Document and Entity Information
Document and Entity Information - shares | 6 Months Ended | |
Dec. 31, 2019 | Feb. 03, 2020 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Dec. 31, 2019 | |
Document Fiscal Year Focus | 2020 | |
Document Fiscal Period Focus | Q2 | |
Trading Symbol | RLGT | |
Entity Registrant Name | RADIANT LOGISTICS, INC | |
Entity Central Index Key | 0001171155 | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Current Fiscal Year End Date | --06-30 | |
Entity Filer Category | Accelerated Filer | |
Entity Common Stock, Shares Outstanding | 49,676,263 | |
Entity Shell Company | false | |
Entity Small Business | true | |
Entity Emerging Growth Company | false | |
Title of 12(b) Security | Common Stock, $.001 Par Value | |
Security Exchange Name | NYSEAMER | |
Entity File Number | 001-35392 | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 04-3625550 | |
Entity Address, Address Line One | 405 114th Avenue S.E. | |
Entity Address, Address Line Two | Third Floor | |
Entity Address, City or Town | Bellevue | |
Entity Address, State or Province | WA | |
Entity Address, Postal Zip Code | 98004 | |
City Area Code | 425 | |
Local Phone Number | 943-4599 | |
Document Quarterly Report | true | |
Document Transition Report | false |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Dec. 31, 2019 | Jun. 30, 2019 |
Current assets: | ||
Cash and cash equivalents | $ 8,551 | $ 5,420 |
Accounts receivable, net of allowance of $1,547 and $1,887, respectively | 95,419 | 93,123 |
Contract assets | 20,310 | 17,777 |
Income tax receivable | 1,699 | 506 |
Prepaid expenses and other current assets | 8,798 | 8,066 |
Total current assets | 134,777 | 124,892 |
Property, technology, and equipment, net | 20,007 | 20,127 |
Goodwill | 65,389 | 65,389 |
Intangible assets, net | 50,514 | 55,742 |
Operating lease right-of-use assets | 13,943 | 0 |
Deposits and other assets | 2,519 | 1,560 |
Total other long-term assets | 132,365 | 122,691 |
Total assets | 287,149 | 267,710 |
Current liabilities: | ||
Accounts payable | 72,089 | 74,097 |
Operating partner commissions payable | 13,918 | 12,891 |
Accrued expenses | 6,378 | 6,224 |
Current portion of notes payable | 3,842 | 3,687 |
Current portion of operating lease liability | 6,728 | 0 |
Current portion of finance lease liability | 680 | 683 |
Other current liabilities | 1,072 | 840 |
Total current liabilities | 104,707 | 98,422 |
Notes payable, net of current portion | 31,800 | 30,047 |
Operating lease liability, net of current portion | 8,019 | 0 |
Finance lease liability, net of current portion | 2,811 | 3,161 |
Deferred income taxes | 7,121 | 7,838 |
Deferred rent liability | 0 | 862 |
Other long-term liabilities | 228 | 100 |
Total long-term liabilities | 49,979 | 42,008 |
Total liabilities | 154,686 | 140,430 |
Commitments and contingencies (Note 13) | ||
Stockholders' equity: | ||
Common stock, $0.001 par value, 100,000,000 shares authorized; 49,943,470 and 49,678,262 shares issued, and 49,662,114 and 49,586,464 shares outstanding, respectively | 31 | 31 |
Additional paid-in capital | 100,662 | 100,186 |
Treasury stock, at cost, 281,356 and 91,798 shares, respectively | (1,253) | (253) |
Retained earnings | 32,705 | 26,883 |
Accumulated other comprehensive income | 153 | 187 |
Total Radiant Logistics, Inc. stockholders’ equity | 132,298 | 127,034 |
Non-controlling interest | 165 | 246 |
Total equity | 132,463 | 127,280 |
Total liabilities and equity | $ 287,149 | $ 267,710 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Dec. 31, 2019 | Jun. 30, 2019 |
Statement Of Financial Position [Abstract] | ||
Allowance for accounts receivable | $ 1,547 | $ 1,887 |
Common stock, par value | $ 0.001 | $ 0.001 |
Common stock, shares authorized | 100,000,000 | 100,000,000 |
Common stock, shares issued | 49,943,470 | 49,678,262 |
Common stock, shares outstanding | 49,662,114 | 49,586,464 |
Treasury stock, shares | 281,356 | 91,798 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Comprehensive Income - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2019 | Dec. 31, 2018 | |
Income Statement [Abstract] | ||||
Revenues | $ 201,927 | $ 260,938 | $ 402,470 | $ 479,821 |
Operating expenses: | ||||
Cost of transportation and other services | 145,969 | 196,977 | 290,979 | 360,992 |
Operating partner commissions | 25,370 | 28,355 | 49,548 | 53,183 |
Personnel costs | 15,227 | 15,906 | 30,074 | 30,451 |
Selling, general and administrative expenses | 6,680 | 7,522 | 14,343 | 14,646 |
Depreciation and amortization | 4,095 | 3,815 | 8,132 | 7,448 |
Transition, lease termination, and other costs | 337 | (11) | 328 | (11) |
Change in fair value of contingent consideration | 33 | (476) | 48 | (571) |
Total operating expenses | 197,711 | 252,088 | 393,452 | 466,138 |
Income from operations | 4,216 | 8,850 | 9,018 | 13,683 |
Other income (expense): | ||||
Interest income | 18 | 13 | 33 | 24 |
Interest expense | (612) | (873) | (1,319) | (1,661) |
Foreign currency transaction gain (loss) | (25) | 159 | (48) | 193 |
Other | 44 | 59 | 75 | 209 |
Total other expense | (575) | (642) | (1,259) | (1,235) |
Income before income taxes | 3,641 | 8,208 | 7,759 | 12,448 |
Income tax expense | (961) | (1,874) | (1,748) | (2,851) |
Net income | 2,680 | 6,334 | 6,011 | 9,597 |
Less: net income attributable to non-controlling interest | (93) | (464) | (189) | (644) |
Net income attributable to Radiant Logistics, Inc. | 2,587 | 5,870 | 5,822 | 8,953 |
Less: preferred stock dividends | 0 | (445) | 0 | (956) |
Less: issuance costs for preferred stock redemption | 0 | (1,659) | 0 | (1,659) |
Net income attributable to common stockholders | 2,587 | 3,766 | 5,822 | 6,338 |
Other comprehensive income: | ||||
Foreign currency translation gain (loss) | (148) | 798 | (34) | 493 |
Comprehensive income | $ 2,532 | $ 7,132 | $ 5,977 | $ 10,090 |
Income per share attributable to common stockholders: | ||||
Basic | $ 0.05 | $ 0.08 | $ 0.12 | $ 0.13 |
Diluted | $ 0.05 | $ 0.07 | $ 0.11 | $ 0.12 |
Weighted average common shares outstanding: | ||||
Basic | 49,760,844 | 49,461,982 | 49,711,692 | 49,449,956 |
Diluted | 51,395,063 | 51,064,163 | 51,411,538 | 50,884,799 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Changes in Equity - USD ($) | Total | Preferred Stock | Common Stock | Additional Paid-in Capital | Treasury Stock | Retained Earnings | Accumulated Other Comprehensive Income (Loss) | Non-Controlling Interest | Total Radiant Logistics, Inc. Stockholders' Equity |
Balance at Jun. 30, 2018 | $ 133,614,000 | $ 1,000 | $ 31,000 | $ 117,968,000 | $ (253,000) | $ 15,539,000 | $ 186,000 | $ 142,000 | $ 133,472,000 |
Balance, shares at Jun. 30, 2018 | 839,200 | 49,420,109 | |||||||
Cumulative effect adjustment, upon adoption of ASC 606 on July 1, 2018 | ASU 2014-09 | (335,000) | $ 0 | $ 0 | 0 | 0 | (335,000) | 0 | 0 | (335,000) |
Cumulative effect adjustment, upon adoption of ASC 606 on July 1, 2018 | ASU 2016-16 | (1,705,000) | 0 | 0 | 0 | 0 | (1,705,000) | 0 | 0 | (1,705,000) |
Issuance of common stock upon exercise of stock options | (63,000) | 0 | $ 0 | (63,000) | 0 | 0 | 0 | 0 | (63,000) |
Issuance of common stock upon exercise of stock options, shares | 32,979 | ||||||||
Preferred dividends paid | (511,000) | 0 | $ 0 | 0 | 0 | (511,000) | 0 | 0 | (511,000) |
Distribution to non-controlling interest | (90,000) | 0 | 0 | 0 | 0 | 0 | 0 | (90,000) | 0 |
Share-based compensation | 331,000 | 0 | 0 | 331,000 | 0 | 0 | 0 | 0 | 331,000 |
Net income | 3,263,000 | 0 | 0 | 0 | 0 | 3,083,000 | 0 | 180,000 | 3,083,000 |
Other comprehensive income (loss) | (305,000) | 0 | 0 | 0 | 0 | 0 | (305,000) | 0 | (305,000) |
Balance at Sep. 30, 2018 | 134,199,000 | $ 1,000 | $ 31,000 | 118,236,000 | (253,000) | 16,071,000 | (119,000) | 232,000 | 133,967,000 |
Balance, shares at Sep. 30, 2018 | 839,200 | 49,453,088 | |||||||
Balance at Jun. 30, 2018 | 133,614,000 | $ 1,000 | $ 31,000 | 117,968,000 | (253,000) | 15,539,000 | 186,000 | 142,000 | 133,472,000 |
Balance, shares at Jun. 30, 2018 | 839,200 | 49,420,109 | |||||||
Net income | 9,597,000 | ||||||||
Balance at Dec. 31, 2018 | 119,839,000 | $ 0 | $ 31,000 | 99,346,000 | (253,000) | 19,490,000 | 679,000 | 546,000 | 119,293,000 |
Balance, shares at Dec. 31, 2018 | 0 | 49,469,576 | |||||||
Balance at Sep. 30, 2018 | 134,199,000 | $ 1,000 | $ 31,000 | 118,236,000 | (253,000) | 16,071,000 | (119,000) | 232,000 | 133,967,000 |
Balance, shares at Sep. 30, 2018 | 839,200 | 49,453,088 | |||||||
Issuance of common stock upon exercise of stock options | (34,000) | $ 0 | $ 0 | (34,000) | 0 | 0 | 0 | 0 | (34,000) |
Issuance of common stock upon exercise of stock options, shares | 16,488 | ||||||||
Preferred dividends paid | (792,000) | 0 | $ 0 | 0 | 0 | (792,000) | 0 | 0 | (792,000) |
Redemption of preferred stock | (20,980,000) | $ (1,000) | 0 | (19,320,000) | 0 | (1,659,000) | 0 | 0 | (20,980,000) |
Redemption of preferred stock, Shares | (839,200) | ||||||||
Distribution to non-controlling interest | (150,000) | $ 0 | 0 | 0 | 0 | 0 | 0 | (150,000) | 0 |
Share-based compensation | 464,000 | 0 | 0 | 464,000 | 0 | 0 | 0 | 0 | 464,000 |
Net income | 6,334,000 | 0 | 0 | 0 | 0 | 5,870,000 | 0 | 464,000 | 5,870,000 |
Other comprehensive income (loss) | 798,000 | 0 | 0 | 0 | 0 | 0 | 798,000 | 0 | 798,000 |
Balance at Dec. 31, 2018 | 119,839,000 | $ 0 | $ 31,000 | 99,346,000 | (253,000) | 19,490,000 | 679,000 | 546,000 | 119,293,000 |
Balance, shares at Dec. 31, 2018 | 0 | 49,469,576 | |||||||
Balance at Jun. 30, 2019 | 127,280,000 | $ 0 | $ 31,000 | 100,186,000 | (253,000) | 26,883,000 | 187,000 | 246,000 | 127,034,000 |
Balance, shares at Jun. 30, 2019 | 0 | 49,586,464 | |||||||
Issuance of common stock upon vesting of restricted stock awards | (314,000) | $ 0 | $ 0 | (314,000) | 0 | 0 | 0 | 0 | (314,000) |
Issuance of common stock upon vesting of restricted stock awards, shares | 138,147 | ||||||||
Issuance of common stock upon exercise of stock options | (146,000) | 0 | $ 0 | (146,000) | 0 | 0 | 0 | 0 | (146,000) |
Issuance of common stock upon exercise of stock options, shares | 82,627 | ||||||||
Distribution to non-controlling interest | (180,000) | 0 | $ 0 | 0 | 0 | 0 | 0 | (180,000) | 0 |
Share-based compensation | 430,000 | 0 | 0 | 430,000 | 0 | 0 | 0 | 0 | 430,000 |
Net income | 3,331,000 | 0 | 0 | 0 | 0 | 3,235,000 | 0 | 96,000 | 3,235,000 |
Other comprehensive income (loss) | 114,000 | 0 | 0 | 0 | 0 | 0 | 114,000 | 0 | 114,000 |
Balance at Sep. 30, 2019 | 130,515,000 | $ 0 | $ 31,000 | 100,156,000 | (253,000) | 30,118,000 | 301,000 | 162,000 | 130,353,000 |
Balance, shares at Sep. 30, 2019 | 0 | 49,807,238 | |||||||
Balance at Jun. 30, 2019 | $ 127,280,000 | $ 0 | $ 31,000 | 100,186,000 | (253,000) | 26,883,000 | 187,000 | 246,000 | 127,034,000 |
Balance, shares at Jun. 30, 2019 | 0 | 49,586,464 | |||||||
Issuance of common stock upon exercise of stock options, shares | 137,930 | ||||||||
Preferred dividends paid | $ 0 | ||||||||
Net income | 6,011,000 | ||||||||
Balance at Dec. 31, 2019 | 132,463,000 | $ 0 | $ 31,000 | 100,662,000 | (1,253,000) | 32,705,000 | 153,000 | 165,000 | 132,298,000 |
Balance, shares at Dec. 31, 2019 | 0 | 49,662,114 | |||||||
Balance at Sep. 30, 2019 | 130,515,000 | $ 0 | $ 31,000 | 100,156,000 | (253,000) | 30,118,000 | 301,000 | 162,000 | 130,353,000 |
Balance, shares at Sep. 30, 2019 | 0 | 49,807,238 | |||||||
Repurchase of common stock | (1,000,000) | $ 0 | $ 0 | 0 | (1,000,000) | 0 | 0 | 0 | (1,000,000) |
Repurchase of common stock, shares | 0 | (189,558) | |||||||
Issuance of common stock upon vesting of restricted stock awards | 0 | $ 0 | $ 0 | 0 | 0 | 0 | 0 | 0 | 0 |
Issuance of common stock upon vesting of restricted stock awards, shares | 34,434 | ||||||||
Issuance of common stock upon exercise of stock options | 39,000 | 0 | $ 0 | 39,000 | 0 | 0 | 0 | 0 | 39,000 |
Issuance of common stock upon exercise of stock options, shares | 10,000 | ||||||||
Distribution to non-controlling interest | (90,000) | 0 | $ 0 | 0 | 0 | 0 | 0 | (90,000) | 0 |
Share-based compensation | 467,000 | 0 | 0 | 467,000 | 0 | 0 | 0 | 0 | 467,000 |
Net income | 2,680,000 | 0 | 0 | 0 | 0 | 2,587,000 | 0 | 93,000 | 2,587,000 |
Other comprehensive income (loss) | (148,000) | 0 | 0 | 0 | 0 | 0 | (148,000) | 0 | (148,000) |
Balance at Dec. 31, 2019 | $ 132,463,000 | $ 0 | $ 31,000 | $ 100,662,000 | $ (1,253,000) | $ 32,705,000 | $ 153,000 | $ 165,000 | $ 132,298,000 |
Balance, shares at Dec. 31, 2019 | 0 | 49,662,114 |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 6 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
OPERATING ACTIVITIES: | ||
Net income | $ 6,011 | $ 9,597 |
ADJUSTMENTS TO RECONCILE NET INCOME TO NET CASH PROVIDED BY OPERATING ACTIVITIES | ||
Share-based compensation | 897 | 795 |
Amortization of intangible assets | 5,229 | 4,972 |
Depreciation and amortization of property, technology, and equipment | 2,903 | 2,476 |
Deferred income tax benefit | (717) | (610) |
Amortization of debt issuance costs | 108 | 115 |
Change in fair value of contingent consideration | 48 | (571) |
Transition, lease termination, and other costs | 328 | (11) |
Gain on disposal of property, technology, and equipment | 0 | (22) |
Change in (recovery of) allowance for doubtful accounts | (340) | 672 |
CHANGES IN OPERATING ASSETS AND LIABILITIES: | ||
Accounts receivable | (1,844) | (3,887) |
Contract assets | (2,532) | 9,755 |
Income tax receivable | (1,196) | 2,667 |
Prepaid expenses, deposits and other assets | 1,931 | (4,674) |
Accounts payable | (1,913) | 1,554 |
Operating partner commissions payable | 1,027 | 1,032 |
Accrued and other liabilities | (3,476) | (6,846) |
payment of contingent consideration | (160) | (626) |
Net cash provided by operating activities | 6,304 | 16,388 |
INVESTING ACTIVITIES: | ||
Purchases of property, technology, and equipment | (2,779) | (2,292) |
Proceeds from sale of property, technology, and equipment | 72 | 257 |
Payment for acquisition of intangible assets | 0 | (262) |
Net cash used for investing activities | (2,707) | (2,297) |
FINANCING ACTIVITIES: | ||
Proceeds from credit facility, net | 3,457 | 14,439 |
Repayments of notes payable and finance lease liability | (2,447) | (1,761) |
Repurchases of common stock | (1,000) | 0 |
Payments of contingent consideration | (47) | (164) |
Payments of preferred stock dividends | 0 | (1,303) |
Payment for preferred stock redemption | 0 | (20,980) |
Distribution to non-controlling interest | (270) | (240) |
Proceeds from exercise of stock options | 39 | 0 |
Net cash used for financing activities | (728) | (10,106) |
Effect of exchange rate changes on cash and cash equivalents | 262 | 936 |
NET INCREASE IN CASH AND CASH EQUIVALENTS | 3,131 | 4,921 |
CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD | 5,420 | 6,992 |
CASH AND CASH EQUIVALENTS, END OF PERIOD | 8,551 | 11,913 |
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION: | ||
Income taxes paid | 3,658 | 1,336 |
Interest paid | 1,252 | 1,517 |
Restricted Stock Awards | ||
FINANCING ACTIVITIES: | ||
Payments of employee tax withholdings related to vesting and cashless exercise | (314) | 0 |
Stock Options | ||
FINANCING ACTIVITIES: | ||
Payments of employee tax withholdings related to vesting and cashless exercise | $ (146) | $ (97) |
Supplemental Disclosure of Non-
Supplemental Disclosure of Non-cash Investing and Financing Activities $ in Thousands | 6 Months Ended |
Dec. 31, 2018USD ($) | |
Supplemental Cash Flow Elements [Abstract] | |
Refrigerated trailers financed through capital lease | $ 812 |
The Company and Basis of Presen
The Company and Basis of Presentation | 6 Months Ended |
Dec. 31, 2019 | |
Accounting Policies [Abstract] | |
The Company and Basis of Presentation | NOTE 1 – THE COMPANY AND BASIS OF PRESENTATION The Company Radiant Logistics, Inc. and its consolidated subsidiaries (the “Company”) operates as a third-party logistics company, providing multi-modal transportation and logistics services primarily to customers based in the United States and Canada. The Company services a large and diversified account base, which it supports from an extensive multi-brand network of over 100 operating locations (including 20 Company-owned offices) across North America as well as an integrated international service partner network located in other key markets around the globe. As a third-party logistics company, the Company has a carrier network of approximately 10,000 asset-based transportation companies, including motor carriers, railroads, airlines and ocean lines. The Company believes shippers value its services because it is able to objectively arrange the most efficient and cost-effective means, type and provider of transportation service since it is not influenced by the ownership of transportation assets. In addition, the Company’s minimal investment in physical assets affords it the opportunity for a higher return on invested capital and net cash flows than the Company’s asset-based competitors. Through its operating locations across North America, the Company offers domestic and international air and ocean freight forwarding services and freight brokerage services, including truckload services, less than truckload services, and intermodal services, which is the movement of freight in trailers or containers by combination of truck and rail. The Company’s primary transportation services involve arranging shipments, on behalf of its customers, of materials, products, equipment and other goods that are generally larger than shipments handled by integrated carriers of primarily small parcels, such as FedEx, DHL and UPS, including arranging and monitoring all aspects of material flow activity utilizing advanced information technology systems. The Company also provides other value-added supply chain services, including order fulfillment, inventory management, and warehouse and distribution services (collectively, “MM&D” services), and customs brokerage services to complement its core transportation service offering. The Company expects to grow its business organically and by completing acquisitions of other companies with complementary geographical and logistics service offerings. The Company’s organic growth strategy will continue to focus on strengthening existing and expanding new customer relationships leveraging the benefit of the Company’s truck brokerage and intermodal service offerings, while continuing its efforts on the organic build-out of the Company’s network of strategic operating partner locations. In addition, as the Company continues to grow and scale its business, the Company believes that it is creating density in its trade lanes, which creates opportunities for the Company to more efficiently source and manage its transportation capacity. In addition to its focus on organic growth, the Company will continue to search for acquisition candidates that bring critical mass from a geographic and purchasing power standpoint, along with providing complementary service offerings to the current platform. As the Company continues to grow and scale its business, it also remains focused on leveraging its back-office infrastructure and technology systems to drive productivity improvement across the organization. Interim Disclosure The condensed consolidated financial statements included herein have been prepared, without audit, pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”). Certain information and footnote disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States have been condensed or omitted pursuant to such rules and regulations. The Company’s management believes that the disclosures are adequate to make the information presented not misleading. These condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and the notes thereto included in the Company’s Annual Report on Form 10-K for the year ended June 30, 2019. The interim period information included in this Quarterly Report on Form 10-Q reflects all adjustments, consisting of normal recurring adjustments, that are, in the opinion of the Company’s management, necessary for a fair statement of the results of the respective interim periods. Results of operations for interim periods are not necessarily indicative of results to be expected for an entire year. |
Recent Accounting Guidance
Recent Accounting Guidance | 6 Months Ended |
Dec. 31, 2019 | |
Accounting Policies [Abstract] | |
Recent Accounting Guidance | NOTE 2 - RECENT ACCOUNTING GUIDANCE Recent Accounting Guidance Not Yet Adopted In August 2018, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2018-15 (Subtopic 350-40), Intangibles - Goodwill and Other - Internal-Use Software - Customer’s Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That is a Service Contract The Company is assessing the impact of this guidance on its consolidated financial statements and disclosures. In August 2018, the FASB issued ASU 2018-13, Fair Value Measurement (Topic 820): Disclosure Framework—Changes to the Disclosure Requirements for Fair Value Measurement The Company is assessing the impact of this guidance on its consolidated financial statements and disclosures. In June 2016, the FASB issued ASU 2016-13, Financial Instruments—Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments The Company is currently evaluating the impact of the standard on its consolidated financial statements and disclosures. Recently Adopted Accounting Guidance ASC 842 - Leases In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842) and subsequent amendments to the initial guidance: ASU 2017-13, ASU 2018-10, ASU 2018-11, ASU 2018-20, and ASU 2019-01 (collectively, Topic 842). Topic 842 requires companies to generally recognize on the balance sheet operating and financing lease liabilities and corresponding right-of-use (“ROU”) assets. Companies are required to use a modified retrospective approach on 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, through a cumulative-effect adjustment to retained earnings. The Company adopted the standard on July 1, 2019. The Company transitioned using the modified retrospective approach at the beginning of the period of adoption. Consequently, periods before July 1, 2019 will continue to be reported in accordance with the prior accounting guidance in ASC 840. We elected the package of practical expedients permitted under the transition guidance within the new standard, which among other things, allows us to carry forward the historical lease classification for leases that commenced before July 1, 2019. The disclosure requirements of ASC 842 are included within Note 5. Adoption of the standard had no impact on our condensed consolidated statements of comprehensive income and condensed consolidated statements of cash flows. Adoption of Topic 842 resulted in increases in assets and liabilities in the Company’s condensed consolidated balance sheets as follows: (In thousands) Balance as of June 30, 2019 Transition Adjustment Balance as of July 1, 2019 Assets Operating lease right-of-use assets $ — $ 16,637 $ 16,637 Liabilities Current portion of operating lease liability — 6,711 6,711 Current portion of finance lease liability 683 — 683 Operating lease liability, net of current portion — 10,788 10,788 Finance lease liability, net of current portion 3,161 — 3,161 Deferred rent liability 862 (862 ) — |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 6 Months Ended |
Dec. 31, 2019 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | NOTE 3 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES a) Principles of Consolidation The condensed consolidated financial statements include the accounts of Radiant Logistics, Inc. and its wholly-owned subsidiaries as well as a single variable interest entity, Radiant Logistics Partners, LLC (“RLP”), which is 40% owned by Radiant Global Logistics, Inc. (“RGL”) and 60% owned by Radiant Capital Partners, LLC (“RCP”, see Note 10), an entity owned by the Company’s Chief Executive Officer. All significant intercompany balances and transactions have been eliminated. Non-controlling interest in the condensed consolidated balance sheets represents RCP’s proportionate share of equity in RLP. Net income (loss) of non-wholly owned consolidated subsidiaries or va riable interest entities is allocated to the Company and the holder(s) of the non-controlling interest in proportion to their percentage ownership. b) Use of Estimates The preparation of financial statements and related disclosures in accordance with accounting principles generally accepted in the United States (“GAAP”) requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. Due to the inherent uncertainty involved in making estimates, actual results reported in future periods may be based upon amounts that could differ from these estimates. c) Cash and Cash Equivalents The Company maintains its cash in bank deposit accounts that, at times, may exceed federally-insured limits. The Company has not experienced any losses in such accounts. d) Accounts Receivable The Company’s receivables are recorded when billed and represent amounts owed by third-party customers, as well as amounts owed by strategic operating partners. The carrying value of the Company’s receivables, net of the allowance for doubtful accounts, represents their estimated net realizable value. The Company evaluates the collectability of accounts receivable on a customer-by-customer basis. The Company records an allowance for doubtful accounts to reduce the net recognized receivable to an amount the Company believes will be reasonably collected. The allowance for doubtful accounts is determined from the analysis of the aging of the accounts receivable, historical experience and knowledge of specific customers. The Company derives a substantial portion of its revenue through independently-owned strategic operating partner locations operating under various Company brands. Each strategic operating partner is responsible for some or all of the collection of the accounts related to the underlying customers being serviced by such strategic operating partner. To facilitate this arrangement, based on contractual agreements, certain strategic operating partners are required to maintain a bad debt reserve in the form of a security deposit with the Company. The Company charges each strategic operating partner’s bad debt reserve account for any accounts receivable aged beyond 90 days along with any other amounts owed to the Company by strategic operating partners. However, the bad debt reserve account may carry a deficit balance when amounts charged to this reserve account exceed amounts otherwise available. In these circumstances, a deficit bad debt reserve account is recognized as a receivable in the Company’s financial statements. Some strategic operating partners are not required to establish a bad debt reserve; however, they are still responsible to make up for any deficits and the Company may withhold all or a portion of future commissions payable to the strategic operating partner to satisfy any deficit balance. Currently, a number of the Company’s strategic operating partners have a deficit balance in their bad debt reserve accounts. The Company expects to replenish these funds through the future business operations of these strategic operating partners or as their customers satisfy the amounts payable to the Company. However, to the extent any of these strategic operating partners were to cease operations or otherwise be unable to replenish these deficit accounts, the Company would be at risk of loss for any such amounts and generally would reserve for them. e) Property, Technology, and Equipment Property, technology, and equipment is stated at cost, less accumulated depreciation and amortization. Depreciation and amortization is computed using the straight-line method over the estimated useful lives of the related assets. Upon retirement or other disposition of these assets, the cost and related accumulated depreciation or amortization are removed from the accounts and the resulting gain or loss, if any, is reflected in other income or expense. Expenditures for maintenance, repairs and renewals of minor items are expensed as incurred. Major renewals and improvements are capitalized. f) Goodwill Goodwill represents the excess acquisition cost of an acquired entity over the estimated fair values assigned to the net tangible and identifiable intangible assets acquired. The Company typically performs its annual goodwill impairment test effective as of April 1 of each year or more frequently if facts or circumstances indicate that the carrying amount may not be recoverable. Based on the most recent annual impairment test, there was no impairment. An entity has the option to perform a qualitative assessment to determine whether it is more-likely-than-not that the fair value of t he reporting unit is less than its carrying amount prior to performing a quantitative impairment test. The qualitative assessment evaluates various factors, such as macro-economic conditions, industry and market conditions, cost factors, relevant events an d financial trends that may impact the fair value of the reporting unit. If it is determined that the estimated fair value of the reporting unit is more-likely-than-not less than its carrying amount, including goodwill, a quantitative assessment is require d. Otherwise, no further analysis is required. If a quantitative assessment is performed, a reporting unit’s fair value is compared to its carrying value. A reporting unit’s fair value is determined based upon consideration of various valuation methodologies, including the income approach, which utilizes projected future cash flows discounted at rates commensurate with the risks involved and multiples of current and future earnings. If the fair value of a reporting unit is less than its carrying amount, an impairment charge is recognized for the amount by which the carrying amount exceeds the reporting unit’s fair value; however, the loss recognized cannot exceed the total amount of goodwill allocated to that reporting unit. As of December 31, 2019, management believes there are no indications of impairment. g) Long-Lived Assets Long-lived assets, such as property, technology, and equipment and definite-lived intangible assets, are reviewed for impairment whenever events or changes in circumstances indicate the carrying amount of the assets may not be recoverable. If circumstances require a long-lived asset or asset group to be tested for possible impairment, the Company compares the undiscounted expected future cash flows to be generated by that asset or asset group to its carrying amount. If the carrying amount of the long-lived asset or asset group is not recoverable on an undiscounted cash flow basis, an impairment charge is recognized to the extent the carrying amount of the asset or asset group exceeds the fair value. Fair values of long-lived assets are determined through various techniques, such as applying probability weighted, expected present value calculations to the estimated future cash flows using assumptions a market participant would utilize or through the use of a third-party independent appraiser or valuation specialist. Management has performed a review of all long-lived assets and has determined no impairment of the respective carrying value has occurred as of December 31, 2019. Intangible assets consist of customer related intangible assets, trade names and trademarks, and non-compete agreements arising from the Company’s acquisitions. Customer related intangible assets are amortized using the straight-line method over a period of up to ten years, trademarks and trade names are amortized using the straight-line method over 15 years, and non-compete agreements are amortized using the straight-line method over the term of the underlying agreements. h) Business Combinations The Company accounts for business acquisitions using the acquisition method as required by FASB ASC Topic 805, Business Combinations. The fair values of intangible assets are estimated using a discounted cash flow approach with Level 3 inputs. The estimate of fair value of an intangible asset is equal to the present value of the incremental after-tax cash flows (excess earnings) attributable solely to the intangible asset over its remaining useful life. To estimate fair value, the Company uses risk-adjusted cash flows discounted at rates considered appropriate given the inherent risks associated with each type of asset. The Company believes the level and timing of cash flows appropriately reflects market participant assumptions. For acquisitions that involve contingent consideration, the Company records a liability equal to the fair value of the contingent consideration obligation as of the acquisition date. The Company determines the acquisition date fair value of the contingent consideration based on the likelihood of paying the additional consideration. The fair value is estimated using projected future operating results and the corresponding future earn-out payments that can be earned upon the achievement of specified operating objectives and financial results by acquired companies using Level 3 inputs and the amounts are then discounted to present value. These liabilities are measured quarterly at fair value, and any change in the fair value of the contingent consideration liability is recognized in the condensed consolidated statements of comprehensive income. Amounts are generally due annually on November 1 st During the measurement period, which may be up to one year from the acquisition date, the Company records adjustments to the assets acquired and liabilities assumed with the corresponding adjustment to goodwill. Upon the conclusion of the measurement period or final determination of the values of assets acquired or liabilities assumed, whichever comes first, any subsequent adjustments are recognized in the condensed consolidated statements of comprehensive income. i) Revenue Recognition The Company’s revenues are primarily from transportation services, which includes providing for the arrangement of freight, both domestically and internationally, through modes of transportations, such as air freight, ocean freight, truckload, less than truckload and intermodal. The Company generates its transportation services revenue by purchasing transportation from direct carriers and reselling those services to its customers. In general, each shipment transaction or service order constitutes a separate contract with the customer. A performance obligation is created once a customer agreement with an agreed upon transaction price exists. The transaction price is typically fixed and not contingent upon the occurrence or non-occurrence of any other event. The transaction price is generally due 30 to 45 days from the date of invoice. The Company’s transportation transactions provide for the arrangement of the movement of freight to a customer’s destination. The transportation services, including certain ancillary services, such as loading/unloading, freight insurance and customs clearance, that is provided to the customer as a single performance obligation. These performance obligations are satisfied and recognized in revenue upon the transfer of control of the services over the requisite transit period as the customer’s goods move from origin to destination. The Company determines the period to recognize revenue in transit based upon the departure date and the delivery date, which may be estimated if delivery has not occurred as of the reporting date. Determination of the transit period and the percentage of completion of the shipment as of the reporting date requires management to make judgments that affect the timing of revenue recognition. The Company has determined that revenue recognition over the transit period provides a reasonable estimate of the transfer of services to its customers as it depicts the pattern of the Company’s performance under the contracts with its customers. The Company also provides warehouse and distribution logistics services for its customers under contracts generally ranging from a few months to five years and include renewal provisions. These warehouse and distribution logistics services contracts provide for inventory management, order fulfilment and warehousing of the Customer’s product and arrangement of transportation of the customer’s product. The Company’s performance obligations are satisfied over time as the customers simultaneously receive and consume the services provided by the Company as it performs. The transaction price is based on the consideration specified in the contract with the customer and contains fixed and variable consideration. In general, the fixed consideration component of a contract represents reimbursement for facility and equipment costs incurred to satisfy the performance obligation and is recognized on a straight-line basis over the term of the contract. The variable consideration component is comprised of cost reimbursement per unit pricing for time and pricing for materials used and is determined based on cost plus a mark-up for hours of services provided and materials used and is recognized over time based on the level of activity volume. Other services include primarily customs clearance services performed as a single performance obligation. The Company recognizes revenue from this performance obligation at a point in time, which is the completion of the services. Duties and taxes collected from the customer and paid to the customs agent on behalf of the customers are excluded from revenue. The Company uses independent contractors and third-party carriers in the performance of its transportation services. The Company evaluates who controls the transportation services to determine whether its performance obligation is to transfer services to the customer or to arrange for services to be provided by another party. The Company determined it acts as the principal for its transportation services performance obligation since it is in control of establishing the prices for the specified services, managing all aspects of the shipments process and assuming the risk of loss for delivery and collection. Such transportation services revenue is presented on a gross basis in the condensed consolidated statements of comprehensive income. A summary of the Company’s gross revenues disaggregated by major service lines and geographic markets (reportable segments), and timing of revenue recognition for the three and six months ended December 31, 2019 and 2018 are as follows: Three Months Ended December 31, 2019 (In thousands) United States Canada Corporate/ Eliminations Total Major Service Lines: Transportation services $ 172,163 $ 21,687 $ (213 ) $ 193,637 Value-added services (1) 3,931 4,359 — 8,290 Total $ 176,094 $ 26,046 $ (213 ) $ 201,927 Timing of Revenue Recognition: Services transferred over time $ 175,134 $ 26,046 $ (213 ) $ 200,967 Services transferred at a point in time 960 — — 960 Total $ 176,094 $ 26,046 $ (213 ) $ 201,927 Six Months Ended December 31, 2019 (In thousands) United States Canada Corporate/ Eliminations Total Major Service Lines: Transportation services $ 343,626 $ 42,185 $ (385 ) $ 385,426 Value-added services (1) 8,352 8,692 — 17,044 Total $ 351,978 $ 50,877 $ (385 ) $ 402,470 Timing of Revenue Recognition: Services transferred over time $ 350,227 $ 50,877 $ (385 ) $ 400,719 Services transferred at a point in time 1,751 — — 1,751 Total $ 351,978 $ 50,877 $ (385 ) $ 402,470 Three Months Ended December 31, 2018 (In thousands) United States Canada Corporate/ Eliminations Total Major Service Lines: Transportation services $ 228,630 $ 23,921 $ (97 ) $ 252,454 Value-added services (1) 3,129 5,355 — 8,484 Total $ 231,759 $ 29,276 $ (97 ) $ 260,938 Timing of Revenue Recognition: Services transferred over time $ 231,037 $ 29,276 $ (97 ) $ 260,216 Services transferred at a point in time 722 — — 722 Total $ 231,759 $ 29,276 $ (97 ) $ 260,938 Six Months Ended December 31, 2018 (In thousands) United States Canada Corporate/ Eliminations Total Major Service Lines: Transportation services $ 416,879 $ 46,857 $ (145 ) $ 463,591 Value-added services (1) 6,098 10,132 — 16,230 Total $ 422,977 $ 56,989 $ (145 ) $ 479,821 Timing of Revenue Recognition: Services transferred over time $ 421,573 $ 56,989 $ (145 ) $ 478,417 Services transferred at a point in time 1,404 — — 1,404 Total $ 422,977 $ 56,989 $ (145 ) $ 479,821 (1) Practical Expedients The Company has elected to not disclose the aggregate amount of the transaction price allocated to performance obligations that are unsatisfied as of the end of the period as the Company’s contracts with its transportation customers have an expected duration of one year or less. For the performance obligation to transfer warehouse and distribution services in contracts with customers, revenue is recognized in the amount for which the Company has the right to invoice the customer, as this amount corresponds directly with the value provided to the customer for the Company’s performance completed to date. The Company also applies the practical expedient that permits the recognition of employee sales commissions related to transportation services as an expense when incurred since the amortization period of such costs is less than one year. These costs are included in the condensed consolidated statements of comprehensive income. Contract Assets Contract assets represent amounts for which the Company has the right to consideration for the services provided while a shipment is still in-transit but for which it has not yet completed the performance obligation or has not yet invoiced the customer. Upon completion of the performance obligations, which can vary in duration based upon the method of transport and billing the customer, these amounts become classified within accounts receivable. Operating Partner Commissions The Company enters into contractual arrangements with independent agents that operate, on behalf of the Company, an office in a specific location that engages primarily in arranging, domestic and international, transportation services. In return, the independent agent is compensated through the payment of sales commissions, which are based on individual shipments. The Company accrues the independent agent’s commission obligation ratably as the goods are transferred to the customer. j) Defined Contribution Savings Plans The Company has an employee savings plan under which the Company provides safe harbor matching contributions. The Company’s contributions under the plan were $280 and $612 for the three and six months ended December 31, 2019, respectively and $230 and $452 for the three and six months ended December 31, 2018, respectively. k) Income Taxes Income taxes are accounted for using the asset and liability method. Deferred tax assets are recognized for deductible temporary differences and deferred tax liabilities are recognized for taxable temporary differences. Temporary differences are the differences between the reported amounts of assets and liabilities and their tax bases. Deferred tax assets are reduced by a valuation allowance when, in the opinion of management, it is more-likely-than-not that some portion or all of the deferred tax assets will not be realized. Deferred tax assets and liabilities are adjusted for the effects of changes in tax laws and rates on the date of enactment. The Company records a liability for unrecognized tax benefits resulting from uncertain income tax positions taken or expected to be taken in an income tax return. Interest and penalties, if any, are recorded as a component of interest expense or other expense, respectively. l) Share-Based Compensation The Company grants restricted stock awards, restricted stock units and stock options to certain directors, officers and employees. The Company accounts for share-based compensation as equity awards such that compensation cost is measured at the grant date based on the fair value of the award and is expensed ratably over the vesting period. The fair value of restricted stock is the market price as of the grant date, and the fair value of each stock option grant is estimated as of the grant date using the Black-Scholes option pricing model. Determining the fair value of share-based awards at the grant date requires judgment about, among other things, stock volatility, the expected life of the award, and other inputs. The Company accounts for forfeitures as they occur. The Company issues new shares of common stock to satisfy exercises and vesting of awards granted under its stock plans. Share-based compensation expense is reflected in the condensed consolidated statements of comprehensive income as part of personnel costs. m) Basic and Diluted Income per Share Allocable to Common Stockholders Basic income per common share is computed by dividing net income allocable to common stockholders by the weighted average number of common shares outstanding. Diluted income per common share is computed by dividing net income allocable to common stockholders by the weighted average number of common shares outstanding, plus the number of additional common shares that would have been outstanding if the potential common shares, such as restricted stock awards and stock options, had been issued and were considered dilutive. Net income allocable to common stockholders is after consideration for preferred stock dividends, whether or not declared, and preferred stock redemption. n) Foreign Currency Translation For the Company’s foreign subsidiaries that prepare financial statements in currencies other than U.S. dollars, the local currency is the functional currency. All assets and liabilities are translated at period-end exchange rates and all income statement amounts are translated at the weighted average rates for the period. Translation adjustments are recorded in accumulated other comprehensive (loss) income. Gains and losses on transactions of monetary items denominated in a foreign currency are recognized in other income (expense) in the condensed consolidated statements of comprehensive income. o) Reclassifications of Previously Issued Financial Statements Certain amounts for prior periods have been reclassified in the condensed consolidated financial statements to conform to the current year presentation. p) Fair Value Measurement The accounting guidance for fair value, among other things, defines fair value, establishes a consistent framework for measuring fair value and expands disclosure for each major asset and liability category measured at fair value on either a recurring or nonrecurring basis. Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability (an exit price) in an orderly transaction between market participants at the reporting date. The framework for measuring fair value consists of a three-level valuation hierarchy that prioritizes the inputs to valuation techniques used to measure fair value based upon whether such inputs are observable or unobservable. Observable inputs reflect market data obtained from independent sources, while unobservable inputs reflect market assumptions made by the reporting entity. In general, fair values determined by Level 1 inputs utilize quoted prices (unadjusted) in active markets for identical assets or liabilities. Fair values determined by Level 2 inputs utilize observable inputs other than Level 1 prices, such as quoted prices for similar assets or liabilities, quoted prices in markets that are not active or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the related assets or liabilities. Fair values determined by Level 3 inputs are unobservable data points for the asset or liability and include situations where there is little, if any, market activity for the asset or liability. The fair value measurement level within the hierarchy is based on the lowest level of any input that is significant to the fair value measurement. Valuation techniques used need to maximize the use of observable inputs and minimize the use of unobservable inputs. Assets and liabilities measured at fair value are based on one or more of the following three valuation techniques: • Market approach: Prices and other relevant information generated by market transactions involving identical or comparable assets or liabilities; • Cost approach: Amount that would be required to replace the service capacity of an asset (replacement cost); and • Income approach: Techniques to convert future amounts to a single present amount based upon market expectations, including present value techniques, option-pricing, and excess earning models. Fair Value of Financial Instruments The carrying values of the Company’s cash, receivables, contract assets, accounts payable, commissions payable, accrued expenses, and the income tax receivable and payable approximate the fair values due to the relatively short maturities of these instruments. The carrying value of the Company’s credit facility and notes payable would not differ significantly from fair value (based on Level 2 inputs) if recalculated based on current interest rates. q) Leases (Effective July 1, 2019) The Company determines if an arrangement is a lease at inception. Assets and obligations related to operating leases are included in operating lease right-of-use (“ROU”) assets; current portion of operating lease liability; and operating lease liability, net of current portion in our condensed consolidated balance sheets. Assets and obligations related to finance leases are included in property, technology, and equipment, net; current portion of finance lease liability; and finance lease liability, net of current portion in our condensed consolidated balance sheets. ROU assets represent our right to use an underlying asset for the lease term and lease liabilities represent our obligation to make lease payments arising from the lease. Operating lease ROU assets and liabilities are recognized at commencement date based on the present value of lease payments over the lease term. As most of the Company’s leases do not provide an implicit rate, the incremental borrowing rate based on the information available at commencement date is used in determining the present value of lease payments. We use the implicit rate when readily determinable. Our lease terms may include options to extend or terminate the lease when it is reasonably certain that we will exercise that option. The Company’s agreements with lease and non-lease components, are all each accounted for as a single lease component. For leases with an initial term of twelve months or less, the Company elected the exemption from recording right of use assets and lease liabilities for all leases that qualify and records rent expense on a straight-line basis over the lease term. Expenses for these short-term leases for the three and six months ended December 31, 2019 is immaterial. Certain of our leases include variable payments, which may vary based upon changes in facts or circumstances after the start of the lease. We exclude variable payments from lease ROU assets and lease liabilities, to the extent not considered fixed, and instead expense as incurred. |
Earnings Per Share
Earnings Per Share | 6 Months Ended |
Dec. 31, 2019 | |
Earnings Per Share [Abstract] | |
Earnings Per Share | NOTE 4 – EARNINGS PER SHARE The computations of the numerator and denominator of basic and diluted income per share are as follows: Three Months Ended December 31, Six Months Ended December 31, (In thousands, except share data) 2019 2018 2019 2018 Numerator: Net income attributable to Radiant Logistics, Inc. $ 2,587 $ 5,870 $ 5,822 $ 8,953 Less: preferred stock dividends — (445 ) — (956 ) Less: issuance costs for preferred stock redemption — (1,659 ) — (1,659 ) Net income attributable to common stockholders $ 2,587 $ 3,766 $ 5,822 $ 6,338 Denominator: Weighted average common shares outstanding, basic 49,760,844 49,461,982 49,711,692 49,449,956 Dilutive effect of share-based awards 1,634,219 1,602,181 1,699,846 1,434,843 Weighted average common shares outstanding, diluted 51,395,063 51,064,163 51,411,538 50,884,799 Potentially dilutive common shares excluded 310,245 363,856 321,730 707,672 |
Leases
Leases | 6 Months Ended |
Dec. 31, 2019 | |
Leases [Abstract] | |
Leases | NOTE 5 – LEASES The Company has operating and finance leases for office space, warehouse space, trailers and other equipment. Lease terms expire at various dates through October 2025 with options to renew for varying terms at the Company’s sole discretion. The Company has not included these options to extend or terminate in its calculation of right-or-use assets or lease liabilities as it is not reasonably certain to exercise these options. The components of lease expense were as follows: (In thousands) Three Months Ended December 31, 2019 Six Months Ended December 31, 2019 Operating: Operating lease cost $ 1,881 $ 3,690 Financing: Amortization of right-of-use assets 158 313 Interest on lease liabilities 44 90 Total finance lease cost $ 202 $ 403 Supplemental cash flow information related to leases was as follows: (In thousands) Six Months Ended December 31, 2019 Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows arising from operating leases $ 3,744 Operating cash flows arising from finance leases 90 Financing cash flows arising from finance leases 339 Right-of-use assets obtained in exchange for new lease liabilities: Operating leases 855 Finance leases 40 Supplemental balance sheet information related to leases was as follows: December 31, (In thousands) 2019 Operating lease: Operating lease right-of-use assets $ 13,943 Current portion of operating lease liability 6,728 Operating lease liability, net of current portion 8,019 Total operating lease liabilities $ 14,747 Finance lease: Property, technology, and equipment, net $ 3,529 Current portion of finance lease liability 680 Finance lease liability, net of current portion 2,811 Total finance lease liabilities $ 3,491 Weighted average remaining lease term: Operating leases 2.7 years Finance leases 4.9 years Weighted average discount rate: Operating leases 3.19 % Finance leases 4.52 % As of December 31, 2019, maturities of lease liability for each of the next five fiscal years ending June 30 and thereafter are as follows: (In thousands) Operating Finance 2020 (remaining) $ 3,672 $ 426 2021 6,074 830 2022 4,002 814 2023 1,104 628 2024 394 554 Thereafter 317 698 Total lease payments 15,563 3,950 Less imputed interest (816 ) (459 ) Total lease liability $ 14,747 $ 3,491 |
Property, Technology, and Equip
Property, Technology, and Equipment | 6 Months Ended |
Dec. 31, 2019 | |
Property Plant And Equipment [Abstract] | |
Property, Technology, and Equipment | NOTE 6 – PROPERTY, TECHNOLOGY, AND EQUIPMENT December 31, June 30, (In thousands) Useful Life 2019 2019 Computer software 3 - 5 years $ 20,366 $ 18,013 Trailers and related equipment 3 - 15 years 6,810 6,941 Office and warehouse equipment 3 - 15 years 4,361 4,082 Leasehold improvements (1) 3,804 3,672 Computer equipment 3 - 15 years 2,640 2,529 Furniture and fixtures 3 - 15 years 988 973 38,969 36,210 Less: accumulated depreciation and amortization (18,962 ) (16,083 ) $ 20,007 $ 20,127 (1) The cost is amortized over the shorter Depreciation and amortization expenses related to property, technology, and equipment were $1,498 and $2,903 for the three and six months ended December 31, 2019, respectively and $1,314 and $2,476 for the three and six months ended December 31, 2018, respectively. Computer software includes approximately $492 and $722 of software in development as of December 31, 2019 and June 30, 2019, respectively. |
Intangible Assets
Intangible Assets | 6 Months Ended |
Dec. 31, 2019 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Intangible Assets | NOTE 7 – INTANGIBLE ASSETS Intangible assets consisted of the following as of December 31, 2019 and June 30, 2019, respectively: December 31, 2019 (In thousands) Weighted Average Amortization Period Gross Carrying Amount Accumulated Amortization Net Carrying Amount Customer related 5.1 years $ 97,002 $ (56,774 ) $ 40,228 Trade names and trademarks 10.1 years 14,977 (4,760 ) 10,217 Covenants not to compete 2.3 years 875 (806 ) 69 $ 112,854 $ (62,340 ) $ 50,514 June 30, 2019 (In thousands) Weighted Average Amortization Period Gross Carrying Amount Accumulated Amortization Net Carrying Amount Customer related 5.5 years $ 97,002 $ (52,076 ) $ 44,926 Trade names and trademarks 10.6 years 14,977 (4,252 ) 10,725 Covenants not to compete 2.7 years 875 (784 ) 91 $ 112,854 $ (57,112 ) $ 55,742 Amortization expense amounted to $2,597 and $5,229 for the three and six months ended December 31, 2019, respectively and $2,501 and $4,972 for the three and six months ended December 31, 2018, respectively. Future amortization expense for each of the next five fiscal years ending June 30 are as follows: (In thousands) 2020 (remaining) $ 4,725 2021 9,394 2022 8,841 2023 8,363 2024 7,988 |
Notes Payable
Notes Payable | 6 Months Ended |
Dec. 31, 2019 | |
Debt Disclosure [Abstract] | |
Notes Payable | NOTE 8 – NOTES PAYABLE Notes payable consist of the following: December 31, June 30, (In thousands) 2019 2019 Senior Credit Facility $ 17,246 $ 13,781 Senior Secured Loans 18,927 20,591 Unamortized debt issuance costs (531 ) (638 ) Total notes payable 35,642 33,734 Less: current portion (3,842 ) (3,687 ) Total notes payable, net of current portion $ 31,800 $ 30,047 Future maturities of notes payable for each of the next five fiscal years ending June 30 and thereafter are as follows: (In thousands) 2020 (remaining) $ 1,889 2021 3,971 2022 21,490 2023 4,535 2024 4,288 $ 36,173 Senior Credit Facility The Company has a $75,000 senior credit facility (the “Senior Credit Facility”) with Bank of America, N.A. (the “Lender”) on its own behalf and as agent to the other lenders named therein, currently consisting of the Bank of Montreal (as the initial member of the syndicate under such loan), pursuant to a Second Amendment to Amended and Restated Loan and Security Agreement. The Senior Credit Facility includes a $3,500 sublimit to support letters of credit and matures June 14, 2022. Borrowings accrue interest based on the Company’s average daily availability at the Lender’s base rate plus 0.25% to 0.75% or LIBOR plus 1.25% to 1.75%. The Senior Credit Facility provides for advances of up to 85% of the eligible Canadian and domestic accounts receivable, 75% of eligible accrued but unbilled domestic receivables and eligible foreign accounts receivable, all of which are subject to certain sub-limits, reserves and reductions. collateralized by a first-priority security interest in all of the assets of the U.S. co-borrowers, a first-priority security interest in all of the accounts receivable and associated assets of the Canadian co-borrowers (the “Canadian A/R Assets”) and a second-priority security interest on the other assets of the Canadian borrowers. Borrowings are available to fund future acquisitions, capital expenditures, repurchase of Company stock or for other corporate purposes. The terms of the Senior Credit Facility are subject to customary financial and operational covenants, including covenants that may limit or restrict the ability to, among other things, borrow under the Senior Credit Facility, incur indebtedness from other lenders, and make acquisitions. As of December 31, 2019, the Company was in compliance with all of its covenants. As of December 31, 2019, based on available collateral and outstanding letter of credit commitments, there was $50,729 available for borrowing under the Senior Credit Facility. Senior Secured Loans In connection with the Company’s acquisition of Wheels International Inc. (“Wheels”), Wheels obtained a CAD$29,000 senior secured Canadian term loan from Integrated Private Debt Fund IV LP (“IPD IV”) pursuant to a CAD$29,000 Credit Facilities Loan Agreement. The Company and its U.S. and Canadian subsidiaries are guarantors of the Wheels obligations thereunder. The loan matures on April 1, 2024 and accrues interest at a rate of 6.65% per annum. The Company is required to maintain five months interest in a debt service reserve account to be controlled by IPD IV. The amount of approximately $600 is recorded as deposits and other assets in the accompanying condensed consolidated financial statements. The Company made interest-only payments for the first 12 months followed by monthly principal and interest payments of CAD$390 that will be paid through maturity. In connection with the Company’s acquisition of Lomas, Wheels obtained a CAD$10,000 senior secured Canadian term loan from Integrated Private Debt Fund V LP pursuant to a CAD$10,000 Credit Facilities Loan Agreement. The Company and its U.S. and Canadian subsidiaries are guarantors of the Wheels obligations thereunder. The loan matures on June 1, 2024 and accrues interest at a fixed rate of 6.65% per annum. The loan repayment consists of monthly principal and interest payments of CAD$149. The loans may be prepaid in whole at any time providing the Company gives at least 30 days prior written notice and pays the difference between (i) the present value of the loan interest and the principal payments foregone discounted at the Government of Canada Bond Yield for the term from the date of prepayment to the maturity date and (ii) the face value of the principal amount being prepaid. The loans are collateralized by a (i) first-priority security interest in all of the assets of Wheels except the Canadian A/R Assets, (ii) a second-priority security interest in the Canadian A/R Assets, and (iii) a second-priority security interest on all of the Company’s assets. As of December 31, 2019, the Company was in compliance with all of its covenants. |
Stockholders' Equity
Stockholders' Equity | 6 Months Ended |
Dec. 31, 2019 | |
Equity [Abstract] | |
Stockholders' Equity | NOTE 9 – STOCKHOLDERS’ EQUITY The Company is authorized to issue 5,000,000 shares of preferred stock, par value at $0.001 per share and 100,000,000 shares of common stock, $0.001 per share. Series A Preferred Stock At June 30, 2018, the Company had 839,200 shares of 9.75% Series A Cumulative Redeemable Perpetual Preferred Stock (“Series A Preferred Shares”) outstanding with a liquidation preference of $25.00 per share that were issued on December 20, 2013. Net proceeds received from the Series A Preferred Shares issuance totaled approximately $19,320. Dividends on the Series A Preferred Shares were cumulative from the date of original issue and were payable on January 31, April 30, July 31 and October 31, as and if declared by the Company’s board of directors. Commencing on December 20, 2018, the Series A Preferred Shares were redeemable at the Company’s option, in whole or in part, at a cash redemption price of $25.00 per share plus accrued and unpaid dividends (whether declared). On December 21, 2018, the Company redeemed all its Series A Preferred Shares for an aggregated price of $20,980 and charged to retained earnings $1,659 for the excess of consideration paid over carrying value of preferred stock on redemption. During the six months ended December 31, 2019, no dividend was paid. Dividends paid to prior holders of Series A Preferred Shares f or the six months ended December 31, 2018 were $1.5536 per share, totaling $1,303. Common Stock In March 2018, the Company’s board of directors authorized the repurchase of up to 5,000,000 shares of the Company’s common stock through December 31, 2019. Under the stock repurchase program, the Company is authorized to repurchase, from time-to-time, shares of its outstanding common stock in the open market at prevailing market prices or through privately negotiated transactions as permitted by securities laws and other legal requirements. The program does not obligate the Company to repurchase any specific number of shares and could be suspended or terminated at any time without prior notice. Under this repurchase program, the Company purchased 189,558 shares of its common stock at an average cost of $5.28 per share for an aggregate cost of $1,000 during the three months ended December 31, 2019. Prior to this fiscal quarter, there were no purchases of common stock executed under the repurchase program authorized by the board of directors in March 2018. |
Variable Interest Entity and Re
Variable Interest Entity and Related Party Transactions | 6 Months Ended |
Dec. 31, 2019 | |
Equity Method Investments And Joint Ventures [Abstract] | |
Variable Interest Entity and Related Party Transactions | NOTE 10 – VARIABLE INTEREST ENTITY AND RELATED PARTY TRANSACTIONS RLP is owned 40% by RGL and 60% by RCP, a company for which the Chief Executive Officer of the Company is the sole member. RLP is a certified minority business enterprise that was formed for the purpose of providing the Company with a national accounts strategy to pursue corporate and government accounts with diversity initiatives. RCP’s ownership interest entitles it to a majority of the profits and distributable cash, if any, generated by RLP. The operations of RLP are intended to provide certain benefits to the Company, including expanding the scope of services offered by the Company and participating in supplier diversity programs not otherwise available to the Company. In the course of evaluating and approving the ownership structure, operations and economics emanating from RLP, a committee consisting of the independent Board member of the Company, considered, among other factors, the significant benefits provided to the Company through association with a minority business enterprise, particularly as many of the Company’s largest current and potential customers have a need for diversity offerings. In addition, the committee concluded that the economic relationship with RLP was on terms no less favorable to the Company than terms generally available from unaffiliated third-parties. Certain entities in which equity investors do not have the characteristics of a controlling financial interest or do not have the sufficient equity at risk for the entity to finance its activities without additional subordinated financial support from other parties are considered variable interest entities. RLP qualifies as a variable interest entity and is consolidated in these condensed consolidated financial statements as the Company is the primary beneficiary. RLP recorded $154 and $315 in profits, of which RCP’s distributable share was $93 and $189, for the three and six months ended December 31, 2019, respectively. RLP recorded $773 and $1,073 in profits, of which RCP’s distributable share was $464 and $644 for the three and six months ended December 31, 2018, respectively. The non-controlling interest recorded as a reduction of net income available to common stockholders in the condensed consolidated statements of comprehensive income represents RCP’s distributive share. |
Income Taxes
Income Taxes | 6 Months Ended |
Dec. 31, 2019 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | NOTE 11 – INCOME TAXES For the three and six months ended December 31, 2019 and 2018, respectively, the Company’s income tax expense is composed of the following: Three Months Ended December 31, Six Months Ended December 31, (In thousands) 2019 2018 2019 2018 Current income tax expense $ 1,448 $ 2,231 $ 2,465 $ 3,461 Deferred income tax benefit (487 ) (357 ) (717 ) (610 ) Income tax expense $ 961 $ 1,874 $ 1,748 $ 2,851 The Company’s effective tax rates prior to discrete items for the six months ended December 31, 2019 and 2018 are higher than the U.S. federal statutory rates primarily due to earnings in foreign operations and state taxes. The actual income tax through the second quarter results in an effective tax rate of 23.0%, which is higher than the U.S. federal statutory rate primarily due to earnings in foreign operations and state taxes, but also includes $205 of share-based compensation benefits to date, which is discretely recognized in the quarter and is not a component of the company’s annualized forecasted effective tax rate for fiscal year 2020. The Company does not have any uncertain tax positions and has a federal net operating loss carryover of approximately $726 due to expire primarily through fiscal year 2027 and a foreign net operating loss carryover of approximately $1,730 due to expire through fiscal year 2038. The Company and its wholly-owned U.S. subsidiaries file a consolidated federal income tax return. The Company also files unitary or separate returns in various state, local, and non-U.S. jurisdictions based on state, local and non-U.S. filing requirements. Tax years that remain subject to examination by U.S. authorities are the years ended June 30, 2017 through June 30, 2019. Tax years that remain subject to examination by state authorities are the years ended June 30, 2016 through June 30, 2019. Tax years that remain subject to examination by non-U.S. authorities are the fiscal year ended June 30, 2016 through June 30, 2019. Occasionally acquired entities have tax years that differ from the Company’s and are still open under the relevant statute of limitations and therefore are subject to potential adjustment. The Company’s Canadian Subsidiary, Radiant Canada (previously called “Wheels International, Inc.”), is no longer under examination by the Canada Revenue Agency ("CRA") for fiscal year 2015. During the quarter ended December 31, 2019, the Company was notified that the audit had been finalized with the CRA and that the adjustment will result in an immaterial charge. |
Share-Based Compensation
Share-Based Compensation | 6 Months Ended |
Dec. 31, 2019 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Share-Based Compensation | NOTE 12 – SHARE-BASED COMPENSATION The Company has two stock-based plans: the 2005 Stock Incentive Plan and the 2012 Stock Option and Performance Award Plan. Each plan authorizes the granting of up to 5,000,000 shares of the Company’s common stock. The plans provide for the grant of stock options, stock appreciation rights, shares of restricted stock, restricted stock units, performance shares and performance units. Restricted stock awards and units are equivalent to one share of common stock and generally vest after three years. The Company does not plan to make additional grants under the 2005 Stock Incentive Plan. Restricted Stock Awards The Company recognized share-based compensation expense related to restricted stock awards of $314 and $571 for the three and six months ended December 31, 2019, respectively and $259 and $365 for the three and six months ended December 31, 2018, respectively. As of December 31, 2019, there was $2,502 of total unrecognized share-based compensation cost for restricted stock awards. Such costs are expected to be recognized over a weighted average period of approximately 2.29 years. The following table summarizes stock award activity under the plans: Number of Units Weighted Average Grant Date Fair Value Unvested balance as of June 30, 2019 687,920 $ 4.08 Vested (229,034 ) 2.85 Granted 331,966 5.56 Forfeited (10,293 ) 4.98 Unvested balance as of December 31, 2019 780,559 $ 5.06 Stock Options Stock options are granted at exercise prices equal to the fair value of the common stock at the date of the grant and have a term of ten years. Generally, grants under each plan vest 20% annually over a five-year The following table summarizes stock option activity under the plans: Number of Shares Weighted Average Exercise Price Weighted Average Remaining Contractual (Years) Aggregate Intrinsic Value (In thousands) Outstanding as of June 30, 2019 2,458,093 $ 3.30 4.69 $ 6,995 Exercised (137,930 ) 0.93 — 1,158 Forfeited (30,000 ) 4.74 — — Outstanding as of December 31, 2019 2,290,163 $ 3.42 4.35 $ 4,961 Exercisable as of December 31, 2019 1,991,400 $ 3.30 4.13 $ 4,539 |
Commitments and Contingencies
Commitments and Contingencies | 6 Months Ended |
Dec. 31, 2019 | |
Commitments And Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | NOTE 13 – COMMITMENTS AND CONTINGENCIES Legal Proceedings The Company is involved in various claims and legal actions arising in the ordinary course of business. In many claims and actions, it is inherently difficult to determine whether any loss is probable or even reasonably possible or to estimate the size or range of the possible loss. Accordingly, an adverse outcome from such proceedings could have a material adverse effect on the Company’s consolidated financial position, results of operations or liquidity. Legal expenses are expensed as incurred. A summary of potential material proceedings and litigation is as follows. Ingrid Barahona v. Accountabilities, Inc. d/b/a/ Accountabilities Staffing, Inc., Radiant Global Logistics, Inc. and DBA Distribution Services, Inc. (Ingrid Barahona California Class Action) On October 25, 2013, plaintiff Ingrid Barahona filed a purported class action lawsuit in the Superior Court of the State of California against Radiant Global Logistics, Inc. (“RGL”) and DBA Distribution Services, Inc. (“DBA”, a wholly-owned subsidiary) (collectively referred to as the “Company”), and two third-party staffing companies (collectively with the Company, the “Staffing Defendants”) with whom RGL and DBA contracted for temporary employees. In the lawsuit, Ms. Barahona, on behalf of herself and the putative class, sought damages and penalties under California law, plus interest, attorneys’ fees, and costs, along with equitable remedies, alleging that she and the putative class were the subject of unfair and unlawful business practices, including certain wage and hour violations relating to, among others, failure to provide meal and rest periods, failure to pay minimum wages and overtime, and failure to reimburse employees for work-related expenses. Ms. Barahona alleged that she was jointly employed by the staffing companies and RGL and DBA. RGL and DBA denied Ms. Barahona’s allegations in their entirety, denied that they were liable to Ms. Barahona or the putative class members in any way, and vigorously defended against these allegations based upon a preliminary evaluation of applicable records and legal standards. If Ms. Barahona were to prevail on her allegations on substantially all claims against the Company, the Company could be liable for uninsured damages in an amount that, while not significant when evaluated against either the Company’s assets or current and expected level of annual earnings, could be material when judged against the Company’s earnings in the particular quarter in which any such damages arose, if at all. On February 19, 2019, the Company filed a Motion to Dismiss the class action case, which the court granted on March 14, 2019, and subsequently entered judgment in favor of the Company on April 30, 2019. On May 15, 2019, Plaintiff filed a Notice of Appeal, seeking appellate review. The trial judge’s decision to dismiss the case and enter judgment in favor of the Company will be reviewed by the Second District Court of Appeal for the State of California. To date, however, the Court of Appeal has not issued an appellate briefing schedule. At this time, the Company is unable to express an opinion as to the likely outcome of the matter. Contingent Consideration and Earn-out Payments The Company’s agreements with respect to previous acquisitions contain future consideration provisions, which provide for the selling equity owners to receive additional consideration if specified operating objectives and financial results are achieved in future periods. Earn-out payments are generally due annually on November 1st and 90 days following the quarter of the final earn-out period for each respective acquisition. The following table represents the estimated undiscounted earn-out payments to be paid during the fiscal year ending June 30, 2020 (none in future periods): (In thousands) 2020 (remaining) Earn-out payments: Cash $ 162 Equity (1) 54 Total estimated earn-out payments $ 216 (1) |
Operating and Geographic Segmen
Operating and Geographic Segment Information | 6 Months Ended |
Dec. 31, 2019 | |
Segment Reporting [Abstract] | |
Operating and Geographic Segment Information | NOTE 14 – OPERATING AND GEOGRAPHIC SEGMENT INFORMATION Operating segments are identified as components of an enterprise about which separate discrete financial information is available for evaluation by the chief operating decision-maker or decision-making group in making decisions regarding allocation of resources and assessing performance. The Company’s chief operating decision-maker is the Chief Executive Officer. The Company has two operating segments: United States and Canada. The Company evaluates the performance of the segments primarily based on their respective revenues and income from operations. In addition, the Company includes the costs of the Company’s executives, board of directors, professional services, such as legal and consulting, amortization of intangible assets, and certain other corporate costs associated with operating as a public company as Corporate. Three Months Ended December 31, 2019 (In thousands) United States Canada Corporate/ Eliminations Total Revenues $ 176,094 $ 26,046 $ (213 ) $ 201,927 Income (loss) from operations 6,045 2,643 (4,472 ) 4,216 Other income (expense) 75 (56 ) (594 ) (575 ) Income (loss) before income taxes 6,120 2,587 (5,066 ) 3,641 Depreciation and amortization 1,020 474 2,601 4,095 Property, technology, and equipment, net 13,999 6,008 — 20,007 Transition, lease termination, and other costs 337 — — 337 Three Months Ended December 31, 2018 (In thousands) Revenues $ 231,759 $ 29,276 $ (97 ) $ 260,938 Income (loss) from operations 9,067 3,421 (3,638 ) 8,850 Other income (expense) 50 168 (860 ) (642 ) Income (loss) before income taxes 9,117 3,589 (4,498 ) 8,208 Depreciation and amortization 910 400 2,505 3,815 Property, technology, and equipment, net 15,394 3,453 — 18,847 Transition, lease termination, and other costs (11 ) — — (11 ) Six Months Ended December 31, 2019 (In thousands) United States Canada Corporate/ Eliminations Total Revenues $ 351,978 $ 50,877 $ (385 ) $ 402,470 Income (loss) from operations 13,759 4,581 (9,322 ) 9,018 Other income (expense) 71 (44 ) (1,286 ) (1,259 ) Income (loss) before income taxes 13,830 4,537 (10,608 ) 7,759 Depreciation and amortization 2,009 889 5,234 8,132 Property, technology, and equipment, net 13,999 6,008 — 20,007 Transition, lease termination, and other costs 328 — — 328 Six Months Ended December 31, 2018 (In thousands) Revenues $ 422,977 $ 56,989 $ (145 ) $ 479,821 Income (loss) from operations 16,883 4,620 (7,820 ) 13,683 Other income (expense) 261 141 (1,637 ) (1,235 ) Income (loss) before income taxes 17,144 4,761 (9,457 ) 12,448 Depreciation and amortization 1,680 787 4,981 7,448 Property, technology, and equipment, net 15,394 3,453 — 18,847 Transition, lease termination, and other costs (11 ) — — (11 ) |
Subsequent Events
Subsequent Events | 6 Months Ended |
Dec. 31, 2019 | |
Subsequent Events [Abstract] | |
Subsequent Events | NOTE 15 – SUBSEQUENT EVENTS In March 2018, the Company’s board of directors authorized the repurchase of up to 5,000,000 shares of the Company’s common stock through December 31, 2019. On February 4, 2020, the Company announced that its board of directors has approved the renewal of the repurchase program through December 31, 2021. The timing and extent to which we repurchase shares will depend on market conditions and other corporate considerations. As of February 3, 2020, the Company has 49,676,263 shares outstanding. On February 7, 2020 the Company acquired the assets and operations of two of its Adcom agency locations: Alexandria, Virginia based Friedway Enterprises, Inc. (“Friedway”) and Pittsburgh, Pennsylvania based CIC2, Inc. (“CIC2”) through its wholly-owned subsidiary, Radiant Global Logistics, Inc. As consideration for the acquisition, the Company paid $9,150 in cash on closing, and the seller is entitled to additional earn out payments, which will be accounted for as contingent consideration. The acquisition date fair value of the contingent consideration has not yet been determined due to the limited time since the acquisition date and the effort required to assess the fair value. Friedway and CIC2 are expected to transition to the Radiant brand and will continue to provide a full range of domestic and international services from the mid-Atlantic region. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 6 Months Ended |
Dec. 31, 2019 | |
Accounting Policies [Abstract] | |
Recent Accounting Pronouncements | Recent Accounting Guidance Not Yet Adopted In August 2018, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2018-15 (Subtopic 350-40), Intangibles - Goodwill and Other - Internal-Use Software - Customer’s Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That is a Service Contract The Company is assessing the impact of this guidance on its consolidated financial statements and disclosures. In August 2018, the FASB issued ASU 2018-13, Fair Value Measurement (Topic 820): Disclosure Framework—Changes to the Disclosure Requirements for Fair Value Measurement The Company is assessing the impact of this guidance on its consolidated financial statements and disclosures. In June 2016, the FASB issued ASU 2016-13, Financial Instruments—Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments The Company is currently evaluating the impact of the standard on its consolidated financial statements and disclosures. |
Recently Adopted Accounting Pronouncements | Recently Adopted Accounting Guidance ASC 842 - Leases In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842) and subsequent amendments to the initial guidance: ASU 2017-13, ASU 2018-10, ASU 2018-11, ASU 2018-20, and ASU 2019-01 (collectively, Topic 842). Topic 842 requires companies to generally recognize on the balance sheet operating and financing lease liabilities and corresponding right-of-use (“ROU”) assets. Companies are required to use a modified retrospective approach on 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, through a cumulative-effect adjustment to retained earnings. The Company adopted the standard on July 1, 2019. The Company transitioned using the modified retrospective approach at the beginning of the period of adoption. Consequently, periods before July 1, 2019 will continue to be reported in accordance with the prior accounting guidance in ASC 840. We elected the package of practical expedients permitted under the transition guidance within the new standard, which among other things, allows us to carry forward the historical lease classification for leases that commenced before July 1, 2019. The disclosure requirements of ASC 842 are included within Note 5. Adoption of the standard had no impact on our condensed consolidated statements of comprehensive income and condensed consolidated statements of cash flows. Adoption of Topic 842 resulted in increases in assets and liabilities in the Company’s condensed consolidated balance sheets as follows: (In thousands) Balance as of June 30, 2019 Transition Adjustment Balance as of July 1, 2019 Assets Operating lease right-of-use assets $ — $ 16,637 $ 16,637 Liabilities Current portion of operating lease liability — 6,711 6,711 Current portion of finance lease liability 683 — 683 Operating lease liability, net of current portion — 10,788 10,788 Finance lease liability, net of current portion 3,161 — 3,161 Deferred rent liability 862 (862 ) — |
Principles of Consolidation | a) Principles of Consolidation The condensed consolidated financial statements include the accounts of Radiant Logistics, Inc. and its wholly-owned subsidiaries as well as a single variable interest entity, Radiant Logistics Partners, LLC (“RLP”), which is 40% owned by Radiant Global Logistics, Inc. (“RGL”) and 60% owned by Radiant Capital Partners, LLC (“RCP”, see Note 10), an entity owned by the Company’s Chief Executive Officer. All significant intercompany balances and transactions have been eliminated. Non-controlling interest in the condensed consolidated balance sheets represents RCP’s proportionate share of equity in RLP. Net income (loss) of non-wholly owned consolidated subsidiaries or va riable interest entities is allocated to the Company and the holder(s) of the non-controlling interest in proportion to their percentage ownership. |
Use of Estimates | b) Use of Estimates The preparation of financial statements and related disclosures in accordance with accounting principles generally accepted in the United States (“GAAP”) requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. Due to the inherent uncertainty involved in making estimates, actual results reported in future periods may be based upon amounts that could differ from these estimates. |
Cash and Cash Equivalents | c) Cash and Cash Equivalents The Company maintains its cash in bank deposit accounts that, at times, may exceed federally-insured limits. The Company has not experienced any losses in such accounts. |
Accounts Receivable | d) Accounts Receivable The Company’s receivables are recorded when billed and represent amounts owed by third-party customers, as well as amounts owed by strategic operating partners. The carrying value of the Company’s receivables, net of the allowance for doubtful accounts, represents their estimated net realizable value. The Company evaluates the collectability of accounts receivable on a customer-by-customer basis. The Company records an allowance for doubtful accounts to reduce the net recognized receivable to an amount the Company believes will be reasonably collected. The allowance for doubtful accounts is determined from the analysis of the aging of the accounts receivable, historical experience and knowledge of specific customers. The Company derives a substantial portion of its revenue through independently-owned strategic operating partner locations operating under various Company brands. Each strategic operating partner is responsible for some or all of the collection of the accounts related to the underlying customers being serviced by such strategic operating partner. To facilitate this arrangement, based on contractual agreements, certain strategic operating partners are required to maintain a bad debt reserve in the form of a security deposit with the Company. The Company charges each strategic operating partner’s bad debt reserve account for any accounts receivable aged beyond 90 days along with any other amounts owed to the Company by strategic operating partners. However, the bad debt reserve account may carry a deficit balance when amounts charged to this reserve account exceed amounts otherwise available. In these circumstances, a deficit bad debt reserve account is recognized as a receivable in the Company’s financial statements. Some strategic operating partners are not required to establish a bad debt reserve; however, they are still responsible to make up for any deficits and the Company may withhold all or a portion of future commissions payable to the strategic operating partner to satisfy any deficit balance. Currently, a number of the Company’s strategic operating partners have a deficit balance in their bad debt reserve accounts. The Company expects to replenish these funds through the future business operations of these strategic operating partners or as their customers satisfy the amounts payable to the Company. However, to the extent any of these strategic operating partners were to cease operations or otherwise be unable to replenish these deficit accounts, the Company would be at risk of loss for any such amounts and generally would reserve for them. |
Property, Technology, and Equipment | e) Property, Technology, and Equipment Property, technology, and equipment is stated at cost, less accumulated depreciation and amortization. Depreciation and amortization is computed using the straight-line method over the estimated useful lives of the related assets. Upon retirement or other disposition of these assets, the cost and related accumulated depreciation or amortization are removed from the accounts and the resulting gain or loss, if any, is reflected in other income or expense. Expenditures for maintenance, repairs and renewals of minor items are expensed as incurred. Major renewals and improvements are capitalized. |
Goodwill | f) Goodwill Goodwill represents the excess acquisition cost of an acquired entity over the estimated fair values assigned to the net tangible and identifiable intangible assets acquired. The Company typically performs its annual goodwill impairment test effective as of April 1 of each year or more frequently if facts or circumstances indicate that the carrying amount may not be recoverable. Based on the most recent annual impairment test, there was no impairment. An entity has the option to perform a qualitative assessment to determine whether it is more-likely-than-not that the fair value of t he reporting unit is less than its carrying amount prior to performing a quantitative impairment test. The qualitative assessment evaluates various factors, such as macro-economic conditions, industry and market conditions, cost factors, relevant events an d financial trends that may impact the fair value of the reporting unit. If it is determined that the estimated fair value of the reporting unit is more-likely-than-not less than its carrying amount, including goodwill, a quantitative assessment is require d. Otherwise, no further analysis is required. If a quantitative assessment is performed, a reporting unit’s fair value is compared to its carrying value. A reporting unit’s fair value is determined based upon consideration of various valuation methodologies, including the income approach, which utilizes projected future cash flows discounted at rates commensurate with the risks involved and multiples of current and future earnings. If the fair value of a reporting unit is less than its carrying amount, an impairment charge is recognized for the amount by which the carrying amount exceeds the reporting unit’s fair value; however, the loss recognized cannot exceed the total amount of goodwill allocated to that reporting unit. As of December 31, 2019, management believes there are no indications of impairment. |
Long-Lived Assets | g) Long-Lived Assets Long-lived assets, such as property, technology, and equipment and definite-lived intangible assets, are reviewed for impairment whenever events or changes in circumstances indicate the carrying amount of the assets may not be recoverable. If circumstances require a long-lived asset or asset group to be tested for possible impairment, the Company compares the undiscounted expected future cash flows to be generated by that asset or asset group to its carrying amount. If the carrying amount of the long-lived asset or asset group is not recoverable on an undiscounted cash flow basis, an impairment charge is recognized to the extent the carrying amount of the asset or asset group exceeds the fair value. Fair values of long-lived assets are determined through various techniques, such as applying probability weighted, expected present value calculations to the estimated future cash flows using assumptions a market participant would utilize or through the use of a third-party independent appraiser or valuation specialist. Management has performed a review of all long-lived assets and has determined no impairment of the respective carrying value has occurred as of December 31, 2019. Intangible assets consist of customer related intangible assets, trade names and trademarks, and non-compete agreements arising from the Company’s acquisitions. Customer related intangible assets are amortized using the straight-line method over a period of up to ten years, trademarks and trade names are amortized using the straight-line method over 15 years, and non-compete agreements are amortized using the straight-line method over the term of the underlying agreements. |
Business Combinations | h) Business Combinations The Company accounts for business acquisitions using the acquisition method as required by FASB ASC Topic 805, Business Combinations. The fair values of intangible assets are estimated using a discounted cash flow approach with Level 3 inputs. The estimate of fair value of an intangible asset is equal to the present value of the incremental after-tax cash flows (excess earnings) attributable solely to the intangible asset over its remaining useful life. To estimate fair value, the Company uses risk-adjusted cash flows discounted at rates considered appropriate given the inherent risks associated with each type of asset. The Company believes the level and timing of cash flows appropriately reflects market participant assumptions. For acquisitions that involve contingent consideration, the Company records a liability equal to the fair value of the contingent consideration obligation as of the acquisition date. The Company determines the acquisition date fair value of the contingent consideration based on the likelihood of paying the additional consideration. The fair value is estimated using projected future operating results and the corresponding future earn-out payments that can be earned upon the achievement of specified operating objectives and financial results by acquired companies using Level 3 inputs and the amounts are then discounted to present value. These liabilities are measured quarterly at fair value, and any change in the fair value of the contingent consideration liability is recognized in the condensed consolidated statements of comprehensive income. Amounts are generally due annually on November 1 st During the measurement period, which may be up to one year from the acquisition date, the Company records adjustments to the assets acquired and liabilities assumed with the corresponding adjustment to goodwill. Upon the conclusion of the measurement period or final determination of the values of assets acquired or liabilities assumed, whichever comes first, any subsequent adjustments are recognized in the condensed consolidated statements of comprehensive income. |
Revenue Recognition | i) Revenue Recognition The Company’s revenues are primarily from transportation services, which includes providing for the arrangement of freight, both domestically and internationally, through modes of transportations, such as air freight, ocean freight, truckload, less than truckload and intermodal. The Company generates its transportation services revenue by purchasing transportation from direct carriers and reselling those services to its customers. In general, each shipment transaction or service order constitutes a separate contract with the customer. A performance obligation is created once a customer agreement with an agreed upon transaction price exists. The transaction price is typically fixed and not contingent upon the occurrence or non-occurrence of any other event. The transaction price is generally due 30 to 45 days from the date of invoice. The Company’s transportation transactions provide for the arrangement of the movement of freight to a customer’s destination. The transportation services, including certain ancillary services, such as loading/unloading, freight insurance and customs clearance, that is provided to the customer as a single performance obligation. These performance obligations are satisfied and recognized in revenue upon the transfer of control of the services over the requisite transit period as the customer’s goods move from origin to destination. The Company determines the period to recognize revenue in transit based upon the departure date and the delivery date, which may be estimated if delivery has not occurred as of the reporting date. Determination of the transit period and the percentage of completion of the shipment as of the reporting date requires management to make judgments that affect the timing of revenue recognition. The Company has determined that revenue recognition over the transit period provides a reasonable estimate of the transfer of services to its customers as it depicts the pattern of the Company’s performance under the contracts with its customers. The Company also provides warehouse and distribution logistics services for its customers under contracts generally ranging from a few months to five years and include renewal provisions. These warehouse and distribution logistics services contracts provide for inventory management, order fulfilment and warehousing of the Customer’s product and arrangement of transportation of the customer’s product. The Company’s performance obligations are satisfied over time as the customers simultaneously receive and consume the services provided by the Company as it performs. The transaction price is based on the consideration specified in the contract with the customer and contains fixed and variable consideration. In general, the fixed consideration component of a contract represents reimbursement for facility and equipment costs incurred to satisfy the performance obligation and is recognized on a straight-line basis over the term of the contract. The variable consideration component is comprised of cost reimbursement per unit pricing for time and pricing for materials used and is determined based on cost plus a mark-up for hours of services provided and materials used and is recognized over time based on the level of activity volume. Other services include primarily customs clearance services performed as a single performance obligation. The Company recognizes revenue from this performance obligation at a point in time, which is the completion of the services. Duties and taxes collected from the customer and paid to the customs agent on behalf of the customers are excluded from revenue. The Company uses independent contractors and third-party carriers in the performance of its transportation services. The Company evaluates who controls the transportation services to determine whether its performance obligation is to transfer services to the customer or to arrange for services to be provided by another party. The Company determined it acts as the principal for its transportation services performance obligation since it is in control of establishing the prices for the specified services, managing all aspects of the shipments process and assuming the risk of loss for delivery and collection. Such transportation services revenue is presented on a gross basis in the condensed consolidated statements of comprehensive income. A summary of the Company’s gross revenues disaggregated by major service lines and geographic markets (reportable segments), and timing of revenue recognition for the three and six months ended December 31, 2019 and 2018 are as follows: Three Months Ended December 31, 2019 (In thousands) United States Canada Corporate/ Eliminations Total Major Service Lines: Transportation services $ 172,163 $ 21,687 $ (213 ) $ 193,637 Value-added services (1) 3,931 4,359 — 8,290 Total $ 176,094 $ 26,046 $ (213 ) $ 201,927 Timing of Revenue Recognition: Services transferred over time $ 175,134 $ 26,046 $ (213 ) $ 200,967 Services transferred at a point in time 960 — — 960 Total $ 176,094 $ 26,046 $ (213 ) $ 201,927 Six Months Ended December 31, 2019 (In thousands) United States Canada Corporate/ Eliminations Total Major Service Lines: Transportation services $ 343,626 $ 42,185 $ (385 ) $ 385,426 Value-added services (1) 8,352 8,692 — 17,044 Total $ 351,978 $ 50,877 $ (385 ) $ 402,470 Timing of Revenue Recognition: Services transferred over time $ 350,227 $ 50,877 $ (385 ) $ 400,719 Services transferred at a point in time 1,751 — — 1,751 Total $ 351,978 $ 50,877 $ (385 ) $ 402,470 Three Months Ended December 31, 2018 (In thousands) United States Canada Corporate/ Eliminations Total Major Service Lines: Transportation services $ 228,630 $ 23,921 $ (97 ) $ 252,454 Value-added services (1) 3,129 5,355 — 8,484 Total $ 231,759 $ 29,276 $ (97 ) $ 260,938 Timing of Revenue Recognition: Services transferred over time $ 231,037 $ 29,276 $ (97 ) $ 260,216 Services transferred at a point in time 722 — — 722 Total $ 231,759 $ 29,276 $ (97 ) $ 260,938 Six Months Ended December 31, 2018 (In thousands) United States Canada Corporate/ Eliminations Total Major Service Lines: Transportation services $ 416,879 $ 46,857 $ (145 ) $ 463,591 Value-added services (1) 6,098 10,132 — 16,230 Total $ 422,977 $ 56,989 $ (145 ) $ 479,821 Timing of Revenue Recognition: Services transferred over time $ 421,573 $ 56,989 $ (145 ) $ 478,417 Services transferred at a point in time 1,404 — — 1,404 Total $ 422,977 $ 56,989 $ (145 ) $ 479,821 (1) Practical Expedients The Company has elected to not disclose the aggregate amount of the transaction price allocated to performance obligations that are unsatisfied as of the end of the period as the Company’s contracts with its transportation customers have an expected duration of one year or less. For the performance obligation to transfer warehouse and distribution services in contracts with customers, revenue is recognized in the amount for which the Company has the right to invoice the customer, as this amount corresponds directly with the value provided to the customer for the Company’s performance completed to date. The Company also applies the practical expedient that permits the recognition of employee sales commissions related to transportation services as an expense when incurred since the amortization period of such costs is less than one year. These costs are included in the condensed consolidated statements of comprehensive income. Contract Assets Contract assets represent amounts for which the Company has the right to consideration for the services provided while a shipment is still in-transit but for which it has not yet completed the performance obligation or has not yet invoiced the customer. Upon completion of the performance obligations, which can vary in duration based upon the method of transport and billing the customer, these amounts become classified within accounts receivable. Operating Partner Commissions The Company enters into contractual arrangements with independent agents that operate, on behalf of the Company, an office in a specific location that engages primarily in arranging, domestic and international, transportation services. In return, the independent agent is compensated through the payment of sales commissions, which are based on individual shipments. The Company accrues the independent agent’s commission obligation ratably as the goods are transferred to the customer. |
Defined Contribution Savings Plans | j) Defined Contribution Savings Plans The Company has an employee savings plan under which the Company provides safe harbor matching contributions. The Company’s contributions under the plan were $280 and $612 for the three and six months ended December 31, 2019, respectively and $230 and $452 for the three and six months ended December 31, 2018, respectively. |
Income Taxes | k) Income Taxes Income taxes are accounted for using the asset and liability method. Deferred tax assets are recognized for deductible temporary differences and deferred tax liabilities are recognized for taxable temporary differences. Temporary differences are the differences between the reported amounts of assets and liabilities and their tax bases. Deferred tax assets are reduced by a valuation allowance when, in the opinion of management, it is more-likely-than-not that some portion or all of the deferred tax assets will not be realized. Deferred tax assets and liabilities are adjusted for the effects of changes in tax laws and rates on the date of enactment. The Company records a liability for unrecognized tax benefits resulting from uncertain income tax positions taken or expected to be taken in an income tax return. Interest and penalties, if any, are recorded as a component of interest expense or other expense, respectively. |
Share-Based Compensation | l) Share-Based Compensation The Company grants restricted stock awards, restricted stock units and stock options to certain directors, officers and employees. The Company accounts for share-based compensation as equity awards such that compensation cost is measured at the grant date based on the fair value of the award and is expensed ratably over the vesting period. The fair value of restricted stock is the market price as of the grant date, and the fair value of each stock option grant is estimated as of the grant date using the Black-Scholes option pricing model. Determining the fair value of share-based awards at the grant date requires judgment about, among other things, stock volatility, the expected life of the award, and other inputs. The Company accounts for forfeitures as they occur. The Company issues new shares of common stock to satisfy exercises and vesting of awards granted under its stock plans. Share-based compensation expense is reflected in the condensed consolidated statements of comprehensive income as part of personnel costs. |
Basic and Diluted Income per Share Allocable to Common Stockholders | m) Basic and Diluted Income per Share Allocable to Common Stockholders Basic income per common share is computed by dividing net income allocable to common stockholders by the weighted average number of common shares outstanding. Diluted income per common share is computed by dividing net income allocable to common stockholders by the weighted average number of common shares outstanding, plus the number of additional common shares that would have been outstanding if the potential common shares, such as restricted stock awards and stock options, had been issued and were considered dilutive. Net income allocable to common stockholders is after consideration for preferred stock dividends, whether or not declared, and preferred stock redemption. |
Foreign Currency Translation | n) Foreign Currency Translation For the Company’s foreign subsidiaries that prepare financial statements in currencies other than U.S. dollars, the local currency is the functional currency. All assets and liabilities are translated at period-end exchange rates and all income statement amounts are translated at the weighted average rates for the period. Translation adjustments are recorded in accumulated other comprehensive (loss) income. Gains and losses on transactions of monetary items denominated in a foreign currency are recognized in other income (expense) in the condensed consolidated statements of comprehensive income. |
Reclassifications of Previously Issued Financial Statements | o) Reclassifications of Previously Issued Financial Statements Certain amounts for prior periods have been reclassified in the condensed consolidated financial statements to conform to the current year presentation. |
Fair Value Measurement | p) Fair Value Measurement The accounting guidance for fair value, among other things, defines fair value, establishes a consistent framework for measuring fair value and expands disclosure for each major asset and liability category measured at fair value on either a recurring or nonrecurring basis. Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability (an exit price) in an orderly transaction between market participants at the reporting date. The framework for measuring fair value consists of a three-level valuation hierarchy that prioritizes the inputs to valuation techniques used to measure fair value based upon whether such inputs are observable or unobservable. Observable inputs reflect market data obtained from independent sources, while unobservable inputs reflect market assumptions made by the reporting entity. In general, fair values determined by Level 1 inputs utilize quoted prices (unadjusted) in active markets for identical assets or liabilities. Fair values determined by Level 2 inputs utilize observable inputs other than Level 1 prices, such as quoted prices for similar assets or liabilities, quoted prices in markets that are not active or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the related assets or liabilities. Fair values determined by Level 3 inputs are unobservable data points for the asset or liability and include situations where there is little, if any, market activity for the asset or liability. The fair value measurement level within the hierarchy is based on the lowest level of any input that is significant to the fair value measurement. Valuation techniques used need to maximize the use of observable inputs and minimize the use of unobservable inputs. Assets and liabilities measured at fair value are based on one or more of the following three valuation techniques: • Market approach: Prices and other relevant information generated by market transactions involving identical or comparable assets or liabilities; • Cost approach: Amount that would be required to replace the service capacity of an asset (replacement cost); and • Income approach: Techniques to convert future amounts to a single present amount based upon market expectations, including present value techniques, option-pricing, and excess earning models. Fair Value of Financial Instruments The carrying values of the Company’s cash, receivables, contract assets, accounts payable, commissions payable, accrued expenses, and the income tax receivable and payable approximate the fair values due to the relatively short maturities of these instruments. The carrying value of the Company’s credit facility and notes payable would not differ significantly from fair value (based on Level 2 inputs) if recalculated based on current interest rates. |
Leases | q) Leases (Effective July 1, 2019) The Company determines if an arrangement is a lease at inception. Assets and obligations related to operating leases are included in operating lease right-of-use (“ROU”) assets; current portion of operating lease liability; and operating lease liability, net of current portion in our condensed consolidated balance sheets. Assets and obligations related to finance leases are included in property, technology, and equipment, net; current portion of finance lease liability; and finance lease liability, net of current portion in our condensed consolidated balance sheets. ROU assets represent our right to use an underlying asset for the lease term and lease liabilities represent our obligation to make lease payments arising from the lease. Operating lease ROU assets and liabilities are recognized at commencement date based on the present value of lease payments over the lease term. As most of the Company’s leases do not provide an implicit rate, the incremental borrowing rate based on the information available at commencement date is used in determining the present value of lease payments. We use the implicit rate when readily determinable. Our lease terms may include options to extend or terminate the lease when it is reasonably certain that we will exercise that option. The Company’s agreements with lease and non-lease components, are all each accounted for as a single lease component. For leases with an initial term of twelve months or less, the Company elected the exemption from recording right of use assets and lease liabilities for all leases that qualify and records rent expense on a straight-line basis over the lease term. Expenses for these short-term leases for the three and six months ended December 31, 2019 is immaterial. Certain of our leases include variable payments, which may vary based upon changes in facts or circumstances after the start of the lease. We exclude variable payments from lease ROU assets and lease liabilities, to the extent not considered fixed, and instead expense as incurred. |
Recent Accounting Guidance (Tab
Recent Accounting Guidance (Tables) | 6 Months Ended |
Dec. 31, 2019 | |
ASU 2016-02 | |
Adoption of Topic 842 Result in Increases in Assets and Liabilities | Adoption of Topic 842 resulted in increases in assets and liabilities in the Company’s condensed consolidated balance sheets as follows: (In thousands) Balance as of June 30, 2019 Transition Adjustment Balance as of July 1, 2019 Assets Operating lease right-of-use assets $ — $ 16,637 $ 16,637 Liabilities Current portion of operating lease liability — 6,711 6,711 Current portion of finance lease liability 683 — 683 Operating lease liability, net of current portion — 10,788 10,788 Finance lease liability, net of current portion 3,161 — 3,161 Deferred rent liability 862 (862 ) — |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Tables) | 6 Months Ended |
Dec. 31, 2019 | |
Accounting Policies [Abstract] | |
Disaggregation of Gross Revenues by Major Service Lines and Geographic Markets and Timing of Revenue Recognition | A summary of the Company’s gross revenues disaggregated by major service lines and geographic markets (reportable segments), and timing of revenue recognition for the three and six months ended December 31, 2019 and 2018 are as follows: Three Months Ended December 31, 2019 (In thousands) United States Canada Corporate/ Eliminations Total Major Service Lines: Transportation services $ 172,163 $ 21,687 $ (213 ) $ 193,637 Value-added services (1) 3,931 4,359 — 8,290 Total $ 176,094 $ 26,046 $ (213 ) $ 201,927 Timing of Revenue Recognition: Services transferred over time $ 175,134 $ 26,046 $ (213 ) $ 200,967 Services transferred at a point in time 960 — — 960 Total $ 176,094 $ 26,046 $ (213 ) $ 201,927 Six Months Ended December 31, 2019 (In thousands) United States Canada Corporate/ Eliminations Total Major Service Lines: Transportation services $ 343,626 $ 42,185 $ (385 ) $ 385,426 Value-added services (1) 8,352 8,692 — 17,044 Total $ 351,978 $ 50,877 $ (385 ) $ 402,470 Timing of Revenue Recognition: Services transferred over time $ 350,227 $ 50,877 $ (385 ) $ 400,719 Services transferred at a point in time 1,751 — — 1,751 Total $ 351,978 $ 50,877 $ (385 ) $ 402,470 Three Months Ended December 31, 2018 (In thousands) United States Canada Corporate/ Eliminations Total Major Service Lines: Transportation services $ 228,630 $ 23,921 $ (97 ) $ 252,454 Value-added services (1) 3,129 5,355 — 8,484 Total $ 231,759 $ 29,276 $ (97 ) $ 260,938 Timing of Revenue Recognition: Services transferred over time $ 231,037 $ 29,276 $ (97 ) $ 260,216 Services transferred at a point in time 722 — — 722 Total $ 231,759 $ 29,276 $ (97 ) $ 260,938 Six Months Ended December 31, 2018 (In thousands) United States Canada Corporate/ Eliminations Total Major Service Lines: Transportation services $ 416,879 $ 46,857 $ (145 ) $ 463,591 Value-added services (1) 6,098 10,132 — 16,230 Total $ 422,977 $ 56,989 $ (145 ) $ 479,821 Timing of Revenue Recognition: Services transferred over time $ 421,573 $ 56,989 $ (145 ) $ 478,417 Services transferred at a point in time 1,404 — — 1,404 Total $ 422,977 $ 56,989 $ (145 ) $ 479,821 (1) |
Earnings Per Share (Tables)
Earnings Per Share (Tables) | 6 Months Ended |
Dec. 31, 2019 | |
Earnings Per Share [Abstract] | |
Computations of the Numerator and Denominator of Basic and Diluted Income Per Share | The computations of the numerator and denominator of basic and diluted income per share are as follows: Three Months Ended December 31, Six Months Ended December 31, (In thousands, except share data) 2019 2018 2019 2018 Numerator: Net income attributable to Radiant Logistics, Inc. $ 2,587 $ 5,870 $ 5,822 $ 8,953 Less: preferred stock dividends — (445 ) — (956 ) Less: issuance costs for preferred stock redemption — (1,659 ) — (1,659 ) Net income attributable to common stockholders $ 2,587 $ 3,766 $ 5,822 $ 6,338 Denominator: Weighted average common shares outstanding, basic 49,760,844 49,461,982 49,711,692 49,449,956 Dilutive effect of share-based awards 1,634,219 1,602,181 1,699,846 1,434,843 Weighted average common shares outstanding, diluted 51,395,063 51,064,163 51,411,538 50,884,799 Potentially dilutive common shares excluded 310,245 363,856 321,730 707,672 |
Leases (Tables)
Leases (Tables) | 6 Months Ended |
Dec. 31, 2019 | |
Leases [Abstract] | |
Components of Lease Expense | The components of lease expense were as follows: (In thousands) Three Months Ended December 31, 2019 Six Months Ended December 31, 2019 Operating: Operating lease cost $ 1,881 $ 3,690 Financing: Amortization of right-of-use assets 158 313 Interest on lease liabilities 44 90 Total finance lease cost $ 202 $ 403 |
Supplemental Cash Flow Information Related to Leases | Supplemental cash flow information related to leases was as follows: (In thousands) Six Months Ended December 31, 2019 Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows arising from operating leases $ 3,744 Operating cash flows arising from finance leases 90 Financing cash flows arising from finance leases 339 Right-of-use assets obtained in exchange for new lease liabilities: Operating leases 855 Finance leases 40 |
Supplemental Balance Sheet Information Related to Leases | Supplemental balance sheet information related to leases was as follows: December 31, (In thousands) 2019 Operating lease: Operating lease right-of-use assets $ 13,943 Current portion of operating lease liability 6,728 Operating lease liability, net of current portion 8,019 Total operating lease liabilities $ 14,747 Finance lease: Property, technology, and equipment, net $ 3,529 Current portion of finance lease liability 680 Finance lease liability, net of current portion 2,811 Total finance lease liabilities $ 3,491 Weighted average remaining lease term: Operating leases 2.7 years Finance leases 4.9 years Weighted average discount rate: Operating leases 3.19 % Finance leases 4.52 % |
Maturities of Lease Liability | As of December 31, 2019, maturities of lease liability for each of the next five fiscal years ending June 30 and thereafter are as follows: (In thousands) Operating Finance 2020 (remaining) $ 3,672 $ 426 2021 6,074 830 2022 4,002 814 2023 1,104 628 2024 394 554 Thereafter 317 698 Total lease payments 15,563 3,950 Less imputed interest (816 ) (459 ) Total lease liability $ 14,747 $ 3,491 |
Property, Technology, and Equ_2
Property, Technology, and Equipment (Tables) | 6 Months Ended |
Dec. 31, 2019 | |
Property Plant And Equipment [Abstract] | |
Schedule of Property, Technology, and Equipment | December 31, June 30, (In thousands) Useful Life 2019 2019 Computer software 3 - 5 years $ 20,366 $ 18,013 Trailers and related equipment 3 - 15 years 6,810 6,941 Office and warehouse equipment 3 - 15 years 4,361 4,082 Leasehold improvements (1) 3,804 3,672 Computer equipment 3 - 15 years 2,640 2,529 Furniture and fixtures 3 - 15 years 988 973 38,969 36,210 Less: accumulated depreciation and amortization (18,962 ) (16,083 ) $ 20,007 $ 20,127 (1) The cost is amortized over the shorter |
Intangible Assets (Tables)
Intangible Assets (Tables) | 6 Months Ended |
Dec. 31, 2019 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Schedule of Intangible Assets | Intangible assets consisted of the following as of December 31, 2019 and June 30, 2019, respectively: December 31, 2019 (In thousands) Weighted Average Amortization Period Gross Carrying Amount Accumulated Amortization Net Carrying Amount Customer related 5.1 years $ 97,002 $ (56,774 ) $ 40,228 Trade names and trademarks 10.1 years 14,977 (4,760 ) 10,217 Covenants not to compete 2.3 years 875 (806 ) 69 $ 112,854 $ (62,340 ) $ 50,514 June 30, 2019 (In thousands) Weighted Average Amortization Period Gross Carrying Amount Accumulated Amortization Net Carrying Amount Customer related 5.5 years $ 97,002 $ (52,076 ) $ 44,926 Trade names and trademarks 10.6 years 14,977 (4,252 ) 10,725 Covenants not to compete 2.7 years 875 (784 ) 91 $ 112,854 $ (57,112 ) $ 55,742 |
Schedule of Future Amortization Expense | Future amortization expense for each of the next five fiscal years ending June 30 are as follows: (In thousands) 2020 (remaining) $ 4,725 2021 9,394 2022 8,841 2023 8,363 2024 7,988 |
Notes Payable (Tables)
Notes Payable (Tables) | 6 Months Ended |
Dec. 31, 2019 | |
Debt Disclosure [Abstract] | |
Schedule of Notes Payable | Notes payable consist of the following: December 31, June 30, (In thousands) 2019 2019 Senior Credit Facility $ 17,246 $ 13,781 Senior Secured Loans 18,927 20,591 Unamortized debt issuance costs (531 ) (638 ) Total notes payable 35,642 33,734 Less: current portion (3,842 ) (3,687 ) Total notes payable, net of current portion $ 31,800 $ 30,047 |
Schedule of Maturities of Notes Payable | Future maturities of notes payable for each of the next five fiscal years ending June 30 and thereafter are as follows: (In thousands) 2020 (remaining) $ 1,889 2021 3,971 2022 21,490 2023 4,535 2024 4,288 $ 36,173 |
Income Taxes (Tables)
Income Taxes (Tables) | 6 Months Ended |
Dec. 31, 2019 | |
Income Tax Disclosure [Abstract] | |
Schedule of Components of Income Tax Expense | For the three and six months ended December 31, 2019 and 2018, respectively, the Company’s income tax expense is composed of the following: Three Months Ended December 31, Six Months Ended December 31, (In thousands) 2019 2018 2019 2018 Current income tax expense $ 1,448 $ 2,231 $ 2,465 $ 3,461 Deferred income tax benefit (487 ) (357 ) (717 ) (610 ) Income tax expense $ 961 $ 1,874 $ 1,748 $ 2,851 |
Share-Based Compensation (Table
Share-Based Compensation (Tables) | 6 Months Ended |
Dec. 31, 2019 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Schedule of Share-Based Compensation Restricted Stock Activity | The following table summarizes stock award activity under the plans: Number of Units Weighted Average Grant Date Fair Value Unvested balance as of June 30, 2019 687,920 $ 4.08 Vested (229,034 ) 2.85 Granted 331,966 5.56 Forfeited (10,293 ) 4.98 Unvested balance as of December 31, 2019 780,559 $ 5.06 |
Schedule of Share-Based Compensation Stock Options Activity | The following table summarizes stock option activity under the plans: Number of Shares Weighted Average Exercise Price Weighted Average Remaining Contractual (Years) Aggregate Intrinsic Value (In thousands) Outstanding as of June 30, 2019 2,458,093 $ 3.30 4.69 $ 6,995 Exercised (137,930 ) 0.93 — 1,158 Forfeited (30,000 ) 4.74 — — Outstanding as of December 31, 2019 2,290,163 $ 3.42 4.35 $ 4,961 Exercisable as of December 31, 2019 1,991,400 $ 3.30 4.13 $ 4,539 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 6 Months Ended |
Dec. 31, 2019 | |
Commitments And Contingencies Disclosure [Abstract] | |
Schedule of Potential Earn-Out Payments | The following table represents the estimated undiscounted earn-out payments to be paid during the fiscal year ending June 30, 2020 (none in future periods): (In thousands) 2020 (remaining) Earn-out payments: Cash $ 162 Equity (1) 54 Total estimated earn-out payments $ 216 (1) |
Operating and Geographic Segm_2
Operating and Geographic Segment Information (Tables) | 6 Months Ended |
Dec. 31, 2019 | |
Segment Reporting [Abstract] | |
Segment Reporting | The Company evaluates the performance of the segments primarily based on their respective revenues and income from operations. In addition, the Company includes the costs of the Company’s executives, board of directors, professional services, such as legal and consulting, amortization of intangible assets, and certain other corporate costs associated with operating as a public company as Corporate. Three Months Ended December 31, 2019 (In thousands) United States Canada Corporate/ Eliminations Total Revenues $ 176,094 $ 26,046 $ (213 ) $ 201,927 Income (loss) from operations 6,045 2,643 (4,472 ) 4,216 Other income (expense) 75 (56 ) (594 ) (575 ) Income (loss) before income taxes 6,120 2,587 (5,066 ) 3,641 Depreciation and amortization 1,020 474 2,601 4,095 Property, technology, and equipment, net 13,999 6,008 — 20,007 Transition, lease termination, and other costs 337 — — 337 Three Months Ended December 31, 2018 (In thousands) Revenues $ 231,759 $ 29,276 $ (97 ) $ 260,938 Income (loss) from operations 9,067 3,421 (3,638 ) 8,850 Other income (expense) 50 168 (860 ) (642 ) Income (loss) before income taxes 9,117 3,589 (4,498 ) 8,208 Depreciation and amortization 910 400 2,505 3,815 Property, technology, and equipment, net 15,394 3,453 — 18,847 Transition, lease termination, and other costs (11 ) — — (11 ) Six Months Ended December 31, 2019 (In thousands) United States Canada Corporate/ Eliminations Total Revenues $ 351,978 $ 50,877 $ (385 ) $ 402,470 Income (loss) from operations 13,759 4,581 (9,322 ) 9,018 Other income (expense) 71 (44 ) (1,286 ) (1,259 ) Income (loss) before income taxes 13,830 4,537 (10,608 ) 7,759 Depreciation and amortization 2,009 889 5,234 8,132 Property, technology, and equipment, net 13,999 6,008 — 20,007 Transition, lease termination, and other costs 328 — — 328 Six Months Ended December 31, 2018 (In thousands) Revenues $ 422,977 $ 56,989 $ (145 ) $ 479,821 Income (loss) from operations 16,883 4,620 (7,820 ) 13,683 Other income (expense) 261 141 (1,637 ) (1,235 ) Income (loss) before income taxes 17,144 4,761 (9,457 ) 12,448 Depreciation and amortization 1,680 787 4,981 7,448 Property, technology, and equipment, net 15,394 3,453 — 18,847 Transition, lease termination, and other costs (11 ) — — (11 ) |
The Company and Basis of Pres_2
The Company and Basis of Presentation - Additional Information (Detail) | 6 Months Ended |
Dec. 31, 2019LocationOfficeCompany | |
Business Combinations [Abstract] | |
Number of operating locations | Location | 100 |
Number of owned offices | Office | 20 |
Number of asset based transportation companies | Company | 10,000 |
Recent Accounting Guidance - Ad
Recent Accounting Guidance - Adoption of Topic 842 Result in Increases in Assets and Liabilities (Detail) - USD ($) $ in Thousands | Dec. 31, 2019 | Jul. 01, 2019 | Jun. 30, 2019 |
ASSETS | |||
Operating lease right-of-use assets | $ 13,943 | $ 0 | |
Liabilities | |||
Current portion of operating lease liability | 6,728 | 0 | |
Current portion of finance lease liability | 680 | 683 | |
Operating lease liability, net of current portion | 8,019 | 0 | |
Finance lease liability, net of current portion | 2,811 | 3,161 | |
Deferred rent liability | $ 0 | 862 | |
ASU 2016-02 | |||
ASSETS | |||
Operating lease right-of-use assets | $ 16,637 | 0 | |
Liabilities | |||
Current portion of operating lease liability | 6,711 | 0 | |
Current portion of finance lease liability | 683 | 683 | |
Operating lease liability, net of current portion | 10,788 | 0 | |
Finance lease liability, net of current portion | 3,161 | 3,161 | |
Deferred rent liability | 0 | $ 862 | |
ASU 2016-02 | Adjustment | |||
ASSETS | |||
Operating lease right-of-use assets | 16,637 | ||
Liabilities | |||
Current portion of operating lease liability | 6,711 | ||
Current portion of finance lease liability | 0 | ||
Operating lease liability, net of current portion | 10,788 | ||
Finance lease liability, net of current portion | 0 | ||
Deferred rent liability | $ (862) |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2019 | Dec. 31, 2018 | |
Summary Of Significant Accounting Policies [Line Items] | ||||
Revenue, practical expedient, nondisclosure of transaction price allocation to performance obligation description | true | |||
Practical expedient, employee sales commissions when incurred, amortization period less than one year | true | |||
Defined contribution plan, contributions by employer | $ 280 | $ 230 | $ 612 | $ 452 |
Trademarks and Trade Names | ||||
Summary Of Significant Accounting Policies [Line Items] | ||||
Finite-lived intangibles assets, useful life | 15 years | |||
Maximum | Long-term Contract with Customer | Warehouse and Distribution Logistics Services | ||||
Summary Of Significant Accounting Policies [Line Items] | ||||
Contract with customer, term | 5 years | |||
Maximum | Customer-Related Intangible Assets | ||||
Summary Of Significant Accounting Policies [Line Items] | ||||
Finite-lived intangibles assets, useful life | 10 years | |||
Radiant Logistics Partners LLC | Radiant Global Logistics, Inc. | ||||
Summary Of Significant Accounting Policies [Line Items] | ||||
Equity method investment, ownership percentage | 40.00% | |||
Radiant Logistics Partners LLC | Radiant Capital Partners, LLC | Chief Executive Officer | Variable Interest Entity, Primary Beneficiary | ||||
Summary Of Significant Accounting Policies [Line Items] | ||||
Equity method investment, ownership percentage | 60.00% |
Summary of Significant Accoun_5
Summary of Significant Accounting Policies - Disaggregation of Gross Revenues by Major Service Lines and Geographic Markets and Timing of Revenue Recognition (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2019 | Dec. 31, 2018 | |
Disaggregation Of Revenue [Line Items] | ||||
Revenues | $ 201,927 | $ 260,938 | $ 402,470 | $ 479,821 |
Transportation Services | ||||
Disaggregation Of Revenue [Line Items] | ||||
Revenues | 193,637 | 252,454 | 385,426 | 463,591 |
Value Added Services | ||||
Disaggregation Of Revenue [Line Items] | ||||
Revenues | 8,290 | 8,484 | 17,044 | 16,230 |
Services Transferred over Time | ||||
Disaggregation Of Revenue [Line Items] | ||||
Revenues | 200,967 | 260,216 | 400,719 | 478,417 |
Services Transferred at a Point in Time | ||||
Disaggregation Of Revenue [Line Items] | ||||
Revenues | 960 | 722 | 1,751 | 1,404 |
Operating Segments | United States | ||||
Disaggregation Of Revenue [Line Items] | ||||
Revenues | 176,094 | 231,759 | 351,978 | 422,977 |
Operating Segments | United States | Transportation Services | ||||
Disaggregation Of Revenue [Line Items] | ||||
Revenues | 172,163 | 228,630 | 343,626 | 416,879 |
Operating Segments | United States | Value Added Services | ||||
Disaggregation Of Revenue [Line Items] | ||||
Revenues | 3,931 | 3,129 | 8,352 | 6,098 |
Operating Segments | United States | Services Transferred over Time | ||||
Disaggregation Of Revenue [Line Items] | ||||
Revenues | 175,134 | 231,037 | 350,227 | 421,573 |
Operating Segments | United States | Services Transferred at a Point in Time | ||||
Disaggregation Of Revenue [Line Items] | ||||
Revenues | 960 | 722 | 1,751 | 1,404 |
Operating Segments | Canada | ||||
Disaggregation Of Revenue [Line Items] | ||||
Revenues | 26,046 | 29,276 | 50,877 | 56,989 |
Operating Segments | Canada | Transportation Services | ||||
Disaggregation Of Revenue [Line Items] | ||||
Revenues | 21,687 | 23,921 | 42,185 | 46,857 |
Operating Segments | Canada | Value Added Services | ||||
Disaggregation Of Revenue [Line Items] | ||||
Revenues | 4,359 | 5,355 | 8,692 | 10,132 |
Operating Segments | Canada | Services Transferred over Time | ||||
Disaggregation Of Revenue [Line Items] | ||||
Revenues | 26,046 | 29,276 | 50,877 | 56,989 |
Operating Segments | Canada | Services Transferred at a Point in Time | ||||
Disaggregation Of Revenue [Line Items] | ||||
Revenues | 0 | 0 | 0 | 0 |
Corporate/Eliminations | ||||
Disaggregation Of Revenue [Line Items] | ||||
Revenues | (213) | (97) | (385) | (145) |
Corporate/Eliminations | Transportation Services | ||||
Disaggregation Of Revenue [Line Items] | ||||
Revenues | (213) | (97) | (385) | (145) |
Corporate/Eliminations | Value Added Services | ||||
Disaggregation Of Revenue [Line Items] | ||||
Revenues | 0 | 0 | 0 | 0 |
Corporate/Eliminations | Services Transferred over Time | ||||
Disaggregation Of Revenue [Line Items] | ||||
Revenues | (213) | (97) | (385) | (145) |
Corporate/Eliminations | Services Transferred at a Point in Time | ||||
Disaggregation Of Revenue [Line Items] | ||||
Revenues | $ 0 | $ 0 | $ 0 | $ 0 |
Earnings Per Share - Computatio
Earnings Per Share - Computations of the Numerator and Denominator of Basic and Diluted Income Per Share (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2019 | Dec. 31, 2018 | |
Numerator: | ||||
Net income attributable to Radiant Logistics, Inc. | $ 2,587 | $ 5,870 | $ 5,822 | $ 8,953 |
Less: preferred stock dividends | 0 | (445) | 0 | (956) |
Less: issuance costs for preferred stock redemption | 0 | (1,659) | 0 | (1,659) |
Net income attributable to common stockholders | $ 2,587 | $ 3,766 | $ 5,822 | $ 6,338 |
Denominator: | ||||
Weighted average common shares outstanding, basic | 49,760,844 | 49,461,982 | 49,711,692 | 49,449,956 |
Dilutive effect of share-based awards | 1,634,219 | 1,602,181 | 1,699,846 | 1,434,843 |
Weighted average common shares outstanding, diluted | 51,395,063 | 51,064,163 | 51,411,538 | 50,884,799 |
Potentially dilutive common shares excluded | 310,245 | 363,856 | 321,730 | 707,672 |
Leases - Additional Information
Leases - Additional Information (Detail) | 6 Months Ended |
Dec. 31, 2019 | |
Leases [Abstract] | |
Lease term expiration month and year | 2025-10 |
Leases - Components of Lease Ex
Leases - Components of Lease Expense (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended |
Dec. 31, 2019 | Dec. 31, 2019 | |
Operating: | ||
Operating lease cost | $ 1,881 | $ 3,690 |
Financing: | ||
Amortization of right-of-use assets | 158 | 313 |
Interest on lease liabilities | 44 | 90 |
Total finance lease cost | $ 202 | $ 403 |
Leases - Supplemental Cash Flow
Leases - Supplemental Cash Flow Information Related to Leases (Detail) $ in Thousands | 6 Months Ended |
Dec. 31, 2019USD ($) | |
Cash paid for amounts included in the measurement of lease liabilities: | |
Operating cash flows arising from operating leases | $ 3,744 |
Operating cash flows arising from finance leases | 90 |
Financing cash flows arising from finance leases | 339 |
Right-of-use assets obtained in exchange for new lease liabilities: | |
Operating leases | 855 |
Finance leases | $ 40 |
Leases - Supplemental Balance S
Leases - Supplemental Balance Sheet Information Related to Leases (Detail) - USD ($) $ in Thousands | Dec. 31, 2019 | Jun. 30, 2019 |
Operating lease: | ||
Operating lease right-of-use assets | $ 13,943 | $ 0 |
Current portion of operating lease liability | 6,728 | 0 |
Operating lease liability, net of current portion | 8,019 | 0 |
Total operating lease liabilities | 14,747 | |
Finance lease: | ||
Property, technology, and equipment, net | $ 3,529 | |
Finance lease, right-of-use asset, statement of financial position [Extensible List] | us-gaap:PropertyPlantAndEquipmentNet | |
Current portion of finance lease liability | $ 680 | 683 |
Finance lease liability, net of current portion | 2,811 | $ 3,161 |
Total finance lease liabilities | $ 3,491 | |
Weighted average remaining lease term: | ||
Operating leases | 2 years 8 months 12 days | |
Finance leases | 4 years 10 months 24 days | |
Weighted average discount rate: | ||
Operating leases | 3.19% | |
Finance leases | 4.52% |
Leases - Maturities of Lease Li
Leases - Maturities of Lease Liability (Detail) $ in Thousands | Dec. 31, 2019USD ($) |
Operating lease: | |
2020 (remaining) | $ 3,672 |
2021 | 6,074 |
2022 | 4,002 |
2023 | 1,104 |
2024 | 394 |
Thereafter | 317 |
Total lease payments | 15,563 |
Less imputed interest | (816) |
Total lease liability | 14,747 |
Finance lease: | |
2020 (remaining) | 426 |
2021 | 830 |
2022 | 814 |
2023 | 628 |
2024 | 554 |
Thereafter | 698 |
Total lease payments | 3,950 |
Less imputed interest | (459) |
Total lease liability | $ 3,491 |
Property,Technology, and Equipm
Property,Technology, and Equipment - Schedule of Property, Technology, and Equipment (Detail) - USD ($) $ in Thousands | 6 Months Ended | ||
Dec. 31, 2019 | Jun. 30, 2019 | Dec. 31, 2018 | |
Property Plant And Equipment [Line Items] | |||
Property, technology, and equipment, gross | $ 38,969 | $ 36,210 | |
Less: accumulated depreciation and amortization | (18,962) | (16,083) | |
Property, technology, and equipment, net | 20,007 | 20,127 | $ 18,847 |
Computer software | |||
Property Plant And Equipment [Line Items] | |||
Property, technology, and equipment, gross | $ 20,366 | 18,013 | |
Computer software | Minimum | |||
Property Plant And Equipment [Line Items] | |||
Property, technology, and equipment, useful life | 3 years | ||
Computer software | Maximum | |||
Property Plant And Equipment [Line Items] | |||
Property, technology, and equipment, useful life | 5 years | ||
Trailers and related equipment | |||
Property Plant And Equipment [Line Items] | |||
Property, technology, and equipment, gross | $ 6,810 | 6,941 | |
Trailers and related equipment | Minimum | |||
Property Plant And Equipment [Line Items] | |||
Property, technology, and equipment, useful life | 3 years | ||
Trailers and related equipment | Maximum | |||
Property Plant And Equipment [Line Items] | |||
Property, technology, and equipment, useful life | 15 years | ||
Office and warehouse equipment | |||
Property Plant And Equipment [Line Items] | |||
Property, technology, and equipment, gross | $ 4,361 | 4,082 | |
Office and warehouse equipment | Minimum | |||
Property Plant And Equipment [Line Items] | |||
Property, technology, and equipment, useful life | 3 years | ||
Office and warehouse equipment | Maximum | |||
Property Plant And Equipment [Line Items] | |||
Property, technology, and equipment, useful life | 15 years | ||
Leasehold improvements | |||
Property Plant And Equipment [Line Items] | |||
Property, technology, and equipment, gross | $ 3,804 | 3,672 | |
Computer equipment | |||
Property Plant And Equipment [Line Items] | |||
Property, technology, and equipment, gross | $ 2,640 | 2,529 | |
Computer equipment | Minimum | |||
Property Plant And Equipment [Line Items] | |||
Property, technology, and equipment, useful life | 3 years | ||
Computer equipment | Maximum | |||
Property Plant And Equipment [Line Items] | |||
Property, technology, and equipment, useful life | 15 years | ||
Furniture and fixtures | |||
Property Plant And Equipment [Line Items] | |||
Property, technology, and equipment, gross | $ 988 | $ 973 | |
Furniture and fixtures | Minimum | |||
Property Plant And Equipment [Line Items] | |||
Property, technology, and equipment, useful life | 3 years | ||
Furniture and fixtures | Maximum | |||
Property Plant And Equipment [Line Items] | |||
Property, technology, and equipment, useful life | 15 years |
Property, Technology, and Equ_3
Property, Technology, and Equipment - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2019 | Dec. 31, 2018 | Jun. 30, 2019 | |
Property Plant And Equipment [Line Items] | |||||
Depreciation and leasehold amortization | $ 1,498 | $ 1,314 | $ 2,903 | $ 2,476 | |
Computer software in development | 38,969 | 38,969 | $ 36,210 | ||
Software In Development | |||||
Property Plant And Equipment [Line Items] | |||||
Computer software in development | $ 492 | $ 492 | $ 722 |
Intangible Assets - Schedule of
Intangible Assets - Schedule of Intangible Assets (Detail) - USD ($) $ in Thousands | 6 Months Ended | 12 Months Ended |
Dec. 31, 2019 | Jun. 30, 2019 | |
Finite Lived Intangible Assets [Line Items] | ||
Intangible assets, gross carrying amount | $ 112,854 | $ 112,854 |
Intangible assets, accumulated amortization | (62,340) | (57,112) |
Intangible assets, net carrying amount | 50,514 | 55,742 |
Customer related | ||
Finite Lived Intangible Assets [Line Items] | ||
Intangible assets, gross carrying amount | 97,002 | 97,002 |
Intangible assets, accumulated amortization | (56,774) | (52,076) |
Intangible assets, net carrying amount | $ 40,228 | $ 44,926 |
Intangible assets, weighted-average amortization period | 5 years 1 month 6 days | 5 years 6 months |
Trademarks and Trade Names | ||
Finite Lived Intangible Assets [Line Items] | ||
Intangible assets, gross carrying amount | $ 14,977 | $ 14,977 |
Intangible assets, accumulated amortization | (4,760) | (4,252) |
Intangible assets, net carrying amount | $ 10,217 | $ 10,725 |
Intangible assets, weighted-average amortization period | 10 years 1 month 6 days | 10 years 7 months 6 days |
Covenants not to compete | ||
Finite Lived Intangible Assets [Line Items] | ||
Intangible assets, gross carrying amount | $ 875 | $ 875 |
Intangible assets, accumulated amortization | (806) | (784) |
Intangible assets, net carrying amount | $ 69 | $ 91 |
Intangible assets, weighted-average amortization period | 2 years 3 months 18 days | 2 years 8 months 12 days |
Intangible Assets - Additional
Intangible Assets - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2019 | Dec. 31, 2018 | |
Goodwill And Intangible Assets Disclosure [Abstract] | ||||
Amortization of intangibles | $ 2,597 | $ 2,501 | $ 5,229 | $ 4,972 |
Intangible Assets - Schedule _2
Intangible Assets - Schedule of Future Amortization Expense (Detail) $ in Thousands | Dec. 31, 2019USD ($) |
Goodwill And Intangible Assets Disclosure [Abstract] | |
2020 (remaining) | $ 4,725 |
2021 | 9,394 |
2022 | 8,841 |
2023 | 8,363 |
2024 | $ 7,988 |
Notes Payable - Schedule of Not
Notes Payable - Schedule of Notes Payable (Detail) - USD ($) $ in Thousands | Dec. 31, 2019 | Jun. 30, 2019 |
Debt Disclosure [Abstract] | ||
Senior Credit Facility | $ 17,246 | $ 13,781 |
Senior Secured Loans | 18,927 | 20,591 |
Unamortized debt issuance costs | (531) | (638) |
Total notes payable | 35,642 | 33,734 |
Less: current portion | (3,842) | (3,687) |
Total notes payable, net of current portion | $ 31,800 | $ 30,047 |
Notes Payable - Schedule of Mat
Notes Payable - Schedule of Maturities of Notes Payable (Detail) $ in Thousands | Dec. 31, 2019USD ($) |
Debt Disclosure [Abstract] | |
2020 (remaining) | $ 1,889 |
2021 | 3,971 |
2022 | 21,490 |
2023 | 4,535 |
2024 | 4,288 |
Total maturities of notes payable | $ 36,173 |
Notes Payable - Additional Info
Notes Payable - Additional Information (Detail) $ in Thousands | Apr. 02, 2015USD ($) | Dec. 31, 2019CAD ($) | Dec. 31, 2019USD ($) | Apr. 01, 2017CAD ($) | Apr. 02, 2015CAD ($) |
Integrated Private Debt Fund Loan | |||||
Debt Instrument [Line Items] | |||||
Debt instrument payment description | The loans may be prepaid in whole at any time providing the Company gives at least 30 days prior written notice and pays the difference between (i) the present value of the loan interest and the principal payments foregone discounted at the Government of Canada Bond Yield for the term from the date of prepayment to the maturity date and (ii) the face value of the principal amount being prepaid. | ||||
Minimum | Integrated Private Debt Fund Loan | |||||
Debt Instrument [Line Items] | |||||
Loan prepayment prior written notice period | 30 days | ||||
Bank of America Credit Facility | |||||
Debt Instrument [Line Items] | |||||
Line of Credit Facility maximum borrowing capacity | $ 75,000,000 | ||||
Line of Credit Facility interest rate description | Borrowings accrue interest based on the Company’s average daily availability at the Lender’s base rate plus 0.25% to 0.75% or LIBOR plus 1.25% to 1.75%. | ||||
Borrowing percentage based on eligible domestic accounts receivable | 85.00% | ||||
Borrowing percentage based on eligible accrued but unbilled receivables and foreign accounts receivable | 75.00% | ||||
Line of Credit Facility covenant terms | Borrowings are available to fund future acquisitions, capital expenditures, repurchase of Company stock or for other corporate purposes. | ||||
Line of Credit Facility remaining borrowing capacity | 50,729,000 | ||||
Bank of America Credit Facility | Base Rate | Minimum | |||||
Debt Instrument [Line Items] | |||||
Marginal interest | 0.25% | ||||
Bank of America Credit Facility | Base Rate | Maximum | |||||
Debt Instrument [Line Items] | |||||
Marginal interest | 0.75% | ||||
Bank of America Credit Facility | LIBOR Plus Rate | Minimum | |||||
Debt Instrument [Line Items] | |||||
Marginal interest | 1.25% | ||||
Bank of America Credit Facility | LIBOR Plus Rate | Maximum | |||||
Debt Instrument [Line Items] | |||||
Marginal interest | 1.75% | ||||
Integrated Private Debt Fund IV LP | |||||
Debt Instrument [Line Items] | |||||
Debt instrument, maturity date | Apr. 1, 2024 | ||||
Senior secured term loan | $ 29,000 | ||||
Debt instrument interest rate | 6.65% | 6.65% | |||
Interest only repayment period | 12 months | ||||
Deferred Tax Assets recognized in deposits and other assets | $ 600,000 | ||||
Debt instrument, monthly principle and interest payment | $ 390 | ||||
Integrated Private Debt Fund V LP | |||||
Debt Instrument [Line Items] | |||||
Debt instrument, maturity date | Jun. 1, 2024 | ||||
Senior secured term loan | $ 10,000 | ||||
Debt instrument interest rate | 6.65% | ||||
Debt instrument, monthly principle and interest payment | $ 149 | ||||
Letter of Credit | Bank of America Credit Facility | |||||
Debt Instrument [Line Items] | |||||
Line of Credit Facility maximum borrowing capacity | $ 3,500,000 | ||||
Debt instrument, maturity date | Jun. 14, 2022 |
Stockholders' Equity - Addition
Stockholders' Equity - Additional Information (Detail) - USD ($) | Dec. 21, 2018 | Mar. 31, 2018 | Dec. 31, 2019 | Sep. 30, 2019 | Dec. 31, 2018 | Sep. 30, 2018 | Dec. 31, 2019 | Dec. 31, 2018 | Jun. 30, 2018 | Jun. 30, 2019 |
Class Of Stock [Line Items] | ||||||||||
Preferred stock, shares authorized | 5,000,000 | 5,000,000 | ||||||||
Preferred stock, par value, per share | $ 0.001 | $ 0.001 | ||||||||
Common stock, shares authorized | 100,000,000 | 100,000,000 | 100,000,000 | |||||||
Common stock, par value, per share | $ 0.001 | $ 0.001 | $ 0.001 | |||||||
Preferred stock charged retained earnings for excess of consideration paid over carrying value on redemption | $ 0 | $ 1,659,000 | $ 0 | $ 1,659,000 | ||||||
Dividend paid to prior holders | 792,000 | $ 511,000 | $ 0 | |||||||
Common Stock | ||||||||||
Class Of Stock [Line Items] | ||||||||||
Dividend paid to prior holders | $ 0 | $ 0 | ||||||||
Shares authorized to repurchase under the stock repurchase program | 5,000,000 | |||||||||
Stock repurchase program expiration date | Dec. 31, 2019 | |||||||||
Repurchase program, common stock purchased shares | 189,558 | |||||||||
Repurchase program, common stock purchased value at cost, average cost per share | $ 5.28 | |||||||||
Repurchase program, common stock purchased value at cost | $ 1,000,000 | $ 0 | ||||||||
Series A Preferred Stock | ||||||||||
Class Of Stock [Line Items] | ||||||||||
Preferred stock, shares issued | 839,200 | |||||||||
Preferred stock, shares outstanding | 839,200 | |||||||||
Preferred stock, dividend rate percentage | 9.75% | |||||||||
Redeemable preferred stock value per share | $ 25 | |||||||||
Net Proceeds received from preferred stock issuance | $ 19,320 | |||||||||
Preferred stock, redemption terms | Commencing on December 20, 2018, the Series A Preferred Shares were redeemable at the Company’s option, in whole or in part, at a cash redemption price of $25.00 per share plus accrued and unpaid dividends (whether declared). | |||||||||
Preferred stock, cash redemption price per share | $ 25 | $ 25 | ||||||||
Preferred stock, redemption amount | $ 20,980,000 | |||||||||
Preferred stock charged retained earnings for excess of consideration paid over carrying value on redemption | $ 1,659,000 | |||||||||
Dividend paid per share to prior holders | $ 1.5536 | |||||||||
Dividend paid to prior holders | $ 1,303,000 | |||||||||
Series A Preferred Stock | Payment of dividend | ||||||||||
Class Of Stock [Line Items] | ||||||||||
Preferred stock, dividend payment terms | Dividends on the Series A Preferred Shares were cumulative from the date of original issue and were payable on January 31, April 30, July 31 and October 31, as and if declared by the Company’s board of directors. |
Variable Interest Entity and _2
Variable Interest Entity and Related Party Transactions - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2019 | Dec. 31, 2018 | |
Variable Interest Entity [Line Items] | ||||
Change in non-controlling interest | $ 93 | $ 464 | $ 189 | $ 644 |
Radiant Capital Partners, LLC | ||||
Variable Interest Entity [Line Items] | ||||
Change in non-controlling interest | 93 | 464 | 189 | 644 |
Radiant Logistics Partners LLC | Variable Interest Entity, Primary Beneficiary | ||||
Variable Interest Entity [Line Items] | ||||
Variable interest entity, measure of activity, operating income or loss | $ 154 | $ 773 | $ 315 | $ 1,073 |
Radiant Logistics Partners LLC | Radiant Global Logistics, Inc. | ||||
Variable Interest Entity [Line Items] | ||||
Equity method investment, ownership percentage | 40.00% | |||
Radiant Logistics Partners LLC | Radiant Capital Partners, LLC | Chief Executive Officer | Variable Interest Entity, Primary Beneficiary | ||||
Variable Interest Entity [Line Items] | ||||
Equity method investment, ownership percentage | 60.00% |
Income Taxes - Schedule of Comp
Income Taxes - Schedule of Components of Income Tax Expense (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2019 | Dec. 31, 2018 | |
Income Tax Disclosure [Abstract] | ||||
Current income tax expense | $ 1,448 | $ 2,231 | $ 2,465 | $ 3,461 |
Deferred income tax benefit | (487) | (357) | (717) | (610) |
Income tax expense | $ 961 | $ 1,874 | $ 1,748 | $ 2,851 |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Detail) | 3 Months Ended | 6 Months Ended |
Dec. 31, 2019USD ($) | Dec. 31, 2019USD ($) | |
Components Of Income Tax Expense Benefit [Line Items] | ||
Effective tax rate | 23.00% | |
Share-based compensation benefits | $ 205,000 | |
Uncertain tax positions | 0 | $ 0 |
U.S. Authorities | ||
Components Of Income Tax Expense Benefit [Line Items] | ||
Net operating loss carryover expiration year | Jun. 30, 2027 | |
Net operating loss carryover | 726,000 | $ 726,000 |
U.S. Authorities | June 30, 2017 | ||
Components Of Income Tax Expense Benefit [Line Items] | ||
Tax years which remain subject to examination | 2017 | |
U.S. Authorities | June 30, 2019 | ||
Components Of Income Tax Expense Benefit [Line Items] | ||
Tax years which remain subject to examination | 2019 | |
Foreign Authorities | ||
Components Of Income Tax Expense Benefit [Line Items] | ||
Net operating loss carryover expiration year | Jun. 30, 2038 | |
Net operating loss carryover | $ 1,730,000 | $ 1,730,000 |
Foreign Authorities | June 30, 2019 | ||
Components Of Income Tax Expense Benefit [Line Items] | ||
Tax years which remain subject to examination | 2019 | |
Foreign Authorities | June 30, 2016 | ||
Components Of Income Tax Expense Benefit [Line Items] | ||
Tax years which remain subject to examination | 2016 | |
State Authorities | June 30, 2019 | ||
Components Of Income Tax Expense Benefit [Line Items] | ||
Tax years which remain subject to examination | 2019 | |
State Authorities | June 30, 2016 | ||
Components Of Income Tax Expense Benefit [Line Items] | ||
Tax years which remain subject to examination | 2016 |
Share-Based Compensation - Addi
Share-Based Compensation - Additional Information (Detail) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Dec. 31, 2019USD ($)shares | Dec. 31, 2018USD ($) | Dec. 31, 2019USD ($)shares | Dec. 31, 2018USD ($) | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Aggregate intrinsic value of options exercised | $ 1,158 | |||
Stock Incentive 2005 and 2012 Plan | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Share-based compensation arrangement by share-based payment award, number of shares authorized | shares | 5,000,000 | 5,000,000 | ||
Restricted Stock Units (RSUs) | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Restricted stock units to common stock ratio, shares entitled | 1 | |||
Share-based compensation arrangement by share-based payment award, award vesting period | 3 years | |||
Restricted Stock | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Share-based compensation expense | $ 314 | $ 259 | $ 571 | $ 365 |
Employee service share-based compensation cost not yet recognized, share-based awards other than options | 2,502 | $ 2,502 | ||
Employee service share-based Compensation cost, total compensation cost not yet recognized, period for recognition | 2 years 3 months 14 days | |||
Stock Options | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Share-based compensation arrangement by share-based payment award, award vesting period | 5 years | |||
Share-based compensation expense | 153 | 205 | $ 326 | 430 |
Employee service share-based Compensation cost, total compensation cost not yet recognized, period for recognition | 1 year 14 days | |||
Share-based compensation arrangement by share-based payment award, expiration period | 10 years | |||
Share-based compensation arrangement by share-based payment award, vesting period percentage | 20.00% | |||
Aggregate intrinsic value of options exercised | 587 | $ 125 | $ 1,158 | $ 335 |
Employee service share-based compensation cost, total compensation cost not yet recognized stock options | $ 292 | $ 292 |
Share-Based Compensation - Sche
Share-Based Compensation - Schedule of Share Based Compensation Restricted Stock Activity (Detail) - Restricted Stock | 6 Months Ended |
Dec. 31, 2019$ / sharesshares | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Number of Units, Unvested, Beginning Balance | shares | 687,920 |
Number of Units, Vested | shares | (229,034) |
Number of Units, Granted | shares | 331,966 |
Number of Units, Forfeited | shares | (10,293) |
Number of Units, Unvested, Ending Balance | shares | 780,559 |
Weighted Average Grant Date Fair Value, Unvested, Beginning Balance | $ / shares | $ 4.08 |
Weighted Average Grant Date Fair Value, Vested | $ / shares | 2.85 |
Weighted Average Grant Date Fair Value, Granted | $ / shares | 5.56 |
Weighted Average Grant Date Fair Value, Forfeited | $ / shares | 4.98 |
Weighted Average Grant Date Fair Value, Unvested, Ending Balance | $ / shares | $ 5.06 |
Share-Based Compensation - Sc_2
Share-Based Compensation - Schedule of Share-Based Compensation Stock Options Activity (Detail) $ / shares in Units, $ in Thousands | 6 Months Ended | 12 Months Ended |
Dec. 31, 2019USD ($)$ / sharesshares | Jun. 30, 2019USD ($)$ / sharesshares | |
Share Based Compensation Arrangement By Share Based Payment Award Options Outstanding Roll Forward | ||
Number of Shares, Outstanding, Beginning Balance | shares | 2,458,093 | |
Number of Shares, Exercised | shares | (137,930) | |
Number of Shares, Forfeited | shares | (30,000) | |
Number of Shares, Outstanding, Ending Balance | shares | 2,290,163 | 2,458,093 |
Number of Shares, Exercisable, Ending Balance | shares | 1,991,400 | |
Weighted Average Exercise Price, Outstanding, Beginning Balance | $ / shares | $ 3.30 | |
Weighted Average Exercise Price, Exercised | $ / shares | 0.93 | |
Weighted Average Exercise Price, Forfeited | $ / shares | 4.74 | |
Weighted Average Exercise Price, Outstanding, Ending Balance | $ / shares | 3.42 | $ 3.30 |
Weighted Average Exercise Price, Exercisable, Ending Balance | $ / shares | $ 3.30 | |
Weighted Average Remaining Contractual Life - Years | 4 years 4 months 6 days | 4 years 8 months 8 days |
Weighted Average Remaining Contractual Life - Years, Exercisable Ending Balance | 4 years 1 month 17 days | |
Aggregate Intrinsic Value, Outstanding Balance | $ | $ 4,961 | $ 6,995 |
Aggregate Intrinsic Value, Exercised | $ | 1,158 | |
Aggregate Intrinsic Value, Exercisable Ending Balance | $ | $ 4,539 |
Commitments and Contingencies -
Commitments and Contingencies - Additional Information (Detail) | 6 Months Ended |
Dec. 31, 2019 | |
Loss Contingency [Abstract] | |
Earn-out payments terms | Earn-out payments are generally due annually on November 1st and 90 days following the quarter of the final earn-out period for each respective acquisition. |
Number of days earn-out payments due following the quarter of the final earn-out period | 90 days |
Commitments and Contingencies_2
Commitments and Contingencies - Schedule of Potential Earn-Out Payments (Detail) $ in Thousands | Dec. 31, 2019USD ($) |
Earn Out Payments Payable [Line Items] | |
2020 (remaining) | $ 216 |
Cash | |
Earn Out Payments Payable [Line Items] | |
2020 (remaining) | 162 |
Equity | |
Earn Out Payments Payable [Line Items] | |
2020 (remaining) | $ 54 |
Operating and Geographic Segm_3
Operating and Geographic Segment Information - Additional Information (Detail) | 6 Months Ended |
Dec. 31, 2019Segment | |
Segment Reporting [Abstract] | |
Number of operating segments | 2 |
Operating and Geographic Segm_4
Operating and Geographic Segment Information - Segment Reporting (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2019 | Dec. 31, 2018 | Jun. 30, 2019 | |
Segment Reporting Information [Line Items] | |||||
Revenues | $ 201,927 | $ 260,938 | $ 402,470 | $ 479,821 | |
Income (loss) from operations | 4,216 | 8,850 | 9,018 | 13,683 | |
Other income (expense) | (575) | (642) | (1,259) | (1,235) | |
Income (loss) before income taxes | 3,641 | 8,208 | 7,759 | 12,448 | |
Depreciation and amortization | 4,095 | 3,815 | 8,132 | 7,448 | |
Property, technology, and equipment, net | 20,007 | 18,847 | 20,007 | 18,847 | $ 20,127 |
Transition, lease termination, and other costs | 337 | (11) | 328 | (11) | |
Operating Segments | United States | |||||
Segment Reporting Information [Line Items] | |||||
Revenues | 176,094 | 231,759 | 351,978 | 422,977 | |
Income (loss) from operations | 6,045 | 9,067 | 13,759 | 16,883 | |
Other income (expense) | 75 | 50 | 71 | 261 | |
Income (loss) before income taxes | 6,120 | 9,117 | 13,830 | 17,144 | |
Depreciation and amortization | 1,020 | 910 | 2,009 | 1,680 | |
Property, technology, and equipment, net | 13,999 | 15,394 | 13,999 | 15,394 | |
Transition, lease termination, and other costs | 337 | (11) | 328 | (11) | |
Operating Segments | Canada | |||||
Segment Reporting Information [Line Items] | |||||
Revenues | 26,046 | 29,276 | 50,877 | 56,989 | |
Income (loss) from operations | 2,643 | 3,421 | 4,581 | 4,620 | |
Other income (expense) | (56) | 168 | (44) | 141 | |
Income (loss) before income taxes | 2,587 | 3,589 | 4,537 | 4,761 | |
Depreciation and amortization | 474 | 400 | 889 | 787 | |
Property, technology, and equipment, net | 6,008 | 3,453 | 6,008 | 3,453 | |
Transition, lease termination, and other costs | 0 | 0 | 0 | 0 | |
Corporate/Eliminations | |||||
Segment Reporting Information [Line Items] | |||||
Revenues | (213) | (97) | (385) | (145) | |
Income (loss) from operations | (4,472) | (3,638) | (9,322) | (7,820) | |
Other income (expense) | (594) | (860) | (1,286) | (1,637) | |
Income (loss) before income taxes | (5,066) | (4,498) | (10,608) | (9,457) | |
Depreciation and amortization | 2,601 | 2,505 | 5,234 | 4,981 | |
Property, technology, and equipment, net | 0 | 0 | 0 | 0 | |
Transition, lease termination, and other costs | $ 0 | $ 0 | $ 0 | $ 0 |
Subsequent Events - Additional
Subsequent Events - Additional Information (Detail) - USD ($) $ in Thousands | Feb. 07, 2020 | Mar. 31, 2018 | Feb. 03, 2020 | Dec. 31, 2019 | Jun. 30, 2019 |
Subsequent Event [Line Items] | |||||
Shares outstanding | 49,662,114 | 49,586,464 | |||
Subsequent Event | |||||
Subsequent Event [Line Items] | |||||
Shares outstanding | 49,676,263 | ||||
Subsequent Event | Adcom Agency | |||||
Subsequent Event [Line Items] | |||||
Cash payments to acquire assets and operations | $ 9,150 | ||||
Common Stock | |||||
Subsequent Event [Line Items] | |||||
Shares authorized to repurchase under the stock repurchase program | 5,000,000 | ||||
Stock repurchase program expiration date | Dec. 31, 2019 |