Document and Entity Information
Document and Entity Information - shares | 3 Months Ended | |
Mar. 31, 2018 | May 02, 2018 | |
Document And Entity Information [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Mar. 31, 2018 | |
Document Fiscal Year Focus | 2,018 | |
Document Fiscal Period Focus | Q1 | |
Trading Symbol | SSNC | |
Entity Registrant Name | SS&C Technologies Holdings Inc | |
Entity Central Index Key | 1,402,436 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Large Accelerated Filer | |
Entity Common Stock, Shares Outstanding | 238,091,089 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Mar. 31, 2018 | Dec. 31, 2017 |
Current assets: | ||
Cash and cash equivalents | $ 74,077 | $ 64,057 |
Accounts receivable, net of allowance for doubtful accounts of $7,390 and $6,739, respectively | 264,076 | 243,900 |
Contract asset | 11,942 | |
Prepaid expenses and other current assets | 35,559 | 38,742 |
Prepaid income taxes | 12,166 | |
Restricted cash | 543 | 592 |
Total current assets | 386,197 | 359,457 |
Property, plant and equipment: | ||
Land | 2,655 | 2,655 |
Building and improvements | 61,354 | 59,935 |
Equipment, furniture, and fixtures | 144,825 | 138,747 |
Total property and equipment | 208,834 | 201,337 |
Less: accumulated depreciation | (106,840) | (100,381) |
Net property, plant and equipment | 101,994 | 100,956 |
Deferred income taxes | 2,041 | 2,324 |
Contract asset | 22,076 | |
Goodwill (Note 4) | 3,711,181 | 3,707,823 |
Intangible and other assets, net of accumulated amortization of $1,011,145 and $953,957, respectively | 1,326,095 | 1,368,956 |
Total assets | 5,549,584 | 5,539,516 |
Current liabilities: | ||
Current portion of long-term debt (Note 3) | 37,338 | 37,863 |
Accounts payable | 17,637 | 27,087 |
Income taxes payable | 16,182 | 6,031 |
Accrued employee compensation and benefits | 42,193 | 96,016 |
Interest payable | 7,620 | 16,425 |
Other accrued expenses | 60,875 | 55,637 |
Deferred revenue | 193,024 | 204,601 |
Total current liabilities | 374,869 | 443,660 |
Long-term debt, net of current portion (Note 3) | 1,949,232 | 2,007,332 |
Other long-term liabilities | 120,621 | 118,679 |
Deferred income taxes | 288,954 | 283,457 |
Total liabilities | 2,733,676 | 2,853,128 |
Commitments and contingencies (Note 9) | ||
Stockholders’ equity (Note 6): | ||
Preferred stock, $0.01 par value per share, 5,000,000 shares authorized; no shares issued | ||
Common stock | 2,094 | 2,081 |
Additional paid-in capital | 2,057,757 | 2,018,106 |
Accumulated other comprehensive loss | (77,438) | (82,655) |
Retained earnings | 851,495 | 766,856 |
Stockholders' equity before treasury stock | 2,833,908 | 2,704,388 |
Less: cost of common stock in treasury, 1,573,339 shares | (18,000) | (18,000) |
Total stockholders’ equity | 2,815,908 | 2,686,388 |
Total liabilities and stockholders’ equity | 5,549,584 | 5,539,516 |
Class A Non-Voting Common Stock [Member] | ||
Stockholders’ equity (Note 6): | ||
Common stock |
Condensed Consolidated Balance3
Condensed Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Mar. 31, 2018 | Dec. 31, 2017 |
Allowance for doubtful accounts receivable | $ 7,390 | $ 6,739 |
Accumulated amortization of finite-lived intangible assets | $ 1,011,145 | $ 953,957 |
Preferred stock, par value | $ 0.01 | $ 0.01 |
Preferred stock, shares authorized | 5,000,000 | 5,000,000 |
Preferred stock, shares issued | 0 | 0 |
Common stock, par value | $ 0.01 | $ 0.01 |
Common stock, shares authorized | 400,000,000 | 400,000,000 |
Common stock, shares issued | 209,375,921 | 208,109,294 |
Common stock, shares outstanding | 207,802,582 | 206,535,955 |
Common stock, shares unvested | 938 | 1,126 |
Treasury stock, shares | 1,573,339 | 1,573,339 |
Class A Non-Voting Common Stock [Member] | ||
Common stock, par value | $ 0.01 | $ 0.01 |
Common stock, shares authorized | 5,000,000 | 5,000,000 |
Common stock, shares issued | 0 | 0 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Comprehensive Income - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
Revenues: | ||
Software-enabled services | $ 294,803 | $ 276,452 |
License, maintenance and related | 127,126 | 131,247 |
Total revenues | 421,929 | 407,699 |
Cost of revenues: | ||
Software-enabled services | 167,416 | 154,006 |
License, maintenance and related | 62,164 | 63,453 |
Total cost of revenues | 229,580 | 217,459 |
Gross profit | 192,349 | 190,240 |
Operating expenses: | ||
Selling and marketing | 31,150 | 30,242 |
Research and development | 38,919 | 38,449 |
General and administrative | 35,433 | 31,832 |
Total operating expenses | 105,502 | 100,523 |
Operating income | 86,847 | 89,717 |
Interest expense, net | (25,354) | (29,020) |
Other income (expense), net | 438 | (71) |
Loss on extinguishment of debt | (2,326) | |
Income before income taxes | 61,931 | 58,300 |
Provision for income taxes | 10,681 | 10,153 |
Net income | $ 51,250 | $ 48,147 |
Basic earnings per share | $ 0.25 | $ 0.24 |
Diluted earnings per share | $ 0.24 | $ 0.23 |
Basic weighted average number of common shares outstanding | 206,993 | 203,376 |
Diluted weighted average number of common and common equivalent shares outstanding | 217,656 | 209,704 |
Cash dividends declared and paid per common share | $ 0.07 | $ 0.0625 |
Net income | $ 51,250 | $ 48,147 |
Other comprehensive income, net of tax: | ||
Foreign currency exchange translation adjustment | 5,217 | 10,779 |
Total comprehensive income, net of tax | 5,217 | 10,779 |
Comprehensive income | $ 56,467 | $ 58,926 |
Condensed Consolidated Stateme5
Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
Cash flow from operating activities: | ||
Net income | $ 51,250 | $ 48,147 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Depreciation and amortization | 61,372 | 58,557 |
Stock-based compensation expense | 12,702 | 10,900 |
Amortization and write-offs of loan origination costs | 2,626 | 2,656 |
Loss on extinguishment of debt | 2,326 | |
Loss on sale or disposition of property and equipment | 28 | 10 |
Deferred income taxes | (12,425) | (7,295) |
Provision for doubtful accounts | 44 | 1,154 |
Changes in operating assets and liabilities, excluding effects from acquisitions: | ||
Accounts receivable | (19,818) | (7,087) |
Prepaid expenses and other assets | (30) | (2,532) |
Contract assets | 26,847 | |
Accounts payable | (10,548) | 6,106 |
Accrued expenses | (54,389) | (72,908) |
Income taxes prepaid and payable | 19,680 | 5,077 |
Deferred revenue | (7,395) | 12,777 |
Net cash provided by operating activities | 69,944 | 57,888 |
Cash flow from investing activities: | ||
Additions to property and equipment | (7,163) | (5,990) |
Cash paid for business acquisitions, net of cash acquired | (191) | 1,805 |
Additions to capitalized software | (3,945) | (3,277) |
Net cash used in investing activities | (11,299) | (7,462) |
Cash flow from financing activities: | ||
Cash received from debt borrowings | 45,000 | 45,000 |
Repayments of debt | (106,250) | (105,200) |
Proceeds from exercise of stock options | 29,132 | 14,017 |
Withholding taxes paid related to equity award net share settlement | (2,171) | (589) |
Fees paid for debt extinguishment | (1,363) | |
Dividends paid on common stock | (14,504) | (12,715) |
Net cash used in financing activities | (48,793) | (60,850) |
Effect of exchange rate changes on cash, cash equivalents and restricted cash | 119 | 1,663 |
Net increase (decrease) in cash, cash equivalents and restricted cash | 9,971 | (8,761) |
Cash, cash equivalents and restricted cash, beginning of period | 64,649 | 119,674 |
Cash, cash equivalents and restricted cash, end of period | $ 74,620 | $ 110,913 |
Basis of Presentation
Basis of Presentation | 3 Months Ended |
Mar. 31, 2018 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
Basis of Presentation | Note 1—Basis of Presentation The accompanying financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”). These accounting principles were applied on a basis consistent with those of the audited Consolidated Financial Statements contained in the Company’s Annual Report on Form 10-K for the year ended December 31, 2017, filed with the Securities and Exchange Commission (the “SEC”) on February 28, 2018 (the “2017 Form 10-K”). In the opinion of the Company, the accompanying unaudited Condensed Consolidated Financial Statements contain all adjustments (consisting of only normal recurring adjustments, except as noted elsewhere in the notes to the Condensed Consolidated Financial Statements) necessary for a fair statement of its financial position as of March 31, 2018, the results of its operations for the three months ended March 31, 2018 and 2017 and its cash flows for the three months ended March 31, 2018 and 2017. Certain prior year balances have been reclassified to conform to the current year presentation. Such reclassifications did not affect total revenues, operating income or net income. These statements do not include all of the information and footnotes required by GAAP for annual financial statements. The Condensed Consolidated Financial Statements contained herein should be read in conjunction with the audited Consolidated Financial Statements and footnotes as of and for the year ended December 31, 2017, which were included in the 2017 Form 10-K. The December 31, 2017 Consolidated Balance Sheet data were derived from audited financial statements but do not include all disclosures required by GAAP for annual financial statements. The results of operations for the three months ended March 31, 2018 are not necessarily indicative of the expected results for any subsequent quarters or the full year. In connection with the adoption of ASC 606, the Company revised its presentation of revenues to illustrate its two primary sources of revenues: software-enabled services revenues and license, maintenance and other related revenues. The Company believes its prior presentation of recurring and non-recurring revenue streams is no longer useful, as the license portion of revenue from multi-year term license agreements is now recognized up-front and is no longer annually recurring in nature. Recently Adopted Accounting Pronouncements In August 2016, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2016-15, Classification of Certain Cash Receipts and Cash Payments In May 2014, the FASB issued ASU, Revenue from Contracts with Customers (Topic 606) Recent Accounting Pronouncements Not Yet Effective In June 2016, the FASB issued ASU 2016-13, Measurement of Credit Losses on Financial Instruments In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842) recognize the majority of the Company’s operating lease commitments as operating lease liabilities and right-of-use assets upon adoption, which will result in a material increase in the assets and liabilities recorded on the Company’s Condensed Consolidated Balance Sheet. The Company is continuing its assessment, which may identify additional impacts this ASU will have on the Company’s Condensed Consolidated Financial Statements and related disclosures and internal controls over financial reporting. |
Revenues
Revenues | 3 Months Ended |
Mar. 31, 2018 | |
Revenue From Contract With Customer [Abstract] | |
Revenues | Note 2—Revenues Adoption of ASC Topic 606, “Revenue from Contracts with Customers” On January 1, 2018, the Company adopted ASC 606 using the modified retrospective method for those contracts which were not completed as of the date of adoption. Results for reporting periods beginning after January 1, 2018 are presented under ASC 606, while prior period amounts continue to be reported in accordance with ASC 605 and 985. The most significant impact of the standard to the Company relates to the timing of revenue recognition for arrangements involving term licenses. Under ASC 606, the Company is required to recognize term license revenues upon the transfer of the license and recognize the associated maintenance revenues over the contract period, as opposed to the Company’s prior practice of recognizing both the term license and maintenance revenues ratably over the contract period. In addition, the Company is required to capitalize and amortize incremental costs of obtaining a contract, such as certain sales commission costs, over the expected customer relationship period if the Company expects to recover those costs. The Company previously expensed these costs over the length of the initial contract excluding any renewals. The Company recorded an increase to retained earnings of $65.8 million, or $47.9 million net of tax, as of January 1, 2018 due to the cumulative impact of adopting ASC 606, with the impact primarily related to the Company’s term license revenues. The impact to revenues for the three months ended March 31, 2018 related to these adjustments was a decrease of $11.8 million. The impact of adoption of ASC 606 on the Company’s Condensed Consolidated Statement of Comprehensive Income was as follows (in thousands): For the Three Months Ended March 31, 2018 As Reported Balance without adoption of ASC 606 Effect of Change Revenues: License, maintenance and related $ 127,126 $ 122,128 $ 4,998 Operating expenses: Selling and marketing $ 31,150 $ 31,748 $ (598 ) The impact of adoption of ASC 606 on the Company’s Condensed Consolidated Balance Sheet was as follows (in thousands): As of March 31, 2018 As Reported Balance without adoption of ASC 606 Effect of Change Assets: Accounts receivable, net $ 264,076 $ 265,272 $ (1,196 ) Contract asset (current) 11,942 - 11,942 Prepaid expenses and other current assets 35,559 31,943 3,616 Contract asset (non-current) 22,076 - 22,076 Liabilities: Deferred revenue $ 193,024 $ 230,504 $ (37,480 ) Other long-term liabilities 120,621 118,115 2,506 The adoption of ASC 606 had no impact on the Company’s total cash flows from operations. Revenue Recognition Software-enabled Services Revenue The Company primarily offers software-enabled outsourcing services in which the Company utilizes its own software to offer comprehensive fund administration services for alternative investment managers, including fund manager services, transfer agency services, funds-of-funds services, tax processing and accounting. The Company also offers subscription-based on-demand software applications that are managed and hosted at the Company’s facilities. The software-enabled services arrangements provide an alternative for clients who do not wish to install, run and maintain complicated financial software. Under these arrangements, the client does not have the right to take possession of the software, rather, the Company agrees to provide access to its applications, remote use of its equipment to process transactions, access to client’s data stored on its equipment, and connectivity between its environment and the client’s computing systems. Software-enabled services are generally provided under contracts with initial terms of one to five years that require monthly or quarterly payments, and are subject to automatic annual renewal at the end of the initial term unless terminated by either party. In software-enabled services arrangements, the arrangement is a single performance obligation comprised of a series of distinct services that are substantially the same and have the same pattern of transfer to the customer (i.e. distinct months of service). The Company applies a measure of progress (typically time-based) to any fixed consideration and allocates variable consideration to the distinct periods of service based on usage or summarization of account information. These amounts may be constrained and are only included in revenue to the extent we do not expect a significant reversal when the uncertainty associated with the variable consideration is resolved. Revenue is generally recognized over the period the services are provided, which results in revenue recognition that corresponds with the value to the client of the services transferred to date relative to the remaining services promised. License, Maintenance and Related Revenue Agreements The Company generates revenues in the form of software license fees and related maintenance and services fees. License fees include perpetual license fees and term license fees which differ mainly in the duration over which the customer benefits from the software. Maintenance and services primarily consist of fees for maintenance services (including support and unspecified upgrades and enhancements when and if they are available) and to a lesser extent professional services which focus on both deployment and training the Company’s customers to fully leverage the use of its products although the user can benefit from the software without the Company’s assistance. Under ASC 606, the Company identifies a contract with a customer, identifies the performance obligations in the contract, determines the transaction price, allocates the transaction price to each performance obligation in the contract and recognizes revenues when (or as) the Company satisfies a performance obligation. Software license performance obligations are functional intellectual property that are distinct as the user can benefit from the software on its own as defined under ASC 606. Software license revenues are recognized at the point of time when the software license has been delivered. Term license fees are typically due in annual installments at the beginning of each annual period and we record a contract asset for amounts recognized as revenue in excess of amounts billed. The Company recognizes revenues from maintenance ratably over the term of the underlying maintenance contract term because the Company transfers control evenly by providing a stand-ready service Revenues from professional services consist mostly of services provided on a time and materials basis. The performance obligations are satisfied, and revenues are recognized, over time as the services are provided. In contracts with multiple performance obligations, the Company accounts for individual performance obligations separately if they are distinct. The Company allocates the transaction price to each performance obligation based on its relative standalone selling price out of total consideration of the contract. Standalone selling price is determined utilizing observable prices to the extent available. If the standalone selling price for a performance obligation is not directly observable, the Company estimates it maximizing the use of observable inputs. For maintenance and support, the Company determines the standalone selling price based on the price at which the Company separately sells a renewal contract and the economic relationship between licenses and maintenance. The Company determines the standalone selling price for sales of licenses using the residual approach. For professional services, the Company determines the standalone selling prices based on the price at which the Company separately sells those services. The Company occasionally enters into license agreements requiring significant customization of the Company’s software which are not material to the Company’s results of operations. The Company accounts for the license and professional service fees under these agreements as a single performance obligation, recognized over time using an input method during the development of the license. This method requires estimates to be made for costs to complete the agreement utilizing an estimate of development man-hours remaining. Revenue is recognized each period based on the hours incurred to date compared to the total hours expected to complete the project. Due to uncertainties inherent in the estimation process, it is at least reasonably possible that completion costs may be revised. Such revisions are recognized in the period in which the revisions are determined. Provisions for estimated losses on uncompleted contracts are determined on a contract-by-contract basis, and are made in the period in which such losses are first estimated or determined. Accounts Receivable, net is primarily comprised of billed and unbilled receivables for which we have an unconditional right to consideration, net of an allowance for doubtful accounts. Deferred revenues represent mostly unrecognized fees billed or collected for maintenance and professional services. Deferred revenues are recognized as (or when) the Company performs under the contract. Deferred revenues are recorded on a net basis with contract assets at the contract level. Accordingly, approximately $29.3 million of deferred revenue is presented net within contract assets arising from the same contracts. The amount of revenues recognized in the period that was included in the opening deferred revenues balance was $76.5 million for the three months ended March 31, 2018. As of March 31, 2018, revenue of approximately $266.3 million is expected to be recognized from remaining performance obligations for license, maintenance and related revenues, of which $174.1 million is expected to be recognized over the next twelve months. Software-enabled services are generally provided under contracts which are cancelable with 90 days’ notice. Revenue Disaggregation The following table disaggregates our revenues by geography (in thousands): Three Months Ended March 31, 2018 2017 (1) United States $ 302,703 $ 296,836 United Kingdom 32,011 27,543 Asia-Pacific and Japan 28,988 26,449 Europe, excluding United Kingdom 27,808 24,876 Canada 18,318 20,628 Americas, excluding United States and Canada 12,101 11,367 Total $ 421,929 $ 407,699 (1) As noted above, prior period amounts have not been adjusted under the modified retrospective method. The following table disaggregates our revenues by source (in thousands): Three Months Ended March 31, 2018 2017 (1) Software-enabled services $ 294,803 $ 276,452 Maintenance and term licenses 107,756 110,557 Perpetual licenses 4,400 2,828 Professional services 14,970 17,862 Total $ 421,929 $ 407,699 (1) As noted above, prior period amounts have not been adjusted under the modified retrospective method. Costs of Revenues Costs of revenues include all costs, including depreciation and amortization, incurred to produce revenues. Incremental costs of obtaining a contract (e.g., sales commissions) are capitalized and amortized on a basis consistent with the pattern of transfer of goods or services to the customer to which the asset relates over the expected customer relationship period if the Company expects to recover those costs. The Company previously expensed these costs over the length of the initial contract excluding any renewals. The expected customer relationship period is determined based on average historical customer relationship periods, including expected renewals. Expected renewal periods are only included in the expected customer relationship period if commission amounts paid upon renewal are not commensurate with amounts paid on the initial contract. Incremental costs of obtaining a contract include only those costs the Company incurs to obtain a contract that it would not have incurred if the contract had not been obtained. The Company has determined that certain commissions programs meet the requirements to be capitalized. Certain sales commissions associated with multi-year contracts are subject to an employee service requirement. As an action other than each party approving the contract is required to trigger payment of these sales commissions, they are not considered incremental costs to obtain a contract and are expensed as incurred. Practical Expedients The Company applies a practical expedient to expense sales commissions as incurred when the amortization period would have been one year or less. As a practical expedient, the Company does not account for significant financing components if the period between when the Company transfers the promised product or service to the client and when the client pays for that product or service will be one year or less. For the Company’s software-enabled services contracts which are cancelable with 90 days’ notice, the Company uses the practical expedient applicable to such contracts and has not disclosed the transaction price for the remaining performance obligations as of the end of each reporting period or when the Company expects to recognize this revenue. The Company records revenue net of any taxes assessed by governmental authorities. |
Debt
Debt | 3 Months Ended |
Mar. 31, 2018 | |
Debt Disclosure [Abstract] | |
Debt | Note 3—Debt At March 31, 2018 and December 31, 2017, debt consisted of the following (in thousands): March 31, 2018 December 31, 2017 Senior secured credit facilities, weighted-average interest rate of 4.05% and 3.75%, respectively $ 1,430,925 $ 1,492,175 5.875% senior notes due 2023 600,000 600,000 Unamortized original issue discount and debt issuance costs (44,355 ) (46,980 ) 1,986,570 2,045,195 Less current portion of long-term debt 37,338 37,863 Long-term debt $ 1,949,232 $ 2,007,332 Fair value of debt. The carrying amounts and fair values of financial instruments are as follows (in thousands): March 31, 2018 December 31, 2017 Carrying Fair Carrying Fair Amount Value Amount Value Financial liabilities: Senior secured credit facilities $ 1,430,925 $ 1,436,911 $ 1,492,175 $ 1,500,761 5.875% senior notes due 2023 600,000 630,660 600,000 631,313 The above fair values, which are Level 2 liabilities, were computed based on comparable quoted market prices. The fair values of cash, accounts receivable, net, short-term borrowings, and accounts payable approximate the carrying amounts due to the short-term maturities of these instruments. |
Goodwill
Goodwill | 3 Months Ended |
Mar. 31, 2018 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Goodwill | Note 4—Goodwill The change in carrying value of goodwill as of and for the three months ended March 31, 2018 is as follows (in thousands): Balance at December 31, 2017 $ 3,707,823 Adjustments to prior acquisitions 208 Effect of foreign currency translation 3,150 Balance at March 31, 2018 $ 3,711,181 |
Earnings per Share
Earnings per Share | 3 Months Ended |
Mar. 31, 2018 | |
Earnings Per Share [Abstract] | |
Earnings per Share | Note 5—Earnings per Share Earnings per share (“EPS”) is calculated in accordance with the relevant standards. Basic EPS includes no dilution and is computed by dividing net income available to the Company’s common stockholders by the weighted average number of common shares outstanding during the period. Diluted EPS is computed by dividing net income by the weighted average number of common and common equivalent shares outstanding during the period. Common equivalent shares consist of stock options, stock appreciation rights (“SARs”), restricted stock units (“RSUs”) and restricted stock awards (“RSAs”) using the treasury stock method. Common equivalent shares are excluded from the computation of diluted earnings per share if the effect of including such common equivalent shares is anti-dilutive because their total assumed proceeds exceed the average fair value of common stock for the period. The following table sets forth the computation of basic and diluted EPS (in thousands, except per share amounts): For the Three Months Ended March 31, 2018 2017 Net income $ 51,250 $ 48,147 Shares: Weighted average common shares outstanding — used in calculation of basic EPS 206,993 203,376 Weighted average common stock equivalents — options and restricted shares 10,663 6,328 Weighted average common and common equivalent shares outstanding — used in calculation of diluted EPS 217,656 209,704 Earnings per share - Basic $ 0.25 $ 0.24 Earnings per share - Diluted $ 0.24 $ 0.23 Weighted average stock options and SARs representing 182,333 and 14,455,614 shares were outstanding for the three months ended March 31, 2018 and 2017, respectively, but were not included in the computation of diluted EPS because the effect of including them would be anti-dilutive. Dividends . In 2018, the Company paid a quarterly cash dividend of $0.07 per share of common stock on March 15, 2018 to stockholders of record as of the close of business on March 1, 2018 totaling $14.5 million. In 2017, the Company paid a quarterly cash dividend of $0.0625 per share of common stock on March 15, 2017 to stockholders of record as of the close of business on March 1, 2017, totaling $12.7 million. |
Equity and Stock-based Compensa
Equity and Stock-based Compensation | 3 Months Ended |
Mar. 31, 2018 | |
Equity [Abstract] | |
Equity and Stock-based Compensation | Note 6—Equity and Stock-based Compensation Total stock options, SARs, RSUs and RSAs . The amount of stock-based compensation expense recognized in the Company’s Condensed Consolidated Statements of Comprehensive Income for three months ended March 31, 2018 and 2017 was as follows (in thousands): For the Three Months Ended March 31, Consolidated Statements of Comprehensive Income Classification 2018 2017 Cost of software-enabled services $ 3,544 $ 2,729 Cost of license, maintenance and other related 1,094 1,106 Total cost of revenues 4,638 3,835 Selling and marketing 2,682 2,673 Research and development 2,083 1,987 General and administrative 3,299 2,405 Total operating expenses 8,064 7,065 Total stock-based compensation expense $ 12,702 $ 10,900 The following table summarizes stock option and SAR activity as of and for the three months ended March 31, 2018: Shares Outstanding at December 31, 2017 31,339,515 Granted 347,500 Cancelled/forfeited (218,882 ) Exercised (1,413,744 ) Outstanding at March 31, 2018 30,054,389 The following table summarizes RSU activity as of and for the three months ended March 31, 2018: Shares Outstanding at December 31, 2017 183,076 Granted 24,923 Cancelled/forfeited (556 ) Vested (14,628 ) Outstanding at March 31, 2018 192,815 |
Income Taxes
Income Taxes | 3 Months Ended |
Mar. 31, 2018 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Note 7—Income Taxes The effective tax rate was 17.2% and 17.4% for the three months ended March 31, 2018 and 2017, respectively. The change in the effective tax rate for the three months ended March 31, 2018 was primarily due to the decrease in the domestic statutory tax rate from 35% to 21%, offset partially by the unfavorable impact of a tax on Global Intangible Low-Taxed Income (“GILTI”). Both the domestic statutory tax rate decrease and GILTI tax became effective January 1, 2018 as a result of the Tax Cut and Jobs Act of 2017 (“Tax Act”) enacted into law in the U.S. on December 22, 2017. In December 2017, the SEC Staff issued Staff Accounting Bulletin No. 118 (“SAB 118”) to provide guidance on how to implement the accounting required as a result of the Tax Act. Due to the complexity of the Tax Act, SAB 118 allowed companies to record provisional amounts, or reasonable estimates of the tax effects of the Act during a measurement period not to exceed one year beyond the enactment date. Accordingly, we provided provisional amounts for the period ending December 31, 2017 relating to the deemed repatriation provisions, revaluation of deferred taxes, other international provisions and the related state tax impacts. We have not yet completed our accounting related to these items and we did not record any significant adjustments related to our provisional amounts during the period ending March 31, 2018. We will continue to analyze the provisional amounts in conjunction with guidance issued by the Department of Treasury in order to complete our accounting during the measurement period. |
Acquisitions
Acquisitions | 3 Months Ended |
Mar. 31, 2018 | |
Business Combinations [Abstract] | |
Acquisitions | Note 8—Acquisitions The following unaudited pro forma condensed consolidated results of operations are provided for illustrative purposes only and assume that the acquisitions of CommonWealth Fund Services Ltd. and Modestspark occurred on January 1, 2016. This unaudited pro forma information (in thousands, except per share data) should not be relied upon as being indicative of the historical results that would have been obtained if the acquisitions had actually occurred on that date, nor of the results that may be obtained in the future. For the Three Months Ended March 31, 2017 Revenues $ 411,045 Net income $ 50,482 Basic EPS $ 0.25 Diluted EPS $ 0.24 Basic weighted average number of common shares outstanding 203,376 Diluted weighted average number of common and common equivalent shares outstanding 209,704 |
Commitments and Contingencies
Commitments and Contingencies | 3 Months Ended |
Mar. 31, 2018 | |
Commitments And Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Note 9—Commitments and Contingencies From time to time, the Company is subject to legal proceedings and claims. In the opinion of the Company's management, the Company is not involved in any litigation or proceedings that would have a material adverse effect on the Company or its business. |
Supplemental Guarantor Financia
Supplemental Guarantor Financial Statements | 3 Months Ended |
Mar. 31, 2018 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
Supplemental Guarantor Financial Statements | Note 10—Supplemental Guarantor Financial Statements On July 8, 2015, the Company issued $600.0 million aggregate principal amount of 5.875% Senior Notes due 2023 (the “Senior Notes”). The Senior Notes are jointly and severally and fully and unconditionally guaranteed, in each case subject to certain customary release provisions, by substantially all wholly-owned domestic subsidiaries of the Company that guarantee the Company’s Amended Senior Secured Credit Agreement (collectively “Guarantors”). All of the Guarantors are 100% owned by the Company. All other subsidiaries of the Company, either direct or indirect, do not guarantee the Senior Notes (“Non-Guarantors”). The Guarantors also unconditionally guarantee the Amended Senior Secured Credit Agreement. There are no significant restrictions on the ability of the Company or any of the subsidiaries that are Guarantors to obtain funds from its subsidiaries by dividend or loan. Condensed consolidating financial information as of March 31, 2018 and December 31, 2017 and for the three months ended March 31, 2018 and 2017 are presented. The condensed consolidating financial information of the Company and its subsidiaries are as follows (in thousands): March 31, 2018 Parent Guarantor Subsidiaries Non-guarantor Subsidiaries Consolidating and Eliminating Adjustments Consolidated Cash and cash equivalents $ — $ 10,952 $ 63,125 $ — $ 74,077 Accounts receivable, net — 177,378 86,698 — 264,076 Contract asset — 11,156 786 — 11,942 Prepaid expenses and other current assets — 16,100 19,459 — 35,559 Restricted cash — 543 — — 543 Net property, plant and equipment — 61,058 40,936 — 101,994 Investment in subsidiaries 3,512,062 982,351 — (4,494,413 ) — Intercompany receivables — 265,532 116,137 (381,669 ) — Deferred income taxes, long-term — — 2,041 — 2,041 Long-term contract asset — 21,406 670 — 22,076 Goodwill, intangible and other assets, net — 3,836,385 1,200,891 — 5,037,276 Total assets $ 3,512,062 $ 5,382,861 $ 1,530,743 $ (4,876,082 ) $ 5,549,584 Current portion of long-term debt — 12,199 25,139 — 37,338 Accounts payable — 8,441 9,196 — 17,637 Accrued expenses 7,344 57,597 45,747 — 110,688 Income taxes payable — 13,140 3,042 — 16,182 Deferred revenue — 163,056 29,968 — 193,024 Long-term debt, net of current portion 600,000 1,154,848 194,384 — 1,949,232 Other long-term liabilities — 83,125 37,496 — 120,621 Intercompany payables 88,810 116,137 176,722 (381,669 ) — Deferred income taxes, long-term — 262,256 26,698 — 288,954 Total liabilities 696,154 1,870,799 548,392 (381,669 ) 2,733,676 Total stockholders’ equity 2,815,908 3,512,062 982,351 (4,494,413 ) 2,815,908 Total liabilities and stockholders’ equity $ 3,512,062 $ 5,382,861 $ 1,530,743 $ (4,876,082 ) $ 5,549,584 December 31, 2017 Parent Guarantor Subsidiaries Non-guarantor Subsidiaries Consolidating and Eliminating Adjustments Consolidated Cash and cash equivalents $ — $ 21,191 $ 42,866 $ — $ 64,057 Accounts receivable, net — 173,997 69,903 — 243,900 Prepaid expenses and other current assets — 19,770 18,972 — 38,742 Prepaid income taxes — 6,366 5,800 — 12,166 Restricted cash — 592 — — 592 Net property, plant and equipment — 60,774 40,182 — 100,956 Investment in subsidiaries 3,373,730 938,794 — (4,312,524 ) — Intercompany receivables — 199,503 74,005 (273,508 ) — Deferred income taxes, long-term — — 2,324 — 2,324 Goodwill, intangible and other assets, net — 3,871,503 1,205,276 — 5,076,779 Total assets $ 3,373,730 $ 5,292,490 $ 1,459,328 $ (4,586,032 ) $ 5,539,516 Current portion of long-term debt — 12,626 25,237 — 37,863 Accounts payable — 19,223 7,864 — 27,087 Accrued expenses 16,157 96,540 55,381 — 168,078 Income taxes payable — — 6,031 — 6,031 Deferred revenue — 182,181 22,420 — 204,601 Long-term debt, net of current portion 600,000 1,197,576 209,756 — 2,007,332 Other long-term liabilities — 82,239 36,440 — 118,679 Intercompany payables 71,185 74,005 128,318 (273,508 ) — Deferred income taxes, long-term — 254,370 29,087 — 283,457 Total liabilities 687,342 1,918,760 520,534 (273,508 ) 2,853,128 Total stockholders’ equity 2,686,388 3,373,730 938,794 (4,312,524 ) 2,686,388 Total liabilities and stockholders’ equity $ 3,373,730 $ 5,292,490 $ 1,459,328 $ (4,586,032 ) $ 5,539,516 For the Three Months Ended March 31, 2018 Parent Guarantor Subsidiaries Non-guarantor Subsidiaries Consolidating and Eliminating Adjustments Consolidated Revenues $ — $ 287,651 $ 134,453 $ (175 ) $ 421,929 Cost of revenues — 149,678 80,077 (175 ) 229,580 Gross profit — 137,973 54,376 — 192,349 Operating expenses: Selling and marketing — 22,025 9,125 — 31,150 Research and development — 27,289 11,630 — 38,919 General and administrative — 26,690 8,743 — 35,433 Total operating expenses — 76,004 29,498 — 105,502 Operating income — 61,969 24,878 — 86,847 Interest expense, net (8,813 ) (12,267 ) (4,274 ) — (25,354 ) Other (expense) income, net — (18,846 ) 19,284 — 438 Earnings from subsidiaries 60,063 33,480 — (93,543 ) — Income before income taxes 51,250 64,336 39,888 (93,543 ) 61,931 Provision for income taxes — 4,273 6,408 — 10,681 Net income $ 51,250 $ 60,063 $ 33,480 $ (93,543 ) $ 51,250 Other comprehensive income, net of tax: Foreign currency exchange translation adjustment 5,217 5,217 7,386 (12,603 ) 5,217 Comprehensive income $ 56,467 $ 65,280 $ 40,866 $ (106,146 ) $ 56,467 For the Three Months Ended March 31, 2017 Parent Guarantor Subsidiaries Non-guarantor Subsidiaries Consolidating and Eliminating Adjustments Consolidated Revenues $ — $ 286,034 $ 122,100 $ (435 ) $ 407,699 Cost of revenues — 144,757 73,137 (435 ) 217,459 Gross profit — 141,277 48,963 — 190,240 Operating expenses: Selling and marketing — 22,625 7,617 — 30,242 Research and development — 27,169 11,280 — 38,449 General and administrative — 22,608 9,224 — 31,832 Total operating expenses — 72,402 28,121 — 100,523 Operating income — 68,875 20,842 — 89,717 Interest expense, net (8,813 ) (15,004 ) (5,203 ) — (29,020 ) Other (expense) income, net — (17,731 ) 17,660 — (71 ) Loss on extinguishment of debt — (1,743 ) (583 ) — (2,326 ) Earnings from subsidiaries 56,960 28,629 — (85,589 ) — Income before income taxes 48,147 63,026 32,716 (85,589 ) 58,300 Provision for income taxes — 6,066 4,087 — 10,153 Net income $ 48,147 $ 56,960 $ 28,629 $ (85,589 ) $ 48,147 Other comprehensive income, net of tax: Foreign currency exchange translation adjustment 10,779 10,779 10,109 (20,888 ) 10,779 Comprehensive income $ 58,926 $ 67,739 $ 38,738 $ (106,477 ) $ 58,926 For the Three Months Ended March 31, 2018 Parent Guarantor Subsidiaries Non-guarantor Subsidiaries Consolidating and Eliminating Adjustments Consolidated Cash Flow from Operating Activities: Net income $ 51,250 $ 60,063 $ 33,480 $ (93,543 ) $ 51,250 Non-cash adjustments — 48,163 16,184 — 64,347 Intercompany transactions 17,626 (22,927 ) 5,301 — — Earnings from subsidiaries (60,063 ) (33,480 ) — 93,543 — Changes in operating assets and liabilities (8,813 ) (22,644 ) (14,196 ) — (45,653 ) Net cash provided by operating activities — 29,175 40,769 — 69,944 Cash Flow from Investment Activities: Additions to property and equipment — (4,173 ) (2,990 ) — (7,163 ) Cash paid for business acquisitions, net of cash acquired — — (191 ) — (191 ) Additions to capitalized software — (2,689 ) (1,256 ) — (3,945 ) Net cash used in investing activities — (6,862 ) (4,437 ) — (11,299 ) Cash Flow from Financing Activities: Cash received from debt borrowings — 45,000 — — 45,000 Repayments of debt — (90,250 ) (16,000 ) — (106,250 ) Transactions involving Holding's common stock — 12,457 — — 12,457 Intercompany transactions — 192 (192 ) — — Net cash used in financing activities — (32,601 ) (16,192 ) — (48,793 ) Effect of exchange rate changes on cash, cash equivalents and restricted cash — — 119 — 119 Net increase (decrease) in cash, cash equivalents and restricted cash — (10,288 ) 20,259 — 9,971 Cash, cash equivalents and restricted cash, beginning of period — 21,783 42,866 — 64,649 Cash, cash equivalents and restricted cash, end of period $ — $ 11,495 $ 63,125 $ — $ 74,620 For the Three Months Ended March 31, 2017 Parent Guarantor Subsidiaries Non-guarantor Subsidiaries Consolidating and Eliminating Adjustments Consolidated Cash Flow from Operating Activities: Net income $ 48,147 $ 56,960 $ 28,629 $ (85,589 ) $ 48,147 Non-cash adjustments — 51,401 16,907 — 68,308 Intercompany transactions 17,625 (12,791 ) (4,834 ) — — Earnings from subsidiaries (56,960 ) (28,629 ) — 85,589 — Changes in operating assets and liabilities (8,812 ) (36,492 ) (13,263 ) — (58,567 ) Net cash provided by operating activities — 30,449 27,439 — 57,888 Cash Flow from Investment Activities: Additions to property and equipment — (5,027 ) (963 ) — (5,990 ) Cash paid for business acquisitions, net of cash acquired — 1,802 3 — 1,805 Additions to capitalized software — (2,331 ) (946 ) — (3,277 ) Net cash used in investing activities — (5,556 ) (1,906 ) — (7,462 ) Cash Flow from Financing Activities: Cash received from debt borrowings — 45,000 — — 45,000 Repayments of debt — (77,200 ) (28,000 ) — (105,200 ) Transactions involving Holding's common stock — 713 — — 713 Fees paid for debt extinguishment — (943 ) (420 ) — (1,363 ) Intercompany transactions — 60 (60 ) — — Net cash used in financing activities — (32,370 ) (28,480 ) — (60,850 ) Effect of exchange rate changes on cash, cash equivalents and restricted cash — — 1,663 — 1,663 Net decrease in cash, cash equivalents and restricted cash — (7,477 ) (1,284 ) — (8,761 ) Cash, cash equivalents and restricted cash, beginning of period — 35,511 84,163 — 119,674 Cash, cash equivalents and restricted cash, end of period $ — $ 28,034 $ 82,879 $ — $ 110,913 |
Subsequent Events
Subsequent Events | 3 Months Ended |
Mar. 31, 2018 | |
Subsequent Events [Abstract] | |
Subsequent Events | Note 11—Subsequent Events Equity offering. In April 2018, the Company completed a public offering of its common stock. The offering included 30,262,250 newly issued shares of common stock sold by the Company at an offering price to the public of $47.50 per share for which the Company received total net proceeds of approximately $1.4 billion. A cquisition of DST Systems, Inc. On April 16, 2018, the Company purchased all of the outstanding stock of DST Systems, Inc. (“DST”) for approximately $5.0 billion in cash, plus the costs, fees, expenses and debt assumed in connection with the transaction. In connection with this acquisition, the Company entered into an amended and restated senior secured credit facility pursuant to which the Company borrowed an aggregate of approximately $7.4 billion (approximately $524.5 million of which was rolled over from the Company’s existing credit facility). A portion of these proceeds was used to repay the Company’s Senior Notes and the remaining amounts outstanding under the Company’s existing credit facility. In addition, the amended and restated senior secured credit facility includes an undrawn revolving credit facility of $250.0 million. DST is a global provider of specialized technology, strategic advisory and business operations outsourcing to the financial services and healthcare industries. The net assets and results of operations of DST will be included in the Company’s consolidated financial statements from April 16, 2018. The relevant business combination disclosures will be included in the Company’s consolidated financial statements once preliminary accounting has been completed. |
Basis of Presentation (Policies
Basis of Presentation (Policies) | 3 Months Ended |
Mar. 31, 2018 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
Recently Adopted Accounting Pronouncements | Recently Adopted Accounting Pronouncements In August 2016, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2016-15, Classification of Certain Cash Receipts and Cash Payments In May 2014, the FASB issued ASU, Revenue from Contracts with Customers (Topic 606) |
Recent Accounting Pronouncements Not Yet Effective | Recent Accounting Pronouncements Not Yet Effective In June 2016, the FASB issued ASU 2016-13, Measurement of Credit Losses on Financial Instruments In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842) recognize the majority of the Company’s operating lease commitments as operating lease liabilities and right-of-use assets upon adoption, which will result in a material increase in the assets and liabilities recorded on the Company’s Condensed Consolidated Balance Sheet. The Company is continuing its assessment, which may identify additional impacts this ASU will have on the Company’s Condensed Consolidated Financial Statements and related disclosures and internal controls over financial reporting. |
Revenues (Tables)
Revenues (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Disaggregation of Revenues by Geography and Source | The following table disaggregates our revenues by geography (in thousands): Three Months Ended March 31, 2018 2017 (1) United States $ 302,703 $ 296,836 United Kingdom 32,011 27,543 Asia-Pacific and Japan 28,988 26,449 Europe, excluding United Kingdom 27,808 24,876 Canada 18,318 20,628 Americas, excluding United States and Canada 12,101 11,367 Total $ 421,929 $ 407,699 (1) As noted above, prior period amounts have not been adjusted under the modified retrospective method. The following table disaggregates our revenues by source (in thousands): Three Months Ended March 31, 2018 2017 (1) Software-enabled services $ 294,803 $ 276,452 Maintenance and term licenses 107,756 110,557 Perpetual licenses 4,400 2,828 Professional services 14,970 17,862 Total $ 421,929 $ 407,699 (1) As noted above, prior period amounts have not been adjusted under the modified retrospective method. |
ASU 2014-09 [Member] | |
Impact of Adoption of ASC 606 on Company's Condensed Consolidated Statement of Comprehensive Income | The impact of adoption of ASC 606 on the Company’s Condensed Consolidated Statement of Comprehensive Income was as follows (in thousands): For the Three Months Ended March 31, 2018 As Reported Balance without adoption of ASC 606 Effect of Change Revenues: License, maintenance and related $ 127,126 $ 122,128 $ 4,998 Operating expenses: Selling and marketing $ 31,150 $ 31,748 $ (598 ) |
Impact of Adoption of ASC 606 on Company's Condensed Consolidated Balance Sheet | The impact of adoption of ASC 606 on the Company’s Condensed Consolidated Balance Sheet was as follows (in thousands): As of March 31, 2018 As Reported Balance without adoption of ASC 606 Effect of Change Assets: Accounts receivable, net $ 264,076 $ 265,272 $ (1,196 ) Contract asset (current) 11,942 - 11,942 Prepaid expenses and other current assets 35,559 31,943 3,616 Contract asset (non-current) 22,076 - 22,076 Liabilities: Deferred revenue $ 193,024 $ 230,504 $ (37,480 ) Other long-term liabilities 120,621 118,115 2,506 |
Debt (Tables)
Debt (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Debt Disclosure [Abstract] | |
Component of Debt | At March 31, 2018 and December 31, 2017, debt consisted of the following (in thousands): March 31, 2018 December 31, 2017 Senior secured credit facilities, weighted-average interest rate of 4.05% and 3.75%, respectively $ 1,430,925 $ 1,492,175 5.875% senior notes due 2023 600,000 600,000 Unamortized original issue discount and debt issuance costs (44,355 ) (46,980 ) 1,986,570 2,045,195 Less current portion of long-term debt 37,338 37,863 Long-term debt $ 1,949,232 $ 2,007,332 |
Schedule of Carrying Amounts and Fair Values of Financial Instruments | The carrying amounts and fair values of financial instruments are as follows (in thousands): March 31, 2018 December 31, 2017 Carrying Fair Carrying Fair Amount Value Amount Value Financial liabilities: Senior secured credit facilities $ 1,430,925 $ 1,436,911 $ 1,492,175 $ 1,500,761 5.875% senior notes due 2023 600,000 630,660 600,000 631,313 |
Goodwill (Tables)
Goodwill (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Summary of Change in Carrying Value of Goodwill | The change in carrying value of goodwill as of and for the three months ended March 31, 2018 is as follows (in thousands): Balance at December 31, 2017 $ 3,707,823 Adjustments to prior acquisitions 208 Effect of foreign currency translation 3,150 Balance at March 31, 2018 $ 3,711,181 |
Earnings per Share (Tables)
Earnings per Share (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Earnings Per Share [Abstract] | |
Computation of Basic and Diluted EPS | The following table sets forth the computation of basic and diluted EPS (in thousands, except per share amounts): For the Three Months Ended March 31, 2018 2017 Net income $ 51,250 $ 48,147 Shares: Weighted average common shares outstanding — used in calculation of basic EPS 206,993 203,376 Weighted average common stock equivalents — options and restricted shares 10,663 6,328 Weighted average common and common equivalent shares outstanding — used in calculation of diluted EPS 217,656 209,704 Earnings per share - Basic $ 0.25 $ 0.24 Earnings per share - Diluted $ 0.24 $ 0.23 |
Equity and Stock-based Compen22
Equity and Stock-based Compensation (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Equity [Abstract] | |
Schedule of Stock-Based Compensation Expense Recognized | Total stock options, SARs, RSUs and RSAs . The amount of stock-based compensation expense recognized in the Company’s Condensed Consolidated Statements of Comprehensive Income for three months ended March 31, 2018 and 2017 was as follows (in thousands): For the Three Months Ended March 31, Consolidated Statements of Comprehensive Income Classification 2018 2017 Cost of software-enabled services $ 3,544 $ 2,729 Cost of license, maintenance and other related 1,094 1,106 Total cost of revenues 4,638 3,835 Selling and marketing 2,682 2,673 Research and development 2,083 1,987 General and administrative 3,299 2,405 Total operating expenses 8,064 7,065 Total stock-based compensation expense $ 12,702 $ 10,900 |
Summary of Stock Option and SAR Activity | The following table summarizes stock option and SAR activity as of and for the three months ended March 31, 2018: Shares Outstanding at December 31, 2017 31,339,515 Granted 347,500 Cancelled/forfeited (218,882 ) Exercised (1,413,744 ) Outstanding at March 31, 2018 30,054,389 |
Summary of RSU Activity | The following table summarizes RSU activity as of and for the three months ended March 31, 2018: Shares Outstanding at December 31, 2017 183,076 Granted 24,923 Cancelled/forfeited (556 ) Vested (14,628 ) Outstanding at March 31, 2018 192,815 |
Acquisitions (Tables)
Acquisitions (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Business Combinations [Abstract] | |
Summary of Unaudited Pro Forma Information | The following unaudited pro forma condensed consolidated results of operations are provided for illustrative purposes only and assume that the acquisitions of CommonWealth Fund Services Ltd. and Modestspark occurred on January 1, 2016. This unaudited pro forma information (in thousands, except per share data) should not be relied upon as being indicative of the historical results that would have been obtained if the acquisitions had actually occurred on that date, nor of the results that may be obtained in the future. For the Three Months Ended March 31, 2017 Revenues $ 411,045 Net income $ 50,482 Basic EPS $ 0.25 Diluted EPS $ 0.24 Basic weighted average number of common shares outstanding 203,376 Diluted weighted average number of common and common equivalent shares outstanding 209,704 |
Supplemental Guarantor Financ24
Supplemental Guarantor Financial Statements (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
Schedule Of Condensed Consolidating Financial Information | The condensed consolidating financial information of the Company and its subsidiaries are as follows (in thousands): March 31, 2018 Parent Guarantor Subsidiaries Non-guarantor Subsidiaries Consolidating and Eliminating Adjustments Consolidated Cash and cash equivalents $ — $ 10,952 $ 63,125 $ — $ 74,077 Accounts receivable, net — 177,378 86,698 — 264,076 Contract asset — 11,156 786 — 11,942 Prepaid expenses and other current assets — 16,100 19,459 — 35,559 Restricted cash — 543 — — 543 Net property, plant and equipment — 61,058 40,936 — 101,994 Investment in subsidiaries 3,512,062 982,351 — (4,494,413 ) — Intercompany receivables — 265,532 116,137 (381,669 ) — Deferred income taxes, long-term — — 2,041 — 2,041 Long-term contract asset — 21,406 670 — 22,076 Goodwill, intangible and other assets, net — 3,836,385 1,200,891 — 5,037,276 Total assets $ 3,512,062 $ 5,382,861 $ 1,530,743 $ (4,876,082 ) $ 5,549,584 Current portion of long-term debt — 12,199 25,139 — 37,338 Accounts payable — 8,441 9,196 — 17,637 Accrued expenses 7,344 57,597 45,747 — 110,688 Income taxes payable — 13,140 3,042 — 16,182 Deferred revenue — 163,056 29,968 — 193,024 Long-term debt, net of current portion 600,000 1,154,848 194,384 — 1,949,232 Other long-term liabilities — 83,125 37,496 — 120,621 Intercompany payables 88,810 116,137 176,722 (381,669 ) — Deferred income taxes, long-term — 262,256 26,698 — 288,954 Total liabilities 696,154 1,870,799 548,392 (381,669 ) 2,733,676 Total stockholders’ equity 2,815,908 3,512,062 982,351 (4,494,413 ) 2,815,908 Total liabilities and stockholders’ equity $ 3,512,062 $ 5,382,861 $ 1,530,743 $ (4,876,082 ) $ 5,549,584 December 31, 2017 Parent Guarantor Subsidiaries Non-guarantor Subsidiaries Consolidating and Eliminating Adjustments Consolidated Cash and cash equivalents $ — $ 21,191 $ 42,866 $ — $ 64,057 Accounts receivable, net — 173,997 69,903 — 243,900 Prepaid expenses and other current assets — 19,770 18,972 — 38,742 Prepaid income taxes — 6,366 5,800 — 12,166 Restricted cash — 592 — — 592 Net property, plant and equipment — 60,774 40,182 — 100,956 Investment in subsidiaries 3,373,730 938,794 — (4,312,524 ) — Intercompany receivables — 199,503 74,005 (273,508 ) — Deferred income taxes, long-term — — 2,324 — 2,324 Goodwill, intangible and other assets, net — 3,871,503 1,205,276 — 5,076,779 Total assets $ 3,373,730 $ 5,292,490 $ 1,459,328 $ (4,586,032 ) $ 5,539,516 Current portion of long-term debt — 12,626 25,237 — 37,863 Accounts payable — 19,223 7,864 — 27,087 Accrued expenses 16,157 96,540 55,381 — 168,078 Income taxes payable — — 6,031 — 6,031 Deferred revenue — 182,181 22,420 — 204,601 Long-term debt, net of current portion 600,000 1,197,576 209,756 — 2,007,332 Other long-term liabilities — 82,239 36,440 — 118,679 Intercompany payables 71,185 74,005 128,318 (273,508 ) — Deferred income taxes, long-term — 254,370 29,087 — 283,457 Total liabilities 687,342 1,918,760 520,534 (273,508 ) 2,853,128 Total stockholders’ equity 2,686,388 3,373,730 938,794 (4,312,524 ) 2,686,388 Total liabilities and stockholders’ equity $ 3,373,730 $ 5,292,490 $ 1,459,328 $ (4,586,032 ) $ 5,539,516 For the Three Months Ended March 31, 2018 Parent Guarantor Subsidiaries Non-guarantor Subsidiaries Consolidating and Eliminating Adjustments Consolidated Revenues $ — $ 287,651 $ 134,453 $ (175 ) $ 421,929 Cost of revenues — 149,678 80,077 (175 ) 229,580 Gross profit — 137,973 54,376 — 192,349 Operating expenses: Selling and marketing — 22,025 9,125 — 31,150 Research and development — 27,289 11,630 — 38,919 General and administrative — 26,690 8,743 — 35,433 Total operating expenses — 76,004 29,498 — 105,502 Operating income — 61,969 24,878 — 86,847 Interest expense, net (8,813 ) (12,267 ) (4,274 ) — (25,354 ) Other (expense) income, net — (18,846 ) 19,284 — 438 Earnings from subsidiaries 60,063 33,480 — (93,543 ) — Income before income taxes 51,250 64,336 39,888 (93,543 ) 61,931 Provision for income taxes — 4,273 6,408 — 10,681 Net income $ 51,250 $ 60,063 $ 33,480 $ (93,543 ) $ 51,250 Other comprehensive income, net of tax: Foreign currency exchange translation adjustment 5,217 5,217 7,386 (12,603 ) 5,217 Comprehensive income $ 56,467 $ 65,280 $ 40,866 $ (106,146 ) $ 56,467 For the Three Months Ended March 31, 2017 Parent Guarantor Subsidiaries Non-guarantor Subsidiaries Consolidating and Eliminating Adjustments Consolidated Revenues $ — $ 286,034 $ 122,100 $ (435 ) $ 407,699 Cost of revenues — 144,757 73,137 (435 ) 217,459 Gross profit — 141,277 48,963 — 190,240 Operating expenses: Selling and marketing — 22,625 7,617 — 30,242 Research and development — 27,169 11,280 — 38,449 General and administrative — 22,608 9,224 — 31,832 Total operating expenses — 72,402 28,121 — 100,523 Operating income — 68,875 20,842 — 89,717 Interest expense, net (8,813 ) (15,004 ) (5,203 ) — (29,020 ) Other (expense) income, net — (17,731 ) 17,660 — (71 ) Loss on extinguishment of debt — (1,743 ) (583 ) — (2,326 ) Earnings from subsidiaries 56,960 28,629 — (85,589 ) — Income before income taxes 48,147 63,026 32,716 (85,589 ) 58,300 Provision for income taxes — 6,066 4,087 — 10,153 Net income $ 48,147 $ 56,960 $ 28,629 $ (85,589 ) $ 48,147 Other comprehensive income, net of tax: Foreign currency exchange translation adjustment 10,779 10,779 10,109 (20,888 ) 10,779 Comprehensive income $ 58,926 $ 67,739 $ 38,738 $ (106,477 ) $ 58,926 For the Three Months Ended March 31, 2018 Parent Guarantor Subsidiaries Non-guarantor Subsidiaries Consolidating and Eliminating Adjustments Consolidated Cash Flow from Operating Activities: Net income $ 51,250 $ 60,063 $ 33,480 $ (93,543 ) $ 51,250 Non-cash adjustments — 48,163 16,184 — 64,347 Intercompany transactions 17,626 (22,927 ) 5,301 — — Earnings from subsidiaries (60,063 ) (33,480 ) — 93,543 — Changes in operating assets and liabilities (8,813 ) (22,644 ) (14,196 ) — (45,653 ) Net cash provided by operating activities — 29,175 40,769 — 69,944 Cash Flow from Investment Activities: Additions to property and equipment — (4,173 ) (2,990 ) — (7,163 ) Cash paid for business acquisitions, net of cash acquired — — (191 ) — (191 ) Additions to capitalized software — (2,689 ) (1,256 ) — (3,945 ) Net cash used in investing activities — (6,862 ) (4,437 ) — (11,299 ) Cash Flow from Financing Activities: Cash received from debt borrowings — 45,000 — — 45,000 Repayments of debt — (90,250 ) (16,000 ) — (106,250 ) Transactions involving Holding's common stock — 12,457 — — 12,457 Intercompany transactions — 192 (192 ) — — Net cash used in financing activities — (32,601 ) (16,192 ) — (48,793 ) Effect of exchange rate changes on cash, cash equivalents and restricted cash — — 119 — 119 Net increase (decrease) in cash, cash equivalents and restricted cash — (10,288 ) 20,259 — 9,971 Cash, cash equivalents and restricted cash, beginning of period — 21,783 42,866 — 64,649 Cash, cash equivalents and restricted cash, end of period $ — $ 11,495 $ 63,125 $ — $ 74,620 For the Three Months Ended March 31, 2017 Parent Guarantor Subsidiaries Non-guarantor Subsidiaries Consolidating and Eliminating Adjustments Consolidated Cash Flow from Operating Activities: Net income $ 48,147 $ 56,960 $ 28,629 $ (85,589 ) $ 48,147 Non-cash adjustments — 51,401 16,907 — 68,308 Intercompany transactions 17,625 (12,791 ) (4,834 ) — — Earnings from subsidiaries (56,960 ) (28,629 ) — 85,589 — Changes in operating assets and liabilities (8,812 ) (36,492 ) (13,263 ) — (58,567 ) Net cash provided by operating activities — 30,449 27,439 — 57,888 Cash Flow from Investment Activities: Additions to property and equipment — (5,027 ) (963 ) — (5,990 ) Cash paid for business acquisitions, net of cash acquired — 1,802 3 — 1,805 Additions to capitalized software — (2,331 ) (946 ) — (3,277 ) Net cash used in investing activities — (5,556 ) (1,906 ) — (7,462 ) Cash Flow from Financing Activities: Cash received from debt borrowings — 45,000 — — 45,000 Repayments of debt — (77,200 ) (28,000 ) — (105,200 ) Transactions involving Holding's common stock — 713 — — 713 Fees paid for debt extinguishment — (943 ) (420 ) — (1,363 ) Intercompany transactions — 60 (60 ) — — Net cash used in financing activities — (32,370 ) (28,480 ) — (60,850 ) Effect of exchange rate changes on cash, cash equivalents and restricted cash — — 1,663 — 1,663 Net decrease in cash, cash equivalents and restricted cash — (7,477 ) (1,284 ) — (8,761 ) Cash, cash equivalents and restricted cash, beginning of period — 35,511 84,163 — 119,674 Cash, cash equivalents and restricted cash, end of period $ — $ 28,034 $ 82,879 $ — $ 110,913 |
Basis of Presentation - Additio
Basis of Presentation - Additional Information (Detail) | 3 Months Ended |
Mar. 31, 2018Source | |
ASC 606 [Member] | |
Basis Of Presentation [Line Items] | |
Number of primary sources of revenues | 2 |
Revenues - Additional Informati
Revenues - Additional Information (Details) - USD ($) $ in Thousands | Jan. 01, 2018 | Mar. 31, 2018 | Dec. 31, 2017 |
Deferred Revenue Arrangement [Line Items] | |||
Retained earnings | $ 851,495 | $ 766,856 | |
Maintenance contract term | 1 year | ||
Deferred revenue presented net within contract assets arised from contract | $ 29,300 | ||
Deferred revenue recognized | 76,500 | ||
Revenue expected to be recognized from remaining performance obligations | 266,300 | ||
Revenue expected to be recognized from remaining performance obligations in next twelve months | $ 174,100 | ||
Software-enabled Services [Member] | |||
Deferred Revenue Arrangement [Line Items] | |||
Notice period for cancelling contract | 90 days | ||
Minimum [Member] | Software-enabled Services [Member] | |||
Deferred Revenue Arrangement [Line Items] | |||
Revenue recognition period | 1 year | ||
Maximum [Member] | Software-enabled Services [Member] | |||
Deferred Revenue Arrangement [Line Items] | |||
Revenue recognition period | 5 years | ||
Effect of Change [Member] | ASU 2014-09 [Member] | |||
Deferred Revenue Arrangement [Line Items] | |||
Retained earnings | $ 65,800 | ||
Cumulative impact on retained earnings, net of tax | $ 47,900 | ||
Decrease in revenue | $ (11,800) |
Revenues - Impact of Adoption o
Revenues - Impact of Adoption of ASC 606 on Company's Condensed Consolidated Statement of Comprehensive Income (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
Revenues: | ||
License, maintenance and related | $ 127,126 | $ 131,247 |
Operating expenses: | ||
Selling and marketing | 31,150 | $ 30,242 |
Balance Without Adoption of ASC 606 [Member] | ASU 2014-09 [Member] | ||
Revenues: | ||
License, maintenance and related | 122,128 | |
Operating expenses: | ||
Selling and marketing | 31,748 | |
Effect of Change [Member] | ASU 2014-09 [Member] | ||
Revenues: | ||
License, maintenance and related | 4,998 | |
Operating expenses: | ||
Selling and marketing | $ (598) |
Revenues - Impact of Adoption28
Revenues - Impact of Adoption of ASC 606 on Company's Condensed Consolidated Balance Sheet (Details) - USD ($) $ in Thousands | Mar. 31, 2018 | Dec. 31, 2017 |
ASSETS | ||
Accounts receivable, net of allowance for doubtful accounts of $7,390 and $6,739, respectively | $ 264,076 | $ 243,900 |
Contract asset (current) | 11,942 | |
Prepaid expenses and other current assets | 35,559 | 38,742 |
Contract asset (non-current) | 22,076 | |
Liabilities: | ||
Deferred revenue | 193,024 | 204,601 |
Other long-term liabilities | 120,621 | $ 118,679 |
ASU 2014-09 [Member] | Balance Without Adoption of ASC 606 [Member] | ||
ASSETS | ||
Accounts receivable, net of allowance for doubtful accounts of $7,390 and $6,739, respectively | 265,272 | |
Prepaid expenses and other current assets | 31,943 | |
Liabilities: | ||
Deferred revenue | 230,504 | |
Other long-term liabilities | 118,115 | |
ASU 2014-09 [Member] | Effect of Change [Member] | ||
ASSETS | ||
Accounts receivable, net of allowance for doubtful accounts of $7,390 and $6,739, respectively | (1,196) | |
Contract asset (current) | 11,942 | |
Prepaid expenses and other current assets | 3,616 | |
Contract asset (non-current) | 22,076 | |
Liabilities: | ||
Deferred revenue | (37,480) | |
Other long-term liabilities | $ 2,506 |
Revenues - Disaggregation of Re
Revenues - Disaggregation of Revenues by Geography (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
Disaggregation Of Revenue [Line Items] | ||
Disaggregation of revenue | $ 421,929 | $ 407,699 |
United States [Member] | ||
Disaggregation Of Revenue [Line Items] | ||
Disaggregation of revenue | 302,703 | 296,836 |
United Kingdom [Member] | ||
Disaggregation Of Revenue [Line Items] | ||
Disaggregation of revenue | 32,011 | 27,543 |
Asia-Pacific and Japan [Member] | ||
Disaggregation Of Revenue [Line Items] | ||
Disaggregation of revenue | 28,988 | 26,449 |
Europe, excluding United Kingdom [Member] | ||
Disaggregation Of Revenue [Line Items] | ||
Disaggregation of revenue | 27,808 | 24,876 |
Canada [Member] | ||
Disaggregation Of Revenue [Line Items] | ||
Disaggregation of revenue | 18,318 | 20,628 |
Americas, excluding United States and Canada [Member] | ||
Disaggregation Of Revenue [Line Items] | ||
Disaggregation of revenue | $ 12,101 | $ 11,367 |
Revenues - Disaggregation of 30
Revenues - Disaggregation of Revenues by Source (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
Disaggregation Of Revenue [Line Items] | ||
Disaggregation of revenue | $ 421,929 | $ 407,699 |
Software-enabled Services [Member] | ||
Disaggregation Of Revenue [Line Items] | ||
Disaggregation of revenue | 294,803 | 276,452 |
Maintenance and Term Licenses [Member] | ||
Disaggregation Of Revenue [Line Items] | ||
Disaggregation of revenue | 107,756 | 110,557 |
Perpetual Licenses [Member] | ||
Disaggregation Of Revenue [Line Items] | ||
Disaggregation of revenue | 4,400 | 2,828 |
Professional Services [Member] | ||
Disaggregation Of Revenue [Line Items] | ||
Disaggregation of revenue | $ 14,970 | $ 17,862 |
Debt - Component of Debt (Detai
Debt - Component of Debt (Detail) - USD ($) $ in Thousands | Mar. 31, 2018 | Dec. 31, 2017 |
Debt Instrument [Line Items] | ||
Unamortized original issue discount and debt issuance costs | $ (44,355) | $ (46,980) |
Debt | 1,986,570 | 2,045,195 |
Less current portion of long-term debt | 37,338 | 37,863 |
Long-term debt | 1,949,232 | 2,007,332 |
Secured Debt [Member] | Senior Secured Credit Facilities [Member] | ||
Debt Instrument [Line Items] | ||
Long-term debt gross | 1,430,925 | 1,492,175 |
Senior Notes [Member] | 5.875% Senior Notes due 2023 [Member] | ||
Debt Instrument [Line Items] | ||
Long-term debt gross | $ 600,000 | $ 600,000 |
Debt - Component of Debt (Paren
Debt - Component of Debt (Parenthetical) (Detail) | Jul. 08, 2015 | Mar. 31, 2018 | Dec. 31, 2017 |
Secured Debt [Member] | Senior Secured Credit Facilities [Member] | |||
Debt Instrument [Line Items] | |||
Debt, weighted-average interest rate of credit facility | 4.05% | 3.75% | |
Senior Notes [Member] | 5.875% Senior Notes due 2023 [Member] | |||
Debt Instrument [Line Items] | |||
Debt, interest rate | 5.875% | 5.875% | 5.875% |
Debt, due date | 2,023 | 2,023 |
Debt - Schedule of Carrying Amo
Debt - Schedule of Carrying Amounts and Fair Values of Financial Instruments (Detail) - USD ($) $ in Thousands | Mar. 31, 2018 | Dec. 31, 2017 |
Senior Secured Credit Facilities [Member] | Carrying Amount [Member] | ||
Financial liabilities: | ||
Credit facility | $ 1,430,925 | $ 1,492,175 |
Senior Secured Credit Facilities [Member] | Fair Value [Member] | ||
Financial liabilities: | ||
Credit facility | 1,436,911 | 1,500,761 |
5.875% Senior Notes due 2023 [Member] | Carrying Amount [Member] | ||
Financial liabilities: | ||
Senior notes | 600,000 | 600,000 |
5.875% Senior Notes due 2023 [Member] | Fair Value [Member] | ||
Financial liabilities: | ||
Credit facility | $ 630,660 | $ 631,313 |
Goodwill - Summary of Change in
Goodwill - Summary of Change in Carrying Value of Goodwill (Detail) $ in Thousands | 3 Months Ended |
Mar. 31, 2018USD ($) | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Beginning balance | $ 3,707,823 |
Adjustments to prior acquisitions | 208 |
Effect of foreign currency translation | 3,150 |
Ending balance | $ 3,711,181 |
Earnings per Share - Computatio
Earnings per Share - Computation of Basic and Diluted EPS (Detail) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
Earnings Per Share [Abstract] | ||
Net income | $ 51,250 | $ 48,147 |
Shares: | ||
Weighted average common shares outstanding — used in calculation of basic EPS | 206,993 | 203,376 |
Weighted average common stock equivalents — options and restricted shares | 10,663 | 6,328 |
Weighted average common and common equivalent shares outstanding — used in calculation of diluted EPS | 217,656 | 209,704 |
Earnings per share - Basic | $ 0.25 | $ 0.24 |
Earnings per share - Diluted | $ 0.24 | $ 0.23 |
Earnings per Share - Additional
Earnings per Share - Additional Information (Detail) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
Earnings Per Share [Line Items] | ||
Dividends paid on common stock | $ 14,504 | $ 12,715 |
First Quarter Dividend [Member] | ||
Earnings Per Share [Line Items] | ||
Dividend record date | Mar. 1, 2018 | Mar. 1, 2017 |
Dividend paid date | Mar. 15, 2018 | Mar. 15, 2017 |
Quarterly cash dividend paid | $ 0.07 | $ 0.0625 |
Stock Options [Member] | ||
Earnings Per Share [Line Items] | ||
Options to purchase shares outstanding | 182,333 | 14,455,614 |
Equity and Stock-based Compen37
Equity and Stock-based Compensation - Schedule of Stock-Based Compensation Expense Recognized (Detail) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||
Total stock-based compensation expense | $ 12,702 | $ 10,900 |
Cost of Software-Enabled Services [Member] | ||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||
Total stock-based compensation expense | 3,544 | 2,729 |
Cost of License, Maintenance and Other Related [Member] | ||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||
Total stock-based compensation expense | 1,094 | 1,106 |
Total Cost of Revenues [Member] | ||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||
Total stock-based compensation expense | 4,638 | 3,835 |
Selling and Marketing [Member] | ||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||
Total stock-based compensation expense | 2,682 | 2,673 |
Research and Development [Member] | ||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||
Total stock-based compensation expense | 2,083 | 1,987 |
General and Administrative [Member] | ||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||
Total stock-based compensation expense | 3,299 | 2,405 |
Total Operating Expenses [Member] | ||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||
Total stock-based compensation expense | $ 8,064 | $ 7,065 |
Equity and Stock-based Compen38
Equity and Stock-based Compensation - Summary of Stock Option and SAR Activity (Detail) | 3 Months Ended |
Mar. 31, 2018shares | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Number of Shares, Outstanding Opening | 31,339,515 |
Granted | 347,500 |
Cancelled/forfeited | (218,882) |
Exercised | (1,413,744) |
Number of Shares, Outstanding Closing | 30,054,389 |
Equity and Stock-based Compen39
Equity and Stock-based Compensation - Summary of RSU Activity (Detail) | 3 Months Ended |
Mar. 31, 2018shares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Number of Shares, Outstanding Opening | 1,126 |
Number of Shares, Outstanding Closing | 938 |
Restricted Stock Units (RSUs) [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Number of Shares, Outstanding Opening | 183,076 |
Granted | 24,923 |
Cancelled/forfeited | (556) |
Vested | (14,628) |
Number of Shares, Outstanding Closing | 192,815 |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Detail) | 3 Months Ended | 12 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | Dec. 31, 2017 | |
Income Tax Disclosure [Abstract] | |||
Effective tax rate | 17.20% | 17.40% | |
Domestic statutory tax rate | 21.00% | 35.00% |
Acquisitions - Summary of Unaud
Acquisitions - Summary of Unaudited Pro Forma Information (Detail) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended |
Mar. 31, 2017USD ($)$ / sharesshares | |
Business Combinations [Abstract] | |
Revenues | $ | $ 411,045 |
Net income | $ | $ 50,482 |
Basic EPS | $ / shares | $ 0.25 |
Diluted EPS | $ / shares | $ 0.24 |
Basic weighted average number of common shares outstanding | shares | 203,376 |
Diluted weighted average number of common and common equivalent shares outstanding | shares | 209,704 |
Supplemental Guarantor Financ42
Supplemental Guarantor Financial Statements - Additional Information (Detail) - USD ($) | Jul. 08, 2015 | Mar. 31, 2018 | Dec. 31, 2017 |
Condensed Financial Statements Captions [Line Items] | |||
Ownership in subsidiary percentage | 100.00% | ||
5.875% Senior Notes due 2023 [Member] | Senior Notes [Member] | |||
Condensed Financial Statements Captions [Line Items] | |||
Debt principal amount | $ 600,000,000 | ||
Debt, interest rate | 5.875% | 5.875% | 5.875% |
Debt, due date | 2,023 | 2,023 |
Supplemental Guarantor Financ43
Supplemental Guarantor Financial Statements - Condensed Consolidating Financial Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2018 | Mar. 31, 2017 | Dec. 31, 2017 | |
Condensed Financial Statements Captions [Line Items] | |||
Cash and cash equivalents | $ 74,077 | $ 64,057 | |
Accounts receivable, net | 264,076 | 243,900 | |
Contract asset | 11,942 | ||
Prepaid expenses and other current assets | 35,559 | 38,742 | |
Prepaid income taxes | 12,166 | ||
Restricted cash | 543 | 592 | |
Net property, plant and equipment | 101,994 | 100,956 | |
Deferred income taxes, long-term | 2,041 | 2,324 | |
Long-term contract asset | 22,076 | ||
Goodwill, intangible and other assets, net | 5,037,276 | 5,076,779 | |
Total assets | 5,549,584 | 5,539,516 | |
Current portion of long-term debt | 37,338 | 37,863 | |
Accounts payable | 17,637 | 27,087 | |
Accrued expenses | 110,688 | 168,078 | |
Income taxes payable | 16,182 | 6,031 | |
Deferred revenue | 193,024 | 204,601 | |
Long-term debt, net of current portion | 1,949,232 | 2,007,332 | |
Other long-term liabilities | 120,621 | 118,679 | |
Deferred income taxes, long-term | 288,954 | 283,457 | |
Total liabilities | 2,733,676 | 2,853,128 | |
Total stockholders’ equity | 2,815,908 | 2,686,388 | |
Total liabilities and stockholders’ equity | 5,549,584 | 5,539,516 | |
Revenues | 421,929 | $ 407,699 | |
Cost of revenues | 229,580 | 217,459 | |
Gross profit | 192,349 | 190,240 | |
Operating expenses: | |||
Selling and marketing | 31,150 | 30,242 | |
Research and development | 38,919 | 38,449 | |
General and administrative | 35,433 | 31,832 | |
Total operating expenses | 105,502 | 100,523 | |
Operating income | 86,847 | 89,717 | |
Interest expense, net | (25,354) | (29,020) | |
Other (expense) income, net | 438 | (71) | |
Loss on extinguishment of debt | (2,326) | ||
Income before income taxes | 61,931 | 58,300 | |
Provision for income taxes | 10,681 | 10,153 | |
Net income | 51,250 | 48,147 | |
Other comprehensive income, net of tax: | |||
Foreign currency exchange translation adjustment | 5,217 | 10,779 | |
Comprehensive income | 56,467 | 58,926 | |
Cash Flow from Operating Activities: | |||
Net income | 51,250 | 48,147 | |
Non-cash adjustments | 64,347 | 68,308 | |
Changes in operating assets and liabilities | (45,653) | (58,567) | |
Net cash provided by operating activities | 69,944 | 57,888 | |
Cash Flow from Investment Activities: | |||
Additions to property and equipment | (7,163) | (5,990) | |
Cash paid for business acquisitions, net of cash acquired | (191) | 1,805 | |
Additions to capitalized software | (3,945) | (3,277) | |
Net cash used in investing activities | (11,299) | (7,462) | |
Cash Flow from Financing Activities: | |||
Cash received from debt borrowings | 45,000 | 45,000 | |
Repayments of debt | (106,250) | (105,200) | |
Transactions involving Holding's common stock | 12,457 | 713 | |
Fees paid for debt extinguishment | (1,363) | ||
Net cash used in financing activities | (48,793) | (60,850) | |
Effect of exchange rate changes on cash, cash equivalents and restricted cash | 119 | 1,663 | |
Net increase (decrease) in cash, cash equivalents and restricted cash | 9,971 | (8,761) | |
Cash, cash equivalents and restricted cash, beginning of period | 64,649 | 119,674 | |
Cash, cash equivalents and restricted cash, end of period | 74,620 | 110,913 | |
Parent Company [Member] | |||
Condensed Financial Statements Captions [Line Items] | |||
Investment in subsidiaries | 3,512,062 | 3,373,730 | |
Total assets | 3,512,062 | 3,373,730 | |
Accrued expenses | 7,344 | 16,157 | |
Long-term debt, net of current portion | 600,000 | 600,000 | |
Intercompany payables | 88,810 | 71,185 | |
Total liabilities | 696,154 | 687,342 | |
Total stockholders’ equity | 2,815,908 | 2,686,388 | |
Total liabilities and stockholders’ equity | 3,512,062 | 3,373,730 | |
Operating expenses: | |||
Interest expense, net | (8,813) | (8,813) | |
Earnings from subsidiaries | 60,063 | 56,960 | |
Income before income taxes | 51,250 | 48,147 | |
Net income | 51,250 | 48,147 | |
Other comprehensive income, net of tax: | |||
Foreign currency exchange translation adjustment | 5,217 | 10,779 | |
Comprehensive income | 56,467 | 58,926 | |
Cash Flow from Operating Activities: | |||
Net income | 51,250 | 48,147 | |
Intercompany transactions | 17,626 | 17,625 | |
Earnings from subsidiaries | (60,063) | (56,960) | |
Changes in operating assets and liabilities | (8,813) | (8,812) | |
Guarantor Subsidiaries [Member] | |||
Condensed Financial Statements Captions [Line Items] | |||
Cash and cash equivalents | 10,952 | 21,191 | |
Accounts receivable, net | 177,378 | 173,997 | |
Contract asset | 11,156 | ||
Prepaid expenses and other current assets | 16,100 | 19,770 | |
Prepaid income taxes | 6,366 | ||
Restricted cash | 543 | 592 | |
Net property, plant and equipment | 61,058 | 60,774 | |
Investment in subsidiaries | 982,351 | 938,794 | |
Intercompany receivables | 265,532 | 199,503 | |
Long-term contract asset | 21,406 | ||
Goodwill, intangible and other assets, net | 3,836,385 | 3,871,503 | |
Total assets | 5,382,861 | 5,292,490 | |
Current portion of long-term debt | 12,199 | 12,626 | |
Accounts payable | 8,441 | 19,223 | |
Accrued expenses | 57,597 | 96,540 | |
Income taxes payable | 13,140 | ||
Deferred revenue | 163,056 | 182,181 | |
Long-term debt, net of current portion | 1,154,848 | 1,197,576 | |
Other long-term liabilities | 83,125 | 82,239 | |
Intercompany payables | 116,137 | 74,005 | |
Deferred income taxes, long-term | 262,256 | 254,370 | |
Total liabilities | 1,870,799 | 1,918,760 | |
Total stockholders’ equity | 3,512,062 | 3,373,730 | |
Total liabilities and stockholders’ equity | 5,382,861 | 5,292,490 | |
Revenues | 287,651 | 286,034 | |
Cost of revenues | 149,678 | 144,757 | |
Gross profit | 137,973 | 141,277 | |
Operating expenses: | |||
Selling and marketing | 22,025 | 22,625 | |
Research and development | 27,289 | 27,169 | |
General and administrative | 26,690 | 22,608 | |
Total operating expenses | 76,004 | 72,402 | |
Operating income | 61,969 | 68,875 | |
Interest expense, net | (12,267) | (15,004) | |
Other (expense) income, net | (18,846) | (17,731) | |
Loss on extinguishment of debt | (1,743) | ||
Earnings from subsidiaries | 33,480 | 28,629 | |
Income before income taxes | 64,336 | 63,026 | |
Provision for income taxes | 4,273 | 6,066 | |
Net income | 60,063 | 56,960 | |
Other comprehensive income, net of tax: | |||
Foreign currency exchange translation adjustment | 5,217 | 10,779 | |
Comprehensive income | 65,280 | 67,739 | |
Cash Flow from Operating Activities: | |||
Net income | 60,063 | 56,960 | |
Non-cash adjustments | 48,163 | 51,401 | |
Intercompany transactions | (22,927) | (12,791) | |
Earnings from subsidiaries | (33,480) | (28,629) | |
Changes in operating assets and liabilities | (22,644) | (36,492) | |
Net cash provided by operating activities | 29,175 | 30,449 | |
Cash Flow from Investment Activities: | |||
Additions to property and equipment | (4,173) | (5,027) | |
Cash paid for business acquisitions, net of cash acquired | 1,802 | ||
Additions to capitalized software | (2,689) | (2,331) | |
Net cash used in investing activities | (6,862) | (5,556) | |
Cash Flow from Financing Activities: | |||
Cash received from debt borrowings | 45,000 | 45,000 | |
Repayments of debt | (90,250) | (77,200) | |
Transactions involving Holding's common stock | 12,457 | 713 | |
Fees paid for debt extinguishment | (943) | ||
Intercompany transactions | 192 | 60 | |
Net cash used in financing activities | (32,601) | (32,370) | |
Net increase (decrease) in cash, cash equivalents and restricted cash | (10,288) | (7,477) | |
Cash, cash equivalents and restricted cash, beginning of period | 21,783 | 35,511 | |
Cash, cash equivalents and restricted cash, end of period | 11,495 | 28,034 | |
Non-guarantor Subsidiaries [Member] | |||
Condensed Financial Statements Captions [Line Items] | |||
Cash and cash equivalents | 63,125 | 42,866 | |
Accounts receivable, net | 86,698 | 69,903 | |
Contract asset | 786 | ||
Prepaid expenses and other current assets | 19,459 | 18,972 | |
Prepaid income taxes | 5,800 | ||
Net property, plant and equipment | 40,936 | 40,182 | |
Intercompany receivables | 116,137 | 74,005 | |
Deferred income taxes, long-term | 2,041 | 2,324 | |
Long-term contract asset | 670 | ||
Goodwill, intangible and other assets, net | 1,200,891 | 1,205,276 | |
Total assets | 1,530,743 | 1,459,328 | |
Current portion of long-term debt | 25,139 | 25,237 | |
Accounts payable | 9,196 | 7,864 | |
Accrued expenses | 45,747 | 55,381 | |
Income taxes payable | 3,042 | 6,031 | |
Deferred revenue | 29,968 | 22,420 | |
Long-term debt, net of current portion | 194,384 | 209,756 | |
Other long-term liabilities | 37,496 | 36,440 | |
Intercompany payables | 176,722 | 128,318 | |
Deferred income taxes, long-term | 26,698 | 29,087 | |
Total liabilities | 548,392 | 520,534 | |
Total stockholders’ equity | 982,351 | 938,794 | |
Total liabilities and stockholders’ equity | 1,530,743 | 1,459,328 | |
Revenues | 134,453 | 122,100 | |
Cost of revenues | 80,077 | 73,137 | |
Gross profit | 54,376 | 48,963 | |
Operating expenses: | |||
Selling and marketing | 9,125 | 7,617 | |
Research and development | 11,630 | 11,280 | |
General and administrative | 8,743 | 9,224 | |
Total operating expenses | 29,498 | 28,121 | |
Operating income | 24,878 | 20,842 | |
Interest expense, net | (4,274) | (5,203) | |
Other (expense) income, net | 19,284 | 17,660 | |
Loss on extinguishment of debt | (583) | ||
Income before income taxes | 39,888 | 32,716 | |
Provision for income taxes | 6,408 | 4,087 | |
Net income | 33,480 | 28,629 | |
Other comprehensive income, net of tax: | |||
Foreign currency exchange translation adjustment | 7,386 | 10,109 | |
Comprehensive income | 40,866 | 38,738 | |
Cash Flow from Operating Activities: | |||
Net income | 33,480 | 28,629 | |
Non-cash adjustments | 16,184 | 16,907 | |
Intercompany transactions | 5,301 | (4,834) | |
Changes in operating assets and liabilities | (14,196) | (13,263) | |
Net cash provided by operating activities | 40,769 | 27,439 | |
Cash Flow from Investment Activities: | |||
Additions to property and equipment | (2,990) | (963) | |
Cash paid for business acquisitions, net of cash acquired | (191) | 3 | |
Additions to capitalized software | (1,256) | (946) | |
Net cash used in investing activities | (4,437) | (1,906) | |
Cash Flow from Financing Activities: | |||
Repayments of debt | (16,000) | (28,000) | |
Fees paid for debt extinguishment | (420) | ||
Intercompany transactions | (192) | (60) | |
Net cash used in financing activities | (16,192) | (28,480) | |
Effect of exchange rate changes on cash, cash equivalents and restricted cash | 119 | 1,663 | |
Net increase (decrease) in cash, cash equivalents and restricted cash | 20,259 | (1,284) | |
Cash, cash equivalents and restricted cash, beginning of period | 42,866 | 84,163 | |
Cash, cash equivalents and restricted cash, end of period | 63,125 | 82,879 | |
Consolidation, Eliminations [Member] | |||
Condensed Financial Statements Captions [Line Items] | |||
Investment in subsidiaries | (4,494,413) | (4,312,524) | |
Intercompany receivables | (381,669) | (273,508) | |
Total assets | (4,876,082) | (4,586,032) | |
Intercompany payables | (381,669) | (273,508) | |
Total liabilities | (381,669) | (273,508) | |
Total stockholders’ equity | (4,494,413) | (4,312,524) | |
Total liabilities and stockholders’ equity | (4,876,082) | $ (4,586,032) | |
Revenues | (175) | (435) | |
Cost of revenues | (175) | (435) | |
Operating expenses: | |||
Earnings from subsidiaries | (93,543) | (85,589) | |
Income before income taxes | (93,543) | (85,589) | |
Net income | (93,543) | (85,589) | |
Other comprehensive income, net of tax: | |||
Foreign currency exchange translation adjustment | (12,603) | (20,888) | |
Comprehensive income | (106,146) | (106,477) | |
Cash Flow from Operating Activities: | |||
Net income | (93,543) | (85,589) | |
Earnings from subsidiaries | $ 93,543 | $ 85,589 |
Subsequent Events - Additional
Subsequent Events - Additional Information (Detail) - Subsequent Event [Member] - USD ($) $ / shares in Units, $ in Millions | Apr. 16, 2018 | Apr. 30, 2018 |
Subsequent Event [Line Items] | ||
Common stock shares issued | 30,262,250 | |
Common stock offering price to public | $ 47.50 | |
Proceeds from common stock issuance, net | $ 1,400 | |
DST [Member] | ||
Subsequent Event [Line Items] | ||
Business acquisition, effective date of acquisition | Apr. 16, 2018 | |
Purchase of outstanding stock of DST Systems, Inc. in cash, including assumption of debt, plus costs, fees and expenses | $ 5,000 | |
Senior Secured Credit Facilities [Member] | DST [Member] | ||
Subsequent Event [Line Items] | ||
Amount borrowed in connection with acquisition | 7,400 | |
Amount rolled over from existing credit facility | 524.5 | |
Senior Secured Credit Facilities Revolving Portion [Member] | DST [Member] | ||
Subsequent Event [Line Items] | ||
Undrawn revolver | $ 250 |