Document and Entity Information
Document and Entity Information - shares | 3 Months Ended | |
Jun. 30, 2017 | Aug. 01, 2017 | |
Document and Entity Information | ||
Entity Registrant Name | ACXIOM CORP | |
Entity Central Index Key | 733,269 | |
Document Type | 10-Q | |
Document Period End Date | Jun. 30, 2017 | |
Amendment Flag | false | |
Current Fiscal Year End Date | --03-31 | |
Entity Current Reporting Status | Yes | |
Entity Filer Category | Large Accelerated Filer | |
Entity Common Stock, Shares Outstanding | 79,504,961 | |
Document Fiscal Year Focus | 2,018 | |
Document Fiscal Period Focus | Q1 |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Jun. 30, 2017 | Mar. 31, 2017 |
Current assets: | ||
Cash and cash equivalents | $ 163,146 | $ 170,343 |
Trade accounts receivable, net | 131,339 | 142,768 |
Refundable income taxes | 15,925 | 7,098 |
Other current assets | 44,809 | 48,310 |
Total current assets | 355,219 | 368,519 |
Property and equipment, net of accumulated depreciation and amortization | 154,250 | 155,974 |
Software, net of accumulated amortization | 44,089 | 47,638 |
Goodwill | 592,761 | 592,731 |
Purchases software licenses, net of accumulated amortization | 7,159 | 7,972 |
Deferred income taxes | 12,240 | 10,261 |
Other assets, net | 48,179 | 51,443 |
TOTAL ASSETS | 1,213,897 | 1,234,538 |
Current liabilities: | ||
Current installments of long-term debt | 2,339 | 39,819 |
Trade accounts payable | 41,414 | 40,208 |
Accrued payroll and related expenses | 22,230 | 53,238 |
Other accrued expenses | 58,111 | 59,861 |
Deferred revenue | 32,522 | 37,087 |
Total current liabilities | 156,616 | 230,213 |
Long-term debt | 228,145 | 189,241 |
Deferred income taxes | 60,026 | 58,374 |
Other liabilities | 15,653 | 17,730 |
Commitments and contingencies | ||
Equity: | ||
Common stock | 13,407 | 13,288 |
Additional paid-in capital | 1,174,496 | 1,154,429 |
Retained earnings | 603,551 | 602,609 |
Accumulated other comprehensive income | 8,651 | 7,999 |
Treasury stock, at cost | (1,046,648) | (1,039,345) |
Total equity | 753,457 | 738,980 |
TOTAL LIABILITIES AND EQUITY | $ 1,213,897 | $ 1,234,538 |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) $ in Thousands | 3 Months Ended | |
Jun. 30, 2017 | Jun. 30, 2016 | |
Income Statement [Abstract] | ||
Revenues | $ 212,514 | $ 214,801 |
Cost of revenue | 113,960 | 122,819 |
Gross profit | 98,554 | 91,982 |
Operating expenses: | ||
Research and development | 23,563 | 18,652 |
Sales and marketing | 48,440 | 37,348 |
General and administrative | 32,356 | 27,506 |
Gains, losses and other items, net | (98) | 314 |
Total operating expenses | 104,261 | 83,820 |
Income (loss) from operations | (5,707) | 8,162 |
Other income (expense): | ||
Interest expense | (2,342) | (1,812) |
Other, net | (672) | 307 |
Total other expense | (3,014) | (1,505) |
Income (loss) before income taxes | (8,721) | 6,657 |
Income taxes (benefit) | (7,421) | 2,681 |
Net earnings (loss) | $ (1,300) | $ 3,976 |
Basic earnings (loss) per share: | ||
Basic earnings (loss) per share | $ (0.02) | $ 0.05 |
Diluted earnings (loss) per share: | ||
Diluted earnings (loss) per share | $ (0.02) | $ 0.05 |
CONDENSED CONSOLIDATED STATEME4
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS - USD ($) $ in Thousands | 3 Months Ended | |
Jun. 30, 2017 | Jun. 30, 2016 | |
Statement of Comprehensive Income [Abstract] | ||
Net earnings (loss) | $ (1,300) | $ 3,976 |
Other comprehensive income (loss): | ||
Change in foreign currency translation adjustment | 652 | (1,005) |
Unrealized gain on interest rate swap | 0 | 5 |
Other comprehensive income (loss) | 652 | (1,000) |
Comprehensive income (loss) | $ (648) | $ 2,976 |
CONDENSED CONSOLIDATED STATEME5
CONDENSED CONSOLIDATED STATEMENT OF EQUITY - 3 months ended Jun. 30, 2017 - USD ($) $ in Thousands | Total | Common Stock | Additional paid-in Capital | Retained earnings | Accumulated other comprehensive income | Treasury Stock |
Balances (in shares) at Mar. 31, 2017 | 132,875,373 | (54,582,392) | ||||
Balances at Mar. 31, 2017 | $ 738,980 | $ 13,288 | $ 1,154,429 | $ 602,609 | $ 7,999 | $ (1,039,345) |
Increase (Decrease) in Stockholders' Equity | ||||||
Employee stock awards, benefit plans and other issuances (in shares) | 238,675 | (279,462) | ||||
Employee stock awards, benefit plans and other issuances | (2,539) | $ 24 | 4,740 | $ (7,303) | ||
Non-cash stock-based compensation (in shares) | 157,698 | |||||
Non-cash stock-based compensation | 15,038 | $ 16 | 15,022 | |||
Restricted stock units vested (in shares) | 794,213 | |||||
Restricted stock units vested | $ 79 | (79) | ||||
Foreign currency translation | 652 | 652 | ||||
Net earnings (loss) | (1,300) | (1,300) | ||||
Balances (in shares) at Jun. 30, 2017 | 134,065,959 | (54,861,854) | ||||
Balances at Jun. 30, 2017 | 753,457 | $ 13,407 | 1,174,496 | 603,551 | $ 8,651 | $ (1,046,648) |
Increase (Decrease) in Stockholders' Equity | ||||||
Cumulative-effect adjustment from adoption of ASU 2016-09 | $ 2,626 | $ 384 | $ 2,242 |
CONDENSED CONSOLIDATED STATEME6
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 3 Months Ended | |
Jun. 30, 2017 | Jun. 30, 2016 | |
Cash flows from operating activities: | ||
Net earnings (loss) | $ (1,300) | $ 3,976 |
Adjustments to reconcile net earnings (loss) to net cash provided by operating activities: | ||
Depreciation and amortization | 21,110 | 20,790 |
Loss on disposal of assets | 163 | 0 |
Accelerated deferred debt costs | 720 | 0 |
Deferred income taxes | 2,497 | (678) |
Non-cash stock-based compensation expense | 15,038 | 8,590 |
Changes in operating assets and liabilities: | ||
Accounts receivable, net | 11,960 | 9,487 |
Other assets | (3,377) | 5,383 |
Accounts payable and other liabilities | (37,073) | (41,021) |
Deferred revenue | (4,787) | (5,777) |
Net cash provided by operating activities | 4,951 | 750 |
Cash flows from investing activities: | ||
Capitalized software development costs | (3,388) | (3,982) |
Capital expenditures | (6,888) | (10,694) |
Data acquisition costs | (190) | (20) |
Net cash used in investing activities | (10,466) | (14,696) |
Cash flows from financing activities: | ||
Proceeds from debt | 230,000 | 0 |
Payments of debt | (225,572) | (8,053) |
Fees for debt refinancing | (4,001) | 0 |
Sale of common stock, net of stock acquired for withholding taxes | (2,539) | 2,974 |
Excess tax benefits from stock-based compensation | 0 | 514 |
Acquisition of treasury stock | 0 | (20,207) |
Net cash used in financing activities | (2,112) | (24,772) |
Effect of exchange rate changes on cash | 430 | (751) |
Net change in cash and cash equivalents | (7,197) | (39,469) |
Cash and cash equivalents at beginning of period | 170,343 | 189,629 |
Cash and cash equivalents at end of period | 163,146 | 150,160 |
Cash paid (received) during the period for: | ||
Interest | 2,375 | 2,258 |
Income taxes, net of refunds | $ 354 | $ (76) |
BASIS OF PRESENTATION AND SUMMA
BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES: | 3 Months Ended |
Jun. 30, 2017 | |
Accounting Policies [Abstract] | |
BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES: | BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES: These condensed consolidated financial statements have been prepared by Acxiom Corporation (“Registrant,” “Acxiom”, we, us or the “Company”), without audit, pursuant to the rules and regulations of the Securities and Exchange Commission (the “SEC” or the “Commission”). In the opinion of the Registrant’s management, all adjustments necessary for a fair presentation of the results for the periods included have been made, and the disclosures are adequate to make the information presented not misleading. All such adjustments are of a normal recurring nature. Certain note information has been omitted because it has not changed significantly from that reflected in Notes 1 through 19 of the Notes to Consolidated Financial Statements filed as part of Item 8 of the Registrant’s annual report on Form 10-K for the fiscal year ended March 31, 2017 (“2017 Annual Report”), as filed with the Commission on May 26, 2017. This quarterly report and the accompanying condensed consolidated financial statements should be read in connection with the 2017 Annual Report. The financial information contained in this quarterly report is not necessarily indicative of the results to be expected for any other period or for the full fiscal year ending March 31, 2018. Management of the Company has made a number of estimates and assumptions relating to the reporting of assets and liabilities and the disclosure of contingent assets and liabilities to prepare these condensed consolidated financial statements in conformity with accounting principles generally accepted in the United States (“U.S. GAAP”). Actual results could differ from those estimates. Certain of the accounting policies used in the preparation of these condensed consolidated financial statements are complex and require management to make judgments and/or significant estimates regarding amounts reported or disclosed in these financial statements. Additionally, the application of certain of these accounting policies is governed by complex accounting principles and their interpretation. A discussion of the Company’s significant accounting principles and their application is included in Note 1 of the Notes to Consolidated Financial Statements and in Item 7, Management’s Discussion and Analysis of Financial Condition and Results of Operations, of the Company’s 2017 Annual Report. Accounting Pronouncements Adopted During the Current Year In January 2017, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") No. 2017-01, "Business Combinations (Topic 805): Clarifying the Definition of a Business" ("ASU 2017-01") which amended the existing FASB Accounting Standards Codification. The standard provides additional guidance to assist entities with evaluation of whether transactions should be accounted for as acquisitions (or disposals) of assets or businesses. The definition of a business affects many areas of accounting, including acquisitions, disposals, goodwill, and consolidation. ASU 2017-01 is effective for the Company beginning in fiscal 2019, with early adoptions permitted. We adopted the standard in the current fiscal quarter, on a prospective basis, and do not expect the adoption of this guidance to have a material impact on our condensed consolidated financial statements and related disclosures. In November 2016, the FASB issued ASU 2016-18, "Statement of Cash Flows (Topic 230): Restricted Cash" ("ASU 2016-18"). This standard is intended to reduce diversity in the presentation of restricted cash and restricted cash equivalents in the statement of cash flows. The standard requires that restricted cash and restricted cash equivalents be included as components of total cash and cash equivalents as presented on the statement of cash flows. As a result, entities will no longer present transfers between cash and cash equivalents and restricted cash and restricted cash equivalents in the statement of cash flows. ASU 2016-18 is effective for annual periods beginning after December 15, 2017 (fiscal 2019 for the Company), including interim periods within those fiscal years; earlier adoption is permitted. We adopted the new standard during the current fiscal quarter. Early adoption did not result in any changes to our existing accounting policies, presentation of items in our condensed consolidated financial statements and related disclosures, or any changes resulting from the retrospective application to all periods reported. In March 2016, the FASB issued ASU No. 2016-09, "Compensation - Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting" ("ASU 2016-09") which is intended to improve the accounting for stock-based payment transactions as part of the FASB's simplification initiative. The ASU changes five aspects of the accounting for stock-based payment award transactions that will affect public companies, including: (1) accounting for income taxes; (2) classification of excess tax benefits on the statement of cash flows; (3) forfeitures; (4) minimum statutory tax withholding requirements; and (5) classification of employee taxes paid on the statement of cash flows when an employer withholds shares for tax-withholding purposes. The inclusion of excess tax benefits and deficiencies as a component of income tax expense will increase volatility within our provision for income taxes as the amount of excess tax benefits or deficiencies from stock-based compensation awards depends on our stock price at the date the awards vest. This guidance also requires excess tax benefits to be presented as an operating activity on the statement of cash flows and allows an entity to make an accounting policy election to either estimate expected forfeitures or to account for them as they occur. We adopted ASU No. 2016-09 during the current fiscal quarter, which required us to reflect any adjustments as of April 1, 2017. We elected to account for forfeitures as they occur rather than estimating expected forfeitures. We recorded the cumulative impact of the adoptions through an increase in retained earnings of $2.2 million , of which $2.6 million related to deferred tax assets from certain federal and state research tax credit carryforwards attributable to excess tax benefits from stock-based compensation that had not been previously recognized, offset by $0.4 million related to elimination of the forfeiture pool. We elected to prospectively adopt the effect on the statement of cash flows and accordingly, did not restate the Condensed Consolidated Statement of Cash Flows for the quarter ended June 30, 2016. Recent Accounting Pronouncements Not Yet Adopted In January 2017, the FASB issued ASU 2017-04, "Intangibles-Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment" ("ASU 2017-04"), which eliminates step two from the goodwill impairment test. Under ASU 2017-04, an entity should recognize an impairment charge for the amount by which the carrying amount of a reporting unit exceeds its fair value; however, the loss recognized should not exceed the total amount of goodwill allocated to that reporting unit. ASU 2017-04 is effective for annual periods beginning after December 15, 2019 (fiscal 2021 for the Company), including interim periods within those fiscal years; earlier adoption is permitted for goodwill impairment tests performed on testing dates after January 1, 2017. The Company does not expect the adoption of this guidance to have a material impact on its condensed consolidated financial statements and related disclosures. In February 2016, the FASB issued ASU No. 2016-02, "Leases (Topic 842)" ("ASU 2016-02"), as a comprehensive new standard that amends various aspects of existing guidance for leases and requires additional disclosures about leasing arrangements. The new standard will require lessees to recognize a right-of-use asset and a lease liability on the balance sheet for all leases with the exception of short-term leases. For lessees, leases will continue to be classified as either operating or finance in the income statement. Lessor accounting is similar to the current model but updated to align with certain changes to the lessee model. Lessors will continue to classify leases as operating, direct financing or sales-type leases. ASU 2016-02 is effective for annual periods beginning after December 15, 2018 (fiscal 2020 for the Company), including interim periods within those fiscal years. Earlier adoption is permitted. In the financial statements in which the ASU is first applied, leases shall be measured and recognized at the beginning of the earliest comparative period presented with an adjustment to equity. The Company is continuing to evaluate the impact of the adoption of this guidance on its condensed consolidated financial statements and related disclosures. In May 2014, the FASB issued update ASU 2014-09, "Revenue from Contracts with Customers (Topic 606)" ("ASU 2014-09") and issued subsequent amendments to the initial guidance in August 2015, March 2016, April 2016, May 2016 and December 2016 within ASU 2015-14, ASU 2016-08, ASU 2016-10, ASU 2016-12 and ASU 2016-20, respectively (ASU 2014-09 and the subsequent amendments, collectively, "Topic 606"). Topic 606 supersedes nearly all existing revenue recognition guidance under U.S. GAAP. The core principle of the new guidance 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. The guidance 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, among others. Topic 606 also provides guidance on the recognition of costs related to obtaining customer contracts. The effective date for the Company is the first quarter of fiscal 2019 using either of two methods: (i) retrospective application to each prior reporting period presented with the option to elect certain practical expedients; or (ii) retrospective application with the cumulative effect recognized at the date of initial application and providing certain additional disclosures. The Company has completed its preliminary assessment of the new standard and is continuing assessment as we complete implementation design activities. Preliminarily, we plan to adopt Topic 606 in the first quarter of fiscal 2019 pursuant to the aforementioned adoption method (ii) and we do not believe there will be a material impact to our revenues upon adoption. We are continuing to evaluate the impact to our revenues related to our pending adoption of Topic 606 and our preliminary assessments are subject to change. We are also continuing to evaluate the provisions of Topic 606 related to costs of obtaining customer contracts. The Company does not anticipate that the adoption of any other recent accounting pronouncements will have a material impact on the Company's consolidated financial position, results of operations or cash flows. |
EARNINGS (LOSS) PER SHARE AND S
EARNINGS (LOSS) PER SHARE AND STOCKHOLDERS' EQUITY: | 3 Months Ended |
Jun. 30, 2016 | |
EARNINGS (LOSS) PER SHARE AND STOCKHOLDERS' EQUITY: | |
EARNINGS (LOSS) PER SHARE AND STOCKHOLDERS' EQUITY: | . EARNINGS (LOSS) PER SHARE AND STOCKHOLDERS’ EQUITY: Earnings (Loss) Per Share A reconciliation of the numerator and denominator of basic and diluted earnings (loss) per share is shown below (in thousands, except per share amounts): For the three months ended June 30, 2017 2016 Basic earnings (loss) per share: Net earnings (loss) $ (1,300 ) $ 3,976 Basic weighted-average shares outstanding 78,672 77,471 Basic earnings (loss) per share $ (0.02 ) $ 0.05 Diluted earnings (loss) per share: Basic weighted-average shares outstanding 78,672 77,471 Dilutive effect of common stock options, warrants, and restricted stock as computed under the treasury stock method — 1,882 Diluted weighted-average shares outstanding 78,672 79,353 Diluted earnings (loss) per share $ (0.02 ) $ 0.05 Due to the net loss incurred by the Company during the quarter ended June 30, 2017 , the dilutive effect of options, warrants and restricted stock units covering 2.8 million shares of common stock was excluded from the diluted loss per share calculation since the impact on the calculation was anti-dilutive. Additional options and warrants to purchase shares of common stock and restricted stock units that were outstanding during the periods presented but were not included in the computation of diluted earnings (loss) per share because the effect was anti-dilutive are shown below (in thousands, except per share amounts): For the three months ended June 30, 2017 2016 Number of shares outstanding under options, warrants and restricted stock units 20 709 Range of exercise prices for options $32.85 $19.07-$32.85 Stockholders’ Equity On August 29, 2011, the board of directors adopted a common stock repurchase program. That program was subsequently modified and expanded, most recently on July 28, 2016. Under the modified common stock repurchase program, the Company may purchase up to $400.0 million of its common stock through the period ending June 30, 2018. The Company did not repurchase any shares during the three months ended June 30, 2017 . Through June 30, 2017 , the Company had repurchased 16.8 million shares of its stock for $285.7 million , leaving remaining capacity of $114.3 million under the stock repurchase program. Accumulated Other Comprehensive Income Accumulated other comprehensive income accumulated balances of $8.7 million and $8.0 million at June 30, 2017 and March 31, 2017, respectively, reflect accumulated foreign currency translation adjustments. |
SHARE-BASED COMPENSATION_
SHARE-BASED COMPENSATION: | 3 Months Ended |
Jun. 30, 2017 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
SHARE-BASED COMPENSATION: | 3. SHARE-BASED COMPENSATION: Share-based Compensation Plans The Company has stock option and equity compensation plans for which a total of 30.0 million shares of the Company’s common stock have been reserved for issuance since the inception of the plans. These plans provide that the exercise prices of qualified options will be at or above the fair market value of the common stock at the time of the grant. Board policy requires that nonqualified options also be priced at or above the fair market value of the common stock at the time of grant. At June 30, 2017 , there were a total of 1.2 million shares available for future grants under the plans. During the quarter ended June 30, 2017, the Board voted to amend the Amended and Restated 2005 Equity Compensation Plan, pending shareholder approval, to increase the number of shares available under the plan from 28.4 million shares to 32.9 million shares, bringing the total number of shares reserved for issuance since inception of the plans to 34.5 million shares. Stock Option Activity Stock option activity for the three months ended June 30, 2017 was: Weighted-average Weighted-average remaining Aggregate Number of exercise price contractual term Intrinsic value shares per share (in years) (in thousands) Outstanding at March 31, 2017 3,033,071 $ 13.14 Performance units converted to options 299,641 $ 21.32 Exercised (130,157 ) $ 14.66 $ 1,532 Forfeited or canceled (2,052 ) $ 14.80 Outstanding at June 30, 2017 3,200,503 $ 13.85 5.9 $ 38,971 Exercisable at June 30, 2017 2,412,279 $ 14.49 5.1 $ 27,826 The aggregate intrinsic value at period end represents the total pre-tax intrinsic value (the difference between Acxiom’s closing stock price on the last trading day of the period and the exercise price for each in-the-money option) that would have been received by the option holders had option holders exercised their options on June 30, 2017 . This amount changes based upon changes in the fair market value of Acxiom’s common stock. A summary of stock options outstanding and exercisable as of June 30, 2017 was: Options outstanding Options exercisable Range of Weighted-average Weighted-average Weighted-average exercise price Options remaining exercise price Options exercise price per share outstanding contractual life per share exercisable per share $ 0.61 — $ 9.99 801,586 7.1 years $ 1.67 460,516 $ 1.71 $ 10.00 — $ 19.99 1,396,449 5.2 years $ 15.10 1,184,653 $ 14.62 $ 20.00 — $ 24.99 982,916 6.0 years $ 21.62 752,447 $ 21.74 $ 25.00 — $ 32.85 19,552 6.4 years $ 32.85 14,663 $ 32.85 3,200,503 5.9 years $ 13.85 2,412,279 $ 14.49 Total expense related to stock options for the three months ended June 30, 2017 and 2016 was approximately $1.4 million and $1.8 million , respectively. Future expense for these options is expected to be approximately $10.2 million in total over the next four years . Performance Stock Option Unit Activity Performance stock option unit activity for the three months ended June 30, 2017 was: Weighted-average Weighted-average remaining Aggregate Number exercise price contractual term intrinsic value of shares per share (in years) (in thousands) Outstanding at March 31, 2017 555,123 $ 21.41 Performance units converted to options (183,322 ) $ 21.41 Forfeited or canceled (6,954 ) $ 21.32 Outstanding at June 30, 2017 364,847 $ 21.41 2.4 $ 1,668 Exercisable at June 30, 2017 — $ — — $ — Of the performance stock option units outstanding at March 31, 2017 , 183,322 reached maturity of the relevant performance period at March 31, 2017. During the quarter ended June 30, 2017 , the units vested at an approximate 163% attainment level resulting in issuance of 299,641 stock options having a weighted average exercise price of $21.32 . Total expense related to performance stock option units for the three months ended June 30, 2017 was $0.5 million . Future expense for these performance stock option units is expected to be approximately $3.2 million in total over the next four years . Stock Appreciation Right ("SAR") Activity SAR activity for the three months ended June 30, 2017 was: Weighted-average Weighted-average remaining Aggregate Number exercise price contractual term intrinsic value of shares per share (in years) (in thousands) Outstanding at March 31, 2017 245,404 $ 40.00 Forfeited or canceled (245,404 ) $ 40.00 Outstanding at June 30, 2017 — $ — — $ — All of the SAR units outstanding at March 31, 2017 reached maturity of the relevant performance period on March 31, 2017. The units achieved a 100% performance attainment level. However, application of the vesting multiplier resulted in zero shares granted and cancellation of all the units during the current fiscal quarter. Restricted Stock Unit Activity During the three months ended June 30, 2017 , the Company granted time-vesting restricted stock units covering 1,156,431 shares of common stock with a fair value at the date of grant of $30.7 million . Of the restricted stock units granted in the current period, 137,113 vest in equal annual increments over four years , 1,005,068 vest 25% at the one-year anniversary and then vest over equal quarterly increments during the subsequent three years, and 14,250 vest in one year . Grant date fair value of these units is equal to the quoted market price for the shares on the date of grant. Non-vested time-vesting restricted stock unit activity for the three months ended June 30, 2017 was: Weighted-average fair value per Weighted-average Number share at grant remaining contractual of shares date term (in years) Outstanding at March 31, 2017 3,307,577 $ 22.57 2.45 Granted 1,156,431 $ 26.55 Vested (542,617 ) $ 20.25 Forfeited or canceled (74,744 ) $ 21.87 Outstanding at June 30, 2017 3,846,647 $ 24.11 2.78 During the three months ended June 30, 2017 , the Company granted performance-based restricted stock units covering 334,734 shares of common stock with a fair value at the date of grant of $9.2 million , determined using a Monte Carlo simulation model. Of the performance-based restricted stock units granted in the current period, 217,784 units vest subject to attainment of performance criteria established by the compensation committee of the board of directors (“compensation committee”) and continuous employment through the vesting date. The 217,784 units may vest in a number of shares from zero to 200% of the award, based on the total shareholder return of Acxiom common stock compared to total shareholder return of a group of peer companies (“TSR”) established by the compensation committee for the period from April 1, 2017 to March 31, 2020. The remaining 116,950 performance-based restricted stock units granted in the current period vest in three equal tranches, each being subject to attainment of performance criteria established by the compensation committee and continuous employment through the vesting date. Each of the three tranches may vest in a number of shares, from zero to 300% of the initial award, based on the attainment of certain revenue growth and operating margin targets for the years ending March 31, 2018, 2019, and 2020, respectively. Non-vested performance-based restricted stock unit activity for the three months ended June 30, 2017 was: Weighted-average fair value per Weighted-average Number share at grant remaining contractual of shares date term (in years) Outstanding at March 31, 2017 732,711 $ 20.89 1.13 Granted 334,734 $ 27.43 Additional performance shares 94,775 $ 19.46 Vested (252,760 ) $ 19.46 Forfeited or canceled (586 ) $ 17.98 Outstanding at June 30, 2017 908,874 $ 23.55 1.68 Of the performance-based restricted stock units outstanding at March 31, 2017 , 157,985 related to a performance period ended March 31, 2017. During the three months ended June 30, 2017 , the units vested at a 160% attainment level based on performance results approved by the compensation committee, resulting in issuance of 252,760 shares of common stock, of which 94,775 were the additional performance shares referenced in the table above. Total expense related to restricted stock for the three months ended June 30, 2017 and 2016 was approximately $8.8 million and $6.2 million , respectively. Future expense for restricted stock units is expected to be approximately $31.1 million for the nine months ending March 31, 2018, $30.4 million in fiscal 2019, $21.7 million in fiscal 2020, $12.5 million in fiscal 2021, and $0.9 million in fiscal 2022. Other Performance Unit Activity Other performance-based stock unit activity for the three months ended June 30, 2017 was: Weighted-average fair value per Weighted-average Number share at grant remaining contractual of shares date term (in years) Outstanding at March 31, 2017 597,193 $ 4.14 0.30 Forfeited or canceled (201,464 ) $ 5.18 Outstanding at June 30, 2017 395,729 $ 3.61 0.21 Of the other performance-based stock units outstanding at March 31, 2017 , 201,464 reached maturity of the relevant performance period on March 31, 2017. The units achieved a 100% performance attainment level. However, application of the share price adjustment factor resulted in zero shares granted and cancellation of all the units during the current fiscal quarter. Of the other performance-based stock units outstanding at June 30, 2017 , 284,618 reached maturity of the relevant performance period on June 30, 2017. The units are expected to have an approximate 9% performance attainment level, resulting in issuance of approximately 24,573 shares of common stock during the quarter ended September 30, 2017. Total expense related to other performance units for the three months ended June 30, 2017 and 2016 was $0.2 million and $0.2 million , respectively. Future expense for these performance units is expected to be approximately $0.1 million over the next one year . Consideration Holdback As part of the Company’s acquisition of Arbor in fiscal 2017, $38.3 million of the acquisition consideration otherwise payable with respect to shares of restricted Arbor common stock held by certain key employees was subject to holdback by the Company pursuant to agreements with those employees (each, a “Holdback Agreement”). The consideration holdback vests in 30 equal monthly increments following the date of close, subject to the Arbor key employees continued employment through each monthly vesting date. At each vesting date, 1/30th of the $38.3 million holdback consideration vests and is settled in shares of Company common stock. The number of shares is based on the then-current market price of the Company common stock. Total expense related to the Holdback Agreement for the three months ended June 30, 2017 was approximately $3.8 million . |
DISPOSITIONS_
DISPOSITIONS: | 3 Months Ended |
Jun. 30, 2016 | |
Discontinued Operations and Disposal Groups [Abstract] | |
DISCONTINUED OPERATIONS AND DISPOSITIONS: | DISPOSITION: Disposition of Impact email business In fiscal 2017, the Company completed the sale of its Impact email business to Zeta Interactive for total consideration of $22.0 million , including a $4.0 million subordinated promissory note with interest accruing at a rate of 6.0% per annum. The note is payable on the 12 -month anniversary of the closing date, and is included in other current assets in the condensed consolidated balance sheet. The Company also entered into a separate multi-year contract to provide Zeta Interactive with Connectivity and Audience Solutions services. Prior to the disposition, the Impact email business was included in the Marketing Services segment results. The business did not meet the requirements of a discontinued business; therefore, all financial results are included in continuing operations. Revenue and loss from operations from the disposed Impact email business are shown below (dollars in thousands): For the three months ended June 30, 2017 2016 Revenues $ — $ 12,319 Loss from operations $ — $ (129 ) |
OTHER CURRENT AND NONCURRENT AS
OTHER CURRENT AND NONCURRENT ASSETS: | 3 Months Ended |
Jun. 30, 2016 | |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | |
OTHER CURRENT AND NONCURRENT ASSETS: | OTHER CURRENT AND NONCURRENT ASSETS: Other current assets consist of the following (dollars in thousands): June 30, 2017 March 31, 2017 Prepaid expenses and other $ 21,321 $ 25,714 Escrow deposit 5,880 5,880 Note receivable 4,000 4,000 Assets of non-qualified retirement plan 13,608 12,716 Other current assets $ 44,809 $ 48,310 Other noncurrent assets consist of the following (dollars in thousands): June 30, 2017 March 31, 2017 Acquired intangible assets, net $ 41,337 $ 43,884 Deferred data acquisition costs 1,073 1,116 Other miscellaneous noncurrent assets 5,769 6,443 Noncurrent assets $ 48,179 $ 51,443 |
OTHER ACCRUED EXPENSES_
OTHER ACCRUED EXPENSES: | 3 Months Ended |
Jun. 30, 2016 | |
Other Accrued Expenses [Abstract]. | |
OTHER ACCRUED EXPENSES | OTHER ACCRUED EXPENSES: Other accrued expenses consist of the following (dollars in thousands): June 30, 2017 March 31, 2017 Accrued purchase consideration $ 5,880 $ 5,880 Other accrued expenses 52,231 53,981 Other accrued expenses $ 58,111 $ 59,861 |
GOODWILL_
GOODWILL: | 3 Months Ended |
Jun. 30, 2017 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
GOODWILL: | GOODWILL: The following table summarizes Goodwill activity, by segment, for the three months ended June 30, 2017 (dollars in thousands). Marketing Services Audience Solutions Connectivity Total Balance at March 31, 2017 $ 118,890 $ 273,448 $ 200,393 $ 592,731 Change in foreign currency translation adjustment 21 — 9 30 Balance at June 30, 2017 $ 118,911 $ 273,448 $ 200,402 $ 592,761 Goodwill by component included in each segment as of June 30, 2017 was: Marketing Audience Connectivity Total U.S. $ 110,910 $ 273,448 $ 196,833 $ 581,191 APAC 8,001 — 3,569 11,570 Balance at June 30, 2017 $ 118,911 $ 273,448 $ 200,402 $ 592,761 |
LONG-TERM DEBT_
LONG-TERM DEBT: | 3 Months Ended |
Jun. 30, 2016 | |
Debt Disclosure [Abstract] | |
LONG-TERM DEBT: | LONG-TERM DEBT: Long-term debt consists of the following (dollars in thousands): June 30, March 31, 2017 2017 Term loan credit agreement $ — $ 155,000 Revolving credit borrowings 230,000 70,000 Other debt 5,041 5,612 Total long-term debt 235,041 230,612 Less current installments 2,339 39,819 Less deferred debt financing costs 4,557 1,552 Long-term debt, excluding current installments and deferred debt financing costs $ 228,145 $ 189,241 On June 20, 2017, the Company entered into a Sixth Amended and Restated Credit Agreement (the "restated credit agreement") as part of refinancing its prior credit agreement. On that day, the Company used an initial draw of $230 million to pay off the outstanding $225 million term and revolving loan balances, with interest, along with $4.0 million in fees related to the restated credit agreement. The fees will be amortized over the term of the agreement. The Company's restated credit agreement provides for (1) revolving credit facility borrowings consisting of revolving loans, letters of credit participation, and swing-line loans (the “ revolving loans ”) in an aggregate amount of $600 million and (2) a provision allowing the Company to request an increase of the aggregate amount of the revolving loans in an amount not to exceed $150 million . The restated credit agreement is secured by the accounts receivable of the Company and its domestic subsidiaries, as well as by the outstanding stock of certain subsidiaries of the Company. The restated credit agreement contains customary representations, warranties, affirmative and negative covenants, default and acceleration provisions. The restated credit agreement matures, and is fully due and payable, on June 20, 2022 and allows for prepayments before maturity. The revolving loan borrowings bear interest at LIBOR or at an alternative base rate plus a credit spread. At June 30, 2017, the revolving loan borrowing bears interest at LIBOR plus a credit spread of 2% . The weighted-average interest rate on revolving credit borrowings at June 30, 2017 was 3.3% . There were no material outstanding letters of credit at June 30, 2017 or March 31, 2017. Under the terms of the restated credit agreement, the Company is required to maintain certain debt-to-cash flow and interest coverage ratios, among other restrictions. At June 30, 2017 , the Company was in compliance with these covenants and restrictions. |
ALLOWANCE FOR DOUBTFUL ACCOUNTS
ALLOWANCE FOR DOUBTFUL ACCOUNTS: | 3 Months Ended |
Jun. 30, 2017 | |
Valuation and Qualifying Accounts [Abstract] | |
ALLOWANCE FOR DOUBTFUL ACCOUNTS: | 9. ALLOWANCE FOR DOUBTFUL ACCOUNTS: Trade accounts receivable are presented net of allowances for doubtful accounts, returns and credits of $5.8 million at June 30, 2017 and $6.1 million at March 31, 2017 . |
SEGMENT INFORMATION_
SEGMENT INFORMATION: | 3 Months Ended |
Jun. 30, 2017 | |
Segment Reporting [Abstract] | |
SEGMENT INFORMATION: | SEGMENT INFORMATION: The Company reports segment information consistent with the way management internally disaggregates its operations to assess performance and to allocate resources. Revenues and cost of revenue are generally directly attributed to the segments. Certain revenue contracts are allocated among the segments based on the relative value of the underlying products and services. Cost of revenue, excluding non-cash stock compensation expense and purchased intangible asset amortization, is directly charged in most cases and allocated in certain cases based upon proportional usage. Operating expenses, excluding non-cash stock compensation expense and purchased intangible asset amortization, are attributed to the segment groups as follows: • Research and development expenses are primarily directly recorded to each segment group based on identified products supported. • Sales and marketing expenses are primarily directly recorded to each segment group based on products supported and sold. • General and administrative expenses are generally not allocated to the segments unless directly attributable. • Gains, losses and other items, net are not allocated to the segment groups. We do not track our assets by operating segments. Consequently, it is not practical to show assets by operating segment. The following table presents information by business segment (dollars in thousands): For the three months ended June 30, 2017 2016 Revenues: Marketing Services $ 91,594 $ 109,715 Audience Solutions 75,734 73,744 Connectivity 45,186 31,342 Total segment revenues $ 212,514 $ 214,801 Gross profit (1) : Marketing Services $ 31,358 $ 37,466 Audience Solutions 47,210 41,912 Connectivity 27,525 17,575 Total segment gross profit $ 106,093 $ 96,953 Income (loss) from operations (1) : Marketing Services $ 19,784 $ 20,145 Audience Solutions 28,542 25,096 Connectivity (48 ) 291 Total segment income from operations $ 48,278 $ 45,532 (1) Gross profit and Income (loss) from operations reflect only the direct and allocable controllable costs of each segment and do not include allocations of corporate expenses (primarily general and administrative expenses) and gains, losses, and other items, net. Additionally, segment gross profit and Income (loss) from operations do not reflect non-cash stock compensation expense and purchased intangible asset amortization. The following table reconciles total segment gross profit to gross profit and total operating segment income from operations to income (loss) from operations (dollars in thousands): For the three months ended June 30, 2017 2016 Total segment gross profit $ 106,093 $ 96,953 Less: Purchased intangible asset amortization 5,966 4,077 Non-cash stock compensation 1,573 894 Gross profit $ 98,554 $ 91,982 Total segment income from operations $ 48,278 $ 45,532 Less: Corporate expenses (principally general and administrative) 25,967 24,389 Separation and transformation costs included in general and administrative 7,119 — Gains, losses and other items, net (98 ) 314 Purchased intangible asset amortization 5,966 4,077 Non-cash stock compensation 15,031 8,590 Income (loss) from operations $ (5,707 ) $ 8,162 |
RESTRUCTURING, IMPAIRMENT AND O
RESTRUCTURING, IMPAIRMENT AND OTHER CHARGES: | 3 Months Ended |
Jun. 30, 2017 | |
Restructuring and Related Activities [Abstract] | |
RESTRUCTURING, IMPAIRMENT AND OTHER CHARGES: | RESTRUCTURING, IMPAIRMENT AND OTHER CHARGES: The following table summarizes the restructuring activity for the three months ended June 30, 2017 (dollars in thousands): Associate-related Lease Total March 31, 2017 $ 2,400 $ 4,308 $ 6,708 Restructuring charges and adjustments (100 ) — (100 ) Payments (1,313 ) (798 ) (2,111 ) June 30, 2017 $ 987 $ 3,510 $ 4,497 The above balances are included in other accrued expenses and other liabilities on the condensed consolidated balance sheet. Restructuring Plans In fiscal 2017, the Company recorded a total of $8.9 million in restructuring charges and adjustments included in gains, losses and other items, net in the condensed consolidated statement of operations. The expense included severance and other associate-related charges of $3.8 million , lease accruals and adjustments of $3.0 million , and leasehold improvement write offs of $2.1 million . Of the associate-related accruals of $3.8 million , $0.4 million remained accrued as of June 30, 2017 . These costs are expected to be paid out in fiscal 2018. Of the lease accruals and adjustments of $3.0 million , $2.8 million remained accrued as of June 30, 2017 . The Company intends to sublease the facilities to the extent possible. The liability will be satisfied over the remainder of the leased properties’ terms, which continue through November 2025. Actual sublease receipts may differ from the estimates originally made by the Company. Any future changes in the estimates or in the actual sublease income could require future adjustments to the liabilities, which would impact net earnings (loss) in the period the adjustment is recorded. In fiscal 2016, the Company recorded a total of $12.0 million in restructuring charges and adjustments included in gains, losses and other items, net in the condensed consolidated statement of operations. The expense included severance and other associate-related charges of $8.6 million , lease termination charges and accruals of $3.0 million , and leasehold improvement write-offs of $0.4 million . Of the associate-related accruals of $8.6 million , $0.3 million remained accrued as of June 30, 2017 . These amounts are expected to be paid out in fiscal 2018. The lease termination charges and accruals of $3.0 million were fully paid during fiscal 2016. In fiscal 2015, the Company recorded a total of $21.8 million in restructuring charges and adjustments included in gains, losses and other items, net in the condensed consolidated statement of operations. The expense included severance and other associate-related charges of $13.3 million , lease accruals of $6.5 million , and the write-off of leasehold improvements of $2.0 million . Of the associate-related accruals of $13.3 million , $0.3 million remained accrued as of June 30, 2017 . These amounts are expected to be paid out in fiscal 2018. Of the lease accruals of $6.5 million , $0.7 million remained accrued as of June 30, 2017 . The liability will be paid out over the remainder of the leased properties’ terms, which continue through November 2025. Actual sublease terms may differ from the estimates originally made by the Company. Any future changes in the estimates or in the actual sublease income could require future adjustments to the liabilities, which would impact net earnings (loss) in the period the adjustment is recorded. Gains, Losses and Other Items Gains, losses and other items for each of the periods presented are as follows (dollars in thousands): For the quarter ended June 30, 2017 2016 Restructuring plan charges and adjustments $ (100 ) $ 279 Other 2 35 $ (98 ) $ 314 |
COMMITMENTS AND CONTINGENCIES_
COMMITMENTS AND CONTINGENCIES: | 3 Months Ended |
Jun. 30, 2017 | |
Commitments and Contingencies Disclosure [Abstract] | |
COMMITMENTS AND CONTINGENCIES: | COMMITMENTS AND CONTINGENCIES: Legal Matters The Company is involved in various claims and legal proceedings. Management routinely assesses the likelihood of adverse judgments or outcomes to these matters, as well as ranges of probable losses, to the extent losses are reasonably estimable. The Company records accruals for these matters to the extent that management concludes a loss is probable and the financial impact, should an adverse outcome occur, is reasonably estimable. These accruals are reflected in the Company’s condensed consolidated financial statements. In management’s opinion, the Company has made appropriate and adequate accruals for these matters, and management believes the probability of a material loss beyond the amounts accrued to be remote. However, the ultimate liability for these matters is uncertain, and if accruals are not adequate, an adverse outcome could have a material effect on the Company’s consolidated financial condition or results of operations. The Company maintains insurance coverage above certain limits. There are currently no matters pending against the Company or its subsidiaries for which the potential exposure is considered material to the Company’s condensed consolidated financial statements. Commitments The Company leases data processing equipment, office furniture and equipment, land and office space under noncancellable operating leases. The Company has a future commitment for lease payments over the next 23 years of $81.0 million . In connection with the Impact email disposition during fiscal 2017, the Company assigned a facility lease to the buyer of the business. The Company guaranteed the facility lease as required by the asset disposition agreement. Should the assignee default, the Company would be required to perform under the terms of the facility lease, which continues through September 2021. At June 30, 2017 , the Company’s maximum potential future rent payments under this guarantee totaled $2.5 million . |
INCOME TAXES_
INCOME TAXES: | 3 Months Ended |
Jun. 30, 2017 | |
Income Tax Disclosure [Abstract] | |
INCOME TAXES: | INCOME TAX: In determining the quarterly provision for income taxes, the Company makes its best estimate of the effective income tax rate expected to be applicable for the full fiscal year. The estimated effective income tax rate for the current fiscal year is impacted by nondeductible stock-based compensation, state income taxes, research tax credits, and losses in foreign jurisdictions. State income taxes are influenced by the geographic and legal entity mix of the Company’s U.S. income as well as the diversity of rules among the states. The Company does not record a tax benefit for certain foreign losses due to uncertainty of future utilization. As a result of adopting ASU 2016–09, all excess tax benefits and deficiencies from stock–based compensation will be recognized as income tax benefit and expense in the Company’s Condensed Consolidated Statement of Operations in the reporting period in which they occur. This will result in increased volatility in the Company’s effective tax rate. For the three months ended June 30, 2017, the Company recognized a discrete income tax benefit of $1.5 million related to net excess tax benefits. |
FINANCIAL INSTRUMENTS_
FINANCIAL INSTRUMENTS: | 3 Months Ended |
Jun. 30, 2017 | |
Fair Value Disclosures [Abstract] | |
FINANCIAL INSTRUMENTS: | FAIR VALUE OF FINANCIAL INSTRUMENTS: The following methods and assumptions were used to estimate the fair value of each class of financial instruments for which it is practicable to estimate that value. Cash and cash equivalents, trade receivables, unbilled and notes receivable, short-term borrowings and trade payables - The carrying amount approximates fair value because of the short maturity of these instruments. Long-term debt - The interest rate on the revolving credit agreement is adjusted for changes in market rates and therefore the carrying value approximates fair value. The estimated fair value of other long-term debt was determined based upon the present value of the expected cash flows considering expected maturities and using interest rates currently available to the Company for long-term borrowings with similar terms. At June 30, 2017 , the estimated fair value of long-term debt approximates its carrying value. Under applicable accounting standards financial assets and liabilities are classified in their entirety based on the lowest level of input that is significant to the fair value measurements. The Company assigned assets and liabilities to the hierarchy in the accounting standards, which is Level 1 - quoted prices in active markets for identical assets or liabilities, Level 2 - significant other observable inputs and Level 3 - significant unobservable inputs. The following table presents the balances of assets and liabilities measured at fair value as of June 30, 2017 (dollars in thousands): Level 1 Level 2 Level 3 Total Assets: Other current assets $ 13,608 $ — $ — $ 13,608 Total assets $ 13,608 $ — $ — $ 13,608 |
BASIS OF PRESENTATION AND SUM21
BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES: (Policies) | 3 Months Ended |
Jun. 30, 2017 | |
Accounting Policies [Abstract] | |
Recent Accounting Pronouncements Not Yet Adopted | Accounting Pronouncements Adopted During the Current Year In January 2017, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") No. 2017-01, "Business Combinations (Topic 805): Clarifying the Definition of a Business" ("ASU 2017-01") which amended the existing FASB Accounting Standards Codification. The standard provides additional guidance to assist entities with evaluation of whether transactions should be accounted for as acquisitions (or disposals) of assets or businesses. The definition of a business affects many areas of accounting, including acquisitions, disposals, goodwill, and consolidation. ASU 2017-01 is effective for the Company beginning in fiscal 2019, with early adoptions permitted. We adopted the standard in the current fiscal quarter, on a prospective basis, and do not expect the adoption of this guidance to have a material impact on our condensed consolidated financial statements and related disclosures. In November 2016, the FASB issued ASU 2016-18, "Statement of Cash Flows (Topic 230): Restricted Cash" ("ASU 2016-18"). This standard is intended to reduce diversity in the presentation of restricted cash and restricted cash equivalents in the statement of cash flows. The standard requires that restricted cash and restricted cash equivalents be included as components of total cash and cash equivalents as presented on the statement of cash flows. As a result, entities will no longer present transfers between cash and cash equivalents and restricted cash and restricted cash equivalents in the statement of cash flows. ASU 2016-18 is effective for annual periods beginning after December 15, 2017 (fiscal 2019 for the Company), including interim periods within those fiscal years; earlier adoption is permitted. We adopted the new standard during the current fiscal quarter. Early adoption did not result in any changes to our existing accounting policies, presentation of items in our condensed consolidated financial statements and related disclosures, or any changes resulting from the retrospective application to all periods reported. In March 2016, the FASB issued ASU No. 2016-09, "Compensation - Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting" ("ASU 2016-09") which is intended to improve the accounting for stock-based payment transactions as part of the FASB's simplification initiative. The ASU changes five aspects of the accounting for stock-based payment award transactions that will affect public companies, including: (1) accounting for income taxes; (2) classification of excess tax benefits on the statement of cash flows; (3) forfeitures; (4) minimum statutory tax withholding requirements; and (5) classification of employee taxes paid on the statement of cash flows when an employer withholds shares for tax-withholding purposes. The inclusion of excess tax benefits and deficiencies as a component of income tax expense will increase volatility within our provision for income taxes as the amount of excess tax benefits or deficiencies from stock-based compensation awards depends on our stock price at the date the awards vest. This guidance also requires excess tax benefits to be presented as an operating activity on the statement of cash flows and allows an entity to make an accounting policy election to either estimate expected forfeitures or to account for them as they occur. We adopted ASU No. 2016-09 during the current fiscal quarter, which required us to reflect any adjustments as of April 1, 2017. We elected to account for forfeitures as they occur rather than estimating expected forfeitures. We recorded the cumulative impact of the adoptions through an increase in retained earnings of $2.2 million , of which $2.6 million related to deferred tax assets from certain federal and state research tax credit carryforwards attributable to excess tax benefits from stock-based compensation that had not been previously recognized, offset by $0.4 million related to elimination of the forfeiture pool. We elected to prospectively adopt the effect on the statement of cash flows and accordingly, did not restate the Condensed Consolidated Statement of Cash Flows for the quarter ended June 30, 2016. Recent Accounting Pronouncements Not Yet Adopted In January 2017, the FASB issued ASU 2017-04, "Intangibles-Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment" ("ASU 2017-04"), which eliminates step two from the goodwill impairment test. Under ASU 2017-04, an entity should recognize an impairment charge for the amount by which the carrying amount of a reporting unit exceeds its fair value; however, the loss recognized should not exceed the total amount of goodwill allocated to that reporting unit. ASU 2017-04 is effective for annual periods beginning after December 15, 2019 (fiscal 2021 for the Company), including interim periods within those fiscal years; earlier adoption is permitted for goodwill impairment tests performed on testing dates after January 1, 2017. The Company does not expect the adoption of this guidance to have a material impact on its condensed consolidated financial statements and related disclosures. In February 2016, the FASB issued ASU No. 2016-02, "Leases (Topic 842)" ("ASU 2016-02"), as a comprehensive new standard that amends various aspects of existing guidance for leases and requires additional disclosures about leasing arrangements. The new standard will require lessees to recognize a right-of-use asset and a lease liability on the balance sheet for all leases with the exception of short-term leases. For lessees, leases will continue to be classified as either operating or finance in the income statement. Lessor accounting is similar to the current model but updated to align with certain changes to the lessee model. Lessors will continue to classify leases as operating, direct financing or sales-type leases. ASU 2016-02 is effective for annual periods beginning after December 15, 2018 (fiscal 2020 for the Company), including interim periods within those fiscal years. Earlier adoption is permitted. In the financial statements in which the ASU is first applied, leases shall be measured and recognized at the beginning of the earliest comparative period presented with an adjustment to equity. The Company is continuing to evaluate the impact of the adoption of this guidance on its condensed consolidated financial statements and related disclosures. In May 2014, the FASB issued update ASU 2014-09, "Revenue from Contracts with Customers (Topic 606)" ("ASU 2014-09") and issued subsequent amendments to the initial guidance in August 2015, March 2016, April 2016, May 2016 and December 2016 within ASU 2015-14, ASU 2016-08, ASU 2016-10, ASU 2016-12 and ASU 2016-20, respectively (ASU 2014-09 and the subsequent amendments, collectively, "Topic 606"). Topic 606 supersedes nearly all existing revenue recognition guidance under U.S. GAAP. The core principle of the new guidance 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. The guidance 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, among others. Topic 606 also provides guidance on the recognition of costs related to obtaining customer contracts. The effective date for the Company is the first quarter of fiscal 2019 using either of two methods: (i) retrospective application to each prior reporting period presented with the option to elect certain practical expedients; or (ii) retrospective application with the cumulative effect recognized at the date of initial application and providing certain additional disclosures. The Company has completed its preliminary assessment of the new standard and is continuing assessment as we complete implementation design activities. Preliminarily, we plan to adopt Topic 606 in the first quarter of fiscal 2019 pursuant to the aforementioned adoption method (ii) and we do not believe there will be a material impact to our revenues upon adoption. We are continuing to evaluate the impact to our revenues related to our pending adoption of Topic 606 and our preliminary assessments are subject to change. We are also continuing to evaluate the provisions of Topic 606 related to costs of obtaining customer contracts. The Company does not anticipate that the adoption of any other recent accounting pronouncements will have a material impact on the Company's consolidated financial position, results of operations or cash flows. |
EARNINGS (LOSS) PER SHARE AND22
EARNINGS (LOSS) PER SHARE AND STOCKHOLDERS' EQUITY: (Tables) | 3 Months Ended |
Jun. 30, 2016 | |
EARNINGS (LOSS) PER SHARE AND STOCKHOLDERS' EQUITY: | |
Reconciliation of numerator and denominator of basic and diluted earnings (loss) per share | A reconciliation of the numerator and denominator of basic and diluted earnings (loss) per share is shown below (in thousands, except per share amounts): For the three months ended June 30, 2017 2016 Basic earnings (loss) per share: Net earnings (loss) $ (1,300 ) $ 3,976 Basic weighted-average shares outstanding 78,672 77,471 Basic earnings (loss) per share $ (0.02 ) $ 0.05 Diluted earnings (loss) per share: Basic weighted-average shares outstanding 78,672 77,471 Dilutive effect of common stock options, warrants, and restricted stock as computed under the treasury stock method — 1,882 Diluted weighted-average shares outstanding 78,672 79,353 Diluted earnings (loss) per share $ (0.02 ) $ 0.05 |
Schedule of anti-dilutive options, warrants and restricted stock units excluded from computation of earnings (loss) per share | Additional options and warrants to purchase shares of common stock and restricted stock units that were outstanding during the periods presented but were not included in the computation of diluted earnings (loss) per share because the effect was anti-dilutive are shown below (in thousands, except per share amounts): For the three months ended June 30, 2017 2016 Number of shares outstanding under options, warrants and restricted stock units 20 709 Range of exercise prices for options $32.85 $19.07-$32.85 |
SHARE-BASED COMPENSATION_ (Tabl
SHARE-BASED COMPENSATION: (Tables) | 3 Months Ended |
Jun. 30, 2017 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Schedule of option activity | Stock option activity for the three months ended June 30, 2017 was: Weighted-average Weighted-average remaining Aggregate Number of exercise price contractual term Intrinsic value shares per share (in years) (in thousands) Outstanding at March 31, 2017 3,033,071 $ 13.14 Performance units converted to options 299,641 $ 21.32 Exercised (130,157 ) $ 14.66 $ 1,532 Forfeited or canceled (2,052 ) $ 14.80 Outstanding at June 30, 2017 3,200,503 $ 13.85 5.9 $ 38,971 Exercisable at June 30, 2017 2,412,279 $ 14.49 5.1 $ 27,826 |
Summary of stock options outstanding and exercisable | A summary of stock options outstanding and exercisable as of June 30, 2017 was: Options outstanding Options exercisable Range of Weighted-average Weighted-average Weighted-average exercise price Options remaining exercise price Options exercise price per share outstanding contractual life per share exercisable per share $ 0.61 — $ 9.99 801,586 7.1 years $ 1.67 460,516 $ 1.71 $ 10.00 — $ 19.99 1,396,449 5.2 years $ 15.10 1,184,653 $ 14.62 $ 20.00 — $ 24.99 982,916 6.0 years $ 21.62 752,447 $ 21.74 $ 25.00 — $ 32.85 19,552 6.4 years $ 32.85 14,663 $ 32.85 3,200,503 5.9 years $ 13.85 2,412,279 $ 14.49 |
Schedule of stock appreciation right (SAR) activity | SAR activity for the three months ended June 30, 2017 was: Weighted-average Weighted-average remaining Aggregate Number exercise price contractual term intrinsic value of shares per share (in years) (in thousands) Outstanding at March 31, 2017 245,404 $ 40.00 Forfeited or canceled (245,404 ) $ 40.00 Outstanding at June 30, 2017 — $ — — $ — Performance stock option unit activity for the three months ended June 30, 2017 was: Weighted-average Weighted-average remaining Aggregate Number exercise price contractual term intrinsic value of shares per share (in years) (in thousands) Outstanding at March 31, 2017 555,123 $ 21.41 Performance units converted to options (183,322 ) $ 21.41 Forfeited or canceled (6,954 ) $ 21.32 Outstanding at June 30, 2017 364,847 $ 21.41 2.4 $ 1,668 Exercisable at June 30, 2017 — $ — — $ — |
Schedule of non-vested time-vesting restricted stock unit activity | Non-vested time-vesting restricted stock unit activity for the three months ended June 30, 2017 was: Weighted-average fair value per Weighted-average Number share at grant remaining contractual of shares date term (in years) Outstanding at March 31, 2017 3,307,577 $ 22.57 2.45 Granted 1,156,431 $ 26.55 Vested (542,617 ) $ 20.25 Forfeited or canceled (74,744 ) $ 21.87 Outstanding at June 30, 2017 3,846,647 $ 24.11 2.78 |
Schedule of non-vested performance-based restricted stock units activity | Non-vested performance-based restricted stock unit activity for the three months ended June 30, 2017 was: Weighted-average fair value per Weighted-average Number share at grant remaining contractual of shares date term (in years) Outstanding at March 31, 2017 732,711 $ 20.89 1.13 Granted 334,734 $ 27.43 Additional performance shares 94,775 $ 19.46 Vested (252,760 ) $ 19.46 Forfeited or canceled (586 ) $ 17.98 Outstanding at June 30, 2017 908,874 $ 23.55 1.68 |
Schedule of other performance unit activity | Other performance-based stock unit activity for the three months ended June 30, 2017 was: Weighted-average fair value per Weighted-average Number share at grant remaining contractual of shares date term (in years) Outstanding at March 31, 2017 597,193 $ 4.14 0.30 Forfeited or canceled (201,464 ) $ 5.18 Outstanding at June 30, 2017 395,729 $ 3.61 0.21 |
DISCONTINUED OPERATIONS AND DIS
DISCONTINUED OPERATIONS AND DISPOSITIONS: (Tables) | 3 Months Ended |
Jun. 30, 2016 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Schedule of summary results of operations for discontinued operations | Revenue and loss from operations from the disposed Impact email business are shown below (dollars in thousands): For the three months ended June 30, 2017 2016 Revenues $ — $ 12,319 Loss from operations $ — $ (129 ) |
OTHER CURRENT AND NONCURRENT 25
OTHER CURRENT AND NONCURRENT ASSETS: (Tables) | 3 Months Ended |
Jun. 30, 2016 | |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | |
Schedule of components of other current assets | Other current assets consist of the following (dollars in thousands): June 30, 2017 March 31, 2017 Prepaid expenses and other $ 21,321 $ 25,714 Escrow deposit 5,880 5,880 Note receivable 4,000 4,000 Assets of non-qualified retirement plan 13,608 12,716 Other current assets $ 44,809 $ 48,310 |
Schedule of components of other noncurrent assets | Other noncurrent assets consist of the following (dollars in thousands): June 30, 2017 March 31, 2017 Acquired intangible assets, net $ 41,337 $ 43,884 Deferred data acquisition costs 1,073 1,116 Other miscellaneous noncurrent assets 5,769 6,443 Noncurrent assets $ 48,179 $ 51,443 |
OTHER ACCRUED EXPENSES_ (Tables
OTHER ACCRUED EXPENSES: (Tables) | 3 Months Ended |
Jun. 30, 2016 | |
Other Accrued Expenses [Abstract]. | |
Schedule of other accrued expenses | Other accrued expenses consist of the following (dollars in thousands): June 30, 2017 March 31, 2017 Accrued purchase consideration $ 5,880 $ 5,880 Other accrued expenses 52,231 53,981 Other accrued expenses $ 58,111 $ 59,861 |
GOODWILL_ (Tables)
GOODWILL: (Tables) | 3 Months Ended |
Jun. 30, 2017 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of goodwill by operating segment and activity and by component included in each segment | The following table summarizes Goodwill activity, by segment, for the three months ended June 30, 2017 (dollars in thousands). Marketing Services Audience Solutions Connectivity Total Balance at March 31, 2017 $ 118,890 $ 273,448 $ 200,393 $ 592,731 Change in foreign currency translation adjustment 21 — 9 30 Balance at June 30, 2017 $ 118,911 $ 273,448 $ 200,402 $ 592,761 Goodwill by component included in each segment as of June 30, 2017 was: Marketing Audience Connectivity Total U.S. $ 110,910 $ 273,448 $ 196,833 $ 581,191 APAC 8,001 — 3,569 11,570 Balance at June 30, 2017 $ 118,911 $ 273,448 $ 200,402 $ 592,761 |
LONG-TERM DEBT_ (Tables)
LONG-TERM DEBT: (Tables) | 3 Months Ended |
Jun. 30, 2016 | |
Debt Disclosure [Abstract] | |
Schedule of components of long-term debt | Long-term debt consists of the following (dollars in thousands): June 30, March 31, 2017 2017 Term loan credit agreement $ — $ 155,000 Revolving credit borrowings 230,000 70,000 Other debt 5,041 5,612 Total long-term debt 235,041 230,612 Less current installments 2,339 39,819 Less deferred debt financing costs 4,557 1,552 Long-term debt, excluding current installments and deferred debt financing costs $ 228,145 $ 189,241 |
SEGMENT INFORMATION_ (Tables)
SEGMENT INFORMATION: (Tables) | 3 Months Ended |
Jun. 30, 2017 | |
Segment Reporting [Abstract] | |
Schedule of information by business segment | The following table presents information by business segment (dollars in thousands): For the three months ended June 30, 2017 2016 Revenues: Marketing Services $ 91,594 $ 109,715 Audience Solutions 75,734 73,744 Connectivity 45,186 31,342 Total segment revenues $ 212,514 $ 214,801 Gross profit (1) : Marketing Services $ 31,358 $ 37,466 Audience Solutions 47,210 41,912 Connectivity 27,525 17,575 Total segment gross profit $ 106,093 $ 96,953 Income (loss) from operations (1) : Marketing Services $ 19,784 $ 20,145 Audience Solutions 28,542 25,096 Connectivity (48 ) 291 Total segment income from operations $ 48,278 $ 45,532 (1) Gross profit and Income (loss) from operations reflect only the direct and allocable controllable costs of each segment and do not include allocations of corporate expenses (primarily general and administrative expenses) and gains, losses, and other items, net. Additionally, segment gross profit and Income (loss) from operations do not reflect non-cash stock compensation expense and purchased intangible asset amortization. |
Reconciliation of total operating segment gross profit to total gross profit and total operating segment income from operations to loss from operations | The following table reconciles total segment gross profit to gross profit and total operating segment income from operations to income (loss) from operations (dollars in thousands): For the three months ended June 30, 2017 2016 Total segment gross profit $ 106,093 $ 96,953 Less: Purchased intangible asset amortization 5,966 4,077 Non-cash stock compensation 1,573 894 Gross profit $ 98,554 $ 91,982 Total segment income from operations $ 48,278 $ 45,532 Less: Corporate expenses (principally general and administrative) 25,967 24,389 Separation and transformation costs included in general and administrative 7,119 — Gains, losses and other items, net (98 ) 314 Purchased intangible asset amortization 5,966 4,077 Non-cash stock compensation 15,031 8,590 Income (loss) from operations $ (5,707 ) $ 8,162 |
RESTRUCTURING, IMPAIRMENT AND30
RESTRUCTURING, IMPAIRMENT AND OTHER CHARGES: (Tables) | 3 Months Ended |
Jun. 30, 2017 | |
Restructuring and Related Activities [Abstract] | |
Summary of restructuring activity | The following table summarizes the restructuring activity for the three months ended June 30, 2017 (dollars in thousands): Associate-related Lease Total March 31, 2017 $ 2,400 $ 4,308 $ 6,708 Restructuring charges and adjustments (100 ) — (100 ) Payments (1,313 ) (798 ) (2,111 ) June 30, 2017 $ 987 $ 3,510 $ 4,497 |
Schedule of gains, losses and other items | Gains, losses and other items for each of the periods presented are as follows (dollars in thousands): For the quarter ended June 30, 2017 2016 Restructuring plan charges and adjustments $ (100 ) $ 279 Other 2 35 $ (98 ) $ 314 |
FINANCIAL INSTRUMENTS_ (Tables)
FINANCIAL INSTRUMENTS: (Tables) | 3 Months Ended |
Jun. 30, 2017 | |
Fair Value Disclosures [Abstract] | |
Schedule of financial assets and liabilities measured at fair value | The following table presents the balances of assets and liabilities measured at fair value as of June 30, 2017 (dollars in thousands): Level 1 Level 2 Level 3 Total Assets: Other current assets $ 13,608 $ — $ — $ 13,608 Total assets $ 13,608 $ — $ — $ 13,608 |
BASIS OF PRESENTATION AND SUM32
BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES: Narrative (Details) - USD ($) $ in Thousands | Jun. 30, 2017 | Apr. 01, 2017 |
Cumulative-effect adjustment from adoption of ASU 2016-09 | $ 2,626 | |
Retained earnings | ||
Cumulative-effect adjustment from adoption of ASU 2016-09 | 2,242 | |
Additional paid-in Capital | ||
Cumulative-effect adjustment from adoption of ASU 2016-09 | 384 | |
Accounting Standards Update 2016-09 [Member] | ||
Income taxes (benefit) | $ 2,600 | |
Accounting Standards Update 2016-09 [Member] | Retained earnings | ||
Cumulative-effect adjustment from adoption of ASU 2016-09 | 2,200 | |
Accounting Standards Update 2016-09 [Member] | Additional paid-in Capital | ||
Cumulative-effect adjustment from adoption of ASU 2016-09 | $ 400 |
EARNINGS (LOSS) PER SHARE AND33
EARNINGS (LOSS) PER SHARE AND STOCKHOLDERS' EQUITY: Reconciliation of basic and diluted earnings (loss) per share (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | |
Jun. 30, 2017 | Jun. 30, 2016 | |
Basic earnings (loss) per share: | ||
Net earnings (loss) | $ (1,300) | $ 3,976 |
Basic weighted-average shares outstanding | 78,672 | 77,471 |
Basic earnings (loss) per share | $ (0.02) | $ 0.05 |
Diluted earnings (loss) per share: | ||
Dilutive effect of common stock options, warrants, and restricted stock as computed under the treasury stock method | 0 | 1,882 |
Diluted weighted-average shares outstanding | 78,672 | 79,353 |
Diluted earnings (loss) per share | $ (0.02) | $ 0.05 |
EARNINGS (LOSS) PER SHARE AND34
EARNINGS (LOSS) PER SHARE AND STOCKHOLDERS' EQUITY: Narrative (Details) - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | ||
Jun. 30, 2017 | Jun. 30, 2016 | Mar. 31, 2017 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 20 | 709 | |
Treasury stock, at cost | $ (1,046,648) | $ (1,039,345) | |
Accumulated other comprehensive income | $ 8,651 | $ 7,999 | |
Stock Options And Warrants And Restricted Stock Units | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 2,800 | ||
Common Stock Repurchase Program | |||
Stock Repurchase Program, Authorized Amount | $ 400,000 | ||
Repurchase of stock (in shares) | 16,800 | ||
Treasury stock, at cost | $ (285,700) | ||
Stock repurchase program, remaining amount | $ 114,300 |
EARNINGS (LOSS) PER SHARE AND35
EARNINGS (LOSS) PER SHARE AND STOCKHOLDERS' EQUITY: Anti-dilutive shares (Details) - $ / shares shares in Thousands | 3 Months Ended | |
Jun. 30, 2017 | Jun. 30, 2016 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 20 | 709 |
Stock Options And Warrants And Restricted Stock Units | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 2,800 | |
Minimum | Stock Options And Warrants And Restricted Stock Units | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Options and Warrants Exercise Price | $ 32.85 | $ 19.07 |
Maximum | Stock Options And Warrants And Restricted Stock Units | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Options and Warrants Exercise Price | $ 32.85 | $ 32.85 |
EARNINGS (LOSS) PER SHARE AND36
EARNINGS (LOSS) PER SHARE AND STOCKHOLDERS' EQUITY: Accumulated balances for each component of other comprehensive income (Details) - USD ($) $ in Thousands | Jun. 30, 2017 | Mar. 31, 2017 |
EARNINGS (LOSS) PER SHARE AND STOCKHOLDERS' EQUITY [Abstract] | ||
Accumulated other comprehensive income | $ 8,651 | $ 7,999 |
SHARE-BASED COMPENSATION_ (Deta
SHARE-BASED COMPENSATION: (Details) $ / shares in Units, $ in Thousands | 3 Months Ended |
Jun. 30, 2017USD ($)$ / sharesshares | |
Stock Option Activity - Number of Shares | |
Outstanding at beginning of the period (in shares) | 3,033,071 |
Granted (in shares) | 299,641 |
Exercised (in shares) | (130,157) |
Forfeited or cancelled (in shares) | (2,052) |
Outstanding at end of the period (in shares) | 3,200,503 |
Exercisable at the end of the period (in shares) | 2,412,279 |
Weighted-average exercise price per share | |
Outstanding at the beginning of the period (in dollars per share) | $ / shares | $ 13.14 |
Granted (in dollars per share) | $ / shares | 21.32 |
Exercised (in dollars per share) | $ / shares | 14.66 |
Forfeited or cancelled (in dollars per share) | $ / shares | 14.80 |
Outstanding at the end of the period (in dollars per share) | $ / shares | 13.85 |
Exercisable at the end of the period (in dollars per share) | $ / shares | $ 14.49 |
Weighted-average remaining contractual term | |
Weighted average remaining contractual term | 5 years 10 months 24 days |
Exercisable at the end of the period | 5 years 1 month 6 days |
Aggregate intrinsic value | |
Exercised | $ | $ 1,532 |
Outstanding at the end of the period | $ | 38,971 |
Exercisable at the end of the period | $ | $ 27,826 |
Stock Option and Equity Compensation Plans | |
Share-based compensation | |
Total shares reserved for issuance since inception of the stock option and equity compensation plans (in shares) | 30,000,000 |
Shares which remained available for future grants (in shares) | 1,200,000 |
Amended and Restated 2005 Equity Compensation Plan [Member] | |
Share-based compensation | |
Shares reserved for issuance | 34,500,000 |
Amended and Restated 2005 Equity Compensation Plan [Member] | Minimum | |
Share-based compensation | |
Shares which remained available for future grants (in shares) | 28,400,000 |
Amended and Restated 2005 Equity Compensation Plan [Member] | Maximum | |
Share-based compensation | |
Shares which remained available for future grants (in shares) | 32,900,000 |
SHARE-BASED COMPENSATION_ Stock
SHARE-BASED COMPENSATION: Stock options outstanding and exercisable (Details) - USD ($) $ / shares in Units, $ in Millions | 3 Months Ended | |
Jun. 30, 2017 | Jun. 30, 2016 | |
Stock options outstanding and exercisable by exercise price range | ||
Options outstanding (in shares) | 3,200,503 | |
Options outstanding - Weighted-average remaining contractual life | 5 years 10 months 24 days | |
Options outstanding - Weighted-average exercise price per share (in dollars per share) | $ 13.85 | |
Options exercisable (in shares) | 2,412,279 | |
Options exercisable - Weighted-average exercise price per share (in dollars per share) | $ 14.49 | |
Range of exercise price per share from $0.61 to $9.99 | ||
Stock options outstanding and exercisable by exercise price range | ||
Exercise price per share, low end of range (in dollars per share) | 0.61 | |
Exercise price per share, high end of range (in dollars per share) | $ 9.99 | |
Options outstanding (in shares) | 801,586 | |
Options outstanding - Weighted-average remaining contractual life | 7 years 1 month 6 days | |
Options outstanding - Weighted-average exercise price per share (in dollars per share) | $ 1.67 | |
Options exercisable (in shares) | 460,516 | |
Options exercisable - Weighted-average exercise price per share (in dollars per share) | $ 1.71 | |
Range of exercise price per share from $10.00 to $19.99 | ||
Stock options outstanding and exercisable by exercise price range | ||
Exercise price per share, low end of range (in dollars per share) | 10 | |
Exercise price per share, high end of range (in dollars per share) | $ 19.99 | |
Options outstanding (in shares) | 1,396,449 | |
Options outstanding - Weighted-average remaining contractual life | 5 years 2 months 12 days | |
Options outstanding - Weighted-average exercise price per share (in dollars per share) | $ 15.10 | |
Options exercisable (in shares) | 1,184,653 | |
Options exercisable - Weighted-average exercise price per share (in dollars per share) | $ 14.62 | |
Range of exercise price per share from $20.00 to $24.99 | ||
Stock options outstanding and exercisable by exercise price range | ||
Exercise price per share, low end of range (in dollars per share) | 20 | |
Exercise price per share, high end of range (in dollars per share) | $ 24.99 | |
Options outstanding (in shares) | 982,916 | |
Options outstanding - Weighted-average remaining contractual life | 6 years | |
Options outstanding - Weighted-average exercise price per share (in dollars per share) | $ 21.62 | |
Options exercisable (in shares) | 752,447 | |
Options exercisable - Weighted-average exercise price per share (in dollars per share) | $ 21.74 | |
Range of exercise price per share from $25.00 to $32.85 | ||
Stock options outstanding and exercisable by exercise price range | ||
Exercise price per share, low end of range (in dollars per share) | 25 | |
Exercise price per share, high end of range (in dollars per share) | $ 32.85 | |
Options outstanding (in shares) | 19,552 | |
Options outstanding - Weighted-average remaining contractual life | 6 years 4 months 24 days | |
Options outstanding - Weighted-average exercise price per share (in dollars per share) | $ 32.85 | |
Options exercisable (in shares) | 14,663 | |
Options exercisable - Weighted-average exercise price per share (in dollars per share) | $ 32.85 | |
Stock options | ||
Stock options outstanding and exercisable by exercise price range | ||
Share-based compensation expense | $ 1.4 | $ 1.8 |
Share-based compensation not yet recognized | $ 10.2 | |
Period for recognition of unrecognized stock-based compensation expense | 4 years |
SHARE-BASED COMPENSATION_ Perfo
SHARE-BASED COMPENSATION: Performance Stock Option Unit Activity (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | |
Jun. 30, 2017 | Jun. 30, 2016 | Mar. 31, 2017 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Exercised (in dollars per share) | $ 14.66 | ||
Number of shares | |||
Outstanding at beginning of the period (in shares) | 3,033,071 | ||
Forfeited or cancelled (in shares) | (2,052) | ||
Outstanding at end of the period (in shares) | 3,200,503 | 3,033,071 | |
Exercisable at the end of the period (in shares) | 2,412,279 | ||
Weighted-average exercise price per share | |||
Outstanding at the beginning of the period (in dollars per share) | $ 13.14 | ||
Forfeited or cancelled (in dollars per share) | 14.80 | ||
Outstanding at the end of the period (in dollars per share) | 13.85 | $ 13.14 | |
Exercisable at the end of the period (in dollars per share) | $ 14.49 | ||
Weighted-average remaining contractual term | |||
Weighted average remaining contractual term | 5 years 10 months 24 days | ||
Exercisable at the end of the period | 5 years 1 month 6 days | ||
Aggregate intrinsic value | |||
Outstanding at the end of the period | $ 38,971 | ||
Exercisable at the end of the period | 27,826 | ||
Shares Vesting Based On Relevent Performance Period At March 31, 2017 | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Number of units reached maturity | 183,322 | ||
Vesting percentage | 163.00% | ||
Options issued (in shares) | 299,641 | ||
Restricted stock units | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Share-based compensation expense | $ 8,800 | $ 6,200 | |
Restricted stock units | Shares Vesting Based On Relevent Performance Period At March 31, 2017 | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Number of units reached maturity | 157,985 | ||
Vesting percentage | 160.00% | ||
Options issued (in shares) | 252,760 | ||
Performance stock | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Exercised (in dollars per share) | $ 21.32 | ||
Share-based compensation expense | $ 500 | ||
Future expense for performance stock option units | $ 3,200 | ||
Period for recognition of unrecognized stock-based compensation expense | 4 years | ||
Number of shares | |||
Outstanding at beginning of the period (in shares) | 555,123 | ||
Performance units converted to options (in shares) | (183,322) | ||
Forfeited or cancelled (in shares) | (6,954) | ||
Outstanding at end of the period (in shares) | 364,847 | 555,123 | |
Exercisable at the end of the period (in shares) | 0 | ||
Weighted-average exercise price per share | |||
Outstanding at the beginning of the period (in dollars per share) | $ 21.41 | ||
Performance units converted to options (in dollars per share) | 21.41 | ||
Forfeited or cancelled (in dollars per share) | 21.32 | ||
Outstanding at the end of the period (in dollars per share) | 21.41 | $ 21.41 | |
Exercisable at the end of the period (in dollars per share) | $ 0 | ||
Weighted-average remaining contractual term | |||
Weighted average remaining contractual term | 2 years 4 months 24 days | ||
Exercisable at the end of the period | 0 years | ||
Aggregate intrinsic value | |||
Outstanding at the end of the period | $ 1,668 | ||
Exercisable at the end of the period | $ 0 |
SHARE-BASED COMPENSATION_ SAR a
SHARE-BASED COMPENSATION: SAR activity (Details) - USD ($) $ / shares in Units, $ in Millions | 3 Months Ended | 12 Months Ended |
Jun. 30, 2017 | Mar. 31, 2017 | |
Weighted-average exercise price per share | ||
Weighted-average exercise price per share, Forfeited or canceled (in dollars per share) | $ 40 | |
Stock Appreciation Rights (SARs) | ||
Share-based compensation activity | ||
Outstanding at the beginning of the period (in shares) | 245,404 | |
Forfeited or cancelled (in shares) | (245,404) | |
Outstanding at the end of the period (in shares) | 0 | 245,404 |
Weighted-average exercise price per share | ||
Outstanding at the beginning of the period (in dollars per share) | $ 40 | |
Outstanding at the end of the period (in dollars per share) | $ 0 | $ 40 |
Weighted-average remaining contractual term | ||
Weighted average remaining contractual term (in years) | 0 years | |
Aggregate intrinsic value | ||
Vesting percentage | 100.00% | |
Restricted stock units | Time Based Vesting | ||
Share-based compensation activity | ||
Outstanding at the beginning of the period (in shares) | 3,307,577 | |
Forfeited or cancelled (in shares) | (74,744) | |
Outstanding at the end of the period (in shares) | 3,846,647 | 3,307,577 |
Weighted-average remaining contractual term | ||
Weighted average remaining contractual term (in years) | 2 years 9 months 10 days | 2 years 5 months 12 days |
Aggregate intrinsic value | ||
Aggregate fair value of restricted stock units granted | $ 30.7 | |
Granted (in shares) | 1,156,431 | |
Restricted stock units | Partial cliff vest tranche one | ||
Aggregate intrinsic value | ||
Vesting percentage | 25.00% | |
Granted (in shares) | 1,005,068 | |
Restricted stock units | Vesting in four years | ||
Aggregate intrinsic value | ||
Granted (in shares) | 137,113 | |
Vesting period (in years) | 4 years | |
Restricted stock units | Vesting in one year | ||
Aggregate intrinsic value | ||
Granted (in shares) | 14,250 | |
Vesting period (in years) | 1 year |
SHARE-BASED COMPENSATION_ Non v
SHARE-BASED COMPENSATION: Non vested time vesting restricted stock unit activity (Details) $ / shares in Units, $ in Millions | 3 Months Ended | 12 Months Ended | |
Jun. 30, 2017USD ($)tranche$ / sharesshares | Jun. 30, 2016USD ($)shares | Mar. 31, 2017$ / sharesshares | |
Shares Vesting Based On Relevent Performance Period At March 31, 2017 | |||
Restricted Stock Unit Activity - Other disclosures | |||
Number of units reached maturity | 183,322 | ||
Vesting percentage | 163.00% | ||
Options issued (in shares) | 299,641 | ||
Restricted stock units | |||
Restricted Stock Unit Activity - Other disclosures | |||
Share-based compensation expense | $ | $ 8.8 | $ 6.2 | |
Restricted stock units | Time Based Vesting | |||
Non-vested restricted stock unit activity | |||
Outstanding at the beginning of the period (in shares) | 3,307,577 | ||
Granted (in shares) | 1,156,431 | ||
Vested (in shares) | (542,617) | ||
Forfeited or cancelled (in shares) | (74,744) | ||
Outstanding at the end of the period (in shares) | 3,846,647 | 3,307,577 | |
Non-vested restricted stock units, Weighted average fair value per share at grant date | |||
Outstanding at the beginning of the period (in dollars per share) | $ / shares | $ 22.57 | ||
Granted (in dollars per share) | $ / shares | 26.55 | ||
Vested (in dollars per share) | $ / shares | 20.25 | ||
Forfeited or cancelled (in dollars per share) | $ / shares | 21.87 | ||
Outstanding at the end of the period (in dollars per share) | $ / shares | $ 24.11 | $ 22.57 | |
Weighted-average remaining contractual term | |||
Weighted average remaining contractual term (in years) | 2 years 9 months 10 days | 2 years 5 months 12 days | |
Restricted Stock Unit Activity - Other disclosures | |||
Granted (in shares) | 1,156,431 | ||
Aggregate fair value of restricted stock units granted | $ | $ 30.7 | ||
Restricted stock units | Performance stock | |||
Non-vested restricted stock unit activity | |||
Outstanding at the beginning of the period (in shares) | 732,711 | ||
Granted (in shares) | 334,734 | ||
Additional performance shares (in shares) | 94,775 | ||
Vested (in shares) | (252,760) | ||
Forfeited or cancelled (in shares) | (586) | ||
Outstanding at the end of the period (in shares) | 908,874 | 732,711 | |
Non-vested restricted stock units, Weighted average fair value per share at grant date | |||
Outstanding at the beginning of the period (in dollars per share) | $ / shares | $ 20.89 | ||
Granted (in dollars per share) | $ / shares | 27.43 | ||
Additional performance shares (in dollars per share) | $ / shares | 19.46 | ||
Vested (in dollars per share) | $ / shares | 19.46 | ||
Forfeited or cancelled (in dollars per share) | $ / shares | 17.98 | ||
Outstanding at the end of the period (in dollars per share) | $ / shares | $ 23.55 | $ 20.89 | |
Weighted-average remaining contractual term | |||
Weighted average remaining contractual term (in years) | 1 year 8 months 4 days | 1 year 1 month 17 days | |
Restricted Stock Unit Activity - Other disclosures | |||
Granted (in shares) | 334,734 | ||
Aggregate fair value of restricted stock units granted | $ | $ 9.2 | ||
Options issued (in shares) | 94,775 | ||
Restricted stock units | Performance Shares Vesting Total Shareholder Return | |||
Non-vested restricted stock unit activity | |||
Granted (in shares) | 217,784 | ||
Vested (in shares) | (116,950) | ||
Restricted Stock Unit Activity - Other disclosures | |||
Granted (in shares) | 217,784 | ||
Number of tranches | tranche | 3 | ||
Restricted stock units | Shares Vesting Based On Relevent Performance Period At March 31, 2017 | |||
Restricted Stock Unit Activity - Other disclosures | |||
Number of units reached maturity | 157,985 | ||
Vesting percentage | 160.00% | ||
Options issued (in shares) | 252,760 | ||
Restricted stock units | Share-based Compensation Award, Tranche One | |||
Restricted Stock Unit Activity - Other disclosures | |||
Future share-based compensation expense expected | $ | $ 31.1 | ||
Restricted stock units | Share-based Compensation Award, Tranche Two | |||
Restricted Stock Unit Activity - Other disclosures | |||
Future share-based compensation expense expected | $ | 30.4 | ||
Restricted stock units | Share-based Compensation Award, Tranche Three | |||
Restricted Stock Unit Activity - Other disclosures | |||
Future share-based compensation expense expected | $ | 21.7 | ||
Restricted stock units | Share-based Compensation Award, Tranche Four | |||
Restricted Stock Unit Activity - Other disclosures | |||
Future share-based compensation expense expected | $ | 12.5 | ||
Restricted stock units | Share-based Compensation Award, Tranche Five | |||
Restricted Stock Unit Activity - Other disclosures | |||
Future share-based compensation expense expected | $ | $ 0.9 | ||
Minimum | Restricted stock units | Performance Shares Vesting Total Shareholder Return | |||
Restricted Stock Unit Activity - Other disclosures | |||
Performance share awards vested (as a percent) | 0.00% | ||
Performance share awards non-vested (as a percent) | 0.00% | ||
Maximum | Restricted stock units | Performance Shares Vesting Total Shareholder Return | |||
Restricted Stock Unit Activity - Other disclosures | |||
Performance share awards vested (as a percent) | 200.00% | ||
Performance share awards non-vested (as a percent) | 300.00% |
SHARE-BASED COMPENSATION_ Other
SHARE-BASED COMPENSATION: Other (Details) $ / shares in Units, $ in Millions | 3 Months Ended | 12 Months Ended | ||
Sep. 30, 2017$ / sharesshares | Jun. 30, 2017USD ($)item$ / sharesshares | Jun. 30, 2016USD ($) | Mar. 31, 2017USD ($)$ / sharesshares | |
Share-based compensation | ||||
Percentage of Increment | 0.0333% | |||
Share-based Activity - Other disclosures | ||||
Holdback consideration transferred | $ | $ 38.3 | |||
Holdback expenses | $ | $ 3.8 | |||
Performance stock | ||||
Weighted-average remaining contractual term | ||||
Weighted average remaining contractual term (in years) | 2 months 15 days | |||
Share-based Activity - Other disclosures | ||||
Share-based compensation expense | $ | $ 0.5 | |||
Period for recognition of unrecognized stock-based compensation expense | 4 years | |||
Other performance based | ||||
Share-based compensation activity | ||||
Outstanding at the beginning of the period (in shares) | 395,729 | 597,193 | ||
Forfeited or cancelled (in shares) | (201,464) | |||
Outstanding at the end of the period (in shares) | 395,729 | 597,193 | ||
Share-based compensation, Weighted average fair value per share at grant date | ||||
Outstanding at the beginning of the period (in dollars per share) | $ / shares | $ 3.61 | $ 4.14 | ||
Forfeited or cancelled (in dollars per share) | $ / shares | 5.18 | |||
Outstanding at the end of the period (in dollars per share) | $ / shares | $ 3.61 | $ 4.14 | ||
Weighted-average remaining contractual term | ||||
Weighted average remaining contractual term (in years) | 3 months 18 days | |||
Share-based Activity - Other disclosures | ||||
Share-based compensation expense | $ | $ 0.2 | $ 0.2 | ||
Period for recognition of unrecognized stock-based compensation expense | 1 year | |||
Arbor | ||||
Share-based Activity - Other disclosures | ||||
Holdback consideration transferred | $ | $ 38.3 | |||
Number of increments | item | 30 | |||
Shares Vesting Based On Relevant Performance Period At March 31 2017 | Other performance based | ||||
Share-based Activity - Other disclosures | ||||
Outstanding at the beginning of the period (in shares) | 201,464 | |||
Performance share awards vested (as a percent) | 100.00% | |||
Granted (in shares) | 0 | |||
Shares Vesting Based on relevant performance period at June 30 2017 | Other performance based | ||||
Share-based Activity - Other disclosures | ||||
Outstanding at the beginning of the period (in shares) | 284,618 | |||
Performance share awards vested (as a percent) | 9.00% | |||
Shares vesting based on relevant performance period at a future period | Other performance based | ||||
Share-based Activity - Other disclosures | ||||
Future share-based compensation expense expected | $ | $ 0.1 | |||
Subsequent Event | Shares Vesting Based on relevant performance period at June 30 2017 | Other performance based | ||||
Share-based Activity - Other disclosures | ||||
Options issued (in shares) | 24,573 |
DISPOSITIONS_ Narrative (Detail
DISPOSITIONS: Narrative (Details) - Zeta Interactive - Disposal Group, Disposed of by Sale, Not Discontinued Operations - USD ($) $ in Millions | 3 Months Ended | 12 Months Ended |
Jun. 30, 2017 | Mar. 31, 2017 | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||
Proceeds from divestiture of businesses | $ 22 | |
Subordinated promissory note | $ 4 | |
Interest accrual rate (percentage) | 6.00% | |
Payable term of the closing date | 12 months |
DISPOSITIONS_ Revenue and incom
DISPOSITIONS: Revenue and income from operations from the disposed business (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Jun. 30, 2017 | Jun. 30, 2016 | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||
Loss from operations | $ (8,721) | $ 6,657 |
Zeta Interactive | Disposal Group, Disposed of by Sale, Not Discontinued Operations | ||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||
Revenues | 0 | 12,319 |
Loss from operations | $ 0 | $ (129) |
OTHER CURRENT AND NONCURRENT 45
OTHER CURRENT AND NONCURRENT ASSETS: (Details) - USD ($) $ in Thousands | Jun. 30, 2017 | Mar. 31, 2017 |
Other current assets | ||
Prepaid expenses and other | $ 21,321 | $ 25,714 |
Escrow deposit | 5,880 | 5,880 |
Note receivable | 4,000 | 4,000 |
Assets of non-qualified retirement plan | 13,608 | 12,716 |
Other current assets | 44,809 | 48,310 |
Other noncurrent assets | ||
Acquired intangible assets, net | 41,337 | 43,884 |
Deferred data acquisition costs | 1,073 | 1,116 |
Other miscellaneous noncurrent assets | 5,769 | 6,443 |
Noncurrent assets | $ 48,179 | $ 51,443 |
OTHER ACCRUED EXPENSES_ (Detail
OTHER ACCRUED EXPENSES: (Details) - USD ($) $ in Thousands | Jun. 30, 2017 | Mar. 31, 2017 |
Other Accrued Expenses [Abstract]. | ||
Accrued purchase consideration | $ 5,880 | $ 5,880 |
Other accrued expenses | 52,231 | 53,981 |
Other accrued expenses | $ 58,111 | $ 59,861 |
GOODWILL_ (Details)
GOODWILL: (Details) $ in Thousands | 3 Months Ended |
Jun. 30, 2017USD ($) | |
Goodwill | |
Goodwill at the beginning of year | $ 592,731 |
Change in foreign currency translation adjustment | 30 |
Goodwill at the end of year | 592,761 |
U.S. | |
Goodwill | |
Goodwill at the end of year | 581,191 |
APAC | |
Goodwill | |
Goodwill at the end of year | 11,570 |
Marketing Services | |
Goodwill | |
Goodwill at the beginning of year | 118,890 |
Change in foreign currency translation adjustment | 21 |
Goodwill at the end of year | 118,911 |
Marketing Services | U.S. | |
Goodwill | |
Goodwill at the end of year | 110,910 |
Marketing Services | APAC | |
Goodwill | |
Goodwill at the end of year | 8,001 |
Audience Solutions | |
Goodwill | |
Goodwill at the beginning of year | 273,448 |
Change in foreign currency translation adjustment | 0 |
Goodwill at the end of year | 273,448 |
Audience Solutions | U.S. | |
Goodwill | |
Goodwill at the end of year | 273,448 |
Audience Solutions | APAC | |
Goodwill | |
Goodwill at the end of year | 0 |
Connectivity | |
Goodwill | |
Goodwill at the beginning of year | 200,393 |
Change in foreign currency translation adjustment | 9 |
Goodwill at the end of year | 200,402 |
Connectivity | U.S. | |
Goodwill | |
Goodwill at the end of year | 196,833 |
Connectivity | APAC | |
Goodwill | |
Goodwill at the end of year | $ 3,569 |
LONG-TERM DEBT_ Narrative (Deta
LONG-TERM DEBT: Narrative (Details) - USD ($) $ in Millions | Jun. 20, 2017 | Jun. 30, 2017 | Dec. 31, 2016 |
Term loans | |||
Debt Instrument [Line Items] | |||
Aggregate amount of borrowing commitment | $ 600 | ||
Term loans | London Interbank Offered Rate (LIBOR) | |||
Debt Instrument [Line Items] | |||
Long-term debt variable interest rate description | LIBOR | ||
Long-term debt basis spread on variable interest rate (as a percent) | 2.00% | ||
Term loans | Alternative Base Rate | |||
Debt Instrument [Line Items] | |||
Long-term debt variable interest rate description | Alternative base rate | ||
Revolving credit facility | |||
Debt Instrument [Line Items] | |||
Total long-term debt and capital leases | $ 230 | ||
Repayments on lines of credit | $ 225 | ||
Fees related to the restated credit agreement | 4 | ||
Aggregate amount of borrowing commitment | $ 150 | ||
Weighted average interest rate on long-term debt (as a percent) | 3.30% | ||
Revolving credit facility | London Interbank Offered Rate (LIBOR) | |||
Debt Instrument [Line Items] | |||
Long-term debt variable interest rate description | LIBOR | ||
Revolving credit facility | Alternative Base Rate | |||
Debt Instrument [Line Items] | |||
Long-term debt variable interest rate description | Alternative base rate |
LONG-TERM DEBT_ (Details)
LONG-TERM DEBT: (Details) - USD ($) $ in Thousands | Jun. 30, 2017 | Mar. 31, 2017 |
Debt Instrument [Line Items] | ||
Total long-term debt and capital leases | $ 235,041 | $ 230,612 |
Less current installments | 2,339 | 39,819 |
Less deferred debt financing costs | 4,557 | 1,552 |
Long-term debt, excluding current installments and deferred debt financing costs | 228,145 | 189,241 |
Term loans | ||
Debt Instrument [Line Items] | ||
Total long-term debt and capital leases | 0 | 155,000 |
Revolving credit facility | ||
Debt Instrument [Line Items] | ||
Total long-term debt and capital leases | 230,000 | 70,000 |
Other debt and long-term liabilities | ||
Debt Instrument [Line Items] | ||
Total long-term debt and capital leases | $ 5,041 | $ 5,612 |
ALLOWANCE FOR DOUBTFUL ACCOUN50
ALLOWANCE FOR DOUBTFUL ACCOUNTS: (Details) - USD ($) $ in Millions | Jun. 30, 2017 | Mar. 31, 2017 |
Valuation and Qualifying Accounts [Abstract] | ||
Allowances for doubtful accounts, returns and credits | $ 5.8 | $ 6.1 |
SEGMENT INFORMATION_ Segment In
SEGMENT INFORMATION: Segment Information (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Jun. 30, 2017 | Jun. 30, 2016 | |
Segment Reporting Information [Line Items] | ||
Revenues | $ 212,514 | $ 214,801 |
Gross Profit | 98,554 | 91,982 |
Operating Income (Loss) | (5,707) | 8,162 |
Operating Segments | ||
Segment Reporting Information [Line Items] | ||
Revenues | 212,514 | 214,801 |
Gross Profit | 106,093 | 96,953 |
Operating Income (Loss) | 48,278 | 45,532 |
Operating Segments | Marketing Services | ||
Segment Reporting Information [Line Items] | ||
Revenues | 91,594 | 109,715 |
Gross Profit | 31,358 | 37,466 |
Operating Income (Loss) | 19,784 | 20,145 |
Operating Segments | Audience Solutions | ||
Segment Reporting Information [Line Items] | ||
Revenues | 75,734 | 73,744 |
Gross Profit | 47,210 | 41,912 |
Operating Income (Loss) | 28,542 | 25,096 |
Operating Segments | Connectivity | ||
Segment Reporting Information [Line Items] | ||
Revenues | 45,186 | 31,342 |
Gross Profit | 27,525 | 17,575 |
Operating Income (Loss) | $ (48) | $ 291 |
SEGMENT INFORMATION_ Total oper
SEGMENT INFORMATION: Total operating segment (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Jun. 30, 2017 | Jun. 30, 2016 | |
Segment Reporting Information [Line Items] | ||
Gross Profit | $ 98,554 | $ 91,982 |
Operating Income (Loss) | (5,707) | 8,162 |
Gains, losses and other items, net | (98) | 314 |
Operating Segments | ||
Segment Reporting Information [Line Items] | ||
Gross Profit | 106,093 | 96,953 |
Operating Income (Loss) | 48,278 | 45,532 |
Segment Reconciling Items | ||
Segment Reporting Information [Line Items] | ||
Purchased intangible asset amortization | 5,966 | 4,077 |
Non-cash stock compensation | 1,573 | 894 |
Corporate expenses (principally general and administrative) | 25,967 | 24,389 |
Separation and transformation costs included in general and administrative | 7,119 | 0 |
Gains, losses and other items, net | (98) | 314 |
Purchased intangible asset amortization | 5,966 | 4,077 |
Non-cash stock compensation | $ 15,031 | $ 8,590 |
RESTRUCTURING, IMPAIRMENT AND53
RESTRUCTURING, IMPAIRMENT AND OTHER CHARGES: Summary of restructuring activity (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Jun. 30, 2017 | Jun. 30, 2016 | |
Restructuring Reserve [Roll Forward] | ||
Restructuring charges and adjustments | $ (100) | $ 279 |
Continuing operations | ||
Restructuring Reserve [Roll Forward] | ||
Restructuring Reserve, at the beginning of the period | 6,708 | |
Restructuring charges and adjustments | (100) | |
Payments | (2,111) | |
Restructuring Reserve, at the end of the period | 4,497 | |
Continuing operations | Associate-related reserves | ||
Restructuring Reserve [Roll Forward] | ||
Restructuring Reserve, at the beginning of the period | 2,400 | |
Restructuring charges and adjustments | (100) | |
Payments | (1,313) | |
Restructuring Reserve, at the end of the period | 987 | |
Continuing operations | Lease accruals | ||
Restructuring Reserve [Roll Forward] | ||
Restructuring Reserve, at the beginning of the period | 4,308 | |
Restructuring charges and adjustments | 0 | |
Payments | (798) | |
Restructuring Reserve, at the end of the period | $ 3,510 |
RESTRUCTURING, IMPAIRMENT AND54
RESTRUCTURING, IMPAIRMENT AND OTHER CHARGES: Narrative (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||
Jun. 30, 2017 | Jun. 30, 2016 | Mar. 31, 2017 | Mar. 31, 2016 | Mar. 31, 2015 | |
Restructuring Cost and Reserve [Line Items] | |||||
Restructuring charges and adjustments | $ (100) | $ 279 | |||
Gains Losses And Other Items Net | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Restructuring charges and adjustments | $ 8,900 | ||||
Restructuring Activity2016 | Gains Losses And Other Items Net | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Restructuring charges and adjustments | $ 12,000 | ||||
Restructuring Activity2015 | Gains Losses And Other Items Net | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Restructuring charges and adjustments | $ 21,800 | ||||
Employee Severance | Gains Losses And Other Items Net | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Restructuring charges and adjustments | 400 | 3,800 | |||
Employee Severance | Restructuring Activity2016 | Gains Losses And Other Items Net | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Restructuring charges and adjustments | 8,600 | ||||
Employee Severance | Restructuring Activity2015 | Gains Losses And Other Items Net | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Restructuring charges and adjustments | 13,300 | ||||
Termination Of Associates | Gains Losses And Other Items Net | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Restructuring charges and adjustments | 2,800 | 3,000 | |||
Contract Termination | Gains Losses And Other Items Net | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Restructuring charges and adjustments | 6,500 | ||||
Contract Termination | Restructuring Activity2016 | Gains Losses And Other Items Net | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Restructuring charges and adjustments | 3,000 | ||||
Contract Termination | Restructuring Activity2015 | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Restructuring reserve | 700 | ||||
Contract Termination | Restructuring Activity2015 | Gains Losses And Other Items Net | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Restructuring charges and adjustments | 6,500 | ||||
Leasehold Improvement Write Offs | Gains Losses And Other Items Net | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Restructuring charges and adjustments | $ 2,100 | ||||
Leasehold Improvement Write Offs | Restructuring Activity2016 | Gains Losses And Other Items Net | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Restructuring charges and adjustments | 400 | ||||
Leasehold Improvement Write Offs | Restructuring Activity2015 | Gains Losses And Other Items Net | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Restructuring charges and adjustments | 2,000 | ||||
United States Australia Europe And Brazil | Employee Severance | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Restructuring charges and adjustments | 300 | ||||
United States Australia Europe And Brazil | Employee Severance | Restructuring Activity2016 | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Restructuring charges and adjustments | 8,600 | ||||
France | Restructuring Activity2015 | Gains Losses And Other Items Net | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Restructuring charges and adjustments | $ 3,000 | ||||
United States Australia China And Europe | Employee Severance | Restructuring Activity2015 | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Restructuring charges and adjustments | $ 13,300 | ||||
Restructuring reserve | $ 300 |
RESTRUCTURING, IMPAIRMENT AND55
RESTRUCTURING, IMPAIRMENT AND OTHER CHARGES: Gains, losses and other items (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Jun. 30, 2017 | Jun. 30, 2016 | |
Restructuring and Related Activities [Abstract] | ||
Restructuring plan charges and adjustments | $ (100) | $ 279 |
Other | 2 | 35 |
Gains, losses and other items, net | $ (98) | $ 314 |
COMMITMENTS AND CONTINGENCIES_
COMMITMENTS AND CONTINGENCIES: (Details) $ in Millions | 3 Months Ended |
Jun. 30, 2017USD ($) | |
Guarantee Type, Other | |
Commitments | |
Guarantor Obligations, Maximum Exposure, Undiscounted | $ 2.5 |
Continuing operations | Operating lease and licensing agreements | |
Commitments | |
Term of future commitment for lease payments under noncancellable operating leases (in years) | 23 years |
Contractual Obligation | $ 81 |
INCOME TAX_ (Details)
INCOME TAX: (Details) $ in Millions | 3 Months Ended |
Jun. 30, 2017USD ($) | |
Income Tax Disclosure [Abstract] | |
Income tax benefit | $ 1.5 |
FINANCIAL INSTRUMENTS_ (Details
FINANCIAL INSTRUMENTS: (Details) - USD ($) $ in Thousands | Jun. 30, 2017 | Mar. 31, 2017 |
Fair value of assets and liabilities | ||
Other current assets | $ 44,809 | $ 48,310 |
Fair value measurements on recurring basis | Total | ||
Fair value of assets and liabilities | ||
Other current assets | 13,608 | |
Total assets | 13,608 | |
Fair value measurements on recurring basis | Total | Level 1 | ||
Fair value of assets and liabilities | ||
Other current assets | 13,608 | |
Total assets | 13,608 | |
Fair value measurements on recurring basis | Total | Level 2 | ||
Fair value of assets and liabilities | ||
Other current assets | 0 | |
Total assets | 0 | |
Fair value measurements on recurring basis | Total | Level 3 | ||
Fair value of assets and liabilities | ||
Other current assets | 0 | |
Total assets | $ 0 |