Document And Entity Information
Document And Entity Information - USD ($) $ in Millions | 12 Months Ended | ||
Aug. 31, 2019 | Oct. 31, 2019 | Feb. 28, 2019 | |
Document And Entity Information [Abstract] | |||
Document Type | 10-K | ||
Document Period End Date | Aug. 31, 2019 | ||
Amendment Flag | false | ||
Document Fiscal Period Focus | FY | ||
Document Fiscal Year Focus | 2019 | ||
Current Fiscal Year End Date | --08-31 | ||
Entity Registrant Name | FRANKLIN COVEY CO | ||
Entity Central Index Key | 0000886206 | ||
Entity File Number | 1-11107 | ||
Entity Tax Identification Number | 870401551 | ||
Entity Address, Address Line One | 2200 West Parkway Boulevard | ||
Entity Address, City or Town | Salt Lake City | ||
Entity Address, State or Province | UT | ||
Entity Address, Postal Zip Code | 84119-2331 | ||
City Area Code | 801 | ||
Local Phone Number | 817-1776 | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Filer Category | Accelerated Filer | ||
Entity Small Business | true | ||
Entity Emerging Growth Company | false | ||
Entity Shell Company | false | ||
Entity Public Float | $ 175.4 | ||
Entity Common Stock, Shares Outstanding | 13,982,356 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Aug. 31, 2019 | Aug. 31, 2018 |
Current assets: | ||
Cash and cash equivalents | $ 27,699 | $ 10,153 |
Accounts receivable, less allowance for doubtful accounts of $4,242 and $3,555 | 73,227 | 71,914 |
Inventories | 3,481 | 3,160 |
Income taxes receivable | 179 | |
Prepaid expenses | 3,906 | 3,864 |
Other current assets | 11,027 | 10,893 |
Total current assets | 119,340 | 100,163 |
Property and equipment, net | 18,579 | 21,401 |
Intangible assets, net | 47,690 | 51,934 |
Goodwill | 24,220 | 24,220 |
Deferred income tax assets | 5,045 | 3,222 |
Other long-term assets | 10,039 | 12,935 |
Total assets | 224,913 | 213,875 |
Current liabilities: | ||
Current portion of term notes payable | 5,000 | 10,313 |
Current portion of financing obligation | 2,335 | 2,092 |
Accounts payable | 9,668 | 9,790 |
Income taxes payable | 764 | |
Deferred subscription revenue | 56,250 | 47,417 |
Other deferred revenue | 5,972 | 4,471 |
Accrued liabilities | 23,555 | 20,761 |
Total current liabilities | 103,544 | 94,844 |
Line of credit | 11,337 | |
Term notes payable, less current portion | 15,000 | 2,500 |
Financing obligation, less current portion | 16,648 | 18,983 |
Other liabilities | 7,527 | 5,501 |
Deferred income tax liabilities | 180 | 210 |
Total liabilities | 142,899 | 133,375 |
Commitments and contingencies (Notes 6, 8 and 9) | ||
Shareholders' equity: | ||
Common stock, $.05 par value; 40,000 shares authorized, 27,056 shares issued | 1,353 | 1,353 |
Additional paid-in capital | 215,964 | 211,280 |
Retained earnings | 59,403 | 63,569 |
Accumulated other comprehensive income | 269 | 341 |
Treasury stock at cost, 13,087 shares and 13,159 shares | (194,975) | (196,043) |
Total shareholders' equity | 82,014 | 80,500 |
Total liabilities and shareholders' equity | $ 224,913 | $ 213,875 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Aug. 31, 2019 | Aug. 31, 2018 |
Consolidated Balance Sheets [Abstract] | ||
Allowance for doubtful accounts | $ 4,242 | $ 3,555 |
Common stock, par value | $ 0.05 | $ 0.05 |
Common stock, shares authorized | 40,000,000 | 40,000,000 |
Common stock, shares issued | 27,056,000 | 27,056,000 |
Treasury stock, shares | 13,087,000 | 13,159,000 |
Consolidated Statements Of Oper
Consolidated Statements Of Operations And Comprehensive Loss - USD ($) shares in Thousands, $ in Thousands | 12 Months Ended | ||
Aug. 31, 2019 | Aug. 31, 2018 | Aug. 31, 2017 | |
Consolidated Statements Of Operations And Comprehensive Loss [Abstract] | |||
Net sales | $ 225,356 | $ 209,758 | $ 185,256 |
Cost of sales | 66,042 | 61,469 | 62,589 |
Gross profit | 159,314 | 148,289 | 122,667 |
Selling, general, and administrative | 145,319 | 141,126 | 121,148 |
Contract termination costs | 1,500 | ||
Restructuring costs | 1,482 | ||
Depreciation | 6,364 | 5,161 | 3,879 |
Amortization | 4,976 | 5,368 | 3,538 |
Income (loss) from operations | 2,655 | (3,366) | (8,880) |
Interest income | 37 | 104 | 223 |
Interest expense | (2,358) | (2,676) | (2,408) |
Discount accretion on related-party receivable | 258 | 418 | 156 |
Income (loss) before income taxes | 592 | (5,520) | (10,909) |
Benefit (provision) for income taxes | (1,615) | (367) | 3,737 |
Net loss | $ (1,023) | $ (5,887) | $ (7,172) |
Net loss per share: | |||
Basic and diluted | $ (0.07) | $ (0.43) | $ (0.52) |
Weighted average number of common shares: | |||
Basic and diluted | 13,948 | 13,849 | 13,819 |
COMPREHENSIVE LOSS: | |||
Net loss | $ (1,023) | $ (5,887) | $ (7,172) |
Foreign currency translation adjustments, net of income tax benefit (provision) of $(5), $(75), and $37 | (72) | (326) | (555) |
Comprehensive loss | $ (1,095) | $ (6,213) | $ (7,727) |
Consolidated Statements Of Op_2
Consolidated Statements Of Operations And Comprehensive Loss (Parenthetical) - USD ($) $ in Thousands | 12 Months Ended | ||
Aug. 31, 2019 | Aug. 31, 2018 | Aug. 31, 2017 | |
Consolidated Statements Of Operations And Comprehensive Loss [Abstract] | |||
Foreign currency translation adjustments, tax | $ (5) | $ (75) | $ 37 |
Consolidated Statements Of Cash
Consolidated Statements Of Cash Flows - USD ($) $ in Thousands | 12 Months Ended | ||
Aug. 31, 2019 | Aug. 31, 2018 | Aug. 31, 2017 | |
CASH FLOWS FROM OPERATING ACTIVITIES | |||
Net loss | $ (1,023) | $ (5,887) | $ (7,172) |
Adjustments to reconcile net loss to net cash provided by operating activities: | |||
Depreciation and amortization | 11,359 | 10,525 | 7,443 |
Amortization of capitalized curriculum development costs | 4,954 | 5,280 | 3,745 |
Deferred income taxes | (1,051) | (2,535) | (5,594) |
Stock-based compensation expense | 4,789 | 2,846 | 3,658 |
Excess tax benefit from stock-based compensation | (168) | ||
Increase (decrease) in contingent consideration liabilities | 1,334 | 1,014 | (1,936) |
Changes in assets and liabilities, net of effect of acquired business: | |||
Decrease (increase) in accounts receivable, net | (1,770) | (5,679) | 164 |
Decrease (increase) in inventories | (260) | 157 | 1,583 |
Decrease in receivable from related party | 535 | 213 | 1,421 |
Decrease (increase) in prepaid expenses and other assets | 32 | (1,335) | (4,861) |
Increase in accounts payable and accrued liabilities | 2,932 | 1,746 | 676 |
Increase in deferred revenue | 8,828 | 11,613 | 19,142 |
Increase (decrease) in income taxes payable/receivable | 889 | 109 | (249) |
Decrease in other liabilities | (1,096) | (1,206) | (495) |
Net cash provided by operating activities | 30,452 | 16,861 | 17,357 |
CASH FLOWS FROM INVESTING ACTIVITIES | |||
Purchases of property and equipment | (4,153) | (6,528) | (7,187) |
Capitalized curriculum development costs | (2,688) | (2,998) | (6,466) |
Acquisition of businesses, net of cash acquired | (32) | (1,108) | (7,272) |
Acquisition of license rights | (750) | ||
Net cash used for investing activities | (6,873) | (10,634) | (21,675) |
CASH FLOWS FROM FINANCING ACTIVITIES | |||
Proceeds from line of credit borrowings | 82,282 | 93,391 | 34,320 |
Payments on line of credit borrowings | (93,619) | (86,431) | (29,943) |
Proceeds from term notes payable financing | 20,000 | 10,000 | |
Principal payments on term notes payable | (12,813) | (6,250) | (5,000) |
Principal payments on financing obligation | (2,092) | (1,868) | (1,662) |
Purchases of common stock for treasury | (12) | (2,006) | (5,431) |
Payment of contingent consideration liabilities | (653) | (2,323) | |
Income tax benefit recorded in paid-in capital | 168 | ||
Proceeds from sales of common stock held in treasury | 975 | 808 | 682 |
Net cash provided by (used for) financing activities | (5,932) | (4,679) | 3,134 |
Effect of foreign currency exchange rates on cash and cash equivalents | (101) | (319) | (348) |
Net increase (decrease) in cash and cash equivalents | 17,546 | 1,229 | (1,532) |
Cash and cash equivalents at beginning of the year | 10,153 | 8,924 | 10,456 |
Cash and cash equivalents at end of the year | 27,699 | 10,153 | 8,924 |
Supplemental disclosure of cash flow information: | |||
Cash paid for income taxes | 1,778 | 2,512 | 2,562 |
Cash paid for interest | 2,386 | 2,655 | 2,314 |
Non-cash investing and financing activities: | |||
Purchases of property and equipment financed by accounts payable | 410 | $ 1,018 | $ 697 |
Consideration for business acquisition from liabilities of acquiree | $ 798 |
Consolidated Statements Of Shar
Consolidated Statements Of Shareholders' Equity - USD ($) $ in Thousands | Common Stock [Member] | Additional Paid-in Capital [Member] | Retained Earnings [Member] | Accumulated Other Comprehensive Income [Member] | Treasury Stock [Member] | Total |
Beginning balance, shares at Aug. 31, 2016 | 27,056,000 | 13,332,000 | ||||
Beginning balance at Aug. 31, 2016 | $ 1,353 | $ 211,203 | $ 76,628 | $ 1,222 | $ (196,691) | |
Issuance of common stock from treasury, shares | 188,000 | |||||
Issuance of common stock from treasury | (2,103) | $ 2,785 | ||||
Purchase of treasury shares, shares | (300,000) | |||||
Purchase of treasury shares | $ (5,431) | |||||
Restricted share award, shares | 30,000 | |||||
Restricted share award | (442) | $ 442 | ||||
Stock-based compensation | 3,658 | |||||
Cumulative translation adjustments | (555) | $ (555) | ||||
Tax benefit recorded in paid-in capital | 168 | |||||
Net loss | (7,172) | (7,172) | ||||
Ending balance, shares at Aug. 31, 2017 | 27,056,000 | 13,414,000 | ||||
Ending balance at Aug. 31, 2017 | $ 1,353 | 212,484 | 69,456 | 667 | $ (198,895) | |
Issuance of common stock from treasury, shares | 337,000 | |||||
Issuance of common stock from treasury | (3,702) | $ 4,510 | ||||
Purchase of treasury shares, shares | (105,000) | |||||
Purchase of treasury shares | $ (2,006) | |||||
Restricted share award, shares | 23,000 | |||||
Restricted share award | (348) | $ 348 | ||||
Stock-based compensation | 2,846 | |||||
Cumulative translation adjustments | (326) | (326) | ||||
Net loss | (5,887) | (5,887) | ||||
Ending balance, shares at Aug. 31, 2018 | 27,056,000 | 13,159,000 | ||||
Ending balance at Aug. 31, 2018 | $ 1,353 | 211,280 | 63,569 | 341 | $ (196,043) | $ 80,500 |
Issuance of common stock from treasury, shares | 43,000 | 72,787 | ||||
Issuance of common stock from treasury | 321 | $ 654 | ||||
Purchase of treasury shares, shares | (1,000) | |||||
Purchase of treasury shares | $ (12) | |||||
Restricted share award, shares | 28,000 | |||||
Restricted share award | (426) | $ 426 | ||||
Stock-based compensation | 4,789 | |||||
Cumulative translation adjustments | (72) | $ (72) | ||||
Net loss | (1,023) | (1,023) | ||||
Ending balance, shares at Aug. 31, 2019 | 27,056,000 | 13,087,000 | ||||
Ending balance at Aug. 31, 2019 | $ 1,353 | $ 215,964 | 59,403 | $ 269 | $ (194,975) | $ 82,014 |
Cumulative effect of new accounting principle | $ (3,143) |
Nature Of Operations And Summar
Nature Of Operations And Summary Of Significant Accounting Policies | 12 Months Ended |
Aug. 31, 2019 | |
Nature Of Operations And Summary Of Significant Accounting Policies [Abstract] | |
Nature Of Operations And Summary Of Significant Accounting Policies | 1. NATURE O F OPERATIONS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Franklin Covey Co. (hereafter referred to as we, us, our, or the Company) is a global company specializing in organizational performance improvement. We help individuals and organizations achieve results that require a change in human behavior and our mission is to “enable greatness in people and organizations everywhere.” We have some of the best-known offerings in the training industry, including a suite of individual-effectiveness and leadership-development training and products based on the best-selling books, The 7 Habits of Highly Effective People, The Speed of Trust, The Leader In Me , and The Four Disciplines of Execution , and proprietary content in the areas of Execution, Sales Performance, Productivity, Customer Loyalty, and Educational improvement. Our offerings are described in further detail at www.franklincovey.com and elsewhere in this report. Through our organizational research and curriculum development efforts, we seek to consistently create, develop, and introduce new services and products that help individuals and organizations achieve their own great purposes. Fiscal Year Our fiscal year ends on August 31 of each year and our fiscal quarters end on the last day of November, February, and May. Unless otherwise noted, references to fiscal years apply to the 12 months ended August 31 of the specified year. Basis of Presentation The accompanying consolidated financial statements include the accounts of the Company and our wholly-owned subsidiaries, which consist of Franklin Development Corp., and our offices in Japan, China, the United Kingdom, Australia, Germany, Switzerland, and Austria. Intercompany balances and transactions are eliminated in consolidation. Pervasiveness of Estimates The preparation of financial statements in conformity with generally accepted accounting principles requires us to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenues, and expenses. Actual results could differ from those estimates. Reclassifications Certain reclassifications have been made to our prior period financial statements to conform with the current period presentation. On our August 31, 2018 consolidated balance sheet, we have separately classified subscription revenue and other deferred revenue to conform to the current presentation of these balances. As product and leasing revenues have become immaterial to the presentation of our consolidated sales, we have combined revenues from services, products, and leasing into one line item on our consolidated statements of operations for all periods presented in this report. Cash and Cash Equivalents Some of our cash is deposited with financial institutions located throughout the United States of America and at banks in foreign countries where we operate subsidiary offices, and at times may exceed insured limits. We consider all highly liquid debt instruments with a maturity date of three months or less to be cash equivalents. We did not hold a significant amount of investments that would be considered cash equivalent instruments at August 31, 2019 or 2018. Of our $27.7 million in cash at August 31, 2019, $10.6 million was held outside the U.S. by our foreign subsidiaries. We routinely repatriate cash from our foreign subsidiaries and consider cash generated from foreign activities a key component of our overall liquidity position. Inventories Inventories are stated at the lower of cost or net realizable value, cost being determined using the first-in, first-out method. Elements of cost in inventories generally include raw materials and direct labor. Cash flows from the sale of inventory are included in cash flows provided by operating activities in our consolidated statements of cash flows. Our inventories are comprised primarily of training materials, books, and training-related accessories, and consisted of the following (in thousands): AUGUST 31, 2019 2018 Finished goods $ 3,434 $ 3,130 Raw materials 47 30 $ 3,481 $ 3,160 Provision is made to reduce excess and obsolete inventories to their estimated net realizable value. In assessing the valuation of inventories, we make judgments regarding future demand requirements and compare these estimates with current and committed inventory levels. Inventory requirements may change based on projected customer demand, training curriculum life-cycle changes, and other factors that could affect the valuation of our inventories. Other Current Assets Significant components of our other current assets were as follows (in thousands): AUGUST 31, 2019 2018 Deferred commissions $ 8,337 $ 6,958 Other current assets 2,690 3,935 $ 11,027 $ 10,893 We defer commission expense on subscription-based sales and recognize the commission expense with the recognition of the corresponding revenue. Property and Equipment Property and equipment are recorded at cost. Depreciation expense, which includes depreciation on our corporate campus that is accounted for as a financing obligation (Note 7 ), and the amortization of assets recorded under capital lease obligations, is calculated using the straight-line method over the lesser of the expected useful life of the asset or the contracted lease period. We generally use the following depreciable lives for our major classifications of property and equipment: Description Useful Lives Buildings 20 years Machinery and equipment 5 – 7 years Computer hardware and software 3 – 5 years Furniture, fixtures, and leasehold improvements 5 – 7 years Our property and equipment were comprised of the following (in thousands): AUGUST 31, 2019 2018 Land and improvements $ 1,312 $ 1,312 Buildings 30,038 30,038 Machinery and equipment 1,162 1,723 Computer hardware and software 28,665 27,066 Furniture, fixtures, and leasehold improvements 8,409 8,272 69,586 68,411 Less accumulated depreciation (51,007) (47,010) $ 18,579 $ 21,401 We expense costs for repairs and maintenance as incurred. Gains and losses resulting from the sale of property and equipment are recorded in operating income (loss). Depreciation of capitalized portal costs is included in depreciation expense in the accompanying consolidated statements of operations. During each of the fiscal years ended August 31, 2018 and 2017, we capitalized $0.1 million of interest expense in connection with the installation of our new enterprise resource planning system and the development of our improved All Access Pass (AAP) portal. Impairment of Long-Lived Assets Long-lived tangible assets and finite-lived intangible assets are reviewed for possible impairment whenever events or changes in circumstances indicate that the carrying amount of such assets may not be recoverable. We use an estimate of undiscounted future net cash flows of the assets over the remaining useful lives in determining whether the carrying value of the assets is recoverable. If the carrying values of the assets exceed the anticipated future cash flows of the assets, we recognize an impairment loss equal to the difference between the carrying values of the assets and their estimated fair values. Impairment of long-lived assets is assessed at the lowest levels for which there are identifiable cash flows that are independent from other groups of assets. The evaluation of long-lived assets requires us to use estimates of future cash flows. If forecasts and assumptions used to support the realizability of our long-lived tangible and finite-lived intangible assets change in the future, significant impairment charges could result that would adversely affect our results of operations and financial condition. Indefinite-Lived Intangible Assets and Goodwill Impairment Testing Intangible assets that are deemed to have an indefinite life and acquired goodwill are not amortized, but rather are tested for impairment on an annual basis or more often if events or circumstances indicate that a potential impairment exists. The Covey trade name intangible asset has been deemed to have an indefinite life. This intangible asset is tested for impairment using qualitative factors or the present value of estimated royalties on trade name related revenues, which consist primarily of training seminars and work sessions, international licensee sales, and related products. Based on the fiscal 2019 evaluation of the Covey trade name, we believe the fair value of the Covey trade name substantially exceeds its carrying value. No impairment charges were recorded against the Covey trade name during the periods presented in this report. Goodwill is recorded when the purchase price for an acquisition exceeds the estimated fair value of the net tangible and identified intangible assets acquired. A n annual (or interim test if events and circumstances indicate a test should be performed) goodwill impairment test is performed by comparing the fair value of a reporting unit with its carrying amount, and an impairment charge is recognized for the amount by which the carrying amount exceeds the reporting unit’s fair value. We tested goodwill for impairment at August 31, 2019 at the reporting unit level using a quantitative approach. The estimated fair value of each reporting unit was calculated using a combination of the income approach (discounted cash flows) and the market approach (using market multiples derived from a set of companies with comparable market characteristics). On an interim basis, we consider whether events or circumstances are present that may lead to the determination that goodwill may be impaired. If, based on events or changing circumstances, we determine it is more likely than not that the fair value of a reporting unit does not exceed its carrying value, we would be required to test goodwill for impairment. Determining the fair value of a reporting unit is judgmental in nature and involves the use of significant estimates and assumptions. These estimates and assumptions include revenue growth rates and operating margins used to calculate projected future cash flows, risk-adjusted discount rates, future economic and market conditions, and determination of appropriate market comparables. We base our fair value estimates on assumptions we believe to be reasonable, but that are unpredictable and inherently uncertain. Actual future results may differ from those estimates. In addition, we make certain judgments and assumptions in allocating shared assets and liabilities to determine the carrying values for each of our reporting units. The timing and frequency of our goodwill impairment tests are based on an ongoing assessment of events and circumstances that would indicate a possible impairment. Based on the results of our goodwill impairment testing, we determined that no impairment existed at either of August 31, 2019 or 2018 as each reporting unit’s estimated fair value exceeded its carrying value. We will continue to monitor our goodwill and intangible assets for impairment and conduct formal tests when impairment indicators are present. For more information regarding our intangible assets and goodwill, refer to Note 5. Capitalized Curriculum Development Costs During the normal course of business, we develop training courses and related materials that we sell to our clients. Capitalized curriculum development costs include certain expenditures to develop course materials such as video segments, course manuals, and other related materials. Our capitalized curriculum development spending in fiscal 2019, which totaled $2.7 million, was primarily for various Education practice offerings and courses for the All Access Pass, including Unconscious Bias . Curriculum costs are capitalized when there is a major revision to an existing course that requires a significant re-write of the course materials. Costs incurred to maintain existing offerings are expensed when incurred. In addition, development costs incurred in the research and development of new offerings and software products to be sold, leased, or otherwise marketed are expensed as incurred until economic and technological feasibility has been established. Capitalized development costs are amortized over three - to five -year useful lives, which are based on numerous factors, including expected cycles of major changes to our content. Capitalized curriculum development costs are reported as a component of other long-term assets in our consolidated balance sheets and totaled $ 7.0 million and $ 9.3 million at August 31, 2019 and 2018. Amortization of capitalized curriculum development costs is reported as a component of cost of sales in the accompanying consolidated statements of operations. Accrued Liabilities Significant components of our accrued liabilities were as follows (in thousands): AUGUST 31, 2019 2018 Accrued compensation $ 14,003 $ 11,858 Other accrued liabilities 9,552 8,903 $ 23,555 $ 20,761 Contingent Consideration Payments from Business Acquisitions Business acquisitions may include contingent consideration payments based on various future financial measures related to the acquired entity. Contingent consideration is required to be recognized at fair value as of the acquisition date. We estimate the fair value of these liabilities based on financial projections of the acquired company and estimated probabilities of achievement. Based on updated estimates and projections, the contingent consideration liabilities are adjusted at each reporting date to their estimated fair value. Changes in fair value subsequent to the acquisition date are reported in selling, general, and administrative expense in our consolidated statements of operations, and may have a material impact on our operating results. Variations in the fair value of contingent consideration liabilities may result from changes in discount periods or rates, changes in the timing and amount of earnings estimates, and changes in probability assumptions with respect to the likelihood of achieving various payment criteria. Foreign Currency Translation and Transactions The functional currencies of our foreign operations are the reported local currencies. Translation adjustments result from translating our foreign subsidiaries’ financial statements into United States dollars. The balance sheet accounts of our foreign subsidiaries are translated into United States dollars using the exchange rate in effect at the balance sheet dates. Revenues and expenses are translated using average exchange rates for each month during the fiscal year. The resulting translation differences are recorded as a component of accumulated other comprehensive income in shareholders’ equity. Foreign currency transaction losses totaled $0.2 million, $0.5 million, and $0.2 million for the fiscal years ended August 31, 2019, 2018, and 2017, respectively, and are included as a component of selling, general, and administrative expenses in our consolidated statements of operations. Sales Taxes We collect sales tax on qualifying transactions with customers based upon applicable sales tax rates in various jurisdictions. We account for sales taxes collected using the net method; accordingly, we do not include sales taxes in net sales reported in our consolidated statements of operations. Revenue Recognition We account for revenue in accordance with Accounting Standards Update (ASU) No. 2014-09, Revenue from Contracts with Customers (Topic 606) , which we adopted on September 1, 2018 using the modified retrospective method (see also Note 2). Prior to the adoption of Topic 606, we recognized revenue when: 1) persuasive evidence of an arrangement existed, 2) delivery of the product occurred or the services were rendered, 3) the price to the customer was fixed or determinable, and 4) collectability was reasonably assured. These principles governed our revenue recognition policies and procedures for fiscal 2018 and fiscal 2017 as presented in this report. For training and service sales, these conditions were generally met upon presentation of the training seminar or delivery of the consulting services based upon daily rates. For most of our product sales, these conditions were met upon shipment of the product to the customer. For intellectual property license sales, the revenue recognition conditions were generally met at the later of delivery of the content to the client or the effective date of the arrangement. Our subscription revenues from the All Access Pass and the Leader in Me membership were recognized over the duration of the underlying contracts since our clients had the right to content updates during the contracted period. Revenue recognition for multiple-element arrangements required judgment to determine if multiple elements existed, whether elements could be accounted for as separate units of accounting, and if so, the fair value for each of the elements. A deliverable constituted a separate unit of accounting when it had standalone value to our clients. We entered into arrangements that included various combinations of multiple training offerings, consulting services, and intellectual property licenses. The timing of delivery and performance of the elements typically varied from contract to contract. Generally, these items qualified as separate units of accounting because they had value to the customer on a standalone basis. We determined the fair value to be used for allocating revenue to the elements based on (i) vendor-specific objective evidence of fair value (VSOE), (ii) third-party evidence (TPE), and (iii) best estimate of selling price (BESP). Our international strategy includes the use of licensees in countries where we do not have a wholly-owned direct office. Licensee companies are unrelated entities that have been granted a license to translate our content and offerings, adapt the content to the local culture, and sell our content in a specific country or region. Licensees are required to pay us royalties based upon a percentage of their sales to clients. We recognize royalty income each period based upon the sales information reported to us from our licensees. Refer to disaggregated revenue information presented in Note 17 for our royalty revenues in the fiscal years presented in this report. Revenue is recognized as the net amount to be received after deducting estimated amounts for discounts and product returns. Stock-Based Compensation We record the compensation expense for all stock-based payments, including grants of stock options and the compensatory elements of our employee stock purchase plan, in our consolidated statements of operations based upon their fair values over the requisite service period. For more information on our stock-based compensation plans, refer to Note 12. Shipping and Handling Fees and Costs All shipping and handling fees billed to customers are recorded as a component of net sales. All costs incurred related to the shipping and handling of products are recorded in cost of sales. Advertising Costs Costs for advertising are expensed as incurred. Advertising costs included in selling, general, and administrative expenses totaled $4.6 million, $6.9 million, and $6.4 million for the fiscal years ended August 31, 2019, 2018, and 2017. Income Taxes Our income tax provision has been determined using the asset and liability approach of accounting for income taxes. Under this approach, deferred income taxes represent the future tax consequences expected to occur when the reported amounts of assets and liabilities are recovered or paid. The income tax provision represents income taxes paid or payable for the current year plus the change in deferred taxes during the year. Deferred income taxes result from differences between the financial and tax bases of our assets and liabilities and are adjusted for tax rates and tax laws when changes are enacted. A valuation allowance is provided against deferred income tax assets when it is more likely than not that all or some portion of the deferred income tax assets will not be realized. Interest and penalties related to uncertain tax positions are recognized as components of income tax benefit or expense in our consolidated statements of operations. We may recognize the tax benefit from an uncertain tax position only if it is more likely than not that the tax position will be sustained on examination by the taxing authorities based on the technical merits of the position. The tax benefits recognized in the financial statements from such a position are measured based on the largest benefit that has a greater than 50 percent likelihood of being realized upon ultimate settlement. We provide for income taxes, net of applicable foreign tax credits, on temporary differences in our investment in foreign subsidiaries, which consist primarily of unrepatriated earnings. Comprehensive Loss Comprehensive loss includes changes to equity accounts that were not the result of transactions with shareholders. Comprehensive loss is comprised of net income or loss and other comprehensive income and loss items. Our other comprehensive income and losses generally consist of changes in the cumulative foreign currency translation adjustment, net of tax. Accounting Pronouncements Issued and Adopted Revenue Recognition In May 2014, the Financial Accounting Standards Board (FASB) issued ASU No. 2014-09, Revenue from Contracts with Customers (Topic 606) . This new standard was issued in conjunction with the International Accounting Standards Board (IASB) and is designed to create a single, principles-based process by which all businesses calculate revenue. The core principle of this standard is that an entity should recognize revenue for the transfer of goods or services equal to the amount that it expects to be entitled to receive for those goods or services. The new standard replaces numerous individual, industry-specific revenue rules found in generally accepted accounting principles in the United States. We adopted ASU No. 2014-09 on September 1, 2018 using the “modified retrospective” approach. Under this transition method, we applied the new standard to contracts that were not completed as of the adoption date and recognized a cumulative effect adjustment which reduced our retained earnings by $4.1 million ( $3.1 million, net of tax) on September 1, 2018, which primarily consisted of initial licensing fees on international locations . The comparative period information for fiscal 2018 and fiscal 2017 has not been restated and continues to be presented according to accounting standards for revenue recognition in effect during the periods presented. The primary impact of ASU No. 2014-09 on our revenue recognition policies is a change in the way we account for our initial license fee associated with licensing an international location. The Company previously recorded the non-refundable initial license fee from licensing an international location as revenue at the time the license period begins if all other revenue requirements had been met. However, under Topic 606, the Company will recognize revenue on the upfront license fees over the duration of the contract. Under Topic 606, we account for the All Access Pass as a single performance obligation and recognize the associated transaction price on a straight-line basis over the term of the underlying contract. This determination was reached after considering that our web-based functionality and content, in combination with our intellectual property, each represent inputs that transform into a combined output that represents the intended outcome of the AAP, which is to provide a continuously accessible, customized, and dynamic learning and development solution only accessible through the AAP platform. We do not expect the accounting for fulfillment costs or costs incurred to obtain a contract to be materially effected in any period due to the adoption of ASU 2014-09. Refer to Note 2 for further details regarding our revenue recognition accounting policies under Topic 606. The cumulative after-tax effects of the changes made to our consolidated balance sheet from the adoption of Topic 606 were as follows (in thousands): August 31, ASC 606 September 1, 2018 Adjustments 2018 Assets: Other current assets $ 10,893 $ 109 $ 11,002 Deferred income tax assets 3,222 1,005 4,227 Liabilities and Shareholders' Equity: Deferred subscription revenue 47,417 1,453 48,870 Other deferred revenue 4,471 555 5,026 Other liabilities 5,501 2,249 7,750 Retained earnings 63,569 (3,143) 60,426 The following line items in our consolidated statement of operations were impacted by the adoption of the new revenue recognition standard for the year ended August 31, 2019 (in thousands, except per-share data): August 31, August 31, 2019 2019 Impact of As Reported Without ASC 606 ASC 606 Net sales $ 225,356 $ 225,222 $ 134 Cost of sales 66,042 66,042 - Selling, general, and administrative 145,319 145,329 (10) Income tax provision (1,615) (1,580) (35) Net loss (1,023) (1,132) 109 Net loss per share: Basic and diluted $ (0.07) $ (0.08) Selected consolidated balance sheet line items as of August 31, 2019, which were impacted by the adoption of the new standard, are as follows (in thousands): August 31, August 31, 2019 2019 Impact of As Reported Without ASC 606 ASC 606 Assets: Other current assets $ 11,027 $ 10,908 $ 119 Deferred income tax assets 5,045 4,075 970 Total assets 224,913 223,824 1,089 Liabilities and Shareholders' Equity: Deferred subscription revenue $ 56,250 $ 55,247 $ 1,003 Other deferred revenue 5,972 5,417 555 Other liabilities 7,527 4,961 2,566 Retained earnings 59,403 62,438 (3,035) Total liabilities and shareholders' equity 224,913 223,824 1,089 The adoption of ASC Topic 606 did not have a material impact on our cash flows from operating, investing, or financing activities. Stock-Based Compensation (Topic 718): Improvements to Nonemployee Share-Based Payment Accounting In June 2018, the FASB issued ASU No. 2018-07, Compensation—Stock Compensation: Improvements to Nonemployee Share-Based Payment Accounting (Topic 718) . ASU No. 2018-07 expands the scope of Topic 718 to include share-based payment transactions for acquiring goods and services from nonemployees. The amendments in this update specify that Topic 718 applies to all share-based payment transactions in which a grantor acquires goods or services to be used or consumed in a grantor’s own operations by issuing share-based payment awards. The amendments also clarify that Topic 718 does not apply to share-based payments used effectively to provide financing to the issuer or awards granted in conjunction with selling goods or services to customers as part of a contract accounted for under Topic 606, Revenue from Contracts with Customers . The new guidance is effective for interim and annual periods beginning after December 15, 2018, with early application permitted. We adopted the provisions of ASU No. 2018-07 on June 1, 2019. However, we have not previously granted awards to non-employees (except for members of the Board of Directors) and there was no cumulative impact from the adoption ASU No. 2018-07. Accounting Pronouncements Issued Not Yet Adopted Leases (Topic 842) In February 2016, the FASB issued ASU No. 2016-02, Leases (Topic 842) , which supersedes FASB Accounting Standards Codification (ASC) Topic 840, Leases . Under the new guidance, we will recognize liabilities and corresponding “right-of-use” (ROU) assets for most leases but will recognize lease expenses similar to current lease accounting. The lease liability will be equal to the present value of lease payments not yet paid and the ROU asset will be based on the liability, adjust ed for initial direct costs , prepaid lease payments, and lease incentives . For lessors, accounting for leases is substantially the same as in prior periods. In July 2018, the FASB issued an adoption approach that allows entities to apply the new guidance and recognize a cumulative-effect adjustment to the opening balance of retained earnings in the period of adoption without restating prior periods. We will adopt the new leasing standard on September 1, 2019 using this transition method. At August 31, 2019, our leases primarily consist of the lease on our corporate campus, and operating leases for office space, warehousing space, and equipment. The lease for our corporate campus is currently accounted for as a financing obligation and related building asset on our consolidated balance sheets, as the contract represented a failed sale-leaseback under Topic 840. In transition to Topic 842, we will be required to reassess whether the previously failed sale-leaseback will meet the sale criteria under the new leasing standard. We currently believe that the sale criteria under the new leasing standard will not be met and we will continue to account for the corporate campus lease as a finance obligation upon transition. For our operating leases, w e will elect to apply the package of practical expedients, which allows us to not reassess prior conclusions related to contracts containing leases, lease classification, and initial direct costs. We continue to finalize our implementation efforts and currently estimate that the adoption of the new leasing standard will result in recognition of approximately $1.4 million to $1.6 million of lease liabilities for operating leases and a corresponding amount for ROU assets on the date of adoption. The new lease standard also provides practical expedients for an entity’s ongoing accounting. We currently expect to elect the short-term lease recognition exemption for all leases that qualify, which means leases with initial terms of 12 months or less will not be recorded on the balance sheet. We do not expect the adoption of the new lease standard to have a material impact on our consolidated statements of operations or cash flows. Credit Losses on Financial Instruments In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments . This accounting standard changes the methodology for measuring credit losses on financial instruments, including trade accounts receivable, and the timing of when such losses are recorded. ASU No. 2016-13 is effective for fiscal years, and interim periods within those years, beginning after December 15, 2019. Early adoption is permitted for fiscal years, and interim periods within those years, beginning after December 15, 2018. The Company is currently evaluating the impact of ASU No. 2016-13 on its financial position, results of operations, and liquidity. Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement In August 2018, the FASB issued ASU No. 2018-15, Intangibles—Goodwill and Other—Internal-Use Software (Subtopic 350-40): Customer's Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That Is a Service Contract (ASU 2018-15). This guidance clarifies the accounting for implementation costs in a cloud computing arrangement that is a service contract and aligns the requirements for capitalizing those costs with the capitalization requirements for costs incurred to develop or obtain internal-use software. The new standard is effective for interim and annual periods beginning after December 15, 2019, and early adoption is permitted. We are currently evaluating the effects, if any, the adoption of ASU 2018-15 may have on our financial position, results of operations, cash flows, or disclosures. |
Revenue Recognition
Revenue Recognition | 12 Months Ended |
Aug. 31, 2019 | |
Revenue Recognition [Abstract] | |
Revenue Recognition | 2. REVENUE RECOGNTION We account for revenue in accordance with Topic 606, which was adopted on September 1, 2018 using the modified retrospective method (Note 1). We earn revenue from contracts with customers primarily through the delivery of our All Access Pass and the Leader in Me membership subscription offerings, through the delivery of training days and training course materials, and through the licensing of rights to sell our content into geographic locations where the Company does not maintain a direct office. We also earn revenues from leasing arrangements that are not accounted for under Topic 606. Returns and refunds are generally immaterial, and we do not have any significant warranty obligations. Under Topic 606, we recognize revenue upon the transfer of control of promised products and services to customers in an amount equal to the consideration we expect to receive in exchange for those products or services. Although rare, if the consideration promised in a contract includes variable amounts, we evaluate the estimate of variable consideration to determine whether the estimate needs to be constrained. We include the variable consideration in the transaction price only to the extent that it is probable a significant reversal of the amount of cumulative revenue recognized will not occur. We determine the amount of revenue to be recognized through application of the following steps: · Identification of the contract with a customer · Identification of the performance obligations in the contract · Determination of the transaction price · Allocation of the transaction price to the performance obligations in the contract · Recognition of revenue when the Company satisfies the performance obligations Taxes assessed by a government authority that are collected from a customer are excluded from net revenue. Services and Products We deliver Company-led training days from our offerings, such as The 7 Habits of Highly Effective People , at a customer’s location based upon a daily consultant rate and a set price for training materials. These revenues are recognized as the training days occur and the services are performed. Customers also have the option to purchase training materials and present our offerings through internal facilitators and not through the use of a Franklin Covey consultant. Revenue is recognized from these product sales when the materials are shipped. Shipping revenues associated with product sales are recorded in revenue with the corresponding shipping cost being recorded as a component of cost of sales. Subscription Revenues Subscription revenues primarily relate to the Company’s All Access Pass and the Leader in Me membership offerings. We have determined that it is most appropriate to account for the AAP as a single performance obligation and recognize the associated transaction price ratably over the term of the underlying contract beginning on the commencement date of each contract, which is the date the Company’s platforms and resources are made available to the customer. This determination was reached after considering that our web-based functionality and content, in combination with our intellectual property, each represent inputs that transform into a combined output that represents the intended outcome of the AAP, which is to provide a continuously accessible, customized, and dynamic learning and development solution only accessible through the AAP platform. We typically invoice our customers annually upon execution of the contract or subsequent renewals. Amounts that have been invoiced are recorded in accounts receivable and in unearned revenue or revenue, depending on whether transfer of control has occurred. Our Leader in Me offering is bifurcated into a portal membership obligation and a coaching delivery obligation. We have determined that it is appropriate to recognize revenue related to the portal membership over the term of the underlying contract and to recognize revenue from coaching as those services are performed. The combined contract amount is recorded in deferred subscription revenue until the performance obligations are satisfied. Any additional coaching or training days which are contracted independent of the Leader in Me contract are recorded as revenue in accordance with our general policy for services and products as previously described. Royalties Our international strategy includes the use of licensees in countries where we do not have a wholly-owned direct office. Licensee companies are unrelated entities that have been granted a license to translate our content and offerings, adapt the content to the local culture, and sell our content in a specific country or region. Licensees are required to pay us royalties based upon a percentage of their sales to clients. We recognize royalty income each reporting period based upon the sales information reported to us from our licensees. When sales information is not received from a particular licensee at the end of a reporting period, the Company estimates the amount of royalties to be received for the period that is being reported based upon prior forecasts and historical performance. These estimated royalties are recorded as revenue and are adjusted, if necessary, in the subsequent period. The primary impact of ASU No. 2014-09 on our financial statements is a change in the way we account for the initial license fee associated with licensing an international location. The Company previously recorded the non-refundable initial license fee from licensing an international location as revenue at the time the license period began if all other revenue requirements had been met. However, under Topic 606, we recognize revenue on the upfront fees over the term of the initial contract. Contracts with Multiple Performance Obligations We periodically enter into contracts that include multiple performance obligations. A performance obligation is a promise in a contract to transfer products or services that are distinct, or that are distinct within the context of the contract. A contract’s transaction price is allocated to each distinct performance obligation and recognized as revenue when the performance obligation is satisfied. Determining whether products and services meet the distinct criteria that should be accounted for separately or combined as one unit of accounting requires significant judgment. When determining whether goods and services meet the distinct criteria , we consider various factors for each agreement including the availability of the services and the nature of the offerings and services. We allocate the transaction price to each performance obligation on a relative standalone selling price (SSP) basis. Judgment is required to determine the SSP for each distinct performance obligation. The SSP is the price which the Company would sell a promised product or service separately to a customer. In determining the SSP, we consider the size and volume of transactions, price lists, historical sales, and contract prices. We may modify our pricing from time-to-time in the future, which could result in changes to the SSP. Contract Balances As described above, subscription revenue is generally recognized ratably over the term of the underlying contract beginning on the commencement date of each contract. The timing of when these contracts are invoiced, cash is collected, and revenue is recognized impacts our accounts receivable and deferred revenue accounts. We generally bill our clients in advance for subscription offerings or within the month that the training and products are delivered. As such, consideration due to the Company for work performed is included in accounts receivable and we do not have a significant amount of contract assets. Our receivables are generally collected within 30 to 120 days but typically no longer than 12 months. Deferred revenue primarily consists of billings or payments received in advance of revenue being recognized from our subscription offerings. Furthermore, our clients, to expend funds in a particular budget cycle, may prepay for services or products which are also a component of our consolidated deferred revenue. Our deferred revenue totaled $65.8 million at August 31, 2019 and $52.9 million at August 31, 2018, of which $3.6 million and $1.0 million were classified as components of other long-term liabilities at August 31, 2019 and August 31, 2018, respectively. The amount of deferred revenue that was generated from subscription offerings totaled $58.2 million at August 31, 2019 and $48.4 million at August 31, 2018. During the fiscal year ended August 31, 2019, we recognized $74.7 million of previously deferred subscription r evenue. Remaining Performance Obligations When possible, we enter into multi-year non-cancellable contracts which are invoiced either upon execution of the contract or at the beginning of each annual contract period. Topic 606 introduced the concept of remaining transaction price which represents contracted revenue that has not yet been recognized, including unearned revenue and unbilled amounts that will be recognized as revenue in future periods. Transaction price is influenced by factors such as seasonality, the average length of the contract term, and the ability of the Company to continue to enter multi-year non-cancellable contracts. At August 31, 2019 we had $88.1 million of remaining performance obligations, including the amount of deferred revenue related to our subscription offerings, of which approximately 75 percent will be recognized over the next 12 months. The remaining performance obligation does not include other deferred revenue as amounts included in other deferred revenue include items such as deposits that are generally refundable at the client’s request prior to the satisfaction of the obligation. Costs Capitalized to Obtain Contracts We capitalize the incremental costs of obtaining non-cancellable subscription revenue, primarily from the All Access Pass and the Leader in Me membership offerings. These incremental costs consist of sales commissions paid to our sales force and include the associated payroll taxes and fringe benefits. As the same commission rates are paid annually when the customer renews their contract, the capitalized commission costs are amortized ratably on an annual basis. At August 31, 2019 we have capitalized $9.0 million of direct sales commissions, of which $8.3 million is included in other current assets and $0.7 million is included in other long-term liabilities based on expected recognition of the commissions. During the fiscal year ended August 31, 2019, we capitalized $13.7 million of costs to obtain revenue contracts and amortized $11.7 million to selling, general, and administrative expense. Refer to Note 17 (Segment Information) to these consolidated financial statements for our disaggregated revenue information. |
Business Acquisitions
Business Acquisitions | 12 Months Ended |
Aug. 31, 2019 | |
Business Acquisitions [Abstract] | |
Business Acquisitions | 3. BUSINESS ACQUISITIONS Acquisition of Germany, Switzerland, and Austria Licensee On December 5, 2018, we purchased all of the equity of Leadership Institut GmbH, a Munich, Germany based company with wholly owned subsidiary companies in Switzerland and Austria. Leadership Institut GmbH previously operated as an independent licensee that provided our training and products to Germany, Switzerland, and Austria (GSA). We transitioned the GSA licensee operation into a directly owned office operation during fiscal 2019. The purchase price was $0.2 million in cash, plus $0.8 million in forgiveness of liabilities owed to the Company from the pre-existing relationship at the purchase date. There is no contingent or other additional consideration associated with the purchase of the former GSA licensee. We accounted for the acquisition of Leadership Institut Gmbh as a business combination in the second quarter of fiscal 2019. We incurred costs for severance, legal, and other related acquisition expenses which totaled $0.5 million and were expensed in selling, general, and administrative expense during fiscal 2019. The acquisition of the GSA licensee will provide us with the opportunity to operate a directly owned office in one of the world’s largest economic markets and is expected to provide significant future growth opportunities. The total purchase price consisted of the following (in thousands): Cash paid at closing $ 159 Accounts receivable from GSA licensee 798 Total purchase price $ 957 The major classes of assets and liabilities to which we have preliminarily allocated the purchase price were as follows (in thousands): p Cash acquired $ 127 Accounts receivable 564 Inventories 80 Prepaid expenses and other current assets 45 Intangible assets 741 Property and equipment 27 Other long-term assets 11 Assets acquired 1,595 Accounts payable (208) Accrued liabilities (383) Income taxes payable (47) Liabilities assumed (638) $ 957 The allocation of the purchase price to the intangible assets acquired was as follows (in thousands): Weighted Average Description Amount Life Reacquisition of license rights $ 360 3 years Localized content 202 3 years Customer relationships 179 3 years $ 741 We have included the financial results of the former GSA licensee in our financial results since the date of acquisition. Since the date of the acquisition, the new direct office that serves the GSA region recognized $1.5 million of sales and a $0.2 million operating loss. During fiscal 2018, we recognized $0.4 million of royalty revenue from the GSA licensee. The acquisition of the former GSA licensee was immaterial to our financial statements and pro forma financial information was not deemed necessary for this acquisition. Robert Gregory Partners, LLC On May 15, 2017, we acquired the assets of Robert Gregory Partners, LLC (RGP), a Dublin, Ohio based corporate coaching firm, for $3.5 million in cash plus potential contingent consideration totaling $4.5 million. Robert Gregory Partners is a corporate coaching firm with expertise in executive coaching, transition acceleration coaching, leadership development coaching, implementation coaching, and consulting. We believe that the acquired RGP services and methodologies have become important offerings in our training and consulting business. The financial results of RGP have been included in our consolidated financial statements since the date of the acquisition. The total purchase price consisted of the following (in thousands): Cash paid to RGP at closing $ 3,500 Fair value of contingent consideration 1,413 Total purchase price $ 4,913 The major classes of assets and liabilities to which we have allocated the purchase price were as follows (in thousands): Accounts receivable $ 458 Prepaid expenses 136 Intangible assets 3,811 Goodwill 1,232 Assets acquired 5,637 Accounts payable (51) Accrued liabilities (80) Deferred revenues (593) Liabilities assumed (724) $ 4,913 The goodwill generated from the RGP acquisition was allocated to each of our operating segments. The goodwill was primarily attributed to increased synergies that are expected to be achieved from the integration of RGP’s coaching methodologies into our services and offerings. All of the goodwill from the RGP acquisition is expected to be deductible for income tax purposes. The payment of contingent consideration is based on the achievement of specified financial results and the delivery of “add-on coaching services” content that is included in our All Access Pass offering. We paid the former owners of RGP $1.0 million during fiscal 2018 as contingent consideration for achieving specified financial results. During the fourth quarter of fiscal 2017, we paid the former owners of RGP $0.5 million of contingent consideration for delivery of the content that was integrated into our AAP offering. Due to the timing of the $0.5 million payment for add-on coaching services, this amount was included in the investing activities section of the accompanying consolidated statement of cash flows for fiscal 2017. Refer to Note 11 for further information regarding the fair value of the contingent consideration liability resulting from the RGP acquisition. The details of the purchase price allocated to the intangible assets acquired were as follows (in thousands): Weighted Average Description Amount Life Customer list $ 2,249 10 years Content 461 5 years Trade name 341 5 years Non-compete agreements 328 2 years Deferred contract revenue 237 2 years Coach relationships 150 10 years Acquired technology 45 3 years $ 3,811 8 years Our fiscal 2017 consolidated statement of operations include $1.2 million of revenue and $0.4 million of income from operations, excluding amortization of intangible assets, attributable to RGP since the date of the acquisition. The costs to acquire RGP totaled approximately $0.1 million and were expensed as components of selling, general, and administrative expense in our consolidated financial statements. Jhana Education On July 11, 2017, we acquired all of the outstanding stock of Jhana Education (Jhana), a San Francisco based company that specializes in the creation and dissemination of relevant, bite-sized content and learning tools for leaders and managers. The acquired Jhana content and delivery methodologies have become key features of our current AAP offering. The purchase price was $3.5 million in cash plus up to $7.2 million of contingent consideration. The financial results of Jhana have been included in our consolidated financial statements since the date of the acquisition. The total purchase price consisted of the following (in thousands): Cash paid to Jhana at closing $ 3,525 Fair value of contingent consideration 6,052 Total purchase price $ 9,577 The major classes of assets and liabilities to which we have allocated the purchase price were as follows (in thousands): Cash $ 253 Accounts receivable 195 Prepaid expenses and other current assets 86 Deferred tax asset 3,138 Intangible assets 6,076 Goodwill 3,085 Assets acquired 12,833 Accounts payable (185) Accrued liabilities (19) Deferred tax liability (2,257) Deferred revenues (795) Liabilities assumed (3,256) $ 9,577 The details of the purchase price allocated to the intangible assets acquired consisted of the following (in thousands): Weighted Average Description Amount Life Content $ 3,097 5 years Acquired technology 1,474 3 years Customer list 1,016 5 years Trade name 445 5 years Non-compete agreements 44 3 years $ 6,076 5 years The goodwill from the Jhana acquisition was assigned to the Direct Offices and International Licensee segments. The goodwill was primarily attributed to increased synergies that are expected to be achieved from the integration of Jhana’s content and delivery methodologies into our services and offerings, especially in the All Access Pass. None of the goodwill from the Jhana acquisition is expected to be deductible for income tax purposes. During fiscal 2018, we paid $2.4 million to the former owners of Jhana as contingent consideration based on the acquisition agreement. The first $1.1 million was paid within 90 days of the acquisition date and was classified as a component of cash flows from investing activities in our fiscal 2018 consolidated statement of cash flows. The payment of the remaining contingent consideration is based on certain revenue streams over the measurement period, which ends in July 2026. Refer to Note 11 for further information regarding the fair value of contingent consideration resulting from the Jhana acquisition. The acquisition of Jhana had an immaterial impact on our consolidated financial statements for the fiscal year ended August 31, 2017. The costs to acquire Jhana totaled approximately $0.1 million and were expensed as incurred. The acquisition costs were included in our selling, general, and administrative expenses. Unaudited Pro Forma Information The following are supplemental consolidated financial results of Franklin Covey Co. on an unaudited pro forma basis as if the acquisitions of RGP and Jhana had been completed on September 1, 2016 (in thousands, except per share amounts): YEAR ENDED AUGUST 31, 2017 Revenue $ 187,745 Net loss (7,976) Diluted loss per share (0.58) These pro forma results were based on estimates and assumptions, which we believe are reasonable. They are not the results that would have been realized had we been a combined company during the period presented, and are not necessarily indicative of our consolidated results of operations in future periods. The pro forma results include adjustments related to purchase accounting, primarily the amortization of intangible assets, interest expense, and inclusion of acquisition costs. |
Accounts Receivable
Accounts Receivable | 12 Months Ended |
Aug. 31, 2019 | |
Accounts Receivable [Abstract] | |
Accounts Receivable | 4. ACCOUNTS RE CEIVABLE Accounts receivable are recorded at the invoiced amount and do not bear interest. The allowance for doubtful accounts represents our best estimate of the amount of probable credit losses in the existing accounts receivable balance, and we review the adequacy of the allowance for doubtful accounts on a regular basis. We determine the allowance for doubtful accounts using historical write-off experience based on the age of the receivable balances and current general economic conditions. Receivable balances past due over 90 days, which exceed a specified dollar amount, are reviewed individually for collectability. As we increase sales to governmental organizations, including school districts, and offer longer payment terms on certain contracts (which are still within our normal payment terms), our collection cycle may increase in future periods. If the risk of non-collection increases for such receivable balances, there may be additional charges to expense to increase the allowance for doubtful accounts. Account balances are charged off against the allowance after all means of collection have been exhausted and the potential for recovery is considered remote. We do not have any off-balance sheet credit exposure related to our customers nor do we generally require collateral or other security agreements from our customers. Activity in our allowance for doubtful accounts was comprised of the following for the periods indicated (in thousands): YEAR ENDED AUGUST 31, 2019 2018 2017 Beginning balance $ 3,555 $ 2,310 $ 1,579 Charged to costs and expenses 1,212 2,029 1,747 Deductions (525) (784) (1,016) Ending balance $ 4,242 $ 3,555 $ 2,310 Deductions on the foregoing table represent the write-off of amounts deemed uncollectible during the fiscal year presented. Recoveries of amounts previously written off were insignificant for the periods presented. |
Intangible Assets And Goodwill
Intangible Assets And Goodwill | 12 Months Ended |
Aug. 31, 2019 | |
Intangible Assets And Goodwill [Abstract] | |
Intangible Assets And Goodwill | 5. INTANGIBLE ASSETS AND GOODWILL Intangible Assets Our intangible assets were comprised of the following (in thousands): Gross Carrying Accumulated Net Carrying AUGUST 31, 2019 Amount Amortization Amount Finite-lived intangible assets: License rights $ 28,099 $ (20,063) $ 8,036 Acquired content 62,307 (48,449) 13,858 Customer lists 20,266 (18,450) 1,816 Acquired technology 3,568 (3,149) 419 Trade names 2,036 (1,602) 434 Non-compete agreements and other 758 (631) 127 117,034 (92,344) 24,690 Indefinite-lived intangible asset: Covey trade name 23,000 - 23,000 $ 140,034 $ (92,344) $ 47,690 AUGUST 31, 2018 Finite-lived intangible assets: License rights $ 27,750 $ (18,889) $ 8,861 Acquired content 62,102 (46,147) 15,955 Customer lists 20,092 (17,835) 2,257 Acquired technology 3,568 (2,642) 926 Trade names 2,036 (1,441) 595 Non-compete agreements and other 758 (418) 340 116,306 (87,372) 28,934 Indefinite-lived intangible asset: Covey trade name 23,000 - 23,000 $ 139,306 $ (87,372) $ 51,934 Our intangible assets are amortized over the estimated useful life of the asset. The range of remaining estimated useful lives and weighted-average amortization period over which we are amortizing the major categories of finite-lived intangible assets at August 31, 2019 were as follows: Category of Intangible Asset Range of Remaining Estimated Useful Lives Weighted Average Original Amortization Period License rights 3 to 8 years 29 years Acquired content 2 to 8 years 25 years Customer lists 2 to 8 years 12 years Acquired technology 1 year 3 years Trade names 1 to 4 years 5 years Non-compete agreements and other 1 to 9 years 4 years Our aggregate amortization expense from finite-lived intangible assets totaled $5.0 million, $5.4 million, and $3.5 million for the fiscal years ended Aug ust 31, 2019, 2018, and 2017. Amortization expense from our intangible assets over the next five years is expected to be as follows (in thousands): YEAR ENDING AUGUST 31, 2020 $ 4,564 2021 4,049 2022 3,557 2023 2,612 2024 2,612 Goodwill There were no changes to our consolidated goodwill balance during fiscal 2019 and we do not have any accumulated impairment charges against the carrying value of our goodwill. At August 31, 2019 and 2018, goodwill was allocated to our segments as shown below (in thousands): Direct offices $ 16,825 International licensees 5,065 Education practice 2,330 $ 24,220 |
Term Loans Payable And Revolvin
Term Loans Payable And Revolving Line Of Credit | 12 Months Ended |
Aug. 31, 2019 | |
Term Loans Payable And Revolving Line Of Credit [Abstract] | |
Term Loans Payable And Revolving Line Of Credit | 6. TERM LOANS PAYABLE AND REVOLVING LINE OF CREDIT On August 7, 2019, we entered into a new credit agreement (the 2019 Credit Agreement) with our existing lender, which replaced the amended and restated credit agreement, dated March 2011 (the Original Credit Agreement). The 2019 Credit Agreement provides up to $25.0 million in term loans and a $15.0 million revolving line of credit. Upon entering into the 2019 Credit Agreement, we borrowed $20.0 million through a term loan and used the proceeds to repay all indebtedness under the Original Credit Agreement. Surplus proceeds from the term loan are classified as cash and cash equivalents on our consolidated balance sheet. Within one year of the date of the 2019 Credit Agreement, we may request an additional $5.0 million term loan. Interest on all borrowings under the 2019 Credit Agreement is due and payable on the first day of each month and will be equal to LIBOR plus 1.85 percent, which pricing matches that of the Original Credit Agreement. The effective interest rate on our term loan and revolving line of credit was 4.1 percent at August 31, 2019 and 3.9 percent at August 31, 2018. We incurred approximately $0.1 million of legal fees to obtain the 2019 Credit Agreement. The 2019 Credit Agreement preserves the financial covenants in the Original Credit Agreement, which are (i) a Funded Indebtedness to Adjusted EBITDAR Ratio of less than 3.00 to 1.00; (ii) a Fixed Charge Coverage ratio not less than 1.15 to 1.00; (iii) an annual limit on capital expenditures (excluding capitalized curriculum development costs) of $8.0 million; and (iv) consolidated accounts receivable of not less than 150% of the aggregate amount of the outstanding borrowings on the revolving line of credit, the undrawn amount of outstanding letters of credit, and the amount of unreimbursed letter of credit disbursements. In the event of noncompliance with these financial covenants and other defined events of default, the lender is entitled to certain remedies, including acceleration of the repayment of any amounts outstanding on the 2019 Credit Agreement. At August 31, 2019, we believe that we were in compliance with the terms and covenants applicable to the 2019 Credit Agreement. The 2019 Credit Agreement is secured by substantially all of the assets of the Company and certain of our subsidiaries and contains customary representations, warranties, and covenants. Term Loans Payable As previously described, we borrowed $20.0 million on a term loan and used the proceeds to repay all indebtedness under the Original Credit Agreement. Within one year of the date of the 2019 Credit Agreement, we may request an additional $5.0 million term loan with the same terms as the original $20.0 million term loan. Principal payments on the term loans of $1.25 million will be due and payable on the first day of each January, April, July, and October ( $5.0 million per year) until the term loan obligation is repaid. Quarterly principal payments remain the same whether or not we choose to obtain the additional $5.0 million term loan. Accordingly, at August 31, 2019, the principal of the $20.0 million term loan will be repaid over four years as shown below (in thousands): YEAR ENDING AUGUST 31, 2020 $ 5,000 2021 5,000 2022 5,000 2023 5,000 $ 20,000 Revolving Line of Credit The key terms and conditions of our revolving line of credit associated with the 2019 Credit Agreement are as follows: · Available Credit – $15.0 million less outstanding standby letters of credit, which totaled $0.1 million at August 31, 2019. · Maturity Date – August 7, 2024 . · Interest Rate – The effective interest rate is LIBOR plus 1.85 percent per annum and the unused commitment fee on the line of credit is 0.20 percent per annum. At August 31, 2019, we did no t have any borrowings on the revolving line of credit. We had $11.3 million outstanding on our revolving line of credit at August 31, 2018. |
Financing Obligation
Financing Obligation | 12 Months Ended |
Aug. 31, 2019 | |
Financing Obligation [Abstract] | |
Financing Obligation | 7. FINANCING OBLIGATION In connection with the sale and leaseback of our corporate headquarters facility located in Salt Lake City, Utah, we entered into a 20 -year master lease agreement with the purchaser, an unrelated private investment group. The 20-year master lease agreement also contains six five -year renewal options that allow us to maintain our operations at the current location for up to 50 years. Although the corporate headquarters facility was sold and the Company has no legal ownership of the property, under applicable accounting guidance we were prohibited from recording the transaction as a sale since we have subleased a significant portion of the property that was sold. Accordingly, we account for the sale as a financing transaction, which requires us to continue reporting the corporate headquarters facility as an asset and to record a financing obligation for the sale price. The financing obligation on our corporate campus was comprised of the following (in thousands): AUGUST 31, 2019 2018 Financing obligation payable in monthly installments of $309 at August 31, 2019, including principal and interest, with two percent annual increases (imputed interest at 7.7% ), through June 2025 $ 18,983 $ 21,075 Less current portion (2,335) (2,092) Total financing obligation, less current portion $ 16,648 $ 18,983 Future principal maturities of our financing obligation were as follows at August 31, 2019 (in thousands): YEAR ENDING AUGUST 31, 2020 $ 2,335 2021 2,600 2022 2,887 2023 3,199 2024 3,538 Thereafter 4,424 $ 18,983 Our remaining future minimum payments under the financing obligation in the initial 20-year lease term are as follows (in thousands): YEAR ENDING AUGUST 31, 2020 $ 3,724 2021 3,798 2022 3,874 2023 3,952 2024 4,031 Thereafter 3,301 Total future minimum financing obligation payments 22,680 Less interest (5,009) Present value of future minimum financing obligation payments $ 17,671 The $ 1.3 million difference between the carrying value of the financing obligation and the present value of the future minimum financing obligation payments represents the carrying value of the land sold in the financing transaction, which is not depreciated. At the conclusion of the master lease agreement, the remaining financing obligation and carrying value of the land will be offset and written off our consolidated financial statements. |
Operating Leases
Operating Leases | 12 Months Ended |
Aug. 31, 2019 | |
Operating Leases [Abstract] | |
Operating Leases | 8. OPERATING LEASES Lease Expense In the normal course of business, we lease office space and warehouse and distribution facilities under non-cancelable operating lease agreements. We rent office space, primarily for international and domestic regional sales administration offices, in commercial office complexes that are conducive to sales and administrative operations. We also rent warehousing and distribution facilities that are designed to provide secure storage and efficient distribution of our training products, books, and accessories. These operating lease agreements often contain renewal options that may be exercised at our discretion after the completion of the base rental term. In addition, some of the rental agreements provide for regular increases to the base rental rate at specified intervals, which usually occur on an annual basis. At August 31, 2019, we had operating leases with remaining terms ranging from less than one year to approximately six years. The following table summarizes our future minimum lease payments under operating lease agreements at August 31, 2019 (in thousands): YEAR ENDING AUGUST 31, 2020 $ 752 2021 472 2022 112 2023 97 2024 79 Thereafter 92 $ 1,604 We recognize lease expense on a straight-line basis over the life of the lease agreement. Contingent rent expense is recognized as it is incurred and was insignificant for the periods presented. Total rent expense recorded in selling, general, and administrative expense from operating lease agreements was $1.5 million, $1.6 million, and $1.8 million for the fiscal years ended August 31, 2019, 2018, and 2017. Lease Income We have subleased the majority of our corporate headquarters campus located in Salt Lake City, Utah to multiple, unrelated tenants as well as to FC Organizational Products (FCOP, Note 18). We recognize sublease income on a straight-line basis over the life of the sublease agreement. The cost basis of our corporate campus was $ 35.1 million, which had a carrying value of $ 6.3 million at August 31, 2019. The following future minimum lease payments due to us from our sublease agreements at August 31, 2019 include lease income of approximately $0.6 million per year from FCOP (in thousands): YEAR ENDING AUGUST 31, 2020 $ 3,890 2021 2,341 2022 1,514 2023 1,514 2024 1,527 Thereafter 1,275 $ 12,061 Sublease revenue totaled $3.9 million, $3.5 million, and $3.6 million during the fiscal years ended August 31, 2019, 2018, and 2017. |
Commitments And Contingencies
Commitments And Contingencies | 12 Months Ended |
Aug. 31, 2019 | |
Commitments And Contingencies [Abstract] | |
Commitments And Contingencies | 9. COMMITMENTS AND CONTINGENCIES Warehouse Outsourcing Contract Effective July 1, 2016, we entered into a warehousing services agreement with an independent warehouse and distribution company to provide product kitting, warehousing, and order fulfillment services at a facility in Des Moines, Iowa. Under the terms of this contract, we pay a fixed charge of approximately $19,000 per month for account management services and variable charges for other warehousing services based on specified activities, including shipping charges. The warehouse charges may be increased each year of the contract based upon changes in the Employment Cost Index. The original warehousing and distribution contract expired on June 30, 2019, and we extended the contract with essentially the same terms until June 30, 2020 . During fiscal years 2019, 2018, and 2017, we expensed $3.1 million, $2.9 million, and $2.6 million for services provided under the terms of our warehouse and distribution outsourcing contract. The total amount expensed each year includes freight charges, which are billed to the Company based upon activity. Freight charges included in the warehouse and distribution outsourcing costs totaled $2.1 million, $1.9 million, and $1.5 million during the fiscal years ended August 31, 2019, 2018, and 2017. Because of the variable component of the agreement, our payments for warehouse and distribution services may fluctuate in the future due to changes in sales and levels of specified activities. Purchase Commitments During the normal course of business, we issue purchase orders to various vendors for products and services. At August 31, 2019, we had open purchase commitments totaling $ 4.5 million for products and services to be delivered primarily in fiscal 2020. Letters of Credit At August 31, 2019 and 2018, we had standby letters of credit totaling $0.1 million. These letters of credit were primarily required to secure commitments for certain insurance policies and expire in January 2020 . No amounts were drawn on the letters of credit at either August 31, 2019 or August 31, 2018. Legal Matters and Loss Contingencies We are the subject of certain legal actions, which we consider routine to our business activities. At August 31, 2019, we believe that, after consultation with legal counsel, any potential liability to us under these other actions will not materially affect our financial position, liquidity, or results of operations. |
Shareholders' Equity
Shareholders' Equity | 12 Months Ended |
Aug. 31, 2019 | |
Shareholders' Equity [Abstract] | |
Shareholders' Equity | 10. SHAREHOLDERS’ EQUITY Preferred Stock We have 14.0 million shares of preferred stock authorized for issuance. At August 31, 2019 and 2018 , no shares of preferred stock were issued or outstanding . Treasury Stock On January 23, 2015 , our Board of Directors approved a new plan to repurchase up to $10.0 million of the Company’s outstanding common stock. All previously existing common stock repurchase plans were canceled and the new common share repurchase plan does not have an expiration date. On March 27, 2015, our Board of Directors increased the aggregate value of shares of Company common stock that may be purchased under the January 2015 plan to $40.0 million so long as we have either $10.0 million in cash and cash equivalents or have access to debt financing of at least $10.0 million. Through August 31, 2019, we have purchased 1,539,828 shares of our common stock for $26.8 million under the terms of this expanded common stock repurchase plan. The actual timing, number, and value of common shares repurchased under this plan will be determined at our discretion and will depend on a number of factors, including, among others, general market and business conditions, the trading price of our common shares, and applicable legal requirements. We have no obligation to repurchase any common shares under the authorization, and the repurchase plan may be suspended, discontinued, or modified at any time for any reason. The cost of common stock purchased for treasury as shown on our consolidated statement of cash flows for the year ending August 31, 2019 is comprised of the cost of 561 shares that were withheld for statutory income taxes on stock-based compensation awards issued to participants during the fiscal 2019. The withheld shares were valued at the market price on the date the shares were distributed to participants, which totaled approximately $12,000 . For the fiscal years ended August 31, 2018 and 2017, we withheld 104,699 shares and 51,156 shares for statutory taxes on stock-based compensation awards, which had a total market value of $2.0 million and $0.9 million , respectively. |
Fair Value Of Financial Instrum
Fair Value Of Financial Instruments | 12 Months Ended |
Aug. 31, 2019 | |
Fair Value Of Financial Instruments [Abstract] | |
Fair Value Of Financial Instruments | 11. FAIR VALUE OF FINANCIAL INSTRUMENTS Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability (an exit price) in an orderly transaction between market participants at the measurement date. The accounting standards related to fair value measurements include a hierarchy for information and valuations used in measuring fair value that is broken down into the following three levels based on reliability: · Level 1 valuations are based on quoted prices in active markets for identical instruments that the Company can access at the measurement date. · Level 2 valuations are based on inputs other than quoted prices included in Level 1 that are observable for the instrument, either directly or indirectly, for substantially the full term of the asset or liability including the following: a. quoted prices for similar, but not identical, instruments in active markets; b. quoted prices for identical or similar instruments in markets that are not active; c. inputs other than quoted prices that are observable for the instrument; or d. inputs that are derived principally from or corroborated by observable market data by correlation or other means. · Level 3 valuations are based on information that is unobservable and significant to the overall fair value measurement. The book values of our financial instruments at August 31, 2019 and 2018 approximated their fair values. The assessment of the fair values of our financial instruments is based on a variety of factors and assumptions. Accordingly, the fair values may not represent the actual values of the financial instruments that could have been realized at August 31, 2019 or 2018, or that will be realized in the future, and do not include expenses that could be incurred in an actual sale or settlement. The following methods and assumptions were used to determine the fair values of our financial instruments, none of which were held for trading or speculative purposes: Cash, Cash Equivalents, and Accounts Receivable – The carrying amounts of cash, cash equivalents, and accounts receivable approximate their fair values due to the liquidity and short-term maturity of these instruments. Other Assets – Our other assets, including notes receivable, were recorded at the net realizable value of estimated future cash flows from these instruments. Debt Obligations – At August 31, 2019, our debt obligations consisted primarily of a variable-rate term note payable. Our term note payable and revolving line of credit ( Note 6) are negotiated components of our 2019 Credit Agreement, which was completed in August 2019. Accordingly, the applicable interest rates on the term loan and revolving line of credit are reflective of current market conditions, and the carrying value of term loan and revolving line of credit (when applicable) obligations therefore approximate their fair value. Contingent Consideration Liabilities from Business Acquisitions We have contingent consideration liabilities arising from previous business acquisitions (Note 3). We measure the fair values of our contingent consideration liabilities at each reporting date based on various valuation models as described below. Changes to the fair value of the contingent consideration liabilities are recorded as components of our selling, general, and administrative expenses in the accompanying consolidated statements of operations in the period of adjustment. The fair value of the contingent consideration liabilities from the acquisition of RGP and Jhana changed as follows during the fiscal year ended August 31, 2019 (in thousands): Increase in AUGUST 31, 2018 Fair Value Payments 2019 RGP contingent liability $ 606 $ 1,155 $ - $ 1,761 Jhana contingent liability 3,942 179 (653) 3,468 $ 4,548 $ 1,334 $ (653) $ 5,229 The fair values of contingent consideration liabilities are recorded as components of accrued liabilities and other long-term liabilities based on expected payment dates. Robert Gregory Partners – On May 15, 2017, we acquired the assets of RGP. The purchase price included contingent consideration payments to the former owners of RGP of up to $4.5 million, based on the achievement of specified levels of earnings before interest, income taxes, depreciation, and amortization expense (EBITDA) and the delivery of “add-on coaching services content” for our AAP as set forth in the purchase agreement. During fiscal 2019, we amended the RGP acquisition agreement to reflect events and implementation issues that have occurred since the acquisition date. The amended contract increased the contingent consideration liability from the RGP acquisition by $1.1 million during the third quarter of fiscal 2019, but did not increase the total amount of contingent consideration potentially payable to the for mer owners of RGP. The specified levels of EBITDA include measures for RGP coaching services plus earnings from add-on coaching services sold through the AAP. The fair value of the RGP contingent liability is estimated using a Monte Carlo simulation method, which considers numerous potential financial outcomes using estimated variables such as expected revenues, growth rates, and a discount rate. This fair value measurement is considered a Level 3 measurement because we estimate revenues and corresponding expected growth rates each period. The following range of growth rates were used to calculate the initial fair value of the contingent consideration: Likely Minimum Maximum RGP growth rate - Year 1 14.8 % (12.0) % 35.0 % RGP growth rate - Year 2 10.0 % (12.0) % 35.0 % RGP growth rate - Year 3 10.0 % (12.0) % 35.0 % Add-on services growth rate - Year 1 60.0 % (20.0) % 130.0 % Add-on services growth rate - Year 2 50.0 % (20.0) % 130.0 % Add-on services growth rate - Year 3 40.0 % (20.0) % 130.0 % Jhana Education – On July 11, 2017, we acquired the stock of Jhana Education. The purchase price included potential contingent consideration of $7.2 mil lion through the measurement period, which ends in July 2026. The fair value of the contingent consideration was calculated using a probability weighted expected return methodology, which is a Level 3 measurement because we estimate projected consolidated Company and AAP sales over the measurement period. Probabilities were applied to each potential sales outcome and the resulting values were discounted using a rate that considered Jhana’s weighted average cost of capital and specific risk premiums associated with the potential contingent consideration. |
Stock-Based Compensation Plans
Stock-Based Compensation Plans | 12 Months Ended |
Aug. 31, 2019 | |
Stock-Based Compensation Plans [Abstract] | |
Stock-Based Compensation Plans | 12. STOCK-BASED COMPENSATION PLANS Overview We utilize various stock-based compensation plans as integral components of our overall compensation and associate retention strategy. Our shareholders have approved various stock incentive plans that permit us to grant performance awards, restricted stock awards, stock options, and employee stock purchase plan (ESPP) shares. In addition, our Board of Directors and shareholders may, from time to time, approve fully vested stock awards. The Organization and Compensation Committee of the Board of Directors (the Compensation Committee) has responsibility for the approval and oversight of our stock-based compensation plans. On January 25, 2019, our shareholders approved the Franklin Covey Co. 2019 Omnibus Incentive Plan (the 2019 Plan), which authorized an additional 700,000 shares of common stock for issuance to employees and members of the Board of Directors as stock-based payments. A more detailed description of the 2019 Plan is set forth in our Definitive Proxy Statement filed with the SEC on December 20, 2018. At August 31, 2019, the 2019 Plan had approximately 662,000 shares availabl e for future grants. At the annual meeting of shareholders held on January 26, 2018, our shareholders approved the Franklin Covey Co. 2017 Employee Stock Purchase Plan (the 2017 ESPP). The 2017 ESPP replaced the Franklin Covey Co. 2004 Employee Stock Purchase Plan, which previously expired. The 2017 ESPP authorized an additional 1.0 million shares, subject to certain adjustments, of our common stock for purchase by ESPP participants. For further information regarding the 2017 ESPP, including the full text of the 2017 ESPP, please refer to our definitive Proxy Statement as filed with the SEC on December 22, 2017. At August 31, 2019, the 2017 ESPP had approximately 903,000 shares remaining for purchase by plan participants. The total compensation expense of our stock-based compensation plans was as follows (in thousands): YEAR ENDED AUGUST 31, 2019 2018 2017 Performance awards $ 3,853 $ 2,034 $ 2,902 Restricted stock awards 700 642 500 Fully vested stock awards 60 15 135 Compensation cost of the ESPP 176 155 121 $ 4,789 $ 2,846 $ 3,658 The compensation expense of our stock-based compensation plans was included in selling, general, and administrative expenses in the accompanying consolidated statements of operations, and no stock-based compensation was capitalized during the fiscal years presented in this report. We recognize forfeitures of stock-based compensation instruments as they occur. During fiscal 2019, we issued 72,787 shares of our common stock from shares held in treasury for various stock-based compensation arrangements. Our stock-based compensation plans allow shares to be withheld from the award to pay statutory income tax liabilities. We withheld 561 shares of our common stock (Note 10) for statutory income taxes during fiscal 2019. The following is a description of our stock-based compensation plans. Performance Awards The Compensation Committee has awarded various performance-based stock compensation awards to members of our senior management as long-term incentive plan (LTIP) compensation. These awards vest to the participants based upon the achievement of specified performance criteria. Compensation expense is recognized as we determine it is probable that the shares will vest. Adjustments to compensation expense to reflect the timing of and the number of shares expected to be awarded are made on a cumulative basis at the date of the adjustment. We reevaluate the likelihood of shares vesting under performance awards at each reporting date. Due to the significant change in our business resulting from sales of the All Access Pass, on October 18, 2016, the Compensation Committee approved a modification to previously issued performance awards to include the change in deferred revenue, less certain costs, in adjusted earnings before interest, taxes, depreciation, and amortization (Adjusted EBITDA) in the vesting calculations. The incremental compensation expense recorded in fiscal 2017 as a result of this modification was approximately $0.6 million . No LTIP awards vested to participants during fiscal 2019. The following is a description of our performance-based LTIP awards as of August 31, 2019. Fiscal 2019 LTIP Award – On October 1, 2018, the Compensation Committee granted a new performance-based LTIP award to our executive officers and members of senior management. The fiscal 2019 LTIP award has three tranches, which consist of the following: 1) shares that vest after three years of service; 2) the achievement of certain levels of fiscal 2021 qualified Adjusted EBITDA; and 3) fiscal 2021 subscription service sales. Twenty-five percent of a participant’s award vests after three years of service, and the number of shares awarded in this tranche will not fluctuate based on financial measures. The number of shares granted in this tranche totals 36,470 shares. The remaining two tranches of the award are divided between the achievement of certain levels of Adjusted EBITDA and subscription sales recognized in fiscal 2021. The number of shares that will vest to participants for these two tranches is variable and may be 50 percent of the award (minimum award threshold) up to 200 percent of the participant’s award (maximum threshold). The maximum number of shares that may be awarded in connection with these tranches totals 218,818 shares. The fiscal 2019 LTIP has a three -year life and expires on August 31, 2021 . Fiscal 2019 Time-Based Award – On January 25, 2019, the Compensation Committee approved a new incentive plan award for the Chief Executive Officer, Chief Financial Officer, and Chief People Officer that has a two -year time-based vesting (service) condition. A total of 11,915 shares were issued to the participants in connection with this award. The fair value of this award was calculated by multiplying the number of shares times the closing price of the Company’s common stock on the grant date, which was $24.54 per share. The fair value of this award totals $0.3 million, which is being expensed evenly over the two-year service period. Fiscal 2018 LTIP Award – On November 14, 2017, the Compensation Committee granted a performance-based LTIP award to our executive officers and members of senior management similar to the fiscal 2019 LTIP award described above. The fiscal 2018 LTIP award has three tranches, which consist of the following: 1) shares that vest after three years of service; 2) the achievement of certain levels of fiscal 2020 qualified Adjusted EBITDA; and 3) fiscal 2020 subscription service sales. Twenty-five percent of a participant’s award vests after three years of service, and the number of shares awarded in this tranche will not fluctuate based on financial measures. The number of shares granted in this tranche totals 42,883 shares. The remaining two tranches of the award are divided between the achievement of specified levels of Adjusted EBITDA and subscription sales recognized in fiscal 2020. The number of shares that will vest to participants for these two tranches is variable and may be 50 percent of the award up to 200 percent of the participant’s award. The maximum number of shares that may be awarded in connection with these tranches totals 257,300 shares. The fiscal 2018 LTIP has a three -year life and expires on August 31, 2020 . Fiscal 2017 LTIP Award – On October 18, 2016, the Compensation Committee granted performance-based awards for our executive officers and members of senior management. A total of 183,381 shares may be earned by the participants based on six individual vesting conditions that are divided into two performance measures, trailing four-quarter Adjusted EBITDA and trailing four-quarter gross All Access Pass sales. As of August 31, 2019, four tranches of this award have vested, totaling 97,803 shares. The 2017 LTIP has a six -year life and expires on August 31, 2022 . Fiscal 2016 LTIP Award – The fiscal 2016 LTIP was granted on November 12, 2015, to our executive officers and members of senior management. A total of 231,276 shares may be awarded to the participants based on six individual vesting conditions that are divided into two performance measures, trailing four-quarter Adjusted EBITDA and increased sales of Organizational Development Suite (OD Suite) offerings. The OD Suite is defined as Leadership, Productivity, and Trust practice sales. As of August 31, 2019, four tranches of the fiscal 2016 LTIP have vested to participants, totaling 123,348 shares. The 2016 LTIP has a six -year life and expires on August 31, 2021 . Fiscal 2015 LTIP Award – During fiscal 2015, the Compensation Committee granted a performance-based award for our executive officers and certain members of senior management. A total of 112,464 shares may be awarded to the participants based on six individual vesting conditions that are divided into two performance measures, trailing four-quarter Adjusted EBITDA and increased sales of OD Suite sales. As of August 31, 2019, a total of 59,980 shares, or four tranches, of the fiscal 2015 LTIP have vested to participants. The 2015 LTIP has a six -year life and expires on August 31, 2020 . Fiscal 2014 LTIP Award – During the first quarter of fiscal 2014, the Compensation Committee granted performance-based equity awards to our executive officers. A total of 89,418 shares may have been awarded to the participants based on six individual vesting conditions that are divided into two performance measures, trailing four-quarter Adjusted EBITDA and trailing four-quarter increased sales of courses related to The 7 Habits of Highly Effective People . As of August 31, 2019, four tranches of the fiscal 2014 LTIP, totaling 47,690 shares, have vested to participants. The fiscal 2014 LTIP award had a six -year life that ended on August 31, 2019 , and the remaining award tranches, totaling 41,728 shares, expired unve sted to the participants. Restricted Stock Awards The annual Board of Director restricted stock award, which is administered under the terms of the Franklin Covey Co. 2019 Omnibus Incentive Plan, is designed to provide our non-employee directors, who are not eligible to participate in our employee stock purchase plan, an opportunity to obtain an interest in the Company through the acquisition of shares of our common stock. Each eligible director is entitled to receive a whole-share grant equal to $ 100,000 with a one -year vesting period, which is generally granted in January (following the Annual Shareholders’ Meeting) of each year. Shares granted under the terms of this annual award may not be voted or participate in any common stock dividends until they are vested. Under the terms of this program, we issued 28,525 shares, 23,338 shares, and 29, 834 shares of our common stock to eligible members of the Board of Directors during the fiscal years ended August 31, 2019, 2018, and 2017. The fair value of shares awarded to the directors was $0.7 million in each of fiscal 2019 and fiscal 2018 and $0.5 million in fiscal 2017 as calculated on the grant date of the awards. The corresponding compensation cost is recognized over the vesting period of the awards, which is one year. The cost of the common stock issued from treasury for these awards was $0.4 million in fiscal 2019, $0.3 million in fiscal 2018, and $0.4 million in fiscal 2017. The following information applies to our restricted stock awards for the fiscal year ended August 31, 2019: Weighted- Average Grant- Date Fair Number of Value Per Shares Share Restricted stock awards at August 31, 2018 23,338 $ 30.00 Granted 28,525 24.54 Forfeited - - Vested (23,338) 30.00 Restricted stock awards at August 31, 2019 28,525 $ 24.54 At August 31, 2019, there was $ 0.2 million of unrecognized compensation cost related to restricted stock awards, which is expected to be recognized over the remaining weighted-average vesting period of four months. The total recognized income tax benefit from restricted stock awards totaled $0.2 million for each of the years ended August 31, 2019, 2018, and 2017. The intrinsic value of our restricted stock awards at August 31, 2019 was $ 1.0 million. Stock Options We have an incentive stock option plan whereby options to purchase shares of our common stock may be issued to key employees at an exercise price not less than the fair market value of the Company’s common stock on the date of grant. Information related to our stock option activity during the fiscal year ended August 31, 2019 is presented below: Weighted Weighted Average Avg. Exercise Remaining Aggregate Number of Price Per Contractual Intrinsic Value Stock Options Share Life (Years) (thousands) Outstanding at August 31, 2018 568,750 $ 11.67 Granted - - Exercised - - Forfeited - - Outstanding at August 31, 2019 568,750 $ 11.67 0.8 $ 14,287 Options vested and exercisable at August 31, 2019 568,750 $ 11.67 0.8 $ 14,287 At August 31, 2019, there was no remaining unrecognized compensation expense related to our stock options and no options were exercised during either fiscal 2019 or 2018. During fiscal 2017, we had 62,500 stock options exercised on a net share basis, which had an intrinsic value of $0.5 million. The following additional information applies to our stock options outstanding at August 31, 2019: Weighted Number Average Options Outstanding Remaining Weighted Exercisable at Weighted at August 31, Contractual Average August 31, Average Exercise Prices 2019 Life (Years) Exercise Price 2019 Exercise Price $9.00 62,500 1.4 $9.00 62,500 $9.00 $10.00 168,750 0.8 $10.00 168,750 $10.00 $12.00 168,750 0.8 $12.00 168,750 $12.00 $14.00 168,750 0.8 $14.00 168,750 $14.00 568,750 568,750 Fully Vested Stock Awards We have a stock-based incentive program that is designed to reward our client partners and training consultants for exceptional long-term performance. The program grants shares of our common stock with a total value of $15,000 to each client partner who has sold over $ 20.0 million in cumulative sales and to each training consultant who has delivered over 1,500 days of training during their career. During fiscal 2019, four individuals qualified for this award; one individual qualified for this award in fiscal 2018; and nine individuals qualified for this award in fiscal 2017. Employee Stock Purchase Plan We have an employee stock purchase plan that offers qualified employees the opportunity to purchase shares of our common stock at a price equal to 85 percent of the average fair market value of our common stock on the last trading day of each quarter. ESPP participants purchased a total of 43,073 shares, 40,941 shares, and 43,199 shares during the fiscal years ended August 31, 2019, 2018, and 2017, which had a corresponding cost basis of $0.6 million each year. We received cash proceeds for these shares from ESPP participants totaling $1.0 million during fiscal 2019; $0.8 million in fiscal 2018; and $0.7 million during fiscal 2017. |
Contract Termination And Restru
Contract Termination And Restructuring Costs | 12 Months Ended |
Aug. 31, 2019 | |
Contract Termination And Restructuring Costs [Abstract] | |
Contract Termination And Restructuring Costs | 13. CONTRACT TERMINATION AND RESTRUCTURING COSTS Contract Termination Costs During fiscal 2017, we entered into a new 10 -year license agreement for Education practice content in a foreign country, with minimum required royalties payable to us totaling approximately $13 million over the life of the arrangement. Under a previously existing profit-sharing agreement, we would have been obligated to pay one -third of the new minimum royalty stream plus one -third of any royalties in excess of the contractual minimums to the licensee that owns the rights for that country. In exchange for a $1.5 million cash payment, we terminated the previously existing profit-sharing agreement and we will not owe any further profit sharing-payments to the international licensee. Based on the guidance for contract termination costs, we expensed the $1.5 million payment during fiscal 2017. Restructuring Costs During the third quarter of fiscal 2017, we determined to exit the publishing business in Japan and restructured our U. S./Canada direct office operations in order to support new sales and renewals of the All Access Pass. We expensed $3.6 million related to these changes during fiscal 2017 as described below. The majority of these costs were attributable to our Direct Offices segment. Exit Japan Publishing Business Due to a change in strategy designed to focus resources and efforts on sales of the All Access Pass in Japan, and declining sales and profitability of the publishing business, we decided to exit the publishing business in Japan. As a result of this determination, we wrote off the majority of our book inventory located in Japan for $2.1 million, which was recorded as a component of cost of sales in the accompanying consolidated statements of operations for fiscal 2017. U.S./Canada Direct Office Restructuring We restructured the operations of our U.S/Canada direct offices to create new smaller regional teams which are focused on selling the All Access Pass, helping clients strategically implement the AAP, and providing services to further develop long-term client relationships. Accordingly, we determined that our three remaining sales offices located in Atlanta, Georgia; Irvine, California; and Chicago, Illinois were unnecessary since most client partners work from home-based offices; restructured the operations of the Sales Performance and Winning Customer Loyalty Practices; and eliminated certain functions to reduce costs in future periods. The $1.5 million restructuring charge associated with these operational changes was comprised of the following (in thousands): Description Amount Severance costs $ 986 Office closure costs 496 $ 1,482 At each of August 31, 2019, and August 31, 2018, we had accrued office closure costs totaling $0.1 million, which are included as components of accrued liabilities on the accompanying consolidated balance sheets. All of the severance costs associated with this restructuring plan were paid as of August 31, 2017. |
Employee Benefit Plans
Employee Benefit Plans | 12 Months Ended |
Aug. 31, 2019 | |
Employee Benefit Plans [Abstract] | |
Employee Benefit Plans | 14. EMPLOYEE BENEFIT PLANS Profit Sharing Plans We have defined contribution profit sharing plans for our employees that qualify under Section 401(k) of the Internal Revenue Code. These plans provide retirement benefits for employees meeting minimum age and service requirements. Qualified participants may contribute up to 75 percent of their gross wages, subject to certain limitations. These plans also provide for matching contributions to the participants that are paid by the Company. The matching contributions, which were expensed as incurred, totaled $2.2 million, $2.1 million, and $1.9 million during the fiscal years ended August 31, 2019, 2018, and 2017. We do not sponsor or participate in any defined-benefit pension plans. Non-Qualified Deferred Compensation Plan We had a non-qualified deferred compensation (NQDC) plan that provided certain key officers and employees the ability to defer a portion of their compensation until a later date. Deferred compensation amounts used to pay benefits were held in a “rabbi trust,” which invested in insurance contracts, various mutual funds, and shares of our common stock as directed by the plan participants. However, due to legal changes resulting from the American Jobs Creation Act of 2004, we determined to cease compensation deferrals to the NQDC plan after December 31, 2004. Following the cessation of deferrals to the NQDC plan, the number of participants remaining in the plan declined steadily, and our Board of Directors decided to partially terminate the NQDC plan. Following this decision, all of the plan’s assets were liquidated, the plan’s liabilities were paid, and the only remaining items in the NQDC plan are shares of our common stock owned by the remaining plan participants. At August 31, 2019 and 201 8, the cost basis of the shares of our common stock held by the rabbi trust was $0.2 million. Shares of our common stock held in the rabbi trust are included as components of treasury stock on the accompanying consolidated balance sheets. |
Income Taxes
Income Taxes | 12 Months Ended |
Aug. 31, 2019 | |
Income Taxes [Abstract] | |
Income Taxes | 15. INCOME TAXES Our benefit (provision) for income taxes consisted of the following (in thousands): YEAR ENDED AUGUST 31, 2019 2018 2017 Current: Federal $ 93 $ 29 $ 69 State (14) 210 (71) Foreign (2,745) (2,947) (2,320) (2,666) (2,708) (2,322) Deferred: Federal 3,112 1,426 (1,227) State 102 (314) (17) Foreign (120) (281) 468 Operating loss carryforward (1,625) 2,636 6,964 Adjustment for changes in U.S. income tax rates - 1,654 - Valuation allowance (418) (2,780) (129) 1,051 2,341 6,059 $ (1,615) $ (367) $ 3,737 The allocation of our total income tax benefit (provision) is as follows (in thousands): YEAR ENDED AUGUST 31, 2019 2018 2017 Net income (loss) $ (1,615) $ (367) $ 3,737 Other comprehensive income (5) (75) 37 $ (1,620) $ (442) $ 3,774 Income (loss) before income taxes consisted of the following (in thousands): YEAR ENDED AUGUST 31, 2019 2018 2017 United States $ (1,910) $ (8,960) $ (10,126) Foreign 2,502 3,440 (783) $ 592 $ (5,520) $ (10,909) The differences between income taxes at the statutory federal income tax rate and the consolidated income tax rate reported in our consolidated statements of operations were as follows: YEAR ENDED AUGUST 31, 2019 2018 2017 Federal statutory income tax rate (21.0)% 25.7% 35.0% State income taxes, net of federal effect (5.4) 2.6 2.3 Effect of change in U.S. federal tax rate - 30.0 - Valuation allowance (70.8) (50.4) (1.2) Foreign jurisdictions tax differential (72.8) (6.8) (1.9) Tax differential on income subject to both U.S. and foreign taxes (64.7) 2.3 0.4 Uncertain tax positions 34.0 (5.1) 4.4 Non-deductible executive compensation (8.8) (2.7) (1.6) Non-deductible meals and entertainment (52.9) (8.9) (2.2) Payout of deferred compensation (NQDC) 0.3 4.4 - Other (10.7) 2.2 (0.9) (272.8) % (6.7 )% 34.3% The Tax Cut and Jobs Act (the 2017 Tax Act) was signed into law on December 22, 2017. The 2017 Tax Act significantly revises the U.S. corporate income tax code by, among other things, lowering the statutory corporate tax rate from 35 percent to 21 percent; eliminating certain deductions; imposing a mandatory one-time transition tax, or deemed repatriation tax, on accumulated earnings of foreign subsidiaries as of 2017 that were previously tax deferred; introducing new tax regimes; and changing how foreign earnings are subject to U.S. tax. Since we have an August 31 fiscal year end, the lower corporate income tax rate was phased in, resulting in a U.S. statutory federal rate of 25.7 percent for fiscal 2018 and 21 percent rate for fiscal 2019 and subsequent years. Other provisions of the 2017 Tax Act became effective for us in fiscal 2019, including limitations on the deductibility of interest and executive compensation as well as anti-deferral provisions on Global Intangible Low-Taxed Income (GILTI). We have elected to treat taxes due on future U.S. inclusions in taxable income related to GILTI as a current period expense when incurred (the “period cost method”). During fiscal 2019, we recorded income tax expense of $0.3 million under the GILTI provisions. We also recorded $0.1 million of tax expense resulting from limitations added by the 2017 Tax Act on the deductibility of executive compensation. In fiscal 2018, we recorded income tax benefits totaling $1.7 million, including a one-time income tax benefit of $0.9 million as of the date of enactment. We recognized $0.8 million of the one -time benefit from re-measuring our net deferred tax liabilities at the reduced U.S. federal tax rate and $0.2 million of the benefit from other changes enacted by the 2017 Tax Act. These benefits were partially offset by $0.1 million of expense from the deemed repatriation of accumulated earnings from our foreign subsidiaries. On September 1, 2017, we adopted the provisions of ASU 2016-09, which requires that the benefits of deductions resulting from stock-based compensation in excess of the corresponding book expense be recorded as a component of our income tax provision or benefit for the period, instead of being recorded to additional paid-in capital. We recorded income tax expense of $0.1 million in fiscal 2019 and an immaterial amount of income tax expense in fiscal 2018 for stock-based compensation deductions that were less than the corresponding book expense. We recorded $0.2 million to paid-in capital in fiscal 2017 for excess tax deductions. The significant components of our deferred tax assets and liabilities were as follows (in thousands): AUGUST 31, 2019 2018 Deferred income tax assets: Net operating loss carryforward $ 7,516 $ 9,039 Foreign income tax credit carryforward 8,140 6,562 Sale and financing of corporate headquarters 4,431 4,919 Stock-based compensation 1,973 1,174 Bonus and other accruals 1,622 1,511 Inventory and bad debt reserves 1,376 1,046 Deferred revenue 829 236 Other 264 323 Total deferred income tax assets 26,151 24,810 Less: valuation allowance (3,815) (3,397) Net deferred income tax assets 22,336 21,413 Deferred income tax liabilities: Intangibles step-ups – indefinite lived (5,424) (5,427) Intangibles step-ups – finite lived (3,406) (4,103) Intangible asset impairment and amortization (2,906) (3,023) Property and equipment depreciation (2,880) (3,518) Deferred commissions (2,056) (1,596) Unremitted earnings of foreign subsidiaries (456) (380) Other (343) (354) Total deferred income tax liabilities (17,471) (18,401) Net deferred income taxes $ 4,865 $ 3,012 Deferred income tax amounts are recorded as follows in our consolidated balance sheets (in thousands): AUGUST 31, 2019 2018 Long-term assets $ 5,045 $ 3,222 Long-term liabilities (180) (210) Net deferred income tax asset $ 4,865 $ 3,012 As of August 31, 2016, we had utilized all of our U.S. federal net operating loss carryforwards. However, we incurred a federal net operating loss of $16.4 million in fiscal 2017 and acquired a federal net operating loss carryforward of $7.7 million in connection with the purchase of the stock of Jhana Education (Note 3) in fiscal 2017. During fiscal 2018, we incurred a federal net operating loss of $9.7 million ( $10.5 million after return to provision adjustments). We utilized $8.6 million of our U.S. federal net operating loss carryforward during fiscal 2019. Our U.S. federal net operating loss carryforwards were comprised of the following at August 31, 2019 (in thousands): Loss Carryforward Loss Loss Operating Loss Carryforward Expires Deductions Deductions Loss Carried for Year Ended August 31, Amount in Prior Years in Current Year Forward December 31, 2012 2031 $ 243 $ - $ (243) $ - December 31, 2013 2032 553 - (553) - December 31, 2014 2033 1,285 - (1,019) 266 December 31, 2015 2034 1,491 - - 1,491 December 31, 2016 2035 3,052 - - 3,052 July 15, 2017 Acquired NOL 2036 1,117 - - 1,117 7,741 - (1,815) 5,926 August 31, 2017 2037 16,361 - (6,834) 9,527 August 31, 2018 No expiration 10,506 - - 10,506 $ 34,608 $ - $ (8,649) $ 25,959 We have U.S. state net operating loss carryforwards generated in fiscal 2009 and before in various jurisdictions that expire primarily between September 1, 2019 and August 31, 2029. The U.S. state net operating loss carryforwards generated in fiscal 2017 and fiscal 2018 primarily expire on August 31, 2037 and 2038, respectively. The state net operating loss carryforwards acquired through the purchase of Jhana Education stock expire between August 31, 2031 and August 31, 2036. Our U.S. foreign income tax credit carryforwards were comprised of the following at August 31, 2019 (in thousands): Credit Generated in Credits Used Credits Used Credits Fiscal Year Ended Credit Expires Credits in Prior in Fiscal Carried August 31, August 31, Generated Years 2019 Forward 2011 2021 $ 3,445 $ (414) $ - $ 3,031 2012 2022 2,563 (2,563) - - 2013 2023 2,815 (2,815) - - 2014 2024 1,378 (1,378) - - 2015 2025 1,422 (1,422) - - 2016 2026 1,569 (1,569) - - 2017 2027 1,804 - - 1,804 2018 2028 1,727 - - 1,727 2019 2029 1,578 - - 1,578 $ 18,301 $ (10,161) $ - $ 8,140 In fiscal 2018, we established a valuation allowance of $3.0 million against our foreign tax credit carryforward from fiscal 2011, after concluding it is more likely than not that the carryforward will expire unused at the end of fiscal 2021. Our emphasis of the All Access Pass has generated, and will likely continue to generate, substantial amounts of deferred revenue for both book and tax purposes. This situation has produced U.S. domestic pre-tax losses for the past three fiscal years and a more-likely-than-not presumption that insufficient taxable income will be available to realize the fiscal 2011 foreign tax carryforward, which expires at the end of fiscal 2021. During a prior year, we determined it was more likely than not that deferred tax assets of a foreign subsidiary would not be realized. Accordingly, we recorded a $0.3 million valuation allowance against these deferred tax assets. During fiscal 2017, we increased this valuation allowance by $0.1 million to $0.4 million, which reduced our income tax benefit for the year by $0.1 million. During fiscal 2018, we reduced this valuation allowance by $0.2 million, which increased our income tax benefit for the year by $0.2 million. During fiscal 2019, we concluded that it was more likely than not that the subsidiary’s future taxable income would be sufficient to utilize the remaining deferred income tax assets, so we reversed the balance of the valuation allowance, which resulted in an income tax benefit of $0.2 million. We acquired federal and state net operating loss carryforwards in connection with the purchase of Jhana Education stock during fiscal 2017. Section 382 of the Internal Revenue Code limits our ability to use these acquired losses. Accordingly, we recorded valuation allowances in the amount of $0.2 million against the related deferred tax assets. Our income tax benefit for fiscal 2017 was unaffected by this valuation allowance. The reduction of the federal income tax rate under the 2017 Tax Act reduced this valuation allowance by $0.1 million and resulted in a corresponding increase to our income tax benefit during fiscal 2018. During fiscal 2019, we determined that it was more likely than not that deferred income tax assets of certain foreign subsidiaries would not be realized. Accordingly, we recorded a $0.7 million valuation allowance against these deferred income tax assets. We have determined that projected future taxable income is adequate to allow for realization of all deferred tax assets, except for the assets subject to valuation allowances. We considered sources of taxable income, including reversals of taxable temporary differences, future taxable income exclusive of reversing temporary differences and carryforwards, and reasonable, practical tax-planning strategies to generate additional taxable income. Based on the factors described above, we concluded that realization of our deferred tax assets, except those subject to the valuation allowances described above, is more likely than not at August 31, 2019. A reconciliation of the beginning and ending amount of gross unrecognized tax benefits is as follows (in thousands): YEAR ENDED AUGUST 31, 2019 2018 2017 Beginning balance $ 2,111 $ 2,359 $ 3,024 Additions based on tax positions related to the current year 157 27 10 Additions for tax positions in prior years 7 367 85 Reductions for tax positions of prior years resulting from the lapse of applicable statute of limitations (370) (253) (634) Other reductions for tax positions of prior years (10) (389) (126) Ending balance $ 1,895 $ 2,111 $ 2,359 The total amount of unrecognized tax benefits that, if recognized, would affect the effective tax rate is $1.6 million at August 31, 2019, and $1.8 million at August 31, 2018. Included in the ending balance of gross unrecognized tax benefits at August 31, 2019 is $ 1.7 million related to individual states’ net operating loss carryforwards. Interest and penalties related to uncertain tax positions are recognized as components of income tax expense. The net accruals and reversals of interest and penalties increased or decreased our income tax expense by an insignificant amount in each of fiscal 2019, fiscal 2018 and fiscal 2017. The balance of interest and penalties included in other long-term liabilities on our consolidated balance sheets at each of August 31, 2019 and 201 8 was $0.2 million. During the next 12 months, we expect a decrease in unrecognized tax benefits totaling $0.2 million relating to non-deductible expenses and state net operating loss deductions upon the lapse of the applicable statute of limitations. We file United States federal income tax returns as well as income tax returns in various states and foreign jurisdictions. The tax years that remain subject to examinations for our major tax jurisdictions are shown below. 20 12 - 201 9 Canada and Australia 2013 - 2019 Japan 2014 - 2019 Germany, Switzerland, and Austria 201 5 - 201 9 United Kingdom 201 5 - 201 9 United States – state and local income tax 201 6 - 2019 United States – federal income tax 2016 - 2019 China 2017 - 2019 Singapore |
Earnings (Loss) Per Share
Earnings (Loss) Per Share | 12 Months Ended |
Aug. 31, 2019 | |
Earnings (Loss) Per Share [Abstract] | |
Earnings (Loss) Per Share | 16. EARNINGS (LOSS) PER SHARE The following schedule shows the calculation of loss per share for the periods presented (in thousands, except per-share amounts). YEAR ENDED AUGUST 31, 2019 2018 2017 Numerator for basic and diluted earnings per share: Net loss $ (1,023) $ (5,887) $ (7,172) Denominator for basic and diluted earnings per share: Basic weighted average shares outstanding 13,948 13,849 13,819 Effect of dilutive securities: Stock options and other stock-based awards - - - Diluted weighted average shares outstanding 13,948 13,849 13,819 EPS Calculations: Net loss per share: Basic and diluted $ (0.07) $ (0.43) $ (0.52) Since we incurred a net loss for the fiscal year ended August 31, 2019, no potentially dilutive securities were included in the calculation of our loss per share because the inclusion of these securities would be antidilutive. The number of dilutive securities that would have been included at August 31, 2019 was approximately 0.2 million shares. Other securities, including performance stock-based compensation instruments, may have a dilutive effect on our future EPS calculations if our financial results reach specified targets ( Note 12 ). |
Segment Information
Segment Information | 12 Months Ended |
Aug. 31, 2019 | |
Segment Information [Abstract] | |
Segment Information | 17. SEGMENT INFORMATION Reportable Segments Our sales are primarily comprised of training and consulting services and our internal reporting structure is comprised of three reportable operating segments and a corporate services group. Our internal reporting structure and reportable segments are organized primarily around the client channels which produce the Company’s revenues. The following is a brief description of our reportable segments: · Direct Offices – This segment includes our sales personnel that serve the United States and Canada; our international sales offices located in Japan, China, the United Kingdom, Australia, and Germany, Switzerland, and Austria; our governmental sales channel; and our public program operations. · International Licensees – This segment is primarily comprised of our international licensees’ royalty revenues. · Education Practice – This group includes our domestic and international Education practice operations, which are focused on sales to educational institutions. · Corporate and Other – Our corporate and other information includes leasing operations, shipping and handling revenues, and certain corporate administrative expenses. We have determined that the Company’s chief operating decision maker continues to be the CEO, and the primary measurement tool used in business unit performance analysis is Adjusted EBITDA, which may not be calculated as similarly titled amounts calculated by other companies. For reporting purposes, our consolidated Adjusted EBITDA can be calculated as our income or loss from operations excluding stock-based compensation, contract termination costs, restructuring charges, depreciation expense, amortization expense, and certain other items such as adjustments for changes in the fair value of contingent consideration liabilities from business acquisitions. Our operations are not capital intensive and we do not own any manufacturing facilities or equipment. Accordingly, we do not allocate assets to the divisions for analysis purposes. Interest expense and interest income are primarily generated at the corporate level and are not allocated. Income taxes are likewise calculated and paid on a corporate level (except for entities that operate in foreign jurisdictions) and are not allocated for analysis purposes. All prior period segment information has been revised to conform to our current organizational structure, assigned responsibilities, and primary internal reports. We account for our segment information on the same basis as the accompanying consolidated financial statements (in thousands). Sales to Fiscal Year Ended External Adjusted August 31, 2019 Customers Gross Profit EBITDA Enterprise Division: Direct offices $ 157,754 $ 116,755 $ 19,455 International licensees 12,896 10,231 6,072 170,650 126,986 25,527 Education Division 48,880 30,373 3,553 Corporate and eliminations 5,826 1,955 (8,474) Consolidated $ 225,356 $ 159,314 $ 20,606 Fiscal Year Ended August 31, 2018 Enterprise Division: Direct offices $ 145,890 $ 108,140 $ 13,254 International licensees 13,226 10,031 5,081 159,116 118,171 18,335 Education Division 45,272 28,654 2,710 Corporate and eliminations 5,370 1,464 (9,167) Consolidated $ 209,758 $ 148,289 $ 11,878 Fiscal Year Ended August 31, 2017 Enterprise Division: Direct offices $ 122,309 $ 81,700 $ 4,242 International licensees 13,571 10,483 6,415 135,880 92,183 10,657 Education Division 44,122 27,916 7,195 Corporate and eliminations 5,254 2,568 (10,153) Consolidated $ 185,256 $ 122,667 $ 7,699 A reconciliation of Adjusted EBITDA to consolidated net loss is provided below (in thousands): YEAR ENDED AUGUST 31, 2019 2018 2017 Segment Adjusted EBITDA $ 29,080 $ 21,045 $ 17,852 Corporate expenses (8,474) (9,167) (10,153) Consolidated Adjusted EBITDA 20,606 11,878 7,699 Stock-based compensation (4,789) (2,846) (3,658) Reduction (increase) in contingent consideration liabilities (1,334) (1,014) 1,936 Costs to exit Japan publishing business - - (2,107) Contract termination costs - - (1,500) Restructuring costs - - (1,482) ERP system implementation costs - (855) (1,404) Licensee transition costs (488) - (505) Business acquisition costs - - (442) Depreciation (6,364) (5,161) (3,879) Amortization (4,976) (5,368) (3,538) Income (loss) from operations 2,655 (3,366) (8,880) Interest income 37 104 223 Interest expense (2,358) (2,676) (2,408) Accretion of discount on related party receivable 258 418 156 Income (loss) before income taxes 592 (5,520) (10,909) Benefit (provision) for income taxes (1,615) (367) 3,737 Net loss $ (1,023) $ (5,887) $ (7,172) Disaggregated Revenue Our revenues are derived primarily from the United States. However, we also operate wholly owned offices or contract with licensees to provide our services in various countries throughout the world. Our consolidated revenues were derived from the following countries/regions (in thousands): YEAR ENDED AUGUST 31, 2019 2018 2017 United States $ 166,696 $ 151,022 $ 136,206 Japan 14,227 15,670 14,482 China 13,586 14,176 11,552 United Kingdom 7,763 7,411 4,754 Canada 5,424 4,722 4,372 Australia 3,690 4,148 2,704 Western Europe 3,211 2,016 1,679 Thailand 1,340 1,219 1,147 Brazil 1,141 1,285 1,423 Middle East 951 840 723 Singapore 877 865 722 Mexico/Central America 842 872 751 Denmark/Scandinavia 710 752 775 India 707 647 701 Indonesia 696 715 614 Central/Eastern Europe 637 757 638 The Philippines 401 353 324 Malaysia 356 338 364 Others 2,101 1,950 1,325 $ 225,356 $ 209,758 $ 185,256 The following table presents our revenue disaggregated by our significant revenue generating activities. Sales of services and products include training and consulting services and related products such as training manuals. Subscription sales include revenues from our subscription services such as the All Access Pass and Leader in Me membership. We receive royalty revenue from our international licensees and from other sources such as book publishing arrangements. Leases and other revenue is primarily comprised of lease revenues from sub-leases for space at our corporate headquarters campus and from shipping and handling revenues (in thousands). Fiscal Year Ended Services and Leases and August 31, 2019 Products Subscriptions Royalties Other Consolidated Enterprise Division: Direct offices $ 102,557 $ 52,536 $ 2,661 $ - $ 157,754 International licensees 2,439 - 10,457 - 12,896 104,996 52,536 13,118 - 170,650 Education Division 23,779 22,151 2,950 - 48,880 Corporate and eliminations - - - 5,826 5,826 Consolidated $ 128,775 $ 74,687 $ 16,068 $ 5,826 $ 225,356 Fiscal Year Ended August 31, 2018 Enterprise Division: Direct offices $ 100,730 $ 42,465 $ 2,695 $ - $ 145,890 International licensees 2,484 - 10,742 - 13,226 103,214 42,465 13,437 - 159,116 Education Division 26,061 15,587 3,624 - 45,272 Corporate and eliminations - - - 5,370 5,370 Consolidated $ 129,275 $ 58,052 $ 17,061 $ 5,370 $ 209,758 Fiscal Year Ended August 31, 2017 Enterprise Division: Direct offices $ 99,616 $ 20,452 $ 2,241 $ - $ 122,309 International licensees 2,938 - 10,633 - 13,571 102,554 20,452 12,874 - 135,880 Education Division 31,017 10,440 2,665 - 44,122 Corporate and eliminations - - - 5,254 5,254 Consolidated $ 133,571 $ 30,892 $ 15,539 $ 5,254 $ 185,256 Other Geographic Information At August 31, 2019, we had wholly owned direct offices in Australia, China, Japan, the United Kingdom, Germany, Switzerland, and Austria. Our long-lived assets, excluding intangible assets, goodwill, and the long-term portion of the related party receivable were held in the following locations for the periods indicated (in thousands): AUGUST 31, 2019 2018 United States/Canada $ 31,129 $ 34,237 Japan 1,456 1,450 China 441 581 Singapore 370 315 United Kingdom 207 276 Australia 164 250 Germany, Switzerland, and Austria 10 - $ 33,777 $ 37,109 Inter-segment sales were immaterial for the periods presented and were eliminated in consolidation. |
Related Party Transactions
Related Party Transactions | 12 Months Ended |
Aug. 31, 2019 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | 18. RELATED PARTY TRANSACTIONS Knowledge Capital Investment Group At each of August 31, 2019 and 2018, Knowledge Capital Investment Group (Knowledge Capital) held 2.8 million shares of our common stock. Two members of our Board of Directors, including our CEO, have an equity interest in Knowledge Capital. FC Organizational Products We own a 19.5 percent interest in FC Organizational Products, LLC, an entity that purchased substantially all of our consumer solution business unit assets in fiscal 2008 for the purpose of selling planners and related organizational products under a comprehensive licensing agreement. On the date of the sale closing, we invested approximately $ 1.8 million to purchase a 19.5 percent voting interest in FCOP, and made a $ 1.0 million priority capital contribution with a 10 percent return. At the time of the transaction, we determined that FCOP was not a variable interest entity. As a result of FCOP’s structure as a limited liability company with separate owner capital accounts, we determined that our investment in FCOP is more than minor and we are required to account for our investment in FCOP using the equity method of accounting. We have not recorded our share of FCOP’s losses in the accompanying consolidated statements of operations because we have impaired and written off investment balances, as defined within the applicable accounting guidance, in previous periods in excess of our share of FCOP’s losses through August 31, 2019. Due to significant operating losses incurred after the establishment of FCOP, we reconsidered whether FCOP was a variable interest entity as defined under ASC 810, and determined that FCOP was a variable interest entity. We further determined that we are not the primary beneficiary of FCOP because we do not have the ability to direct the activities that most significantly impact FCOP’s economic performance, which primarily consist of the day-to-day sale of planning products and related accessories, and we do not have an obligation to absorb losses or the right to receive benefits from FCOP that could potentially be significant. The operations of FCOP are primarily financed by the sale of planning products and accessories, and our primary exposure related to FCOP is from amounts owed to us by FCOP. We receive reimbursement from FCOP for certain operating costs and rental payments for the office space that FCOP occupies. We classify our receivables from FCOP based upon expected payment. Receivables from FCOP are reported as components of other current and other long-term assets based on their expected payment dates and consisted of the following (in thousands): AUGUST 31, 2019 2018 Other current assets $ 999 $ 1,123 Other long-term assets - 411 $ 999 $ 1,534 During the past few years, we received larger payments from FCOP on our receivables than previously anticipated. Based on the payments received during fiscal 2019 and amounts expected to be received during fiscal 2020, all remaining receivables from FCOP at August 31, 2019 are now classified as current assets. Accordingly, we accelerated the accretion of the remaining discount on these receivables during fiscal 2019, which totaled $0.2 million. The amounts receivable from FCOP at August 31, 2018 are presented net of a $0.3 million discount. On November 4, 2019, FCOP sold substantially all of its assets to Franklin Planner Corporation (FPC), a new unrelated entity. FPC is expected to continue FCOP’s business of selling planners and other related consumer products. In connection with this transaction, we exchanged approximately $3.2 million of receivables, including $2.6 million of cash used by the Company to purchase FCOP’s bank debt on the transaction date, for an amended 30-year license agreement. The amended license agreement grants the right to use certain of our trademarks and other intellectual property in connection with certain consumer products and provides us with minimum royalties of approximately $1.3 million per year. FPC assumed the amended master license agreement from FCOP upon the purchase of FCOP assets. CoveyLink Acquisition and Contractual Payments During fiscal 2009, we acquired the assets of CoveyLink Worldwide, LLC (CoveyLink). CoveyLink conducts training and provides consulting based upon the book The Speed of Trust by Stephen M.R. Covey, who is the brother of one of our executive officers. Prior to the acquisition date, CoveyLink had granted us a non-exclusive license for content related to The Speed of Trust book and related training courses for which we paid CoveyLink specified royalties. As part of the CoveyLink acquisition, an amended and restated license for intellectual property was signed that granted us an exclusive, perpetual, worldwide, transferable, royalty-bearing license to use, reproduce, display, distribute, sell, prepare derivative works of, and perform the licensed material in any format or medium and through any market or distribution channel. We are required to pay Stephen M.R. Covey royalties for the use of certain intellectual property developed by him. The amount expensed for these royalties totaled $1.7 million, $1.8 million, and $1.5 million during the fiscal years ended August 31, 2019, 2018, and 2017. As part of the acquisition of CoveyLink, we signed an amended license agreement as well as a speaker services agreement. Based on the provisions of the speakers’ services agreement, we pay Stephen M.R. Covey a portion of the speaking revenues received for his presentations. We expensed $1.2 million, $0.9 million, and $1.2 million for payment on these presentations during the fiscal years ended August 31, 2019, 2018 and 2017. We had $0.6 million and $0.7 million accrued for these royalties and speaking fees at August 31, 2019 and 2018, respectively, which were included as components of accrued liabilities on our consolidated balance sheets. Acquired License Rights for Intellectual Property During the third quarter of fiscal 2017, we acquired the license rights for certain intellectual property owned by Higher Moment, LLC for $0.8 million. The intellectual property is in part based on works authored and developed by Dr. Clayton Christensen, a well-known author and lecturer, who is a member of our Board of Directors. However, Dr. Christensen does not have an ownership interest in Higher Moment, LLC. The initial license period is five years and the agreement may be renewed for successive five -year periods for $0.8 million at each renewal date. The agreement may be terminated by either party at any time, but if we choose to terminate the agreement prior to the third renewal date, we are required to pay $0.3 million to Higher Moment, LLC. Other Related Party Transactions We pay an executive officer of the Company a percentage of the royalty proceeds received from the sales of certain books authored by him in addition to his annual salary. During the fiscal years ended August 31, 2019, 2018, and 2017, we expensed $0.1 million, $0.2 million, and $0.2 million for these royalties, and we had $0.1 million accrued at each of August 31, 2019 and 2018 as payable under the terms of these arrangements. These amounts are included as components of accrued liabilities in our consolidated balance sheets. We pay a company owned by the brother of a member of our executive management team for the production of video segments used in our offerings. During fiscal 2019, we paid $0.8 million to this company for services provided. |
Nature Of Operations And Summ_2
Nature Of Operations And Summary Of Significant Accounting Policies (Policy) | 12 Months Ended |
Aug. 31, 2019 | |
Nature Of Operations And Summary Of Significant Accounting Policies [Abstract] | |
Fiscal Year | Fiscal Year Our fiscal year ends on August 31 of each year and our fiscal quarters end on the last day of November, February, and May. Unless otherwise noted, references to fiscal years apply to the 12 months ended August 31 of the specified year. |
Basis Of Presentation | Basis of Presentation The accompanying consolidated financial statements include the accounts of the Company and our wholly-owned subsidiaries, which consist of Franklin Development Corp., and our offices in Japan, China, the United Kingdom, Australia, Germany, Switzerland, and Austria. Intercompany balances and transactions are eliminated in consolidation. |
Pervasiveness Of Estimates | Pervasiveness of Estimates The preparation of financial statements in conformity with generally accepted accounting principles requires us to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenues, and expenses. Actual results could differ from those estimates. |
Reclassifications | Reclassifications Certain reclassifications have been made to our prior period financial statements to conform with the current period presentation. On our August 31, 2018 consolidated balance sheet, we have separately classified subscription revenue and other deferred revenue to conform to the current presentation of these balances. As product and leasing revenues have become immaterial to the presentation of our consolidated sales, we have combined revenues from services, products, and leasing into one line item on our consolidated statements of operations for all periods presented in this report. |
Cash And Cash Equivalents | Cash and Cash Equivalents Some of our cash is deposited with financial institutions located throughout the United States of America and at banks in foreign countries where we operate subsidiary offices, and at times may exceed insured limits. We consider all highly liquid debt instruments with a maturity date of three months or less to be cash equivalents. We did not hold a significant amount of investments that would be considered cash equivalent instruments at August 31, 2019 or 2018. Of our $27.7 million in cash at August 31, 2019, $10.6 million was held outside the U.S. by our foreign subsidiaries. We routinely repatriate cash from our foreign subsidiaries and consider cash generated from foreign activities a key component of our overall liquidity position. |
Inventories | Inventories Inventories are stated at the lower of cost or net realizable value, cost being determined using the first-in, first-out method. Elements of cost in inventories generally include raw materials and direct labor. Cash flows from the sale of inventory are included in cash flows provided by operating activities in our consolidated statements of cash flows. Our inventories are comprised primarily of training materials, books, and training-related accessories, and consisted of the following (in thousands): AUGUST 31, 2019 2018 Finished goods $ 3,434 $ 3,130 Raw materials 47 30 $ 3,481 $ 3,160 Provision is made to reduce excess and obsolete inventories to their estimated net realizable value. In assessing the valuation of inventories, we make judgments regarding future demand requirements and compare these estimates with current and committed inventory levels. Inventory requirements may change based on projected customer demand, training curriculum life-cycle changes, and other factors that could affect the valuation of our inventories. |
Other Current Assets | Other Current Assets Significant components of our other current assets were as follows (in thousands): AUGUST 31, 2019 2018 Deferred commissions $ 8,337 $ 6,958 Other current assets 2,690 3,935 $ 11,027 $ 10,893 We defer commission expense on subscription-based sales and recognize the commission expense with the recognition of the corresponding revenue. |
Property And Equipment | Property and Equipment Property and equipment are recorded at cost. Depreciation expense, which includes depreciation on our corporate campus that is accounted for as a financing obligation (Note 7 ), and the amortization of assets recorded under capital lease obligations, is calculated using the straight-line method over the lesser of the expected useful life of the asset or the contracted lease period. We generally use the following depreciable lives for our major classifications of property and equipment: Description Useful Lives Buildings 20 years Machinery and equipment 5 – 7 years Computer hardware and software 3 – 5 years Furniture, fixtures, and leasehold improvements 5 – 7 years Our property and equipment were comprised of the following (in thousands): AUGUST 31, 2019 2018 Land and improvements $ 1,312 $ 1,312 Buildings 30,038 30,038 Machinery and equipment 1,162 1,723 Computer hardware and software 28,665 27,066 Furniture, fixtures, and leasehold improvements 8,409 8,272 69,586 68,411 Less accumulated depreciation (51,007) (47,010) $ 18,579 $ 21,401 We expense costs for repairs and maintenance as incurred. Gains and losses resulting from the sale of property and equipment are recorded in operating income (loss). Depreciation of capitalized portal costs is included in depreciation expense in the accompanying consolidated statements of operations. During each of the fiscal years ended August 31, 2018 and 2017, we capitalized $0.1 million of interest expense in connection with the installation of our new enterprise resource planning system and the development of our improved All Access Pass (AAP) portal. |
Impairment Of Long-Lived Assets | Impairment of Long-Lived Assets Long-lived tangible assets and finite-lived intangible assets are reviewed for possible impairment whenever events or changes in circumstances indicate that the carrying amount of such assets may not be recoverable. We use an estimate of undiscounted future net cash flows of the assets over the remaining useful lives in determining whether the carrying value of the assets is recoverable. If the carrying values of the assets exceed the anticipated future cash flows of the assets, we recognize an impairment loss equal to the difference between the carrying values of the assets and their estimated fair values. Impairment of long-lived assets is assessed at the lowest levels for which there are identifiable cash flows that are independent from other groups of assets. The evaluation of long-lived assets requires us to use estimates of future cash flows. If forecasts and assumptions used to support the realizability of our long-lived tangible and finite-lived intangible assets change in the future, significant impairment charges could result that would adversely affect our results of operations and financial condition. |
Indefinite-Lived Intangible Assets And Goodwill Impairment Testing | Indefinite-Lived Intangible Assets and Goodwill Impairment Testing Intangible assets that are deemed to have an indefinite life and acquired goodwill are not amortized, but rather are tested for impairment on an annual basis or more often if events or circumstances indicate that a potential impairment exists. The Covey trade name intangible asset has been deemed to have an indefinite life. This intangible asset is tested for impairment using qualitative factors or the present value of estimated royalties on trade name related revenues, which consist primarily of training seminars and work sessions, international licensee sales, and related products. Based on the fiscal 2019 evaluation of the Covey trade name, we believe the fair value of the Covey trade name substantially exceeds its carrying value. No impairment charges were recorded against the Covey trade name during the periods presented in this report. Goodwill is recorded when the purchase price for an acquisition exceeds the estimated fair value of the net tangible and identified intangible assets acquired. A n annual (or interim test if events and circumstances indicate a test should be performed) goodwill impairment test is performed by comparing the fair value of a reporting unit with its carrying amount, and an impairment charge is recognized for the amount by which the carrying amount exceeds the reporting unit’s fair value. We tested goodwill for impairment at August 31, 2019 at the reporting unit level using a quantitative approach. The estimated fair value of each reporting unit was calculated using a combination of the income approach (discounted cash flows) and the market approach (using market multiples derived from a set of companies with comparable market characteristics). On an interim basis, we consider whether events or circumstances are present that may lead to the determination that goodwill may be impaired. If, based on events or changing circumstances, we determine it is more likely than not that the fair value of a reporting unit does not exceed its carrying value, we would be required to test goodwill for impairment. Determining the fair value of a reporting unit is judgmental in nature and involves the use of significant estimates and assumptions. These estimates and assumptions include revenue growth rates and operating margins used to calculate projected future cash flows, risk-adjusted discount rates, future economic and market conditions, and determination of appropriate market comparables. We base our fair value estimates on assumptions we believe to be reasonable, but that are unpredictable and inherently uncertain. Actual future results may differ from those estimates. In addition, we make certain judgments and assumptions in allocating shared assets and liabilities to determine the carrying values for each of our reporting units. The timing and frequency of our goodwill impairment tests are based on an ongoing assessment of events and circumstances that would indicate a possible impairment. Based on the results of our goodwill impairment testing, we determined that no impairment existed at either of August 31, 2019 or 2018 as each reporting unit’s estimated fair value exceeded its carrying value. We will continue to monitor our goodwill and intangible assets for impairment and conduct formal tests when impairment indicators are present. For more information regarding our intangible assets and goodwill, refer to Note 5. |
Capitalized Curriculum Development Costs | Capitalized Curriculum Development Costs During the normal course of business, we develop training courses and related materials that we sell to our clients. Capitalized curriculum development costs include certain expenditures to develop course materials such as video segments, course manuals, and other related materials. Our capitalized curriculum development spending in fiscal 2019, which totaled $2.7 million, was primarily for various Education practice offerings and courses for the All Access Pass, including Unconscious Bias . Curriculum costs are capitalized when there is a major revision to an existing course that requires a significant re-write of the course materials. Costs incurred to maintain existing offerings are expensed when incurred. In addition, development costs incurred in the research and development of new offerings and software products to be sold, leased, or otherwise marketed are expensed as incurred until economic and technological feasibility has been established. Capitalized development costs are amortized over three - to five -year useful lives, which are based on numerous factors, including expected cycles of major changes to our content. Capitalized curriculum development costs are reported as a component of other long-term assets in our consolidated balance sheets and totaled $ 7.0 million and $ 9.3 million at August 31, 2019 and 2018. Amortization of capitalized curriculum development costs is reported as a component of cost of sales in the accompanying consolidated statements of operations. |
Accrued Liabilities | Accrued Liabilities Significant components of our accrued liabilities were as follows (in thousands): AUGUST 31, 2019 2018 Accrued compensation $ 14,003 $ 11,858 Other accrued liabilities 9,552 8,903 $ 23,555 $ 20,761 |
Contingent Consideration Payments From Business Acquisitions | Contingent Consideration Payments from Business Acquisitions Business acquisitions may include contingent consideration payments based on various future financial measures related to the acquired entity. Contingent consideration is required to be recognized at fair value as of the acquisition date. We estimate the fair value of these liabilities based on financial projections of the acquired company and estimated probabilities of achievement. Based on updated estimates and projections, the contingent consideration liabilities are adjusted at each reporting date to their estimated fair value. Changes in fair value subsequent to the acquisition date are reported in selling, general, and administrative expense in our consolidated statements of operations, and may have a material impact on our operating results. Variations in the fair value of contingent consideration liabilities may result from changes in discount periods or rates, changes in the timing and amount of earnings estimates, and changes in probability assumptions with respect to the likelihood of achieving various payment criteria. |
Foreign Currency Translation And Transactions | Foreign Currency Translation and Transactions The functional currencies of our foreign operations are the reported local currencies. Translation adjustments result from translating our foreign subsidiaries’ financial statements into United States dollars. The balance sheet accounts of our foreign subsidiaries are translated into United States dollars using the exchange rate in effect at the balance sheet dates. Revenues and expenses are translated using average exchange rates for each month during the fiscal year. The resulting translation differences are recorded as a component of accumulated other comprehensive income in shareholders’ equity. Foreign currency transaction losses totaled $0.2 million, $0.5 million, and $0.2 million for the fiscal years ended August 31, 2019, 2018, and 2017, respectively, and are included as a component of selling, general, and administrative expenses in our consolidated statements of operations. |
Sales Taxes | Sales Taxes We collect sales tax on qualifying transactions with customers based upon applicable sales tax rates in various jurisdictions. We account for sales taxes collected using the net method; accordingly, we do not include sales taxes in net sales reported in our consolidated statements of operations. |
Revenue Recognition | Revenue Recognition We account for revenue in accordance with Accounting Standards Update (ASU) No. 2014-09, Revenue from Contracts with Customers (Topic 606) , which we adopted on September 1, 2018 using the modified retrospective method (see also Note 2). Prior to the adoption of Topic 606, we recognized revenue when: 1) persuasive evidence of an arrangement existed, 2) delivery of the product occurred or the services were rendered, 3) the price to the customer was fixed or determinable, and 4) collectability was reasonably assured. These principles governed our revenue recognition policies and procedures for fiscal 2018 and fiscal 2017 as presented in this report. For training and service sales, these conditions were generally met upon presentation of the training seminar or delivery of the consulting services based upon daily rates. For most of our product sales, these conditions were met upon shipment of the product to the customer. For intellectual property license sales, the revenue recognition conditions were generally met at the later of delivery of the content to the client or the effective date of the arrangement. Our subscription revenues from the All Access Pass and the Leader in Me membership were recognized over the duration of the underlying contracts since our clients had the right to content updates during the contracted period. Revenue recognition for multiple-element arrangements required judgment to determine if multiple elements existed, whether elements could be accounted for as separate units of accounting, and if so, the fair value for each of the elements. A deliverable constituted a separate unit of accounting when it had standalone value to our clients. We entered into arrangements that included various combinations of multiple training offerings, consulting services, and intellectual property licenses. The timing of delivery and performance of the elements typically varied from contract to contract. Generally, these items qualified as separate units of accounting because they had value to the customer on a standalone basis. We determined the fair value to be used for allocating revenue to the elements based on (i) vendor-specific objective evidence of fair value (VSOE), (ii) third-party evidence (TPE), and (iii) best estimate of selling price (BESP). Our international strategy includes the use of licensees in countries where we do not have a wholly-owned direct office. Licensee companies are unrelated entities that have been granted a license to translate our content and offerings, adapt the content to the local culture, and sell our content in a specific country or region. Licensees are required to pay us royalties based upon a percentage of their sales to clients. We recognize royalty income each period based upon the sales information reported to us from our licensees. Refer to disaggregated revenue information presented in Note 17 for our royalty revenues in the fiscal years presented in this report. Revenue is recognized as the net amount to be received after deducting estimated amounts for discounts and product returns. |
Stock-Based Compensation | Stock-Based Compensation We record the compensation expense for all stock-based payments, including grants of stock options and the compensatory elements of our employee stock purchase plan, in our consolidated statements of operations based upon their fair values over the requisite service period. For more information on our stock-based compensation plans, refer to Note 12. |
Shipping And Handling Fees And Costs | Shipping and Handling Fees and Costs All shipping and handling fees billed to customers are recorded as a component of net sales. All costs incurred related to the shipping and handling of products are recorded in cost of sales. |
Advertising Costs | Advertising Costs Costs for advertising are expensed as incurred. Advertising costs included in selling, general, and administrative expenses totaled $4.6 million, $6.9 million, and $6.4 million for the fiscal years ended August 31, 2019, 2018, and 2017. |
Income Taxes | Income Taxes Our income tax provision has been determined using the asset and liability approach of accounting for income taxes. Under this approach, deferred income taxes represent the future tax consequences expected to occur when the reported amounts of assets and liabilities are recovered or paid. The income tax provision represents income taxes paid or payable for the current year plus the change in deferred taxes during the year. Deferred income taxes result from differences between the financial and tax bases of our assets and liabilities and are adjusted for tax rates and tax laws when changes are enacted. A valuation allowance is provided against deferred income tax assets when it is more likely than not that all or some portion of the deferred income tax assets will not be realized. Interest and penalties related to uncertain tax positions are recognized as components of income tax benefit or expense in our consolidated statements of operations. We may recognize the tax benefit from an uncertain tax position only if it is more likely than not that the tax position will be sustained on examination by the taxing authorities based on the technical merits of the position. The tax benefits recognized in the financial statements from such a position are measured based on the largest benefit that has a greater than 50 percent likelihood of being realized upon ultimate settlement. We provide for income taxes, net of applicable foreign tax credits, on temporary differences in our investment in foreign subsidiaries, which consist primarily of unrepatriated earnings. |
Comprehensive Loss | Comprehensive Loss Comprehensive loss includes changes to equity accounts that were not the result of transactions with shareholders. Comprehensive loss is comprised of net income or loss and other comprehensive income and loss items. Our other comprehensive income and losses generally consist of changes in the cumulative foreign currency translation adjustment, net of tax. |
Accounting Pronouncements Issued And Adopted | Accounting Pronouncements Issued and Adopted Revenue Recognition In May 2014, the Financial Accounting Standards Board (FASB) issued ASU No. 2014-09, Revenue from Contracts with Customers (Topic 606) . This new standard was issued in conjunction with the International Accounting Standards Board (IASB) and is designed to create a single, principles-based process by which all businesses calculate revenue. The core principle of this standard is that an entity should recognize revenue for the transfer of goods or services equal to the amount that it expects to be entitled to receive for those goods or services. The new standard replaces numerous individual, industry-specific revenue rules found in generally accepted accounting principles in the United States. We adopted ASU No. 2014-09 on September 1, 2018 using the “modified retrospective” approach. Under this transition method, we applied the new standard to contracts that were not completed as of the adoption date and recognized a cumulative effect adjustment which reduced our retained earnings by $4.1 million ( $3.1 million, net of tax) on September 1, 2018, which primarily consisted of initial licensing fees on international locations . The comparative period information for fiscal 2018 and fiscal 2017 has not been restated and continues to be presented according to accounting standards for revenue recognition in effect during the periods presented. The primary impact of ASU No. 2014-09 on our revenue recognition policies is a change in the way we account for our initial license fee associated with licensing an international location. The Company previously recorded the non-refundable initial license fee from licensing an international location as revenue at the time the license period begins if all other revenue requirements had been met. However, under Topic 606, the Company will recognize revenue on the upfront license fees over the duration of the contract. Under Topic 606, we account for the All Access Pass as a single performance obligation and recognize the associated transaction price on a straight-line basis over the term of the underlying contract. This determination was reached after considering that our web-based functionality and content, in combination with our intellectual property, each represent inputs that transform into a combined output that represents the intended outcome of the AAP, which is to provide a continuously accessible, customized, and dynamic learning and development solution only accessible through the AAP platform. We do not expect the accounting for fulfillment costs or costs incurred to obtain a contract to be materially effected in any period due to the adoption of ASU 2014-09. Refer to Note 2 for further details regarding our revenue recognition accounting policies under Topic 606. The cumulative after-tax effects of the changes made to our consolidated balance sheet from the adoption of Topic 606 were as follows (in thousands): August 31, ASC 606 September 1, 2018 Adjustments 2018 Assets: Other current assets $ 10,893 $ 109 $ 11,002 Deferred income tax assets 3,222 1,005 4,227 Liabilities and Shareholders' Equity: Deferred subscription revenue 47,417 1,453 48,870 Other deferred revenue 4,471 555 5,026 Other liabilities 5,501 2,249 7,750 Retained earnings 63,569 (3,143) 60,426 The following line items in our consolidated statement of operations were impacted by the adoption of the new revenue recognition standard for the year ended August 31, 2019 (in thousands, except per-share data): August 31, August 31, 2019 2019 Impact of As Reported Without ASC 606 ASC 606 Net sales $ 225,356 $ 225,222 $ 134 Cost of sales 66,042 66,042 - Selling, general, and administrative 145,319 145,329 (10) Income tax provision (1,615) (1,580) (35) Net loss (1,023) (1,132) 109 Net loss per share: Basic and diluted $ (0.07) $ (0.08) Selected consolidated balance sheet line items as of August 31, 2019, which were impacted by the adoption of the new standard, are as follows (in thousands): August 31, August 31, 2019 2019 Impact of As Reported Without ASC 606 ASC 606 Assets: Other current assets $ 11,027 $ 10,908 $ 119 Deferred income tax assets 5,045 4,075 970 Total assets 224,913 223,824 1,089 Liabilities and Shareholders' Equity: Deferred subscription revenue $ 56,250 $ 55,247 $ 1,003 Other deferred revenue 5,972 5,417 555 Other liabilities 7,527 4,961 2,566 Retained earnings 59,403 62,438 (3,035) Total liabilities and shareholders' equity 224,913 223,824 1,089 The adoption of ASC Topic 606 did not have a material impact on our cash flows from operating, investing, or financing activities. Stock-Based Compensation (Topic 718): Improvements to Nonemployee Share-Based Payment Accounting In June 2018, the FASB issued ASU No. 2018-07, Compensation—Stock Compensation: Improvements to Nonemployee Share-Based Payment Accounting (Topic 718) . ASU No. 2018-07 expands the scope of Topic 718 to include share-based payment transactions for acquiring goods and services from nonemployees. The amendments in this update specify that Topic 718 applies to all share-based payment transactions in which a grantor acquires goods or services to be used or consumed in a grantor’s own operations by issuing share-based payment awards. The amendments also clarify that Topic 718 does not apply to share-based payments used effectively to provide financing to the issuer or awards granted in conjunction with selling goods or services to customers as part of a contract accounted for under Topic 606, Revenue from Contracts with Customers . The new guidance is effective for interim and annual periods beginning after December 15, 2018, with early application permitted. We adopted the provisions of ASU No. 2018-07 on June 1, 2019. However, we have not previously granted awards to non-employees (except for members of the Board of Directors) and there was no cumulative impact from the adoption ASU No. 2018-07. |
Accounting Pronouncements Issued Not Yet Adopted | Accounting Pronouncements Issued Not Yet Adopted Leases (Topic 842) In February 2016, the FASB issued ASU No. 2016-02, Leases (Topic 842) , which supersedes FASB Accounting Standards Codification (ASC) Topic 840, Leases . Under the new guidance, we will recognize liabilities and corresponding “right-of-use” (ROU) assets for most leases but will recognize lease expenses similar to current lease accounting. The lease liability will be equal to the present value of lease payments not yet paid and the ROU asset will be based on the liability, adjust ed for initial direct costs , prepaid lease payments, and lease incentives . For lessors, accounting for leases is substantially the same as in prior periods. In July 2018, the FASB issued an adoption approach that allows entities to apply the new guidance and recognize a cumulative-effect adjustment to the opening balance of retained earnings in the period of adoption without restating prior periods. We will adopt the new leasing standard on September 1, 2019 using this transition method. At August 31, 2019, our leases primarily consist of the lease on our corporate campus, and operating leases for office space, warehousing space, and equipment. The lease for our corporate campus is currently accounted for as a financing obligation and related building asset on our consolidated balance sheets, as the contract represented a failed sale-leaseback under Topic 840. In transition to Topic 842, we will be required to reassess whether the previously failed sale-leaseback will meet the sale criteria under the new leasing standard. We currently believe that the sale criteria under the new leasing standard will not be met and we will continue to account for the corporate campus lease as a finance obligation upon transition. For our operating leases, w e will elect to apply the package of practical expedients, which allows us to not reassess prior conclusions related to contracts containing leases, lease classification, and initial direct costs. We continue to finalize our implementation efforts and currently estimate that the adoption of the new leasing standard will result in recognition of approximately $1.4 million to $1.6 million of lease liabilities for operating leases and a corresponding amount for ROU assets on the date of adoption. The new lease standard also provides practical expedients for an entity’s ongoing accounting. We currently expect to elect the short-term lease recognition exemption for all leases that qualify, which means leases with initial terms of 12 months or less will not be recorded on the balance sheet. We do not expect the adoption of the new lease standard to have a material impact on our consolidated statements of operations or cash flows. Credit Losses on Financial Instruments In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments . This accounting standard changes the methodology for measuring credit losses on financial instruments, including trade accounts receivable, and the timing of when such losses are recorded. ASU No. 2016-13 is effective for fiscal years, and interim periods within those years, beginning after December 15, 2019. Early adoption is permitted for fiscal years, and interim periods within those years, beginning after December 15, 2018. The Company is currently evaluating the impact of ASU No. 2016-13 on its financial position, results of operations, and liquidity. Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement In August 2018, the FASB issued ASU No. 2018-15, Intangibles—Goodwill and Other—Internal-Use Software (Subtopic 350-40): Customer's Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That Is a Service Contract (ASU 2018-15). This guidance clarifies the accounting for implementation costs in a cloud computing arrangement that is a service contract and aligns the requirements for capitalizing those costs with the capitalization requirements for costs incurred to develop or obtain internal-use software. The new standard is effective for interim and annual periods beginning after December 15, 2019, and early adoption is permitted. We are currently evaluating the effects, if any, the adoption of ASU 2018-15 may have on our financial position, results of operations, cash flows, or disclosures. |
Nature Of Operations And Summ_3
Nature Of Operations And Summary Of Significant Accounting Policies (Tables) | 12 Months Ended |
Aug. 31, 2019 | |
Nature Of Operations And Summary Of Significant Accounting Policies [Abstract] | |
Components Of Inventories | AUGUST 31, 2019 2018 Finished goods $ 3,434 $ 3,130 Raw materials 47 30 $ 3,481 $ 3,160 |
Components Other Current Assets | AUGUST 31, 2019 2018 Deferred commissions $ 8,337 $ 6,958 Other current assets 2,690 3,935 $ 11,027 $ 10,893 |
Useful Life Of Property And Equipment | Description Useful Lives Buildings 20 years Machinery and equipment 5 – 7 years Computer hardware and software 3 – 5 years Furniture, fixtures, and leasehold improvements 5 – 7 years |
Property And Equipment | AUGUST 31, 2019 2018 Land and improvements $ 1,312 $ 1,312 Buildings 30,038 30,038 Machinery and equipment 1,162 1,723 Computer hardware and software 28,665 27,066 Furniture, fixtures, and leasehold improvements 8,409 8,272 69,586 68,411 Less accumulated depreciation (51,007) (47,010) $ 18,579 $ 21,401 |
Accrued Liabilities | AUGUST 31, 2019 2018 Accrued compensation $ 14,003 $ 11,858 Other accrued liabilities 9,552 8,903 $ 23,555 $ 20,761 |
Schedule Of Cumulative After-Tax Effects On Balance Sheet | August 31, ASC 606 September 1, 2018 Adjustments 2018 Assets: Other current assets $ 10,893 $ 109 $ 11,002 Deferred income tax assets 3,222 1,005 4,227 Liabilities and Shareholders' Equity: Deferred subscription revenue 47,417 1,453 48,870 Other deferred revenue 4,471 555 5,026 Other liabilities 5,501 2,249 7,750 Retained earnings 63,569 (3,143) 60,426 |
Schedule Of Statements Of Operations Impacted By Adoption Of New Accounting Standard | August 31, August 31, 2019 2019 Impact of As Reported Without ASC 606 ASC 606 Net sales $ 225,356 $ 225,222 $ 134 Cost of sales 66,042 66,042 - Selling, general, and administrative 145,319 145,329 (10) Income tax provision (1,615) (1,580) (35) Net loss (1,023) (1,132) 109 Net loss per share: Basic and diluted $ (0.07) $ (0.08) |
Balance Sheet Impacted By Adoption Of New Accounting Standard | August 31, August 31, 2019 2019 Impact of As Reported Without ASC 606 ASC 606 Assets: Other current assets $ 11,027 $ 10,908 $ 119 Deferred income tax assets 5,045 4,075 970 Total assets 224,913 223,824 1,089 Liabilities and Shareholders' Equity: Deferred subscription revenue $ 56,250 $ 55,247 $ 1,003 Other deferred revenue 5,972 5,417 555 Other liabilities 7,527 4,961 2,566 Retained earnings 59,403 62,438 (3,035) Total liabilities and shareholders' equity 224,913 223,824 1,089 |
Business Acquisitions (Tables)
Business Acquisitions (Tables) | 12 Months Ended |
Aug. 31, 2019 | |
Business Acquisition [Line Items] | |
Schedule Of Pro Forma | YEAR ENDED AUGUST 31, 2017 Revenue $ 187,745 Net loss (7,976) Diluted loss per share (0.58) |
Germany, Switzerland, And Austria Licensee [Member] | |
Business Acquisition [Line Items] | |
Schedule Of Total Purchase Price | Cash paid at closing $ 159 Accounts receivable from GSA licensee 798 Total purchase price $ 957 |
Schedule Of Estimated Fair Values Of Assets Acquired, Liabilities Assumed, and Identifiable Intangible Assets | p Cash acquired $ 127 Accounts receivable 564 Inventories 80 Prepaid expenses and other current assets 45 Intangible assets 741 Property and equipment 27 Other long-term assets 11 Assets acquired 1,595 Accounts payable (208) Accrued liabilities (383) Income taxes payable (47) Liabilities assumed (638) $ 957 |
Schedule Of Assets Acquired Amortized Over Estimated Useful Lives | Weighted Average Description Amount Life Reacquisition of license rights $ 360 3 years Localized content 202 3 years Customer relationships 179 3 years $ 741 |
Robert Gregory Partners [Member] | |
Business Acquisition [Line Items] | |
Schedule Of Total Purchase Price | Cash paid to RGP at closing $ 3,500 Fair value of contingent consideration 1,413 Total purchase price $ 4,913 |
Schedule Of Estimated Fair Values Of Assets Acquired, Liabilities Assumed, and Identifiable Intangible Assets | Accounts receivable $ 458 Prepaid expenses 136 Intangible assets 3,811 Goodwill 1,232 Assets acquired 5,637 Accounts payable (51) Accrued liabilities (80) Deferred revenues (593) Liabilities assumed (724) $ 4,913 |
Schedule Of Assets Acquired Amortized Over Estimated Useful Lives | Weighted Average Description Amount Life Customer list $ 2,249 10 years Content 461 5 years Trade name 341 5 years Non-compete agreements 328 2 years Deferred contract revenue 237 2 years Coach relationships 150 10 years Acquired technology 45 3 years $ 3,811 8 years |
Jhana Education [Member] | |
Business Acquisition [Line Items] | |
Schedule Of Total Purchase Price | Cash paid to Jhana at closing $ 3,525 Fair value of contingent consideration 6,052 Total purchase price $ 9,577 |
Schedule Of Estimated Fair Values Of Assets Acquired, Liabilities Assumed, and Identifiable Intangible Assets | Cash $ 253 Accounts receivable 195 Prepaid expenses and other current assets 86 Deferred tax asset 3,138 Intangible assets 6,076 Goodwill 3,085 Assets acquired 12,833 Accounts payable (185) Accrued liabilities (19) Deferred tax liability (2,257) Deferred revenues (795) Liabilities assumed (3,256) $ 9,577 |
Schedule Of Assets Acquired Amortized Over Estimated Useful Lives | Weighted Average Description Amount Life Content $ 3,097 5 years Acquired technology 1,474 3 years Customer list 1,016 5 years Trade name 445 5 years Non-compete agreements 44 3 years $ 6,076 5 years |
Accounts Receivable (Tables)
Accounts Receivable (Tables) | 12 Months Ended |
Aug. 31, 2019 | |
Accounts Receivable [Abstract] | |
Activity In Allowance For Doubtful Accounts | YEAR ENDED AUGUST 31, 2019 2018 2017 Beginning balance $ 3,555 $ 2,310 $ 1,579 Charged to costs and expenses 1,212 2,029 1,747 Deductions (525) (784) (1,016) Ending balance $ 4,242 $ 3,555 $ 2,310 |
Intangible Assets And Goodwill
Intangible Assets And Goodwill (Tables) | 12 Months Ended |
Aug. 31, 2019 | |
Intangible Assets And Goodwill [Abstract] | |
Intangible Assets | Gross Carrying Accumulated Net Carrying AUGUST 31, 2019 Amount Amortization Amount Finite-lived intangible assets: License rights $ 28,099 $ (20,063) $ 8,036 Acquired content 62,307 (48,449) 13,858 Customer lists 20,266 (18,450) 1,816 Acquired technology 3,568 (3,149) 419 Trade names 2,036 (1,602) 434 Non-compete agreements and other 758 (631) 127 117,034 (92,344) 24,690 Indefinite-lived intangible asset: Covey trade name 23,000 - 23,000 $ 140,034 $ (92,344) $ 47,690 AUGUST 31, 2018 Finite-lived intangible assets: License rights $ 27,750 $ (18,889) $ 8,861 Acquired content 62,102 (46,147) 15,955 Customer lists 20,092 (17,835) 2,257 Acquired technology 3,568 (2,642) 926 Trade names 2,036 (1,441) 595 Non-compete agreements and other 758 (418) 340 116,306 (87,372) 28,934 Indefinite-lived intangible asset: Covey trade name 23,000 - 23,000 $ 139,306 $ (87,372) $ 51,934 |
Range Of Remaining Estimated Useful Lives And Weighted-Average Amortization | Category of Intangible Asset Range of Remaining Estimated Useful Lives Weighted Average Original Amortization Period License rights 3 to 8 years 29 years Acquired content 2 to 8 years 25 years Customer lists 2 to 8 years 12 years Acquired technology 1 year 3 years Trade names 1 to 4 years 5 years Non-compete agreements and other 1 to 9 years 4 years |
Amortization Expense For Intangible Assets Over The Next Five Years | YEAR ENDING AUGUST 31, 2020 $ 4,564 2021 4,049 2022 3,557 2023 2,612 2024 2,612 |
Schedule Of Reclassified Goodwill From Strategic Market To Direct Office Segment | Direct offices $ 16,825 International licensees 5,065 Education practice 2,330 $ 24,220 |
Term Loans Payable And Revolv_2
Term Loans Payable And Revolving Line Of Credit (Tables) | 12 Months Ended |
Aug. 31, 2019 | |
Term Loans Payable And Revolving Line Of Credit [Abstract] | |
Principal Payments By Fiscal Year | YEAR ENDING AUGUST 31, 2020 $ 5,000 2021 5,000 2022 5,000 2023 5,000 $ 20,000 |
Financing Obligation (Tables)
Financing Obligation (Tables) | 12 Months Ended |
Aug. 31, 2019 | |
Financing Obligation [Abstract] | |
Financing Obligation | AUGUST 31, 2019 2018 Financing obligation payable in monthly installments of $309 at August 31, 2019, including principal and interest, with two percent annual increases (imputed interest at 7.7% ), through June 2025 $ 18,983 $ 21,075 Less current portion (2,335) (2,092) Total financing obligation, less current portion $ 16,648 $ 18,983 |
Future Principal Maturities | YEAR ENDING AUGUST 31, 2020 $ 2,335 2021 2,600 2022 2,887 2023 3,199 2024 3,538 Thereafter 4,424 $ 18,983 |
Future Minimum Payments Under The Financing Obligation | YEAR ENDING AUGUST 31, 2020 $ 3,724 2021 3,798 2022 3,874 2023 3,952 2024 4,031 Thereafter 3,301 Total future minimum financing obligation payments 22,680 Less interest (5,009) Present value of future minimum financing obligation payments $ 17,671 |
Operating Leases (Tables)
Operating Leases (Tables) | 12 Months Ended |
Aug. 31, 2019 | |
Operating Leases [Abstract] | |
Future Minimum Lease Payments Under Operating Lease Agreements And The Lease Amounts Receivable | YEAR ENDING AUGUST 31, 2020 $ 752 2021 472 2022 112 2023 97 2024 79 Thereafter 92 $ 1,604 |
Future Minimum Lease Payments Due To Company | YEAR ENDING AUGUST 31, 2020 $ 3,890 2021 2,341 2022 1,514 2023 1,514 2024 1,527 Thereafter 1,275 $ 12,061 |
Fair Value Of Financial Instr_2
Fair Value Of Financial Instruments (Tables) | 12 Months Ended |
Aug. 31, 2019 | |
Fair Value Of Financial Instruments [Abstract] | |
Schedule Of Contingent Consideration Liabilities | Increase in AUGUST 31, 2018 Fair Value Payments 2019 RGP contingent liability $ 606 $ 1,155 $ - $ 1,761 Jhana contingent liability 3,942 179 (653) 3,468 $ 4,548 $ 1,334 $ (653) $ 5,229 |
Schedule Of Growth Rates To Fair Value Contingent Consideration | Likely Minimum Maximum RGP growth rate - Year 1 14.8 % (12.0) % 35.0 % RGP growth rate - Year 2 10.0 % (12.0) % 35.0 % RGP growth rate - Year 3 10.0 % (12.0) % 35.0 % Add-on services growth rate - Year 1 60.0 % (20.0) % 130.0 % Add-on services growth rate - Year 2 50.0 % (20.0) % 130.0 % Add-on services growth rate - Year 3 40.0 % (20.0) % 130.0 % |
Stock-Based Compensation Plans
Stock-Based Compensation Plans (Tables) | 12 Months Ended |
Aug. 31, 2019 | |
Stock-Based Compensation Plans [Abstract] | |
Total Cost Of Share-Based Compensation | YEAR ENDED AUGUST 31, 2019 2018 2017 Performance awards $ 3,853 $ 2,034 $ 2,902 Restricted stock awards 700 642 500 Fully vested stock awards 60 15 135 Compensation cost of the ESPP 176 155 121 $ 4,789 $ 2,846 $ 3,658 |
Unvested Stock Awards | Weighted- Average Grant- Date Fair Number of Value Per Shares Share Restricted stock awards at August 31, 2018 23,338 $ 30.00 Granted 28,525 24.54 Forfeited - - Vested (23,338) 30.00 Restricted stock awards at August 31, 2019 28,525 $ 24.54 |
Stock Option Activity | Weighted Weighted Average Avg. Exercise Remaining Aggregate Number of Price Per Contractual Intrinsic Value Stock Options Share Life (Years) (thousands) Outstanding at August 31, 2018 568,750 $ 11.67 Granted - - Exercised - - Forfeited - - Outstanding at August 31, 2019 568,750 $ 11.67 0.8 $ 14,287 Options vested and exercisable at August 31, 2019 568,750 $ 11.67 0.8 $ 14,287 |
Stock Options Outstanding And Exercisable | Weighted Number Average Options Outstanding Remaining Weighted Exercisable at Weighted at August 31, Contractual Average August 31, Average Exercise Prices 2019 Life (Years) Exercise Price 2019 Exercise Price $9.00 62,500 1.4 $9.00 62,500 $9.00 $10.00 168,750 0.8 $10.00 168,750 $10.00 $12.00 168,750 0.8 $12.00 168,750 $12.00 $14.00 168,750 0.8 $14.00 168,750 $14.00 568,750 568,750 |
Contract Termination And Rest_2
Contract Termination And Restructuring Costs (Tables) | 12 Months Ended |
Aug. 31, 2019 | |
U.S./Canada Direct Office Restructuring [Member] | |
Schedule Of Restructuring Charges | Description Amount Severance costs $ 986 Office closure costs 496 $ 1,482 |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Aug. 31, 2019 | |
Income Taxes [Abstract] | |
Benefit (Provision) For Income Taxes From Continuing Operations | YEAR ENDED AUGUST 31, 2019 2018 2017 Current: Federal $ 93 $ 29 $ 69 State (14) 210 (71) Foreign (2,745) (2,947) (2,320) (2,666) (2,708) (2,322) Deferred: Federal 3,112 1,426 (1,227) State 102 (314) (17) Foreign (120) (281) 468 Operating loss carryforward (1,625) 2,636 6,964 Adjustment for changes in U.S. income tax rates - 1,654 - Valuation allowance (418) (2,780) (129) 1,051 2,341 6,059 $ (1,615) $ (367) $ 3,737 |
Allocation Of Total Income Tax Provision (Benefit) | YEAR ENDED AUGUST 31, 2019 2018 2017 Net income (loss) $ (1,615) $ (367) $ 3,737 Other comprehensive income (5) (75) 37 $ (1,620) $ (442) $ 3,774 |
Income (Loss) From Continuing Operations Before Income Taxes | YEAR ENDED AUGUST 31, 2019 2018 2017 United States $ (1,910) $ (8,960) $ (10,126) Foreign 2,502 3,440 (783) $ 592 $ (5,520) $ (10,909) |
Differences Between Income Taxes At The Statutory Federal Income Tax Rate And Income Taxes From Continuing Operations | YEAR ENDED AUGUST 31, 2019 2018 2017 Federal statutory income tax rate (21.0)% 25.7% 35.0% State income taxes, net of federal effect (5.4) 2.6 2.3 Effect of change in U.S. federal tax rate - 30.0 - Valuation allowance (70.8) (50.4) (1.2) Foreign jurisdictions tax differential (72.8) (6.8) (1.9) Tax differential on income subject to both U.S. and foreign taxes (64.7) 2.3 0.4 Uncertain tax positions 34.0 (5.1) 4.4 Non-deductible executive compensation (8.8) (2.7) (1.6) Non-deductible meals and entertainment (52.9) (8.9) (2.2) Payout of deferred compensation (NQDC) 0.3 4.4 - Other (10.7) 2.2 (0.9) (272.8) % (6.7 )% 34.3% |
Significant Components Of Deferred Tax Assets And Liabilities | AUGUST 31, 2019 2018 Deferred income tax assets: Net operating loss carryforward $ 7,516 $ 9,039 Foreign income tax credit carryforward 8,140 6,562 Sale and financing of corporate headquarters 4,431 4,919 Stock-based compensation 1,973 1,174 Bonus and other accruals 1,622 1,511 Inventory and bad debt reserves 1,376 1,046 Deferred revenue 829 236 Other 264 323 Total deferred income tax assets 26,151 24,810 Less: valuation allowance (3,815) (3,397) Net deferred income tax assets 22,336 21,413 Deferred income tax liabilities: Intangibles step-ups – indefinite lived (5,424) (5,427) Intangibles step-ups – finite lived (3,406) (4,103) Intangible asset impairment and amortization (2,906) (3,023) Property and equipment depreciation (2,880) (3,518) Deferred commissions (2,056) (1,596) Unremitted earnings of foreign subsidiaries (456) (380) Other (343) (354) Total deferred income tax liabilities (17,471) (18,401) Net deferred income taxes $ 4,865 $ 3,012 |
Deferred Income Tax Amounts Recorded On The Consolidated Balance Sheets | AUGUST 31, 2019 2018 Long-term assets $ 5,045 $ 3,222 Long-term liabilities (180) (210) Net deferred income tax asset $ 4,865 $ 3,012 |
Summary of Operating Loss Carryforwards | Loss Carryforward Loss Loss Operating Loss Carryforward Expires Deductions Deductions Loss Carried for Year Ended August 31, Amount in Prior Years in Current Year Forward December 31, 2012 2031 $ 243 $ - $ (243) $ - December 31, 2013 2032 553 - (553) - December 31, 2014 2033 1,285 - (1,019) 266 December 31, 2015 2034 1,491 - - 1,491 December 31, 2016 2035 3,052 - - 3,052 July 15, 2017 Acquired NOL 2036 1,117 - - 1,117 7,741 - (1,815) 5,926 August 31, 2017 2037 16,361 - (6,834) 9,527 August 31, 2018 No expiration 10,506 - - 10,506 $ 34,608 $ - $ (8,649) $ 25,959 |
Summary Of Tax Credit Carryforwards | Credit Generated in Credits Used Credits Used Credits Fiscal Year Ended Credit Expires Credits in Prior in Fiscal Carried August 31, August 31, Generated Years 2019 Forward 2011 2021 $ 3,445 $ (414) $ - $ 3,031 2012 2022 2,563 (2,563) - - 2013 2023 2,815 (2,815) - - 2014 2024 1,378 (1,378) - - 2015 2025 1,422 (1,422) - - 2016 2026 1,569 (1,569) - - 2017 2027 1,804 - - 1,804 2018 2028 1,727 - - 1,727 2019 2029 1,578 - - 1,578 $ 18,301 $ (10,161) $ - $ 8,140 |
Reconciliation Of The Beginning And Ending Amount Of Gross Unrecognized Tax Benefits | YEAR ENDED AUGUST 31, 2019 2018 2017 Beginning balance $ 2,111 $ 2,359 $ 3,024 Additions based on tax positions related to the current year 157 27 10 Additions for tax positions in prior years 7 367 85 Reductions for tax positions of prior years resulting from the lapse of applicable statute of limitations (370) (253) (634) Other reductions for tax positions of prior years (10) (389) (126) Ending balance $ 1,895 $ 2,111 $ 2,359 |
Tax Years That Remain Subject To Examinations For Major Tax Jurisdictions | 20 12 - 201 9 Canada and Australia 2013 - 2019 Japan 2014 - 2019 Germany, Switzerland, and Austria 201 5 - 201 9 United Kingdom 201 5 - 201 9 United States – state and local income tax 201 6 - 2019 United States – federal income tax 2016 - 2019 China 2017 - 2019 Singapore |
Earnings (Loss) Per Share (Tabl
Earnings (Loss) Per Share (Tables) | 12 Months Ended |
Aug. 31, 2019 | |
Earnings (Loss) Per Share [Abstract] | |
Computation Of EPS | YEAR ENDED AUGUST 31, 2019 2018 2017 Numerator for basic and diluted earnings per share: Net loss $ (1,023) $ (5,887) $ (7,172) Denominator for basic and diluted earnings per share: Basic weighted average shares outstanding 13,948 13,849 13,819 Effect of dilutive securities: Stock options and other stock-based awards - - - Diluted weighted average shares outstanding 13,948 13,849 13,819 EPS Calculations: Net loss per share: Basic and diluted $ (0.07) $ (0.43) $ (0.52) |
Segment Information (Tables)
Segment Information (Tables) | 12 Months Ended |
Aug. 31, 2019 | |
Segment Information [Abstract] | |
Schedule Of Segment Operations | Sales to Fiscal Year Ended External Adjusted August 31, 2019 Customers Gross Profit EBITDA Enterprise Division: Direct offices $ 157,754 $ 116,755 $ 19,455 International licensees 12,896 10,231 6,072 170,650 126,986 25,527 Education Division 48,880 30,373 3,553 Corporate and eliminations 5,826 1,955 (8,474) Consolidated $ 225,356 $ 159,314 $ 20,606 Fiscal Year Ended August 31, 2018 Enterprise Division: Direct offices $ 145,890 $ 108,140 $ 13,254 International licensees 13,226 10,031 5,081 159,116 118,171 18,335 Education Division 45,272 28,654 2,710 Corporate and eliminations 5,370 1,464 (9,167) Consolidated $ 209,758 $ 148,289 $ 11,878 Fiscal Year Ended August 31, 2017 Enterprise Division: Direct offices $ 122,309 $ 81,700 $ 4,242 International licensees 13,571 10,483 6,415 135,880 92,183 10,657 Education Division 44,122 27,916 7,195 Corporate and eliminations 5,254 2,568 (10,153) Consolidated $ 185,256 $ 122,667 $ 7,699 |
Reconciliation Of Adjusted EBITDA | YEAR ENDED AUGUST 31, 2019 2018 2017 Segment Adjusted EBITDA $ 29,080 $ 21,045 $ 17,852 Corporate expenses (8,474) (9,167) (10,153) Consolidated Adjusted EBITDA 20,606 11,878 7,699 Stock-based compensation (4,789) (2,846) (3,658) Reduction (increase) in contingent consideration liabilities (1,334) (1,014) 1,936 Costs to exit Japan publishing business - - (2,107) Contract termination costs - - (1,500) Restructuring costs - - (1,482) ERP system implementation costs - (855) (1,404) Licensee transition costs (488) - (505) Business acquisition costs - - (442) Depreciation (6,364) (5,161) (3,879) Amortization (4,976) (5,368) (3,538) Income (loss) from operations 2,655 (3,366) (8,880) Interest income 37 104 223 Interest expense (2,358) (2,676) (2,408) Accretion of discount on related party receivable 258 418 156 Income (loss) before income taxes 592 (5,520) (10,909) Benefit (provision) for income taxes (1,615) (367) 3,737 Net loss $ (1,023) $ (5,887) $ (7,172) |
Consolidated Revenues From Continuing Operations By Country | YEAR ENDED AUGUST 31, 2019 2018 2017 United States $ 166,696 $ 151,022 $ 136,206 Japan 14,227 15,670 14,482 China 13,586 14,176 11,552 United Kingdom 7,763 7,411 4,754 Canada 5,424 4,722 4,372 Australia 3,690 4,148 2,704 Western Europe 3,211 2,016 1,679 Thailand 1,340 1,219 1,147 Brazil 1,141 1,285 1,423 Middle East 951 840 723 Singapore 877 865 722 Mexico/Central America 842 872 751 Denmark/Scandinavia 710 752 775 India 707 647 701 Indonesia 696 715 614 Central/Eastern Europe 637 757 638 The Philippines 401 353 324 Malaysia 356 338 364 Others 2,101 1,950 1,325 $ 225,356 $ 209,758 $ 185,256 |
Schedule Of Revenue Disaggregate By Activities | Fiscal Year Ended Services and Leases and August 31, 2019 Products Subscriptions Royalties Other Consolidated Enterprise Division: Direct offices $ 102,557 $ 52,536 $ 2,661 $ - $ 157,754 International licensees 2,439 - 10,457 - 12,896 104,996 52,536 13,118 - 170,650 Education Division 23,779 22,151 2,950 - 48,880 Corporate and eliminations - - - 5,826 5,826 Consolidated $ 128,775 $ 74,687 $ 16,068 $ 5,826 $ 225,356 Fiscal Year Ended August 31, 2018 Enterprise Division: Direct offices $ 100,730 $ 42,465 $ 2,695 $ - $ 145,890 International licensees 2,484 - 10,742 - 13,226 103,214 42,465 13,437 - 159,116 Education Division 26,061 15,587 3,624 - 45,272 Corporate and eliminations - - - 5,370 5,370 Consolidated $ 129,275 $ 58,052 $ 17,061 $ 5,370 $ 209,758 Fiscal Year Ended August 31, 2017 Enterprise Division: Direct offices $ 99,616 $ 20,452 $ 2,241 $ - $ 122,309 International licensees 2,938 - 10,633 - 13,571 102,554 20,452 12,874 - 135,880 Education Division 31,017 10,440 2,665 - 44,122 Corporate and eliminations - - - 5,254 5,254 Consolidated $ 133,571 $ 30,892 $ 15,539 $ 5,254 $ 185,256 |
Long-Lived Assets By Countries | AUGUST 31, 2019 2018 United States/Canada $ 31,129 $ 34,237 Japan 1,456 1,450 China 441 581 Singapore 370 315 United Kingdom 207 276 Australia 164 250 Germany, Switzerland, and Austria 10 - $ 33,777 $ 37,109 |
Related Party Transactions (Tab
Related Party Transactions (Tables) | 12 Months Ended |
Aug. 31, 2019 | |
Related Party Transactions [Abstract] | |
Components Of Other Current And Other Long-Term Assets | AUGUST 31, 2019 2018 Other current assets $ 999 $ 1,123 Other long-term assets - 411 $ 999 $ 1,534 |
Nature Of Operations And Summ_4
Nature Of Operations And Summary Of Significant Accounting Policies (Narrative) (Details) - USD ($) $ in Thousands | 12 Months Ended | |||||
Aug. 31, 2019 | Aug. 31, 2018 | Aug. 31, 2017 | Sep. 01, 2018 | Aug. 31, 2016 | Mar. 27, 2015 | |
Nature Of Operations And Summary Of Significant Accounting Policies [Line Items] | ||||||
Cash and cash equivalents | $ 27,699 | $ 10,153 | $ 8,924 | $ 10,456 | $ 10,000 | |
Costs to exit Japan publishing business | 2,107 | |||||
Capitalized interest expense | 100 | 100 | ||||
Capitalized curriculum development spending | 2,700 | |||||
Capitalized development costs | 7,000 | 9,300 | ||||
Foreign currency transaction gains (losses) | (200) | (500) | (200) | |||
Advertising costs | $ 4,600 | $ 6,900 | $ 6,400 | |||
Percent likelihood of being realized upon ultimate settlement | 50.00% | |||||
Operating lease, liabilities | $ 1,400 | |||||
Operating lease, ROU asset | 1,600 | |||||
Retained Earnings [Member] | ||||||
Nature Of Operations And Summary Of Significant Accounting Policies [Line Items] | ||||||
Cumulative effect of new accounting standard | 3,143 | |||||
Held Outside The US By Foreign Subsidiaries [Member] | ||||||
Nature Of Operations And Summary Of Significant Accounting Policies [Line Items] | ||||||
Cash and cash equivalents | 10,600 | |||||
ASU 2014-09 [Member] | ||||||
Nature Of Operations And Summary Of Significant Accounting Policies [Line Items] | ||||||
Cumulative effect of new accounting standard | $ 4,100 | |||||
ASU 2014-09 [Member] | Retained Earnings [Member] | ||||||
Nature Of Operations And Summary Of Significant Accounting Policies [Line Items] | ||||||
Cumulative effect of new accounting standard | $ 3,100 | |||||
Covey Trade Name [Member] | ||||||
Nature Of Operations And Summary Of Significant Accounting Policies [Line Items] | ||||||
Goodwill, impairment loss | $ 0 | |||||
Minimum [Member] | ||||||
Nature Of Operations And Summary Of Significant Accounting Policies [Line Items] | ||||||
Capitalized development costs, amortization period | 3 years | |||||
Maximum [Member] | ||||||
Nature Of Operations And Summary Of Significant Accounting Policies [Line Items] | ||||||
Capitalized development costs, amortization period | 5 years |
Nature Of Operations And Summ_5
Nature Of Operations And Summary Of Significant Accounting Policies (Components Of Inventories) (Details) - USD ($) $ in Thousands | Aug. 31, 2019 | Aug. 31, 2018 |
Nature Of Operations And Summary Of Significant Accounting Policies [Abstract] | ||
Finished goods | $ 3,434 | $ 3,130 |
Raw materials | 47 | 30 |
Inventories | $ 3,481 | $ 3,160 |
Nature Of Operations And Summ_6
Nature Of Operations And Summary Of Significant Accounting Policies (Components Other Current Assets) (Details) - USD ($) $ in Thousands | Aug. 31, 2019 | Aug. 31, 2018 |
Other current assets | $ 11,027 | $ 10,893 |
Deferred Commissions [Member] | ||
Other current assets | 8,337 | 6,958 |
Other Current Assets [Member] | ||
Other current assets | $ 2,690 | $ 3,935 |
Nature Of Operations And Summ_7
Nature Of Operations And Summary Of Significant Accounting Policies (Useful Life Of Property And Equipment) (Details) | 12 Months Ended |
Aug. 31, 2019 | |
Buildings [Member] | |
Property, Plant and Equipment [Line Items] | |
Useful life | 20 years |
Machinery And Equipment [Member] | Minimum [Member] | |
Property, Plant and Equipment [Line Items] | |
Useful life | 5 years |
Machinery And Equipment [Member] | Maximum [Member] | |
Property, Plant and Equipment [Line Items] | |
Useful life | 7 years |
Computer Hardware And Software [Member] | Minimum [Member] | |
Property, Plant and Equipment [Line Items] | |
Useful life | 3 years |
Computer Hardware And Software [Member] | Maximum [Member] | |
Property, Plant and Equipment [Line Items] | |
Useful life | 5 years |
Furniture, Fixtures, And Leasehold Improvements [Member] | Minimum [Member] | |
Property, Plant and Equipment [Line Items] | |
Useful life | 5 years |
Furniture, Fixtures, And Leasehold Improvements [Member] | Maximum [Member] | |
Property, Plant and Equipment [Line Items] | |
Useful life | 7 years |
Nature Of Operations And Summ_8
Nature Of Operations And Summary Of Significant Accounting Policies (Property And Equipment) (Details) - USD ($) $ in Thousands | Aug. 31, 2019 | Aug. 31, 2018 |
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | $ 69,586 | $ 68,411 |
Less accumulated depreciation | (51,007) | (47,010) |
Property and equipment | 18,579 | 21,401 |
Land And Improvements [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 1,312 | 1,312 |
Buildings [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 30,038 | 30,038 |
Machinery And Equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 1,162 | 1,723 |
Computer Hardware And Software [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 28,665 | 27,066 |
Furniture, Fixtures, And Leasehold Improvements [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | $ 8,409 | $ 8,272 |
Nature Of Operations And Summ_9
Nature Of Operations And Summary Of Significant Accounting Policies (Accrued Liabilities) (Details) - USD ($) $ in Thousands | Aug. 31, 2019 | Aug. 31, 2018 |
Nature Of Operations And Summary Of Significant Accounting Policies [Abstract] | ||
Accrued compensation | $ 14,003 | $ 11,858 |
Other accrued liabilities | 9,552 | 8,903 |
Accrued liabilities | $ 23,555 | $ 20,761 |
Nature Of Operations And Sum_10
Nature Of Operations And Summary Of Significant Accounting Policies (Schedule Of Cumulative After-Tax Effects On Balance Sheet) (Details) - USD ($) $ in Thousands | Aug. 31, 2019 | Sep. 01, 2018 | Aug. 31, 2018 |
Assets: | |||
Other current assets | $ 11,027 | $ 10,893 | |
Deferred income tax assets | 5,045 | 3,222 | |
Liabilities and Shareholders' Equity: | |||
Deferred subscription revenue | 56,250 | 47,417 | |
Other deferred revenue | 5,972 | 4,471 | |
Other liabilities | 7,527 | 5,501 | |
Retained earnings | $ 59,403 | $ 63,569 | |
ASU 2014-09 [Member] | |||
Assets: | |||
Other current assets | $ 11,002 | ||
Deferred income tax assets | 4,227 | ||
Liabilities and Shareholders' Equity: | |||
Deferred subscription revenue | 48,870 | ||
Other deferred revenue | 5,026 | ||
Other liabilities | 7,750 | ||
Retained earnings | 60,426 | ||
ASC 606 Adjustments [Member] | ASU 2014-09 [Member] | |||
Assets: | |||
Other current assets | 109 | ||
Deferred income tax assets | 1,005 | ||
Liabilities and Shareholders' Equity: | |||
Deferred subscription revenue | 1,453 | ||
Other deferred revenue | 555 | ||
Other liabilities | 2,249 | ||
Retained earnings | $ (3,143) |
Nature Of Operations And Sum_11
Nature Of Operations And Summary Of Significant Accounting Policies (Schedule Of Statements Of Operations Impacted By Adoption Of New Accounting Standard) (Details) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | ||
Aug. 31, 2019 | Aug. 31, 2018 | Aug. 31, 2017 | |
Net sales | $ 225,356 | $ 209,758 | $ 185,256 |
Cost of sales | 66,042 | 61,469 | 62,589 |
Selling, general, and administrative | 145,319 | 141,126 | 121,148 |
Income tax provision | (1,615) | (367) | 3,737 |
Net loss | $ (1,023) | $ (5,887) | $ (7,172) |
Net loss per share: | |||
Basic and diluted | $ (0.07) | $ (0.43) | $ (0.52) |
ASU 2014-09 [Member] | Without ASC 606 [Member] | |||
Net sales | $ 225,222 | ||
Cost of sales | 66,042 | ||
Selling, general, and administrative | 145,329 | ||
Income tax provision | (1,580) | ||
Net loss | $ (1,132) | ||
Net loss per share: | |||
Basic and diluted | $ (0.08) | ||
ASU 2014-09 [Member] | Impact Of ASC 606 [Member] | |||
Net sales | $ 134 | ||
Selling, general, and administrative | (10) | ||
Income tax provision | (35) | ||
Net loss | $ 109 |
Nature Of Operations And Sum_12
Nature Of Operations And Summary Of Significant Accounting Policies (Balance Sheet Impacted By Adoption Of New Accounting Standard) (Details) - USD ($) $ in Thousands | Aug. 31, 2019 | Sep. 01, 2018 | Aug. 31, 2018 |
Assets: | |||
Other current assets | $ 11,027 | $ 10,893 | |
Deferred income tax assets | 5,045 | 3,222 | |
Total assets | 224,913 | 213,875 | |
Liabilities and Shareholders' Equity: | |||
Deferred subscription revenue | 56,250 | 47,417 | |
Other deferred revenue | 5,972 | 4,471 | |
Other liabilities | 7,527 | 5,501 | |
Retained earnings | 59,403 | 63,569 | |
Total liabilities and shareholders' equity | 224,913 | $ 213,875 | |
ASU 2014-09 [Member] | |||
Assets: | |||
Other current assets | $ 11,002 | ||
Deferred income tax assets | 4,227 | ||
Liabilities and Shareholders' Equity: | |||
Deferred subscription revenue | 48,870 | ||
Other deferred revenue | 5,026 | ||
Other liabilities | 7,750 | ||
Retained earnings | 60,426 | ||
ASU 2014-09 [Member] | ASC 606 Adjustments [Member] | |||
Assets: | |||
Other current assets | 109 | ||
Deferred income tax assets | 1,005 | ||
Liabilities and Shareholders' Equity: | |||
Deferred subscription revenue | 1,453 | ||
Other deferred revenue | 555 | ||
Other liabilities | 2,249 | ||
Retained earnings | $ (3,143) | ||
Without ASC 606 [Member] | |||
Assets: | |||
Other current assets | 10,908 | ||
Deferred income tax assets | 4,075 | ||
Total assets | 223,824 | ||
Liabilities and Shareholders' Equity: | |||
Deferred subscription revenue | 55,247 | ||
Other deferred revenue | 5,417 | ||
Other liabilities | 4,961 | ||
Retained earnings | 62,438 | ||
Total liabilities and shareholders' equity | 223,824 | ||
Impact Of ASC 606 [Member] | ASU 2014-09 [Member] | |||
Assets: | |||
Other current assets | 119 | ||
Deferred income tax assets | 970 | ||
Total assets | 1,089 | ||
Liabilities and Shareholders' Equity: | |||
Deferred subscription revenue | 1,003 | ||
Other deferred revenue | 555 | ||
Other liabilities | 2,566 | ||
Retained earnings | (3,035) | ||
Total liabilities and shareholders' equity | $ 1,089 |
Revenue Recognition (Narrative)
Revenue Recognition (Narrative) (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Aug. 31, 2019 | Aug. 31, 2018 | |
Deferred revenue | $ 65,800 | $ 52,900 |
Other long-term liabilities | 3,600 | 1,000 |
Deferred subscription revenue | 56,250 | $ 47,417 |
Deferred subscription revenue previously recognized | 74,700 | |
Remaining performance obligations | $ 88,100 | |
Percentage of remaining performance obligations will be recognized | 75.00% | |
Minimum [Member] | ||
Receivables collection period | 30 days | |
Maximum [Member] | ||
Receivables collection period | 120 days | |
Direct Sales Force Commissions [Member] | ||
Capitalized contract cost | $ 9,000 | |
Direct Sales Force Commissions [Member] | Other Current Assets [Member] | ||
Capitalized contract cost | 8,300 | |
Direct Sales Force Commissions [Member] | Other Long-Term Liabilities [Member] | ||
Capitalized contract cost | 700 | |
Obtain Revenue Contracts [Member] | ||
Capitalized contract cost | 13,700 | |
Selling, General, And Administrative Expense [Member] | ||
Capitalized contract cost, amortized | $ 11,700 |
Business Acquisitions (Narrativ
Business Acquisitions (Narrative) (Details) - USD ($) $ in Thousands | Dec. 05, 2018 | Jul. 11, 2017 | May 15, 2017 | Aug. 31, 2017 | Aug. 31, 2019 | Aug. 31, 2018 | Aug. 31, 2017 |
Business Acquisition, Contingent Consideration [Line Items] | |||||||
Purchase price in cash | $ 159 | ||||||
Business Combination, Consideration Transferred, Accounts Receivable | 798 | ||||||
Contingent consideration | $ 5,229 | $ 4,548 | |||||
Payment of contingent consideration | 653 | ||||||
Revenue | 225,356 | 209,758 | $ 185,256 | ||||
Income (loss) from operations | 2,655 | (3,366) | (8,880) | ||||
Selling, general, and administrative | 145,319 | 141,126 | 121,148 | ||||
Royalties [Member] | |||||||
Business Acquisition, Contingent Consideration [Line Items] | |||||||
Revenue | 16,068 | 17,061 | 15,539 | ||||
Germany, Switzerland, And Austria Licensee [Member] | |||||||
Business Acquisition, Contingent Consideration [Line Items] | |||||||
Revenue | 1,500 | ||||||
Income (loss) from operations | $ 200 | ||||||
Selling, general, and administrative | 500 | ||||||
Germany, Switzerland, And Austria Licensee [Member] | Royalties [Member] | |||||||
Business Acquisition, Contingent Consideration [Line Items] | |||||||
Revenue | 400 | ||||||
Robert Gregory Partners [Member] | |||||||
Business Acquisition, Contingent Consideration [Line Items] | |||||||
Purchase price in cash | $ 3,500 | ||||||
Contingent consideration | $ 4,500 | 1,761 | 606 | ||||
Revenue | 1,200 | ||||||
Income (loss) from operations | 400 | ||||||
Selling, general, and administrative | 100 | ||||||
Robert Gregory Partners [Member] | Add On Coaching Services [Member] | |||||||
Business Acquisition, Contingent Consideration [Line Items] | |||||||
Payment of contingent consideration | $ 500 | 1,000 | |||||
Jhana Education [Member] | |||||||
Business Acquisition, Contingent Consideration [Line Items] | |||||||
Purchase price in cash | $ 3,525 | ||||||
Contingent consideration | $ 7,200 | 3,468 | 3,942 | ||||
Payment of contingent consideration | $ 653 | ||||||
Selling, general, and administrative | $ 100 | ||||||
Jhana Education [Member] | Paid Within 90 Days Of Acquisition Date [Member] | |||||||
Business Acquisition, Contingent Consideration [Line Items] | |||||||
Payment of contingent consideration | $ 1,100 |
Business Acquisitions (Schedule
Business Acquisitions (Schedule Of Total Purchase Price) (Details) - USD ($) $ in Thousands | Dec. 05, 2018 | Jul. 11, 2017 | May 15, 2017 |
Business Acquisition [Line Items] | |||
Cash paid | $ 159 | ||
Accounts receivable from GSA licensee | 798 | ||
Total purchase price | $ 957 | ||
Robert Gregory Partners [Member] | |||
Business Acquisition [Line Items] | |||
Cash paid | $ 3,500 | ||
Fair value of contingent consideration | 1,413 | ||
Total purchase price | $ 4,913 | ||
Jhana Education [Member] | |||
Business Acquisition [Line Items] | |||
Cash paid | $ 3,525 | ||
Fair value of contingent consideration | 6,052 | ||
Total purchase price | $ 9,577 |
Business Acquisitions (Schedu_2
Business Acquisitions (Schedule Of Estimated Fair Values Of Assets Acquired, Liabilities Assumed, and Identifiable Intangible Assets) (Details) - USD ($) $ in Thousands | Aug. 31, 2019 | Dec. 05, 2018 | Aug. 31, 2018 | Jul. 11, 2017 | May 15, 2017 |
Business Acquisition, Contingent Consideration [Line Items] | |||||
Goodwill | $ 24,220 | $ 24,220 | |||
Germany, Switzerland, And Austria Licensee [Member] | |||||
Business Acquisition, Contingent Consideration [Line Items] | |||||
Cash | $ 127 | ||||
Accounts receivable | 564 | ||||
Inventories | 80 | ||||
Prepaid expenses and other current assets | 45 | ||||
Intangible assets | 741 | ||||
Property and equipment | 27 | ||||
Other long-term assets | 11 | ||||
Assets acquired | 1,595 | ||||
Accounts payable | (208) | ||||
Accrued liabilities | (383) | ||||
Income taxes payable | (47) | ||||
Liabilities assumed | (638) | ||||
Purchase price | $ 957 | ||||
Robert Gregory Partners [Member] | |||||
Business Acquisition, Contingent Consideration [Line Items] | |||||
Accounts receivable | $ 458 | ||||
Prepaid expenses and other current assets | 136 | ||||
Intangible assets | 3,811 | ||||
Goodwill | 1,232 | ||||
Assets acquired | 5,637 | ||||
Accounts payable | (51) | ||||
Accrued liabilities | (80) | ||||
Deferred revenue | (593) | ||||
Liabilities assumed | (724) | ||||
Purchase price | $ 4,913 | ||||
Jhana Education [Member] | |||||
Business Acquisition, Contingent Consideration [Line Items] | |||||
Cash | $ 253 | ||||
Accounts receivable | 195 | ||||
Prepaid expenses and other current assets | 86 | ||||
Deferred tax asset | 3,138 | ||||
Intangible assets | 6,076 | ||||
Goodwill | 3,085 | ||||
Assets acquired | 12,833 | ||||
Accounts payable | (185) | ||||
Accrued liabilities | (19) | ||||
Deferred tax liability | (2,257) | ||||
Deferred revenue | (795) | ||||
Liabilities assumed | (3,256) | ||||
Purchase price | $ 9,577 |
Business Acquisitions (Schedu_3
Business Acquisitions (Schedule Of Assets Acquired Amortized Over Estimated Useful Lives) (Details) - USD ($) $ in Thousands | Dec. 05, 2018 | Aug. 31, 2019 |
Weighted Average [Member] | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Estimated Useful Life | 8 years | |
Germany, Switzerland, And Austria Licensee [Member] | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets acquired | $ 741 | |
Robert Gregory Partners [Member] | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets acquired | $ 3,811 | |
Jhana Education [Member] | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets acquired | $ 6,076 | |
Jhana Education [Member] | Weighted Average [Member] | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Estimated Useful Life | 5 years | |
Reacquisition Of License [Member] | Germany, Switzerland, And Austria Licensee [Member] | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets acquired | $ 360 | |
Reacquisition Of License [Member] | Germany, Switzerland, And Austria Licensee [Member] | Weighted Average [Member] | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Estimated Useful Life | 3 years | |
Localized Content [Member] | Germany, Switzerland, And Austria Licensee [Member] | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets acquired | $ 202 | |
Localized Content [Member] | Germany, Switzerland, And Austria Licensee [Member] | Weighted Average [Member] | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Estimated Useful Life | 3 years | |
Customer Lists [Member] | Weighted Average [Member] | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Estimated Useful Life | 10 years | |
Customer Lists [Member] | Robert Gregory Partners [Member] | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets acquired | $ 2,249 | |
Customer Lists [Member] | Jhana Education [Member] | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets acquired | $ 1,016 | |
Customer Lists [Member] | Jhana Education [Member] | Weighted Average [Member] | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Estimated Useful Life | 5 years | |
Customer Relationships [Member] | Germany, Switzerland, And Austria Licensee [Member] | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets acquired | $ 179 | |
Customer Relationships [Member] | Germany, Switzerland, And Austria Licensee [Member] | Weighted Average [Member] | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Estimated Useful Life | 3 years | |
Content [Member] | Weighted Average [Member] | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Estimated Useful Life | 5 years | |
Content [Member] | Robert Gregory Partners [Member] | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets acquired | $ 461 | |
Content [Member] | Jhana Education [Member] | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets acquired | $ 3,097 | |
Content [Member] | Jhana Education [Member] | Weighted Average [Member] | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Estimated Useful Life | 5 years | |
Trade Names [Member] | Weighted Average [Member] | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Estimated Useful Life | 5 years | |
Trade Names [Member] | Robert Gregory Partners [Member] | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets acquired | $ 341 | |
Trade Names [Member] | Jhana Education [Member] | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets acquired | $ 445 | |
Trade Names [Member] | Jhana Education [Member] | Weighted Average [Member] | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Estimated Useful Life | 5 years | |
Non-compete Agreements [Member] | Weighted Average [Member] | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Estimated Useful Life | 2 years | |
Non-compete Agreements [Member] | Robert Gregory Partners [Member] | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets acquired | $ 328 | |
Non-compete Agreements [Member] | Jhana Education [Member] | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets acquired | $ 44 | |
Non-compete Agreements [Member] | Jhana Education [Member] | Weighted Average [Member] | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Estimated Useful Life | 3 years | |
Deferred Contract Revenue [Member] | Weighted Average [Member] | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Estimated Useful Life | 2 years | |
Deferred Contract Revenue [Member] | Robert Gregory Partners [Member] | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets acquired | $ 237 | |
Coach Relationships [Member] | Weighted Average [Member] | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Estimated Useful Life | 10 years | |
Coach Relationships [Member] | Robert Gregory Partners [Member] | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets acquired | $ 150 | |
Acquired Technology [Member] | Weighted Average [Member] | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Estimated Useful Life | 3 years | |
Acquired Technology [Member] | Robert Gregory Partners [Member] | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets acquired | $ 45 | |
Acquired Technology [Member] | Jhana Education [Member] | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets acquired | $ 1,474 | |
Acquired Technology [Member] | Jhana Education [Member] | Weighted Average [Member] | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Estimated Useful Life | 3 years |
Business Acquisitions (Schedu_4
Business Acquisitions (Schedule Of Pro Forma) (Details) $ / shares in Units, $ in Thousands | 12 Months Ended |
Aug. 31, 2017USD ($)$ / shares | |
Business Acquisitions [Abstract] | |
Revenue | $ 187,745 |
Net loss | $ (7,976) |
Diluted loss per share | $ / shares | $ (0.58) |
Accounts Receivable (Narrative)
Accounts Receivable (Narrative) (Details) | 12 Months Ended |
Aug. 31, 2019 | |
Accounts Receivable [Abstract] | |
Period of trade accounts receivable past due over, collectibility review | 90 days |
Accounts Receivable (Activity I
Accounts Receivable (Activity In Allowance For Doubtful Accounts) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Aug. 31, 2019 | Aug. 31, 2018 | Aug. 31, 2017 | |
Accounts Receivable [Abstract] | |||
Beginning balance | $ 3,555 | $ 2,310 | $ 1,579 |
Charged to costs and expenses | 1,212 | 2,029 | 1,747 |
Deductions | (525) | (784) | (1,016) |
Ending balance | $ 4,242 | $ 3,555 | $ 2,310 |
Intangible Assets And Goodwil_2
Intangible Assets And Goodwill (Narrative) (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Aug. 31, 2019 | Aug. 31, 2018 | Aug. 31, 2017 | |
Intangible Assets And Goodwill [Abstract] | |||
Aggregate amortization expense from finite-lived intangible assets | $ 5 | $ 5.4 | $ 3.5 |
Intangible Assets And Goodwil_3
Intangible Assets And Goodwill (Intangible Assets) (Details) - USD ($) $ in Thousands | Aug. 31, 2019 | Aug. 31, 2018 |
Intangible Assets And Goodwill [Line Items] | ||
Finite-lived intangible assets, gross carrying amount | $ 117,034 | $ 116,306 |
Finite-lived intangible assets, accumulated amortization | (92,344) | (87,372) |
Finite-lived intangible assets, net carrying amount | 24,690 | 28,934 |
Intangible assets, gross carrying amount | 140,034 | 139,306 |
Intangible assets, accumulated amortization | (92,344) | (87,372) |
Intangible assets, net carrying amount | 47,690 | 51,934 |
Covey Trade Name [Member] | ||
Intangible Assets And Goodwill [Line Items] | ||
Indefinite-lived intangible asset, gross carrying amount | 23,000 | 23,000 |
Intangible assets, net carrying amount | 23,000 | 23,000 |
License Rights [Member] | ||
Intangible Assets And Goodwill [Line Items] | ||
Finite-lived intangible assets, gross carrying amount | 28,099 | 27,750 |
Finite-lived intangible assets, accumulated amortization | (20,063) | (18,889) |
Finite-lived intangible assets, net carrying amount | 8,036 | 8,861 |
Acquired Content [Member] | ||
Intangible Assets And Goodwill [Line Items] | ||
Finite-lived intangible assets, gross carrying amount | 62,307 | 62,102 |
Finite-lived intangible assets, accumulated amortization | (48,449) | (46,147) |
Finite-lived intangible assets, net carrying amount | 13,858 | 15,955 |
Customer Lists [Member] | ||
Intangible Assets And Goodwill [Line Items] | ||
Finite-lived intangible assets, gross carrying amount | 20,266 | 20,092 |
Finite-lived intangible assets, accumulated amortization | (18,450) | (17,835) |
Finite-lived intangible assets, net carrying amount | 1,816 | 2,257 |
Acquired Technology [Member] | ||
Intangible Assets And Goodwill [Line Items] | ||
Finite-lived intangible assets, gross carrying amount | 3,568 | 3,568 |
Finite-lived intangible assets, accumulated amortization | (3,149) | (2,642) |
Finite-lived intangible assets, net carrying amount | 419 | 926 |
Trade Names [Member] | ||
Intangible Assets And Goodwill [Line Items] | ||
Finite-lived intangible assets, gross carrying amount | 2,036 | 2,036 |
Finite-lived intangible assets, accumulated amortization | (1,602) | (1,441) |
Finite-lived intangible assets, net carrying amount | 434 | 595 |
Non-Compete Agreements And Other [Member] | ||
Intangible Assets And Goodwill [Line Items] | ||
Finite-lived intangible assets, gross carrying amount | 758 | 758 |
Finite-lived intangible assets, accumulated amortization | (631) | (418) |
Finite-lived intangible assets, net carrying amount | $ 127 | $ 340 |
Intangible Assets And Goodwil_4
Intangible Assets And Goodwill (Range Of Remaining Estimated Useful Lives And Weighted-Average Amortization) (Details) | 12 Months Ended |
Aug. 31, 2019 | |
License Rights [Member] | |
Finite-Lived Intangible Assets [Line Items] | |
Weighted Average Original Amortization Period | 29 years |
Acquired Content [Member] | |
Finite-Lived Intangible Assets [Line Items] | |
Weighted Average Original Amortization Period | 25 years |
Customer Lists [Member] | |
Finite-Lived Intangible Assets [Line Items] | |
Weighted Average Original Amortization Period | 12 years |
Acquired Technology [Member] | |
Finite-Lived Intangible Assets [Line Items] | |
Range of Remaining Estimated Useful Lives | 1 year |
Weighted Average Original Amortization Period | 3 years |
Trade Names [Member] | |
Finite-Lived Intangible Assets [Line Items] | |
Weighted Average Original Amortization Period | 5 years |
Non-Compete Agreements And Other [Member] | |
Finite-Lived Intangible Assets [Line Items] | |
Weighted Average Original Amortization Period | 4 years |
Minimum [Member] | License Rights [Member] | |
Finite-Lived Intangible Assets [Line Items] | |
Range of Remaining Estimated Useful Lives | 3 years |
Minimum [Member] | Acquired Content [Member] | |
Finite-Lived Intangible Assets [Line Items] | |
Range of Remaining Estimated Useful Lives | 2 years |
Minimum [Member] | Customer Lists [Member] | |
Finite-Lived Intangible Assets [Line Items] | |
Range of Remaining Estimated Useful Lives | 2 years |
Minimum [Member] | Trade Names [Member] | |
Finite-Lived Intangible Assets [Line Items] | |
Range of Remaining Estimated Useful Lives | 1 year |
Minimum [Member] | Non-Compete Agreements And Other [Member] | |
Finite-Lived Intangible Assets [Line Items] | |
Range of Remaining Estimated Useful Lives | 1 year |
Maximum [Member] | License Rights [Member] | |
Finite-Lived Intangible Assets [Line Items] | |
Range of Remaining Estimated Useful Lives | 8 years |
Maximum [Member] | Acquired Content [Member] | |
Finite-Lived Intangible Assets [Line Items] | |
Range of Remaining Estimated Useful Lives | 8 years |
Maximum [Member] | Customer Lists [Member] | |
Finite-Lived Intangible Assets [Line Items] | |
Range of Remaining Estimated Useful Lives | 8 years |
Maximum [Member] | Trade Names [Member] | |
Finite-Lived Intangible Assets [Line Items] | |
Range of Remaining Estimated Useful Lives | 4 years |
Maximum [Member] | Non-Compete Agreements And Other [Member] | |
Finite-Lived Intangible Assets [Line Items] | |
Range of Remaining Estimated Useful Lives | 9 years |
Intangible Assets And Goodwil_5
Intangible Assets And Goodwill (Amortization Expense For Intangible Assets Over The Next Five Years) (Details) $ in Thousands | Aug. 31, 2019USD ($) |
Intangible Assets And Goodwill [Abstract] | |
2020 | $ 4,564 |
2021 | 4,049 |
2022 | 3,557 |
2023 | 2,612 |
2024 | $ 2,612 |
Intangible Assets And Goodwil_6
Intangible Assets And Goodwill (Schedule Of Reclassified Goodwill From Strategic Market To Direct Office Segment) (Details) - USD ($) $ in Thousands | Aug. 31, 2019 | Aug. 31, 2018 |
Goodwill [Line Items] | ||
Goodwill | $ 24,220 | $ 24,220 |
Direct Offices [Member] | ||
Goodwill [Line Items] | ||
Goodwill | 16,825 | |
International Licensees [Member] | ||
Goodwill [Line Items] | ||
Goodwill | 5,065 | |
Education Practice [Member] | ||
Goodwill [Line Items] | ||
Goodwill | $ 2,330 |
Term Loans Payable And Revolv_3
Term Loans Payable And Revolving Line Of Credit (Narrative) (Details) - USD ($) | Aug. 07, 2019 | Aug. 31, 2019 | Aug. 06, 2019 | Aug. 31, 2018 |
Debt Instrument [Line Items] | ||||
Maturity date | Jan. 1, 2020 | |||
Outstanding amount on the revolving line of credit | $ 0 | $ 0 | ||
2019 Credit Agreement [Member] | ||||
Debt Instrument [Line Items] | ||||
Percentage added to LIBOR rate | 1.85% | |||
Limit on capital expenditures | $ 8,000,000 | |||
Maximum asset coverage ratio | 150.00% | |||
Legal fees | $ 100,000 | |||
Minimum [Member] | 2019 Credit Agreement [Member] | ||||
Debt Instrument [Line Items] | ||||
Fixed charge coverage ratio | 1.15% | |||
Maximum [Member] | 2019 Credit Agreement [Member] | ||||
Debt Instrument [Line Items] | ||||
Maximum funded debt to EBITDAR ratio | 3.00% | |||
Revolving Line Of Credit [Member] | ||||
Debt Instrument [Line Items] | ||||
Current borrowing capacity | $ 15,000,000 | 0 | ||
Maturity date | Aug. 7, 2024 | |||
Percentage added to LIBOR rate | 1.85% | |||
Unused commitment fee | 0.20% | |||
Outstanding amount on the revolving line of credit | $ 100,000 | $ 11,300,000 | ||
Revolving Line Of Credit [Member] | 2019 Credit Agreement [Member] | ||||
Debt Instrument [Line Items] | ||||
Maximum borrowing capacity | 15,000,000 | |||
Term Loan [Member] | ||||
Debt Instrument [Line Items] | ||||
Loan amount | $ 20,000,000 | |||
Term Loan [Member] | Maximum [Member] | 2019 Credit Agreement [Member] | ||||
Debt Instrument [Line Items] | ||||
Loan amount | 25,000,000 | |||
Term Loan [Member] | Additional [Member] | 2019 Credit Agreement [Member] | ||||
Debt Instrument [Line Items] | ||||
Loan amount | $ 5,000,000 | |||
Term Loan Payable [Member] | ||||
Debt Instrument [Line Items] | ||||
Principal payment | 1,250,000 | |||
Annual principal payment | $ 5,000,000 | |||
Repayment period | term loan will be repaid over four years | |||
Term Loans And Revolving Line of Credit [Member] | 2019 Credit Agreement [Member] | ||||
Debt Instrument [Line Items] | ||||
Interest rate | 4.10% | 3.90% |
Term Loans Payable And Revolv_4
Term Loans Payable And Revolving Line Of Credit (Principal Payments By Fiscal Year) (Details) - Term Loan [Member] $ in Thousands | Aug. 31, 2019USD ($) |
Debt Instrument [Line Items] | |
2020 | $ 5,000 |
2021 | 5,000 |
2022 | 5,000 |
2023 | 5,000 |
Total | $ 20,000 |
Financing Obligation (Narrative
Financing Obligation (Narrative) (Details) $ in Millions | 12 Months Ended |
Aug. 31, 2019USD ($)item | |
Financing Obligation [Abstract] | |
Duration of master lease agreement | 20 years |
Number of renewal options | item | 6 |
Duration of renewal options | 5 years |
Maximum duration of lease agreement | 50 years |
Carrying value of the land sold in the financing transaction | $ | $ 1.3 |
Financing Obligation (Financing
Financing Obligation (Financing Obligation) (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Aug. 31, 2019 | Aug. 31, 2018 | |
Financing Obligation [Abstract] | ||
Financing obligation payable in monthly installments of $309 at August 31, 2019, including principal and interest, with two percent annual increases (imputed interest at 7.7%), through June 2025 | $ 18,983 | $ 21,075 |
Less current portion | (2,335) | (2,092) |
Total financing obligation, less current portion | 16,648 | $ 18,983 |
Monthly payment of financing obligation | $ 309 | |
Annual increase to base payment | 2.00% | |
Imputed interest | 7.70% | |
Expiration date | June 2025 |
Financing Obligation (Future Pr
Financing Obligation (Future Principal Maturities) (Details) - Financing Obligation [Member] $ in Thousands | Aug. 31, 2019USD ($) |
Future Principal Maturities Financing Obligation [Line Items] | |
2020 | $ 2,335 |
2021 | 2,600 |
2022 | 2,887 |
2023 | 3,199 |
2024 | 3,538 |
Thereafter | 4,424 |
Total | $ 18,983 |
Financing Obligation (Future Mi
Financing Obligation (Future Minimum Payments Under The Financing Obligation) (Details) $ in Thousands | Aug. 31, 2019USD ($) |
Financing Obligation [Abstract] | |
2020 | $ 3,724 |
2021 | 3,798 |
2022 | 3,874 |
2023 | 3,952 |
2024 | 4,031 |
Thereafter | 3,301 |
Total future minimum financing obligation payments | 22,680 |
Less interest | (5,009) |
Present value of future minimum financing obligation payments | $ 17,671 |
Operating Leases (Narrative) (D
Operating Leases (Narrative) (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Aug. 31, 2019 | Aug. 31, 2018 | Aug. 31, 2017 | |
Operating Leased Assets [Line Items] | |||
Total rent expense | $ 1.5 | $ 1.6 | $ 1.8 |
Cost basis of office space available for lease | 35.1 | ||
Carrying value of office space available for lease | 6.3 | ||
Sublease revenue | $ 3.9 | $ 3.5 | $ 3.6 |
Minimum [Member] | |||
Operating Leased Assets [Line Items] | |||
Operating lease term | 1 year | ||
Maximum [Member] | |||
Operating Leased Assets [Line Items] | |||
Operating lease term | 6 years | ||
FC Organizational Products [Member] | |||
Operating Leased Assets [Line Items] | |||
Lease income | $ 0.6 |
Operating Leases (Future Minimu
Operating Leases (Future Minimum Lease Payments Under Operating Lease Agreements And The Lease Amounts Receivable) (Details) $ in Thousands | Aug. 31, 2019USD ($) |
Operating Leases [Abstract] | |
2020 | $ 752 |
2021 | 472 |
2022 | 112 |
2023 | 97 |
2024 | 79 |
Thereafter | 92 |
Total | $ 1,604 |
Operating Leases (Future Mini_2
Operating Leases (Future Minimum Lease Payments Due To Company) (Details) $ in Thousands | Aug. 31, 2019USD ($) |
Operating Leases [Abstract] | |
2020 | $ 3,890 |
2021 | 2,341 |
2022 | 1,514 |
2023 | 1,514 |
2024 | 1,527 |
Thereafter | 1,275 |
Total | $ 12,061 |
Commitments And Contingencies (
Commitments And Contingencies (Narrative) (Details) - USD ($) $ in Thousands | Jul. 01, 2016 | Aug. 31, 2019 | Aug. 31, 2018 | Aug. 31, 2017 |
HPE outsourcing contract, fixed charge per month | $ 19 | |||
HPE outsourcing contract, expiration date | Jun. 30, 2020 | |||
HPE outsourcing contract, expense | $ 3,100 | $ 2,900 | $ 2,600 | |
Cost of sales | 66,042 | 61,469 | 62,589 | |
Purchase commitments | 4,500 | |||
Amount of letters of credit | $ 100 | 100 | ||
Letters of credit, expiration date | Jan. 1, 2020 | |||
Amount drawn on letters of credit | $ 0 | 0 | ||
Freight [Member] | ||||
Cost of sales | $ 2,100 | $ 1,900 | $ 1,500 |
Shareholders' Equity (Narrative
Shareholders' Equity (Narrative) (Details) - USD ($) | Mar. 27, 2015 | Jan. 23, 2015 | Aug. 31, 2019 | Aug. 31, 2018 | Aug. 31, 2017 | Aug. 31, 2016 |
Class of Stock [Line Items] | ||||||
Shares of preferred stock authorized for issuance | 14,000,000 | |||||
Preferred stock issued | 0 | 0 | ||||
Preferred stock outstanding | 0 | 0 | ||||
Amount authorized under common stock repurchase plan | $ 40,000,000 | |||||
Number of shares withheld for minimum statutory taxes | 561 | 104,699 | 51,156 | |||
Values of withheld shares | $ 12,000 | $ 2,000,000 | $ 900,000 | |||
Stock repurchased during period, shares | 10,000,000 | 1,539,828 | ||||
Stock repurchased during period, value | $ 26,800,000 | |||||
Cash and cash equivalents | 10,000,000 | $ 27,699,000 | $ 10,153,000 | $ 8,924,000 | $ 10,456,000 | |
Minimum [Member] | ||||||
Class of Stock [Line Items] | ||||||
Available cash for debt financing | $ 10,000,000 |
Fair Value Of Financial Instr_3
Fair Value Of Financial Instruments (Narrative) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||||
Aug. 31, 2019 | Aug. 31, 2018 | Aug. 31, 2017 | Jul. 11, 2017 | May 15, 2017 | |
Contingent consideration | $ 5,229 | $ 4,548 | |||
Increase (decrease) in contingent consideration liabilities | 1,334 | 1,014 | $ (1,936) | ||
Robert Gregory Partners [Member] | |||||
Contingent consideration | 1,761 | 606 | $ 4,500 | ||
Increase (decrease) in contingent consideration liabilities | 1,155 | ||||
Jhana Education [Member] | |||||
Contingent consideration | 3,468 | $ 3,942 | $ 7,200 | ||
Increase (decrease) in contingent consideration liabilities | $ 179 |
Fair Value Of Financial Instr_4
Fair Value Of Financial Instruments (Schedule Of Contingent Consideration Liabilities) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Aug. 31, 2019 | Aug. 31, 2018 | Aug. 31, 2017 | |
Business Acquisition, Contingent Consideration [Line Items] | |||
Contingent consideration liability at beginning of year | $ 4,548 | ||
Increase in Fair Value | 1,334 | $ 1,014 | $ (1,936) |
Payments | (653) | ||
Contingent consideration liability at end of year | 5,229 | 4,548 | |
Robert Gregory Partners [Member] | |||
Business Acquisition, Contingent Consideration [Line Items] | |||
Contingent consideration liability at beginning of year | 606 | ||
Increase in Fair Value | 1,155 | ||
Contingent consideration liability at end of year | 1,761 | 606 | |
Jhana Education [Member] | |||
Business Acquisition, Contingent Consideration [Line Items] | |||
Contingent consideration liability at beginning of year | 3,942 | ||
Increase in Fair Value | 179 | ||
Payments | (653) | ||
Contingent consideration liability at end of year | $ 3,468 | $ 3,942 |
Fair Value Of Financial Instr_5
Fair Value Of Financial Instruments (Schedule Of Growth Rates To Fair Value Contingent Consideration) (Details) - Fair Value, Inputs, Level 3 [Member] | 12 Months Ended |
Aug. 31, 2019 | |
Likely [Member] | |
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |
RGP growth rate - Year 1 | 14.80% |
RGP growth rate - Year 2 | 10.00% |
RGP growth rate - Year 3 | 10.00% |
Add-on services growth rate - Year 1 | 60.00% |
Add-on services growth rate - Year 2 | 50.00% |
Add-on services growth rate - Year 3 | 40.00% |
Minimum [Member] | |
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |
RGP growth rate - Year 1 | (12.00%) |
RGP growth rate - Year 2 | (12.00%) |
RGP growth rate - Year 3 | (12.00%) |
Add-on services growth rate - Year 1 | (20.00%) |
Add-on services growth rate - Year 2 | (20.00%) |
Add-on services growth rate - Year 3 | (20.00%) |
Maximum [Member] | |
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |
RGP growth rate - Year 1 | 35.00% |
RGP growth rate - Year 2 | 35.00% |
RGP growth rate - Year 3 | 35.00% |
Add-on services growth rate - Year 1 | 130.00% |
Add-on services growth rate - Year 2 | 130.00% |
Add-on services growth rate - Year 3 | 130.00% |
Stock-Based Compensation Plan_2
Stock-Based Compensation Plans (Narrative) (Details) $ / shares in Units, $ in Thousands | Jan. 25, 2019USD ($)$ / sharesshares | Oct. 01, 2018itemshares | Jan. 26, 2018shares | Nov. 14, 2017itemshares | Aug. 31, 2019USD ($)itememployeeshares | Aug. 31, 2018USD ($)employeeshares | Aug. 31, 2017USD ($)employeeshares | Oct. 18, 2016itemshares | Nov. 12, 2015itemshares | Aug. 31, 2015itemshares | Nov. 30, 2013itemshares |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||
Common stock issued from treasury stock | 72,787 | ||||||||||
Capitalized stock-based compensation expense | $ | $ 0 | $ 0 | $ 0 | ||||||||
Number of shares withheld for statutory income taxes | 561 | ||||||||||
Stock Options [Member] | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||
Unrecognized compensation expense | $ | $ 0 | ||||||||||
Stock options exercised | 62,500 | ||||||||||
Aggregate intrinsic value | $ | $ 500 | ||||||||||
Performance Awards [Member] | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||
Recognized stock-based incremental compensation expense from plan modification | $ | $ 600 | ||||||||||
Fiscal 2019 Long Term Incentive Plan Award [Member] | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||
New shares granted | 36,470 | ||||||||||
Shares authorized to be issued | 218,818 | ||||||||||
Number of tranches | item | 3 | ||||||||||
Life of awards | 3 years | ||||||||||
Expiration date | Aug. 31, 2021 | ||||||||||
Percent of shares plan participants are entitled to | 25.00% | ||||||||||
Vesting period of awards | 3 years | ||||||||||
Fiscal 2018 Long Term Incentive Plan Award [Member] | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||
Shares authorized to be issued | 257,300 | ||||||||||
Number of tranches | item | 3 | ||||||||||
Life of awards | 3 years | ||||||||||
Expiration date | Aug. 31, 2020 | ||||||||||
Fiscal 2017 Long Term Incentive Plan Award [Member] | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||
Shares authorized to be issued | 183,381 | ||||||||||
Number of individual vesting conditions | item | 6 | ||||||||||
Number of performance measures | item | 2 | ||||||||||
Shares vested | 97,803 | ||||||||||
Number of tranches | item | 4 | ||||||||||
Life of awards | 6 years | ||||||||||
Expiration date | Aug. 31, 2022 | ||||||||||
Fiscal 2016 Long Term Incentive Plan Award [Member] | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||
Shares authorized to be issued | 231,276 | ||||||||||
Number of individual vesting conditions | item | 6 | ||||||||||
Number of performance measures | item | 2 | ||||||||||
Shares vested | 123,348 | ||||||||||
Number of tranches | item | 4 | ||||||||||
Life of awards | 6 years | ||||||||||
Expiration date | Aug. 31, 2021 | ||||||||||
Fiscal 2015 Long Term Incentive Plan Award [Member] | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||
Shares authorized to be issued | 112,464 | ||||||||||
Number of individual vesting conditions | item | 6 | ||||||||||
Number of performance measures | item | 2 | ||||||||||
Shares vested | 59,980 | ||||||||||
Number of tranches | item | 4 | ||||||||||
Life of awards | 6 years | ||||||||||
Expiration date | Aug. 31, 2020 | ||||||||||
Fiscal 2014 Long Term Incentive Plan Award [Member] | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||
Shares authorized to be issued | 89,418 | ||||||||||
Number of individual vesting conditions | item | 6 | ||||||||||
Number of performance measures | item | 2 | ||||||||||
Shares vested | 47,690 | ||||||||||
Number of tranches | item | 4 | ||||||||||
Life of awards | 6 years | ||||||||||
Expiration date | Aug. 31, 2019 | ||||||||||
Shares expired unvested | 41,728 | ||||||||||
Fiscal 2019 Time Based Award [Member] | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||
Price per share | $ / shares | $ 24.54 | ||||||||||
Vesting period of awards | 2 years | ||||||||||
Shares issued under terms of the award | 11,915 | ||||||||||
Fair value of shares awarded | $ | $ 300 | ||||||||||
Client Partner And Consultant Award [Member] | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||
Value of shares granted and fully vested | $ | $ 15 | ||||||||||
Number of individuals who qualified for award | employee | 4 | 1 | 9 | ||||||||
Threshold of cumulative sales over the career in order to receive common stock | $ | $ 20,000 | ||||||||||
Threshold of consulting days performed over the career in order to receive common stock | 1500 days | ||||||||||
Omnibus Incentive Plan 2019 [Member] | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||
Authorized additional shares of common stock for issuance | 700,000 | ||||||||||
Shares available for future grants | 662,000 | ||||||||||
Restricted Stock Awards [Member] | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||
Unrecognized compensation expense | $ | $ 200 | ||||||||||
Whole-share grant per eligible director | $ | $ 100 | ||||||||||
Vesting period of awards | 1 year | ||||||||||
Cost of common stock issued from treasury | $ | $ 400 | $ 300 | $ 400 | ||||||||
Weighted-average vesting period for recognition | 4 months | ||||||||||
Total recognized tax benefit from unvested stock awards | $ | $ 200 | $ 200 | $ 200 | ||||||||
Intrinsic value of unvested stock awards | $ | $ 1,000 | ||||||||||
Restricted Stock Awards [Member] | Board of Directors [Member] | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||
Shares issued under terms of the award | 28,525 | 23,338 | 29,834 | ||||||||
Fair value of shares awarded | $ | $ 700 | $ 700 | $ 500 | ||||||||
Employee Stock Purchase Plan [Member] | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||
Price of common stock as a percent of the average fair market value | 85.00% | ||||||||||
Shares issued to employee stock purchase plan participants | 43,073 | 40,941 | 43,199 | ||||||||
Cost basis of shares issued to employee stock purchase plan participants | $ | $ 600 | $ 600 | $ 600 | ||||||||
Proceeds from ESPP participants | $ | $ 1,000 | $ 800 | $ 700 | ||||||||
2017 Employee Stock Purchase Plan [Member] | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||
Authorized additional shares of common stock for issuance | 1,000,000 | ||||||||||
Shares remaining in employee stock purchase plan | 903,000 | ||||||||||
Tranche One [Member] | Fiscal 2018 Long Term Incentive Plan Award [Member] | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||
New shares granted | 42,883 | ||||||||||
Percent of shares plan participants are entitled to | 25.00% | ||||||||||
Vesting period of awards | 3 years | ||||||||||
Tranche Two And Three [Member] | Fiscal 2019 Long Term Incentive Plan Award [Member] | Minimum [Member] | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||
Percent of performance award to be granted | 50.00% | ||||||||||
Tranche Two And Three [Member] | Fiscal 2019 Long Term Incentive Plan Award [Member] | Maximum [Member] | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||
Percent of performance award to be granted | 200.00% | ||||||||||
Tranche Two And Three [Member] | Fiscal 2018 Long Term Incentive Plan Award [Member] | Minimum [Member] | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||
Percent of performance award to be granted | 50.00% | ||||||||||
Tranche Two And Three [Member] | Fiscal 2018 Long Term Incentive Plan Award [Member] | Maximum [Member] | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||
Percent of performance award to be granted | 200.00% |
Stock-Based Compensation Plan_3
Stock-Based Compensation Plans (Total Cost Of Share-Based Compensation) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Aug. 31, 2019 | Aug. 31, 2018 | Aug. 31, 2017 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Compensation cost | $ 4,789 | $ 2,846 | $ 3,658 |
Performance Awards [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Compensation cost | 3,853 | 2,034 | 2,902 |
Restricted Stock Awards [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Compensation cost | 700 | 642 | 500 |
Fully Vested Stock Awards [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Compensation cost | 60 | 15 | 135 |
Employee Stock Purchase Plan [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Compensation cost | $ 176 | $ 155 | $ 121 |
Stock-Based Compensation Plan_4
Stock-Based Compensation Plans (Unvested Stock Awards) (Details) - Restricted Stock Awards [Member] | 12 Months Ended |
Aug. 31, 2019$ / sharesshares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Restricted stock awards at August 31, 2018, Number of Shares | shares | 23,338 |
Granted, Number of Shares | shares | 28,525 |
Forfeited, Number of Shares | shares | |
Vested, Number of Shares | shares | (23,338) |
Restricted stock awards at August 31, 2019, Number of Shares | shares | 28,525 |
Restricted stock awards at August 31, 2018, Weighted-Average Grant Date Fair Value Per Share | $ / shares | $ 30 |
Granted, Weighted-Average Grant Date Fair Value Per Share | $ / shares | 24.54 |
Forfeited, Weighted-Average Grant Date Fair Value Per Share | $ / shares | |
Vested, Weighted-Average Grant Date Fair Value Per Share | $ / shares | 30 |
Restricted stock awards at August 31, 2019, Weighted-Average Grant Date Fair Value Per Share | $ / shares | $ 24.54 |
Stock-Based Compensation Plan_5
Stock-Based Compensation Plans (Stock Option Activity) (Details) - Stock Options [Member] - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | |
Aug. 31, 2019 | Aug. 31, 2017 | |
Number of Stock Options, Outstanding at August 31, 2018 | 568,750 | |
Number of Stock Options, Granted | ||
Number of Stock Options, Exercised | (62,500) | |
Number of Stock Options, Forfeited | ||
Number of Stock Options, Outstanding at August 31, 2019 | 568,750 | |
Number of Stock Options, Options vested and exercisable at August 31, 2019 | 568,750 | |
Weighted Average Exercise Price Per Share, Outstanding at August 31, 2018 | $ 11.67 | |
Weighted Average Exercise Price Per Share, Granted | ||
Weighted Average Exercise Price Per Share, Exercised | ||
Weighted Average Exercise Price Per Share, Forfeited | ||
Weighted Average Exercise Price Per Share, Outstanding at August 31, 2019 | 11.67 | |
Weighted Average Exercise Price Per Share, Options vested and exercisable at August 31, 2019 | $ 11.67 | |
Weighted Average Remaining Contractual Life, Outstanding at August 31, 2019 | 9 months 18 days | |
Weighted Average Remaining Contractual Life, Options vested and exercisable at August 31, 2019 | 9 months 18 days | |
Aggregate Intrinsic Value, Outstanding at August 31, 2019 | $ 14,287 | |
Aggregate Intrinsic Value, Options vested and exercisable at August 31, 2019 | $ 14,287 |
Stock-Based Compensation Plan_6
Stock-Based Compensation Plans (Stock Options Outstanding And Exercisable) (Details) | 12 Months Ended |
Aug. 31, 2019$ / sharesshares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Number Outstanding at August 31, 2019 | shares | 568,750 |
Options Exercisable at August 31, 2019 | shares | 568,750 |
$9.00 [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Exercise Prices | $ 9 |
Number Outstanding at August 31, 2019 | shares | 62,500 |
Weighted Average Remaining Contractual Life | 1 year 4 months 24 days |
Weighted Average Exercise Price, Outstanding | $ 9 |
Options Exercisable at August 31, 2019 | shares | 62,500 |
Weighted Average Exercise Price, Exercisable | $ 9 |
$10.00 [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Exercise Prices | $ 10 |
Number Outstanding at August 31, 2019 | shares | 168,750 |
Weighted Average Remaining Contractual Life | 9 months 18 days |
Weighted Average Exercise Price, Outstanding | $ 10 |
Options Exercisable at August 31, 2019 | shares | 168,750 |
Weighted Average Exercise Price, Exercisable | $ 10 |
$12.00 [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Exercise Prices | $ 12 |
Number Outstanding at August 31, 2019 | shares | 168,750 |
Weighted Average Remaining Contractual Life | 9 months 18 days |
Weighted Average Exercise Price, Outstanding | $ 12 |
Options Exercisable at August 31, 2019 | shares | 168,750 |
Weighted Average Exercise Price, Exercisable | $ 12 |
$14.00 [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Exercise Prices | $ 14 |
Number Outstanding at August 31, 2019 | shares | 168,750 |
Weighted Average Remaining Contractual Life | 9 months 18 days |
Weighted Average Exercise Price, Outstanding | $ 14 |
Options Exercisable at August 31, 2019 | shares | 168,750 |
Weighted Average Exercise Price, Exercisable | $ 14 |
Contract Termination And Rest_3
Contract Termination And Restructuring Costs (Narrative) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Aug. 31, 2019 | Aug. 31, 2018 | Aug. 31, 2017 | |
Restructuring Cost and Reserve [Line Items] | |||
Contract termination costs | $ 66,042 | $ 61,469 | $ 62,589 |
Restructuring charges | 1,482 | ||
Contract Termination [Member] | |||
Restructuring Cost and Reserve [Line Items] | |||
Profit sharing agreement, termination payment | 1,500 | ||
US and Canada Direct Office Restructuring [Member] | |||
Restructuring Cost and Reserve [Line Items] | |||
Accrued costs | 100 | $ 100 | |
Fiscal 2017 Restructuring Costs [Member] | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring charges | 3,600 | ||
Fiscal 2017 Restructuring Costs [Member] | Exit Japan Publishing Business [Member] | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring charges | $ 2,100 | ||
Fiscal 2017 Restructuring Costs [Member] | US and Canada Direct Office Restructuring [Member] | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring charges | $ 1,482 | ||
License Agreement [Member] | Contract Termination [Member] | |||
Restructuring Cost and Reserve [Line Items] | |||
License agreement period | 10 years | ||
Royalty ratio, obligated | 33.00% | ||
Royalty ratio, excess of the contractual minimums | 33.00% | ||
Contract termination costs | $ 1,500 | ||
Minimum [Member] | License Agreement [Member] | Contract Termination [Member] | |||
Restructuring Cost and Reserve [Line Items] | |||
Royalty payments | $ 13,000 |
Contract Termination And Rest_4
Contract Termination And Restructuring Costs (Schedule Of Restructuring Charges) (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Aug. 31, 2019 | Aug. 31, 2017 | |
Total restructuring charge | $ 1,482 | |
Fiscal 2017 Restructuring Costs [Member] | ||
Total restructuring charge | $ 3,600 | |
US and Canada Direct Office Restructuring [Member] | Fiscal 2017 Restructuring Costs [Member] | ||
Severance costs | $ 986 | |
Office closure costs | 496 | |
Total restructuring charge | $ 1,482 |
Employee Benefit Plans (Narrati
Employee Benefit Plans (Narrative) (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Aug. 31, 2019 | Aug. 31, 2018 | Aug. 31, 2017 | |
Employee Benefit Plans [Abstract] | |||
Maximum percent of gross wages employees may contribute | 75.00% | ||
Matching contributions | $ 2.2 | $ 2.1 | $ 1.9 |
Cost basis of shares | $ 0.2 | $ 0.2 |
Income Taxes (Narrative) (Detai
Income Taxes (Narrative) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||||
Aug. 31, 2020 | Aug. 31, 2019 | Aug. 31, 2018 | Aug. 31, 2017 | Aug. 31, 2016 | |
Income Taxes [Line Items] | |||||
Operating loss carryforwards | $ 25,959 | ||||
Valuation allowance | 3,815 | $ 3,397 | |||
Increase (decrease) in valuation allowance | (418) | (2,780) | $ (129) | ||
Total amount of unrecognized tax benefits that, if recognized, would affect the effective tax rate | 1,600 | 1,800 | |||
Unrecognized tax benefits | 1,895 | 2,111 | $ 2,359 | $ 3,024 | |
Balance of interest and penalties related to uncertain tax positions | $ 200 | $ 200 | |||
Federal statutory income tax rate | (21.00%) | 25.70% | 35.00% | ||
Income tax expense under GILTI provisions | $ 300 | ||||
Income tax (expense) benefit from effects of 2017 Tax Act | $ (1,654) | ||||
One-time benefit from enactment | 900 | ||||
One-time benefit from re-measuring net deferred tax liabilities | 800 | ||||
One-time benefit from other enactment changes | 200 | ||||
Income tax expense from repatriation of foreign earnings | 100 | ||||
Operating loss carryforwards | 34,608 | ||||
Jhana Education [Member] | |||||
Income Taxes [Line Items] | |||||
Valuation allowance | $ 200 | ||||
Increase (decrease) in valuation allowance | (100) | ||||
Operating loss carryforwards | 7,700 | ||||
Forecast [Member] | |||||
Income Taxes [Line Items] | |||||
Expect decrease in unrecognized tax benefit | $ (200) | ||||
2017 Tax Act [Member] | |||||
Income Taxes [Line Items] | |||||
Income tax (expense) benefit from effects of 2017 Tax Act | (100) | ||||
United States - Federal Income Tax [Member] | |||||
Income Taxes [Line Items] | |||||
Operating loss carryforwards | 8,600 | 9,700 | 16,400 | ||
Operating loss carryforwards, provision adjustments | 10,500 | ||||
Foreign [Member] | |||||
Income Taxes [Line Items] | |||||
Valuation allowance | 700 | 400 | $ 300 | ||
Increase (decrease) in valuation allowance | (200) | 100 | |||
Increase (decrease) in income tax benefit | $ 200 | $ 200 | (100) | ||
Additional Paid-in Capital [Member] | |||||
Income Taxes [Line Items] | |||||
Reduction of income tax expense in additional paid in capital | $ 168 |
Income Taxes (Benefit (Provisio
Income Taxes (Benefit (Provision) For Income Taxes From Continuing Operations) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Aug. 31, 2019 | Aug. 31, 2018 | Aug. 31, 2017 | |
Income Taxes [Abstract] | |||
Current, Federal | $ 93 | $ 29 | $ 69 |
Current, State | (14) | 210 | (71) |
Current, Foreign | (2,745) | (2,947) | (2,320) |
Current | (2,666) | (2,708) | (2,322) |
Deferred, Federal | 3,112 | 1,426 | (1,227) |
Deferred, State | 102 | (314) | (17) |
Deferred, Foreign | (120) | (281) | 468 |
Operating loss carryforward | (1,625) | 2,636 | 6,964 |
Adjustment for changes in U.S. income tax rates | 1,654 | ||
Valuation allowance | (418) | (2,780) | (129) |
Deferred | 1,051 | 2,341 | 6,059 |
Benefit (provision) for income taxes | $ (1,615) | $ (367) | $ 3,737 |
Income Taxes (Allocation Of Tot
Income Taxes (Allocation Of Total Income Tax Provision(Benefit)) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Aug. 31, 2019 | Aug. 31, 2018 | Aug. 31, 2017 | |
Income Taxes [Abstract] | |||
Net income (loss) | $ (1,615) | $ (367) | $ 3,737 |
Other comprehensive income | (5) | (75) | 37 |
Total income tax provision (benefit) | $ (1,620) | $ (442) | $ 3,774 |
Income Taxes (Income (Loss) Fro
Income Taxes (Income (Loss) From Continuing Operations Before Income Taxes) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Aug. 31, 2019 | Aug. 31, 2018 | Aug. 31, 2017 | |
Income Taxes [Abstract] | |||
United States | $ (1,910) | $ (8,960) | $ (10,126) |
Foreign | 2,502 | 3,440 | (783) |
Income (loss) before income taxes | $ 592 | $ (5,520) | $ (10,909) |
Income Taxes (Differences Betwe
Income Taxes (Differences Between Income Taxes At The Statutory Federal Income Tax Rate And Income Taxes From Continuing Operations) (Details) | 12 Months Ended | ||
Aug. 31, 2019 | Aug. 31, 2018 | Aug. 31, 2017 | |
Income Taxes [Abstract] | |||
Federal statutory income tax rate | (21.00%) | 25.70% | 35.00% |
State income taxes, net of federal effect | (5.40%) | 2.60% | 2.30% |
Effect of change in U.S. federal tax rate | 30.00% | ||
Valuation allowance | (70.80%) | (50.40%) | (1.20%) |
Foreign jurisdictions tax differential | (72.80%) | (6.80%) | (1.90%) |
Tax differential on income subject to both U.S. and foreign taxes | (64.70%) | 2.30% | 0.40% |
Uncertain tax positions | 34.00% | (5.10%) | 4.40% |
Non-deductible executive compensation | (8.80%) | (2.70%) | (1.60%) |
Non-deductible meals and entertainment | (52.90%) | (8.90%) | (2.20%) |
Payout of deferred compensation (NQDC) | 0.30% | 4.40% | |
Other | (10.70%) | 2.20% | (0.90%) |
Income tax rate | (272.80%) | (6.70%) | 34.30% |
Income Taxes (Significant Compo
Income Taxes (Significant Components Of Deferred Tax Assets And Liabilities) (Details) - USD ($) $ in Thousands | Aug. 31, 2019 | Aug. 31, 2018 |
Income Taxes [Abstract] | ||
Net operating loss carryforward | $ 7,516 | $ 9,039 |
Foreign income tax credit carryforward | 8,140 | 6,562 |
Sale and financing of corporate headquarters | 4,431 | 4,919 |
Stock-based compensation | 1,973 | 1,174 |
Bonus and other accruals | 1,622 | 1,511 |
Inventory and bad debt reserves | 1,376 | 1,046 |
Deferred revenue | 829 | 236 |
Other | 264 | 323 |
Total deferred income tax assets | 26,151 | 24,810 |
Less: valuation allowance | (3,815) | (3,397) |
Net deferred income tax assets | 22,336 | 21,413 |
Intangible step-ups - indefinite lived | (5,424) | (5,427) |
Intangible step-ups - finite lived | (3,406) | (4,103) |
Intangible asset impairment and amortization | (2,906) | (3,023) |
Property and equipment depreciation | (2,880) | (3,518) |
Deferred commissions | (2,056) | (1,596) |
Unremitted earnings of foreign subsidiaries | (456) | (380) |
Other | (343) | (354) |
Total deferred income tax liabilities | (17,471) | (18,401) |
Net deferred income taxes asset | $ 4,865 | $ 3,012 |
Income Taxes (Deferred Income T
Income Taxes (Deferred Income Tax Amounts Recorded On The Consolidated Balance Sheets) (Details) - USD ($) $ in Thousands | Aug. 31, 2019 | Aug. 31, 2018 |
Income Taxes [Abstract] | ||
Long-term assets | $ 5,045 | $ 3,222 |
Long-term liabilities | (180) | (210) |
Net deferred income taxes asset | $ 4,865 | $ 3,012 |
Income Taxes (Summary of Operat
Income Taxes (Summary of Operating Loss Carryforwards) (Details) $ in Thousands | 12 Months Ended |
Aug. 31, 2019USD ($) | |
Operating Loss Carryforwards [Line Items] | |
Amount | $ 34,608 |
Loss Deductions in Prior Years | |
Loss Deductions in Current Year | (8,649) |
Operating Loss Carried Forward | $ 25,959 |
December 31, 2012 [Member] | |
Operating Loss Carryforwards [Line Items] | |
Loss Expires | Aug. 31, 2031 |
Amount | $ 243 |
Loss Deductions in Prior Years | |
Loss Deductions in Current Year | $ (243) |
December 31, 2013 [Member] | |
Operating Loss Carryforwards [Line Items] | |
Loss Expires | Aug. 31, 2032 |
Amount | $ 553 |
Loss Deductions in Prior Years | |
Loss Deductions in Current Year | $ (553) |
December 31, 2014 [Member] | |
Operating Loss Carryforwards [Line Items] | |
Loss Expires | Aug. 31, 2033 |
Amount | $ 1,285 |
Loss Deductions in Prior Years | |
Loss Deductions in Current Year | (1,019) |
Operating Loss Carried Forward | $ 266 |
December 31, 2015 [Member] | |
Operating Loss Carryforwards [Line Items] | |
Loss Expires | Aug. 31, 2034 |
Amount | $ 1,491 |
Loss Deductions in Prior Years | |
Loss Deductions in Current Year | |
Operating Loss Carried Forward | $ 1,491 |
December 31, 2016 [Member] | |
Operating Loss Carryforwards [Line Items] | |
Loss Expires | Aug. 31, 2035 |
Amount | $ 3,052 |
Loss Deductions in Prior Years | |
Loss Deductions in Current Year | |
Operating Loss Carried Forward | $ 3,052 |
July 15, 2017 Acquired NOL [Member] | |
Operating Loss Carryforwards [Line Items] | |
Loss Expires | Aug. 31, 2036 |
Amount | $ 1,117 |
Loss Deductions in Prior Years | |
Loss Deductions in Current Year | |
Operating Loss Carried Forward | 1,117 |
December 31, 2012 To July 15, 2017 Acquired NOL [Member] | |
Operating Loss Carryforwards [Line Items] | |
Amount | 7,741 |
Loss Deductions in Prior Years | |
Loss Deductions in Current Year | (1,815) |
Operating Loss Carried Forward | $ 5,926 |
August 31, 2017 [Member] | |
Operating Loss Carryforwards [Line Items] | |
Loss Expires | Aug. 31, 2037 |
Amount | $ 16,361 |
Loss Deductions in Prior Years | |
Loss Deductions in Current Year | (6,834) |
Operating Loss Carried Forward | $ 9,527 |
August 31, 2018 [Member] | |
Operating Loss Carryforwards [Line Items] | |
Loss Expires | No expiration |
Amount | $ 10,506 |
Loss Deductions in Prior Years | |
Loss Deductions in Current Year | |
Operating Loss Carried Forward | $ 10,506 |
Income Taxes (Summary Of Tax Cr
Income Taxes (Summary Of Tax Credit Carryforwards) (Details) $ in Thousands | 12 Months Ended |
Aug. 31, 2019USD ($) | |
Tax Credit Carryforward [Line Items] | |
Credits Generated | $ 18,301 |
Credits Used in Prior Years | (10,161) |
Credits Used in Fiscal 2019 | |
Credits Carried Forward | $ 8,140 |
2011 [Member] | |
Tax Credit Carryforward [Line Items] | |
Credit Generated in Fiscal Year Ended | Aug. 31, 2011 |
Credit Expires | Aug. 31, 2021 |
Credits Generated | $ 3,445 |
Credits Used in Prior Years | (414) |
Credits Used in Fiscal 2019 | |
Credits Carried Forward | $ 3,031 |
2012 [Member] | |
Tax Credit Carryforward [Line Items] | |
Credit Generated in Fiscal Year Ended | Aug. 31, 2012 |
Credit Expires | Aug. 31, 2022 |
Credits Generated | $ 2,563 |
Credits Used in Prior Years | (2,563) |
Credits Used in Fiscal 2019 | |
Credits Carried Forward | |
2013 [Member] | |
Tax Credit Carryforward [Line Items] | |
Credit Generated in Fiscal Year Ended | Aug. 31, 2013 |
Credit Expires | Aug. 31, 2023 |
Credits Generated | $ 2,815 |
Credits Used in Prior Years | (2,815) |
Credits Used in Fiscal 2019 | |
Credits Carried Forward | |
2014 [Member] | |
Tax Credit Carryforward [Line Items] | |
Credit Generated in Fiscal Year Ended | Aug. 31, 2014 |
Credit Expires | Aug. 31, 2024 |
Credits Generated | $ 1,378 |
Credits Used in Prior Years | (1,378) |
Credits Used in Fiscal 2019 | |
Credits Carried Forward | |
2015 [Member] | |
Tax Credit Carryforward [Line Items] | |
Credit Generated in Fiscal Year Ended | Aug. 31, 2015 |
Credit Expires | Aug. 31, 2025 |
Credits Generated | $ 1,422 |
Credits Used in Prior Years | (1,422) |
Credits Used in Fiscal 2019 | |
Credits Carried Forward | |
2016 [Member] | |
Tax Credit Carryforward [Line Items] | |
Credit Generated in Fiscal Year Ended | Aug. 31, 2016 |
Credit Expires | Aug. 31, 2026 |
Credits Generated | $ 1,569 |
Credits Used in Prior Years | (1,569) |
Credits Used in Fiscal 2019 | |
Credits Carried Forward | |
2017 [Member] | |
Tax Credit Carryforward [Line Items] | |
Credit Generated in Fiscal Year Ended | Aug. 31, 2017 |
Credit Expires | Aug. 31, 2027 |
Credits Generated | $ 1,804 |
Credits Used in Fiscal 2019 | |
Credits Carried Forward | $ 1,804 |
2018 [Member] | |
Tax Credit Carryforward [Line Items] | |
Credit Generated in Fiscal Year Ended | Aug. 31, 2018 |
Credit Expires | Aug. 31, 2028 |
Credits Generated | $ 1,727 |
Credits Used in Fiscal 2019 | |
Credits Carried Forward | $ 1,727 |
2019 [Member] | |
Tax Credit Carryforward [Line Items] | |
Credit Generated in Fiscal Year Ended | Aug. 31, 2019 |
Credit Expires | Aug. 31, 2029 |
Credits Generated | $ 1,578 |
Credits Used in Fiscal 2019 | |
Credits Carried Forward | $ 1,578 |
Income Taxes (Reconciliation Of
Income Taxes (Reconciliation Of The Beginning And Ending Amount Of Gross Unrecognized Tax Benefits) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Aug. 31, 2019 | Aug. 31, 2018 | Aug. 31, 2017 | |
Income Taxes [Abstract] | |||
Beginning balance | $ 2,111 | $ 2,359 | $ 3,024 |
Additions based on tax positions related to the current year | 157 | 27 | 10 |
Additions for tax positions in prior years | 7 | 367 | 85 |
Reductions for tax positions of prior years resulting from the lapse of applicable statute of limitations | (370) | (253) | (634) |
Other reductions for tax positions of prior years | (10) | (389) | (126) |
Ending balance | $ 1,895 | $ 2,111 | $ 2,359 |
Income Taxes (Tax Years That Re
Income Taxes (Tax Years That Remain Subject To Examinations For Major Tax Jurisdictions) (Details) | 12 Months Ended |
Aug. 31, 2019 | |
Canada And Australia [Member] | Minimum [Member] | |
Income Taxes [Line Items] | |
Tax years that remain subject to examinations | 2012 |
Canada And Australia [Member] | Maximum [Member] | |
Income Taxes [Line Items] | |
Tax years that remain subject to examinations | 2019 |
Japan [Member] | Minimum [Member] | |
Income Taxes [Line Items] | |
Tax years that remain subject to examinations | 2013 |
Japan [Member] | Maximum [Member] | |
Income Taxes [Line Items] | |
Tax years that remain subject to examinations | 2019 |
Germany, Switzerland, And Austria [Member] | Minimum [Member] | |
Income Taxes [Line Items] | |
Tax years that remain subject to examinations | 2014 |
Germany, Switzerland, And Austria [Member] | Maximum [Member] | |
Income Taxes [Line Items] | |
Tax years that remain subject to examinations | 2019 |
United Kingdom [Member] | Minimum [Member] | |
Income Taxes [Line Items] | |
Tax years that remain subject to examinations | 2015 |
United Kingdom [Member] | Maximum [Member] | |
Income Taxes [Line Items] | |
Tax years that remain subject to examinations | 2019 |
United States - State And Local Income Tax [Member] | Minimum [Member] | |
Income Taxes [Line Items] | |
Tax years that remain subject to examinations | 2015 |
United States - State And Local Income Tax [Member] | Maximum [Member] | |
Income Taxes [Line Items] | |
Tax years that remain subject to examinations | 2019 |
United States - Federal Income Tax [Member] | Minimum [Member] | |
Income Taxes [Line Items] | |
Tax years that remain subject to examinations | 2016 |
United States - Federal Income Tax [Member] | Maximum [Member] | |
Income Taxes [Line Items] | |
Tax years that remain subject to examinations | 2019 |
China [Member] | Minimum [Member] | |
Income Taxes [Line Items] | |
Tax years that remain subject to examinations | 2016 |
China [Member] | Maximum [Member] | |
Income Taxes [Line Items] | |
Tax years that remain subject to examinations | 2019 |
Singapore [Member] | Minimum [Member] | |
Income Taxes [Line Items] | |
Tax years that remain subject to examinations | 2017 |
Singapore [Member] | Maximum [Member] | |
Income Taxes [Line Items] | |
Tax years that remain subject to examinations | 2019 |
Earnings (Loss) Per Share (Narr
Earnings (Loss) Per Share (Narrative) (Details) shares in Millions | 12 Months Ended |
Aug. 31, 2019shares | |
Earnings (Loss) Per Share [Abstract] | |
Pontentially dilutive securities were included in the calculation of diluted loss per share | 0 |
Dilutive securities that was included in the computation of diluted EPS | 0.2 |
Earnings (Loss) Per Share (Comp
Earnings (Loss) Per Share (Computation Of EPS) (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 12 Months Ended | ||
Aug. 31, 2019 | Aug. 31, 2018 | Aug. 31, 2017 | |
Numerator for basic and diluted earnings per share: | |||
Net loss | $ (1,023) | $ (5,887) | $ (7,172) |
Denominator for basic and diluted earnings per share: | |||
Basic weighted average shares outstanding | 13,948 | 13,849 | 13,819 |
Diluted weighted average shares outstanding | 13,948 | 13,849 | 13,819 |
EPS Calculations: | |||
Net loss per share: Basic and diluted | $ (0.07) | $ (0.43) | $ (0.52) |
Segment Information (Narrative)
Segment Information (Narrative) (Details) | 12 Months Ended |
Aug. 31, 2019segment | |
Segment Information [Abstract] | |
Number of operating segments | 3 |
Number of corporate services group | 1 |
Segment Information (Schedule O
Segment Information (Schedule Of Segment Operations) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Aug. 31, 2019 | Aug. 31, 2018 | Aug. 31, 2017 | |
Segment Reporting Information [Line Items] | |||
Sales to External Customers | $ 225,356 | $ 209,758 | $ 185,256 |
Gross Profit | 159,314 | 148,289 | 122,667 |
Adjusted EBITDA | 20,606 | 11,878 | 7,699 |
Operating Segments [Member] | |||
Segment Reporting Information [Line Items] | |||
Adjusted EBITDA | 29,080 | 21,045 | 17,852 |
Operating Segments [Member] | Enterprise Division [Member] | |||
Segment Reporting Information [Line Items] | |||
Sales to External Customers | 170,650 | 159,116 | 135,880 |
Gross Profit | 126,986 | 118,171 | 92,183 |
Adjusted EBITDA | 25,527 | 18,335 | 10,657 |
Operating Segments [Member] | Education Practice [Member] | |||
Segment Reporting Information [Line Items] | |||
Sales to External Customers | 48,880 | 45,272 | 44,122 |
Gross Profit | 30,373 | 28,654 | 27,916 |
Adjusted EBITDA | 3,553 | 2,710 | 7,195 |
Operating Segments [Member] | Direct Offices [Member] | Enterprise Division [Member] | |||
Segment Reporting Information [Line Items] | |||
Sales to External Customers | 157,754 | 145,890 | 122,309 |
Gross Profit | 116,755 | 108,140 | 81,700 |
Adjusted EBITDA | 19,455 | 13,254 | 4,242 |
Operating Segments [Member] | International Licensees [Member] | Enterprise Division [Member] | |||
Segment Reporting Information [Line Items] | |||
Sales to External Customers | 12,896 | 13,226 | 13,571 |
Gross Profit | 10,231 | 10,031 | 10,483 |
Adjusted EBITDA | 6,072 | 5,081 | 6,415 |
Corporate And Eliminations [Member] | |||
Segment Reporting Information [Line Items] | |||
Sales to External Customers | 5,826 | 5,370 | 5,254 |
Gross Profit | 1,955 | 1,464 | 2,568 |
Adjusted EBITDA | $ (8,474) | $ (9,167) | $ (10,153) |
Segment Information (Reconcilia
Segment Information (Reconciliation Of Adjusted EBITDA) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Aug. 31, 2019 | Aug. 31, 2018 | Aug. 31, 2017 | |
Segment Reporting Information [Line Items] | |||
Adjusted EBITDA | $ 20,606 | $ 11,878 | $ 7,699 |
Stock-based compensation | (4,789) | (2,846) | (3,658) |
Reduction (increase) in contingent consideration liabilities | (1,334) | (1,014) | 1,936 |
Costs to exit Japan publishing business | (2,107) | ||
Contract termination costs | (1,500) | ||
Restructuring costs | (1,482) | ||
ERP system implementation costs | (855) | (1,404) | |
Licensee transition costs | (488) | (505) | |
Business acquisition costs | (442) | ||
Depreciation | (6,364) | (5,161) | (3,879) |
Amortization | (4,976) | (5,368) | (3,538) |
Income (loss) from operations | 2,655 | (3,366) | (8,880) |
Interest income | 37 | 104 | 223 |
Interest expense | (2,358) | (2,676) | (2,408) |
Accretion of discount on related party receivable | 258 | 418 | 156 |
Income (loss) before income taxes | 592 | (5,520) | (10,909) |
Benefit (provision) for income taxes | (1,615) | (367) | 3,737 |
Net loss | (1,023) | (5,887) | (7,172) |
Operating Segments [Member] | |||
Segment Reporting Information [Line Items] | |||
Adjusted EBITDA | 29,080 | 21,045 | 17,852 |
Corporate And Eliminations [Member] | |||
Segment Reporting Information [Line Items] | |||
Adjusted EBITDA | $ (8,474) | $ (9,167) | $ (10,153) |
Segment Information (Consolidat
Segment Information (Consolidated Revenues From Continuing Operations By Country) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Aug. 31, 2019 | Aug. 31, 2018 | Aug. 31, 2017 | |
Segment Reporting Information [Line Items] | |||
Revenue | $ 225,356 | $ 209,758 | $ 185,256 |
United States [Member] | |||
Segment Reporting Information [Line Items] | |||
Revenue | 166,696 | 151,022 | 136,206 |
Japan [Member] | |||
Segment Reporting Information [Line Items] | |||
Revenue | 14,227 | 15,670 | 14,482 |
China [Member] | |||
Segment Reporting Information [Line Items] | |||
Revenue | 13,586 | 14,176 | 11,552 |
United Kingdom [Member] | |||
Segment Reporting Information [Line Items] | |||
Revenue | 7,763 | 7,411 | 4,754 |
Canada [Member] | |||
Segment Reporting Information [Line Items] | |||
Revenue | 5,424 | 4,722 | 4,372 |
Australia [Member] | |||
Segment Reporting Information [Line Items] | |||
Revenue | 3,690 | 4,148 | 2,704 |
Western Europe [Member] | |||
Segment Reporting Information [Line Items] | |||
Revenue | 3,211 | 2,016 | 1,679 |
Thailand [Member] | |||
Segment Reporting Information [Line Items] | |||
Revenue | 1,340 | 1,219 | 1,147 |
Brazil [Member] | |||
Segment Reporting Information [Line Items] | |||
Revenue | 1,141 | 1,285 | 1,423 |
Middle East [Member] | |||
Segment Reporting Information [Line Items] | |||
Revenue | 951 | 840 | 723 |
Singapore [Member] | |||
Segment Reporting Information [Line Items] | |||
Revenue | 877 | 865 | 722 |
Mexico/Central America [Member] | |||
Segment Reporting Information [Line Items] | |||
Revenue | 842 | 872 | 751 |
Denmark/Scandinavia [Member] | |||
Segment Reporting Information [Line Items] | |||
Revenue | 710 | 752 | 775 |
India [Member] | |||
Segment Reporting Information [Line Items] | |||
Revenue | 707 | 647 | 701 |
Indonesia [Member] | |||
Segment Reporting Information [Line Items] | |||
Revenue | 696 | 715 | 614 |
Central/Eastern Europe [Member] | |||
Segment Reporting Information [Line Items] | |||
Revenue | 637 | 757 | 638 |
Philippines [Member] | |||
Segment Reporting Information [Line Items] | |||
Revenue | 401 | 353 | 324 |
Malaysia [Member] | |||
Segment Reporting Information [Line Items] | |||
Revenue | 356 | 338 | 364 |
Others [Member] | |||
Segment Reporting Information [Line Items] | |||
Revenue | $ 2,101 | $ 1,950 | $ 1,325 |
Segment Information (Schedule_2
Segment Information (Schedule Of Revenue Disaggregate By Activities) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Aug. 31, 2019 | Aug. 31, 2018 | Aug. 31, 2017 | |
Segment Reporting Information [Line Items] | |||
Revenue | $ 225,356 | $ 209,758 | $ 185,256 |
Services And Products [Member] | |||
Segment Reporting Information [Line Items] | |||
Revenue | 128,775 | 129,275 | 133,571 |
Subscriptions [Member] | |||
Segment Reporting Information [Line Items] | |||
Revenue | 74,687 | 58,052 | 30,892 |
Royalties [Member] | |||
Segment Reporting Information [Line Items] | |||
Revenue | 16,068 | 17,061 | 15,539 |
Leases And Other [Member] | |||
Segment Reporting Information [Line Items] | |||
Revenue | 5,826 | 5,370 | 5,254 |
Operating Segments [Member] | Enterprise Division [Member] | |||
Segment Reporting Information [Line Items] | |||
Revenue | 170,650 | 159,116 | 135,880 |
Operating Segments [Member] | Enterprise Division [Member] | Services And Products [Member] | |||
Segment Reporting Information [Line Items] | |||
Revenue | 104,996 | 103,214 | 102,554 |
Operating Segments [Member] | Enterprise Division [Member] | Subscriptions [Member] | |||
Segment Reporting Information [Line Items] | |||
Revenue | 52,536 | 42,465 | 20,452 |
Operating Segments [Member] | Enterprise Division [Member] | Royalties [Member] | |||
Segment Reporting Information [Line Items] | |||
Revenue | 13,118 | 13,437 | 12,874 |
Operating Segments [Member] | Education Practice [Member] | |||
Segment Reporting Information [Line Items] | |||
Revenue | 48,880 | 45,272 | 44,122 |
Operating Segments [Member] | Education Practice [Member] | Services And Products [Member] | |||
Segment Reporting Information [Line Items] | |||
Revenue | 23,779 | 26,061 | 31,017 |
Operating Segments [Member] | Education Practice [Member] | Subscriptions [Member] | |||
Segment Reporting Information [Line Items] | |||
Revenue | 22,151 | 15,587 | 10,440 |
Operating Segments [Member] | Education Practice [Member] | Royalties [Member] | |||
Segment Reporting Information [Line Items] | |||
Revenue | 2,950 | 3,624 | 2,665 |
Operating Segments [Member] | Direct Offices [Member] | Enterprise Division [Member] | |||
Segment Reporting Information [Line Items] | |||
Revenue | 157,754 | 145,890 | 122,309 |
Operating Segments [Member] | Direct Offices [Member] | Enterprise Division [Member] | Services And Products [Member] | |||
Segment Reporting Information [Line Items] | |||
Revenue | 102,557 | 100,730 | 99,616 |
Operating Segments [Member] | Direct Offices [Member] | Enterprise Division [Member] | Subscriptions [Member] | |||
Segment Reporting Information [Line Items] | |||
Revenue | 52,536 | 42,465 | 20,452 |
Operating Segments [Member] | Direct Offices [Member] | Enterprise Division [Member] | Royalties [Member] | |||
Segment Reporting Information [Line Items] | |||
Revenue | 2,661 | 2,695 | 2,241 |
Operating Segments [Member] | International Licensees [Member] | Enterprise Division [Member] | |||
Segment Reporting Information [Line Items] | |||
Revenue | 12,896 | 13,226 | 13,571 |
Operating Segments [Member] | International Licensees [Member] | Enterprise Division [Member] | Services And Products [Member] | |||
Segment Reporting Information [Line Items] | |||
Revenue | 2,439 | 2,484 | 2,938 |
Operating Segments [Member] | International Licensees [Member] | Enterprise Division [Member] | Royalties [Member] | |||
Segment Reporting Information [Line Items] | |||
Revenue | 10,457 | 10,742 | 10,633 |
Corporate And Eliminations [Member] | |||
Segment Reporting Information [Line Items] | |||
Revenue | 5,826 | 5,370 | 5,254 |
Corporate And Eliminations [Member] | Leases And Other [Member] | |||
Segment Reporting Information [Line Items] | |||
Revenue | $ 5,826 | $ 5,370 | $ 5,254 |
Segment Information (Long-Lived
Segment Information (Long-Lived Assets By Countries) (Details) - USD ($) $ in Thousands | Aug. 31, 2019 | Aug. 31, 2018 |
Segment Reporting Information [Line Items] | ||
Long-lived assets | $ 33,777 | $ 37,109 |
United States/Canada [Member] | ||
Segment Reporting Information [Line Items] | ||
Long-lived assets | 31,129 | 34,237 |
Japan [Member] | ||
Segment Reporting Information [Line Items] | ||
Long-lived assets | 1,456 | 1,450 |
China [Member] | ||
Segment Reporting Information [Line Items] | ||
Long-lived assets | 441 | 581 |
Singapore [Member] | ||
Segment Reporting Information [Line Items] | ||
Long-lived assets | 370 | 315 |
United Kingdom [Member] | ||
Segment Reporting Information [Line Items] | ||
Long-lived assets | 207 | 276 |
Australia [Member] | ||
Segment Reporting Information [Line Items] | ||
Long-lived assets | 164 | $ 250 |
Germany, Switzerland, And Austria [Member] | ||
Segment Reporting Information [Line Items] | ||
Long-lived assets | $ 10 |
Related Party Transactions (Nar
Related Party Transactions (Narrative) (Details) $ in Thousands, shares in Millions | Nov. 04, 2019USD ($) | May 31, 2017USD ($) | Aug. 31, 2019USD ($)itemshares | Aug. 31, 2018USD ($)shares | Aug. 31, 2017USD ($) |
Related Party Transaction [Line Items] | |||||
Contract termination costs | $ 66,042 | $ 61,469 | $ 62,589 | ||
Knowledge Capital [Member] | |||||
Related Party Transaction [Line Items] | |||||
Number of members of Boards of Directors with equity interest | item | 2 | ||||
Number of shares remaining after exercise of warrants | shares | 2.8 | 2.8 | |||
Stephen M.R. Covey [Member] | Intellectual Property [Member] | |||||
Related Party Transaction [Line Items] | |||||
Royalty payments | $ 1,700 | $ 1,800 | 1,500 | ||
Son Of The Former Vice-Chairman Of The Board Of Directors [Member] | Speaking Fees [Member] | |||||
Related Party Transaction [Line Items] | |||||
Royalty payments | 1,200 | 900 | 1,200 | ||
Accrued royalties payable | 600 | 700 | |||
Son Of The Former Vice-Chairman Of The Board Of Directors [Member] | Sales Of Books [Member] | |||||
Related Party Transaction [Line Items] | |||||
Royalty payments | 100 | 200 | $ 200 | ||
Accrued royalties payable | 100 | 100 | |||
Franklin Planner Corporation [Member] | Subsequent Event [Member] | |||||
Related Party Transaction [Line Items] | |||||
Receivables, exchanged | $ 3,200 | ||||
Cash | 2,600 | ||||
Franklin Planner Corporation [Member] | Subsequent Event [Member] | Intellectual Property [Member] | |||||
Related Party Transaction [Line Items] | |||||
Royalty payments | $ 1,300 | ||||
Brother Of Member Of Executive Management Team [Member] | |||||
Related Party Transaction [Line Items] | |||||
Payable | 800 | ||||
FCOP [Member] | |||||
Related Party Transaction [Line Items] | |||||
Investment | $ 1,800 | ||||
Percent ownership interest in related party | 19.50% | ||||
Capital contribution | $ 1,000 | ||||
Percent return on capital contribution | 10.00% | ||||
Discount on receivable from related party | $ 200 | $ 300 | |||
Higher Moment, LLC [Member] | Dr. Clayton Christensen [Member] | Intellectual Property [Member] | |||||
Related Party Transaction [Line Items] | |||||
Intangible assets acquired | $ 800 | ||||
License period | 5 years | ||||
Renewal period | 5 years | ||||
Renewal amount | $ 800 | ||||
Contract termination costs | $ 300 |
Related Party Transactions (Com
Related Party Transactions (Components Of Other Current And Other Long-Term Assets) (Details) - USD ($) $ in Thousands | Aug. 31, 2019 | Aug. 31, 2018 |
Other Assets [Line Items] | ||
Other current assets | $ 11,027 | $ 10,893 |
Other long-term assets | 10,039 | 12,935 |
FCOP [Member] | ||
Other Assets [Line Items] | ||
Other current assets | 999 | 1,123 |
Other long-term assets | 411 | |
Other assets | $ 999 | $ 1,534 |