Document and Entity Information
Document and Entity Information - shares | 6 Months Ended | |
Dec. 31, 2017 | Jan. 31, 2018 | |
Document And Entity Information [Abstract] | ||
Document Type | 10-Q | |
Amendment Fag | false | |
Document Period End Date | Dec. 31, 2017 | |
Document Fiscal Year Focus | 2,018 | |
Document Fiscal Period Focus | Q2 | |
Trading Symbol | BR | |
Entity Registrant Name | BROADRIDGE FINANCIAL SOLUTIONS, INC. | |
Entity Central Index Key | 1,383,312 | |
Current Fiscal Year End Date | --06-30 | |
Entity Filer Category | Large Accelerated Filer | |
Entity Common Stock, Shares Outstanding | 116,654,180 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Earnings - USD ($) shares in Millions, $ in Millions | 3 Months Ended | 6 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2017 | Dec. 31, 2016 | |
Income Statement [Abstract] | ||||
Revenues | $ 1,012.8 | $ 892.6 | $ 1,937.6 | $ 1,787.9 |
Operating expenses: | ||||
Cost of revenues | 769.8 | 707.8 | 1,496.4 | 1,425.7 |
Selling, general and administrative expenses | 127.9 | 126 | 241.7 | 237.3 |
Total operating expenses | 897.7 | 833.8 | 1,738.1 | 1,663.1 |
Operating income | 115.1 | 58.8 | 199.5 | 124.9 |
Interest expense, net | 10.2 | 10.6 | 19.6 | 21 |
Other non-operating (income) expenses, net | 1.4 | 2.5 | 2.1 | 6.7 |
Earnings before income taxes | 103.5 | 45.7 | 177.8 | 97.2 |
Provision for income taxes | 41.4 | 15.6 | 65.8 | 33.4 |
Net earnings | $ 62.1 | $ 30.1 | $ 112 | $ 63.8 |
Basic earnings per share (in dollars per share) | $ 0.53 | $ 0.25 | $ 0.96 | $ 0.54 |
Diluted earnings per share (in dollars per share) | $ 0.52 | $ 0.25 | $ 0.93 | $ 0.52 |
Weighted-average shares outstanding: | ||||
Basic (in shares) | 116.6 | 118.7 | 116.5 | 118.6 |
Diluted (in shares) | 120.3 | 121.5 | 120.1 | 121.5 |
Dividends declared per common share (in dollars per share) | $ 0.365 | $ 0.33 | $ 0.73 | $ 0.66 |
Condensed Consolidated Stateme3
Condensed Consolidated Statements of Comprehensive Income - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2017 | Dec. 31, 2016 | |
Statement of Comprehensive Income [Abstract] | ||||
Net earnings | $ 62.1 | $ 30.1 | $ 112 | $ 63.8 |
Other comprehensive income (loss), net: | ||||
Foreign currency translation adjustments | (2.4) | (12) | 15.9 | (23.2) |
Net unrealized gains (losses) on available-for-sale securities, net of taxes of $(0.3) and $0.1 for the three months ended December 31, 2017 and 2016, respectively; and $(0.5) and $(0.1) for the six months ended December 31, 2017 and 2016, respectively | 0.8 | (0.2) | 1.1 | 0.2 |
Pension and post-retirement liability adjustment, net of taxes of $(0.1) and $(0.1) for the three months ended December 31, 2017 and 2016, respectively; and $(0.2) and $(0.2) for the six months ended December 31, 2017 and 2016, respectively | 0.2 | 0.1 | 0.4 | 0.3 |
Total other comprehensive income (loss), net | (1.4) | (12) | 17.4 | (22.7) |
Comprehensive income | $ 60.7 | $ 18.1 | $ 129.4 | $ 41.1 |
Condensed Consolidated Stateme4
Condensed Consolidated Statements of Comprehensive Income (Parenthetical) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2017 | Dec. 31, 2016 | |
Statement of Comprehensive Income [Abstract] | ||||
Unrealized gains (loss) on available-for-sale securities, tax | $ (0.3) | $ 0.1 | $ (0.5) | $ (0.1) |
Pension and post-retirement liability adjustments, tax | $ (0.1) | $ (0.1) | $ (0.2) | $ (0.2) |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Millions | Dec. 31, 2017 | Jun. 30, 2017 |
Current assets: | ||
Cash and cash equivalents | $ 366.5 | $ 271.1 |
Accounts receivable, net of allowance for doubtful accounts of $5.0 and $3.7, respectively | 575.1 | 589.5 |
Other current assets | 109.6 | 129 |
Total current assets | 1,051.2 | 989.6 |
Property, plant and equipment, net | 202.5 | 198.1 |
Goodwill | 1,193.1 | 1,159.3 |
Intangible assets, net | 464.1 | 486.4 |
Other non-current assets | 339.1 | 316.4 |
Total assets | 3,249.9 | 3,149.8 |
Current liabilities: | ||
Accounts payable | 134.3 | 167.2 |
Accrued expenses and other current liabilities | 372.5 | 495.3 |
Deferred revenues | 79.2 | 82.4 |
Total current liabilities | 586 | 744.9 |
Long-term debt | 1,222.7 | 1,102.1 |
Deferred taxes | 52.5 | |
Deferred taxes | 82 | |
Deferred revenues | 83.4 | 74.3 |
Other non-current liabilities | 231.2 | 142.7 |
Total liabilities | 2,175.9 | 2,146 |
Commitments and contingencies | ||
Stockholders’ equity: | ||
Preferred stock: Authorized, 25.0 shares; issued and outstanding, none | 0 | 0 |
Common stock, $0.01 par value: 650.0 shares authorized; 154.5 and 154.5 shares issued, respectively; and 116.6 and 116.5 shares outstanding, respectively | 1.6 | 1.6 |
Additional paid-in capital | 1,012.6 | 987.6 |
Retained earnings | 1,496.3 | 1,469.4 |
Treasury stock, at cost: 37.8 and 38.0 shares, respectively | (1,398) | (1,398.9) |
Accumulated other comprehensive loss | (38.4) | (55.8) |
Total stockholders’ equity | 1,074 | 1,003.8 |
Total liabilities and stockholders’ equity | $ 3,249.9 | $ 3,149.8 |
Condensed Consolidated Balance6
Condensed Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Millions | Dec. 31, 2017 | Jun. 30, 2017 |
Statement of Financial Position [Abstract] | ||
Allowance for doubtful accounts | $ 5 | $ 3.7 |
Preferred stock, shares authorized (in shares) | 25,000,000 | 25,000,000 |
Preferred stock, shares issued (in shares) | 0 | 0 |
Preferred stock, shares outstanding (in shares) | 0 | 0 |
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common stock, shares authorized (in shares) | 650,000,000 | 650,000,000 |
Common stock, shares issued (in shares) | 154,500,000 | 154,500,000 |
Common stock, shares outstanding (in shares) | 116,600,000 | 116,500,000 |
Treasury stock, shares (in shares) | 37,800,000 | 38,000,000 |
Condensed Consolidated Stateme7
Condensed Consolidated Statements of Cash Flows - USD ($) $ in Millions | 6 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
Cash Flows From Operating Activities | ||
Net earnings | $ 112 | $ 63.8 |
Adjustments to reconcile Net earnings to Net cash flows provided by operating activities: | ||
Depreciation and amortization | 40 | 34.5 |
Amortization of acquired intangibles and purchased intellectual property | 39.2 | 33.1 |
Amortization of other assets | 22.9 | 19.6 |
Stock-based compensation expense | 24.7 | 22.8 |
Deferred income taxes | (11.2) | (8.9) |
Excess tax benefits from stock-based compensation awards | (22) | |
Other | (1.7) | 0.8 |
Current assets and liabilities: | ||
Decrease in Accounts receivable, net | 18 | 29.3 |
Increase in Other current assets | (6.2) | (22.8) |
Decrease in Accounts payable | (9.3) | (1.9) |
Decrease in Accrued expenses and other current liabilities | (138.2) | (100.2) |
Decrease in Deferred revenues | (5.5) | (5.5) |
Non-current assets and liabilities: | ||
Increase in Other non-current assets | (37.9) | (57.4) |
Increase in Other non-current liabilities | 95.1 | 9.3 |
Net cash flows provided by (used in) operating activities | 141.8 | (5.5) |
Cash Flows From Investing Activities | ||
Capital expenditures | (42.1) | (19.9) |
Software purchases and capitalized internal use software | (10.4) | (12.1) |
Acquisitions, net of cash acquired | (30.2) | (428.4) |
Purchase of intellectual property | 0 | (90) |
Equity method investments | (2.8) | (3) |
Net cash flows used in investing activities | (85.4) | (553.4) |
Cash Flows From Financing Activities | ||
Proceeds from Long-term debt | 190 | 230 |
Repayments on Long-term debt | (70) | (40) |
Excess tax benefits from stock-based compensation awards | 22 | |
Dividends paid | (80.4) | (74) |
Purchases of Treasury stock | (3) | (101.2) |
Proceeds from exercise of stock options | 4.4 | 34 |
Costs related to issuance of bonds | 0 | (0.7) |
Other financing activities | (5.5) | 0 |
Net cash flows provided by financing activities | 35.4 | 70.2 |
Effect of exchange rate changes on Cash and cash equivalents | 3.6 | (3.3) |
Net change in Cash and cash equivalents | 95.4 | (492) |
Cash and cash equivalents, beginning of period | 271.1 | 727.7 |
Cash and cash equivalents, end of period | 366.5 | 235.7 |
Supplemental disclosure of cash flow information: | ||
Cash payments made for interest | 19.9 | 20.8 |
Cash payments made for income taxes, net of refunds | 124.9 | 74.9 |
Non-cash investing and financing activities: | ||
Accrual of unpaid property, plant and equipment and software | 1.7 | 0.6 |
Increase in acquisition related obligations | 6.4 | 2.5 |
Obligations related to the purchase of intellectual property | $ 0 | $ 5 |
Basis of Presentation
Basis of Presentation | 6 Months Ended |
Dec. 31, 2017 | |
Accounting Policies [Abstract] | |
Basis of Presentation | BASIS OF PRESENTATION A. Description of Business . Broadridge Financial Solutions, Inc. (“Broadridge” or the “Company”), a Delaware corporation, is a global fintech leader providing investor communications and technology-driven solutions to banks, broker-dealers, mutual funds and corporate issuers. Our services include investor and customer communications, securities processing, and data and analytics solutions. In short, we provide the infrastructure that helps the financial services industry operate. With over 50 years of experience, including 10 years as an independent public company, we provide financial services firms with advanced, dependable, scalable and cost-effective integrated systems. Our systems help reduce the need for clients to make significant capital investments in operations infrastructure, thereby allowing them to increase their focus on core business activities. We deliver a broad range of solutions that help our clients better serve their retail and institutional customers across the entire investment lifecycle, including pre-trade, trade, and post-trade processing functionality. The Company operates in two reportable segments: Investor Communication Solutions and Global Technology and Operations. Broadridge serves a large and diverse client base across four client groups: capital markets, asset management, wealth management and corporations. • Investor Communication Solutions —Broadridge offers Bank/Broker-Dealer Investor Communication Solutions, Customer Communication Solutions, Corporate Issuer Solutions, Advisor Solutions and Mutual Fund and Retirement Solutions in this segment. A large portion of Broadridge’s Investor Communication Solutions business involves the processing and distribution of proxy materials to investors in equity securities and mutual funds, as well as the facilitation of related vote processing. ProxyEdge ® , Broadridge’s innovative electronic proxy delivery and voting solution for institutional investors and financial advisors, helps ensure the participation of the largest stockholders of many companies. In addition, Broadridge provides corporations with registered proxy services as well as registrar, stock transfer and record-keeping services. Broadridge also provides the distribution of regulatory reports and corporate action/reorganization event information, as well as tax reporting solutions that help our clients meet their regulatory compliance needs. Broadridge provides customer communication solutions to companies in the financial services, healthcare, insurance, consumer finance, telecommunications, utilities, retail banking and other service industries. The Broadridge Communications Cloud SM , launched in 2016, provides multi-channel communications delivery, communications management, information management and control and administration capabilities that enable and enhance our clients’ communications with their customers. Broadridge processes and distributes our clients’ essential communications including transactional (e.g., bills and statements), regulatory (e.g., explanations of benefits, notices, and trade confirmations) and marketing (e.g., direct mail) communications through print and digital channels. Broadridge’s advisor solutions enable firms, financial advisors, wealth managers, and insurance agents to better engage with customers through cloud-based marketing and customer communication tools. Broadridge’s marketing ecosystem integrates data, content and technology to drive new client acquisition and cross-sell opportunities through the creation of sales and educational content, including seminars and a library of financial planning topics as well as customizable advisor websites, search engine marketing and electronic and print newsletters. Broadridge’s advisor solutions also help advisors optimize their practice management through customer and account data aggregation and reporting. Broadridge’s mutual fund and retirement solutions are a full range of tools for mutual funds, exchange traded fund (“ETF”) providers, and asset management firms. They include data-driven technology solutions for data management, analytics, investment accounting, marketing and customer communications. In addition, Broadridge provides mutual fund trade processing services for retirement providers, third party administrators, financial advisors, banks and wealth management professionals through its subsidiary, Matrix Financial Solutions, Inc. (“Matrix”). In October 2017, Broadridge acquired Summit Financial Disclosure, LLC (“Summit”). Summit is a full service financial document management solutions provider, including document composition and regulatory filing services. • Global Technology and Operations —Broadridge offers a suite of advanced computerized real-time transaction processing services that automate the securities transaction lifecycle, from desktop productivity tools, data aggregation, performance reporting, and portfolio management to order capture and execution, trade confirmation, settlement, reference data, reconciliations and accounting. Broadridge’s services help financial institutions and investment managers efficiently and cost-effectively consolidate their books and records, gather and service assets under management and manage risk, thereby enabling them to focus on their core business activities. Broadridge’s multi-currency solutions support real-time global trading of equity, fixed income, mutual fund, foreign exchange and exchange traded derivative securities in established and emerging markets. In addition, Broadridge’s Managed Services solution supports the operations of our clients’ businesses including their securities clearing, record-keeping, and custody-related functions. B. Consolidation and Basis of Presentation . The accompanying unaudited Condensed Consolidated Financial Statements have been prepared in accordance with generally accepted accounting principles (“GAAP”) in the United States of America (“U.S.”) and in accordance with the U.S. Securities and Exchange Commission (“SEC”) requirements for Quarterly Reports on Form 10-Q. These financial statements present the condensed consolidated position of the Company and include the entities in which the Company directly or indirectly has a controlling financial interest as well as various entities in which the Company has investments recorded under either the cost or equity methods of accounting. Intercompany balances and transactions have been eliminated. Amounts presented may not sum due to rounding. The results of operations reported for interim periods are not necessarily indicative of the results of operations for the entire year or any subsequent interim period. These Condensed Consolidated Financial Statements should be read in conjunction with the Company’s Consolidated Financial Statements in the Company’s Annual Report on Form 10-K for the fiscal year ended June 30, 2017 (the “ 2017 Annual Report”) filed on August 10, 2017 with the SEC. These Condensed Consolidated Financial Statements include all normal and recurring adjustments necessary for a fair presentation in accordance with GAAP of the Company’s financial position at December 31, 2017 and June 30, 2017 , the results of its operations for the three and six months ended December 31, 2017 and 2016 , and its cash flows for the six months ended December 31, 2017 and 2016 . In the first quarter of fiscal year 2018, the Company adopted ASU No. 2016-09, “Improvements to Employee Share-Based Payment Accounting” (“ASU No. 2016-09”). Please refer to Note 2, “New Accounting Pronouncements,” for a discussion of the impact of ASU No. 2016-09. In the first quarter of fiscal year 2018, the Company adopted ASU No. 2015-17, “Balance Sheet Classification of Deferred Taxes” (“ASU No. 2015-17”). Please refer to Note 2, “New Accounting Pronouncements,” for a discussion of the impact of ASU No. 2015-17. C. Use of Estimates . The preparation of these financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the amounts reported in the Condensed Consolidated Financial Statements and accompanying notes thereto. These estimates are based on management’s best knowledge of current events, historical experience, actions that the Company may undertake in the future and on various other assumptions and judgment that are believed to be reasonable under the circumstances. Accordingly, actual results could differ from those estimates. D. Subsequent Events . In preparing the accompanying Condensed Consolidated Financial Statements, the Company has reviewed events that have occurred after December 31, 2017 through the date of issuance of the Condensed Consolidated Financial Statements. During this period, the Company did not have any subsequent events for disclosure. |
New Accounting Pronouncements
New Accounting Pronouncements | 6 Months Ended |
Dec. 31, 2017 | |
Accounting Changes and Error Corrections [Abstract] | |
New Accounting Pronouncements | NEW ACCOUNTING PRONOUNCEMENTS In the first quarter of fiscal year 2018, the Company adopted ASU No. 2016-09. ASU No. 2016-09 identifies areas for simplification involving several aspects of accounting for share-based payment transactions, including presenting the excess tax benefit or deficit from the exercise or vesting of share-based payments in the income statement, classifying the excess tax benefit or deficit as an operating activity in the Condensed Consolidated Statements of Cash Flows rather than as a financing activity, a revision to the criteria for classifying an award as equity or liability and an option to recognize gross stock-based compensation expense with actual forfeitures recognized as they occur. In addition, ASU No. 2016-09 eliminates the excess tax benefit from the assumed proceeds calculation under the treasury stock method for purposes of calculating diluted shares. As a result of this adoption, the Company recorded excess tax benefits related to stock-based compensation awards of $1.5 million and $3.0 million during the three and six months ended December 31, 2017 in the income tax provision on a prospective basis, whereas such benefits were previously recognized in equity. The Company also excluded the excess tax benefits from the assumed proceeds available to repurchase shares in the computation of diluted earnings per share for the three and six months ended December 31, 2017. The Company has not adjusted prior periods presented for the change in accounting for excess tax benefits in the Condensed Consolidated Financial Statements. The Company also elected to apply the change in presentation of excess tax benefits in the Condensed Consolidated Statement of Cash Flows prospectively, and as a result, excess tax benefits are classified as operating activities when realized through reductions to subsequent tax payments. This adoption resulted in an increase to net cash provided by operating activities and a corresponding decrease to net cash provided by financing activities of $3.0 million for the six months ended December 31, 2017. The Company has not adjusted prior periods presented for the change in classification of excess tax benefits on the Condensed Consolidated Statement of Cash Flows. The Company also elected to continue its current practice of estimating expected forfeitures as permitted by ASU No. 2016-09. In the first quarter of fiscal year 2018, the Company adopted ASU No. 2015-17 on a prospective basis to all deferred tax liabilities and assets. The amendments in ASU No. 2015-17 require entities that present a classified balance sheet to classify all deferred tax liabilities and assets as a noncurrent amount. The Company’s fiscal year 2017 Condensed Consolidated Balance Sheet has not been retrospectively adjusted for the adoption of ASU No. 2015-17. In January 2017, the FASB issued ASU No. 2017-04, “Simplifying the Accounting for Goodwill Impairment” (“ASU No. 2017-04”). ASU No. 2017-04 removes Step 2 of the current goodwill impairment test, which currently requires a hypothetical purchase price allocation if the fair value of a reporting unit were to be less than its book value, for purposes of determining the amount of goodwill impaired. Under ASU No. 2017-04, the Company would now recognize an impairment charge for the amount by which the carrying amount of a reporting unit exceeds the fair value of the reporting unit; however, the loss recognized would not exceed the total amount of goodwill allocated to that reporting unit. ASU No. 2017-04 will be effective for the Company beginning in the first quarter of fiscal 2021, to be applied on a prospective basis. The pending adoption of this guidance is not expected to have a material impact on the Company’s Condensed Consolidated Financial Statements. In January 2017, the FASB issued ASU No. 2017-01, “Clarifying the Definition of a Business” (“ASU No. 2017-01”). ASU No. 2017-01 narrows the definition of a business, in part by concluding that an integrated set of assets and activities (referred to as a “set”) is not a business when substantially all of the fair value of the gross assets acquired (or disposed of) is concentrated in a single identifiable asset or group of similar identifiable assets. ASU No. 2017-01 is effective for the Company beginning in the first quarter of fiscal year 2019, to be applied on a prospective basis. The pending adoption of this guidance is not expected to have a material impact on the Company’s Condensed Consolidated Financial Statements. In February 2016, the FASB issued ASU No. 2016-02, “Leases” (“ASU No. 2016-02”). Under ASU No. 2016-02, all lease arrangements, with certain limited exceptions, exceeding a twelve-month term must now be recognized as assets and liabilities on the balance sheet of the lessee by recording a right-of-use asset and corresponding lease obligation generally equal to the present value of the future lease payments over the lease term. Further, the income statement will reflect lease expense for leases classified as operating and amortization/interest expense for leases classified as financing, determined using classification criteria substantially similar to the current lease guidance for distinguishing between an operating and capital lease. ASU No. 2016-02 also contains certain additional qualitative and quantitative disclosures to supplement the amounts recorded in the financial statements so that users can understand more about the nature of an entity’s leasing activities, including significant judgments and changes in judgments. ASU No. 2016-02 is effective for the Company in the first quarter of fiscal year 2020 and will be adopted on a modified retrospective basis, which will require adjustment to all comparative periods presented in the consolidated financial statements. The Company is currently evaluating the impact of the pending adoption of ASU No. 2016-02 on the Company’s Condensed Consolidated Financial Statements. In January 2016, the FASB issued ASU No. 2016-01, “Recognition and Measurement of Financial Assets and Financial Liabilities” (“ASU No. 2016-01”), which provides guidance for the recognition, measurement, presentation, and disclosure of financial assets and liabilities. Under ASU No. 2016-01, changes in the fair value of publicly traded equity securities for which the Company does not have significant influence would be recorded as part of Net earnings rather than as Other comprehensive income (loss), net. In addition, equity investments that do not have a readily determinable fair value will be recorded at cost less impairment as further adjusted for observable price changes in orderly transactions for identical or similar investments of the issuer. ASU No. 2016-01 is effective for the Company beginning in the first quarter of fiscal year 2019. The guidance in ASU No. 2016-01 related to changes in fair value of publicly traded equity securities will be adopted by means of a cumulative-effect adjustment to the balance sheet as of the beginning of fiscal year 2019, while the guidance related to equity securities without readily determinable fair values will be adopted prospectively to equity investments that exist as of the beginning of fiscal year 2019. The pending adoption of ASU No. 2016-01 is not expected to have a material impact on the Company’s Condensed Consolidated Financial Statements. In May 2014, the FASB issued ASU No. 2014-09, “Revenue from Contracts with Customers” (“ASU No. 2014-09”), to supersede nearly all existing revenue recognition guidance under U.S. GAAP. The core principle of ASU No. 2014-09 is to recognize revenues when promised goods or services are transferred to customers in an amount that reflects the consideration that is expected to be received for those goods or services. ASU No. 2014-09 defines a five-step process to achieve this core principle and, in doing so, it is possible more judgment and estimates may be required within the revenue recognition process than are required under existing U.S. GAAP including identifying performance obligations in the contract, estimating the amount of variable consideration to include in the transaction price and allocating the transaction price to each separate performance obligation. ASU No. 2014-09 also requires certain enhanced disclosures, including disclosures on the nature, amount, timing and uncertainty of revenues and cash flows from contracts with customers. In August 2015, the FASB issued ASU No. 2015-14, “Revenue from Contracts with Customers - Deferral of the Effective Date,” which defers the effective date of ASU No. 2014-09 by one year, with an option that would permit companies to adopt the standard as early as the original effective date. As a result, ASU No. 2014-09 will be effective for the Company as of the first quarter of fiscal year 2019 for which the Company plans to adopt ASU No. 2014-09 using the modified retrospective transition method with the cumulative effect of initially applying ASU No. 2014-09 recognized at the date of initial application along with providing certain additional disclosures as defined per ASU No. 2014-09. In March 2016, the FASB issued ASU No. 2016-08, “Principal versus Agent Considerations (Reporting Revenue Gross versus Net)” (“ASU No. 2016-08”), which provides clarifying implementation guidance to the principal versus agent provisions of ASU No. 2014-09. In April 2016, the FASB issued ASU No. 2016-10 “Identifying Performance Obligations and Licensing” (“ASU No. 2016-10”), which provides clarifying implementation guidance for applying ASU No. 2014-09 with respect to identifying performance obligations and the accounting for licensing arrangements. In May 2016, the FASB issued ASU No. 2016-12 “Narrow-Scope Improvements and Practical Expedients” (“ASU No. 2016-12”), which provides certain clarifying guidance for ASU No. 2014-09 relative to treatment of sales taxes, noncash consideration, collectibility and certain aspects of transitional guidance. In December 2016, the FASB issued ASU No. 2016-20 “Technical Corrections and Improvements to Topic 606, Revenue from Contracts with Customers,” which provides certain technical corrections for ASU No. 2014-09 including the impairment testing of capitalized contract costs, disclosure of remaining performance obligations, and certain other matters. Each of ASU No. 2016-08, ASU No. 2016-10, ASU No. 2016-12 and ASU No. 2016-20 have the same effective date as ASU No. 2014-09. While the Company is still in the process of evaluating the full impact of the pending adoption of ASU No. 2014-09 and related amendments on its Condensed Consolidated Financial Statements and related disclosures, including assessing the need for process changes or enhancements, the Company has identified certain expected impacts of the new standard on its Condensed Consolidated Financial Statements. Specifically, the Company expects to capitalize certain sales commissions, as well as capitalize certain additional costs that are part of setting up or converting a client’s systems to function with the Company’s technology, both of which are currently expensed. Additionally, the Company expects to recognize proxy revenue predominantly at the time of proxy distribution to the client’s shareholders rather than on the date of the client’s shareholder meeting, which is typically 30 days after the proxy distribution. Other expected changes to the timing of revenue recognition include deferral of revenue from certain transaction processing platform enhancements as well as acceleration of revenue from certain multi-year software license arrangements that are currently recognized over the term of the software subscription. While the annual impact of the new revenue guidance to the Company’s income statement could vary year to year, the annual income statement impact of the new revenue guidance is estimated to be less than 1% of the Company’s fiscal year 2017 revenues and approximately 2% of the Company’s fiscal year 2017 earnings before income taxes. Also, the Company currently estimates the cumulative impact to opening retained earnings of adopting the new revenue guidance will be less than $100 million , driven primarily by an increase in capitalized costs. |
Earnings Per Share
Earnings Per Share | 6 Months Ended |
Dec. 31, 2017 | |
Earnings Per Share [Abstract] | |
Earnings Per Share | EARNINGS PER SHARE Basic earnings per share (“EPS”) is calculated by dividing the Company’s Net earnings by the basic Weighted-average shares outstanding for the periods presented. The Company calculates diluted EPS using the treasury stock method, which reflects the potential dilution that could occur if outstanding stock options at the presented date are exercised and restricted stock unit awards have vested. The computation of diluted EPS excluded options of 0.1 million to purchase Broadridge common stock for the three months ended December 31, 2017 , and options of 0.1 million to purchase Broadridge common stock for the six months ended December 31, 2017 , as the effect of their inclusion would have been anti-dilutive. The computation of diluted EPS excluded options of less than 0.1 million to purchase Broadridge common stock for the three months ended December 31, 2016 , and options of less than 0.1 million to purchase Broadridge common stock for the six months ended December 31, 2016 , as the effect of their inclusion would have been anti-dilutive. The following table sets forth the denominators of the basic and diluted EPS computations (in millions): Three Months Ended Six Months Ended 2017 2016 2017 2016 Weighted-average shares outstanding: Basic 116.6 118.7 116.5 118.6 Common stock equivalents 3.8 2.8 3.5 3.0 Diluted (1) 120.3 121.5 120.1 121.5 (1) On July 1, 2017, the Company adopted ASU No. 2016-09. See Note 2, “New Accounting Pronouncements,” for additional information related to adoption of this standard. |
Interest Expense, Net
Interest Expense, Net | 6 Months Ended |
Dec. 31, 2017 | |
Other Income and Expenses [Abstract] | |
Interest Expense, Net | INTEREST EXPENSE, NET Interest expense, net consisted of the following: Three Months Ended Six Months Ended 2017 2016 2017 2016 (in millions) Interest expense on borrowings $ 10.8 $ 11.0 $ 20.8 $ 21.7 Interest income (0.6 ) (0.3 ) (1.2 ) (0.7 ) Interest expense, net $ 10.2 $ 10.6 $ 19.6 $ 21.0 |
Other Non-Operating (Income) Ex
Other Non-Operating (Income) Expenses, Net | 6 Months Ended |
Dec. 31, 2017 | |
Other Income and Expenses [Abstract] | |
Other Non-Operating (Income) Expenses, Net | OTHER NON-OPERATING (INCOME) EXPENSES, NET Other non-operating (income) expenses, net consisted of the following: Three Months Ended Six Months Ended 2017 2016 2017 2016 (in millions) Losses from equity method investments $ 1.5 $ 1.9 $ 2.4 $ 3.8 Foreign currency exchange (gain) loss — 0.6 (0.3 ) 2.9 Other non-operating (income) expenses, net $ 1.4 $ 2.5 $ 2.1 $ 6.7 |
Acquisitions
Acquisitions | 6 Months Ended |
Dec. 31, 2017 | |
Business Combinations [Abstract] | |
Acquisitions | ACQUISITIONS BUSINESS COMBINATIONS Assets acquired and liabilities assumed in business combinations are recorded on the Company’s Condensed Consolidated Balance Sheets as of the respective acquisition date based upon the estimated fair values at such date. The results of operations of the business acquired by the Company are included in the Company’s Condensed Consolidated Statements of Earnings since the respective date of acquisition. The excess of the purchase price over the estimated fair values of the underlying assets acquired and liabilities assumed is allocated to Goodwill. Certain of our acquisitions may contain contingent consideration liabilities based upon the achievement of certain individually defined financial targets of the acquired business. These contingent consideration liabilities are measured at fair value based upon management’s expectations of future achievement by the acquired business of these individual financial targets. During the second quarter of fiscal year 2018, the Company acquired one business in the Investor Communication Solutions segment: Summit In October 2017, the Company completed the acquisition of Summit, a full service financial document management solutions provider, including document composition and regulatory filing services. The aggregate purchase price was $30.6 million in cash, consisting of $26.4 million in cash payments net of cash acquired, a $1.4 million note payable to the sellers that will be settled in the future, and a contingent consideration liability with an acquisition date fair value of $2.7 million . The contingent consideration liability is payable over the next three years upon the achievement by the acquired business of certain revenue and earnings targets. The contingent consideration liability has a maximum potential pay-out of $11.0 million upon the achievement in full of the defined financial targets by the acquired business. Net tangible assets acquired in the transaction were $0.6 million . This acquisition resulted in $18.1 million of Goodwill, which is primarily tax deductible. Intangible assets acquired, which totaled $12.0 million , consist primarily of software technology and customer relationships, which are being amortized over a five -year life and seven -year life, respectively. The allocation of the purchase price will be finalized upon completion of the analysis of the fair values of the acquired business’ assets and liabilities, which is still subject to a working capital adjustment. ASSET ACQUISITIONS Purchase of Intellectual Property In September 2016, the Company’s Investor Communication Solutions segment acquired intellectual property assets from Inveshare, Inc. (“Inveshare”) and concurrently entered into a development agreement with an affiliate of Inveshare to use these assets to develop blockchain technology applications for Broadridge’s proxy business. The purchase price was $95.0 million , which consisted of a $90.0 million cash payment upon closing of the acquisition and a $5.0 million obligation which the Company paid during the three months ended September 30, 2017. The Company also expects to pay a deferred payment of $40.0 million to an affiliate of Inveshare upon delivery of the new blockchain technology applications in February 2018. |
Fair Value of Financial Instrum
Fair Value of Financial Instruments | 6 Months Ended |
Dec. 31, 2017 | |
Fair Value Disclosures [Abstract] | |
Fair Value of Financial Instruments | FAIR VALUE OF FINANCIAL INSTRUMENTS Accounting guidance on fair value measurements for certain financial assets and liabilities requires that assets and liabilities carried at fair value be classified and disclosed in one of the following three categories: Level 1 Quoted market prices in active markets for identical assets and liabilities. Level 2 Observable market-based inputs other than quoted prices in active markets for identical assets and liabilities. Level 3 Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities. Level 3 assets and liabilities include financial instruments whose value is determined using pricing models, discounted cash flow methodologies, or similar techniques, as well as instruments for which the determination of fair value requires significant management judgment or estimation. In valuing assets and liabilities, the Company is required to maximize the use of quoted market prices and minimize the use of unobservable inputs. The Company calculates the fair value of its Level 1 and Level 2 instruments based on the exchange traded price of similar or identical instruments where available or based on other observable instruments. These calculations take into consideration the credit risk of both the Company and its counterparties. The Company has not changed its valuation techniques in measuring the fair value of any financial assets and liabilities during the period. The Company holds available-for-sale securities issued by a non-public entity for which the lowest level of significant inputs is unobservable. On a recurring basis, the Company uses pricing models and similar techniques for which the determination of fair value requires significant judgment by management. Accordingly, the Company classifies the available-for-sale securities as Level 3 in the table below. The fair values of the contingent consideration obligations are based on a probability weighted approach derived from the estimates of earn-out criteria and the probability assessment with respect to the likelihood of achieving those criteria. The measurement is based on significant inputs that are not observable in the market, therefore, the Company classifies this liability as Level 3 in the table below. The following tables set forth the Company’s financial assets and liabilities at December 31, 2017 and June 30, 2017 , respectively, that are measured at fair value on a recurring basis during the period, segregated by level within the fair value hierarchy: Level 1 Level 2 Level 3 Total (in millions) Assets: Cash and cash equivalents: Money market funds (1) $ 158.6 $ — $ — $ 158.6 Other current assets: Available-for-sale securities 0.1 — — 0.1 Other non-current assets: Available-for-sale securities 63.1 — 1.1 64.2 Total assets as of December 31, 2017 $ 221.9 $ — $ 1.1 $ 223.0 Liabilities: Contingent consideration obligations: — — 11.3 11.3 Total liabilities as of December 31, 2017 $ — $ — $ 11.3 $ 11.3 Level 1 Level 2 Level 3 Total (in millions) Assets: Cash and cash equivalents: Money market funds (1) $ 37.9 $ — $ — $ 37.9 Other current assets: Available-for-sale securities 0.1 — — 0.1 Other non-current assets: Available-for-sale securities 50.6 — 1.1 51.7 Total assets as of June 30, 2017 $ 88.6 $ — $ 1.1 $ 89.8 Liabilities: Contingent consideration obligations: — — 6.7 6.7 Total liabilities as of June 30, 2017 $ — $ — $ 6.7 $ 6.7 _____________ (1) Money market funds include money market deposit account balances of $100.0 million and less than $0.1 million as of December 31, 2017 and June 30, 2017 , respectively. The following table sets forth an analysis of changes during the six months ended December 31, 2017 and 2016 , in Level 3 financial liabilities of the Company: December 31, December 31, (in millions) Beginning balance $ 6.7 $ 5.5 Additional contingent consideration incurred 4.5 0.9 Increase in contingent consideration liability — (0.4 ) Foreign currency impact on contingent consideration liability 0.2 (0.2 ) Payments — — Ending balance $ 11.3 $ 5.9 The Company did not incur any Level 3 fair value asset impairments during the six months ended December 31, 2017 and 2016 . Changes in economic conditions or model based valuation techniques may require the transfer of financial instruments between levels. The Company’s policy is to record transfers between levels if any, as of the beginning of the fiscal year. |
Other Non-Current Assets
Other Non-Current Assets | 6 Months Ended |
Dec. 31, 2017 | |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | |
Other Non-Current Assets | OTHER NON-CURRENT ASSETS Other non-current assets consisted of the following: December 31, June 30, (in millions) Deferred client conversion and start-up costs $ 174.4 $ 162.4 Deferred data center costs (a) 37.9 40.1 Long-term investments 76.0 63.4 Long-term broker fees 23.6 24.2 Other 27.1 26.4 Total $ 339.1 $ 316.4 (a) Represents deferred data center costs associated with the Company’s information technology services agreements with International Business Machines Corporation (“IBM”). Please refer to Note 13, “Contractual Commitments, Contingencies and Off-Balance Sheet Arrangements” for a further discussion. |
Accrued Expenses and Other Curr
Accrued Expenses and Other Current Liabilities | 6 Months Ended |
Dec. 31, 2017 | |
Other Liabilities Disclosure [Abstract] | |
Accrued Expenses and Other Current Liabilities | ACCRUED EXPENSES AND OTHER CURRENT LIABILITIES Accrued expenses and other current liabilities consisted of the following: December 31, June 30, (in millions) Employee compensation and benefits $ 152.2 $ 221.2 Accrued broker fees 50.7 79.5 Accrued taxes 39.5 80.2 Accrued dividend payable 42.6 37.9 Customer deposits 45.1 39.5 Other 42.3 37.1 Total $ 372.5 $ 495.3 |
Borrowings
Borrowings | 6 Months Ended |
Dec. 31, 2017 | |
Debt Disclosure [Abstract] | |
Borrowings | BORROWINGS Outstanding borrowings and available capacity under the Company’s borrowing arrangements were as follows: Expiration Date Principal amount outstanding at December 31, 2017 Carrying value at December 31, 2017 Carrying value at June 30, 2017 Unused Available Capacity Fair Value at December 31, 2017 (in millions) Long-term debt Fiscal 2017 Revolving Credit Facility February 2022 $ 330.0 $ 330.0 $ 210.0 $ 670.0 $ 330.0 Fiscal 2014 Senior Notes September 2020 400.0 398.2 397.9 — 414.2 Fiscal 2016 Senior Notes June 2026 500.0 494.5 494.1 — 496.1 Total debt $ 1,230.0 $ 1,222.7 $ 1,102.1 $ 670.0 $ 1,240.2 Future principal payments on the Company’s outstanding debt are as follows: Years ending June 30, 2018 2019 2020 2021 2022 Thereafter Total (in millions) $ — $ — $ — $ 400.0 $ 330.0 $ 500.0 $ 1,230.0 Fiscal 2017 Revolving Credit Facility: On February 6, 2017, the Company entered into an amended and restated $1.0 billion five -year revolving credit facility (the “Fiscal 2017 Revolving Credit Facility”), which replaced the $750.0 million five -year revolving credit facility entered into during August 2014 (the “Fiscal 2015 Revolving Credit Facility”) (together the “Revolving Credit Facilities”). The Fiscal 2017 Revolving Credit Facility is comprised of a $900.0 million U.S. dollar tranche and a $100.0 million multicurrency tranche. At December 31, 2017, the Company had $330.0 million in outstanding borrowings and had unused available capacity of $670.0 million under the Fiscal 2017 Revolving Credit Facility. The weighted-average interest rate on the Revolving Credit Facilities was 2.25% and 2.23% for the three and six months ended December 31, 2017, respectively, and 1.52% and 1.51% for the three and six months ended December 31, 2016, respectively. The fair value of the variable-rate Fiscal 2017 Revolving Credit Facility borrowings at December 31, 2017 approximates carrying value and has been classified as a Level 2 financial liability (as defined in Note 7, “Fair Value of Financial Instruments”). Borrowings under the Fiscal 2017 Revolving Credit Facility can be made in tranches up to 360 days and bear interest at LIBOR plus 100 basis points . In addition, the Fiscal 2017 Revolving Credit Facility has an annual facility fee equal to 12.5 basis points on the entire facility, similar to the previous Fiscal 2015 Revolving Credit Facility. The annual facility fees for the Revolving Credit Facilities totaled $0.3 million and $0.6 million for the three and six months ended December 31, 2017 , respectively, and $0.2 million and $0.5 million for the three and six months ended December 31, 2016 , respectively. The Company incurred $1.8 million in costs to establish the Fiscal 2017 Revolving Credit Facility. As of December 31, 2017, $2.4 million of these costs remain to be amortized (including $0.2 million and $0.7 million of issuance costs from the Fiscal 2012 Revolving Credit Facility and Fiscal 2015 Revolving Credit Facility, respectively). Such costs are capitalized in Other non-current assets in the Condensed Consolidated Balance Sheets and are being amortized to Interest expense, net on a straight-line basis, which approximates the effective interest method, over the term of this facility. The Company may voluntarily prepay, in whole or in part and without premium or penalty, borrowings under the Fiscal 2017 Revolving Credit Facility in accordance with individual drawn loan maturities. The Fiscal 2017 Revolving Credit Facility is subject to certain covenants, including a leverage ratio. At December 31, 2017, the Company is in compliance with all covenants of the Fiscal 2017 Revolving Credit Facility. Fiscal 2014 Senior Notes : In August 2013, the Company completed an offering of $400.0 million in aggregate principal amount of senior notes (the “Fiscal 2014 Senior Notes”). The Fiscal 2014 Senior Notes will mature on September 1, 2020 and bear interest at a rate of 3.95% per annum. Interest on the Fiscal 2014 Senior Notes is payable semi-annually in arrears on March 1st and September 1st each year. The Fiscal 2014 Senior Notes were issued at a price of 99.871% (effective yield to maturity of 3.971% ). The indenture governing the Fiscal 2014 Senior Notes contains certain covenants including covenants restricting the Company’s ability to create or incur liens securing indebtedness for borrowed money and to enter into certain sale-leaseback transactions. At December 31, 2017 , the Company is in compliance with the covenants of the indenture governing the Fiscal 2014 Senior Notes. The indenture also contains covenants regarding the purchase of the Fiscal 2014 Senior Notes upon a change of control triggering event. The Company may redeem the Fiscal 2014 Senior Notes in whole or in part at any time before their maturity. The Company incurred $4.3 million in debt issuance costs to establish the Fiscal 2014 Senior Notes. These costs have been capitalized and are being amortized to Interest expense, net on a straight-line basis, which approximates the effective interest method, over the seven -year term. As of December 31, 2017 and June 30, 2017 , $1.6 million and $1.9 million , respectively, of debt issuance costs remain to be amortized and have been presented as a direct deduction from the carrying value of the Fiscal 2014 Senior Notes. The fair value of the fixed-rate Fiscal 2014 Senior Notes at December 31, 2017 and June 30, 2017 was $414.2 million and $419.1 million , respectively, based on quoted market prices and has been classified as a Level 1 financial liability (as defined in Note 7, “Fair Value of Financial Instruments”). Fiscal 2016 Senior Notes: In June 2016, the Company completed an offering of $500.0 million in aggregate principal amount of senior notes (the “Fiscal 2016 Senior Notes”). The Fiscal 2016 Senior Notes will mature on June 27, 2026 and bear interest at a rate of 3.40% per annum. Interest on the Fiscal 2016 Senior Notes is payable semi-annually in arrears on June 27 and December 27 of each year. The Fiscal 2016 Senior Notes were issued at a price of 99.589% (effective yield to maturity of 3.449% ). The indenture governing the Fiscal 2016 Senior Notes contains certain covenants including covenants restricting the Company’s ability to create or incur liens securing indebtedness for borrowed money, to enter into certain sale-leaseback transactions, and to engage in mergers or consolidations and transfer or lease all or substantially all of our assets. At December 31, 2017 , the Company is in compliance with the covenants of the indenture governing the Fiscal 2016 Senior Notes. The indenture also contains covenants regarding the purchase of the Fiscal 2016 Senior Notes upon a change of control triggering event. The Fiscal 2016 Senior Notes are senior unsecured obligations of the Company and rank equally with the Company’s other senior indebtedness. The Company may redeem the Fiscal 2016 Senior Notes in whole or in part at any time before their maturity. The Company incurred $4.5 million in debt issuance costs to establish the Fiscal 2016 Senior Notes. These costs have been capitalized and are being amortized to Interest expense, net on a straight-line basis, which approximates the effective interest method, over the ten -year term. As of December 31, 2017 and June 30, 2017 , $3.7 million and $4.0 million , respectively, of debt issuance costs remain to be amortized and have been presented as a direct deduction from the carrying value of the Fiscal 2016 Senior Notes. The fair value of the fixed-rate Fiscal 2016 Senior Notes at December 31, 2017 and June 30, 2017 was $496.1 million and $494.6 million , respectively, based on quoted market prices and has been classified as a Level 1 financial liability (as defined in Note 7, “Fair Value of Financial Instruments”). The Fiscal 2017 Revolving Credit Facility, Fiscal 2014 Senior Notes, and Fiscal 2016 Senior Notes are senior unsecured obligations of the Company and are ranked equally in right of payment. In addition, certain of the Company’s subsidiaries established unsecured, uncommitted lines of credit with banks. As of December 31, 2017 and June 30, 2017 , there were no outstanding borrowings under these lines of credit. |
Stock-Based Compensation
Stock-Based Compensation | 6 Months Ended |
Dec. 31, 2017 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Stock-Based Compensation | STOCK-BASED COMPENSATION The activity related to the Company’s incentive equity awards for the three months ended December 31, 2017 consisted of the following: Stock Options Time-based Restricted Stock Units Performance-based Restricted Stock Units Number of Options Weighted- Average Exercise Price Number of Shares Weighted- Average Grant Date Fair Value Number of Shares Weighted- Average Grant Date Fair Value Balances at October 1, 2017 4,978,391 $ 39.97 1,040,265 $ 56.30 402,966 $ 61.52 Granted 62,028 85.80 432,235 78.01 174,669 77.14 Exercise of stock options (a) (97,529 ) 26.19 — — — — Vesting of restricted stock units — — (2,680 ) 53.83 — — Expired/forfeited — — (8,673 ) 64.41 (2,988 ) 62.36 Balances at December 31, 2017 (b), (c) 4,942,890 $ 40.82 1,461,147 $ 62.68 574,647 $ 66.27 ____________ (a) Stock options exercised during the period of October 1, 2017 through December 31, 2017 had an aggregate intrinsic value of $6.1 million . (b) As of December 31, 2017 , the Company’s outstanding vested and currently exercisable stock options using the December 31, 2017 closing stock price of $90.58 (approximately 2.6 million shares) had an aggregate intrinsic value of $151.2 million with a weighted-average exercise price of $32.67 and a weighted-average remaining contractual life of 5.2 years. The total of all stock options outstanding as of December 31, 2017 have a weighted-average remaining contractual life of 6.2 years. (c) As of December 31, 2017 , time-based restricted stock units and performance-based restricted stock units expected to vest using the December 31, 2017 closing stock price of $90.58 (approximately 1.4 million and 0.6 million shares, respectively) had an aggregate intrinsic value of $124.8 million and $49.9 million , respectively. The activity related to the Company’s incentive equity awards for the six months ended December 31, 2017 consisted of the following: Stock Options Time-based Restricted Stock Units Performance-based Restricted Stock Units Number of Options Weighted- Average Exercise Price Number of Shares Weighted- Average Grant Date Fair Value Number of Shares Weighted- Average Grant Date Fair Value Balances at July 1, 2017 5,137,641 $ 39.63 1,074,593 $ 55.98 470,862 $ 58.26 Granted 62,028 85.80 440,699 77.92 174,669 77.14 Exercise of stock options (a) (184,137 ) 24.04 — — — — Vesting of restricted stock units — — (3,518 ) 53.51 (15,033 ) 54.36 Expired/forfeited (72,642 ) 37.65 (50,627 ) 53.89 (55,851 ) 35.99 Balances at December 31, 2017 4,942,890 $ 40.82 1,461,147 $ 62.68 574,647 $ 66.27 ____________ (a) Stock options exercised during the period of July 1, 2017 through December 31, 2017 had an aggregate intrinsic value of $10.9 million . The Company has stock-based compensation plans under which the Company annually grants stock option and restricted stock unit awards. Stock options are granted to employees at exercise prices equal to the fair market value of the Company’s common stock on the dates of grant, with the measurement of stock-based compensation expense recognized in Net earnings based on the fair value of the award on the date of grant. Stock-based compensation expense of $16.2 million and $14.0 million , as well as related tax benefits of $4.4 million and $4.9 million were recognized for the three months ended December 31, 2017 and 2016 , respectively. Stock-based compensation expense of $24.7 million and $22.8 million , as well as related tax benefits of $7.3 million and $8.1 million were recognized for the six months ended December 31, 2017 and 2016 , respectively. As of December 31, 2017 , the total remaining unrecognized compensation cost related to non-vested stock options and restricted stock unit awards amounted to $5.6 million and $63.5 million , respectively, which will be amortized over the weighted-average remaining requisite service periods of 2.1 years and 1.8 years , respectively. For stock options issued, the fair value of each stock option was estimated on the date of grant using a binomial option pricing model. The binomial model considers a range of assumptions related to volatility, risk-free interest rate and employee exercise behavior. Expected volatilities utilized in the binomial model are based on a combination of implied market volatilities, historical volatility of the Company’s stock price and other factors. Similarly, the dividend yield is based on historical experience and expected future changes. The risk-free rate is derived from the U.S. Treasury yield curve in effect at the time of grant. The binomial model also incorporates exercise and forfeiture assumptions based on an analysis of historical data. The expected life of the stock option grants is derived from the output of the binomial model and represents the period of time that options granted are expected to be outstanding. |
Income Taxes
Income Taxes | 6 Months Ended |
Dec. 31, 2017 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | INCOME TAXES The provision for income taxes for the three and six months ended December 31, 2017 was $41.4 million and $65.8 million compared to $15.6 million and $33.4 million for the three and six months ended December 31, 2016 , respectively. The effective tax rate for the three and six months ended December 31, 2017 was 40.0% and 37.0% compared to 34.1% and 34.4% for the three and six months ended December 31, 2016 . The increase in the effective tax rate for the three and six months ended December 31, 2017 , compared to the comparable prior year period is primarily attributable to the Tax Cuts and Jobs Act (the “Tax Act”), which was enacted into law on December 22, 2017. One of the primary provisions in the Tax Act is a reduction of the U.S. federal corporate statutory income tax rate from 35.0% to 21.0% . With a fiscal year ending June 30, 2018, the Company’s federal corporate statutory income tax rate will be subject to a full year blended tax rate of 28.1% . Beginning July 1, 2018, the Company will be subject to a U.S. federal corporate statutory income tax rate of 21.0% . In addition, the Tax Act requires companies to pay a transition tax on earnings of certain foreign subsidiaries at December 31, 2017. The Company has estimated this tax obligation to be $11.4 million and is payable over an eight-year period. In connection with this U.S. federal transition tax on repatriated foreign earnings, the Company has also accrued $20.8 million of foreign jurisdiction withholding taxes with respect to the earnings deemed repatriated for U.S. tax purposes. Partially offsetting the $32.2 million of aggregate expense related to foreign earnings is a $16.1 million benefit related to the remeasurement of the Company’s net U.S. federal and state deferred tax liabilities. These amounts are provisional and represent the Company’s best estimates of the expected impacts of the Tax Act. The ultimate impact of the Tax Act may differ from the Company’s estimates due to changes in interpretations and assumptions made by the Company, additional regulatory guidance that may be issued, as well as the amount of our fiscal year 2018 earnings before income taxes. |
Contractual Commitments, Contin
Contractual Commitments, Contingencies and Off-Balance Sheet Arrangements | 6 Months Ended |
Dec. 31, 2017 | |
Commitments and Contingencies Disclosure [Abstract] | |
Contractual Commitments, Contingencies and Off-Balance Sheet Arrangements | CONTRACTUAL COMMITMENTS, CONTINGENCIES AND OFF-BALANCE SHEET ARRANGEMENTS Data Center Agreements In March 2010, the Company and IBM entered into an Information Technology Services Agreement (the “IT Services Agreement”), under which IBM provides certain aspects of the Company’s information technology infrastructure. Under the IT Services Agreement, IBM provides a broad range of technology services to the Company including supporting its mainframe, midrange, open systems, network and data center operations, as well as providing disaster recovery services. The Company has the option of incorporating additional services into the agreement over time. The migration of data center processing to IBM was completed in August 2012. The IT Services Agreement would have expired on June 30, 2022. In March 2015, the Company signed a two -year extension to the IT Services Agreement which expires on June 30, 2024 . The Company has the right to renew the term of the IT Services Agreement for up to one additional 12 -month term. Commitments remaining under this agreement at December 31, 2017 are $361.8 million through fiscal year 2024, the final year of the contract. In March 2014, the Company and IBM United Kingdom Limited (“IBM UK”) entered into an Information Technology Services Agreement (the “EU IT Services Agreement”), under which IBM UK provides data center services supporting the Company’s technology outsourcing services for certain clients in Europe and Asia. The EU IT Services Agreement expires in October 2023. The Company has the right to renew the initial term of the EU IT Services Agreement for up to one additional 12 -month term or one additional 24 -month term. Commitments remaining under this agreement at December 31, 2017 are $29.0 million through fiscal year 2024, the final year of the contract. Equity Method Investment The Company contributed $2.8 million to an equity method investment during the six months ended December 31, 2017 , and has a remaining commitment of $2.5 million to fund this investment at December 31, 2017 . Purchase of Intellectual Property As discussed in Note 6, “Acquisitions,” the Company expects to pay $40.0 million to an affiliate of Inveshare in February 2018 upon delivery of certain new blockchain technology applications. Other In the normal course of business, the Company is subject to various claims and litigation. While the outcome of any claim or litigation is inherently unpredictable, the Company believes that the ultimate resolution of these matters will not, individually or in the aggregate, result in a material impact on its financial condition, results of operations or cash flows. It is not the Company’s business practice to enter into off-balance sheet arrangements. However, the Company is exposed to market risk from changes in foreign currency exchange rates that could impact its financial position, results of operations, and cash flows. The Company manages its exposure to these market risks through its regular operating and financing activities and, when deemed appropriate, through the use of derivative financial instruments. The Company may use derivative financial instruments as risk management tools and not for trading purposes. The Company was not a party to any derivative financial instruments at December 31, 2017 or at June 30, 2017 . In the normal course of business, the Company also enters into contracts in which it makes representations and warranties that relate to the performance of the Company’s products and services. The Company does not expect any material losses related to such representations and warranties, or collateral arrangements. Our business process outsourcing and mutual fund processing services are performed by Broadridge Business Process Outsourcing, LLC (“BBPO”), a wholly-owned indirect subsidiary, which is a broker-dealer registered with the Securities and Exchange Commission and a member of the Financial Industry Regulatory Authority, Inc. (“FINRA”). Although BBPO’s FINRA membership agreement allows it to engage in clearing and the retailing of corporate securities in addition to mutual fund retailing on a wire order basis, BBPO does not clear customer transactions or carry customer accounts. As a registered broker-dealer and member of FINRA, BBPO is subject to the Uniform Net Capital Rule 15c3-1 of the Securities Exchange Act of 1934, as amended (“Rule 15c3-1”), which requires BBPO to maintain a minimum amount of net capital. At December 31, 2017, BBPO was in compliance with this capital requirement. BBPO, as a “Managing Clearing Member” of the Options Clearing Corporation (the “OCC”), is also subject to OCC Rule 309(b) with respect to the business process outsourcing services that it provides to other OCC “Managed Clearing Member” broker-dealers. OCC Rule 309(b) requires that BBPO maintain a minimum amount of net capital. At December 31, 2017, BBPO was in compliance with this capital requirement. In addition, Matrix Trust Company, a wholly-owned indirect subsidiary, is a Colorado State non-depository trust company and National Securities Clearing Corporation trust member, whose primary business is to provide cash agent, custodial and directed or non-discretionary trust services to institutional customers. As a result, Matrix Trust Company is subject to various regulatory capital requirements administered by the Colorado Division of Banking and the Arizona Department of Financial Institutions, as well as the National Securities Clearing Corporation. Specific capital requirements that involve quantitative measures of assets, liabilities, and certain off-balance sheet items, when applicable, must be met. At December 31, 2017, Matrix Trust Company was in compliance with its capital requirements. |
Changes in Accumulated Other Co
Changes in Accumulated Other Comprehensive Income/(Loss) by Component | 6 Months Ended |
Dec. 31, 2017 | |
Equity [Abstract] | |
Changes in Accumulated Other Comprehensive Income/(Loss) by Component | CHANGES IN ACCUMULATED OTHER COMPREHENSIVE INCOME/(LOSS) BY COMPONENT The following tables summarize the changes in the accumulated balances for each component of accumulated other comprehensive income/(loss) for the three and six months ended December 31, 2017 , and 2016 , respectively: Foreign Currency Translation Available- for-Sale Securities Pension and Post- Retirement Liabilities Total (in millions) Balances at October 1, 2017 $ (30.6 ) $ 2.6 $ (9.0 ) $ (37.1 ) Other comprehensive income/(loss) before reclassifications (2.4 ) 0.8 — (1.6 ) Amounts reclassified from accumulated other comprehensive income/(loss) — — 0.2 0.2 Balances at December 31, 2017 $ (33.0 ) $ 3.3 $ (8.8 ) $ (38.4 ) Foreign Currency Translation Available- for-Sale Securities Pension and Post- Retirement Liabilities Total (in millions) Balances at October 1, 2016 $ (43.2 ) $ 1.7 $ (7.5 ) $ (48.9 ) Other comprehensive income/(loss) before reclassifications (12.0 ) (0.2 ) — (12.2 ) Amounts reclassified from accumulated other comprehensive income/(loss) — — 0.1 0.1 Balances at December 31, 2016 $ (55.1 ) $ 1.5 $ (7.3 ) $ (60.9 ) Foreign Currency Translation Available- for-Sale Securities Pension and Post- Retirement Liabilities Total (in millions) Balances at July 1, 2017 $ (48.9 ) $ 2.3 $ (9.2 ) $ (55.8 ) Other comprehensive income/(loss) before reclassifications 15.9 1.1 — 17.0 Amounts reclassified from accumulated other comprehensive income/(loss) — — 0.4 0.4 Balances at December 31, 2017 $ (33.0 ) $ 3.3 $ (8.8 ) $ (38.4 ) Foreign Currency Translation Available- for-Sale Securities Pension and Post- Retirement Liabilities Total (in millions) Balances at July 1, 2016 $ (31.9 ) $ 1.3 $ (7.6 ) $ (38.2 ) Other comprehensive income/(loss) before reclassifications (23.2 ) 0.2 — (23.0 ) Amounts reclassified from accumulated other comprehensive income/(loss) — — 0.3 0.3 Balances at December 31, 2016 $ (55.1 ) $ 1.5 $ (7.3 ) $ (60.9 ) |
Interim Financial Data by Segme
Interim Financial Data by Segment | 6 Months Ended |
Dec. 31, 2017 | |
Segment Reporting [Abstract] | |
Interim Financial Data by Segment | INTERIM FINANCIAL DATA BY SEGMENT The Company operates in two reportable segments: Investor Communication Solutions and Global Technology and Operations. See Note 1, “Basis of Presentation” for a further description of the Company’s reportable segments. The primary components of “Other” are certain gains, losses, corporate overhead expenses and non-operating expenses that have not been allocated to the reportable segments, such as interest expense. Foreign currency exchange is a reconciling item between the actual foreign currency exchange rates and the constant foreign currency exchange rates used for internal management reporting. Certain corporate expenses, as well as certain centrally managed expenses, are allocated based upon budgeted amounts in a reasonable manner. Because the Company compensates the management of its various businesses on, among other factors, segment profit, the Company may elect to record certain segment-related operating and non-operating expense items in Other rather than reflect such items in segment profit. In connection with an organizational change made in the second quarter of fiscal year 2018, in order to further align and enhance our portfolio of services, certain discrete services that were previously reported in our Investor Communication Solutions reportable segment are now reported within the Global Technology and Operations reportable segment. As a result, our prior period segment results have been revised to reflect this change in reporting segments. Segment results: Revenues Three Months Ended Six Months Ended 2017 2016 2017 2016 (in millions) Investor Communication Solutions $ 802.2 $ 704.4 $ 1,528.6 $ 1,422.4 Global Technology and Operations 228.0 207.0 442.9 400.2 Foreign currency exchange (17.4 ) (18.8 ) (33.9 ) (34.6 ) Total $ 1,012.8 $ 892.6 $ 1,937.6 $ 1,787.9 Earnings (Loss) before Income Taxes Three Months Ended Six Months Ended 2017 2016 2017 2016 (in millions) Investor Communication Solutions $ 72.4 $ 20.4 $ 118.0 $ 55.1 Global Technology and Operations 50.6 44.2 95.7 80.6 Other (26.5 ) (20.8 ) (48.0 ) (43.6 ) Foreign currency exchange 7.0 2.0 12.1 5.2 Total $ 103.5 $ 45.7 $ 177.8 $ 97.2 |
Basis of Presentation (Policies
Basis of Presentation (Policies) | 6 Months Ended |
Dec. 31, 2017 | |
Accounting Policies [Abstract] | |
Consolidation and Basis of Presentation Policy | Consolidation and Basis of Presentation . The accompanying unaudited Condensed Consolidated Financial Statements have been prepared in accordance with generally accepted accounting principles (“GAAP”) in the United States of America (“U.S.”) and in accordance with the U.S. Securities and Exchange Commission (“SEC”) requirements for Quarterly Reports on Form 10-Q. These financial statements present the condensed consolidated position of the Company and include the entities in which the Company directly or indirectly has a controlling financial interest as well as various entities in which the Company has investments recorded under either the cost or equity methods of accounting. Intercompany balances and transactions have been eliminated. |
Use of Estimates Policy | Use of Estimates . The preparation of these financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the amounts reported in the Condensed Consolidated Financial Statements and accompanying notes thereto. These estimates are based on management’s best knowledge of current events, historical experience, actions that the Company may undertake in the future and on various other assumptions and judgment that are believed to be reasonable under the circumstances. |
Subsequent Events Policy | Subsequent Events . In preparing the accompanying Condensed Consolidated Financial Statements, the Company has reviewed events that have occurred after December 31, 2017 through the date of issuance of the Condensed Consolidated Financial Statements. |
New Accounting Pronouncements Policy | In the first quarter of fiscal year 2018, the Company adopted ASU No. 2016-09. ASU No. 2016-09 identifies areas for simplification involving several aspects of accounting for share-based payment transactions, including presenting the excess tax benefit or deficit from the exercise or vesting of share-based payments in the income statement, classifying the excess tax benefit or deficit as an operating activity in the Condensed Consolidated Statements of Cash Flows rather than as a financing activity, a revision to the criteria for classifying an award as equity or liability and an option to recognize gross stock-based compensation expense with actual forfeitures recognized as they occur. In addition, ASU No. 2016-09 eliminates the excess tax benefit from the assumed proceeds calculation under the treasury stock method for purposes of calculating diluted shares. As a result of this adoption, the Company recorded excess tax benefits related to stock-based compensation awards of $1.5 million and $3.0 million during the three and six months ended December 31, 2017 in the income tax provision on a prospective basis, whereas such benefits were previously recognized in equity. The Company also excluded the excess tax benefits from the assumed proceeds available to repurchase shares in the computation of diluted earnings per share for the three and six months ended December 31, 2017. The Company has not adjusted prior periods presented for the change in accounting for excess tax benefits in the Condensed Consolidated Financial Statements. The Company also elected to apply the change in presentation of excess tax benefits in the Condensed Consolidated Statement of Cash Flows prospectively, and as a result, excess tax benefits are classified as operating activities when realized through reductions to subsequent tax payments. This adoption resulted in an increase to net cash provided by operating activities and a corresponding decrease to net cash provided by financing activities of $3.0 million for the six months ended December 31, 2017. The Company has not adjusted prior periods presented for the change in classification of excess tax benefits on the Condensed Consolidated Statement of Cash Flows. The Company also elected to continue its current practice of estimating expected forfeitures as permitted by ASU No. 2016-09. In the first quarter of fiscal year 2018, the Company adopted ASU No. 2015-17 on a prospective basis to all deferred tax liabilities and assets. The amendments in ASU No. 2015-17 require entities that present a classified balance sheet to classify all deferred tax liabilities and assets as a noncurrent amount. The Company’s fiscal year 2017 Condensed Consolidated Balance Sheet has not been retrospectively adjusted for the adoption of ASU No. 2015-17. In January 2017, the FASB issued ASU No. 2017-04, “Simplifying the Accounting for Goodwill Impairment” (“ASU No. 2017-04”). ASU No. 2017-04 removes Step 2 of the current goodwill impairment test, which currently requires a hypothetical purchase price allocation if the fair value of a reporting unit were to be less than its book value, for purposes of determining the amount of goodwill impaired. Under ASU No. 2017-04, the Company would now recognize an impairment charge for the amount by which the carrying amount of a reporting unit exceeds the fair value of the reporting unit; however, the loss recognized would not exceed the total amount of goodwill allocated to that reporting unit. ASU No. 2017-04 will be effective for the Company beginning in the first quarter of fiscal 2021, to be applied on a prospective basis. The pending adoption of this guidance is not expected to have a material impact on the Company’s Condensed Consolidated Financial Statements. In January 2017, the FASB issued ASU No. 2017-01, “Clarifying the Definition of a Business” (“ASU No. 2017-01”). ASU No. 2017-01 narrows the definition of a business, in part by concluding that an integrated set of assets and activities (referred to as a “set”) is not a business when substantially all of the fair value of the gross assets acquired (or disposed of) is concentrated in a single identifiable asset or group of similar identifiable assets. ASU No. 2017-01 is effective for the Company beginning in the first quarter of fiscal year 2019, to be applied on a prospective basis. The pending adoption of this guidance is not expected to have a material impact on the Company’s Condensed Consolidated Financial Statements. In February 2016, the FASB issued ASU No. 2016-02, “Leases” (“ASU No. 2016-02”). Under ASU No. 2016-02, all lease arrangements, with certain limited exceptions, exceeding a twelve-month term must now be recognized as assets and liabilities on the balance sheet of the lessee by recording a right-of-use asset and corresponding lease obligation generally equal to the present value of the future lease payments over the lease term. Further, the income statement will reflect lease expense for leases classified as operating and amortization/interest expense for leases classified as financing, determined using classification criteria substantially similar to the current lease guidance for distinguishing between an operating and capital lease. ASU No. 2016-02 also contains certain additional qualitative and quantitative disclosures to supplement the amounts recorded in the financial statements so that users can understand more about the nature of an entity’s leasing activities, including significant judgments and changes in judgments. ASU No. 2016-02 is effective for the Company in the first quarter of fiscal year 2020 and will be adopted on a modified retrospective basis, which will require adjustment to all comparative periods presented in the consolidated financial statements. The Company is currently evaluating the impact of the pending adoption of ASU No. 2016-02 on the Company’s Condensed Consolidated Financial Statements. In January 2016, the FASB issued ASU No. 2016-01, “Recognition and Measurement of Financial Assets and Financial Liabilities” (“ASU No. 2016-01”), which provides guidance for the recognition, measurement, presentation, and disclosure of financial assets and liabilities. Under ASU No. 2016-01, changes in the fair value of publicly traded equity securities for which the Company does not have significant influence would be recorded as part of Net earnings rather than as Other comprehensive income (loss), net. In addition, equity investments that do not have a readily determinable fair value will be recorded at cost less impairment as further adjusted for observable price changes in orderly transactions for identical or similar investments of the issuer. ASU No. 2016-01 is effective for the Company beginning in the first quarter of fiscal year 2019. The guidance in ASU No. 2016-01 related to changes in fair value of publicly traded equity securities will be adopted by means of a cumulative-effect adjustment to the balance sheet as of the beginning of fiscal year 2019, while the guidance related to equity securities without readily determinable fair values will be adopted prospectively to equity investments that exist as of the beginning of fiscal year 2019. The pending adoption of ASU No. 2016-01 is not expected to have a material impact on the Company’s Condensed Consolidated Financial Statements. In May 2014, the FASB issued ASU No. 2014-09, “Revenue from Contracts with Customers” (“ASU No. 2014-09”), to supersede nearly all existing revenue recognition guidance under U.S. GAAP. The core principle of ASU No. 2014-09 is to recognize revenues when promised goods or services are transferred to customers in an amount that reflects the consideration that is expected to be received for those goods or services. ASU No. 2014-09 defines a five-step process to achieve this core principle and, in doing so, it is possible more judgment and estimates may be required within the revenue recognition process than are required under existing U.S. GAAP including identifying performance obligations in the contract, estimating the amount of variable consideration to include in the transaction price and allocating the transaction price to each separate performance obligation. ASU No. 2014-09 also requires certain enhanced disclosures, including disclosures on the nature, amount, timing and uncertainty of revenues and cash flows from contracts with customers. In August 2015, the FASB issued ASU No. 2015-14, “Revenue from Contracts with Customers - Deferral of the Effective Date,” which defers the effective date of ASU No. 2014-09 by one year, with an option that would permit companies to adopt the standard as early as the original effective date. As a result, ASU No. 2014-09 will be effective for the Company as of the first quarter of fiscal year 2019 for which the Company plans to adopt ASU No. 2014-09 using the modified retrospective transition method with the cumulative effect of initially applying ASU No. 2014-09 recognized at the date of initial application along with providing certain additional disclosures as defined per ASU No. 2014-09. In March 2016, the FASB issued ASU No. 2016-08, “Principal versus Agent Considerations (Reporting Revenue Gross versus Net)” (“ASU No. 2016-08”), which provides clarifying implementation guidance to the principal versus agent provisions of ASU No. 2014-09. In April 2016, the FASB issued ASU No. 2016-10 “Identifying Performance Obligations and Licensing” (“ASU No. 2016-10”), which provides clarifying implementation guidance for applying ASU No. 2014-09 with respect to identifying performance obligations and the accounting for licensing arrangements. In May 2016, the FASB issued ASU No. 2016-12 “Narrow-Scope Improvements and Practical Expedients” (“ASU No. 2016-12”), which provides certain clarifying guidance for ASU No. 2014-09 relative to treatment of sales taxes, noncash consideration, collectibility and certain aspects of transitional guidance. In December 2016, the FASB issued ASU No. 2016-20 “Technical Corrections and Improvements to Topic 606, Revenue from Contracts with Customers,” which provides certain technical corrections for ASU No. 2014-09 including the impairment testing of capitalized contract costs, disclosure of remaining performance obligations, and certain other matters. Each of ASU No. 2016-08, ASU No. 2016-10, ASU No. 2016-12 and ASU No. 2016-20 have the same effective date as ASU No. 2014-09. While the Company is still in the process of evaluating the full impact of the pending adoption of ASU No. 2014-09 and related amendments on its Condensed Consolidated Financial Statements and related disclosures, including assessing the need for process changes or enhancements, the Company has identified certain expected impacts of the new standard on its Condensed Consolidated Financial Statements. Specifically, the Company expects to capitalize certain sales commissions, as well as capitalize certain additional costs that are part of setting up or converting a client’s systems to function with the Company’s technology, both of which are currently expensed. Additionally, the Company expects to recognize proxy revenue predominantly at the time of proxy distribution to the client’s shareholders rather than on the date of the client’s shareholder meeting, which is typically 30 days after the proxy distribution. Other expected changes to the timing of revenue recognition include deferral of revenue from certain transaction processing platform enhancements as well as acceleration of revenue from certain multi-year software license arrangements that are currently recognized over the term of the software subscription. |
Business Combinations Policy | Assets acquired and liabilities assumed in business combinations are recorded on the Company’s Condensed Consolidated Balance Sheets as of the respective acquisition date based upon the estimated fair values at such date. The results of operations of the business acquired by the Company are included in the Company’s Condensed Consolidated Statements of Earnings since the respective date of acquisition. The excess of the purchase price over the estimated fair values of the underlying assets acquired and liabilities assumed is allocated to Goodwill. |
Earnings Per Share (Tables)
Earnings Per Share (Tables) | 6 Months Ended |
Dec. 31, 2017 | |
Earnings Per Share [Abstract] | |
Denominators of Basic and Diluted EPS Computations | The following table sets forth the denominators of the basic and diluted EPS computations (in millions): Three Months Ended Six Months Ended 2017 2016 2017 2016 Weighted-average shares outstanding: Basic 116.6 118.7 116.5 118.6 Common stock equivalents 3.8 2.8 3.5 3.0 Diluted (1) 120.3 121.5 120.1 121.5 (1) On July 1, 2017, the Company adopted ASU No. 2016-09. See Note 2, “New Accounting Pronouncements,” for additional information related to adoption of this standard. |
Interest Expense, Net (Tables)
Interest Expense, Net (Tables) | 6 Months Ended |
Dec. 31, 2017 | |
Other Income and Expenses [Abstract] | |
Schedule of Interest Expense, Net | Interest expense, net consisted of the following: Three Months Ended Six Months Ended 2017 2016 2017 2016 (in millions) Interest expense on borrowings $ 10.8 $ 11.0 $ 20.8 $ 21.7 Interest income (0.6 ) (0.3 ) (1.2 ) (0.7 ) Interest expense, net $ 10.2 $ 10.6 $ 19.6 $ 21.0 |
Other Non-Operating (Income) 26
Other Non-Operating (Income) Expenses, Net (Tables) | 6 Months Ended |
Dec. 31, 2017 | |
Other Income and Expenses [Abstract] | |
Schedule of Other Non-Operating (Income) Expenses, Net | Other non-operating (income) expenses, net consisted of the following: Three Months Ended Six Months Ended 2017 2016 2017 2016 (in millions) Losses from equity method investments $ 1.5 $ 1.9 $ 2.4 $ 3.8 Foreign currency exchange (gain) loss — 0.6 (0.3 ) 2.9 Other non-operating (income) expenses, net $ 1.4 $ 2.5 $ 2.1 $ 6.7 |
Fair Value of Financial Instr27
Fair Value of Financial Instruments (Tables) | 6 Months Ended |
Dec. 31, 2017 | |
Fair Value Disclosures [Abstract] | |
Summary of Financial Assets and Liabilities Measured at Fair Value on Recurring Basis | The following tables set forth the Company’s financial assets and liabilities at December 31, 2017 and June 30, 2017 , respectively, that are measured at fair value on a recurring basis during the period, segregated by level within the fair value hierarchy: Level 1 Level 2 Level 3 Total (in millions) Assets: Cash and cash equivalents: Money market funds (1) $ 158.6 $ — $ — $ 158.6 Other current assets: Available-for-sale securities 0.1 — — 0.1 Other non-current assets: Available-for-sale securities 63.1 — 1.1 64.2 Total assets as of December 31, 2017 $ 221.9 $ — $ 1.1 $ 223.0 Liabilities: Contingent consideration obligations: — — 11.3 11.3 Total liabilities as of December 31, 2017 $ — $ — $ 11.3 $ 11.3 Level 1 Level 2 Level 3 Total (in millions) Assets: Cash and cash equivalents: Money market funds (1) $ 37.9 $ — $ — $ 37.9 Other current assets: Available-for-sale securities 0.1 — — 0.1 Other non-current assets: Available-for-sale securities 50.6 — 1.1 51.7 Total assets as of June 30, 2017 $ 88.6 $ — $ 1.1 $ 89.8 Liabilities: Contingent consideration obligations: — — 6.7 6.7 Total liabilities as of June 30, 2017 $ — $ — $ 6.7 $ 6.7 _____________ (1) Money market funds include money market deposit account balances of $100.0 million and less than $0.1 million as of December 31, 2017 and June 30, 2017 , respectively. |
Schedule of Changes in Level 3 Financial Liabilities | The following table sets forth an analysis of changes during the six months ended December 31, 2017 and 2016 , in Level 3 financial liabilities of the Company: December 31, December 31, (in millions) Beginning balance $ 6.7 $ 5.5 Additional contingent consideration incurred 4.5 0.9 Increase in contingent consideration liability — (0.4 ) Foreign currency impact on contingent consideration liability 0.2 (0.2 ) Payments — — Ending balance $ 11.3 $ 5.9 |
Other Non-Current Assets (Table
Other Non-Current Assets (Tables) | 6 Months Ended |
Dec. 31, 2017 | |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | |
Schedule of Other Non-Current Assets | Other non-current assets consisted of the following: December 31, June 30, (in millions) Deferred client conversion and start-up costs $ 174.4 $ 162.4 Deferred data center costs (a) 37.9 40.1 Long-term investments 76.0 63.4 Long-term broker fees 23.6 24.2 Other 27.1 26.4 Total $ 339.1 $ 316.4 (a) Represents deferred data center costs associated with the Company’s information technology services agreements with International Business Machines Corporation (“IBM”). Please refer to Note 13, “Contractual Commitments, Contingencies and Off-Balance Sheet Arrangements” for a further discussion. |
Accrued Expenses and Other Cu29
Accrued Expenses and Other Current Liabilities (Tables) | 6 Months Ended |
Dec. 31, 2017 | |
Other Liabilities Disclosure [Abstract] | |
Schedule of Accrued Expenses and Other Current Liabilities | Accrued expenses and other current liabilities consisted of the following: December 31, June 30, (in millions) Employee compensation and benefits $ 152.2 $ 221.2 Accrued broker fees 50.7 79.5 Accrued taxes 39.5 80.2 Accrued dividend payable 42.6 37.9 Customer deposits 45.1 39.5 Other 42.3 37.1 Total $ 372.5 $ 495.3 |
Borrowings (Tables)
Borrowings (Tables) | 6 Months Ended |
Dec. 31, 2017 | |
Debt Disclosure [Abstract] | |
Schedule of Outstanding Borrowings | Outstanding borrowings and available capacity under the Company’s borrowing arrangements were as follows: Expiration Date Principal amount outstanding at December 31, 2017 Carrying value at December 31, 2017 Carrying value at June 30, 2017 Unused Available Capacity Fair Value at December 31, 2017 (in millions) Long-term debt Fiscal 2017 Revolving Credit Facility February 2022 $ 330.0 $ 330.0 $ 210.0 $ 670.0 $ 330.0 Fiscal 2014 Senior Notes September 2020 400.0 398.2 397.9 — 414.2 Fiscal 2016 Senior Notes June 2026 500.0 494.5 494.1 — 496.1 Total debt $ 1,230.0 $ 1,222.7 $ 1,102.1 $ 670.0 $ 1,240.2 |
Schedule of Future Principal Payments on Outstanding Debt | Future principal payments on the Company’s outstanding debt are as follows: Years ending June 30, 2018 2019 2020 2021 2022 Thereafter Total (in millions) $ — $ — $ — $ 400.0 $ 330.0 $ 500.0 $ 1,230.0 |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 6 Months Ended |
Dec. 31, 2017 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Summary of Incentive Equity Awards | The activity related to the Company’s incentive equity awards for the three months ended December 31, 2017 consisted of the following: Stock Options Time-based Restricted Stock Units Performance-based Restricted Stock Units Number of Options Weighted- Average Exercise Price Number of Shares Weighted- Average Grant Date Fair Value Number of Shares Weighted- Average Grant Date Fair Value Balances at October 1, 2017 4,978,391 $ 39.97 1,040,265 $ 56.30 402,966 $ 61.52 Granted 62,028 85.80 432,235 78.01 174,669 77.14 Exercise of stock options (a) (97,529 ) 26.19 — — — — Vesting of restricted stock units — — (2,680 ) 53.83 — — Expired/forfeited — — (8,673 ) 64.41 (2,988 ) 62.36 Balances at December 31, 2017 (b), (c) 4,942,890 $ 40.82 1,461,147 $ 62.68 574,647 $ 66.27 ____________ (a) Stock options exercised during the period of October 1, 2017 through December 31, 2017 had an aggregate intrinsic value of $6.1 million . (b) As of December 31, 2017 , the Company’s outstanding vested and currently exercisable stock options using the December 31, 2017 closing stock price of $90.58 (approximately 2.6 million shares) had an aggregate intrinsic value of $151.2 million with a weighted-average exercise price of $32.67 and a weighted-average remaining contractual life of 5.2 years. The total of all stock options outstanding as of December 31, 2017 have a weighted-average remaining contractual life of 6.2 years. (c) As of December 31, 2017 , time-based restricted stock units and performance-based restricted stock units expected to vest using the December 31, 2017 closing stock price of $90.58 (approximately 1.4 million and 0.6 million shares, respectively) had an aggregate intrinsic value of $124.8 million and $49.9 million , respectively. The activity related to the Company’s incentive equity awards for the six months ended December 31, 2017 consisted of the following: Stock Options Time-based Restricted Stock Units Performance-based Restricted Stock Units Number of Options Weighted- Average Exercise Price Number of Shares Weighted- Average Grant Date Fair Value Number of Shares Weighted- Average Grant Date Fair Value Balances at July 1, 2017 5,137,641 $ 39.63 1,074,593 $ 55.98 470,862 $ 58.26 Granted 62,028 85.80 440,699 77.92 174,669 77.14 Exercise of stock options (a) (184,137 ) 24.04 — — — — Vesting of restricted stock units — — (3,518 ) 53.51 (15,033 ) 54.36 Expired/forfeited (72,642 ) 37.65 (50,627 ) 53.89 (55,851 ) 35.99 Balances at December 31, 2017 4,942,890 $ 40.82 1,461,147 $ 62.68 574,647 $ 66.27 ____________ (a) Stock options exercised during the period of July 1, 2017 through December 31, 2017 had an aggregate intrinsic value of $10.9 million . |
Changes in Accumulated Other 32
Changes in Accumulated Other Comprehensive Income/(Loss) by Component (Tables) | 6 Months Ended |
Dec. 31, 2017 | |
Equity [Abstract] | |
Summary of Changes in Accumulated Balances for Each Component of Accumulated Other Comprehensive Income/(Loss) | The following tables summarize the changes in the accumulated balances for each component of accumulated other comprehensive income/(loss) for the three and six months ended December 31, 2017 , and 2016 , respectively: Foreign Currency Translation Available- for-Sale Securities Pension and Post- Retirement Liabilities Total (in millions) Balances at October 1, 2017 $ (30.6 ) $ 2.6 $ (9.0 ) $ (37.1 ) Other comprehensive income/(loss) before reclassifications (2.4 ) 0.8 — (1.6 ) Amounts reclassified from accumulated other comprehensive income/(loss) — — 0.2 0.2 Balances at December 31, 2017 $ (33.0 ) $ 3.3 $ (8.8 ) $ (38.4 ) Foreign Currency Translation Available- for-Sale Securities Pension and Post- Retirement Liabilities Total (in millions) Balances at October 1, 2016 $ (43.2 ) $ 1.7 $ (7.5 ) $ (48.9 ) Other comprehensive income/(loss) before reclassifications (12.0 ) (0.2 ) — (12.2 ) Amounts reclassified from accumulated other comprehensive income/(loss) — — 0.1 0.1 Balances at December 31, 2016 $ (55.1 ) $ 1.5 $ (7.3 ) $ (60.9 ) Foreign Currency Translation Available- for-Sale Securities Pension and Post- Retirement Liabilities Total (in millions) Balances at July 1, 2017 $ (48.9 ) $ 2.3 $ (9.2 ) $ (55.8 ) Other comprehensive income/(loss) before reclassifications 15.9 1.1 — 17.0 Amounts reclassified from accumulated other comprehensive income/(loss) — — 0.4 0.4 Balances at December 31, 2017 $ (33.0 ) $ 3.3 $ (8.8 ) $ (38.4 ) Foreign Currency Translation Available- for-Sale Securities Pension and Post- Retirement Liabilities Total (in millions) Balances at July 1, 2016 $ (31.9 ) $ 1.3 $ (7.6 ) $ (38.2 ) Other comprehensive income/(loss) before reclassifications (23.2 ) 0.2 — (23.0 ) Amounts reclassified from accumulated other comprehensive income/(loss) — — 0.3 0.3 Balances at December 31, 2016 $ (55.1 ) $ 1.5 $ (7.3 ) $ (60.9 ) |
Interim Financial Data by Seg33
Interim Financial Data by Segment (Tables) | 6 Months Ended |
Dec. 31, 2017 | |
Segment Reporting [Abstract] | |
Segment Results | Segment results: Revenues Three Months Ended Six Months Ended 2017 2016 2017 2016 (in millions) Investor Communication Solutions $ 802.2 $ 704.4 $ 1,528.6 $ 1,422.4 Global Technology and Operations 228.0 207.0 442.9 400.2 Foreign currency exchange (17.4 ) (18.8 ) (33.9 ) (34.6 ) Total $ 1,012.8 $ 892.6 $ 1,937.6 $ 1,787.9 Earnings (Loss) before Income Taxes Three Months Ended Six Months Ended 2017 2016 2017 2016 (in millions) Investor Communication Solutions $ 72.4 $ 20.4 $ 118.0 $ 55.1 Global Technology and Operations 50.6 44.2 95.7 80.6 Other (26.5 ) (20.8 ) (48.0 ) (43.6 ) Foreign currency exchange 7.0 2.0 12.1 5.2 Total $ 103.5 $ 45.7 $ 177.8 $ 97.2 |
Basis of Presentation - Additio
Basis of Presentation - Additional Information (Details) | 6 Months Ended |
Dec. 31, 2017Segmentgroup | |
Accounting Policies [Abstract] | |
Number of reportable segments | Segment | 2 |
Number of client groups | group | 4 |
New Accounting Pronouncements N
New Accounting Pronouncements New Accounting Pronouncements (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2017 | Dec. 31, 2016 | Jun. 30, 2017 | |
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||
Reduction in net cash used in operating activities | $ 141.8 | $ (5.5) | ||
Reduction in net cash provided by financing activities | (35.4) | $ (70.2) | ||
Retained earnings | $ 1,496.3 | 1,496.3 | $ 1,469.4 | |
ASU 2016-09 | ||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||
Excess tax benefits related to share-based compensation awards | 1.5 | 3 | ||
Reduction in net cash used in operating activities | 3 | |||
Difference between Revenue Guidance in Effect before and after Topic 606 | ASU 2016-09 | ||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||
Reduction in net cash provided by financing activities | 3 | |||
Difference between Revenue Guidance in Effect before and after Topic 606 | Pro Forma | ASU 2014-09 | ||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||
Estimated impact to revenues, percent | 1.00% | |||
Estimated impact to earnings before income taxes, percent | 2.00% | |||
Retained earnings | $ 100 | $ 100 |
Earnings Per Share - Additional
Earnings Per Share - Additional Information (Details) - shares shares in Millions | 3 Months Ended | 6 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2017 | Dec. 31, 2016 | |
Stock Options | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Anti-diluted options related to the purchase of common stock | 0.1 | 0.1 | 0.1 | 0.1 |
Earnings Per Share - Denominato
Earnings Per Share - Denominators of Basic and Diluted EPS Computations (Details) - shares shares in Millions | 3 Months Ended | 6 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2017 | Dec. 31, 2016 | |
Weighted-average shares outstanding: | ||||
Basic (in shares) | 116.6 | 118.7 | 116.5 | 118.6 |
Common stock equivalents (in shares) | 3.8 | 2.8 | 3.5 | 3 |
Diluted (in shares) | 120.3 | 121.5 | 120.1 | 121.5 |
Interest Expense, Net - Compone
Interest Expense, Net - Components of Interest Expense, Net (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2017 | Dec. 31, 2016 | |
Other Income and Expenses [Abstract] | ||||
Interest expense on borrowings | $ 10.8 | $ 11 | $ 20.8 | $ 21.7 |
Interest income | (0.6) | (0.3) | (1.2) | (0.7) |
Interest expense, net | $ 10.2 | $ 10.6 | $ 19.6 | $ 21 |
Other Non-Operating (Income) 39
Other Non-Operating (Income) Expenses, Net - Components of Other Non-Operating (Income) Expenses, Net (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2017 | Dec. 31, 2016 | |
Other Income and Expenses [Abstract] | ||||
Losses from equity method investments | $ 1.5 | $ 1.9 | $ 2.4 | $ 3.8 |
Foreign currency exchange (gain) loss | 0 | 0.6 | (0.3) | 2.9 |
Other non-operating (income) expenses, net | $ 1.4 | $ 2.5 | $ 2.1 | $ 6.7 |
Acquisitions - Additional Infor
Acquisitions - Additional Information (Details) - USD ($) $ in Millions | 1 Months Ended | 3 Months Ended | 6 Months Ended | ||||
Oct. 31, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Dec. 31, 2017 | Dec. 31, 2016 | Feb. 28, 2018 | Jun. 30, 2017 | |
Business Acquisition [Line Items] | |||||||
Cash payments, net of cash acquired | $ 30.2 | $ 428.4 | |||||
Goodwill | 1,193.1 | $ 1,159.3 | |||||
Cash payment upon closing of acquisition | 0 | 90 | |||||
Obligation payable | $ 0 | $ 5 | |||||
Summit | |||||||
Business Acquisition [Line Items] | |||||||
Aggregate purchase price | $ 30.6 | ||||||
Cash payments, net of cash acquired | 26.4 | ||||||
Note payable acquired | 1.4 | ||||||
Fair value of consideration liability | 2.7 | ||||||
Potential maximum pay-out | 11 | ||||||
Net tangible assets acquired | 0.6 | ||||||
Goodwill | 18.1 | ||||||
Intangible assets acquired | $ 12 | ||||||
Inveshare | |||||||
Business Acquisition [Line Items] | |||||||
Purchase price of acquisition | $ 95 | ||||||
Cash payment upon closing of acquisition | $ 90 | ||||||
Obligation payable | $ 5 | ||||||
Scenario, Forecast | Inveshare | |||||||
Business Acquisition [Line Items] | |||||||
Deferred payment | $ 40 | ||||||
Software Technology | Summit | |||||||
Business Acquisition [Line Items] | |||||||
Useful life of intangible assets acquired | 5 years | ||||||
Customer Relationships | Summit | |||||||
Business Acquisition [Line Items] | |||||||
Useful life of intangible assets acquired | 7 years |
Fair Value of Financial Instr41
Fair Value of Financial Instruments - Summary of Financial Assets and Liabilities Measured at Fair Value on Recurring Basis (Details) - USD ($) $ in Millions | Dec. 31, 2017 | Jun. 30, 2017 |
Cash and cash equivalents: | ||
Money market funds | $ 158.6 | $ 37.9 |
Other current assets: | ||
Available-for-sale securities | 0.1 | 0.1 |
Other non-current assets: | ||
Available-for-sale securities | 64.2 | 51.7 |
Total assets as of period end | 223 | 89.8 |
Liabilities: | ||
Contingent consideration obligations: | 11.3 | 6.7 |
Total liabilities as of period end | 11.3 | 6.7 |
Level 1 | ||
Cash and cash equivalents: | ||
Money market funds | 158.6 | 37.9 |
Other current assets: | ||
Available-for-sale securities | 0.1 | 0.1 |
Other non-current assets: | ||
Available-for-sale securities | 63.1 | 50.6 |
Total assets as of period end | 221.9 | 88.6 |
Liabilities: | ||
Contingent consideration obligations: | 0 | 0 |
Total liabilities as of period end | 0 | 0 |
Level 2 | ||
Cash and cash equivalents: | ||
Money market funds | 0 | 0 |
Other current assets: | ||
Available-for-sale securities | 0 | 0 |
Other non-current assets: | ||
Available-for-sale securities | 0 | 0 |
Total assets as of period end | 0 | 0 |
Liabilities: | ||
Contingent consideration obligations: | 0 | 0 |
Total liabilities as of period end | 0 | 0 |
Level 3 | ||
Cash and cash equivalents: | ||
Money market funds | 0 | 0 |
Other current assets: | ||
Available-for-sale securities | 0 | 0 |
Other non-current assets: | ||
Available-for-sale securities | 1.1 | 1.1 |
Total assets as of period end | 1.1 | 1.1 |
Liabilities: | ||
Contingent consideration obligations: | 11.3 | 6.7 |
Total liabilities as of period end | $ 11.3 | $ 6.7 |
Fair Value of Financial Instr42
Fair Value of Financial Instruments - Summary of Financial Assets and Liabilities Measured at Fair Value on Recurring Basis - Additional Information (Details) - USD ($) $ in Millions | Dec. 31, 2017 | Jun. 30, 2017 |
Fair Value Disclosures [Abstract] | ||
Money market deposit account | $ 100 | $ 0.1 |
Fair Value of Financial Instr43
Fair Value of Financial Instruments - Schedule of Changes in Level 3 Financial Liabilities (Details) - USD ($) $ in Millions | 6 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | ||
Beginning balance | $ 6.7 | $ 5.5 |
Additional contingent consideration incurred | 4.5 | 0.9 |
Increase in contingent consideration liability | 0 | (0.4) |
Foreign currency impact on contingent consideration liability | 0.2 | (0.2) |
Payments | 0 | 0 |
Ending balance | $ 11.3 | $ 5.9 |
Other Non-Current Assets - Sche
Other Non-Current Assets - Schedule of Other Non-Current Assets (Details) - USD ($) $ in Millions | Dec. 31, 2017 | Jun. 30, 2017 |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | ||
Deferred client conversion and start-up costs | $ 174.4 | $ 162.4 |
Deferred data center costs | 37.9 | 40.1 |
Long-term investments | 76 | 63.4 |
Long-term broker fees | 23.6 | 24.2 |
Other | 27.1 | 26.4 |
Total | $ 339.1 | $ 316.4 |
Accrued Expenses and Other Cu45
Accrued Expenses and Other Current Liabilities - Components of Accrued Expenses and Other Current Liabilities (Details) - USD ($) $ in Millions | Dec. 31, 2017 | Jun. 30, 2017 |
Payables and Accruals [Abstract] | ||
Employee compensation and benefits | $ 152.2 | $ 221.2 |
Accrued broker fees | 50.7 | 79.5 |
Accrued taxes | 39.5 | 80.2 |
Accrued dividend payable | 42.6 | 37.9 |
Customer deposits | 45.1 | 39.5 |
Other | 42.3 | 37.1 |
Total | $ 372.5 | $ 495.3 |
Borrowings - Schedule of Outsta
Borrowings - Schedule of Outstanding Borrowings (Details) - USD ($) $ in Millions | Dec. 31, 2017 | Jun. 30, 2017 |
Debt Instrument [Line Items] | ||
Principal amount outstanding at December 31, 2017 | $ 1,230 | |
Long-term debt | 1,222.7 | $ 1,102.1 |
Unused Available Capacity | 670 | |
Fair Value at December 31, 2017 | 1,240.2 | |
Fiscal 2017 Revolving Credit Facility | Revolving Credit Facility | Long-term debt | ||
Debt Instrument [Line Items] | ||
Principal amount outstanding at December 31, 2017 | 330 | |
Long-term debt | 330 | 210 |
Unused Available Capacity | 670 | |
Fair Value at December 31, 2017 | 330 | |
Fiscal 2014 Senior Notes | Senior Notes | Long-term debt | ||
Debt Instrument [Line Items] | ||
Principal amount outstanding at December 31, 2017 | 400 | |
Long-term debt | 398.2 | 397.9 |
Fair Value at December 31, 2017 | 414.2 | |
Fiscal 2016 Senior Notes | Senior Notes | Long-term debt | ||
Debt Instrument [Line Items] | ||
Principal amount outstanding at December 31, 2017 | 500 | |
Long-term debt | 494.5 | $ 494.1 |
Fair Value at December 31, 2017 | $ 496.1 |
Borrowings Borrowings - Future
Borrowings Borrowings - Future Principal Payments on the Company’s Outstanding Debt (Details) $ in Millions | Dec. 31, 2017USD ($) |
Debt Disclosure [Abstract] | |
2,018 | $ 0 |
2,019 | 0 |
2,020 | 0 |
2,021 | 400 |
2,022 | 330 |
Thereafter | 500 |
Total | $ 1,230 |
Borrowings - Additional Informa
Borrowings - Additional Information (Details) - USD ($) | Feb. 06, 2017 | Aug. 14, 2014 | Jun. 30, 2016 | Aug. 31, 2014 | Aug. 31, 2013 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2017 | Dec. 31, 2016 | Jun. 30, 2017 |
Debt Instrument [Line Items] | ||||||||||
Principal amount outstanding at December 31, 2017 | $ 1,230,000,000 | $ 1,230,000,000 | ||||||||
Unused available capacity | 670,000,000 | 670,000,000 | ||||||||
Outstanding borrowings | 1,222,700,000 | 1,222,700,000 | $ 1,102,100,000 | |||||||
Fair value, senior notes | 1,240,200,000 | 1,240,200,000 | ||||||||
Outstanding amount of line of credit | 0 | 0 | 0 | |||||||
Revolving Credit Facility | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Debt issuance costs remaining to be amortized, revolving credit facilities | 2,400,000 | 2,400,000 | ||||||||
Fiscal 2015 Revolving Credit Facility | Revolving Credit Facility | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Revolving credit facility maximum borrowing capacity | $ 750,000,000 | |||||||||
Term | 5 years | |||||||||
Debt issuance costs remaining to be amortized, revolving credit facilities | 700,000 | 700,000 | ||||||||
Fiscal 2012 Revolving Credit Facility | Revolving Credit Facility | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Debt issuance costs remaining to be amortized, revolving credit facilities | 200,000 | 200,000 | ||||||||
Fiscal 2014 Senior Notes | Senior Notes | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Principal amount, senior notes | $ 400,000,000 | |||||||||
Interest rate, senior notes | 3.95% | |||||||||
Percentage of principal amount | 99.871% | |||||||||
Effective interest rate, senior notes | 3.971% | |||||||||
Debt issuance costs incurred, senior notes | $ 4,300,000 | |||||||||
Debt issuance cost, amortization period, senior notes | 7 years | |||||||||
Debt issuance costs remaining to be amortized, senior notes | 1,600,000 | 1,600,000 | 1,900,000 | |||||||
Fiscal 2014 Senior Notes | Senior Notes | Level 1 | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Fair value, senior notes | 419,100,000 | |||||||||
Fiscal 2014 Senior Notes | Senior Notes | Long-term debt | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Principal amount outstanding at December 31, 2017 | 400,000,000 | 400,000,000 | ||||||||
Outstanding borrowings | 398,200,000 | 398,200,000 | 397,900,000 | |||||||
Fair value, senior notes | $ 414,200,000 | 414,200,000 | ||||||||
Fiscal 2017 Revolving Credit Facility | Revolving Credit Facility | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Revolving credit facility maximum borrowing capacity | $ 1,000,000,000 | |||||||||
Term | 5 years | |||||||||
Tranche borrowing period | 360 days | |||||||||
Annual facility fee (as basis points) | 0.125% | |||||||||
Annual facility fee | $ 300,000 | $ 200,000 | 600,000 | $ 500,000 | ||||||
Debt issuance costs, total incurred | $ 1,800,000 | |||||||||
Fiscal 2017 Revolving Credit Facility | Revolving Credit Facility | Long-term debt | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Principal amount outstanding at December 31, 2017 | 330,000,000 | 330,000,000 | ||||||||
Unused available capacity | 670,000,000 | 670,000,000 | ||||||||
Outstanding borrowings | 330,000,000 | 330,000,000 | 210,000,000 | |||||||
Fair value, senior notes | $ 330,000,000 | $ 330,000,000 | ||||||||
Fiscal 2017 Revolving Credit Facility U.S. Dollar Tranche | Revolving Credit Facility | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Revolving credit facility maximum borrowing capacity | 900,000,000 | |||||||||
Fiscal 2017 Revolving Credit Facility Multicurrency Tranche | Revolving Credit Facility | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Revolving credit facility maximum borrowing capacity | $ 100,000,000 | |||||||||
Revolving Credit Facilities | Revolving Credit Facility | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Weighted-average interest rate, fiscal 2017 revolving credit facility | 2.25% | 1.52% | 2.23% | 1.51% | ||||||
Fiscal 2016 Senior Notes | Senior Notes | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Principal amount, senior notes | $ 500,000,000 | |||||||||
Interest rate, senior notes | 3.40% | |||||||||
Percentage of principal amount | 99.589% | |||||||||
Effective interest rate, senior notes | 3.449% | |||||||||
Debt issuance costs incurred, senior notes | $ 4,500,000 | |||||||||
Debt issuance cost, amortization period, senior notes | 10 years | |||||||||
Debt issuance costs remaining to be amortized, senior notes | $ 3,700,000 | $ 3,700,000 | 4,000,000 | |||||||
Fiscal 2016 Senior Notes | Senior Notes | Level 1 | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Fair value, senior notes | 494,600,000 | |||||||||
Fiscal 2016 Senior Notes | Senior Notes | Long-term debt | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Principal amount outstanding at December 31, 2017 | 500,000,000 | 500,000,000 | ||||||||
Outstanding borrowings | 494,500,000 | 494,500,000 | $ 494,100,000 | |||||||
Fair value, senior notes | $ 496,100,000 | $ 496,100,000 | ||||||||
London Interbank Offered Rate (LIBOR) | Fiscal 2017 Revolving Credit Facility | Revolving Credit Facility | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Variable interest rate | 1.00% |
Stock-Based Compensation - Summ
Stock-Based Compensation - Summary of Incentive Equity Awards (Details) - $ / shares | 3 Months Ended | 6 Months Ended |
Dec. 31, 2017 | Dec. 31, 2017 | |
Stock Options | ||
Number of Options | ||
Number of Options, Beginning balance (in shares) | 4,978,391 | 5,137,641 |
Number of Options, Granted (in shares) | 62,028 | 62,028 |
Number of Options, Exercise of stock options (in shares) | (97,529) | (184,137) |
Number of Options, Expired/forfeited (in shares) | 0 | (72,642) |
Number of Options, Ending balance (in shares) | 4,942,890 | 4,942,890 |
Weighted-Average Exercise Price | ||
Weighted-Average Exercise Price, Beginning balance (in dollars per share) | $ 39.97 | $ 39.63 |
Weighted-Average Exercise Price, Granted (in dollars per share) | 85.80 | 85.80 |
Weighted-Average Exercise Price, Exercise of stock options (in dollars per share) | 26.19 | 24.04 |
Weighted-Average Exercise Price, Expired/forfeited (in dollars per share) | 0 | 37.65 |
Weighted-Average Exercise Price, Ending balance (in dollars per share) | $ 40.82 | $ 40.82 |
Time-based Restricted Stock Units | ||
Number of Options | ||
Number of Options, Beginning balance (in shares) | 1,040,265 | 1,074,593 |
Number of Options, Granted (in shares) | 432,235 | 440,699 |
Number of Options, Vesting of Restricted Stock Units (in shares) | (2,680) | (3,518) |
Number of Options, Expired/forfeited (in shares) | (8,673) | (50,627) |
Number of Options, Ending balance (in shares) | 1,461,147 | 1,461,147 |
Weighted-Average Grant Date Fair Value | ||
Weighted-Average Grant Date Fair Value, Beginning balance (in dollars per share) | $ 56.30 | $ 55.98 |
Weighted-Average Grant Date Fair Value, Granted (in dollars per share) | 78.01 | 77.92 |
Weighted-Average Grant Date Fair Value, Vesting of Restricted Stock Units (in dollars per share) | 53.83 | 53.51 |
Weighted-Average Grant Date Fair Value, Expired/forfeited (in dollars per share) | 64.41 | 53.89 |
Weighted-Average Grant Date Fair Value, Ending balance (in dollars per share) | $ 62.68 | $ 62.68 |
Performance-based Restricted Stock Units | ||
Number of Options | ||
Number of Options, Beginning balance (in shares) | 402,966 | 470,862 |
Number of Options, Granted (in shares) | 174,669 | 174,669 |
Number of Options, Vesting of Restricted Stock Units (in shares) | 0 | (15,033) |
Number of Options, Expired/forfeited (in shares) | (2,988) | (55,851) |
Number of Options, Ending balance (in shares) | 574,647 | 574,647 |
Weighted-Average Grant Date Fair Value | ||
Weighted-Average Grant Date Fair Value, Beginning balance (in dollars per share) | $ 61.52 | $ 58.26 |
Weighted-Average Grant Date Fair Value, Granted (in dollars per share) | 77.14 | 77.14 |
Weighted-Average Grant Date Fair Value, Vesting of Restricted Stock Units (in dollars per share) | 0 | 54.36 |
Weighted-Average Grant Date Fair Value, Expired/forfeited (in dollars per share) | 62.36 | 35.99 |
Weighted-Average Grant Date Fair Value, Ending balance (in dollars per share) | $ 66.27 | $ 66.27 |
Stock-Based Compensation - Su50
Stock-Based Compensation - Summary of Incentive Equity Awards - Additional Information (Details) $ / shares in Units, shares in Millions, $ in Millions | 3 Months Ended | 6 Months Ended |
Dec. 31, 2017USD ($)$ / sharesshares | Dec. 31, 2017USD ($)$ / sharesshares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Stock options exercised during period, aggregate intrinsic value | $ 6.1 | $ 10.9 |
Outstanding vested and currently exercisable stock options (in shares) | shares | 2.6 | 2.6 |
Exercisable stock options, aggregate intrinsic value | $ 151.2 | $ 151.2 |
Exercisable stock options, weighted average exercise price | $ / shares | $ 32.67 | $ 32.67 |
Exercisable stock options, weighted average remaining contractual life | 5 years 2 months 23 days | |
Stock options outstanding, weighted-average remaining contractual life | 6 years 2 months 12 days | |
Closing stock price (in dollars per share) | $ / shares | $ 90.58 | $ 90.58 |
Time-based Restricted Stock Units | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Restricted stock units expected to vest (in shares) | shares | 1.4 | 1.4 |
Restricted stock units, aggregate intrinsic value | $ 124.8 | $ 124.8 |
Performance-based Restricted Stock Units | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Restricted stock units expected to vest (in shares) | shares | 0.6 | 0.6 |
Restricted stock units, aggregate intrinsic value | $ 49.9 | $ 49.9 |
Stock-Based Compensation - Addi
Stock-Based Compensation - Additional Information (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2017 | Dec. 31, 2016 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | ||||
Stock-based compensation expense | $ 16.2 | $ 14 | $ 24.7 | $ 22.8 |
Related tax benefits | 4.4 | $ 4.9 | 7.3 | $ 8.1 |
Unrecognized compensation cost related to non-vested stock options | 5.6 | 5.6 | ||
Unrecognized compensation cost related to restricted stock unit awards | $ 63.5 | $ 63.5 | ||
Amortization period of unrecognized compensation cost for non-vested stock options | 2 years 1 month 6 days | |||
Amortization period of unrecognized compensation cost for restricted stock awards | 1 year 9 months 29 days |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2017 | Dec. 31, 2016 | Jun. 30, 2018 | |
Income Tax Disclosure [Abstract] | |||||
Provision for income taxes | $ 41.4 | $ 15.6 | $ 65.8 | $ 33.4 | |
Effective income tax rate | 40.00% | 34.10% | 37.00% | 34.40% | |
Investments, Owned, Federal Income Tax Note [Line Items] | |||||
Transition tax for accumulated foreign earnings, provisional income tax expense (benefit) | $ 32.2 | ||||
Estimated tax obligation | 11.4 | ||||
Foreign jurisdiction withholding taxes | 20.8 | ||||
Income tax benefit related to remeasurement of deferred tax liabilities | $ 16.1 | ||||
Scenario, Forecast | |||||
Investments, Owned, Federal Income Tax Note [Line Items] | |||||
Federal blended income tax rate, percent | 28.10% |
Contractual Commitments, Cont53
Contractual Commitments, Contingencies and Off-Balance Sheet Arrangements - Additional Information (Details) $ in Millions | 1 Months Ended | 6 Months Ended | |||
Mar. 31, 2015term | Mar. 31, 2014term | Dec. 31, 2017USD ($) | Dec. 31, 2016USD ($) | Feb. 28, 2018USD ($) | |
Contractual Commitments Contingencies And Off- Balance Sheet Arrangements [Line Items] | |||||
Payment to acquire equity method investment | $ 2.8 | $ 3 | |||
Remaining capital commitment | 2.5 | ||||
IT Services Agreement | |||||
Contractual Commitments Contingencies And Off- Balance Sheet Arrangements [Line Items] | |||||
IT service agreement extension term | 2 years | ||||
Number of renewal terms option one | term | 1 | ||||
Renewal term option one (in months) | 12 months | ||||
Commitments under agreement | 361.8 | ||||
EU IT Services Agreement | |||||
Contractual Commitments Contingencies And Off- Balance Sheet Arrangements [Line Items] | |||||
Number of renewal terms option one | term | 1 | ||||
Renewal term option one (in months) | 12 months | ||||
Commitments under agreement | $ 29 | ||||
Number of renewal terms option two | term | 1 | ||||
Renewal term option two (in months) | 24 months | ||||
Inveshare | Scenario, Forecast | |||||
Contractual Commitments Contingencies And Off- Balance Sheet Arrangements [Line Items] | |||||
Deferred payment | $ 40 |
Changes in Accumulated Other 54
Changes in Accumulated Other Comprehensive Income/(Loss) by Component - Summary of Changes in Accumulated Balances for Each Component of Accumulated Other Comprehensive Income/(Loss) (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2017 | Dec. 31, 2016 | |
Changes In Accumulated Other Comprehensive Income [Roll Forward] | ||||
Stockholders' equity at beginning of period | $ 1,003.8 | |||
Stockholders' equity at end of period | $ 1,074 | 1,074 | ||
Foreign Currency Translation | ||||
Changes In Accumulated Other Comprehensive Income [Roll Forward] | ||||
Stockholders' equity at beginning of period | (30.6) | $ (43.2) | (48.9) | $ (31.9) |
Other comprehensive income/(loss) before reclassifications | (2.4) | (12) | 15.9 | (23.2) |
Amounts reclassified from accumulated other comprehensive income/(loss) | 0 | 0 | 0 | 0 |
Stockholders' equity at end of period | (33) | (55.1) | (33) | (55.1) |
Available- for-Sale Securities | ||||
Changes In Accumulated Other Comprehensive Income [Roll Forward] | ||||
Stockholders' equity at beginning of period | 2.6 | 1.7 | 2.3 | 1.3 |
Other comprehensive income/(loss) before reclassifications | 0.8 | (0.2) | 1.1 | 0.2 |
Amounts reclassified from accumulated other comprehensive income/(loss) | 0 | 0 | 0 | 0 |
Stockholders' equity at end of period | 3.3 | 1.5 | 3.3 | 1.5 |
Pension and Post- Retirement Liabilities | ||||
Changes In Accumulated Other Comprehensive Income [Roll Forward] | ||||
Stockholders' equity at beginning of period | (9) | (7.5) | (9.2) | (7.6) |
Other comprehensive income/(loss) before reclassifications | 0 | 0 | 0 | 0 |
Amounts reclassified from accumulated other comprehensive income/(loss) | 0.2 | 0.1 | 0.4 | 0.3 |
Stockholders' equity at end of period | (8.8) | (7.3) | (8.8) | (7.3) |
AOCI Attributable to Parent | ||||
Changes In Accumulated Other Comprehensive Income [Roll Forward] | ||||
Stockholders' equity at beginning of period | (37.1) | (48.9) | (55.8) | (38.2) |
Other comprehensive income/(loss) before reclassifications | (1.6) | (12.2) | 17 | (23) |
Amounts reclassified from accumulated other comprehensive income/(loss) | 0.2 | 0.1 | 0.4 | 0.3 |
Stockholders' equity at end of period | $ (38.4) | $ (60.9) | $ (38.4) | $ (60.9) |
Interim Financial Data by Seg55
Interim Financial Data by Segment - Additional Information (Details) | 6 Months Ended |
Dec. 31, 2017Segment | |
Segment Reporting [Abstract] | |
Number of reportable segments | 2 |
Interim Financial Data by Seg56
Interim Financial Data by Segment - Segment Results (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2017 | Dec. 31, 2016 | |
Segment Reporting Information [Line Items] | ||||
Revenues | $ 1,012.8 | $ 892.6 | $ 1,937.6 | $ 1,787.9 |
Earnings (Loss) before Income Taxes | 103.5 | 45.7 | 177.8 | 97.2 |
Operating Segments | Investor Communication Solutions | ||||
Segment Reporting Information [Line Items] | ||||
Revenues | 802.2 | 704.4 | 1,528.6 | 1,422.4 |
Earnings (Loss) before Income Taxes | 72.4 | 20.4 | 118 | 55.1 |
Operating Segments | Global Technology and Operations | ||||
Segment Reporting Information [Line Items] | ||||
Revenues | 228 | 207 | 442.9 | 400.2 |
Earnings (Loss) before Income Taxes | 50.6 | 44.2 | 95.7 | 80.6 |
Other | ||||
Segment Reporting Information [Line Items] | ||||
Earnings (Loss) before Income Taxes | (26.5) | (20.8) | (48) | (43.6) |
Foreign currency exchange | ||||
Segment Reporting Information [Line Items] | ||||
Revenues | (17.4) | (18.8) | (33.9) | (34.6) |
Earnings (Loss) before Income Taxes | $ 7 | $ 2 | $ 12.1 | $ 5.2 |