Accounts and Notes Receiv
Trade Accounts and Notes Receivable, Net | 12 Months Ended |
Jun. 30, 2022 | |
Receivables [Abstract] | |
Trade Accounts and Notes Receivable, Net | Trade Accounts and Notes Receivable, Net The Company maintains an allowance for doubtful accounts receivable for estimated future expected credit losses resulting from customers’ failure to make payments on accounts receivable due to the Company. The Company has notes receivable with certain customers, which are included in “Accounts receivable, less allowance” in the Condensed Consolidated Balance Sheets. Management determines the estimate of the allowance for doubtful accounts receivable by considering a number of factors, including: (i) historical experience, (ii) aging of the accounts receivable, (iii) specific information obtained by the Company on the financial condition and the current creditworthiness of its customers, (iv) the current economic and country-specific environment and (v) reasonable and supportable forecasts about collectability. Expected credit losses are estimated on a pool basis when similar risk characteristics exist using an age-based reserve model. Receivables that do not share risk characteristics are evaluated on an individual basis. Estimates of expected credit losses on trade receivables are recorded at inception and adjusted over the contractual life. The changes in the allowance for doubtful accounts for the fiscal years ended June 30, 2022, 2021 and 2020 are set forth in the tables below. Description Balance at Amounts Write-offs Other (1) Balance at (in thousands) Allowance for bad debt: Year ended June 30, 2020 $ 27,521 1,621 (5,176) (2,060) $ 21,906 Trade and current note receivable allowance $ 21,906 Year ended June 30, 2021 $ 21,906 338 (4,556) 1,653 $ 19,341 Trade and current note receivable allowance $ 19,341 Year ended June 30, 2022 $ 19,341 1,514 (1,751) (2,298) $ 16,806 Trade and current note receivable allowance $ 16,806 (1) "Other" amounts include recoveries and the effect of foreign currency fluctuations for the fiscal years ended June 30, 2022, 2021 and 2020, respectively. |
Revenue Recognition
Revenue Recognition | 12 Months Ended |
Jun. 30, 2022 | |
Revenue from Contract with Customer [Abstract] | |
Revenue Recognition | Revenue Recognition The Company provides technology solutions and services from the world's leading suppliers of mobility, barcode, POS, payments, physical security, unified communications, collaboration, telecom and cloud services. This includes hardware, related accessories and device configuration as well as software licenses, professional services and hardware support programs. Significant Judgments: Principal versus Agent Considerations The Company is the principal for sales of hardware, and certain software services. The Company considers itself the principal in those transactions where it has control of the product or service before it is transferred to the customer. The Company recognizes the principal-associated 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. Because the Company acts as an agent, revenue is recognized net of cost at the time of sale. The Intelisys business operates under an agency model. Variable Considerations For certain transactions, products are sold with a right of return, and the Company may also provide other rebates or incentives, which are accounted for as variable consideration. The Company estimates the amount of variable consideration for rebates and incentives by using the expected value 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. The Company estimates returns allowance based on historical experience and reduces revenue accordingly. 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. • Sales tax and other related taxes - Sales and other tax amounts collected from customers for remittance to governmental authorities are excluded from revenue. Disaggregation of Revenue The following tables represent the Company's disaggregation of revenue: Fiscal year ended June 30, 2022 Specialty Technology Solutions Modern Communications & Cloud Total Revenue by product/service type: (in thousands) Hardware, software and cloud (excluding Intelisys) $ 2,082,321 $ 1,373,342 $ 3,455,663 Intelisys connectivity and cloud — 74,272 74,272 $ 2,082,321 $ 1,447,614 $ 3,529,935 Fiscal year ended June 30, 2021 Specialty Technology Solutions Modern Communications & Cloud Total Revenue by product/service type: (in thousands) Hardware, software and cloud (excluding Intelisys) $ 1,815,933 $ 1,269,930 $ 3,085,863 Intelisys connectivity and cloud — 64,943 64,943 $ 1,815,933 $ 1,334,873 $ 3,150,806 Fiscal year ended June 30, 2020 Specialty Technology Solutions Modern Communications & Cloud Total Revenue by product/service type: (in thousands) Hardware, software and cloud (excluding Intelisys) $ 1,580,441 $ 1,409,872 $ 2,990,313 Intelisys connectivity and cloud — 57,421 57,421 $ 1,580,441 $ 1,467,293 $ 3,047,734 |
Earnings per Share
Earnings per Share | 12 Months Ended |
Jun. 30, 2022 | |
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. Fiscal year ended June 30, 2022 2021 2020 (in thousands, except per share data) Numerator: Net income (loss) from continuing operations $ 88,698 $ 45,389 $ (79,227) Net income (loss) from discontinued operations 100 (34,594) (113,427) Net income (loss) $ 88,798 $ 10,795 $ (192,654) Denominator: Weighted-average shares, basic 25,504 25,423 25,378 Dilutive effect of share-based payments 254 95 — Weighted-average shares, diluted (1) 25,758 25,518 25,378 Net income (loss) from continuing operations per common share, basic $ 3.48 $ 1.79 $ (3.12) Net loss from discontinued operations per common share, basic — (1.36) (4.47) Net income (loss) per common share, basic $ 3.48 $ 0.42 $ (7.59) Net income (loss) from continuing operations per common share, diluted $ 3.44 $ 1.78 $ (3.12) Net loss from discontinued operations per common share, diluted — (1.36) (4.47) Net income (loss) per common share, diluted $ 3.45 $ 0.42 $ (7.59) (1) The Company calculates weighted average shares of common stock in accordance with ASC 260, Earnings per Share . The Company's diluted weighted average shares for the year ended June 30, 2020 are the same as basic weighted average shares due to net loss from continuing operations. For the years ended June 30, 2022, 2021 and 2020, weighted-average shares outstanding excluded from the computation of diluted earnings per share because their effect would have been antidilutive were 926,286, 1,297,214 and 1,040,226, respectively. |
Property and Equipment
Property and Equipment | 12 Months Ended |
Jun. 30, 2022 | |
Property, Plant and Equipment [Abstract] | |
Property and Equipment | Property and Equipment Property and equipment is comprised of the following: June 30, 2022 2021 (in thousands) Land $ 2,999 $ 3,319 Buildings and leasehold improvements 19,838 20,947 Computer software and equipment 72,289 74,432 Furniture, fixtures and equipment 15,223 15,359 Construction in progress 209 123 Rental equipment 9,539 9,379 120,097 123,559 Less accumulated depreciation (82,620) (80,723) $ 37,477 $ 42,836 Depreciation expense recorded as selling, general and administrative costs in the accompanying Consolidated Income Statements was $11.1 million, $12.5 million and $13.0 million for the fiscal years ended June 30, 2022, 2021 and 2020, respectively. Depreciation expense recorded as cost of goods sold in the accompanying Consolidated Income Statements was $1.0 million, $1.5 million and $2.3 million for the fiscal years ended June 30, 2022, 2021 and 2020, respectively. |
Other Assets and Liabilities, C
Other Assets and Liabilities, Current and Noncurrent | 12 Months Ended |
Jun. 30, 2022 | |
Other Assets And Liabilities [Abstract] | |
Other Assets and Liabilities, Current and Noncurrent | Other Assets and Liabilities, Current and Noncurrent The table below details prepaid expenses and other current assets. June 30, 2022 2021 (in thousands) Other receivables $ 70,105 $ 73,113 Prepaid expense 51,013 23,641 Other taxes receivable 5,177 9,473 Other current assets 15,267 11,633 $ 141,562 $ 117,860 The table below details accrued expenses and other current liabilities. June 30, 2022 2021 (in thousands) Deferred warranty revenue $ 9,640 $ 9,752 Accrued compensation 25,180 27,340 Other taxes payable 10,852 15,183 Accrued marketing expense 7,697 5,536 Accrued freight 3,421 3,528 Short-term operating lease liability 4,499 4,284 Other accrued liabilities 27,166 22,167 $ 88,455 $ 87,790 The table below details other long-term liabilities. June 30, 2022 2021 (in thousands) Long-term deferred warranty revenue $ 4,706 $ 2,958 Long-term deferred compensation liability 22,558 26,229 Interest rate swap — 6,280 Long-term income taxes payable 5,269 5,971 Long-term operating lease liability 13,085 16,550 Other long-term liabilities 8,302 10,281 $ 53,920 $ 68,269 |
Acquisitions
Acquisitions | 12 Months Ended |
Jun. 30, 2022 | |
Business Combination and Asset Acquisition [Abstract] | |
Acquisitions | Acquisitions intY On July 1, 2019, the Company acquired all of the outstanding shares of intY and its CASCADE cloud services distribution platform. The purchase price of this acquisition, net of cash acquired, was approximately $48.9 million. The purchase price was allocated to the assets acquired and liabilities assumed based on their estimated fair values on the transaction date. Intangible assets acquired include trade names, customer relationships, and developed technology. Goodwill recognized on this acquisition is not deductible for tax purposes. See Note 8 - Goodwill and Other Identifiable Intangible Assets for the amounts of goodwill and intangible assets recog nized in connection with this acquisition. The impact of this acquisition was not material to the consolidated financial statements. The Company recognized $0.3 million for the fiscal year ended June 30, 2020 in acquisition-related costs included in selling, general and administrative expenses on the Condensed Consolidated Income Statements in connection with this acquisition. This acquisition is included in the Modern Communications & Cloud segment. |
Goodwill and Other Identifiable
Goodwill and Other Identifiable Intangible Assets | 12 Months Ended |
Jun. 30, 2022 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and Other Identifiable Intangible Assets | Goodwill and Other Identifiable Intangible Assets In accordance with ASC 350, Intangibles - Goodwill and Other Intangible Assets , the Company performs its annual goodwill impairment test during the fourth quarter of each fiscal year, or whenever indicators of impairment are present. The reporting units utilized for goodwill impairment tests align directly with our operating segments, Specialty Technology Solutions and Modern Communications & Cloud. The testing includes the determination of each reporting unit's fair value using a discounted cash flows model compared to each reporting unit's carrying value. Key assumptions used in determining fair value include projected growth and operating margin, working capital requirements and discount rates. During fiscal years ended June 30, 2022 and 2021, no impairment charges related to goodwill were recorded. For the fiscal year ended June 30, 2020, the Company's projected growth and operating margins were impacted by the worldwide economic hardships created by COVID-19 and as such recognized a goodwill impairment charge of $119.0 million, which is recorded to the impairment charges line item in the Consolidated Income Statements. Changes in the carrying amount of goodwill for the years ended June 30, 2022 and 2021, by reportable segment, are set forth in the table below. Specialty Technology Solutions Modern Communications & Cloud Total (in thousands) Balance at June 30, 2020 $ 16,370 $ 197,918 $ 214,288 Unrealized gain on foreign currency translation — 4,589 4,589 Balance at June 30, 2021 $ 16,370 $ 202,507 $ 218,877 Unrealized loss on foreign currency translation — (4,442) (4,442) Balance at June 30, 2022 $ 16,370 $ 198,065 $ 214,435 The following table shows the Company’s identifiable intangible assets as of June 30, 2022 and 2021, respectively. June 30, 2022 June 30, 2021 Gross Accumulated Net Gross Accumulated Net (in thousands) Amortized intangible assets: Customer relationships $ 137,366 $ 79,147 $ 58,219 $ 139,262 $ 68,716 $ 70,546 Trade names 19,480 12,469 7,011 19,750 10,102 9,648 Non-compete agreements 2,410 2,396 14 2,410 2,271 139 Supplier partner program 4,085 2,051 2,034 4,085 1,621 2,464 Encryption key library 19,900 12,230 7,670 19,900 9,743 10,157 Developed technology 13,865 4,386 9,479 15,165 3,259 11,906 Total intangibles $ 197,106 $ 112,679 $ 84,427 $ 200,572 $ 95,712 $ 104,860 During fiscal year 2020, the Company recorded $1.4 million in impairment charges in customer relationships, trade names and non-compete agreements related to the acquisition of Canpango. This charge is included in the impairment charges line item in the Consolidated Income Statements. No impairment charges were recognized in fiscal years ended June 30, 2022 and 2021. The weighted-average amortization period for all intangible assets was approximately 10 years for the fiscal years ended June 30, 2022, 2021 and 2020. Amortization expense for continuing operations for the years ended June 30, 2022, 2021 and 2020 was $17.9 million, $19.5 million and $20.0 million, respectively, all of which relates to selling, general and administrative costs, not the cost of selling goods, and has been presented as such in the accompanying Consolidated Income Statements. Estimated future amortization expense is as follows: Amortization (in thousands) Year Ended June 30, 2023 $ 16,746 2024 16,642 2025 16,642 2026 12,775 2027 6,602 Thereafter 15,020 Total $ 84,427 |
Short Term Borrowings and Long
Short Term Borrowings and Long Term Debt | 12 Months Ended |
Jun. 30, 2022 | |
Debt Disclosure [Abstract] | |
Short-Term Borrowings and Long-Term Debt | Short Term Borrowings and Long Term Debt The following table shows the Company’s short-term and long-term debt as of June 30, 2022 and 2021, respectively. June 30, 2022 2021 (in thousands) Current portion of long-term debt $ 11,598 $ 7,843 Mississippi revenue bond, net of current portion 3,733 4,081 Senior secured term loan facility, net of current portion 120,000 131,250 Borrowings under revolving credit facility 135,839 — Total debt $ 271,170 $ 143,174 Credit Facility The Company has a multi-currency senior secured credit facility with JPMorgan Chase Bank N.A., as administrative agent, and a syndicate of banks. On April 30, 2019, the Company amended this credit facility to expand the borrowing capacity and extend its maturity to April 30, 2024. On December 23, 2021, the Company entered into an amendment to the Amended Credit Agreement which, among other things, replaced LIBOR as the benchmark rate for non-U.S. Dollar loans and provided for an interpolated rate for 7-day LIBOR for U.S. Dollar loans. The Amended Credit Agreement includes (i) a five-year $350 million multi-currency senior secured revolving credit facility and (ii) a five-year $150 million senior secured term loan facility. Pursuant to an “accordion feature,” the Company may increase its borrowings up to an additional $250 million for a total of up to $750 million, subject to obtaining additional credit commitments from the lenders participating in the increase. The Amended Credit Agreement allows for the issuance of up to $50 million for letters of credit, subject to obtaining additional credit commitments from the lenders participating in the increase. Borrowings under the Amended Credit Agreement are secured 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. Under the terms of the revolving credit facility, the payment of cash dividends is restricted. 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 LIBOR or alternate base rate depending upon the Company's net leverage ratio, calculated as total debt less up to $15 million of unrestricted domestic cash ("Credit Facility Net Debt") to trailing four-quarter adjusted earnings before interest expense, taxes, depreciation and amortization ("Credit Facility EBITDA") (the "Leverage Ratio"). This spread ranges from 1.00% to 1.75% for LIBOR-based loans and 0.00% to 0.75% for alternate base rate loans. Additionally, the Company is charged commitment fees ranging from 0.15% to 0.30%, depending upon the Leverage Ratio, on non-utilized borrowing availability, excluding swingline loans. The Amended Credit Agreement provides for the substitution of a new interest rate benchmark upon the transition from LIBOR, subject to agreement between the Company and the administrative agent. The spread in effect as of June 30, 2022 was 1.25% for LIBOR-based loans and 0.25% for alternate base rate loans. The commitment fee rate in effect as of June 30, 2022 was 0.20%. The Amended Credit Agreement includes customary representations, warranties and affirmative and negative covenants, including financial covenants. Specifically, the Company’s Leverage Ratio must be less than or equal to 3.50 to 1.00 at all times. In addition, the Company’s Interest Coverage Ratio (as such term is defined in the Amended Credit Agreement) must be at least 3.00 to 1.00 as of the end of each fiscal quarter. In the event of a default, customary remedies are available to the lenders, including acceleration and increased interest rates. The Company was in compliance with all covenants under the Amended Credit Agreement as of June 30, 2022. The average daily balance on the revolving credit facility, excluding the term loan facility, was $69.0 million during the fiscal year ended June 30, 2022. Including borrowings for both continuing and discontinued operations, the average daily balance on the revolving credit facility was $54.6 million for the fiscal year ended June 30, 2021. There was $214.2 million and $350.0 million available for additional borrowings as of June 30, 2022 and 2021, respectively. There were no letters of credit issued under the multi-currency revolving credit facility as of June 30, 2022 and 2021. Mississippi Revenue Bond On August 1, 2007, the Company entered into an agreement with the State of Mississippi in order to provide financing for the acquisition and installation of certain equipment to be utilized at the Company’s Southaven, Mississippi facility through the issuance of an industrial development revenue bond. The bond matures on September 1, 2032 and accrues interest at a rate equal to 30-day LIBOR 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 5th anniversary of the agreement, requiring the Company to pay back the bonds at 100% of the principal amount outstanding. As of June 30, 2022, the Company was in compliance with all covenants under this bond. The interest rates at June 30, 2022 and 2021 were 1.97% and 0.94%, respectively. Scheduled maturities of the Company’s short-term borrowings, revolving credit facility from continuing operations and long-term debt at June 30, 2022 are as follows: Revolving Credit Facility Term Loan Facility Mississippi Bond (in thousands) Fiscal year: 2023 $ — $ 11,250 $ 348 2024 135,839 120,000 352 2025 — — 357 2026 — — 361 2027 — — 366 Thereafter — — 2,297 Total principal payments $ 135,839 $ 131,250 $ 4,081 Debt Issuance Costs As of June 30, 2022, net debt issuance costs associated with the credit facility and bonds totaled $0.8 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 | 12 Months Ended |
Jun. 30, 2022 | |
General Discussion of Derivative Instruments and Hedging Activities [Abstract] | |
Derivatives and Hedging Activities | Derivatives and Hedging ActivitiesThe Company’s results of operations could be materially impacted by significant changes in foreign currency exchange rates and interest rates. In an effort to manage the exposure to these risks, 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 consolidated balance sheet at fair value. Derivatives that are not designated as hedging instruments or the ineffective portions of cash flow hedges 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 and is exposed to market risk for changes in foreign currency exchange rates. The Company attempts to hedge transaction exposures with natural offsets to the fullest extent possible and once these opportunities have been exhausted the Company uses currency options and forward contracts or other hedging instruments with third parties. These contracts will periodically hedge the exchange of various currencies, including the U.S. dollar, Brazilian real, British pound, euro and Canadian dollar for continuing operations. S ee Note 1- Business and Summary of Significant Accounting Policies for more information regarding the Company's policy on derivative financial instruments. The Company had contracts outstanding with notional amounts of $34.5 million and $27.9 million for the exchange of foreign currencies as of June 30, 2022 and 2021, 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: Fiscal year ended June 30, 2022 2021 2020 (in thousands) Net foreign exchange derivative contract (gains) losses $ (304) $ 3,462 $ (3,975) Net foreign currency transactional and re-measurement losses (gains) 2,382 (2,617) 4,500 Net foreign currency losses $ 2,078 $ 845 $ 525 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 and expense. Foreign exchange gains and losses are generated as the result of fluctuations in the value of the U.S. dollar versus the Brazilian real and other currencies versus the U.S. dollar. Interest Rates – The Company’s earnings are also affected by changes in interest rates due to the impact those changes have on interest expense from floating rate debt instruments. The Company manages its exposure to changes in interest rates by using interest rate swaps to hedge this exposure and to achieve a desired proportion of fixed versus floating rate debt. The Company entered into an interest rate swap agreement, which was subsequently settled, and entered into a new amended agreement on April 30, 2019. The swap agreement has a notional amount of $100.0 million, with a $50.0 million tranche scheduled to mature on April 30, 2024 and a $50.0 million tranche scheduled to mature April 30, 2026. 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 fiscal years ended June 30, 2022 and 2021. The components of the cash flow hedge included in accumulated other comprehensive (loss) income, net of income taxes, in the Consolidated Statements of Shareholders’ Equity, are as follows: Fiscal Year Ended June 30, 2022 2021 2020 (in thousands) Net interest expense recognized as a result of interest rate swap $ 2,088 $ 2,250 $ 799 Unrealized gain (loss) in fair value of interest swap rates 5,748 731 (6,900) Net increase (decrease) in accumulated other comprehensive income (loss) 7,836 2,981 (6,101) Income tax effect (2,003) (732) 1,455 Net increase (decrease) in accumulated other comprehensive income, net of tax $ 5,833 $ 2,249 $ (4,646) The Company has the following derivative instruments for continuing operations located on the Consolidated Balance Sheets as of June 30, 2022, utilized for the risk management purposes detailed above: June 30, 2022 Balance Sheet Location Fair Value of Derivatives Fair Value of Derivatives (in thousands) Derivative assets: Interest rate swap agreement Other current assets $ 1,686 $ — Derivative liabilities: Foreign exchange contracts Accrued expenses and other current liabilities $ — $ 5 Foreign currency hedge Other current liabilities $ 93 $ — The Company has the following derivative instruments located on the Consolidated Balance Sheets as of June 30, 2021, utilized for the risk management purposes detailed above: June 30, 2021 Balance Sheet Location Fair Value of Derivatives Fair Value of Derivatives (in thousands) Derivative assets: Foreign currency hedge Other current assets $ 187 $ — Derivative liabilities: Foreign exchange contracts Accrued expenses and other current liabilities $ — $ 5 Interest rate swap agreement Other current liabilities $ 6,280 $ — |
Fair Value of Financial Instrum
Fair Value of Financial Instruments | 12 Months Ended |
Jun. 30, 2022 | |
Fair Value Disclosures [Abstract] | |
Fair Value of Financial Instruments | Fair Value of Financial InstrumentsAccounting 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 is required to classify certain assets and liabilities based on the fair value hierarchy, which groups 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 at fair value on a recurring basis include deferred compensation plan investments, forward foreign currency exchange contracts, foreign currency hedge agreements, interest rate swap agreements and contingent consideration owed to the previous owners of Intelisys. The carrying value of debt listed in Note 8 - Short-Term Borrowings and Long Term 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 June 30, 2022: Total Quoted Significant Significant (in thousands) Assets: Deferred compensation plan investments, current and non-current portion $ 25,178 $ 25,178 $ — $ — Interest rate swap agreement 1,686 — 1,686 — Total assets at fair value $ 26,864 $ 25,178 $ 1,686 $ — Liabilities: Deferred compensation plan investments, current and non-current portion $ 25,178 $ 25,178 $ — $ — Forward foreign currency exchange contracts 5 — 5 — Foreign currency hedge 93 — 93 — Total liabilities at fair value $ 25,276 $ 25,178 $ 98 $ — The following table presents assets and liabilities measured at fair value on a recurring basis as of June 30, 2021: Total Quoted Significant Significant (in thousands) Assets: Deferred compensation plan investments, current and non-current portion $ 31,168 $ 31,168 $ — $ — Foreign currency hedge 187 — 187 — Total assets at fair value $ 31,355 $ 31,168 $ 187 $ — Liabilities: Deferred compensation plan investments, current and non-current portion $ 31,168 $ 31,168 $ — $ — Forward foreign currency exchange contracts 5 — 5 — Interest rate swap agreement 6,280 — 6,280 — Total liabilities at fair value $ 37,453 $ 31,168 $ 6,285 $ — 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 or active employees. These investments are recorded to prepaid and other current assets or other non-current assets depending on their corresponding, anticipated distributions to recipients, which are reported in accrued expenses and other current liabilities or other long-term 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). 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 Consolidated Balance Sheet as prepaid expenses and other current assets or accrued expenses and other current liabilities, depending on the respective instruments' favorable or unfavorable positions. See Note 10 - Derivatives and Hedging Activities . The Company recorded contingent consideration liabilities at the acquisition date of Intelisys representing the amounts payable to former shareholders, as outlined under the terms of the purchase agreement, based upon the achievement of a projected earnings measure, net of specific pro forma adjustments. Intelisys is part of the Company's Modern Communications & Cloud segment. The fair value of the contingent considerations (Level 3) is determined using a form of a probability weighted discounted cash flow model. The table below provides a summary of the changes in fair value of the Company's contingent considerations for the Intelisys earnout, which is measured at fair value on a recurring basis using significant unobservable inputs (Level 3) for the fiscal year ended June 30, 2021. June 30, 2021 Modern Communications & Cloud (in thousands) Fair value at beginning of period $ 46,334 Payments (46,850) Change in fair value 516 Fair value at end of period $ — The fair values of amounts owed were recorded in the current portion of contingent consideration and the long-term portion of contingent consideration in the Company's Consolidated Balance Sheets. In accordance with ASC 805, the Company revalued the contingent consideration liability 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 Consolidated Income Statement that is included in the calculation of operating income. The fair value of the contingent consideration liability that was associated with future earnout payments was 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 market. |
Share-Based Compensation
Share-Based Compensation | 12 Months Ended |
Jun. 30, 2022 | |
Share-Based Payment Arrangement, Noncash Expense [Abstract] | |
Share-Based Compensation | Share-Based Compensation Share-Based Compensation Plans The Company has awards outstanding from two share-based compensation plans (the 2013 Long-Term Incentive Plan and the 2021 Long-Term Incentive Plan). The 2021 Long-Term Incentive Plan was approved at the annual meeting of the shareholders on January 27, 2022. The 2021 Plan permits the grant of any or all of the following types of awards to grantees: stock options, including non-qualified options and ISOs; SARs; restricted stock ("RSA"); deferred stock and restricted stock units ("RSU"); performance units ("PU") and performance shares; dividend equivalents; and other stock-based awards. Eligible grantees include employees, officers, non-employee consultants and non-employee directors of the Company and its affiliates. Awards are currently only being granted under the 2021 Long-Term Incentive Plan. As of June 30, 2022, there were 1,606,475 shares available for future grant under the 2021 Long-Term Incentive Plan. All of the Company’s share-based compensation plans are shareholder approved, and it is the Company’s belief that such awards align the interests of its employees and directors with those of its shareholders. An RSA is common stock that is subject to risk of forfeiture or other restrictions that lapse upon satisfaction of specified conditions. An RSU represents the right to receive shares of common stock in the future with the right to future delivery of the shares subject to risk of forfeiture or other restrictions that lapse upon satisfaction of specified conditions. A PU represents the right to receive shares of common stock in the future contingent on performance against predetermined objectives over a specified performance period. The Company accounts for its share-based compensation awards in accordance with ASC 718, Stock Compensation, which requires all share-based compensation to be recognized in the income statement based on fair value and applies to all awards granted, modified, canceled or repurchased after the effective date. Total share-based compensation included as a component of selling, general and administrative expenses in our Consolidated Income Statements was as follows: Fiscal Year Ended June 30, 2022 2021 2020 (in thousands) Share-based compensation related to: Equity classified stock options $ 1,848 $ 1,332 $ 508 Equity classified restricted stock 9,815 6,707 4,970 Total share-based compensation $ 11,663 $ 8,039 $ 5,478 Stock Options The Company did not grant stock options during the fiscal year ended June 30, 2022 or June 30, 2020. The Company granted stock options for 640,782 shares during the fiscal year ended June 30, 2021 that vest annually over 3 years and have a 10-year contractual life. These options were granted with an exercise price that is no less than 100% of the fair market value of the underlying shares on the date of the grant. The fair value of each option (for purposes of calculation of share-based compensation) was estimated on the date of grant using the Black-Scholes-Merton option pricing formula that uses assumptions determined at the date of grant. Use of this option pricing model requires the input of subjective assumptions. These assumptions include estimating the length of time employees will retain their vested stock options before exercising them ("expected term"), the estimated volatility of the Company's common stock price over the expected term ("expected volatility") and the number of options that will ultimately not complete their vesting requirements ("forfeitures"). Changes in the subjective assumptions can materially affect the estimate of the fair value of share-based compensation and, consequently, the related amount recognized in the Consolidated Income Statements. The Company used the following weighted-average assumptions for the options granted in fiscal year ended June 30, 2021: Fiscal Year Ended June 30, 2021 Expected term 5 years Expected volatility 42.78% Risk-free interest rate 0.36% Dividend yield 0.00% Weighted-average fair value per option $9.01 The weighted-average expected term of the options represents the period of time the options are expected to be outstanding based on historical trends and behaviors of certain groups and individuals receiving these awards. The expected volatility is predominantly based on the historical volatility of our common stock for a period approximating the expected term. The risk-free interest rate reflects the interest rate at grant date on zero-coupon United States governmental bonds that have a remaining life similar to the expected option term. The dividend yield assumption was based on the Company's dividend payment history and management's expectations of future dividend payments. A summary of activity under our stock option plans is presented below: Fiscal Year Ended June 30, 2022 Options Weighted- Weighted- Aggregate Outstanding, beginning of year 1,235,569 $ 31.84 Granted during the period — — Exercised during the period (78,126) 29.47 Canceled, forfeited, or expired during the period (34,344) 24.50 Outstanding, end of year 1,123,099 32.23 5.77 $ 3,343,205 Vested and expected to vest at June 30, 2022 1,119,804 32.26 5.76 $ 3,320,639 Exercisable, end of year 738,461 $ 35.92 4.40 $ — The aggregate intrinsic value was calculated using the market price of the Company's stock on June 30, 2022, and the exercise price for only those options that have an exercise price that is less than the market price of our stock. This amount will change as the market price per share changes. The aggregate intrinsic value of options exercised during the fiscal years ended June 30, 2022, 2021 and 2020 was $0.6 million, less than $0.1 million and $0.2 million, respectively. A summary of the status of the Company’s shares subject to unvested options is presented below: Fiscal Year Ended June 30, 2022 Options Weighted Average Exercise Price Weighted Average Unvested, beginning of year 633,582 $ 25.10 $ 9.02 Granted — — — Vested (214,600) 25.11 9.03 Canceled or forfeited (34,344) 24.50 8.31 Unvested, end of year 384,638 $ 25.16 $ 9.08 As of June 30, 2022, there was approximately $2.4 million of total unrecognized compensation cost related to non-vested share-based compensation arrangements granted under the plans in the form of stock options. This cost is expected to be recognized over a weighted-average period of 0.88 years. The total fair value of options vested during the fiscal years ended June 30, 2022, 2021 and 2020 is $1.9 million, $0.3 million and $0.7 million, respectively. The following table summarizes information about stock options outstanding and exercisable as of June 30, 2022: Options Outstanding Options Exercisable Range of Exercise Prices Shares Weighted Weighted Average Number Exercisable Weighted Average $22.27 - $26.38 418,853 8.38 24.52 128,480 24.55 $26.38 - $30.49 142,825 8.40 27.14 48,560 27.14 $30.49 - $34.60 73,303 5.46 34.06 73,303 34.06 $34.60 - $38.71 208,669 3.84 37.71 208,669 37.71 $38.71 - $42.82 279,449 2.02 41.82 279,449 41.83 1,123,099 5.77 $ 32.23 738,461 $ 35.92 The Company issues shares to satisfy the exercise of options. Restricted Stock Grants of Restricted Shares During the fiscal year ended June 30, 2022, the Company granted 381,204 shares of restricted stock to employees and non-employee directors, all of which were issued in the form of RSUs: Fiscal Year Ended June 30, 2022 Shares Date granted Grant date Vesting period Employees Certain employees based on performance 255,438 August 27, 2021 $ 36.05 Annually over 4 years Certain employees based on performance 36,927 August 27, 2021 $ 36.05 Annually over 3 years Certain employees based on performance 36,931 August 27, 2021 $ 41.26 Annually over 3 years Certain employees based upon hire 8,671 September 1, 2021 $ 34.60 Annually over 4 years Certain employees based on performance 3,041 December 1, 2021 $ 30.46 Annually over 4 years Certain employees based on performance 3,020 March 1, 2022 $ 35.51 Annually over 4 years Certain employees based on performance 1,294 June 1, 2022 $ 38.73 Annually over 4 years Certain employees based on hire 2,582 June 1, 2022 $ 38.73 Annually over 4 years Non-Employee Directors Certain Directors 33,300 August 27, 2021 $ 36.05 6 months A summary of the status of the Company’s outstanding restricted stock is presented below: Fiscal Year Ended June 30, 2022 Shares Weighted-Average Outstanding, beginning of year 537,983 $ 27.99 Granted during the period 381,204 36.47 Vested during the period (237,943) 30.54 Cancelled, forfeited, or expired during the period (41,902) 28.93 Outstanding, end of year 639,342 $ 32.04 As of June 30, 2022, there was approximately $15.3 million of unrecognized compensation cost related to unvested restricted stock awards and restricted stock units granted, which is expected to be recognized over a weighted-average period of 1.28 years. The Company withheld 77,989 shares for income taxes during the fiscal year ended June 30, 2022. |
Employee Benefit Plans
Employee Benefit Plans | 12 Months Ended |
Jun. 30, 2022 | |
Defined Benefit Plans and Other Postretirement Benefit Plans Disclosures [Abstract] | |
Employee Benefit Plans | Employee Benefit Plans The Company maintains defined contribution plans that cover all employees located in the United States that meet certain eligibility requirements and provides a matching contribution equal to 50% of each participant’s contribution, up to a maximum of 6% of the participant's eligible compensation. Employer contributions are vested based upon tenure over a five-year period. Fiscal Year Ended June 30, 2022 2021 2020 (in thousands) Matching contributions $ 2,929 $ 1,262 $ 1,214 |
Income Taxes
Income Taxes | 12 Months Ended |
Jun. 30, 2022 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes As of fiscal year ended June 30, 2022, the Company maintains the ability to access the earnings of foreign subsidiaries. The Company considered recording a deferred tax liability related to federal, state and withholding tax and determined that no liability should be recorded. There is no certainty as to the timing of the distributions of such earnings to the U.S. in whole or in part. Income tax expense (benefit) consists of: Fiscal Year Ended June 30, 2022 2021 2020 (in thousands) Current: Federal $ 16,895 $ 9,132 $ 13,892 State 5,238 1,261 3,244 Foreign 3,896 874 1,188 Total current 26,029 11,267 18,324 Deferred: Federal 3,429 207 (8,526) State 129 (1,297) (2,667) Foreign 338 1,969 320 Total deferred 3,896 879 (10,873) Provision for income taxes $ 29,925 $ 12,146 $ 7,451 A reconciliation is provided below of the U.S. Federal income tax expense for the fiscal years ended June 30, 2022, June 30, 2021 and June 30, 2020 with the applicable statutory rate of 21%. Fiscal Year Ended June 30, 2022 2021 2020 (in thousands) U.S. statutory rate 21.0 % 21.0 % 21.0 % U.S. Federal income tax at statutory rate $ 24,911 $ 12,082 $ (15,073) Increase (decrease) in income taxes due to: State and local income taxes, net of Federal benefit 4,265 996 1,316 Tax credits (796) (170) (1,419) Valuation allowance (200) 3,472 1,699 Effect of varying statutory rates in foreign operations, net 1,145 1,051 1,374 Stock compensation (121) 1,094 41 Capitalized acquisition costs — — 59 Disallowed interest — 86 1,639 Earnings from foreign subsidiaries 928 124 1,661 Net favorable recovery — — (6,517) Losses on dispositions — (2,897) — Global intangible low taxed income tax 630 (45) (128) Non-deductible goodwill impairment — — 20,180 Nontaxable income (2,050) (1,628) — Notional interest deduction on net equity (780) (568) — Other 1,993 (1,451) 2,619 Provision for income taxes $ 29,925 $ 12,146 $ 7,451 The tax effects of temporary differences that give rise to significant portions of the deferred tax assets and liabilities are presented below: June 30, 2022 2021 (in thousands) Deferred tax assets derived from: Allowance for accounts receivable $ 3,630 $ 5,557 Inventories 3,510 5,577 Nondeductible accrued expenses 7,859 8,024 Net operating loss carryforwards 705 892 Tax credits 6,410 7,138 Deferred compensation 6,548 7,893 Stock compensation 4,001 2,977 Capital loss carryforwards 7,831 7,633 Timing of amortization deduction from intangible assets 5,676 4,880 Total deferred tax assets 46,170 50,571 Valuation allowance (13,181) (13,996) Total deferred tax assets, net of allowance 32,989 36,575 Deferred tax liabilities derived from: Timing of depreciation and other deductions from building and equipment (3,035) (3,749) Timing of amortization deduction from goodwill (5,693) (582) Timing of amortization deduction from intangible assets (11,737) (14,345) Total deferred tax liabilities (20,465) (18,676) Net deferred tax assets $ 12,524 $ 17,899 The components of pretax earnings are as follows: Fiscal Year Ended June 30, 2022 2021 2020 (in thousands) Domestic $ 93,586 $ 39,511 $ (83,517) Foreign 25,037 18,024 11,741 Worldwide pretax earnings $ 118,623 $ 57,535 $ (71,776) As of June 30, 2022, the Company will maintain the ability to access the earnings of foreign subsidiaries. The Company considered recording a deferred tax liability related to federal, state and withholding tax and determined that no liability should be recorded. There is no certainty as to the timing of the distribution of such earnings to the U.S. in whole or in part. As of June 30, 2022, there were (i) gross net operating loss carryforwards of approximately $1.4 million for U.S. federal income tax purposes; (ii) gross state net operating loss carryforwards of approximately $5.6 million; (iii) foreign gross net operating loss carryforwards of approximately $0.8 million; (iv) state income tax credit carryforwards of approximately $2.5 million that began to expire in the 2021 tax year; (v) withholding tax credits of approximately $4.3 million; (vi) foreign tax credits of $0.1 million, and (vii) gross capital loss carryovers of $30.4 million. The Company maintains a valuation allowance of $0.3 million for U.S. federal income tax purposes, $7.9 million for capital loss carryforwards, $0.2 million for foreign net operating losses, a less than $0.1 million valuation allowance for state net operating losses, a $4.3 million valuation allowance for withholding tax credits, a $0.1 million valuation allowance for foreign tax credits, and a $0.3 million valuation allowance for state income tax credits, where it was determined that, in accordance with ASC 740, it is more likely than not that they cannot be utilized. The Company adopted ASU 2016-09 during fiscal year 2018 which required the Company to recognize excess tax benefits and tax deficiencies as income tax expense or benefit for stock award settlements. The Company recognized net tax benefit of $0.3 million for the fiscal year ended June 30, 2022, net tax expense of $1.1 million for the fiscal year ended June 30, 2021 and net tax expense of less than $0.1 million for the fiscal year ended June 30, 2020. As of June 30, 2022, the Company had gross unrecognized tax benefits of $1.1 million, $0.8 million of which, if recognized, would affect the effective tax rate. This reflects a decrease of less than $0.1 million on a gross basis over the prior fiscal year. The Company does not expect that the total amounts of unrecognized tax benefits will significantly increase or decrease within the next twelve months. The Company recognizes interest and penalties related to unrecognized tax benefits within the income tax expense line in the accompanying Consolidated Income Statement. Accrued interest and penalties are included within the related tax liability line in the Consolidated Balance Sheet. The total amount of interest and penalties accrued, but excluded from the table below, were $1.2 million, $1.1 million and $1.0 million for the fiscal years ended June 30, 2022, 2021 and 2020, respectively. A reconciliation of the beginning and ending amount of unrecognized tax benefits is as follows: June 30, 2022 2021 2020 (in thousands) Beginning Balance $ 1,121 $ 1,156 $ 1,234 Additions based on tax positions related to the current year 139 68 137 Reduction for tax positions of prior years (195) (103) (215) Ending Balance $ 1,065 $ 1,121 $ 1,156 The Company conducts business globally and, as a result, one or more of its subsidiaries files income tax returns in the United States federal, various state, local and foreign jurisdictions. In the normal course of business, the Company is subject to examination by taxing authorities in countries in which it operates. With certain exceptions, the Company is no longer subject to state and local, or non-United States income tax examinations by tax authorities for tax years before June 30, 2017. |
Leases
Leases | 12 Months Ended |
Jun. 30, 2022 | |
Leases [Abstract] | |
Leases | Leases In accordance with ASC 842, Leases , at contract inception the Company determines if a contract contains a lease by assessing whether the contract contains an identified asset and whether the Company has the ability to control the asset. The Company also determines if the lease meets the classification criteria for an operating lease versus a finance lease under ASC 842. Substantially all of the Company's leases are operating leases for real estate, warehouse and office equipment ranging in duration from 1 year to 10 years. The Company has elected not to record short-term operating leases with an initial term of 12 months or less on the Condensed Consolidated Balance Sheets. Operating leases are recorded as other non-current assets, accrued expenses and other current liabilities and other long-term liabilities on the Condensed Consolidated Balance Sheets. The Company has finance leases for information technology equipment expiring through fiscal year 2024. Finance leases are recorded as property and equipment, net accrued expenses and other current liabilities other long-term liabilities Operating lease right-of-use assets and lease liabilities are recognized at the commencement date based on the net present value of future minimum lease payments over the lease term. The Company generally is not able to determine the rate implicit in its leases and has elected to apply an incremental borrowing rate as the discount rate for the present value determination, which is based on the Company's cost of borrowings for the relevant terms of each lease and geographical economic factors. Certain operating lease agreements contain options to extend or terminate the lease. The lease term used is adjusted for these options when the Company is reasonably certain it will exercise the option. Operating lease expense is recognized on a straight-line basis over the lease term. Variable lease payments not based on a rate or index, such as costs for common area maintenance, are expensed as incurred. Further, the Company has elected the practical expedient to recognize all lease and non-lease components as a single lease component, where applicable. The following table presents amounts recorded on the Condensed Consolidated Balance Sheet related to operating leases at June 30, 2022 and 2021: Operating leases Balance Sheet location June 30, 2022 June 30, 2021 (in thousands) Operating lease right-of-use assets Other non-current assets $ 16,217 $ 19,246 Current operating lease liabilities Accrued expenses and other current liabilities 4,499 4,284 Long-term operating lease liabilities Other long-term liabilities 13,085 16,550 The following table presents amounts recorded in operating lease expense as part of selling general and administrative expenses on the Condensed Consolidated Income Statements during the fiscal years ended June 30, 2022, 2021 and 2020. Operating lease costs contain immaterial amounts of short-term lease costs for leases with an initial term of 12 months or less. Fiscal year ended June 30, 2022 2021 2020 (in thousands) Operating lease cost $ 5,239 $ 5,256 $ 6,135 Variable lease cost 1,208 1,068 1,485 $ 6,447 $ 6,324 $ 7,620 Supplemental cash flow information related to the Company's operating leases for the fiscal year ended June 30, 2022, 2021 and 2020 are presented in the table below: Fiscal year ended June 30, 2022 2021 2020 (in thousands) Cash paid for amounts in the measurement of lease liabilities $ 5,182 $ 5,456 $ 5,773 Right-of-use assets obtained in exchange for lease obligations 2,313 — 1,672 The weighted-average remaining lease term and discount rate at June 30, 2022 and 2021 are presented in the table below: June 30, 2022 June 30, 2021 Weighted-average remaining lease term 4.37 5.22 Weighted-average discount rate 3.98 % 4.11 % The following table presents the maturities of the Company's operating lease liabilities at June 30, 2022: Operating leases (in thousands) 2023 $ 5,245 2024 4,545 2025 3,417 2026 2,878 2027 2,597 Thereafter 649 Total future payments 19,331 Less: amounts representing interest 1,747 Present value of lease payments $ 17,584 |
Leases | Leases In accordance with ASC 842, Leases , at contract inception the Company determines if a contract contains a lease by assessing whether the contract contains an identified asset and whether the Company has the ability to control the asset. The Company also determines if the lease meets the classification criteria for an operating lease versus a finance lease under ASC 842. Substantially all of the Company's leases are operating leases for real estate, warehouse and office equipment ranging in duration from 1 year to 10 years. The Company has elected not to record short-term operating leases with an initial term of 12 months or less on the Condensed Consolidated Balance Sheets. Operating leases are recorded as other non-current assets, accrued expenses and other current liabilities and other long-term liabilities on the Condensed Consolidated Balance Sheets. The Company has finance leases for information technology equipment expiring through fiscal year 2024. Finance leases are recorded as property and equipment, net accrued expenses and other current liabilities other long-term liabilities Operating lease right-of-use assets and lease liabilities are recognized at the commencement date based on the net present value of future minimum lease payments over the lease term. The Company generally is not able to determine the rate implicit in its leases and has elected to apply an incremental borrowing rate as the discount rate for the present value determination, which is based on the Company's cost of borrowings for the relevant terms of each lease and geographical economic factors. Certain operating lease agreements contain options to extend or terminate the lease. The lease term used is adjusted for these options when the Company is reasonably certain it will exercise the option. Operating lease expense is recognized on a straight-line basis over the lease term. Variable lease payments not based on a rate or index, such as costs for common area maintenance, are expensed as incurred. Further, the Company has elected the practical expedient to recognize all lease and non-lease components as a single lease component, where applicable. The following table presents amounts recorded on the Condensed Consolidated Balance Sheet related to operating leases at June 30, 2022 and 2021: Operating leases Balance Sheet location June 30, 2022 June 30, 2021 (in thousands) Operating lease right-of-use assets Other non-current assets $ 16,217 $ 19,246 Current operating lease liabilities Accrued expenses and other current liabilities 4,499 4,284 Long-term operating lease liabilities Other long-term liabilities 13,085 16,550 The following table presents amounts recorded in operating lease expense as part of selling general and administrative expenses on the Condensed Consolidated Income Statements during the fiscal years ended June 30, 2022, 2021 and 2020. Operating lease costs contain immaterial amounts of short-term lease costs for leases with an initial term of 12 months or less. Fiscal year ended June 30, 2022 2021 2020 (in thousands) Operating lease cost $ 5,239 $ 5,256 $ 6,135 Variable lease cost 1,208 1,068 1,485 $ 6,447 $ 6,324 $ 7,620 Supplemental cash flow information related to the Company's operating leases for the fiscal year ended June 30, 2022, 2021 and 2020 are presented in the table below: Fiscal year ended June 30, 2022 2021 2020 (in thousands) Cash paid for amounts in the measurement of lease liabilities $ 5,182 $ 5,456 $ 5,773 Right-of-use assets obtained in exchange for lease obligations 2,313 — 1,672 The weighted-average remaining lease term and discount rate at June 30, 2022 and 2021 are presented in the table below: June 30, 2022 June 30, 2021 Weighted-average remaining lease term 4.37 5.22 Weighted-average discount rate 3.98 % 4.11 % The following table presents the maturities of the Company's operating lease liabilities at June 30, 2022: Operating leases (in thousands) 2023 $ 5,245 2024 4,545 2025 3,417 2026 2,878 2027 2,597 Thereafter 649 Total future payments 19,331 Less: amounts representing interest 1,747 Present value of lease payments $ 17,584 |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Jun. 30, 2022 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies A majority of the Company’s net revenues in fiscal years 2022, 2021 and 2020 were received from the sale of products purchased from the Company’s ten largest suppliers. The Company has entered into written agreements with substantially all of its major suppliers. While the Company’s agreements with most of its suppliers contain standard provisions for periodic renewals, these agreements generally permit termination by either party without cause upon 30 to 120 days' notice. The Company or 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 and results of operations. Capital Projects The Company expects total capital expenditures to range from $6.5 million to $8.5 million during fiscal year 2023 primarily for IT investments and facility improvements. Pre-Acquisition Contingencies 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. There were no deposits into, or releases from the escrow account during the fiscal year ended June 30, 2022. There were no deposits into the escrow account and $1.1 million was released from the escrow account during the fiscal year ended June 30, 2021. The amount available after the impact of foreign currency translation, as of June 30, 2022 and 2021, for future pre-acquisition contingency settlements or to be released to the sellers was $4.1 million and $4.0 million, respectively. The table below summarizes the balances and line item presentation of Network1's pre-acquisition contingencies and corresponding indemnification receivables in the Company's consolidated balance sheet: June 30, 2022 June 30, 2021 (in thousands) Assets Prepaid expenses and other assets (current) $ 15 $ 16 Other assets (noncurrent) $ 3,818 $ 3,998 Liabilities Other current liabilities $ 15 $ 16 Other long-term liabilities $ 3,818 $ 3,998 The amount of reasonably possible undiscounted pre-acquisition contingencies as of June 30, 2022 is estimated to range from $3.8 million to $15.5 million at this time, of which all exposures are indemnifiable under the share purchase agreement. |
Segment Information
Segment Information | 12 Months Ended |
Jun. 30, 2022 | |
Segment Reporting, Measurement Disclosures [Abstract] | |
Segment Information | Segment Information The Company is a leading provider of technology products and solutions to customers in specialty technology markets. The Company has two reportable segments, based on technology. Specialty Technology Solutions Segment The Specialty Technology Solutions segment includes the Company’s business in mobility and barcode, POS, payments, security and networking technologies. Mobility and barcode solutions include mobile computing, barcode scanners and imagers, radio frequency identification devices, barcode printing and services. POS and payments solutions include POS systems, integrated POS software platforms, self-service kiosks including self-checkout, payment terminals and mobile payment devices. Security solutions include video surveillance and analytics, video management software and access control. Networking solutions include switching, routing and wireless products and software. The Company has business operations within this segment in the United States, Canada and Brazil. Modern Communications & Cloud Segment The Modern Communications & Cloud segment includes the Company’s business in communications and collaboration, connectivity and cloud services. Communications and collaboration solutions, delivered in the cloud, on-premise or hybrid, include voice, video, integration of communication platforms and contact center solutions. The Intelisys connectivity and cloud marketplace offers telecom, cable, Unified Communications as a Service (“UCaaS”), Contact Center as a Service (“CCaaS”), Infrastructure as a Service, Software-Defined Wide-Area Network and other cloud services. This segment includes SaaS and subscription services, which the Company offers using digital tools and platforms. The Company has business operations within this segment in the United States, Canada, Brazil and the UK. Selected financial information for each business segment is presented below: Fiscal Year Ended June 30, 2022 2021 2020 (in thousands) Sales: Specialty Technology Solutions $ 2,082,321 $ 1,815,933 $ 1,580,441 Modern Communications & Cloud 1,447,614 1,334,873 1,467,293 $ 3,529,935 $ 3,150,806 $ 3,047,734 Depreciation and amortization: Specialty Technology Solutions $ 11,754 $ 13,193 $ 14,453 Modern Communications & Cloud 15,110 17,287 17,696 Corporate 3,020 3,027 3,179 $ 29,884 $ 33,507 $ 35,328 Change in fair value of contingent consideration: Specialty Technology Solutions $ — $ — $ — Modern Communications & Cloud — 516 6,941 $ — $ 516 $ 6,941 Operating income: Specialty Technology Solutions $ 66,686 $ 29,566 $ (67,706) Modern Communications & Cloud 55,511 43,551 6,739 Corporate (1) (30) (11,634) (4,000) $ 122,167 $ 61,483 $ (64,967) Capital expenditures: Specialty Technology Solutions $ (1,667) $ (1,282) $ (3,171) Modern Communications & Cloud (5,182) (1,067) (3,216) Corporate — (14) — $ (6,849) $ (2,363) $ (6,387) Sales by Geography Category: United States $ 3,178,829 $ 2,854,179 $ 2,787,475 International 356,241 310,075 292,600 Less intercompany sales (5,135) (13,448) (32,341) $ 3,529,935 $ 3,150,806 $ 3,047,734 (1) For the year ended June 30, 2022, the amounts shown above include divestiture costs. For the year ended June 30, 2021, the amounts shown above include acquisition, divestiture, and restructuring costs. For the year ended June 30, 2020, the amounts shown above include acquisition and divestiture costs. June 30, 2022 June 30, 2021 (in thousands) Assets: Specialty Technology Solutions $ 1,030,538 $ 775,704 Modern Communications & Cloud 906,890 868,752 Corporate — 27,228 $ 1,937,428 $ 1,671,684 Property and equipment, net by Geography Category: United States $ 32,715 $ 39,930 International 4,762 2,906 $ 37,477 $ 42,836 |
Accumulated Other Comprehensive
Accumulated Other Comprehensive Income | 12 Months Ended |
Jun. 30, 2022 | |
Accumulated Other Comprehensive Income (Loss), Net of Tax [Abstract] | |
Accumulated Other Comprehensive Loss | Accumulated Other Comprehensive Income The components of accumulated other comprehensive loss, net of tax, are as follows: Fiscal Years Ended June 30, 2022 2021 2020 (in thousands) Currency translation adjustment $ (105,899) $ (93,561) $ (125,974) Unrealized loss on fair value of interest rate swap, net of tax 1,261 (4,572) (6,821) Accumulated other comprehensive loss $ (104,638) $ (98,133) $ (132,795) The tax effect of amounts in comprehensive loss reflect a tax expense or benefit as follows: Fiscal years ended June 30, 2022 2021 2020 (in thousands) Tax expense $ 1,741 $ 2,084 $ 1,025 |
Discontinued Operations
Discontinued Operations | 12 Months Ended |
Jun. 30, 2022 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Discontinued Operations | Discontinued Operations On August 20, 2019, the Company announced plans to divest the product distribution businesses in Europe, the UK, Mexico, Colombia, Chile, Peru and the Miami-based export operations, (the "Divestitures"), as these businesses were performing below management's expectations. The Company continues to operate its digital business in these countries. Management determined that the Company did not have sufficient scale in these markets to maximize the value-added model for product distribution, leading the Company to focus and invest in its higher-growth, higher margin businesses. Results from the Divestitures were included within each reportable segment: Specialty Technology Solutions and Modern Communications & Cloud. The Company finalized the sale of the Latin America businesses on October 30, 2020. The Company also finalized the sale of the Europe and UK businesses on November 12, 2020. During the fiscal year ended June 30, 2020, the Company recorded a pre-tax loss on sale classification of $88.9 million to reduce the carrying value of the Divestitures to its estimate of fair value (the net proceeds received at closing), less estimated costs to sell. As this loss was determined not to be attributable to any individual components in the Divestitures' net assets, it was reflected as a valuation allowance against the total assets of the Divestitures. During the fiscal year ended June 30, 2021, the Company recorded an additional pre-tax loss on disposal group of $34.5 million, which was primarily attributable to a reduction in the net proceeds realized at closing for the Divestitures. During the quarter ended December 31, 2021, the Company received the second and final payment of $3.1 million for its businesses in Latin America, outside of Brazil, related to working capital adjustments and in accordance with the Share Purchase Agreement between Intcomex and the Company. The receipt of payment resulted in a gain on disposal group of $0.1 million. Cash received for the sale of the Divestitures totaled $3.1 million and $34.4 million for the fiscal years ended June 30, 2022 and 2021, respectively. Major components of net loss from discontinued operations for the years ended June 30, 2022, 2021 and 2020 were as follows: Fiscal Year Ended June 30, 2022 2021 2020 (in thousands) Net sales $ — $ 213,373 $ 561,496 Cost of goods sold — 198,512 513,003 Gross profit — 14,861 48,493 Selling, general and administrative expenses — 17,291 53,946 Depreciation expense — — 975 Intangible amortization expense — — 1,403 Impairment charges — — 13,747 Operating loss — (2,430) (21,578) Interest expense, net — 394 1,399 (Income) loss on held for sale classification (100) 34,597 88,923 Other expense, net — 310 1,124 Income (loss) from discontinued operations before taxes 100 (37,731) (113,024) Income tax (benefit) expense — (3,137) 403 Net income (loss) from discontinued operations $ 100 $ (34,594) $ (113,427) For fiscal year ended June 30, 2020, the Company allocated goodwill to discontinued operations based on relative fair value of the discontinued operations compared to the consolidated reporting units and impaired such goodwill totaling $1.0 million for the Specialty Technology Solutions segment and $7.5 million for the Modern Communications & Cloud segment. Identifiable intangible assets, including customer relationships and distributor agreements, were also impaired, totaling $5.2 million for fiscal year ended June 30, 2020. The impairment charges are included in net loss from discontinued operations in the Consolidated Income Statements. Significant non-cash operating items and capital expenditures reflected in the cash flows from discontinued operations for the fiscal years ended June 30, 2022, 2021 and 2020 were as follows: Fiscal Year Ended June 30, 2022 2021 2020 (in thousands) Loss on held for sale classification $ — $ 34,597 $ 88,923 Impairment charges — — 13,747 Depreciation and amortization — — 2,378 Capital expenditures — (58) (77) |
Restructuring
Restructuring | 12 Months Ended |
Jun. 30, 2022 | |
Restructuring and Related Activities [Abstract] | |
Restructuring | RestructuringIn July 2020, as part of a strategic review of organizational structure and operations, the Company announced a global cost reduction and restructuring program. These actions were designed to better align the cost structure for the wholesale distribution business with lower sales volumes as a result of the COVID-19 pandemic. The Company also initiated the closure of its Canpango business, its Salesforce implementation and consulting business. There has been limited adoption by the Company's partner community of the services Canpango offers. These actions included entering into severance and termination agreements with employees, legal fees to execute the reduction in force and costs associated with lease terminations. There were no restructuring or severance costs incurred during the fiscal years ended June 30, 2022 or 2020. The following table presents the restructuring and severance costs incurred for the fiscal year ended June 30, 2021: Fiscal year ended June 30, 2021 (in thousands) Severance and benefit costs $ 8,824 Other 434 Total restructuring and other charges $ 9,258 For the fiscal year ended June 30, 2021, all restructuring costs are recognized in the Corporate reporting unit and have not been allocated to the Modern Communications & Cloud or Specialty Technology Solutions segment. Accrued restructuring and severance costs were included in accrued expenses and other current liabilities on the Condensed Consolidated Balance Sheets. The following table represents activity for the fiscal year ended June 30, 2022: Accrued Expenses (in thousands) Balance at July 1, 2021 $ 1,199 Charged to expense — Cash payments (1,199) Balance at June 30, 2022 $ — |
Business and Summary of Signi_2
Business and Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Jun. 30, 2022 | |
Accounting Policies [Abstract] | |
Basis Of Presentation | The consolidated financial statements include the accounts of the Company and its wholly-owned subsidiaries. All inter-company accounts and transactions have been eliminated. Unless otherwise indicated, amounts provided in these Notes pertain to continuing operations only. |
Related Party Transactions | Related Party TransactionsA related party is generally defined as (i) any person that holds 10% or more of the Company’s securities and their immediate families, (ii) the Company’s management, (iii) someone that directly or indirectly controls, is controlled by or is under common control with the Company or (iv) anyone who can significantly influence the financial and operating decisions of the Company. A transaction is considered to be a related party transaction when there is a transfer of resources or obligations between related parties. |
Use of Estimates | Use of Estimates The preparation of financial statements in conformity with US GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. On an ongoing basis, management evaluates its estimates, including those related to the allowance for uncollectible accounts receivable, asset impairments, inventory reserves, purchase price allocations, goodwill and intangibles and supplier incentives. Management bases its estimates on assumptions that management believes to be reasonable under the circumstances, the results of which form a basis for making judgments about the carrying value of assets and liabilities that are not readily available from other sources. Actual results may differ from these estimates under different assumptions or conditions; however, management believes that its estimates, including those for the above-described items, are reasonable and that the actual results will not vary significantly from the estimated amounts. |
Allowances for Trade and Notes Receivable | Allowances for Trade and Notes Receivable The Company maintains an allowance for uncollectible accounts receivable for estimated losses resulting from customers’ failure to make payments on accounts receivable due to the Company. Management determines the estimate of the allowance for uncollectible accounts receivable by considering a number of factors, including: (i) historical experience, (ii) aging of the accounts receivable, (iii) specific information obtained by the Company on the financial condition and the current creditworthiness of its customers, (iv) the current economic and country-specific environment and (v) reasonable and supportable forecasts about collectability. If the financial condition of the Company’s customers were to deteriorate and reduce the ability of the Company’s customers to make payments on their accounts, the Company may be required to increase its allowance by recording additional bad debt expense. Likewise, should the financial condition of the Company’s customers improve and result in payments or settlements of previously reserved amounts, the Company may be required to record a reduction in bad debt expense to reverse the recorded allowance. |
Inventory Reserves | Inventory ReservesManagement determines the inventory reserves required to reduce inventories to the lower of cost or net realizable value based principally on the effects of technological changes, quantities of goods on hand, length of time on hand and other factors. Net realizable value is determined based on continual inquiries of suppliers who are able to provide credible knowledge of the salability and value of the products. An estimate is made of the net realizable value, less cost to dispose, of products whose value is determined to be impaired. If these products are ultimately sold at less than estimated amounts, additional reserves may be required. The estimates used to calculate these reserves are applied consistently. The adjustments are recorded in the period in which the loss of utility of the inventory occurs, which establishes a new cost basis for the inventory. This new cost basis is maintained until the reserved inventory is disposed of, returned to the supplier or sold. To the extent that specifically reserved inventory is sold, cost of goods sold is expensed for the new cost basis of the inventory sold. |
Purchase Price Allocations | Purchase Price Allocations The Company accounts for business combinations in accordance with the Financial Accounting Standards Board ("FASB") Accounting Standards Codification ("ASC") 805, Business Combinations . For each acquisition, the Company allocates the purchase price to assets acquired, liabilities assumed and goodwill and intangibles. The Company recognizes assets and liabilities acquired at their estimated fair values. Management uses judgment to (i) identify the acquired assets and liabilities assumed, (ii) estimate the fair value of these assets, (iii) estimate the useful life of the assets and (iv) assess the appropriate method for recognizing depreciation or amortization expense over the assets' useful life. See Note 7 - Acquisitions for further discussion of the Company's business combinations. |
Goodwill and Intangible Asset Fair Value | Goodwill and Intangible Asset Fair Value The Company estimates the fair value of its goodwill reporting units, as well as its finite lived intangible assets primarily based on the income approach utilizing the discounted cash flow method. The Company also utilizes fair value estimates derived from the market approach utilizing the public company market multiple method to validate the results of the discounted cash flow method for fair value of goodwill, which requires it to make assumptions about the applicability of those multiples to its reporting units. The discounted cash flow method requires the Company to estimate future cash flows, using key assumptions such as the weighted average cost of capital, revenue growth rates, projected gross margin and operating margin percentage growth, expected working capital changes and a related cash flow impact from working capital changes, and then discount those amounts at an appropriate discount rate to present value. |
Supplier Incentives, Supplier Programs, Revenue Recognition | Supplier IncentivesThe Company receives incentives from suppliers as achievement-based supplier rebates that require management to make certain estimates about the amount of supplier consideration that will be received. Achievement-based supplier rebates are earned by achieving certain sales or purchase targets on a periodic basis. The Company determines whether, among other items, all qualifying sales and purchases are considered in calculating the rebates and cash receipts or credit memos received are appropriately applied. The determination of achievement-based rebates requires management to make assumptions about future purchases and sales. Estimates are based on the terms of the incentive program and historical experiences. Supplier Programs The Company receives incentives from suppliers related to cooperative advertising allowances, volume rebates and other incentive programs. These incentives are generally under quarterly, semi-annual or annual agreements with the suppliers. Some of these incentives are negotiated on an ad hoc basis to support specific programs mutually developed between the Company and the supplier. Suppliers generally require that the Company use the suppliers' cooperative advertising allowances for advertising or other marketing programs. Incentives received from suppliers for specifically identified incremental cooperative advertising programs are recorded as adjustments to net sales. ASC 606, Revenue from Contracts with Customers addresses accounting for consideration payable to a customer, which the Company interprets and applies as the customer (i.e., the Company) receiving advertising funds from a supplier. The portion of these supplier funds in excess of our costs are reflected as a reduction of inventory. Such funds are recognized as a reduction of the cost of goods sold when the related inventory is sold. The Company records unrestricted volume rebates received as a reduction of inventory and reduces the cost of goods sold when the related inventory is sold. Amounts received or receivables from suppliers that are not yet earned are deferred in the Consolidated Balance Sheets. Supplier receivables are generally collected through reductions to accounts payable authorized by the supplier. In addition, the Company may receive early payment discounts from certain suppliers. The Company records early payment discounts received as a reduction of inventory, thereby resulting in a reduction of cost of goods sold when the related inventory is sold. Management makes certain estimates of the amounts of supplier consideration that will be received. Estimates are based on the terms of the incentive program and historical experiences. Actual recognition of the supplier consideration may vary from management estimates. The Company accounts for revenue in accordance with ASC 606, Revenue from Contracts with Customers |
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. As a result, checks released but not yet cleared from these accounts in the amounts of $18.0 million and $14.3 million are classified as accounts payable as of June 30, 2022 and 2021, respectively. |
Concentration of Credit Risk | Concentration of Credit Risk The Company sells to a large base of customers throughout the United States, Canada, Brazil and the UK. The Company performs ongoing credit evaluations of its customers’ financial condition. In certain cases, the Company will accept tangible assets as collateral to increase the trade credit of its customers. Sales to any one customer were less than 10% of the Company’s net sales for fiscal years 2022, 2021 and 2020. In the event that the Company does not collect payment on accounts receivable within the established trade terms for certain customers, the Company may establish arrangements for longer-term financing. The Company accounts for these arrangements by recording them at their historical cost less specific allowances at balance sheet dates. Interest income is recognized in the period earned and is recorded as interest income in the Consolidated Income Statement. |
Derivative Financial Instruments | Derivative Financial Instruments The Company uses derivative instruments to manage certain exposures related to fluctuations in foreign currency exchange rates and changes in interest rates in connection with borrowing activities. The Company records all derivative instruments as either assets or liabilities in the Consolidated Balance Sheet at fair value. The Company does not use derivative financial instruments for trading or speculative purposes. The Company’s exposure to changes in foreign currency exchange rates results from foreign currency denominated assets and liabilities, purchasing and selling internationally in several foreign currencies and from intercompany loans with foreign subsidiaries. The Company’s objective is to preserve the economic value of non-functional currency denominated cash flows. The Company's foreign currencies are denominated primarily in Brazilian reais, British pounds and Canadian dollars. The Company may reduce its exposure to fluctuations in foreign exchange rates by creating offsetting positions through the use of derivative financial instruments. The market risk related to the foreign exchange agreements is offset by changes in the valuation of the underlying items. These contracts are generally for a duration of 90 days or less. The Company has elected not to designate its foreign currency contracts as hedging instruments. They are, therefore, marked-to-market with changes in their fair value recorded in the Consolidated Income Statement each period. Derivative financial instruments related to foreign currency exposure are accounted for on an accrual basis with gains or losses on these contracts recorded in income in the period in which their value changes, with the offsetting entry for unsettled positions reflected in either other assets or other liabilities. 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 an interest rate swap agreement and has designated |
Investments | Investments The Company has investments that are held in a grantor trust formed by the Company related to the ScanSource, Inc. Nonqualified Deferred Compensation Plan and founder’s Supplemental Executive Retirement Plan. The Company has classified these investments as trading securities, and they are recorded at fair value with unrealized gains and losses included in the accompanying Consolidated Income Statements. The Company’s obligations under this deferred compensation plan change in concert with the performance of the investments along with contributions to and withdrawals from the plan. The fair value of these investments and the corresponding deferred compensation obligation was $25.2 million and $31.2 million as of June 30, 2022 and June 30, 2021, respectively. These investments are classified as either prepaid expenses and current assets or other non-current assets in the Consolidated Balance Sheets depending on the timing of planned disbursements. The deferred compensation obligation is classified either within accrued expenses and other current liabilities or other long-term liabilities as well. |
Inventories | Inventories Inventories (consisting entirely of finished goods) are stated at the lower of cost (first-in, first-out method) or net realizable value. |
Supplier Concentration | Supplier ConcentrationThe Company sells products from many suppliers; however, sales of products supplied by Cisco and Zebra each constituted more than 10% of the Company's net sales for the years ended June 30, 2022, 2021 and 2020. |
Product Warranty | Product WarrantyThe Company’s suppliers generally provide a warranty on the products provided by the Company and allow the Company to return defective products, including those that have been returned to the Company by its customers. In three of its product lines, the Company offers a self-branded warranty program, in which management has determined that the Company is the primary obligor. The Company purchases contracts from unrelated third parties, generally the original equipment manufacturers, to fulfill any obligation to service or replace defective product claimed on these warranty programs. As a result, the Company has not recorded a provision for estimated service warranty costs. To maintain customer relations, the Company facilitates returns of defective products from the Company's customers by accepting for exchange, with the Company's prior approval, most defective products within 30 days of invoicing. |
Property and Equipment | Property and EquipmentProperty and equipment are recorded at cost. Depreciation is computed using the straight-line method over estimated useful lives of 3 to 10 years for furniture, equipment and computer software, 25 to 40 years for buildings and 15 years for building improvements. Leasehold improvements are amortized over the shorter of the lease term or the estimated useful life. Maintenance, repairs and minor renewals are charged to expense as incurred. Additions, major renewals and betterments to property and equipment are capitalized. |
Capitalized Software | Capitalized Software The Company accounts for capitalized software in accordance with ASC 350-40, Computer Software Developed for Internal Use, which provides guidance for computer software developed or obtained for internal use. The Company is required to continually evaluate the stage of the implementation process to determine whether or not costs are expensed or capitalized. Costs incurred during the preliminary project phase or planning and research phase are expensed as incurred. Costs incurred during the development phase, such as material and direct services costs, compensation costs of employees associated with the development and interest cost, are capitalized as incurred. Costs incurred during the post-implementation or operation phase, such as training and maintenance costs, are expensed as incurred. In addition, costs incurred to modify existing software that result in additional functionality are capitalized as incurred. |
Goodwill | Goodwill The Company accounts for recorded goodwill in accordance with ASC 350, Goodwill and Other Intangible Assets , which requires that goodwill be reviewed annually for impairment or more frequently if impairment indicators exist. Goodwill testing utilizes an impairment analysis, whereby the Company compares the carrying value of each identified reporting unit to its fair value. The Company's goodwill reporting units align directly with its operating segments, Specialty Technology Solutions and Modern Communications & Cloud. The fair values of the reporting units are estimated using the net present value of discounted cash flows generated by each reporting unit. Considerable judgment is necessary in estimating future cash flows, discount rates and other factors affecting the estimated fair value of the reporting units, including operating and macroeconomic factors. Historical financial information, internal plans and projections and industry information are used in making such estimates. Under Accounting Standards Update ("ASU") 2017-04, if fair value of goodwill is determined to be less than carrying value, an impairment loss is recognized for the amount of the carrying value that exceeds the amount of the reporting units' fair value, not to exceed the total amount of goodwill allocated to the reporting unit. Additionally, the Company would consider income tax effects from any tax deductible goodwill on the carrying amount of the reporting unit when measuring the goodwill impairment loss, if applicable. The Company also assesses the recoverability of goodwill if facts and circumstances indicate goodwill may be impaired. In its most recent annual test, the Company estimated the fair value of its reporting units primarily based on the income approach utilizing the discounted cash flow method. The Company also corroborated the fair value estimates derived from the income approach by considering the implied market multiples of comparable transactions and companies. The discounted cash flow method required the Company to estimate future cash flows and discount those amounts to present value. The key assumptions utilized in determining fair value included: • Industry weighted-average cost of capital ("WACC"): The Company utilized a WACC relative to each reporting unit's respective geography and industry as the discount rate for estimated future cash flows. The WACC is intended to represent a rate of return that would be expected by a market participant in each respective geography. • Operating income: The Company utilized historical and expected revenue growth rates, gross margins and operating expense percentages, as well as the expected impact of COVID-19 and the Company's annualized expense reduction plan, which varied based on the projections of each reporting unit being evaluated. • Cash flows from working capital changes: The Company utilized a projected cash flow impact pertaining to depreciation, capital expenditures and expected changes in working capital as each of its goodwill reporting units grow. |
Intangible Assets | Intangible AssetsIntangible assets consist of customer relationships, trade names, distributor agreements, supplier partner programs, developed technology, non-compete agreements and an encryption key library. Customer relationships, trade names, supplier partner programs, developed technology and the encryption key library are amortized using the straight-line method over their estimated useful lives, which range from 3 to 19 years. Non-compete agreements are amortized over their contract life. |
Impairment of Long-Lived Assets | Impairment of Long-Lived AssetsThe Company reviews its long-lived assets for impairment whenever events or changes in circumstances indicate that the carrying amount of the asset or asset group may not be recoverable. Tests for recoverability of a long-lived asset to be held and used are measured by comparing the carrying amount of the long-lived asset to the sum of the estimated future undiscounted cash flows expected to be generated by the asset. In estimating the future undiscounted cash flows, the Company uses projections of cash flows directly associated with, and which are expected to arise as a direct result of, the use and eventual disposition of the assets. If it is determined that a long-lived asset is not recoverable, an impairment loss would be calculated equal to the excess of the carrying amount of the long-lived asset over its fair value. No intangible asset or other long-lived asset impairment charges were recognized for the fiscal years ended June 30, 2022 and 2021. |
Fair Value of Financial Instruments | Fair Value of Financial InstrumentsThe fair value of financial instruments is the amount at which the instrument could be exchanged in a current transaction between willing parties. The carrying values of financial instruments such as accounts receivable, accounts payable, accrued liabilities, borrowings under the revolving credit facility and subsidiary lines of credit approximate fair value based upon either short maturities or variable interest rates of these instruments. |
Liability for Contingent Consideration | Liability for Contingent ConsiderationIn addition to the initial cash consideration paid to former shareholders of Intelisys, the Company agreed to make additional earnout payments based on future results through a specified date based on a multiple of the subsidiary’s pro forma earnings as defined in the respective purchase agreements. The Company paid the final earnout payment to the former shareholders of Intelisys during fiscal year 2021. |
Contingencies | Contingencies The Company accrues for contingent obligations, including estimated legal costs, when it is probable that a liability is incurred and the amount is reasonably estimable. As facts concerning contingencies become known, management reassesses its position and makes appropriate adjustments to the financial statements. Estimates that are particularly sensitive to future changes include |
Advertising Costs | Advertising CostsThe Company defers advertising-related costs until the advertising is first run in trade or other publications or, in the case of brochures, until the brochures are printed and available for distribution or posted online. Advertising costs, net of supplier reimbursement, are included in selling, general and administrative expenses and were not significant in any of the three fiscal years ended June 30, 2022, 2021 and 2020. |
Foreign Currency | Foreign Currency The currency effects of translating the financial statements of the Company’s foreign entities that operate in their local currency are included in the cumulative currency translation adjustment component of accumulated other comprehensive income or loss. The Company's functional currencies include U.S. dollars, Brazilian reais, British pounds, euros and Canadian dollars. The assets and liabilities of these foreign entities are translated into U.S. dollars using the exchange rate at the end of the respective period. Sales, costs and expenses are translated at average exchange rates effective during the respective period. Foreign currency transactional and re-measurement gains and losses are included in other expense (income) in the Consolidated Income Statements. Such amounts are not significant to any of the periods presented. |
Income Taxes | Income Taxes Income taxes are accounted for under the asset and liability method. Deferred income taxes reflect tax consequences on future years of differences between the tax bases of assets and liabilities and their financial reporting amounts. In accordance with ASC 740, Accounting for Income Taxes, valuation allowances are provided against deferred tax assets when it is more likely than not that an asset will not be realized . |
Share-Based Payments | Share-Based Payments The Company accounts for share-based compensation using the provisions of ASC 718, Accounting for Stock Compensation , which requires the recognition of the fair value of share-based compensation. Furthermore, the Company adopted ASU 2016-09, which simplified several aspects of the accounting for share-based compensation, including income tax effects, forfeitures, statutory withholding requirements and cash flow statement classifications. Share-based compensation is estimated at the grant date based on the fair value of the awards. Since this compensation cost is based on awards ultimately expected to vest, it has been reduced for estimated forfeitures. ASU 2016-09 allows companies to elect an accounting policy to estimate the total number of awards for which the requisite service period will not be rendered or to account for forfeitures when they occur. The Company estimates the total number of awards expected to be forfeited at the time of grant and revise such estimates, if necessary, in subsequent periods if actual forfeitures differ. The Company has elected to expense grants of awards with graded vesting on a straight-line basis over the requisite service period for each separately vesting portion of the award. |
Common stock repurchases | Common stock repurchasesRepurchases of common stock are accounted for at cost, which includes brokerage fees, and are included as a component of shareholder's equity on the Consolidated Balance Sheets. |
Comprehensive Income | Comprehensive Income ASC 220, Comprehensive Income , defines comprehensive income as the change in equity (net assets) of a business enterprise during a period from transactions and other events and circumstances from non-owner sources. The components of comprehensive income for the Company include net income, unrealized gains or losses on hedged transactions, net of tax and foreign currency translation adjustments arising from the consolidation of the Company’s foreign subsidiaries. |
Recent Accounting Pronouncements | Recent Accounting Pronouncements In February 2016, the FASB issued ASU 2016-02, Leases (ASC 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 are 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 is 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. This ASU was effective for the Company beginning in the first quarter of fiscal 2020. Entities are required to use the modified retrospective approach of adoption, with the option of applying the requirements of the standard either (1) retrospectively to each prior comparative reporting period presented or (2) retrospectively at the beginning of the period of adoption. The Company adopted the standard on July 1, 2019 and applied it at the beginning of the period of adoption. The adoption of this standard was not material to the Company's Condensed Consolidated Income Statements. See Note 15 - Leases for additional lease disclosures. In June 2016, the FASB issued ASU 2016-13, Financial Instruments - Credit Losses (Topic 326). In November 2018, the FASB issued ASU 2018-19, Codification Improvements to Topic 326: Financial Instruments - Credit Losses, which provides supplemental guidance and clarification to ASU 2016-13 and must be adopted concurrently . The pronouncement revises the methodology for measuring credit losses on financial instruments and the timing of when such losses are recorded. The Company adopted this standard effective July 1, 2020, and it did not have a material impact on the Company's consolidated financial statements. See Note 2 - Trade Accounts and Notes Receivable for disclosures related to the adoption of ASU 2016-13. 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. |
Trade Accounts and Notes Rece_2
Trade Accounts and Notes Receivable, Net (Tables) | 12 Months Ended |
Jun. 30, 2022 | |
Receivables [Abstract] | |
Schedule of Changes in the Allowance for Doubtful Accounts | The changes in the allowance for doubtful accounts for the fiscal years ended June 30, 2022, 2021 and 2020 are set forth in the tables below. Description Balance at Amounts Write-offs Other (1) Balance at (in thousands) Allowance for bad debt: Year ended June 30, 2020 $ 27,521 1,621 (5,176) (2,060) $ 21,906 Trade and current note receivable allowance $ 21,906 Year ended June 30, 2021 $ 21,906 338 (4,556) 1,653 $ 19,341 Trade and current note receivable allowance $ 19,341 Year ended June 30, 2022 $ 19,341 1,514 (1,751) (2,298) $ 16,806 Trade and current note receivable allowance $ 16,806 (1) "Other" amounts include recoveries and the effect of foreign currency fluctuations for the fiscal years ended June 30, 2022, 2021 and 2020, respectively. |
Revenue Recognition (Tables)
Revenue Recognition (Tables) | 12 Months Ended |
Jun. 30, 2022 | |
Revenue from Contract with Customer [Abstract] | |
Schedule of Disaggregation of Revenue | The following tables represent the Company's disaggregation of revenue: Fiscal year ended June 30, 2022 Specialty Technology Solutions Modern Communications & Cloud Total Revenue by product/service type: (in thousands) Hardware, software and cloud (excluding Intelisys) $ 2,082,321 $ 1,373,342 $ 3,455,663 Intelisys connectivity and cloud — 74,272 74,272 $ 2,082,321 $ 1,447,614 $ 3,529,935 Fiscal year ended June 30, 2021 Specialty Technology Solutions Modern Communications & Cloud Total Revenue by product/service type: (in thousands) Hardware, software and cloud (excluding Intelisys) $ 1,815,933 $ 1,269,930 $ 3,085,863 Intelisys connectivity and cloud — 64,943 64,943 $ 1,815,933 $ 1,334,873 $ 3,150,806 Fiscal year ended June 30, 2020 Specialty Technology Solutions Modern Communications & Cloud Total Revenue by product/service type: (in thousands) Hardware, software and cloud (excluding Intelisys) $ 1,580,441 $ 1,409,872 $ 2,990,313 Intelisys connectivity and cloud — 57,421 57,421 $ 1,580,441 $ 1,467,293 $ 3,047,734 |
Earnings per Share (Tables)
Earnings per Share (Tables) | 12 Months Ended |
Jun. 30, 2022 | |
Earnings Per Share [Abstract] | |
Schedule of Earnings per Share | Fiscal year ended June 30, 2022 2021 2020 (in thousands, except per share data) Numerator: Net income (loss) from continuing operations $ 88,698 $ 45,389 $ (79,227) Net income (loss) from discontinued operations 100 (34,594) (113,427) Net income (loss) $ 88,798 $ 10,795 $ (192,654) Denominator: Weighted-average shares, basic 25,504 25,423 25,378 Dilutive effect of share-based payments 254 95 — Weighted-average shares, diluted (1) 25,758 25,518 25,378 Net income (loss) from continuing operations per common share, basic $ 3.48 $ 1.79 $ (3.12) Net loss from discontinued operations per common share, basic — (1.36) (4.47) Net income (loss) per common share, basic $ 3.48 $ 0.42 $ (7.59) Net income (loss) from continuing operations per common share, diluted $ 3.44 $ 1.78 $ (3.12) Net loss from discontinued operations per common share, diluted — (1.36) (4.47) Net income (loss) per common share, diluted $ 3.45 $ 0.42 $ (7.59) (1) The Company calculates weighted average shares of common stock in accordance with ASC 260, Earnings per Share . The Company's diluted weighted average shares for the year ended June 30, 2020 are the same as basic weighted average shares due to net loss from continuing operations. |
Property and Equipment (Tables)
Property and Equipment (Tables) | 12 Months Ended |
Jun. 30, 2022 | |
Property, Plant and Equipment [Abstract] | |
Schedule of Property and Equipment | Property and equipment is comprised of the following: June 30, 2022 2021 (in thousands) Land $ 2,999 $ 3,319 Buildings and leasehold improvements 19,838 20,947 Computer software and equipment 72,289 74,432 Furniture, fixtures and equipment 15,223 15,359 Construction in progress 209 123 Rental equipment 9,539 9,379 120,097 123,559 Less accumulated depreciation (82,620) (80,723) $ 37,477 $ 42,836 |
Other Assets and Liabilities,_2
Other Assets and Liabilities, Current and Noncurrent (Tables) | 12 Months Ended |
Jun. 30, 2022 | |
Other Assets And Liabilities [Abstract] | |
Schedule of Prepaid Expenses and Other Current Assets | The table below details prepaid expenses and other current assets. June 30, 2022 2021 (in thousands) Other receivables $ 70,105 $ 73,113 Prepaid expense 51,013 23,641 Other taxes receivable 5,177 9,473 Other current assets 15,267 11,633 $ 141,562 $ 117,860 |
Schedule of Accrued Expenses and Other Current Liabilities | The table below details accrued expenses and other current liabilities. June 30, 2022 2021 (in thousands) Deferred warranty revenue $ 9,640 $ 9,752 Accrued compensation 25,180 27,340 Other taxes payable 10,852 15,183 Accrued marketing expense 7,697 5,536 Accrued freight 3,421 3,528 Short-term operating lease liability 4,499 4,284 Other accrued liabilities 27,166 22,167 $ 88,455 $ 87,790 |
Schedule of Other Long-Term Liabilities | The table below details other long-term liabilities. June 30, 2022 2021 (in thousands) Long-term deferred warranty revenue $ 4,706 $ 2,958 Long-term deferred compensation liability 22,558 26,229 Interest rate swap — 6,280 Long-term income taxes payable 5,269 5,971 Long-term operating lease liability 13,085 16,550 Other long-term liabilities 8,302 10,281 $ 53,920 $ 68,269 |
Goodwill and Other Identifiab_2
Goodwill and Other Identifiable Intangible Assets (Tables) | 12 Months Ended |
Jun. 30, 2022 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Changes in Goodwill | Changes in the carrying amount of goodwill for the years ended June 30, 2022 and 2021, by reportable segment, are set forth in the table below. Specialty Technology Solutions Modern Communications & Cloud Total (in thousands) Balance at June 30, 2020 $ 16,370 $ 197,918 $ 214,288 Unrealized gain on foreign currency translation — 4,589 4,589 Balance at June 30, 2021 $ 16,370 $ 202,507 $ 218,877 Unrealized loss on foreign currency translation — (4,442) (4,442) Balance at June 30, 2022 $ 16,370 $ 198,065 $ 214,435 |
Schedule of Identifiable Intangible Assets | The following table shows the Company’s identifiable intangible assets as of June 30, 2022 and 2021, respectively. June 30, 2022 June 30, 2021 Gross Accumulated Net Gross Accumulated Net (in thousands) Amortized intangible assets: Customer relationships $ 137,366 $ 79,147 $ 58,219 $ 139,262 $ 68,716 $ 70,546 Trade names 19,480 12,469 7,011 19,750 10,102 9,648 Non-compete agreements 2,410 2,396 14 2,410 2,271 139 Supplier partner program 4,085 2,051 2,034 4,085 1,621 2,464 Encryption key library 19,900 12,230 7,670 19,900 9,743 10,157 Developed technology 13,865 4,386 9,479 15,165 3,259 11,906 Total intangibles $ 197,106 $ 112,679 $ 84,427 $ 200,572 $ 95,712 $ 104,860 |
Schedule of Estimated Future Amortization Expense | Estimated future amortization expense is as follows: Amortization (in thousands) Year Ended June 30, 2023 $ 16,746 2024 16,642 2025 16,642 2026 12,775 2027 6,602 Thereafter 15,020 Total $ 84,427 |
Short Term Borrowings and Lon_2
Short Term Borrowings and Long Term Debt (Tables) | 12 Months Ended |
Jun. 30, 2022 | |
Debt Disclosure [Abstract] | |
Schedule of Short-term and Long-term Debt | The following table shows the Company’s short-term and long-term debt as of June 30, 2022 and 2021, respectively. June 30, 2022 2021 (in thousands) Current portion of long-term debt $ 11,598 $ 7,843 Mississippi revenue bond, net of current portion 3,733 4,081 Senior secured term loan facility, net of current portion 120,000 131,250 Borrowings under revolving credit facility 135,839 — Total debt $ 271,170 $ 143,174 |
Schedule of Maturities of Revolving Credit Facility and Long-term Debt | Scheduled maturities of the Company’s short-term borrowings, revolving credit facility from continuing operations and long-term debt at June 30, 2022 are as follows: Revolving Credit Facility Term Loan Facility Mississippi Bond (in thousands) Fiscal year: 2023 $ — $ 11,250 $ 348 2024 135,839 120,000 352 2025 — — 357 2026 — — 361 2027 — — 366 Thereafter — — 2,297 Total principal payments $ 135,839 $ 131,250 $ 4,081 |
Derivatives and Hedging Activ_2
Derivatives and Hedging Activities (Tables) | 12 Months Ended |
Jun. 30, 2022 | |
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: Fiscal year ended June 30, 2022 2021 2020 (in thousands) Net foreign exchange derivative contract (gains) losses $ (304) $ 3,462 $ (3,975) Net foreign currency transactional and re-measurement losses (gains) 2,382 (2,617) 4,500 Net foreign currency losses $ 2,078 $ 845 $ 525 |
Schedule of Cash Flow Hedges Included in Accumulated Other Comprehensive Income (Loss) | The components of the cash flow hedge included in accumulated other comprehensive (loss) income, net of income taxes, in the Consolidated Statements of Shareholders’ Equity, are as follows: Fiscal Year Ended June 30, 2022 2021 2020 (in thousands) Net interest expense recognized as a result of interest rate swap $ 2,088 $ 2,250 $ 799 Unrealized gain (loss) in fair value of interest swap rates 5,748 731 (6,900) Net increase (decrease) in accumulated other comprehensive income (loss) 7,836 2,981 (6,101) Income tax effect (2,003) (732) 1,455 Net increase (decrease) in accumulated other comprehensive income, net of tax $ 5,833 $ 2,249 $ (4,646) |
Schedule of Derivative Instruments | The Company has the following derivative instruments for continuing operations located on the Consolidated Balance Sheets as of June 30, 2022, utilized for the risk management purposes detailed above: June 30, 2022 Balance Sheet Location Fair Value of Derivatives Fair Value of Derivatives (in thousands) Derivative assets: Interest rate swap agreement Other current assets $ 1,686 $ — Derivative liabilities: Foreign exchange contracts Accrued expenses and other current liabilities $ — $ 5 Foreign currency hedge Other current liabilities $ 93 $ — The Company has the following derivative instruments located on the Consolidated Balance Sheets as of June 30, 2021, utilized for the risk management purposes detailed above: June 30, 2021 Balance Sheet Location Fair Value of Derivatives Fair Value of Derivatives (in thousands) Derivative assets: Foreign currency hedge Other current assets $ 187 $ — Derivative liabilities: Foreign exchange contracts Accrued expenses and other current liabilities $ — $ 5 Interest rate swap agreement Other current liabilities $ 6,280 $ — |
Fair Value of Financial Instr_2
Fair Value of Financial Instruments (Tables) | 12 Months Ended |
Jun. 30, 2022 | |
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 June 30, 2022: Total Quoted Significant Significant (in thousands) Assets: Deferred compensation plan investments, current and non-current portion $ 25,178 $ 25,178 $ — $ — Interest rate swap agreement 1,686 — 1,686 — Total assets at fair value $ 26,864 $ 25,178 $ 1,686 $ — Liabilities: Deferred compensation plan investments, current and non-current portion $ 25,178 $ 25,178 $ — $ — Forward foreign currency exchange contracts 5 — 5 — Foreign currency hedge 93 — 93 — Total liabilities at fair value $ 25,276 $ 25,178 $ 98 $ — The following table presents assets and liabilities measured at fair value on a recurring basis as of June 30, 2021: Total Quoted Significant Significant (in thousands) Assets: Deferred compensation plan investments, current and non-current portion $ 31,168 $ 31,168 $ — $ — Foreign currency hedge 187 — 187 — Total assets at fair value $ 31,355 $ 31,168 $ 187 $ — Liabilities: Deferred compensation plan investments, current and non-current portion $ 31,168 $ 31,168 $ — $ — Forward foreign currency exchange contracts 5 — 5 — Interest rate swap agreement 6,280 — 6,280 — Total liabilities at fair value $ 37,453 $ 31,168 $ 6,285 $ — |
Schedule of Changes in Fair Value Of Contingent Consideration | The table below provides a summary of the changes in fair value of the Company's contingent considerations for the Intelisys earnout, which is measured at fair value on a recurring basis using significant unobservable inputs (Level 3) for the fiscal year ended June 30, 2021. June 30, 2021 Modern Communications & Cloud (in thousands) Fair value at beginning of period $ 46,334 Payments (46,850) Change in fair value 516 Fair value at end of period $ — |
Share-Based Compensation (Table
Share-Based Compensation (Tables) | 12 Months Ended |
Jun. 30, 2022 | |
Share-Based Payment Arrangement, Noncash Expense [Abstract] | |
Disclosure of Share-based Compensation Arrangements by Share-based Payment Award | Total share-based compensation included as a component of selling, general and administrative expenses in our Consolidated Income Statements was as follows: Fiscal Year Ended June 30, 2022 2021 2020 (in thousands) Share-based compensation related to: Equity classified stock options $ 1,848 $ 1,332 $ 508 Equity classified restricted stock 9,815 6,707 4,970 Total share-based compensation $ 11,663 $ 8,039 $ 5,478 |
Weighted Average Assumptions for the Options Granted During the Following Fiscal Years | The Company used the following weighted-average assumptions for the options granted in fiscal year ended June 30, 2021: Fiscal Year Ended June 30, 2021 Expected term 5 years Expected volatility 42.78% Risk-free interest rate 0.36% Dividend yield 0.00% Weighted-average fair value per option $9.01 |
Stock Option Plans | A summary of activity under our stock option plans is presented below: Fiscal Year Ended June 30, 2022 Options Weighted- Weighted- Aggregate Outstanding, beginning of year 1,235,569 $ 31.84 Granted during the period — — Exercised during the period (78,126) 29.47 Canceled, forfeited, or expired during the period (34,344) 24.50 Outstanding, end of year 1,123,099 32.23 5.77 $ 3,343,205 Vested and expected to vest at June 30, 2022 1,119,804 32.26 5.76 $ 3,320,639 Exercisable, end of year 738,461 $ 35.92 4.40 $ — |
Unvested Shares | A summary of the status of the Company’s shares subject to unvested options is presented below: Fiscal Year Ended June 30, 2022 Options Weighted Average Exercise Price Weighted Average Unvested, beginning of year 633,582 $ 25.10 $ 9.02 Granted — — — Vested (214,600) 25.11 9.03 Canceled or forfeited (34,344) 24.50 8.31 Unvested, end of year 384,638 $ 25.16 $ 9.08 |
Stock Options Outstanding | The following table summarizes information about stock options outstanding and exercisable as of June 30, 2022: Options Outstanding Options Exercisable Range of Exercise Prices Shares Weighted Weighted Average Number Exercisable Weighted Average $22.27 - $26.38 418,853 8.38 24.52 128,480 24.55 $26.38 - $30.49 142,825 8.40 27.14 48,560 27.14 $30.49 - $34.60 73,303 5.46 34.06 73,303 34.06 $34.60 - $38.71 208,669 3.84 37.71 208,669 37.71 $38.71 - $42.82 279,449 2.02 41.82 279,449 41.83 1,123,099 5.77 $ 32.23 738,461 $ 35.92 |
Restricted Stock Outstanding | During the fiscal year ended June 30, 2022, the Company granted 381,204 shares of restricted stock to employees and non-employee directors, all of which were issued in the form of RSUs: Fiscal Year Ended June 30, 2022 Shares Date granted Grant date Vesting period Employees Certain employees based on performance 255,438 August 27, 2021 $ 36.05 Annually over 4 years Certain employees based on performance 36,927 August 27, 2021 $ 36.05 Annually over 3 years Certain employees based on performance 36,931 August 27, 2021 $ 41.26 Annually over 3 years Certain employees based upon hire 8,671 September 1, 2021 $ 34.60 Annually over 4 years Certain employees based on performance 3,041 December 1, 2021 $ 30.46 Annually over 4 years Certain employees based on performance 3,020 March 1, 2022 $ 35.51 Annually over 4 years Certain employees based on performance 1,294 June 1, 2022 $ 38.73 Annually over 4 years Certain employees based on hire 2,582 June 1, 2022 $ 38.73 Annually over 4 years Non-Employee Directors Certain Directors 33,300 August 27, 2021 $ 36.05 6 months A summary of the status of the Company’s outstanding restricted stock is presented below: Fiscal Year Ended June 30, 2022 Shares Weighted-Average Outstanding, beginning of year 537,983 $ 27.99 Granted during the period 381,204 36.47 Vested during the period (237,943) 30.54 Cancelled, forfeited, or expired during the period (41,902) 28.93 Outstanding, end of year 639,342 $ 32.04 |
Employee Benefit Plans (Tables)
Employee Benefit Plans (Tables) | 12 Months Ended |
Jun. 30, 2022 | |
Defined Benefit Plans and Other Postretirement Benefit Plans Disclosures [Abstract] | |
Employer Contributions | Fiscal Year Ended June 30, 2022 2021 2020 (in thousands) Matching contributions $ 2,929 $ 1,262 $ 1,214 |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Jun. 30, 2022 | |
Income Tax Disclosure [Abstract] | |
Income Tax Expense (Benefit) | Income tax expense (benefit) consists of: Fiscal Year Ended June 30, 2022 2021 2020 (in thousands) Current: Federal $ 16,895 $ 9,132 $ 13,892 State 5,238 1,261 3,244 Foreign 3,896 874 1,188 Total current 26,029 11,267 18,324 Deferred: Federal 3,429 207 (8,526) State 129 (1,297) (2,667) Foreign 338 1,969 320 Total deferred 3,896 879 (10,873) Provision for income taxes $ 29,925 $ 12,146 $ 7,451 |
Reconciliation of U.S.Federal Income Tax Expense | A reconciliation is provided below of the U.S. Federal income tax expense for the fiscal years ended June 30, 2022, June 30, 2021 and June 30, 2020 with the applicable statutory rate of 21%. Fiscal Year Ended June 30, 2022 2021 2020 (in thousands) U.S. statutory rate 21.0 % 21.0 % 21.0 % U.S. Federal income tax at statutory rate $ 24,911 $ 12,082 $ (15,073) Increase (decrease) in income taxes due to: State and local income taxes, net of Federal benefit 4,265 996 1,316 Tax credits (796) (170) (1,419) Valuation allowance (200) 3,472 1,699 Effect of varying statutory rates in foreign operations, net 1,145 1,051 1,374 Stock compensation (121) 1,094 41 Capitalized acquisition costs — — 59 Disallowed interest — 86 1,639 Earnings from foreign subsidiaries 928 124 1,661 Net favorable recovery — — (6,517) Losses on dispositions — (2,897) — Global intangible low taxed income tax 630 (45) (128) Non-deductible goodwill impairment — — 20,180 Nontaxable income (2,050) (1,628) — Notional interest deduction on net equity (780) (568) — Other 1,993 (1,451) 2,619 Provision for income taxes $ 29,925 $ 12,146 $ 7,451 |
Deferred Tax Assets and Liabilities | The tax effects of temporary differences that give rise to significant portions of the deferred tax assets and liabilities are presented below: June 30, 2022 2021 (in thousands) Deferred tax assets derived from: Allowance for accounts receivable $ 3,630 $ 5,557 Inventories 3,510 5,577 Nondeductible accrued expenses 7,859 8,024 Net operating loss carryforwards 705 892 Tax credits 6,410 7,138 Deferred compensation 6,548 7,893 Stock compensation 4,001 2,977 Capital loss carryforwards 7,831 7,633 Timing of amortization deduction from intangible assets 5,676 4,880 Total deferred tax assets 46,170 50,571 Valuation allowance (13,181) (13,996) Total deferred tax assets, net of allowance 32,989 36,575 Deferred tax liabilities derived from: Timing of depreciation and other deductions from building and equipment (3,035) (3,749) Timing of amortization deduction from goodwill (5,693) (582) Timing of amortization deduction from intangible assets (11,737) (14,345) Total deferred tax liabilities (20,465) (18,676) Net deferred tax assets $ 12,524 $ 17,899 |
Components of Pretax Earnings | The components of pretax earnings are as follows: Fiscal Year Ended June 30, 2022 2021 2020 (in thousands) Domestic $ 93,586 $ 39,511 $ (83,517) Foreign 25,037 18,024 11,741 Worldwide pretax earnings $ 118,623 $ 57,535 $ (71,776) |
Reconciliation of Unrecognized Tax Benefits | A reconciliation of the beginning and ending amount of unrecognized tax benefits is as follows: June 30, 2022 2021 2020 (in thousands) Beginning Balance $ 1,121 $ 1,156 $ 1,234 Additions based on tax positions related to the current year 139 68 137 Reduction for tax positions of prior years (195) (103) (215) Ending Balance $ 1,065 $ 1,121 $ 1,156 |
Leases (Tables)
Leases (Tables) | 12 Months Ended |
Jun. 30, 2022 | |
Leases [Abstract] | |
Assets And Liabilities Lessee | The following table presents amounts recorded on the Condensed Consolidated Balance Sheet related to operating leases at June 30, 2022 and 2021: Operating leases Balance Sheet location June 30, 2022 June 30, 2021 (in thousands) Operating lease right-of-use assets Other non-current assets $ 16,217 $ 19,246 Current operating lease liabilities Accrued expenses and other current liabilities 4,499 4,284 Long-term operating lease liabilities Other long-term liabilities 13,085 16,550 |
Lease, Cost | The following table presents amounts recorded in operating lease expense as part of selling general and administrative expenses on the Condensed Consolidated Income Statements during the fiscal years ended June 30, 2022, 2021 and 2020. Operating lease costs contain immaterial amounts of short-term lease costs for leases with an initial term of 12 months or less. Fiscal year ended June 30, 2022 2021 2020 (in thousands) Operating lease cost $ 5,239 $ 5,256 $ 6,135 Variable lease cost 1,208 1,068 1,485 $ 6,447 $ 6,324 $ 7,620 Supplemental cash flow information related to the Company's operating leases for the fiscal year ended June 30, 2022, 2021 and 2020 are presented in the table below: Fiscal year ended June 30, 2022 2021 2020 (in thousands) Cash paid for amounts in the measurement of lease liabilities $ 5,182 $ 5,456 $ 5,773 Right-of-use assets obtained in exchange for lease obligations 2,313 — 1,672 The weighted-average remaining lease term and discount rate at June 30, 2022 and 2021 are presented in the table below: June 30, 2022 June 30, 2021 Weighted-average remaining lease term 4.37 5.22 Weighted-average discount rate 3.98 % 4.11 % |
Lessee, Operating Lease, Liability, Maturity | The following table presents the maturities of the Company's operating lease liabilities at June 30, 2022: Operating leases (in thousands) 2023 $ 5,245 2024 4,545 2025 3,417 2026 2,878 2027 2,597 Thereafter 649 Total future payments 19,331 Less: amounts representing interest 1,747 Present value of lease payments $ 17,584 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 12 Months Ended |
Jun. 30, 2022 | |
Commitments and Contingencies Disclosure [Abstract] | |
Schedule of Pre-acquisition Contingencies and Corresponding Indemnifications 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 consolidated balance sheet: June 30, 2022 June 30, 2021 (in thousands) Assets Prepaid expenses and other assets (current) $ 15 $ 16 Other assets (noncurrent) $ 3,818 $ 3,998 Liabilities Other current liabilities $ 15 $ 16 Other long-term liabilities $ 3,818 $ 3,998 |
Segment Information (Tables)
Segment Information (Tables) | 12 Months Ended |
Jun. 30, 2022 | |
Segment Reporting, Measurement Disclosures [Abstract] | |
Financial Information by Segment | Selected financial information for each business segment is presented below: Fiscal Year Ended June 30, 2022 2021 2020 (in thousands) Sales: Specialty Technology Solutions $ 2,082,321 $ 1,815,933 $ 1,580,441 Modern Communications & Cloud 1,447,614 1,334,873 1,467,293 $ 3,529,935 $ 3,150,806 $ 3,047,734 Depreciation and amortization: Specialty Technology Solutions $ 11,754 $ 13,193 $ 14,453 Modern Communications & Cloud 15,110 17,287 17,696 Corporate 3,020 3,027 3,179 $ 29,884 $ 33,507 $ 35,328 Change in fair value of contingent consideration: Specialty Technology Solutions $ — $ — $ — Modern Communications & Cloud — 516 6,941 $ — $ 516 $ 6,941 Operating income: Specialty Technology Solutions $ 66,686 $ 29,566 $ (67,706) Modern Communications & Cloud 55,511 43,551 6,739 Corporate (1) (30) (11,634) (4,000) $ 122,167 $ 61,483 $ (64,967) Capital expenditures: Specialty Technology Solutions $ (1,667) $ (1,282) $ (3,171) Modern Communications & Cloud (5,182) (1,067) (3,216) Corporate — (14) — $ (6,849) $ (2,363) $ (6,387) Sales by Geography Category: United States $ 3,178,829 $ 2,854,179 $ 2,787,475 International 356,241 310,075 292,600 Less intercompany sales (5,135) (13,448) (32,341) $ 3,529,935 $ 3,150,806 $ 3,047,734 (1) For the year ended June 30, 2022, the amounts shown above include divestiture costs. For the year ended June 30, 2021, the amounts shown above include acquisition, divestiture, and restructuring costs. For the year ended June 30, 2020, the amounts shown above include acquisition and divestiture costs. June 30, 2022 June 30, 2021 (in thousands) Assets: Specialty Technology Solutions $ 1,030,538 $ 775,704 Modern Communications & Cloud 906,890 868,752 Corporate — 27,228 $ 1,937,428 $ 1,671,684 Property and equipment, net by Geography Category: United States $ 32,715 $ 39,930 International 4,762 2,906 $ 37,477 $ 42,836 |
Accumulated Other Comprehensi_2
Accumulated Other Comprehensive Income (Tables) | 12 Months Ended |
Jun. 30, 2022 | |
Accumulated Other Comprehensive Income (Loss), Net of Tax [Abstract] | |
Schedule of Accumulated Other Comprehensive Income, Net Of Tax | The components of accumulated other comprehensive loss, net of tax, are as follows: Fiscal Years Ended June 30, 2022 2021 2020 (in thousands) Currency translation adjustment $ (105,899) $ (93,561) $ (125,974) Unrealized loss on fair value of interest rate swap, net of tax 1,261 (4,572) (6,821) Accumulated other comprehensive loss $ (104,638) $ (98,133) $ (132,795) |
Schedule of Other Comprehensive Income (Loss), Tax | The tax effect of amounts in comprehensive loss reflect a tax expense or benefit as follows: Fiscal years ended June 30, 2022 2021 2020 (in thousands) Tax expense $ 1,741 $ 2,084 $ 1,025 |
Discontinued Operations (Tables
Discontinued Operations (Tables) | 12 Months Ended |
Jun. 30, 2022 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Schedule of Components of Discontinuing Operations | Major components of net loss from discontinued operations for the years ended June 30, 2022, 2021 and 2020 were as follows: Fiscal Year Ended June 30, 2022 2021 2020 (in thousands) Net sales $ — $ 213,373 $ 561,496 Cost of goods sold — 198,512 513,003 Gross profit — 14,861 48,493 Selling, general and administrative expenses — 17,291 53,946 Depreciation expense — — 975 Intangible amortization expense — — 1,403 Impairment charges — — 13,747 Operating loss — (2,430) (21,578) Interest expense, net — 394 1,399 (Income) loss on held for sale classification (100) 34,597 88,923 Other expense, net — 310 1,124 Income (loss) from discontinued operations before taxes 100 (37,731) (113,024) Income tax (benefit) expense — (3,137) 403 Net income (loss) from discontinued operations $ 100 $ (34,594) $ (113,427) Significant non-cash operating items and capital expenditures reflected in the cash flows from discontinued operations for the fiscal years ended June 30, 2022, 2021 and 2020 were as follows: Fiscal Year Ended June 30, 2022 2021 2020 (in thousands) Loss on held for sale classification $ — $ 34,597 $ 88,923 Impairment charges — — 13,747 Depreciation and amortization — — 2,378 Capital expenditures — (58) (77) |
Restructuring (Tables)
Restructuring (Tables) | 12 Months Ended |
Jun. 30, 2022 | |
Restructuring and Related Activities [Abstract] | |
Restructuring and Severance Costs | The following table presents the restructuring and severance costs incurred for the fiscal year ended June 30, 2021: Fiscal year ended June 30, 2021 (in thousands) Severance and benefit costs $ 8,824 Other 434 Total restructuring and other charges $ 9,258 |
Schedule of Restructuring Activity | The following table represents activity for the fiscal year ended June 30, 2022: Accrued Expenses (in thousands) Balance at July 1, 2021 $ 1,199 Charged to expense — Cash payments (1,199) Balance at June 30, 2022 $ — |
Business and Summary of Signi_3
Business and Summary of Significant Accounting Policies (Narrative) (Details) | 12 Months Ended | ||
Jun. 30, 2022 USD ($) product_line segment | Jun. 30, 2021 USD ($) | Jun. 30, 2020 USD ($) | |
Number of reportable segments | segment | 2 | ||
Amount of related party transactions | $ 0 | $ 0 | $ 0 |
Cash and cash equivalents | $ 37,987,000 | 62,718,000 | |
Derivative contract term | 90 days | ||
Deferred compensation plan investments, current and non-current | $ 25,200,000 | 31,200,000 | |
Deferred compensation plan liabilities, current and non-current portion | 25,200,000 | 31,200,000 | |
Deferred compensation plan assets, current | 2,600,000 | 4,900,000 | |
Deferred compensation plan liabilities, current | $ 2,600,000 | 4,900,000 | |
Number of product lines with warranty programs | product_line | 3 | ||
Product warranty term | 30 days | ||
Goodwill impairment charges | $ 0 | 0 | 119,000,000 |
Intangible assets, impairment charges | $ 0 | $ 0 | $ 1,400,000 |
Building Improvements | |||
Property and equipment, estimated useful life (years) | 15 years | ||
Minimum | |||
Intangible assets, estimated useful life (years) | 3 years | ||
Minimum | Furniture | |||
Property and equipment, estimated useful life (years) | 3 years | ||
Minimum | Buildings | |||
Property and equipment, estimated useful life (years) | 25 years | ||
Minimum | Software Development | |||
Property and equipment, estimated useful life (years) | 3 years | ||
Maximum | |||
Intangible assets, estimated useful life (years) | 19 years | ||
Maximum | Furniture | |||
Property and equipment, estimated useful life (years) | 10 years | ||
Maximum | Buildings | |||
Property and equipment, estimated useful life (years) | 40 years | ||
Maximum | Software Development | |||
Property and equipment, estimated useful life (years) | 10 years | ||
Supplier Concentration Risk | Minimum | Revenue from Contract with Customer Benchmark | Cisco | |||
Concentration risk percentage | 10% | 10% | 10% |
Supplier Concentration Risk | Minimum | Revenue from Contract with Customer Benchmark | Zebra | |||
Concentration risk percentage | 10% | 10% | 10% |
International | |||
Cash and cash equivalents | $ 35,000,000 | $ 52,100,000 | |
Bank Overdrafts | |||
Outstanding checks | $ 18,000,000 | $ 14,300,000 |
Trade Accounts and Notes Rece_3
Trade Accounts and Notes Receivable, Net (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2020 | |
Accounts Receivable, Allowance for Credit Loss [Roll Forward] | |||
Beginning Balance | $ 19,341 | $ 21,906 | $ 27,521 |
Amounts Charged to Expense | 1,514 | 338 | 1,621 |
Write-offs | (1,751) | (4,556) | (5,176) |
Other | (2,298) | 1,653 | (2,060) |
Ending Balance | $ 16,806 | $ 19,341 | $ 21,906 |
Revenue Recognition (Details)
Revenue Recognition (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2020 | |
Disaggregation of Revenue [Line Items] | |||
Revenues | $ 3,529,935 | $ 3,150,806 | $ 3,047,734 |
Hardware, software and cloud (excluding Intelisys) | |||
Disaggregation of Revenue [Line Items] | |||
Revenues | 3,455,663 | 3,085,863 | 2,990,313 |
Intelisys connectivity and cloud | |||
Disaggregation of Revenue [Line Items] | |||
Revenues | 74,272 | 64,943 | 57,421 |
Specialty Technology Solutions | |||
Disaggregation of Revenue [Line Items] | |||
Revenues | 2,082,321 | 1,815,933 | 1,580,441 |
Specialty Technology Solutions | Hardware, software and cloud (excluding Intelisys) | |||
Disaggregation of Revenue [Line Items] | |||
Revenues | 2,082,321 | 1,815,933 | 1,580,441 |
Specialty Technology Solutions | Intelisys connectivity and cloud | |||
Disaggregation of Revenue [Line Items] | |||
Revenues | 0 | 0 | 0 |
Modern Communications & Cloud | |||
Disaggregation of Revenue [Line Items] | |||
Revenues | 1,447,614 | 1,334,873 | 1,467,293 |
Modern Communications & Cloud | Hardware, software and cloud (excluding Intelisys) | |||
Disaggregation of Revenue [Line Items] | |||
Revenues | 1,373,342 | 1,269,930 | 1,409,872 |
Modern Communications & Cloud | Intelisys connectivity and cloud | |||
Disaggregation of Revenue [Line Items] | |||
Revenues | $ 74,272 | $ 64,943 | $ 57,421 |
Earnings per Share (Details)
Earnings per Share (Details) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2020 | |
Numerator: | |||
Net income (loss) from continuing operations | $ 88,698 | $ 45,389 | $ (79,227) |
Net income (loss) from discontinued operations | 100 | (34,594) | (113,427) |
Net income (loss) | $ 88,798 | $ 10,795 | $ (192,654) |
Denominator: | |||
Weighted-average shares, basic (in shares) | 25,504,000 | 25,423,000 | 25,378,000 |
Dilutive effect of share-based payments (in shares) | 254,000 | 95,000 | 0 |
Weighted-average shares, diluted (in shares) | 25,758,000 | 25,518,000 | 25,378,000 |
Net income (loss) from continuing operations per common share, basic (in dollars per share) | $ 3.48 | $ 1.79 | $ (3.12) |
Net loss from discontinued operations per common share, basic (in dollars per share) | 0 | (1.36) | (4.47) |
Net income (loss) per common share, basic (in dollars per share) | 3.48 | 0.42 | (7.59) |
Net income (loss) from continuing operations per common share, diluted (in dollars per share) | 3.44 | 1.78 | (3.12) |
Net loss from discontinued operations per common share, diluted (in dollars per share) | 0 | (1.36) | (4.47) |
Net income (loss) per common share, diluted (in dollars per share) | $ 3.45 | $ 0.42 | $ (7.59) |
Weighted average shares excluded from the computation of diluted earnings per share (in shares) | 926,286 | 1,297,214 | 1,040,226 |
Property and Equipment (Compone
Property and Equipment (Components of Property and Equipment) (Details) - USD ($) $ in Thousands | Jun. 30, 2022 | Jun. 30, 2021 |
Property, Plant and Equipment [Line Items] | ||
Rental equipment | $ 9,539 | $ 9,379 |
Property and equipment, gross | 120,097 | 123,559 |
Less accumulated depreciation | (82,620) | (80,723) |
Property and equipment, net | 37,477 | 42,836 |
Land | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 2,999 | 3,319 |
Buildings and leasehold improvements | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 19,838 | 20,947 |
Computer software and equipment | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 72,289 | 74,432 |
Furniture, fixtures and equipment | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 15,223 | 15,359 |
Construction in progress | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | $ 209 | $ 123 |
Property and Equipment (Narrati
Property and Equipment (Narrative) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2020 | |
Property, Plant and Equipment [Line Items] | |||
Depreciation expense | $ 11,062 | $ 12,533 | $ 13,033 |
Deprecation expense recorded as cost of goods sold | 1,000 | 1,500 | 2,300 |
Selling, General and Administrative Expenses | |||
Property, Plant and Equipment [Line Items] | |||
Depreciation expense | $ 11,100 | $ 12,500 | $ 13,000 |
Other Assets and Liabilities,_3
Other Assets and Liabilities, Current and Noncurrent (Prepaid Expenses and Other Current Assets) (Details) - USD ($) $ in Thousands | Jun. 30, 2022 | Jun. 30, 2021 |
Other Assets And Liabilities [Abstract] | ||
Other receivables | $ 70,105 | $ 73,113 |
Prepaid expense | 51,013 | 23,641 |
Other taxes receivable | 5,177 | 9,473 |
Other current assets | 15,267 | 11,633 |
Prepaid expenses and other current assets | $ 141,562 | $ 117,860 |
Other Assets and Liabilities,_4
Other Assets and Liabilities, Current and Noncurrent (Accrued Expenses and Other Current Liabilities) (Details) - USD ($) $ in Thousands | Jun. 30, 2022 | Jun. 30, 2021 |
Other Assets And Liabilities [Abstract] | ||
Deferred warranty revenue | $ 9,640 | $ 9,752 |
Accrued compensation | 25,180 | 27,340 |
Other taxes payable | 10,852 | 15,183 |
Accrued marketing expense | 7,697 | 5,536 |
Accrued freight | 3,421 | 3,528 |
Short-term operating lease liability | 4,499 | 4,284 |
Other accrued liabilities | 27,166 | 22,167 |
Accrued expensed and other current liabilities | $ 88,455 | $ 87,790 |
Other Assets and Liabilities,_5
Other Assets and Liabilities, Current and Noncurrent (Other Long-Term Liabilities) (Details) - USD ($) $ in Thousands | Jun. 30, 2022 | Jun. 30, 2021 |
Other Assets And Liabilities [Abstract] | ||
Long-term deferred warranty revenue | $ 4,706 | $ 2,958 |
Long-term deferred compensation liability | 22,558 | 26,229 |
Interest rate swap | 0 | 6,280 |
Long-term income taxes payable | 5,269 | 5,971 |
Long-term operating lease liability | 13,085 | 16,550 |
Other long-term liabilities | 8,302 | 10,281 |
Other liabilities, noncurrent | $ 53,920 | $ 68,269 |
Acquisitions (Details)
Acquisitions (Details) - USD ($) $ in Thousands | 12 Months Ended | |||
Jul. 01, 2019 | Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2020 | |
Business Acquisition [Line Items] | ||||
Cash paid for business acquisitions, net of cash acquired | $ 0 | $ 0 | $ 48,921 | |
intY | ||||
Business Acquisition [Line Items] | ||||
Cash paid for business acquisitions, net of cash acquired | $ 48,900 | |||
Acquisition-related costs | $ 300 |
Goodwill and Other Identifiab_3
Goodwill and Other Identifiable Intangible Assets (Narrative) (Details) - USD ($) | 12 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2020 | |
Goodwill [Line Items] | |||
Goodwill impairment charges | $ 0 | $ 0 | $ 119,000,000 |
Intangible assets, impairment charges | $ 0 | $ 0 | $ 1,400,000 |
Weighted average amortization period | 10 years | 10 years | 10 years |
Amortization expense of intangible assets | $ 17,853,000 | $ 19,488,000 | $ 19,953,000 |
Goodwill and Other Identifiab_4
Goodwill and Other Identifiable Intangible Assets (Changes in the Carrying Amount of Goodwill) (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Jun. 30, 2022 | Jun. 30, 2021 | |
Goodwill [Roll Forward] | ||
Goodwill, beginning balance | $ 218,877 | $ 214,288 |
Unrealized gain (loss) on foreign currency translation | (4,442) | 4,589 |
Goodwill, ending balance | 214,435 | 218,877 |
Specialty Technology Solutions | ||
Goodwill [Roll Forward] | ||
Goodwill, beginning balance | 16,370 | 16,370 |
Unrealized gain (loss) on foreign currency translation | 0 | 0 |
Goodwill, ending balance | 16,370 | 16,370 |
Modern Communications & Cloud | ||
Goodwill [Roll Forward] | ||
Goodwill, beginning balance | 202,507 | 197,918 |
Unrealized gain (loss) on foreign currency translation | (4,442) | 4,589 |
Goodwill, ending balance | $ 198,065 | $ 202,507 |
Goodwill and Other Identifiab_5
Goodwill and Other Identifiable Intangible Assets (Identifiable Intangible Assets) (Details) - USD ($) $ in Thousands | Jun. 30, 2022 | Jun. 30, 2021 |
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | $ 197,106 | $ 200,572 |
Accumulated Amortization | 112,679 | 95,712 |
Total | 84,427 | 104,860 |
Customer relationships | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 137,366 | 139,262 |
Accumulated Amortization | 79,147 | 68,716 |
Total | 58,219 | 70,546 |
Trade names | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 19,480 | 19,750 |
Accumulated Amortization | 12,469 | 10,102 |
Total | 7,011 | 9,648 |
Non-compete agreements | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 2,410 | 2,410 |
Accumulated Amortization | 2,396 | 2,271 |
Total | 14 | 139 |
Supplier partner program | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 4,085 | 4,085 |
Accumulated Amortization | 2,051 | 1,621 |
Total | 2,034 | 2,464 |
Encryption key library | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 19,900 | 19,900 |
Accumulated Amortization | 12,230 | 9,743 |
Total | 7,670 | 10,157 |
Developed technology | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 13,865 | 15,165 |
Accumulated Amortization | 4,386 | 3,259 |
Total | $ 9,479 | $ 11,906 |
Goodwill and Other Identifiab_6
Goodwill and Other Identifiable Intangible Assets (Estimated Future Amortization Expense) (Details) - USD ($) $ in Thousands | Jun. 30, 2022 | Jun. 30, 2021 |
Goodwill and Intangible Assets Disclosure [Abstract] | ||
2023 | $ 16,746 | |
2024 | 16,642 | |
2025 | 16,642 | |
2026 | 12,775 | |
2027 | 6,602 | |
Thereafter | 15,020 | |
Total | $ 84,427 | $ 104,860 |
Short Term Borrowings and Lon_3
Short Term Borrowings and Long Term Debt (Long-term Debt) (Details) - USD ($) | Jun. 30, 2022 | Jun. 30, 2021 | Apr. 30, 2019 |
Debt Instrument [Line Items] | |||
Current portion of long-term debt | $ 11,598,000 | $ 7,843,000 | |
Long-term debt, excluding current maturities | 123,733,000 | 135,331,000 | |
Borrowings under revolving credit facility | 135,839,000 | 0 | |
Total debt | 271,170,000 | 143,174,000 | |
Senior secured term loan facility, net of current portion | |||
Debt Instrument [Line Items] | |||
Long-term debt, excluding current maturities | 120,000,000 | 131,250,000 | $ 150,000,000 |
Multi-Currency Revolving Credit Facility | |||
Debt Instrument [Line Items] | |||
Borrowings under revolving credit facility | 135,839,000 | 0 | |
Mississippi revenue bond, net of current portion | |||
Debt Instrument [Line Items] | |||
Long-term debt, excluding current maturities | $ 3,733,000 | $ 4,081,000 |
Short Term Borrowings and Lon_4
Short Term Borrowings and Long Term Debt (Narrative) (Details) | 12 Months Ended | |||
Apr. 30, 2019 USD ($) quarter | Aug. 01, 2007 | Jun. 30, 2022 USD ($) | Jun. 30, 2021 USD ($) | |
Debt Instrument [Line Items] | ||||
Secured debt, term loan | $ 123,733,000 | $ 135,331,000 | ||
Pledged amount of capital stock (as a percent) | 65% | |||
Debt issuance costs with the credit facility and bonds | $ 800,000 | |||
Mississippi revenue bond, net of current portion | ||||
Debt Instrument [Line Items] | ||||
Debt instrument, basis spread on variable rate | 0.85% | |||
Maximum time period of interest (in years) | 10 years | |||
Debt instrument, exercisable option limitation, period | 180 days | |||
Debt instrument, anniversary, options exercisable, period | 5 years | |||
Debt instrument, redemption price, percentage | 100% | |||
Variable interest rate of debt | 1.97% | 0.94% | ||
Multi-Currency Revolving Credit Facility, Amended Credit Agreement | ||||
Debt Instrument [Line Items] | ||||
Secured revolving credit facility period | 5 years | |||
Borrowing capacity under credit facility | $ 350,000,000 | |||
Line of credit facility, accordion feature, higher borrowing capacity | 250,000,000 | |||
Letters of credit available for issuance | $ 0 | |||
Cash | $ 15,000,000 | |||
Debt instrument, covenant requirement, leverage ratio, EBITDA, number of quarters in measurement period | quarter | 4 | |||
Line of credit facility, unused capacity, commitment fee percentage | 0.20% | |||
Average daily balance on revolving credit facility | $ 69,000,000 | $ 54,600,000 | ||
Amount available for additional borrowings | $ 214,200,000 | 350,000,000 | ||
Multi-Currency Revolving Credit Facility, Amended Credit Agreement | Minimum | ||||
Debt Instrument [Line Items] | ||||
Line of credit facility, unused capacity, commitment fee percentage | 0.15% | |||
Line of credit facility, interest coverage ratio | 3 | |||
Multi-Currency Revolving Credit Facility, Amended Credit Agreement | Maximum | ||||
Debt Instrument [Line Items] | ||||
Line of credit facility, unused capacity, commitment fee percentage | 0.30% | |||
Line of credit facility, leverage ratio | 3.50 | |||
Multi-Currency Revolving Credit Facility, Amended Credit Agreement | London Interbank Offered Rate (LIBOR) | ||||
Debt Instrument [Line Items] | ||||
Debt instrument, basis spread on variable rate | 1.25% | |||
Multi-Currency Revolving Credit Facility, Amended Credit Agreement | London Interbank Offered Rate (LIBOR) | Minimum | ||||
Debt Instrument [Line Items] | ||||
Debt instrument, basis spread on variable rate | 1% | |||
Multi-Currency Revolving Credit Facility, Amended Credit Agreement | London Interbank Offered Rate (LIBOR) | Maximum | ||||
Debt Instrument [Line Items] | ||||
Debt instrument, basis spread on variable rate | 1.75% | |||
Multi-Currency Revolving Credit Facility, Amended Credit Agreement | Alternate Base Rate Loans | ||||
Debt Instrument [Line Items] | ||||
Debt instrument, basis spread on variable rate | 0.25% | |||
Multi-Currency Revolving Credit Facility, Amended Credit Agreement | Alternate Base Rate Loans | Minimum | ||||
Debt Instrument [Line Items] | ||||
Debt instrument, basis spread on variable rate | 0% | |||
Multi-Currency Revolving Credit Facility, Amended Credit Agreement | Alternate Base Rate Loans | Maximum | ||||
Debt Instrument [Line Items] | ||||
Debt instrument, basis spread on variable rate | 0.75% | |||
Senior secured term loan facility, net of current portion | ||||
Debt Instrument [Line Items] | ||||
Secured revolving credit facility period | 5 years | |||
Secured debt, term loan | $ 150,000,000 | $ 120,000,000 | $ 131,250,000 | |
Multi-Currency Revolving Credit Facility, Combined with Accordion Feature | ||||
Debt Instrument [Line Items] | ||||
Borrowing capacity under credit facility | 750,000,000 | |||
Letter of Credit | ||||
Debt Instrument [Line Items] | ||||
Letters of credit available for issuance | $ 50,000,000 |
Short Term Borrowings and Lon_5
Short Term Borrowings and Long Term Debt (Maturities of Revolving Credit Facility and Long-term Debt) (Details) $ in Thousands | Jun. 30, 2022 USD ($) |
Mississippi Bond | |
Debt Instrument [Line Items] | |
2023 | $ 348 |
2024 | 352 |
2025 | 357 |
2026 | 361 |
2027 | 366 |
Thereafter | 2,297 |
Total principal payments, long-term debt | 4,081 |
Revolving Credit Facility | |
Debt Instrument [Line Items] | |
2023 | 0 |
2024 | 135,839 |
2025 | 0 |
2026 | 0 |
2027 | 0 |
Thereafter | 0 |
Total principal payments, long-term debt | 135,839 |
Term Loan Facility | |
Debt Instrument [Line Items] | |
2023 | 11,250 |
2024 | 120,000 |
2025 | 0 |
2026 | 0 |
2027 | 0 |
Thereafter | 0 |
Total principal payments, long-term debt | $ 131,250 |
Derivatives and Hedging Activ_3
Derivatives and Hedging Activities (Foreign Currency Derivatives Narrative) (Details) - USD ($) $ in Millions | Jun. 30, 2022 | Jun. 30, 2021 |
Foreign exchange contracts | ||
Derivative [Line Items] | ||
Notional amount of foreign currency contracts outstanding | $ 34.5 | $ 27.9 |
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 | 12 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2020 | |
General Discussion of Derivative Instruments and Hedging Activities [Abstract] | |||
Net foreign exchange derivative contract (gains) losses | $ (304) | $ 3,462 | $ (3,975) |
Net foreign currency transactional and re-measurement losses (gains) | 2,382 | (2,617) | 4,500 |
Net foreign currency losses | $ 2,078 | $ 845 | $ 525 |
Derivatives and Hedging Activ_5
Derivatives and Hedging Activities (Interest Rates Narrative) (Details) | Apr. 30, 2019 USD ($) |
Interest rate swap agreement | |
Derivative [Line Items] | |
Derivative, notional amount | $ 100,000,000 |
Interest Rate Swap, Maturing April 30, 2024 | |
Derivative [Line Items] | |
Derivative, notional amount | 50,000,000 |
Interest Rate Swap, Maturing April 30, 2026 | |
Derivative [Line Items] | |
Derivative, notional amount | $ 50,000,000 |
Derivatives and Hedging Activ_6
Derivatives and Hedging Activities (Cash Flow Hedge Included in Accumulated Other Comprehensive Income (Loss)) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2020 | |
Derivative Instruments, Gain (Loss) [Line Items] | |||
Net increase (decrease) in accumulated other comprehensive income, net of tax | $ 5,833 | $ 2,249 | $ (4,646) |
Interest rate swap agreement | |||
Derivative Instruments, Gain (Loss) [Line Items] | |||
Net interest expense recognized as a result of interest rate swap | 2,088 | 2,250 | 799 |
Unrealized gain (loss) in fair value of interest swap rates | 5,748 | 731 | (6,900) |
Net increase (decrease) in accumulated other comprehensive income (loss) | 7,836 | 2,981 | (6,101) |
Income tax effect | (2,003) | (732) | 1,455 |
Net increase (decrease) in accumulated other comprehensive income, net of tax | $ 5,833 | $ 2,249 | $ (4,646) |
Derivatives and Hedging Activ_7
Derivatives and Hedging Activities (Derivative Instruments) (Details) - USD ($) $ in Thousands | Jun. 30, 2022 | Jun. 30, 2021 |
Other current assets | Fair Value of Derivatives Designated as Hedge Instruments | Interest rate swap agreement | ||
Derivatives, Fair Value [Line Items] | ||
Derivative assets | $ 1,686 | |
Other current assets | Fair Value of Derivatives Designated as Hedge Instruments | Foreign currency hedge | ||
Derivatives, Fair Value [Line Items] | ||
Derivative assets | $ 187 | |
Other current assets | Fair Value of Derivatives Not Designated as Hedge Instruments | Interest rate swap agreement | ||
Derivatives, Fair Value [Line Items] | ||
Derivative assets | 0 | |
Other current assets | Fair Value of Derivatives Not Designated as Hedge Instruments | Foreign currency hedge | ||
Derivatives, Fair Value [Line Items] | ||
Derivative assets | 0 | |
Accrued expenses and other current liabilities | Fair Value of Derivatives Designated as Hedge Instruments | Foreign exchange contracts | ||
Derivatives, Fair Value [Line Items] | ||
Derivative liabilities | 0 | 0 |
Accrued expenses and other current liabilities | Fair Value of Derivatives Not Designated as Hedge Instruments | Foreign exchange contracts | ||
Derivatives, Fair Value [Line Items] | ||
Derivative liabilities | 5 | 5 |
Other current liabilities | Fair Value of Derivatives Designated as Hedge Instruments | Interest rate swap agreement | ||
Derivatives, Fair Value [Line Items] | ||
Derivative liabilities | 6,280 | |
Other current liabilities | Fair Value of Derivatives Designated as Hedge Instruments | Foreign currency hedge | ||
Derivatives, Fair Value [Line Items] | ||
Derivative liabilities | 93 | |
Other current liabilities | Fair Value of Derivatives Not Designated as Hedge Instruments | Interest rate swap agreement | ||
Derivatives, Fair Value [Line Items] | ||
Derivative liabilities | $ 0 | |
Other current liabilities | Fair Value of Derivatives Not Designated as Hedge Instruments | Foreign currency hedge | ||
Derivatives, Fair Value [Line Items] | ||
Derivative liabilities | $ 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 | Jun. 30, 2022 | Jun. 30, 2021 |
Assets: | ||
Deferred compensation plan investments, current and non-current portion | $ 25,200 | $ 31,200 |
Liabilities: | ||
Deferred compensation plan investments, current and non-current portion | 25,200 | 31,200 |
Fair Value, Recurring | ||
Assets: | ||
Deferred compensation plan investments, current and non-current portion | 25,178 | 31,168 |
Total assets at fair value | 26,864 | 31,355 |
Liabilities: | ||
Deferred compensation plan investments, current and non-current portion | 25,178 | 31,168 |
Total liabilities at fair value | 25,276 | 37,453 |
Interest rate swap agreement | Fair Value, Recurring | ||
Assets: | ||
Interest rate swap agreement | 1,686 | |
Liabilities: | ||
Derivative liabilities | 6,280 | |
Forward foreign currency exchange contracts | Fair Value, Recurring | ||
Liabilities: | ||
Derivative liabilities | 5 | 5 |
Foreign currency hedge | Fair Value, Recurring | ||
Assets: | ||
Interest rate swap agreement | 187 | |
Liabilities: | ||
Foreign currency hedge | 93 | |
Quoted prices in active markets (Level 1) | Fair Value, Recurring | ||
Assets: | ||
Deferred compensation plan investments, current and non-current portion | 25,178 | 31,168 |
Total assets at fair value | 25,178 | 31,168 |
Liabilities: | ||
Deferred compensation plan investments, current and non-current portion | 25,178 | 31,168 |
Total liabilities at fair value | 25,178 | 31,168 |
Quoted prices in active markets (Level 1) | Interest rate swap agreement | Fair Value, Recurring | ||
Assets: | ||
Interest rate swap agreement | 0 | |
Liabilities: | ||
Derivative liabilities | 0 | |
Quoted prices in active markets (Level 1) | Forward foreign currency exchange contracts | Fair Value, Recurring | ||
Liabilities: | ||
Derivative liabilities | 0 | 0 |
Quoted prices in active markets (Level 1) | Foreign currency hedge | Fair Value, Recurring | ||
Assets: | ||
Interest rate swap agreement | 0 | |
Liabilities: | ||
Foreign currency hedge | 0 | |
Significant other observable inputs (Level 2) | Fair Value, Recurring | ||
Assets: | ||
Deferred compensation plan investments, current and non-current portion | 0 | 0 |
Total assets at fair value | 1,686 | 187 |
Liabilities: | ||
Deferred compensation plan investments, current and non-current portion | 0 | 0 |
Total liabilities at fair value | 98 | 6,285 |
Significant other observable inputs (Level 2) | Interest rate swap agreement | Fair Value, Recurring | ||
Assets: | ||
Interest rate swap agreement | 1,686 | |
Liabilities: | ||
Derivative liabilities | 6,280 | |
Significant other observable inputs (Level 2) | Forward foreign currency exchange contracts | Fair Value, Recurring | ||
Liabilities: | ||
Derivative liabilities | 5 | 5 |
Significant other observable inputs (Level 2) | Foreign currency hedge | Fair Value, Recurring | ||
Assets: | ||
Interest rate swap agreement | 187 | |
Liabilities: | ||
Foreign currency hedge | 93 | |
Significant unobservable inputs (Level 3) | Fair Value, Recurring | ||
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 |
Total liabilities at fair value | 0 | 0 |
Significant unobservable inputs (Level 3) | Interest rate swap agreement | Fair Value, Recurring | ||
Assets: | ||
Interest rate swap agreement | 0 | |
Liabilities: | ||
Derivative liabilities | 0 | |
Significant unobservable inputs (Level 3) | Forward foreign currency exchange contracts | Fair Value, Recurring | ||
Liabilities: | ||
Derivative liabilities | 0 | 0 |
Significant unobservable inputs (Level 3) | Foreign currency hedge | Fair Value, Recurring | ||
Assets: | ||
Interest rate swap agreement | $ 0 | |
Liabilities: | ||
Foreign currency hedge | $ 0 |
Fair Value of Financial Instr_4
Fair Value of Financial Instruments (Fair Value, Business Acquisition, Liability for Contingent Consideration) (Details) - Modern Communications & Cloud - Fair Value, Inputs, Level 3 $ in Thousands | 12 Months Ended |
Jun. 30, 2021 USD ($) | |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | |
Fair value at beginning of period | $ 46,334 |
Payments | (46,850) |
Change in fair value | 516 |
Fair value at end of period | $ 0 |
Fair Value of Financial Instr_5
Fair Value of Financial Instruments (Narrative) (Details) - Modern Communications & Cloud - Fair Value, Inputs, Level 3 $ in Thousands | 12 Months Ended |
Jun. 30, 2021 USD ($) | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |
Change in fair value of contingent consideration | $ (516) |
Intelisys connectivity and cloud | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |
Change in fair value of contingent consideration | $ (500) |
Share-Based Compensation (Narra
Share-Based Compensation (Narrative) (Details) $ in Millions | 12 Months Ended | ||
Jun. 30, 2022 USD ($) plan shares | Jun. 30, 2021 USD ($) shares | Jun. 30, 2020 USD ($) | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Number of share-based compensation plans | plan | 2 | ||
Options granted during period (in shares) | shares | 0 | 640,782 | |
Total aggregate intrinsic value of options exercised | $ | $ 0.6 | $ 0.1 | $ 0.2 |
Fair value of options vested during period | $ | 1.9 | $ 0.3 | $ 0.7 |
Stock Options | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Vesting period (years) | 3 years | ||
Contractual life (years) | 10 years | ||
Exercise price percentage of fair market value at grant date | 100% | ||
Unrecognized compensation cost | $ | $ 2.4 | ||
Weighted-average period of recognition of unrecognized compensation cost (years) | 10 months 17 days | ||
Restricted Stock | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Unrecognized compensation cost | $ | $ 15.3 | ||
Weighted-average period of recognition of unrecognized compensation cost (years) | 1 year 3 months 10 days | ||
Shares granted (in shares) | shares | 381,204 | ||
Shares withheld for income taxes for share based compensation (in shares) | shares | 77,989 | ||
2013 Long-Term Incentive Plan | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Shares available for future grant (in shares) | shares | 1,606,475 |
Share-Based Compensation (Sched
Share-Based Compensation (Schedule of Share-Based Compensation) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2020 | |
Share-Based Payment Arrangement, Noncash Expense [Abstract] | |||
Equity classified stock options | $ 1,848 | $ 1,332 | $ 508 |
Equity classified restricted stock | 9,815 | 6,707 | 4,970 |
Total share-based compensation | $ 11,663 | $ 8,039 | $ 5,478 |
Share-Based Compensation (Weigh
Share-Based Compensation (Weighted Average Assumptions for Options Granted) (Details) | 12 Months Ended |
Jun. 30, 2021 $ / shares | |
Share-Based Payment Arrangement, Noncash Expense [Abstract] | |
Expected term (years) | 5 years |
Expected volatility | 42.78% |
Risk-free interest rate | 0.36% |
Dividend yield | 0% |
Weighted-average fair value per option (in dollars per share) | $ 9.01 |
Share-Based Compensation (Stock
Share-Based Compensation (Stock Option Plans) (Details) - USD ($) | 12 Months Ended | |
Jun. 30, 2022 | Jun. 30, 2021 | |
Options | ||
Outstanding, beginning of year (in shares) | 1,235,569 | |
Granted during the period (in shares) | 0 | 640,782 |
Exercised during the period (in shares) | (78,126) | |
Canceled, forfeited or expired during the period (in shares) | (34,344) | |
Outstanding, end of year (in shares) | 1,123,099 | 1,235,569 |
Vested and expected to vest at June 30, 2020 (in shares) | 1,119,804 | |
Exercisable, end of year (in shares) | 738,461 | |
Weighted- Average Exercise Price | ||
Outstanding, beginning of year (in dollars per share) | $ 31.84 | |
Granted during the period (in dollars per share) | 0 | |
Exercised during the period (in dollars per share) | 29.47 | |
Canceled, forfeited, or expired during the period (in dollars per share) | 24.50 | |
Outstanding, end of year (in dollars per share) | 32.23 | $ 31.84 |
Vested and expected to vest (in dollars per share) | 32.26 | |
Exercisable, end of year (in dollars per share) | $ 35.92 | |
Weighted- Average Remaining Contractual Life | ||
Outstanding, end of year (years) | 5 years 9 months 7 days | |
Vested and expected to vest (years) | 5 years 9 months 3 days | |
Exercisable, end of year (years) | 4 years 4 months 24 days | |
Aggregate Intrinsic Value | ||
Outstanding, end of year | $ 3,343,205 | |
Vested and expected to vest | 3,320,639 | |
Exercisable, end of year | $ 0 | |
Weighted Average Grant Date Fair Value | ||
Granted (in dollars per share) | 9.01 | |
Unvested Shares | ||
Options | ||
Granted during the period (in shares) | 0 | |
Weighted- Average Exercise Price | ||
Outstanding, beginning of year (in dollars per share) | $ 25.10 | |
Granted during the period (in dollars per share) | 0 | |
Exercised during the period (in dollars per share) | 25.11 | |
Canceled, forfeited, or expired during the period (in dollars per share) | 24.50 | |
Outstanding, end of year (in dollars per share) | $ 25.16 | $ 25.10 |
Options | ||
Nonvested, beginning of year (in shares) | 633,582 | |
Vested during period (in shares) | (214,600) | |
Canceled or forfeited (in shares) | (34,344) | |
Nonvested, end of year (in shares) | 384,638 | 633,582 |
Weighted Average Grant Date Fair Value | ||
Unvested, beginning of year (in dollars per share) | $ 9.02 | |
Granted (in dollars per share) | 0 | |
Vested (in dollars per share) | 9.03 | |
Canceled or forfeited (in dollars per share) | 8.31 | |
Unvested, end of period (in dollars per share) | $ 9.08 | $ 9.02 |
Share-Based Compensation (Sto_2
Share-Based Compensation (Stock Options Outstanding) (Details) | 12 Months Ended |
Jun. 30, 2022 $ / shares shares | |
Share-based Payment Arrangement, Option, Exercise Price Range [Line Items] | |
Options outstanding, shares outstanding (in shares) | shares | 1,123,099 |
Options outstanding, weighted average remaining contractual life (in years) | 5 years 9 months 7 days |
Options outstanding, weighted average exercise price (in dollars per share) | $ 32.23 |
Options exercisable, number exercisable (in shares) | shares | 738,461 |
Options exercisable, weighted average exercise price (in dollars per share) | $ 35.92 |
Range One | |
Share-based Payment Arrangement, Option, Exercise Price Range [Line Items] | |
Range of exercise prices, lower limit (in dollars per share) | 22.27 |
Range of exercise prices, upper limit (in dollars per share) | $ 26.38 |
Options outstanding, shares outstanding (in shares) | shares | 418,853 |
Options outstanding, weighted average remaining contractual life (in years) | 8 years 4 months 17 days |
Options outstanding, weighted average exercise price (in dollars per share) | $ 24.52 |
Options exercisable, number exercisable (in shares) | shares | 128,480 |
Options exercisable, weighted average exercise price (in dollars per share) | $ 24.55 |
Range Two | |
Share-based Payment Arrangement, Option, Exercise Price Range [Line Items] | |
Range of exercise prices, lower limit (in dollars per share) | 26.38 |
Range of exercise prices, upper limit (in dollars per share) | $ 30.49 |
Options outstanding, shares outstanding (in shares) | shares | 142,825 |
Options outstanding, weighted average remaining contractual life (in years) | 8 years 4 months 24 days |
Options outstanding, weighted average exercise price (in dollars per share) | $ 27.14 |
Options exercisable, number exercisable (in shares) | shares | 48,560 |
Options exercisable, weighted average exercise price (in dollars per share) | $ 27.14 |
Range Three | |
Share-based Payment Arrangement, Option, Exercise Price Range [Line Items] | |
Range of exercise prices, lower limit (in dollars per share) | 30.49 |
Range of exercise prices, upper limit (in dollars per share) | $ 34.60 |
Options outstanding, shares outstanding (in shares) | shares | 73,303 |
Options outstanding, weighted average remaining contractual life (in years) | 5 years 5 months 15 days |
Options outstanding, weighted average exercise price (in dollars per share) | $ 34.06 |
Options exercisable, number exercisable (in shares) | shares | 73,303 |
Options exercisable, weighted average exercise price (in dollars per share) | $ 34.06 |
Range Four | |
Share-based Payment Arrangement, Option, Exercise Price Range [Line Items] | |
Range of exercise prices, lower limit (in dollars per share) | 34.60 |
Range of exercise prices, upper limit (in dollars per share) | $ 38.71 |
Options outstanding, shares outstanding (in shares) | shares | 208,669 |
Options outstanding, weighted average remaining contractual life (in years) | 3 years 10 months 2 days |
Options outstanding, weighted average exercise price (in dollars per share) | $ 37.71 |
Options exercisable, number exercisable (in shares) | shares | 208,669 |
Options exercisable, weighted average exercise price (in dollars per share) | $ 37.71 |
Range Five | |
Share-based Payment Arrangement, Option, Exercise Price Range [Line Items] | |
Range of exercise prices, lower limit (in dollars per share) | 38.71 |
Range of exercise prices, upper limit (in dollars per share) | $ 42.82 |
Options outstanding, shares outstanding (in shares) | shares | 279,449 |
Options outstanding, weighted average remaining contractual life (in years) | 2 years 7 days |
Options outstanding, weighted average exercise price (in dollars per share) | $ 41.82 |
Options exercisable, number exercisable (in shares) | shares | 279,449 |
Options exercisable, weighted average exercise price (in dollars per share) | $ 41.83 |
Share-Based Compensation (Restr
Share-Based Compensation (Restricted Stock Granted) (Details) - Restricted Stock - $ / shares | 1 Months Ended | 12 Months Ended | ||||
Dec. 01, 2021 | Aug. 27, 2021 | Jun. 01, 2021 | Mar. 01, 2021 | Sep. 21, 2021 | Jun. 30, 2022 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Shares granted (in shares) | 381,204 | |||||
Grant date fair value (in dollars per share) | $ 36.47 | |||||
Certain employees based on performance | August 27, 2021 | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Shares granted (in shares) | 255,438 | |||||
Grant date fair value (in dollars per share) | $ 36.05 | |||||
Vesting period (years) | 4 years | |||||
Certain employees based on performance | August 27, 2021 | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Shares granted (in shares) | 36,927 | |||||
Grant date fair value (in dollars per share) | $ 36.05 | |||||
Vesting period (years) | 3 years | |||||
Certain employees based on performance | August 27, 2021 | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Shares granted (in shares) | 36,931 | |||||
Grant date fair value (in dollars per share) | $ 41.26 | |||||
Vesting period (years) | 3 years | |||||
Certain employees based on performance | December 1, 2021 | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Shares granted (in shares) | 3,041 | |||||
Grant date fair value (in dollars per share) | $ 30.46 | |||||
Vesting period (years) | 4 years | |||||
Certain employees based on performance | March 1, 2021 | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Shares granted (in shares) | 3,020 | |||||
Grant date fair value (in dollars per share) | $ 35.51 | |||||
Vesting period (years) | 4 years | |||||
Certain employees based on performance | June 1, 2021 | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Shares granted (in shares) | 1,294 | |||||
Grant date fair value (in dollars per share) | $ 38.73 | |||||
Vesting period (years) | 4 years | |||||
Certain employees based upon hire | September 1, 2021 | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Shares granted (in shares) | 8,671 | |||||
Grant date fair value (in dollars per share) | $ 34.60 | |||||
Vesting period (years) | 4 years | |||||
Certain employees based upon hire | June 1, 2021 | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Shares granted (in shares) | 2,582 | |||||
Grant date fair value (in dollars per share) | $ 38.73 | |||||
Vesting period (years) | 4 years | |||||
Certain Directors | August 27, 2021 | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Shares granted (in shares) | 33,300 | |||||
Grant date fair value (in dollars per share) | $ 36.05 | |||||
Vesting period (years) | 6 months |
Share-Based Compensation (Res_2
Share-Based Compensation (Restricted Stock Outstanding) (Details) - Restricted Stock | 12 Months Ended |
Jun. 30, 2022 $ / shares shares | |
Shares | |
Outstanding, beginning of year (in shares) | shares | 537,983 |
Granted during the period (in shares) | shares | 381,204 |
Vested during period (in shares) | shares | (237,943) |
Canceled, forfeited, or expired during the period (in shares) | shares | (41,902) |
Outstanding, end of year (in shares) | shares | 639,342 |
Weighted-Average Grant Date Fair Value | |
Outstanding, beginning of year (in dollars per share) | $ / shares | $ 27.99 |
Granted during the period (in dollars per share) | $ / shares | 36.47 |
Vested during the period (in dollars per share) | $ / shares | 30.54 |
Canceled, forfeited or expired during the period (in dollars per share) | $ / shares | 28.93 |
Outstanding, end of year (in dollars per share) | $ / shares | $ 32.04 |
Employee Benefit Plans (Narrati
Employee Benefit Plans (Narrative) (Details) | 12 Months Ended |
Jun. 30, 2022 | |
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | |
Deferred compensation plan, employer contributions, vesting period (in years) | 5 years |
ScanSource Defined Contribution Plan | |
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | |
Maximum contribution per participant (as a percent) | 6% |
Defined benefit plan, employer contributions, vesting period (in years) | 5 years |
Employee Benefit Plans (Employe
Employee Benefit Plans (Employer Contributions) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2020 | |
Defined Benefit Plans and Other Postretirement Benefit Plans Disclosures [Abstract] | |||
Matching contributions | $ 2,929 | $ 1,262 | $ 1,214 |
Income Taxes (Income Tax Expens
Income Taxes (Income Tax Expense (Benefit)) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2020 | |
Current: | |||
Federal | $ 16,895 | $ 9,132 | $ 13,892 |
State | 5,238 | 1,261 | 3,244 |
Foreign | 3,896 | 874 | 1,188 |
Total current | 26,029 | 11,267 | 18,324 |
Deferred: | |||
Federal | 3,429 | 207 | (8,526) |
State | 129 | (1,297) | (2,667) |
Foreign | 338 | 1,969 | 320 |
Total deferred | 3,896 | 879 | (10,873) |
Provision for income taxes | $ 29,925 | $ 12,146 | $ 7,451 |
Income Taxes (Reconciliation of
Income Taxes (Reconciliation of U.S. Federal Income Tax Expense) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2020 | |
Income Tax Disclosure [Abstract] | |||
U.S. statutory rate | 21% | 21% | 21% |
U.S. Federal income tax at statutory rate | $ 24,911 | $ 12,082 | $ (15,073) |
State and local income taxes, net of Federal benefit | 4,265 | 996 | 1,316 |
Tax credits | (796) | (170) | (1,419) |
Valuation allowance | (200) | 3,472 | 1,699 |
Effect of varying statutory rates in foreign operations, net | 1,145 | 1,051 | 1,374 |
Stock compensation | (121) | 1,094 | 41 |
Capitalized acquisition costs | 0 | 0 | 59 |
Disallowed interest | 0 | 86 | 1,639 |
Earnings from foreign subsidiaries | 928 | 124 | 1,661 |
Net favorable recovery | 0 | 0 | (6,517) |
Losses on dispositions | 0 | (2,897) | 0 |
Global intangible low taxed income tax | 630 | (45) | (128) |
Non-deductible goodwill impairment | 0 | 0 | 20,180 |
Nontaxable income | (2,050) | (1,628) | 0 |
Notional interest deduction on net equity | (780) | (568) | 0 |
Other | 1,993 | (1,451) | 2,619 |
Provision for income taxes | $ 29,925 | $ 12,146 | $ 7,451 |
Income Taxes (Deferred Tax Asse
Income Taxes (Deferred Tax Assets and Liabilities) (Details) - USD ($) $ in Thousands | Jun. 30, 2022 | Jun. 30, 2021 |
Deferred tax assets derived from: | ||
Allowance for accounts receivable | $ 3,630 | $ 5,557 |
Inventories | 3,510 | 5,577 |
Nondeductible accrued expenses | 7,859 | 8,024 |
Net operating loss carryforwards | 705 | 892 |
Tax credits | 6,410 | 7,138 |
Deferred compensation | 6,548 | 7,893 |
Stock compensation | 4,001 | 2,977 |
Capital loss carryforwards | 7,831 | 7,633 |
Timing of amortization deduction from intangible assets | 5,676 | 4,880 |
Total deferred tax assets | 46,170 | 50,571 |
Valuation allowance | (13,181) | (13,996) |
Total deferred tax assets, net of allowance | 32,989 | 36,575 |
Deferred tax liabilities derived from: | ||
Timing of depreciation and other deductions from building and equipment | (3,035) | (3,749) |
Timing of amortization deduction from goodwill | (5,693) | (582) |
Timing of amortization deduction from intangible assets | (11,737) | (14,345) |
Total deferred tax liabilities | (20,465) | (18,676) |
Net deferred tax assets | $ 12,524 | $ 17,899 |
Income Taxes (Components of Pre
Income Taxes (Components of Pretax Earnings) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2020 | |
Income Tax Disclosure [Abstract] | |||
Domestic | $ 93,586 | $ 39,511 | $ (83,517) |
Foreign | 25,037 | 18,024 | 11,741 |
Income (loss) before income taxes | $ 118,623 | $ 57,535 | $ (71,776) |
Income Taxes (Narrative) (Detai
Income Taxes (Narrative) (Details) - USD ($) $ in Thousands | 12 Months Ended | |||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2019 | |
Capital loss carryovers | $ 30,400 | |||
Valuation allowance, amount | 13,181 | $ 13,996 | ||
Net tax expense due to stock award settlements | 300 | 1,100 | $ 100 | |
Gross unrecognized tax benefits | 1,065 | 1,121 | 1,156 | $ 1,234 |
Unrecognized tax benefits that would impact effective tax rate if recognized | 800 | |||
Decrease in unrecognized tax benefits | 100 | |||
Income tax penalties and interest accrued | 1,200 | $ 1,100 | $ 1,000 | |
Capital Loss Carryforwards | ||||
Valuation allowance, amount | 7,900 | |||
Domestic Tax Authority | ||||
Operating loss carry forwards | 1,400 | |||
Operating loss carry forwards, valuation allowance | 300 | |||
State and Local | ||||
Operating loss carry forwards | 5,600 | |||
Tax credit carry forwards | 2,500 | |||
Operating loss carry forwards, valuation allowance | 100 | |||
Valuation allowance, amount | 300 | |||
Foreign | ||||
Operating loss carry forwards | 800 | |||
Tax credit carry forwards | 100 | |||
Operating loss carry forwards, valuation allowance | 200 | |||
Valuation allowance, amount | 100 | |||
Withholding Tax Credits | ||||
Tax credit carry forwards | 4,300 | |||
Valuation allowance, amount | $ 4,300 |
Income Taxes (Reconciliation _2
Income Taxes (Reconciliation of Unrecognized Tax Benefits) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2020 | |
Reconciliation of Unrecognized Tax Benefits, Excluding Amounts Pertaining to Examined Tax Returns [Roll Forward] | |||
Beginning Balance | $ 1,121 | $ 1,156 | $ 1,234 |
Additions based on tax positions related to the current year | 139 | 68 | 137 |
Reduction for tax positions of prior years | (195) | (103) | (215) |
Ending Balance | $ 1,065 | $ 1,121 | $ 1,156 |
Leases (Narrative) (Details)
Leases (Narrative) (Details) | Jun. 30, 2022 |
Lessee, Lease, Description [Line Items] | |
Finance Lease, Right-of-Use Asset, Statement of Financial Position [Extensible List] | Property and equipment, net |
Finance Lease, Liability, Current, Statement of Financial Position [Extensible List] | Accrued expenses and other current liabilities |
Finance Lease, Liability, Noncurrent, Statement of Financial Position [Extensible List] | Other long-term liabilities |
Minimum | |
Lessee, Lease, Description [Line Items] | |
Lease term | 1 year |
Maximum | |
Lessee, Lease, Description [Line Items] | |
Lease term | 10 years |
Leases (Supplemental Balance Sh
Leases (Supplemental Balance Sheet Information) (Details) - USD ($) $ in Thousands | Jun. 30, 2022 | Jun. 30, 2021 |
Leases [Abstract] | ||
Operating lease right-of-use assets | $ 16,217 | $ 19,246 |
Current operating lease liabilities | 4,499 | 4,284 |
Long-term operating lease liabilities | $ 13,085 | $ 16,550 |
Operating Lease, Right-of-Use Asset, Statement of Financial Position [Extensible List] | Other non-current assets | Other non-current assets |
Operating Lease, Liability, Current, Statement of Financial Position [Extensible List] | Accrued expenses and other current liabilities | Accrued expenses and other current liabilities |
Operating Lease, Liability, Noncurrent, Statement of Financial Position [Extensible List] | Other long-term liabilities | Other long-term liabilities |
Leases (Lease Cost) (Details)
Leases (Lease Cost) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2020 | |
Leases [Abstract] | |||
Operating lease cost | $ 5,239 | $ 5,256 | $ 6,135 |
Variable lease cost | 1,208 | 1,068 | 1,485 |
Total cost | $ 6,447 | $ 6,324 | $ 7,620 |
Leases (Supplement Cash Flow In
Leases (Supplement Cash Flow Information) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2020 | |
Leases [Abstract] | |||
Cash paid for amounts in the measurement of lease liabilities | $ 5,182 | $ 5,456 | $ 5,773 |
Right-of-use assets obtained in exchange for lease obligations | $ 2,313 | $ 0 | $ 1,672 |
Leases (Weighted Average Remain
Leases (Weighted Average Remaining Term and Discount Rate) (Details) | Jun. 30, 2022 | Jun. 30, 2021 |
Leases [Abstract] | ||
Weighted-average remaining lease term | 4 years 4 months 13 days | 5 years 2 months 19 days |
Weighted-average discount rate | 3.98% | 4.11% |
Leases (Maturities of Operating
Leases (Maturities of Operating Lease Liabilities) (Details) $ in Thousands | Jun. 30, 2022 USD ($) |
Leases [Abstract] | |
2023 | $ 5,245 |
2024 | 4,545 |
2025 | 3,417 |
2026 | 2,878 |
2027 | 2,597 |
Thereafter | 649 |
Total future payments | 19,331 |
Less: amounts representing interest | 1,747 |
Present value of lease payments | $ 17,584 |
Commitments and Contingencies_2
Commitments and Contingencies (Narrative) (Details) | 12 Months Ended | ||
Jun. 30, 2022 USD ($) vendor | Jun. 30, 2021 USD ($) vendor | Jun. 30, 2020 USD ($) vendor | |
Long-term Purchase Commitment [Line Items] | |||
Capital expenditures | $ 6,849,000 | $ 2,363,000 | $ 6,387,000 |
Minimum | |||
Long-term Purchase Commitment [Line Items] | |||
Termination period under terms of distribution agreement (days) | 30 days | ||
Capital expenditures | $ 6,500,000 | ||
Maximum | |||
Long-term Purchase Commitment [Line Items] | |||
Termination period under terms of distribution agreement (days) | 120 days | ||
Capital expenditures | $ 8,500,000 | ||
Supplier Concentration Risk | Sales | |||
Long-term Purchase Commitment [Line Items] | |||
Concentration risk, supplier | vendor | 10 | 10 | 10 |
Network1 | |||
Long-term Purchase Commitment [Line Items] | |||
Escrow deposits received from seller | $ 0 | ||
Amount released from escrow | $ 1,100,000 | ||
Cash held in escrow | 4,100,000 | $ 4,000,000 | |
Undiscounted pre-acquisition contingencies, minimum | 3,800,000 | ||
Undiscounted pre-acquisition contingencies, maximum | $ 15,500,000 |
Commitments and Contingencies_3
Commitments and Contingencies (Pre-Acquisition Contingencies and Receivables) (Details) - Network1 - USD ($) $ in Thousands | Jun. 30, 2022 | Jun. 30, 2021 |
Assets | ||
Prepaid expenses and other assets (current) | $ 15 | $ 16 |
Other assets (noncurrent) | 3,818 | 3,998 |
Liabilities | ||
Other current liabilities | 15 | 16 |
Other long-term liabilities | $ 3,818 | $ 3,998 |
Segment Information (Narrative)
Segment Information (Narrative) (Details) | 12 Months Ended |
Jun. 30, 2022 segment | |
Segment Reporting, Measurement Disclosures [Abstract] | |
Number of technology business segments | 2 |
Segment Information (Financial
Segment Information (Financial Information by Segment) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2020 | |
Revenues | $ 3,529,935 | $ 3,150,806 | $ 3,047,734 |
Depreciation and amortization | 29,884 | 33,507 | 35,328 |
Change in fair value of contingent consideration | 0 | 516 | 6,941 |
Operating income | 122,167 | 61,483 | (64,967) |
Capital expenditures | (6,849) | (2,363) | (6,387) |
Corporate | |||
Depreciation and amortization | 3,020 | 3,027 | 3,179 |
Operating income | (30) | (11,634) | (4,000) |
Capital expenditures | 0 | (14) | 0 |
Reportable Geographical Components | United States | |||
Revenues | 3,178,829 | 2,854,179 | 2,787,475 |
Reportable Geographical Components | International | |||
Revenues | 356,241 | 310,075 | 292,600 |
Less intercompany sales | |||
Revenues | (5,135) | (13,448) | (32,341) |
Specialty Technology Solutions | |||
Revenues | 2,082,321 | 1,815,933 | 1,580,441 |
Change in fair value of contingent consideration | 0 | 0 | 0 |
Specialty Technology Solutions | Operating Segments | |||
Depreciation and amortization | 11,754 | 13,193 | 14,453 |
Operating income | 66,686 | 29,566 | (67,706) |
Capital expenditures | (1,667) | (1,282) | (3,171) |
Modern Communications & Cloud | |||
Revenues | 1,447,614 | 1,334,873 | 1,467,293 |
Change in fair value of contingent consideration | 0 | 516 | 6,941 |
Modern Communications & Cloud | Operating Segments | |||
Depreciation and amortization | 15,110 | 17,287 | 17,696 |
Operating income | 55,511 | 43,551 | 6,739 |
Capital expenditures | $ (5,182) | $ (1,067) | $ (3,216) |
Segment Information (Assets By
Segment Information (Assets By Segment) (Details) - USD ($) $ in Thousands | Jun. 30, 2022 | Jun. 30, 2021 |
Segment Reporting Information [Line Items] | ||
Assets | $ 1,937,428 | $ 1,671,684 |
Property and equipment, net | 37,477 | 42,836 |
United States | ||
Segment Reporting Information [Line Items] | ||
Property and equipment, net | 32,715 | 39,930 |
International | ||
Segment Reporting Information [Line Items] | ||
Property and equipment, net | 4,762 | 2,906 |
Operating Segments | Specialty Technology Solutions | ||
Segment Reporting Information [Line Items] | ||
Assets | 1,030,538 | 775,704 |
Operating Segments | Modern Communications & Cloud | ||
Segment Reporting Information [Line Items] | ||
Assets | 906,890 | 868,752 |
Corporate | ||
Segment Reporting Information [Line Items] | ||
Assets | $ 0 | $ 27,228 |
Accumulated Other Comprehensi_3
Accumulated Other Comprehensive Income (Components Of Accumulated Other Comprehensive Loss, Net Of Tax) (Details) - USD ($) $ in Thousands | 12 Months Ended | |||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2019 | |
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||
Accumulated other comprehensive loss | $ 806,528 | $ 731,191 | $ 678,246 | $ 914,129 |
Tax expense | 1,741 | 2,084 | 1,025 | |
Currency translation adjustment | ||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||
Accumulated other comprehensive loss | (105,899) | (93,561) | (125,974) | |
Unrealized loss on fair value of interest rate swap, net of tax | ||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||
Accumulated other comprehensive loss | 1,261 | (4,572) | (6,821) | |
Accumulated other comprehensive loss | ||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||
Accumulated other comprehensive loss | $ (104,638) | $ (98,133) | $ (132,795) | $ (90,088) |
Discontinued Operations (Narrat
Discontinued Operations (Narrative) (Details) - USD ($) $ in Thousands | 6 Months Ended | 12 Months Ended | ||
Dec. 31, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2020 | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||
Cash received for business disposal | $ 3,125 | $ 34,356 | $ 0 | |
Discontinued operations impairment of intangible assets | 5,200 | |||
Specialty Technology Solutions | ||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||
Discontinued operation impaired goodwill | 1,000 | |||
Modern Communications & Cloud | ||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||
Discontinued operation impaired goodwill | 7,500 | |||
Discontinued Operations, Held-for-sale | ||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||
(Income) loss on held for sale classification | (100) | 34,597 | 88,923 | |
Discontinued Operations, Held-for-sale | Product Distribution In Various Countries | ||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||
(Income) loss on held for sale classification | 34,500 | $ 88,900 | ||
Cash received for business disposal | $ 3,100 | |||
Gain (Loss) on disposal group | $ 100 | |||
Cash received sale of divestitures | $ 3,100 | $ 34,400 |
Discontinued Operations (Compon
Discontinued Operations (Component of Net Loss Discontinued Operations) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2020 | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||
Net income (loss) from discontinued operations | $ 100 | $ (34,594) | $ (113,427) |
Discontinued Operations, Held-for-sale | |||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||
Net sales | 0 | 213,373 | 561,496 |
Cost of goods sold | 0 | 198,512 | 513,003 |
Gross profit | 0 | 14,861 | 48,493 |
Selling, general and administrative expenses | 0 | 17,291 | 53,946 |
Depreciation expense | 0 | 0 | 975 |
Intangible amortization expense | 0 | 0 | 1,403 |
Impairment charges | 0 | 0 | 13,747 |
Operating loss | 0 | (2,430) | (21,578) |
Interest expense, net | 0 | 394 | 1,399 |
(Income) loss on held for sale classification | (100) | 34,597 | 88,923 |
Other expense, net | 0 | 310 | 1,124 |
Income (loss) from discontinued operations before taxes | 100 | (37,731) | (113,024) |
Income tax (benefit) expense | 0 | (3,137) | 403 |
Net income (loss) from discontinued operations | $ 100 | $ (34,594) | $ (113,427) |
Discontinued Operations (Signif
Discontinued Operations (Significant Non-cash Operating Items) (Details) - Discontinued Operations, Held-for-sale - USD ($) $ in Thousands | 12 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2020 | |
Discontinued Operation, Alternative Cash Flow Information [Abstract] | |||
Loss on held for sale classification | $ 0 | $ 34,597 | $ 88,923 |
Impairment charges | 0 | 0 | 13,747 |
Depreciation and amortization | 0 | 0 | 2,378 |
Capital expenditures | $ 0 | $ (58) | $ (77) |
Restructuring (Summary of Restr
Restructuring (Summary of Restructuring and Severance Costs By Segment) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2020 | |
Restructuring Cost and Reserve [Line Items] | |||
Charged to expense | $ 0 | $ 9,258 | $ 604 |
Severance and benefit costs | |||
Restructuring Cost and Reserve [Line Items] | |||
Charged to expense | 8,824 | ||
Other | |||
Restructuring Cost and Reserve [Line Items] | |||
Charged to expense | $ 434 |
Restructuring (Restructuring Ac
Restructuring (Restructuring Activity) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2020 | |
Restructuring Reserve [Roll Forward] | |||
Balance, beginning of year | $ 1,199 | ||
Charged to expense | 0 | $ 9,258 | $ 604 |
Cash payments | (1,199) | ||
Ending Balance | $ 0 | $ 1,199 |