COVER PAGE
COVER PAGE - shares | 9 Months Ended | |
Dec. 31, 2019 | Jan. 29, 2020 | |
Cover page. | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Dec. 28, 2019 | |
Document Transition Report | false | |
Entity File Number | 001-12696 | |
Entity Registrant Name | PLANTRONICS INC /CA/ | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 77-0207692 | |
Entity Address, Address Line One | 345 Encinal Street | |
Entity Address, City or Town | Santa Cruz | |
Entity Address, State or Province | CA | |
Entity Address, Postal Zip Code | 95060 | |
City Area Code | 831 | |
Local Phone Number | 426-5858 | |
Title of 12(b) Security | Common Stock, $0.01 par value | |
Trading Symbol | PLT | |
Security Exchange Name | NYSE | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Large Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Common Stock, Shares Outstanding | 39,927,953 | |
Entity Shell Company | false | |
Entity Central Index Key | 0000914025 | |
Current Fiscal Year End Date | --03-31 | |
Document Fiscal Year Focus | 2020 | |
Document Fiscal Period Focus | Q3 | |
Amendment Flag | false |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Dec. 31, 2019 | Mar. 31, 2019 |
Current assets: | ||
Cash and cash equivalents | $ 156,821 | $ 202,509 |
Short-term investments | 15,317 | 13,332 |
Accounts receivable, net | 246,318 | 337,671 |
Inventory, net | 215,038 | 177,146 |
Other current assets | 54,533 | 50,488 |
Total current assets | 688,027 | 781,146 |
Property, plant, and equipment, net | 177,482 | 204,826 |
Goodwill | 1,279,897 | 1,278,380 |
Purchased intangibles, net | 688,258 | 825,675 |
Deferred tax assets | 34,647 | 5,567 |
Other assets | 62,556 | 20,941 |
Total assets | 2,930,867 | 3,116,535 |
Current liabilities: | ||
Accounts payable | 122,314 | 129,514 |
Accrued liabilities | 363,394 | 398,715 |
Total current liabilities | 485,708 | 528,229 |
Long term debt, net of issuance costs | 1,620,354 | 1,640,801 |
Long-term income taxes payable | 98,386 | 83,121 |
Other long-term liabilities | 138,342 | 142,697 |
Total liabilities | 2,342,790 | 2,394,848 |
Commitments and contingencies (Note 8) | ||
Stockholders' equity: | ||
Common stock | 891 | 884 |
Additional paid-in capital | 1,479,880 | 1,431,607 |
Accumulated other comprehensive loss | (5,425) | (475) |
Retained earnings | (23,926) | 143,344 |
Total stockholders' equity before treasury stock | 1,451,420 | 1,575,360 |
Less: Treasury stock, at cost | (863,343) | (853,673) |
Total stockholders' equity | 588,077 | 721,687 |
Total liabilities and stockholders' equity | $ 2,930,867 | $ 3,116,535 |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2019 | Dec. 31, 2018 | |
Net revenues | $ 384,471 | $ 501,669 | $ 1,293,947 | $ 1,206,047 |
Cost of revenues | 240,625 | 286,532 | 731,384 | 728,438 |
Gross profit | 143,846 | 215,137 | 562,563 | 477,609 |
Operating expenses: | ||||
Research, development, and engineering | 53,769 | 59,661 | 170,708 | 140,409 |
Selling, general, and administrative | 144,978 | 168,053 | 457,004 | 406,553 |
Gain, net from litigation settlements | 0 | 0 | (1,162) | (30) |
Restructuring and other related charges | 21,724 | 12,130 | 47,096 | 20,711 |
Total operating expenses | 220,471 | 239,844 | 673,646 | 567,643 |
Operating loss | (76,625) | (24,707) | (111,083) | (90,034) |
Interest expense | (22,533) | (25,032) | (70,262) | (56,252) |
Other non-operating income, net | 967 | 125 | 675 | 3,731 |
Loss before income taxes | (98,191) | (49,614) | (180,670) | (142,555) |
Income tax benefit | (19,708) | (7,880) | (31,406) | (28,584) |
Net loss | $ (78,483) | $ (41,734) | $ (149,264) | $ (113,971) |
Loss per common share: | ||||
Basic (in dollars per share) | $ (1.97) | $ (1.06) | $ (3.78) | $ (3.08) |
Diluted (in dollars per share) | $ (1.97) | $ (1.06) | $ (3.78) | $ (3.08) |
Shares used in computing loss per common share: | ||||
Basic (in shares) | 39,784 | 39,314 | 39,535 | 37,063 |
Diluted (in shares) | 39,784 | 39,314 | 39,535 | 37,063 |
Product [Member] | ||||
Net revenues | $ 316,633 | $ 445,441 | $ 1,094,515 | $ 1,102,012 |
Cost of revenues | 220,469 | 259,673 | 658,408 | 676,616 |
Service [Member] | ||||
Net revenues | 67,838 | 56,228 | 199,432 | 104,035 |
Cost of revenues | $ 20,156 | $ 26,859 | $ 72,976 | $ 51,822 |
CONDENSED CONSOLIDATED STATEM_2
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2019 | Dec. 31, 2018 | |
Statement of Comprehensive Income [Abstract] | ||||
Net loss | $ (78,483) | $ (41,734) | $ (149,264) | $ (113,971) |
Other comprehensive income (loss): | ||||
Foreign currency translation adjustments | 0 | 115 | (219) | (1,700) |
Unrealized gains (losses) on cash flow hedges: | ||||
Unrealized cash flow hedge gains (losses) arising during the period | (1,420) | (5,622) | (5,755) | (853) |
Net (gains) losses reclassified into income for revenue hedges | (225) | (1,488) | (3,152) | (2,637) |
Net (gains) losses reclassified into income for cost of revenue hedges | (46) | 6 | (212) | (73) |
Net (gains) losses reclassified into income for interest rate swaps | 1,565 | 1,029 | 3,162 | 2,006 |
Net unrealized gains (losses) on cash flow hedges | (126) | (6,075) | (5,957) | (1,557) |
Unrealized holding gains (losses) during the period | 0 | 0 | 0 | 198 |
Aggregate income tax benefit of the above items | 81 | 1,324 | 1,228 | 1,222 |
Other comprehensive loss | (45) | (4,636) | (4,948) | (1,837) |
Comprehensive loss | $ (78,528) | $ (46,370) | $ (154,212) | $ (115,808) |
CONDENSED CONSOLIDATED STATEM_3
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 9 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
CASH FLOWS FROM OPERATING ACTIVITIES | ||
Net loss | $ (149,264) | $ (113,971) |
Adjustments to reconcile net loss to net cash provided by operating activities: | ||
Depreciation and amortization | 172,630 | 142,763 |
Amortization of debt issuance costs | 4,062 | 3,188 |
Stock-based compensation | 41,499 | 30,709 |
Deferred income taxes | (66,171) | (39,987) |
Provision for excess and obsolete inventories | 19,076 | 4,881 |
Restructuring and related charges | 47,096 | 20,711 |
Cash payments for restructuring charges | (29,885) | (11,222) |
Other operating activities | 3,201 | 9,070 |
Changes in assets and liabilities, net of acquisition: | ||
Accounts receivable, net | 34,634 | (35,938) |
Inventory, net | (49,320) | 11,018 |
Current and other assets | 24,142 | 30,456 |
Accounts payable | (10,690) | 16,519 |
Accrued liabilities | (46,906) | 72,677 |
Income taxes | 22,251 | (21,631) |
Cash provided by operating activities | 16,355 | 119,243 |
CASH FLOWS FROM INVESTING ACTIVITIES | ||
Proceeds from sales of investments | 177 | 125,799 |
Proceeds from maturities of investments | 0 | 131,017 |
Purchase of investments | (972) | (698) |
Cash paid for acquisition, net of cash acquired | 0 | (1,642,241) |
Capital expenditures | (16,984) | (16,148) |
Proceeds from sale of property and equipment | 2,142 | 0 |
Cash used for investing activities | (15,637) | (1,402,271) |
CASH FLOWS FROM FINANCING ACTIVITIES | ||
Repurchase of common stock | 0 | 4,780 |
Employees' tax withheld and paid for restricted stock and restricted stock units | (9,669) | (13,863) |
Proceeds from issuances under stock-based compensation plans | 6,617 | 14,925 |
Proceeds from debt issuance, net | 0 | 1,244,713 |
Payment of cash dividends | (17,910) | (16,953) |
Repayments of long-term debt | (25,000) | 0 |
Cash (used for) by financing activities | (45,962) | 1,224,042 |
Effect of exchange rate changes on cash and cash equivalents | (444) | (3,519) |
Net decrease in cash and cash equivalents | (45,688) | (62,505) |
Cash and cash equivalents at beginning of period | 202,509 | 390,661 |
Cash and cash equivalents at end of period | 156,821 | 328,156 |
SUPPLEMENTAL NON-CASH DISCLOSURES | ||
Cash paid for income taxes | 9,853 | 30,902 |
Cash paid for interest | $ 68,039 | $ 54,386 |
CONDENSED CONSOLIDATED STATEM_4
CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY - USD ($) $ in Thousands | Total | Common Stock [Member] | Additional Paid-in Capital [Member] | AOCI Attributable to Parent [Member] | Retained Earnings [Member] | Treasury Stock [Member] |
Beginning balance (in shares) at Mar. 31, 2018 | 33,251,000 | |||||
Stockholders' equity, beginning balance at Mar. 31, 2018 | $ 352,970 | $ 816 | $ 876,645 | $ 2,870 | $ 299,066 | $ (826,427) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Net loss | (113,971) | (113,971) | ||||
Foreign currency translation adjustments | (1,702) | (1,702) | ||||
Net unrealized gains (losses) on cash flow hedges, net of tax | (13) | (13) | ||||
Proceeds from issuances under stock-based compensation plans (in shares) | 412,000 | |||||
Proceeds from issuances under stock-based compensation plans | 11,932 | $ 3 | 11,929 | |||
Repurchase of restricted common stock (in shares) | (70,000) | |||||
Issuance of common stock for acquisition (in shares) | 6,352,000 | |||||
Issuance of common stock for acquisition | 494,265 | $ 64 | 494,201 | |||
Cash dividends | (16,952) | (16,952) | ||||
Stock-based compensation | $ 30,708 | 30,708 | ||||
Repurchase of common stock (in shares) | (127,970) | (128,000) | ||||
Repurchase of common stock | $ (4,780) | (4,780) | ||||
Employees' tax withheld and paid for restricted stock and restricted stock units (in shares) | 202,000 | |||||
Employees' tax withheld and paid for restricted stock and restricted stock units | (13,864) | (13,864) | ||||
Deferred tax adjustment | 39 | 39 | ||||
Proceeds from ESPP (in shares) | 62,000 | |||||
Proceeds from ESPP | 2,992 | $ 1 | 2,991 | |||
Ending balance (in shares) at Dec. 31, 2018 | 39,677,000 | |||||
Stockholders' equity, ending balance at Dec. 31, 2018 | 744,218 | $ 884 | 1,416,513 | 1,031 | 170,861 | (845,071) |
Beginning balance (in shares) at Sep. 30, 2018 | 39,807,000 | |||||
Stockholders' equity, beginning balance at Sep. 30, 2018 | 790,060 | $ 884 | 1,404,713 | 5,668 | 218,564 | (839,769) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Net loss | (41,734) | (41,734) | ||||
Foreign currency translation adjustments | 113 | 113 | ||||
Net unrealized gains (losses) on cash flow hedges, net of tax | (4,750) | (4,750) | ||||
Proceeds from issuances under stock-based compensation plans (in shares) | 17,000 | |||||
Proceeds from issuances under stock-based compensation plans | 52 | $ 0 | 52 | |||
Repurchase of restricted common stock (in shares) | (8,000) | |||||
Cash dividends | (5,969) | (5,969) | ||||
Stock-based compensation | 11,718 | 11,718 | ||||
Repurchase of common stock (in shares) | (128,000) | |||||
Repurchase of common stock | (4,780) | (4,780) | ||||
Employees' tax withheld and paid for restricted stock and restricted stock units (in shares) | 11,000 | |||||
Employees' tax withheld and paid for restricted stock and restricted stock units | (522) | (522) | ||||
Deferred tax adjustment | 30 | 30 | ||||
Ending balance (in shares) at Dec. 31, 2018 | 39,677,000 | |||||
Stockholders' equity, ending balance at Dec. 31, 2018 | 744,218 | $ 884 | 1,416,513 | 1,031 | 170,861 | (845,071) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Impact of new accounting standards adoption | (7,376) | |||||
Beginning balance (in shares) at Mar. 31, 2019 | 39,518,000 | |||||
Stockholders' equity, beginning balance at Mar. 31, 2019 | 721,687 | $ 884 | 1,431,607 | (475) | 143,344 | (853,673) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Net loss | (149,264) | (149,264) | ||||
Foreign currency translation adjustments | (219) | (219) | ||||
Net unrealized gains (losses) on cash flow hedges, net of tax | (4,731) | (4,731) | ||||
Proceeds from issuances under stock-based compensation plans (in shares) | 400,000 | |||||
Proceeds from issuances under stock-based compensation plans | 756 | $ 5 | 751 | |||
Repurchase of restricted common stock (in shares) | (32,000) | |||||
Cash dividends | (17,910) | (17,910) | ||||
Stock-based compensation | $ 41,499 | 41,499 | ||||
Repurchase of common stock (in shares) | 0 | |||||
Employees' tax withheld and paid for restricted stock and restricted stock units (in shares) | 225,000 | |||||
Employees' tax withheld and paid for restricted stock and restricted stock units | $ (9,670) | (9,670) | ||||
Proceeds from ESPP (in shares) | 268,000 | |||||
Proceeds from ESPP | 6,025 | $ 2 | 6,023 | |||
Other equity changes | (7) | (7) | ||||
Ending balance (in shares) at Dec. 31, 2019 | 39,929,000 | |||||
Stockholders' equity, ending balance at Dec. 31, 2019 | 588,077 | $ 891 | 1,479,880 | (5,425) | (23,926) | (863,343) |
Beginning balance (in shares) at Sep. 30, 2019 | 39,917,000 | |||||
Stockholders' equity, beginning balance at Sep. 30, 2019 | 659,107 | $ 890 | 1,465,978 | (5,351) | 60,545 | (862,955) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Net loss | (78,483) | (78,483) | ||||
Net unrealized gains (losses) on cash flow hedges, net of tax | (74) | (74) | ||||
Proceeds from issuances under stock-based compensation plans (in shares) | 28,000 | |||||
Proceeds from issuances under stock-based compensation plans | 1 | $ 1 | 0 | |||
Repurchase of restricted common stock (in shares) | (3,000) | |||||
Cash dividends | (5,988) | (5,988) | ||||
Stock-based compensation | 13,902 | 13,902 | ||||
Employees' tax withheld and paid for restricted stock and restricted stock units (in shares) | 13,000 | |||||
Employees' tax withheld and paid for restricted stock and restricted stock units | (388) | (388) | ||||
Ending balance (in shares) at Dec. 31, 2019 | 39,929,000 | |||||
Stockholders' equity, ending balance at Dec. 31, 2019 | $ 588,077 | $ 891 | $ 1,479,880 | $ (5,425) | $ (23,926) | $ (863,343) |
BASIS OF PRESENTATION
BASIS OF PRESENTATION | 9 Months Ended |
Dec. 31, 2019 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
BASIS OF PRESENTATION | BASIS OF PRESENTATION In the opinion of management, with the exception of the adoption of ASC 842, Leases as discussed below , the accompanying unaudited condensed consolidated financial statements ("financial statements") of Plantronics, Inc. ("the Company") have been prepared on a basis materially consistent with the Company's March 31, 2019 audited consolidated financial statements and include all adjustments, consisting of normal recurring adjustments, necessary to fairly state the information set forth herein. Certain information and footnote disclosures normally included in financial statements prepared pursuant to the rules and regulations of the Securities and Exchange Commission ("SEC") applicable to interim financial information and in accordance with accounting principles generally accepted in the United States of America ("U.S. GAAP") have been condensed or omitted pursuant to such rules and regulations. The financial statements should be read in conjunction with the audited consolidated financial statements and notes thereto included in the Company's Annual Report on Form 10-K for the fiscal year ended March 31, 2019 , which was filed with the SEC on May 17, 2019 . The results of operations for the interim period ended December 31, 2019 are not necessarily indicative of the results to be expected for the entire fiscal year or any future period. The financial results of Polycom have been included in the Company's consolidated financial statements from the date of acquisition on July 2, 2018, see Note 3 , Acquisition for details. The financial statements include the accounts of the Company and its wholly owned subsidiaries. All intercompany balances and transactions have been eliminated. The Company’s fiscal year ends on the Saturday closest to the last day of March. The Company’s current and prior fiscal years end on March 28, 2020 and March 30, 2019 , respectively, and both consist of 52 weeks. The Company’s results of operations for the three and nine months ended December 28, 2019 and December 29, 2018 both contain 13 weeks. For purposes of presentation, the Company has indicated its accounting year as ending on March 31 and its interim quarterly periods as ending on the applicable calendar month end. See Note 2 , Recent Accounting Pronouncements , for details regarding recognition of a lease liability and corresponding right-of-use ("ROU") asset on the balance sheet of the Company's condensed consolidated financial statements pursuant to the adoption of Topic 842, Leases accounting guidance in the first quarter of Fiscal Year 2020. Foreign Operations and Currency Translation During the quarter ended June 30, 2019, as a result of a change to the Company's operating structure, the Company determined the functional currency of its China subsidiary is now the U.S. Dollar (“USD"). Assets and liabilities denominated in currencies other than USD, are re-measured at the period-end rates for monetary assets and liabilities and at historical rates for non-monetary assets and liabilities. Revenues and expenses are re-measured at average monthly rates, which approximate actual rates. Currency transaction gains and losses are recognized in other non-operating income and (expense), net. Reclassifications Certain prior year amounts have been reclassified for consistency with current year presentation. Each of the reclassifications was immaterial and had no effect on the Company's results of operations. |
RECENT ACCOUNTING PRONOUNCEMENT
RECENT ACCOUNTING PRONOUNCEMENTS | 9 Months Ended |
Dec. 31, 2019 | |
Accounting Changes and Error Corrections [Abstract] | |
RECENT ACCOUNTING PRONOUNCEMENTS | RECENT ACCOUNTING PRONOUNCEMENTS Recently Issued Pronouncements In June 2016, the Financial Accounting Standards Board ("FASB") issued guidance regarding the measurement of credit losses on financial instruments, which changes the impairment model for most financial assets. The new model uses a forward-looking expected loss method, which will generally result in earlier recognition of allowances for losses. The guidance is effective for the Company's fiscal year ending March 31, 2021 with early adoption permitted beginning in the first quarter of Fiscal Year 2020. The Company is currently evaluating the impact the adoption of this standard will have on its consolidated financial statements and related disclosures. Recently Adopted Pronouncement In February 2016, the FASB issued guidance on the recognition and measurement of leases (“ASC 842”). Under the new guidance lessees are required to recognize a lease liability and a corresponding right-of-use (“ROU”) asset on the balance sheet for virtually all leases, essentially eliminating off-balance sheet financing. On March 31, 2019, the Company adopted ASC 842 using the modified retrospective approach and recognized $57.3 million in ROU assets within Other assets and $68.5 million in lease liabilities, of which $25.7 million and $42.8 million were included within Accrued liabilities and Other long-term liabilities, respectively, on its condensed consolidated balance sheet. The initial ROU assets recognized were adjusted for accrued rent and facility-related restructuring liabilities as of the adoption date. The adoption of ASC 842 did not have a material impact on the Company's condensed consolidated statement of operations. Under the modified retrospective approach, prior comparative financial information was not retrospectively adjusted. The Company elected the package of practical expedients which allows it to carry forward its historical lease evaluation and classification. In addition, the Company elected to exclude leases with terms of one year or less from its balance sheet and separately account for lease and non-lease components. The Company’s lease portfolio consists primarily of real estate facilities under operating leases. The Company determines if an arrangement is or contains a lease at inception. ROU assets and lease liabilities are recognized at commencement based on the present value of the future minimum lease payments over the lease term. The Company applies its incremental borrowing rate in determining the present value of the future minimum lease payments, as most of its leases do not provide an implicit rate. Certain of the Company’s lease agreements include options to extend or renew the lease terms. Such options are excluded from the minimum lease obligation unless they are reasonably certain to be exercised. Operating lease expense is recognized on a straight-line basis over the lease term. |
ACQUISITION, GOODWILL, AND ACQU
ACQUISITION, GOODWILL, AND ACQUIRED INTANGIBLE ASSETS | 9 Months Ended |
Dec. 31, 2019 | |
Business Combinations [Abstract] | |
ACQUISITION, GOODWILL, AND ACQUIRED INTANGIBLE ASSETS | ACQUISITION Polycom Acquisition On July 2, 2018, the Company completed the acquisition of Polycom based upon the terms and conditions contained in the Purchase Agreement dated March 28, 2018 (the "Acquisition"). The Company believes the Acquisition will better position Plantronics with its channel partners, customers, and strategic alliance partners by allowing the Company to pursue additional opportunities across the UC&C category in both hardware end points and services. At the closing of the Acquisition, Plantronics acquired Polycom for approximately $2.2 billion with the total consideration consisting of (1) 6.4 million shares of the Company's common stock (the "Stock Consideration") valued at approximately $0.5 billion and (2) approximately $1.7 billion in cash net of cash acquired (the "Cash Consideration"), resulting in Triangle Private Holdings II, LLC ("Triangle"), Polycom’s sole shareholder, owning approximately 16.0% of the Company's issued and outstanding common stock immediately following the Acquisition. The consideration paid at closing is subject to a working capital, tax and other adjustments. The Acquisition was accounted for as a business combination and the Company has included the financial results of Polycom in its condensed consolidated financial statements since the date of Acquisition. During the quarter ended June 30, 2019, the Company finalized its allocation of the purchase price to the estimated fair value of the assets acquired and liabilities assumed. Since the Acquisition, the Company has recorded measurement period adjustments to reflect facts and circumstances in existence as of the Acquisition date. These adjustments included deferred tax and tax liabilities of $45.2 million , a working capital adjustment of $8.0 million , and various other immaterial adjustments of $1.4 million , resulting in a decrease to goodwill of approximately $54.6 million . The allocation of the purchase price to the estimated fair value of the assets acquired and liabilities assumed at the Acquisition date is as follows: (in thousands) July 2, 2018 ASSETS Cash and cash equivalents $ 80,139 Trade receivables, net 165,798 Inventories 109,074 Prepaid expenses and other current assets 68,558 Property and equipment, net 79,497 Intangible assets 985,400 Other assets 27,237 Total assets acquired $ 1,515,703 LIABILITIES Accounts payable $ 80,653 Accrued payroll and related liabilities 44,538 Accrued expenses 147,167 Income tax payable 27,044 Deferred revenue 115,061 Deferred income taxes 94,618 Other liabilities 54,394 Total liabilities assumed $ 563,475 Total identifiable net assets acquired 952,228 Goodwill 1,264,417 Total Purchase Price $ 2,216,645 The estimate of fair value and purchase price allocation were based on information available at the time of closing the Acquisition. The Acquisition has resulted in $1,264 million of goodwill, which represents the excess of the purchase price over the fair value of identifiable assets acquired and liabilities assumed. The following table shows the fair value of the separately identifiable intangible assets at the time of Acquisition and the period over which each intangible asset will be amortized: (in thousands, except for remaining life) Fair Value Weighted Remaining Life of Intangibles Existing technology $ 538,600 4.95 Customer relationships 245,100 5.46 Trade name/Trademarks 115,600 9.00 Backlog 28,100 0.25 Total amortizable intangible assets acquired $ 927,400 5.45 In-process R&D 58,000 Total acquired intangible assets $ 985,400 Existing technology relates to products for voice, video and platform products. The Company valued the developed technology using the discounted cash flow method under the income approach. This method reflects the present value of the projected cash flows that are expected to be generated by the developed technology less charges representing the contribution of other assets to those cash flows. The economic useful life was determined based on the technology cycle related to each developed technology, as well as the cash flows over the forecast period. Customer relationships represent the fair value of future projected revenue that will be derived from sales of products to customers of Polycom existing prior to the Acquisition. Customer relationships were valued using the discounted cash flow method as described above and the distributor method under the income approach. Under the distributor method, the economic profits generated by a distributor are deemed to be attributable to the customer relationships. The economic useful life was determined based on historical customer turnover rates. Order backlog was valued separately from customer relationships using the discounted cash flow method under the income approach. This method reflects the present value of the projected cash flows that are expected to be generated by order backlog less costs to fulfill. The economic useful life was determined based on the period over which the order backlog is expected to be fulfilled. Trade name/trademarks relate to the “Polycom” trade name and related trademarks. The fair value was determined by applying the profit allocation method under the income approach. This valuation method estimates the value of an asset by the profit saved because the company owns the asset. The economic useful life was determined based on the expected life of the trade name and trademarks and the cash flows anticipated over the forecasted periods. The fair value of in-process R&D was determined using the discounted cash flow method under the income approach. This method reflects the present value of the projected cash flows that are expected to be generated by in-process technology, less charges representing the contribution of other assets to those cash flows. The Company believes the amounts of purchased intangible assets recorded above represent the fair values of and approximate the amounts a market participant would pay for, these intangible assets as of the date of the Acquisition. Goodwill primarily is attributable to the assembled workforce, market expansion, and anticipated synergies and economies of scale expected from the integration of the Polycom business. The synergies include certain cost savings, operating efficiencies, and other strategic benefits projected to be achieved. Goodwill is not expected to be deductible for tax purposes. The following unaudited pro forma financial information presents combined results of operations for each of the periods presented, as if Polycom had been acquired as of the beginning of fiscal year 2018. The unaudited pro forma information includes adjustments to amortization for intangible assets acquired, the purchase accounting effect on deferred revenue assumed and inventory acquired, restructuring charges related to the Acquisition, and transaction and integration costs. For the nine months ended December 31, 2018 , non-recurring pro forma adjustments directly attributable to the Polycom Acquisition included (i) the purchase accounting effect of deferred revenue assumed of $19.3 million , and (ii) the purchase accounting effect of amortization expense of purchase intangible assets of $46.4 million . The unaudited pro forma information presented below is for informational purposes only and is not necessarily indicative of the Company's consolidated results of operations of the combined business had the Acquisition actually occurred at the beginning of fiscal year 2019 or of the results of its future operations of the combined business. Pro Forma (unaudited) Nine Months Ended December 31, (in thousands) 2018 Total net revenues $ 1,465,841 Operating loss (125,395 ) Net loss $ (152,712 ) |
CASH, CASH EQUIVALENTS, AND INV
CASH, CASH EQUIVALENTS, AND INVESTMENTS | 9 Months Ended |
Dec. 31, 2019 | |
CASH, CASH EQUIVALENTS AND INVESTMENTS [Abstract] | |
CASH, CASH EQUIVALENTS, AND INVESTMENTS | CASH, CASH EQUIVALENTS, AND INVESTMENTS The following tables summarize the Company’s cash and trading securities’ amortized cost, gross unrealized gains, gross unrealized losses, and fair value by significant investment category recorded as cash and cash equivalents, short-term, or long-term investments as of December 31, 2019 and March 31, 2019 (in thousands): December 31, 2019 Amortized Gross Gross Fair Cash & Cash Equivalents Short-term investments (due in 1 year or less) Cash $ 156,821 $ — $ — $ 156,821 $ 156,821 $ — Level 1: Mutual Funds 14,643 745 (71 ) 15,317 — 15,317 Total cash, cash equivalents $ 171,464 $ 745 $ (71 ) $ 172,138 $ 156,821 $ 15,317 March 31, 2019 Amortized Gross Gross Fair Cash & Cash Equivalents Short-term investments (due in 1 year or less) Cash $ 202,509 $ — $ — $ 202,509 $ 202,509 $ — Level 1: Mutual Funds 13,420 197 (285 ) 13,332 — 13,332 Total cash, cash equivalents $ 215,929 $ 197 $ (285 ) $ 215,841 $ 202,509 $ 13,332 As of December 31, 2019 , and March 31, 2019 , all of the Company's investments are classified as trading securities and are reported at fair value, with unrealized gains and losses included in current period earnings. For more information regarding the Company's deferred compensation plan, see Note 5 , Deferred Compensation . The Company did not incur any material realized or unrealized gains or losses in the three and nine months ended December 31, 2019 , and 2018 . There were no transfers between fair value measurement levels during the three and nine months ended December 31, 2019 , and 2018 . All financial assets and liabilities are recognized or disclosed at fair value in the financial statements or the accompanying notes thereto. Fair value is estimated by applying the following hierarchy, which prioritizes the inputs used to measure fair value into three levels and bases the categorization within the hierarchy upon the lowest level of input that is available and significant to the fair value measurement: Level 1 The Company's Level 1 financial assets consist of Mutual Funds. The fair value of Level 1 financial instruments is measured based on the quoted market price of identical securities. Level 2 The Company's Level 2 financial assets and liabilities consist of derivative foreign currency contracts, interest rate swap and 5.50% Senior Notes. The fair value of Level 2 derivative foreign currency contracts and interest rate swap is determined using pricing models that use observable market inputs. For more information regarding the Company's derivative assets and liabilities, see Note 14 , Derivatives . The fair value of Level 2 long-term debt and term loan facility are determined based on inputs that were observable in the market, including the trading price of the notes when available. For more information regarding the Company's 5.50% Senior Notes and term loan facility, see Note 9 , Debt . Level 3 The Company's revolving credit facility falls under the Level 3 hierarchy. The fair value of Level 3 revolving credit facility is determined based on inputs that were unobservable in the market. For more information regarding the Company's debt, refer to Note 9 , Debt . |
DEFERRED COMPENSATION
DEFERRED COMPENSATION | 9 Months Ended |
Dec. 31, 2019 | |
Compensation Related Costs [Abstract] | |
DEFERRED COMPENSATION | DEFERRED COMPENSATION As of December 31, 2019 , the Company held investments in mutual funds totaling $15.3 million , all of which related to debt and equity securities that are held in rabbi trusts under non-qualified deferred compensation plans. The total related deferred compensation liability was $15.9 million at December 31, 2019 . As of March 31, 2019 , the Company held investments in mutual funds totaling $13.3 million . The total related deferred compensation liability at March 31, 2019 was $13.5 million . The securities are classified as trading securities and are recorded on the condensed consolidated balance sheets under "short-term investments". The liability is recorded on the condensed consolidated balance sheets under "other long-term liabilities" and "accrued liabilities". |
DETAILS OF CERTAIN BALANCE SHEE
DETAILS OF CERTAIN BALANCE SHEET ACCOUNTS | 9 Months Ended |
Dec. 31, 2019 | |
Balance Sheet Related Disclosures [Abstract] | |
DETAILS OF CERTAIN BALANCE SHEET ACCOUNTS | DETAILS OF CERTAIN BALANCE SHEET ACCOUNTS Accounts receivable, net: December 31, March 31, (in thousands) 2019 2019 Accounts receivable $ 345,516 $ 393,415 Provisions for promotions, rebates, and other (96,363 ) (50,789 ) Provisions for doubtful accounts and sales allowances (2,835 ) (4,956 ) Accounts receivable, net $ 246,318 $ 337,671 As a result of the Acquisition, the Company assumed a financing agreement with an unrelated third-party financing company (the "Financing Agreement") whereby the Company offers distributors and resellers direct or indirect financing on their purchases of Polycom's products and services. In return, the Company agrees to pay the financing company a fee based on a pre-defined percentage of the transaction amount financed. In certain instances, these financing arrangements result in a transfer of the Company's receivables, without recourse, to the financing company. If the transaction meets the applicable criteria under Topic 860 and is accounted for as a sale of financial assets, the related accounts receivable is excluded from the balance sheet upon receipt of the third-party financing company's payment remittance. In certain legal jurisdictions, the arrangements that involve maintenance services or products bundled with maintenance at one price do not qualify as sale of financial assets in accordance with the authoritative guidance. Accordingly, accounts receivable related to these arrangements are accounted for as a secured borrowing in accordance with Topic 860, and the Company records a liability for any cash received, while maintaining the associated accounts receivable balance until the distributor or reseller remits payment to the third-party financing company. During the quarter ended December 31, 2019 , total transactions entered pursuant to the terms of the Financing Agreement were approximately $36.0 million , of which $26.2 million was related to the transfer of the financial asset. The financing of these receivables accelerated the collection of cash and reduced the Company's credit exposure. Included in "Accounts receivables, net" in the Company's condensed consolidated balance sheet as of December 31, 2019 was approximately $24.3 million due from the financing company, of which $14.3 million was related to accounts receivable transferred. Total fees incurred pursuant to the Financing Agreement were immaterial for the quarter ended December 31, 2019 . These fees are recorded as a reduction to revenue on the Company's condensed consolidated statement of operations. Inventory, net: December 31, March 31, (in thousands) 2019 2019 Raw materials $ 112,635 $ 34,054 Work in process 610 274 Finished goods 101,793 142,818 Inventory, net $ 215,038 $ 177,146 Accrued Liabilities: December 31, March 31, (in thousands) 2019 2019 Short term deferred revenue $ 139,825 $ 133,200 Employee compensation and benefits 57,314 68,882 Operating lease liabilities, current 21,074 — Income tax payable 17,465 5,692 Provision for returns 18,336 24,632 Marketing incentives liabilities 10,059 25,369 Discounts reserve — 46,894 Accrued interest 7,711 10,425 Warranty obligation 12,982 15,736 VAT/Sales tax payable 6,818 11,804 Derivative liabilities 8,995 3,275 Accrued other 62,815 52,806 Accrued liabilities $ 363,394 $ 398,715 The Company's warranty obligation is included as a component of accrued liabilities on the condensed consolidated balance sheets. Changes in the warranty obligation during the nine months ended December 31, 2019 and 2018 were as follows: Nine Months Ended (in thousands) 2019 2018 Warranty obligation at beginning of period $ 17,984 $ 9,604 Polycom warranty obligation (1) — 9,095 Warranty provision related to products shipped 14,235 13,533 Deductions for warranty claims processed (16,015 ) (14,930 ) Adjustments related to preexisting warranties (590 ) (274 ) Warranty obligation at end of period (1) $ 15,614 $ 17,028 (1) Includes both short-term and long-term portion of warranty obligation; the prior table shows only the short-term portion included in accrued liabilities on the Company's condensed consolidated balance sheet. The long-term portion is included in other long-term liabilities. Operating Leases: Balance Sheet December 31, March 31, (in thousands) Classification 2019 2019 ASSETS Operating right-of-use assets (1) Other assets $ 42,109 $ — LIABILITIES Operating lease liabilities, current (2) Accrued liabilities $ 21,074 $ — Operating lease liabilities, long-term Other liabilities $ 36,194 $ — (1) During the three and nine months ended December 31, 2019 , the Company made $8.8 million and $19.2 million , respectively, in payments for operating leases included within cash provided by operating activities in its condensed consolidated statements of cash flows. (2) During the three and nine months ended December 31, 2019 , the Company recognized $4.7 million and $13.9 million , respectively, in operating lease expense, net of $1.4 million and $4.2 million , respectively, in sublease income within its condensed consolidated statement of operations. |
GOODWILL AND PURCHASED INTANGIB
GOODWILL AND PURCHASED INTANGIBLE ASSETS | 9 Months Ended |
Dec. 31, 2019 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
GOODWILL AND PURCHASED INTANGIBLE ASSETS | GOODWILL AND PURCHASED INTANGIBLE ASSETS The carrying value of goodwill and other intangibles, excluding fully amortized intangible assets as of December 31, 2019 , is set forth in the following table: As of December 31, 2019 March 31, 2019 (in thousands) Gross Carrying Amount Accumulated Amortization Gross Carrying Amount Accumulated Amortization Weighted Average Remaining Useful Life Amortizing Assets Existing technology $ 596,757 $ (177,829 ) $ 566,881 $ (86,301 ) 3.5 years Customer relationships 245,437 (72,440 ) 245,481 (36,245 ) 4.1 years Trade name/Trademarks 115,600 (19,267 ) 115,600 (9,633 ) 7.5 years Non-amortizing assets In-process R&D — — 29,892 — N/A Total intangible assets $ 957,794 $ (269,536 ) $ 957,854 $ (132,179 ) 4.2 years Goodwill $ 1,279,897 $ — $ 1,278,380 $ — N/A For the three and nine months ended December 31, 2019 , the Company recognized $46.1 million and $137.4 million , respectively in amortization expense. For the three and nine months ended December 31, 2018 , the Company recognized $42.8 million and $113.8 million , respectively, in amortization expense. As of December 31, 2019 , the Company placed in servic e $58.0 million o f in-process R&D which is being amortized on a straight-line basis. As of December 31, 2019 , expected amortization expense for other intangible assets for each of the next five years and thereafter is as follows: in thousands Amount 2020 (remaining three months) $ 46,296 2021 180,343 2022 166,060 2023 162,352 2024 80,940 Thereafter 52,267 $ 688,258 |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 9 Months Ended |
Dec. 31, 2019 | |
Commitments and Contingencies Disclosure [Abstract] | |
COMMITMENTS AND CONTINGENCIES | COMMITMENTS AND CONTINGENCIES Future Minimum Rental Payments Future minimum lease payments under non-cancelable operating leases as of December 31, 2019 were as follows: (in thousands) Operating Leases (1) 2020 (remaining three months) $ 6,153 2021 23,233 2022 19,961 2023 7,613 2024 2,724 Thereafter 1,102 Total lease payments $ 60,786 Less: Imputed interest (2) (3,518 ) Present value of lease liabilities $ 57,268 (1) The weighted average remaining lease term was 2.8 years as of December 31, 2019 . (2) The weighted average discount rate was 4.7% as of December 31, 2019 . Unconditional Purchase Obligations The Company purchases materials and services from a variety of suppliers and manufacturers. During the normal course of business and to manage manufacturing operations and general and administrative activities, the Company may enter into firm, non-cancelable, and unconditional purchase obligations for which amounts are not recorded on the consolidated balance sheets. As of December 31, 2019 , the Company had outstanding off-balance sheet third-party manufacturing, component purchase, and other general and administrative commitments of $308.5 million . Other Guarantees and Obligations In the ordinary course of business, the Company may provide indemnifications of varying scope and terms to customers, vendors, lessors, business partners, purchasers of assets or subsidiaries and other parties with respect to certain matters, including, but not limited to, losses arising out of the Company's breach of agreements or representations and warranties made by the Company, services to be provided by the Company, intellectual property infringement claims made by third parties or, with respect to the sale of assets of a subsidiary, matters related to the Company's conduct of business and tax matters prior to the sale. From time to time, the Company indemnifies customers against combinations of loss, expense, or liability arising from various triggering events relating to the sale and use of its products and services. In addition, the Company also provides indemnification to customers against claims related to undiscovered liabilities, additional product liability, or environmental obligations. The Company has also entered into indemnification agreements with its directors, officers and certain other personnel that will require the Company, among other things, to indemnify them against certain liabilities that may arise by reason of their status or service as directors or officers of the Company or certain of its affiliated entities. The Company maintains director and officer liability insurance, which may cover certain liabilities arising from its obligation to indemnify its directors, officers and certain other personnel in certain circumstances. It is not possible to determine the aggregate maximum potential loss under these agreements due to the limited history of prior claims and the unique facts and circumstances involved in each particular claim. Such indemnification obligations might not be subject to maximum loss clauses. Historically, the Company has not incurred material costs as a result of obligations under these agreements and it has not accrued any liabilities related to such indemnification obligations in the condensed consolidated financial statements. Claims and Litigation On October 12, 2012, GN Netcom, Inc. (“GN”) filed a complaint against the Company in the United States District Court for the District of Delaware (“Court”), alleging violations of Sections 1 and 2 of the Sherman Act, Section 3 of the Clayton Act, and tortious interference with business relations in connection with the Company’s distribution of corded and wireless headsets. The case was assigned to Judge Leonard P. Stark. GN sought injunctive relief, total damages in an unspecified amount, plus attorneys’ fees and costs, as well as unspecified legal and equitable relief. GN generally alleged that the Company’s alleged exclusive dealing arrangements with certain distributors stifled competition in the relevant market. In July 2016, the Court issued a sanctions order against Plantronics in the amount of approximately $4.9 million for allegations of spoliation of evidence. The case was tried to a jury in October 2017, resulting in a verdict in favor of the Company. GN filed a motion for new trial in November 2017, and that motion was denied by the Court in January 2018. The Company filed a motion for attorneys’ fees in November 2017, and that motion was denied by the Court in January 2018. The Company also filed a motion for certain recoverable costs, and the parties stipulated to an amount of approximately $0.2 million which GN paid the Company. On February 12, 2018, GN filed a notice of intent to appeal both the denial of the new trial motion and the Court’s July 2016 spoliation order. The appellate court heard argument on the matter on December 11, 2018 and its decision was rendered on July 10, 2019. The Court denied GN’s request for default judgment but granted a new trial to include certain excluded testimony of one witness. The retrial is set to begin on May 28, 2020. On September 13, 2018, Mr. Phil Shin filed on behalf of himself and others similarly situated, a purported Class Action Complaint in the United States District Court of the Northern District of California alleging violations of various federal and state consumer protection laws in addition to unfair competition and fraud claims in connection with the Company’s BackBeat FIT headphones. The Company disputes the allegations and filed a motion to dismiss the Complaint in November 2018. Plaintiff filed a First Amended Complaint on December 14, 2018. The matter has now been resolved and the settlement is pending court approval. On May 24, 2019, Plaintiff filed an unopposed Motion for Preliminary Approval of Class Action Settlement. On June 17, 2019, the Court denied preliminary approval on the basis that the scope of the release was overly broad. On August 12, 2019, the settlement has received preliminary approval from the court. An amended unopposed Motion for Preliminary Approval has been agreed on by Parties and was filed on July 31, 2019. The Court granted Preliminary Approval on August 13, 2019. The Final Fairness Hearing occurred on December 20, 2019. Final approval from the Court is was obtained on January 31, 2020. On January 23, 2018, FullView, Inc. filed a complaint in the United States District Court of the Northern District of California against Polycom, Inc. alleging infringement of two patents and thereafter filed a similar complaint in connection with the same patents in Canada. Polycom thereafter filed an inter partes reexamination of one of the patents, which was then appealed to Federal Circuit Court. Litigation in both matters in the United States and Canada, respectively, had been stayed pending the results of that appeal. Polycom also filed an inter partes review (“IPR”) of the second patent on January 31, 2019. FullView had also initiated arbitration proceedings under a terminated license agreement with Polycom alleging that Polycom had failed to pay certain royalties due under that agreement. An arbitration hearing occurred on December 10, 2018, and the arbitration panel awarded an immaterial amount to FullView. On April 29, 2019 the Federal Circuit rendered its opinion affirming the Patent Trial and Appeal Board (“PTAB”) opinion regarding the inter partes reexamination. On July 10, 2019, the PTAB denied institution of the IPR of the second patent. FullView filed its First Amended Complaint on November 27, 2019. The Company Answered and filed a Motion to Dismiss and Strike Plaintiff’s Fraudulent Concealment and Tolling Allegations on December 11, 2019. On June 21, 2018, directPacket Research Inc. filed a complaint alleging patent infringement by Polycom in the United States District Court for the Eastern District of Virginia, Norfolk Division. Polycom filed a motion to change venue which was denied in October 2018. Polycom filed a Motion to Transfer Venue Pursuant to a Valid and Enforceable Forum Selection Clause to change venue to the Northern District of California. On July 3, 2019 the Court granted the Motion to Transfer Venue to Northern District of California. Petitions for Inter Partes Review (“IPR”) of the asserted patents were filed by Polycom on June 24, 2019. The U.S. Patent Trial and Appeal Board granted institution of proceedings on all three patents on January 13, 2020. On January 16, 2020, the District Court stayed the case pending resolution of the IPRs. On November 15, 2019, Felice Bassuk, individually and on behalf of others similarly situated, filed a complaint against Plantronics, its CEO Joseph Burton, its CFO Charles Boynton and its former CFO Pamela Strayer alleging various securities law violations. The Company disputes the allegations. On January 31, 2020 the Court terminated three plaintiff movants' motion to be appointed as lead plaintiff and requested additional briefing from two movants for authority for appointing two separate movants as joint lead plaintiffs due February 11, 2020. On December 17, 2019, Cisco Systems, Inc. filed a First Amended Complaint for Trade Secret Misappropriation against Plantronics, Inc. and certain individuals. The Company disputes the allegations. On January 27, 2020, Plantronics, Thomas Puorro, and Wilson Chung filed individual Motions to Dismiss. On January 27, 2020, Jedd Williams filed a Motion to Compel Arbitration and Stay the case or, in the Alternative, to Dismiss. Plantronics joined in Mr. William's Motion to Compel Arbitration on January 28, 2020. On January 24, 2020, Castlemorton Wireless, LLC filed a Complaint alleging patent infringement by Plantronics and Polycom in the United States District Court for the Western District of Texas, Waco Division. The Company disputes the allegations. In addition to the specific matters discussed above, the Company is involved in various legal proceedings and investigations arising in the normal course of conducting business. Where applicable, in relation to the matters described above, the Company has accrued an amount that reflects the aggregate liability deemed probable and estimable, but this amount is not material to the Company's financial condition, results of operations, or cash flows. The Company is not able to estimate an amount or range of any reasonably possible loss, including in excess of any amount accrued, because of the preliminary nature of many of these proceedings, the difficulty in ascertaining the applicable facts relating to many of these proceedings, the variable treatment of claims made in many of these proceedings, and the difficulty of predicting the settlement value of many of these proceedings. However, based upon the Company's historical experience, the resolution of these proceedings is not expected to have a material effect on the Company's financial condition, results of operations or cash flows. The Company may incur substantial legal fees, which are expensed as incurred, in defending against these legal proceedings. |
DEBT
DEBT | 9 Months Ended |
Dec. 31, 2019 | |
Debt Disclosure [Abstract] | |
DEBT | DEBT The estimated fair value and carrying value of the Company's outstanding debt as of December 31, 2019 and March 31, 2019 were as follows: December 31, 2019 March 31, 2019 (in thousands) Fair Value Carrying Value Fair Value Carrying Value 5.50% Senior Notes $ 492,030 $ 495,046 $ 503,410 $ 493,959 Term loan facility $ 1,123,876 $ 1,125,308 $ 1,152,044 $ 1,146,842 As of December 31, 2019 , and March 31, 2019 , the net unamortized discount, premium and debt issuance costs on the Company's outstanding debt were $26.5 million and $31.0 million respectively. 5.50% Senior Notes In May 2015, the Company issued $500.0 million aggregate principal amount of 5.50% senior notes (the “5.50% Senior Notes”). The 5.50% Senior Notes mature on May 31, 2023, and bear interest at a rate of 5.50% per annum, payable semi-annually on May 15 and November 15, commencing on November 15, 2015. The Company received net proceeds of $488.4 million from the issuance of the 5.50% Senior Notes, net of issuance costs of $11.6 million which are being amortized to interest expense over the term of the 5.50% Senior Notes using the effective interest method. A portion of the proceeds was used to repay all then-outstanding amounts under the Company's revolving line of credit agreement with Wells Fargo Bank and the remaining proceeds were used primarily for share repurchases. The fair value of the 5.50% Senior Notes was determined based on inputs that were observable in the market, including the trading price of the 5.50% Senior Notes when available (Level 2). The Company may redeem all or a part of the 5.50% Senior Notes, upon not less than 30 or more than a 60 -day notice; however, the applicable redemption price will be determined as follows: Redemption Period Requiring Payment of: Redemption Up To 35% Using Cash Proceeds From An Equity Offering (3) : Make-Whole (1) Premium (2) Date Specified Price 5.50% Senior Notes Prior to May 15, 2018 On or after May 15, 2018 Prior to May 15, 2018 105.500% (1) If the Company redeems the notes prior to the applicable date, the redemption price is principal plus a make-whole premium equal to the present value of the remaining scheduled interest payments as described in the applicable indenture, together with accrued and unpaid interest. (2) If the Company redeems the notes on or after the applicable date, the price is principal plus a premium which declines over time as specified in the applicable indenture, together with accrued and unpaid interest. (3) If the Company redeems the notes prior to the applicable date with net cash proceeds of one or more equity offerings, the price is equal to the amount specified above, together with accrued and unpaid interest, subject to a maximum redemption of 35% of the aggregate principal amount of the respective note being redeemed. In addition, upon the occurrence of certain change of control triggering events, the Company may be required to repurchase the 5.50% Senior Notes, at a price equal to 101% of their principal amount, plus accrued and unpaid interest to the date of repurchase. The 5.50% Senior Notes contain restrictive covenants that, among other things, limit the Company's ability to create certain liens and enter into sale and leaseback transactions; create, assume, incur, or guarantee additional indebtedness of its subsidiaries without such subsidiary guaranteeing the 5.50% Senior Notes on an unsecured unsubordinated basis; and consolidate or merge with, or convey, transfer or lease all or substantially all of the assets of the Company and its subsidiaries to another person. Credit Facility Agreement In connection with the Acquisition of Polycom on July 2, 2018, the Company entered into a Credit Agreement with Wells Fargo Bank, National Association, as administrative agent, and the lenders party thereto (the “Credit Agreement”). The Credit Agreement replaced the Company’s prior revolving credit facility in its entirety. The Credit Agreement provides for (i) a revolving credit facility with an initial maximum aggregate amount of availability of $100 million that matures in July 2023 and (ii) a $ 1.275 billion term loan facility priced at LIBOR plus 250bps due in quarterly principal installments commencing on the last business day of March, June, September and December beginning with the first full fiscal quarter ending after the Closing Date for the aggregate principal amount funded on the Closing Date multiplied by 0.25% (subject to prepayments outlined in the Credit Agreement) and all remaining outstanding principal due at maturity in July 2025. The Company borrowed the full amount available under the term loan facility of $1.245 billion , net of approximately $30 million of discounts and issuance costs which are being amortized to interest expense over the term of the agreement using the straight-line method which approximates the effective interest method for this debt. The proceeds from the initial borrowing under the Credit Agreement were used to finance the Acquisition, to refinance certain debt of Polycom, and to pay related fees, commissions and transaction costs. The Company has additional borrowing capacity under the Credit Agreement through the revolving credit facility which could be used to provide ongoing working capital and capital for other general corporate purposes of the Company and its subsidiaries. The Company’s obligations under the Credit Agreement are currently guaranteed by Polycom and will from time to time be guaranteed by, subject to certain exceptions, any domestic subsidiaries that may become material in the future. Subject to certain exceptions, the Credit Agreement is secured by first-priority perfected liens and security interests in substantially all of the personal property of the Company and each subsidiary guarantor and will from time to time also be secured by certain material real property that the Company or any subsidiary guarantor may acquire. Borrowings under the Credit Agreement bear interest due on a quarterly basis at a variable rate equal to (i) LIBOR plus a specified margin, or (ii) the base rate (which is the highest of (a) the prime rate publicly announced from time to time by Wells Fargo Bank, National Association, (b) the federal funds rate plus 0.50% or (c) the sum of 1% plus one-month LIBOR) plus a specified margin. The Company must also pay (i) an unused commitment fee ranging from 0.200% to 0.300% per annum of the average daily unused portion of the aggregate revolving credit commitments under the Credit Agreement, and (ii) a per annum fee equal to (a) for each performance standby letter of credit outstanding under the Credit Agreement with respect to non-financial contractual obligations, 50% of the applicable margin over LIBOR under the revolving credit facility in effect from time to time multiplied by the daily amount available to be drawn under such letter of credit, and (b) for each other letter of credit outstanding under the Credit Agreement, the applicable margin over LIBOR under the revolving credit facility in effect from time to time multiplied by the daily amount available to be drawn for such letter of credit. The Credit Agreement contains various restrictions and covenants, including requirements that the Company maintain certain financial ratios at prescribed levels and restrictions on the ability of the Company and certain of its subsidiaries to consolidate or merge, create liens, incur additional indebtedness, dispose of assets, consummate acquisitions, make investments and pay dividends and other distributions. The Credit Agreement includes the following financial covenants applicable to the revolving credit facility only: (i) a maximum secured net leverage ratio (defined as, with certain adjustments and exclusions, the ratio of the Company’s consolidated secured indebtedness as of the end of the relevant fiscal quarter to consolidated net income before interest, taxes, depreciation, amortization, non-cash charges and certain other items (“EBITDA”) for the period of four fiscal quarters then ended) of 3.50 to 1.00 as of the last day of any fiscal quarter ending during the period from December 29, 2018 through June 29, 2019; 3.25 to 1.00 as of the last day of any fiscal quarter ending during the period from June 30, 2019 through March 28, 2020; 3.00 to 1.00 as of the last day of any fiscal quarter ending during the period from March 29, 2020 through April 3, 2021; and 2.75 to 1.00 as of the last day of any fiscal quarter ending on or after April 4, 2021; and (ii) a minimum interest coverage ratio (defined as, with certain adjustments, the ratio of the Company’s EBITDA to the Company’s consolidated interest expense to the extent paid or payable in cash) of 2.75 to 1.00 as of the last day of any fiscal quarter ending on or after December 29, 2018.The Credit Agreement also contains customary events of default. If an event of default under the Credit Agreement occurs and is continuing, then the lenders may declare any outstanding obligations under the Credit Agreement to be immediately due and payable; provided, however, that the occurrence of an event of default as a result of a breach of a financial covenant under the Credit Agreement does not constitute a default or event of default with respect to any term facility under the Credit Agreement unless and until the required revolving lenders shall have terminated their revolving commitments and declared all amounts outstanding under the revolving credit facility to be due and payable. In addition, if the Company, any subsidiary guarantor or, with certain exceptions, any other subsidiary becomes the subject of voluntary or involuntary proceedings under any bankruptcy, insolvency or similar law, then any outstanding obligations under the Credit Agreement will automatically become immediately due and payable. Loans outstanding under the Credit Agreement will bear interest at a rate of 2.00% per annum in excess of the otherwise applicable rate (i) while a payment or bankruptcy event of default exists or (ii) upon the lenders’ request, during the continuance of any other event of default. As of December 31, 2019, the Company was in compliance with its covenants. The Company may prepay the loans and terminate the commitments under the Credit Facility Agreement at any time but will incur a 1% prepayment penalty if it refinances within 6 months of entering into this Credit Agreement. During the three months ended December 31, 2019 , the Company did not prepay any aggregate principal amount of the term loan facility and did not incur any prepayment penalties. As of December 31, 2019 , the Company has five outstanding letters of credit on the revolving credit facility for a total of $1.0 million . The fair value of the term loan facility was determined based on inputs that were observable in the market (Level 2). |
RESTRUCTURING AND OTHER RELATED
RESTRUCTURING AND OTHER RELATED CHARGES (CREDITS) | 9 Months Ended |
Dec. 31, 2019 | |
Restructuring and Related Activities [Abstract] | |
RESTRUCTURING AND OTHER RELATED CHARGES (CREDITS) | RESTRUCTURING AND OTHER RELATED CHARGES Summary of Restructuring Plans Fiscal Year 2020 restructuring plans During the nine months ended December 31, 2019, the Company committed to additional actions to rationalize post-Acquisition operations and costs. The costs incurred to date under these plans comprised of severance benefits and asset impairments associated with legal entity rationalization and consumer product portfolio optimization efforts. Fiscal Year 2019 restructuring plans During the Fiscal Year 2019, the Company initiated post-Acquisition restructuring plans to realign the Company's cost structure, including streamlining the global workforce, consolidation of certain distribution centers in North America, and reduction of redundant legal entities, in order to take advantage of operational efficiencies following the Acquisition. The costs incurred to date under these plans have primarily comprised of severance benefits from reduction in force actions, facilities related actions initiated by management, and legal entity rationalization. The following table summarizes the restructuring and other related charges recognized in the Company's condensed consolidated statements of operations: Three Months Ended December 31, Nine Months Ended (in thousands) 2019 2018 2019 2018 Severance $ 11,708 $ 7,185 $ 25,480 $ 15,726 Facility 2,147 1,892 2,147 1,932 Other (1) 932 3,053 7,798 3,053 Non-cash asset impairment 6,937 — 11,671 — Total restructuring and other related charges $ 21,724 $ 12,130 $ 47,096 $ 20,711 (1) Other costs primarily represent associated legal and advisory services. The Company's restructuring liabilities as of December 31, 2019 is as follows (amounts in thousands): As of March 31, 2019 Adoption of ASC 842 (1) Accruals Cash Payments Adjustments As of December 31, 2019 FY 2019 Plans Severance $ 5,889 $ — $ — $ (5,720 ) $ 154 $ 323 Facility 7,376 (7,376 ) — — — — Other 10 — — — 107 117 Total FY2019 Plans $ 13,275 $ (7,376 ) $ — $ (5,720 ) $ 261 $ 440 FY 2020 Plans Severance $ — $ — $ 26,250 $ (16,566 ) $ (924 ) $ 8,760 Facility — — 2,147 (77 ) — 2,070 Other — — 7,450 (7,521 ) 242 171 Total FY2020 Plans $ — $ — $ 35,847 $ (24,164 ) $ (682 ) $ 11,001 Severance $ 5,889 $ — $ 26,250 $ (22,286 ) $ (770 ) $ 9,083 Facility 7,376 (7,376 ) 2,147 (77 ) — 2,070 Other 10 — 7,450 (7,521 ) 349 288 Grand Total $ 13,275 $ (7,376 ) $ 35,847 $ (29,884 ) $ (421 ) $ 11,441 (1) Includes adjustments to facilities-related liabilities upon adoption of ASC 842. |
COMPENSATION
COMPENSATION | 9 Months Ended |
Dec. 31, 2019 | |
Share-based Payment Arrangement [Abstract] | |
COMPENSATION | COMPENSATION Stock-based Compensation The Company recognizes the grant-date fair value of stock-based compensation as compensation expense using the straight-line attribution approach over the service period for which the stock-based compensation is expected to vest. The following table summarizes the amount of stock-based compensation included in the condensed consolidated statements of operations: Three Months Ended December 31, Nine Months Ended (in thousands) 2019 2018 2019 2018 Cost of revenues $ 1,019 $ 1,067 $ 2,994 $ 3,103 Research, development, and engineering 4,584 2,887 12,516 7,877 Selling, general, and administrative 8,299 7,765 25,989 19,729 Stock-based compensation included in operating expenses 12,883 10,652 38,505 27,606 Total stock-based compensation 13,902 11,719 41,499 30,709 Income tax benefit (2,798 ) (1,624 ) (5,941 ) (7,605 ) Total stock-based compensation, net of tax $ 11,104 $ 10,095 $ 35,558 $ 23,104 Long Term Incentive Plan Prior to the Acquisition of Polycom, certain Polycom employees were granted incentive rights under the Polycom, Inc. 2016 Long-Term Incentive Plan (“2016 LTIP”). As of the date of Acquisition, Plantronics assumed the role of payer to participants of the 2016 LTIP through its payroll but is indemnified by Triangle for obligations under the 2016 LTIP. The Acquisition accelerated vesting under the 2016 LTIP at 75% of awards held by participants in service as of that date and triggered an initial amount due to such participants. The cash purchase price of the Acquisition was reduced by this initial obligation. The remaining 25% of awards vested upon the one-year anniversary of the Acquisition and was paid in the second quarter of Fiscal Year 2020. Future distributions to its parents of cash made available to Triangle from the release of escrow amounts or the sale of shares issued in the transaction would trigger further compensation due to incentive rights holders under the plan. The Company is indemnified for any obligations in excess of the reduction to purchase price. Any future payments above the initial obligation under the 2016 LTIP require Triangle to fund the Company in order to pay participants for any amount in excess of the purchase price reduction. |
COMMON STOCK REPURCHASES
COMMON STOCK REPURCHASES | 9 Months Ended |
Dec. 31, 2019 | |
Equity [Abstract] | |
COMMON STOCK REPURCHASES | COMMON STOCK REPURCHASES From time to time, the Company's Board of Directors (the "Board") has authorized programs under which the Company may repurchase shares of its common stock, depending on market conditions, in the open market or through privately negotiated transactions. Repurchased shares are held as treasury stock until they are retired or re-issued. On November 28, 2018 , the Board approved a 1 million share repurchase program expanding its capacity to repurchase shares to approximately 1.7 million shares. As of December 31, 2019 , there remained 1,369,014 shares authorized for repurchase under the existing stock repurchase. Repurchases by the Company pursuant to Board-authorized programs are shown in the following table: Nine Months Ended (in thousands, except $ per share data) 2019 2018 Shares of common stock repurchased in the open market — 127,970 Value of common stock repurchased in the open market $ — $ 4,780 Average price per share $ — $ 37.35 Value of shares withheld in satisfaction of employee tax obligations $ 9,669 $ 13,863 The amounts withheld were equivalent to the employees' minimum statutory tax withholding requirements and are reflected as a financing activity within the Company's condensed consolidated statements of cash flows. These share withholdings have the same effect as share repurchases by the Company as they reduce the number of shares that would have otherwise been issued in connection with the vesting of shares subject to the restricted stock grants. |
ACCUMULATED OTHER COMPREHENSIVE
ACCUMULATED OTHER COMPREHENSIVE INCOME | 9 Months Ended |
Dec. 31, 2019 | |
Equity [Abstract] | |
ACCUMULATED OTHER COMPREHENSIVE INCOME | ACCUMULATED OTHER COMPREHENSIVE LOSS The components of accumulated other comprehensive income ("AOCI"), net of immaterial tax effects, are as follows: (in thousands) December 31, 2019 March 31, 2019 Accumulated unrealized loss on cash flow hedges (1) $ (10,040 ) $ (5,310 ) Accumulated foreign currency translation adjustments 4,615 4,835 Accumulated other comprehensive loss $ (5,425 ) $ (475 ) (1) Refer to Note 14 , Derivatives , which discloses the nature of the Company's derivative assets and liabilities as of December 31, 2019 and March 31, 2019 . |
FOREIGN CURRENCY DERIVATIVES
FOREIGN CURRENCY DERIVATIVES | 9 Months Ended |
Dec. 31, 2019 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
FOREIGN CURRENCY DERIVATIVES | DERIVATIVES Foreign Currency Derivatives The Company's foreign currency derivatives consist primarily of foreign currency forward exchange contracts and option contracts. The Company does not purchase derivative financial instruments for speculative trading purposes. The derivatives expose the Company to credit risk to the extent the counterparties may be unable to meet the terms of the derivative instrument. The Company's maximum exposure to loss that it would incur due to credit risk if parties to derivative contracts failed completely to perform according to the terms of the contracts was equal to the carrying value of the Company's derivative assets as of December 31, 2019 . The Company seeks to mitigate such risk by limiting its counterparties to large financial institutions. In addition, the Company monitors the potential risk of loss with any one counterparty resulting from this type of credit risk on an ongoing basis. The Company enters into master netting arrangements with counterparties when possible to mitigate credit risk in derivative transactions. A master netting arrangement may allow each counterparty to net settle amounts owed between the Company and the counterparty as a result of multiple, separate derivative transactions. As of December 31, 2019 , the Company had International Swaps and Derivatives Association ("ISDA") agreements with four applicable banks and financial institutions which contained netting provisions. Plantronics has elected to present the fair value of derivative assets and liabilities on the Company's condensed consolidated balance sheet on a gross basis even when derivative transactions are subject to master netting arrangements and may otherwise qualify for net presentation. For each counterparty, if netted, the Company would offset the asset and liability balances of all derivatives at the end of the reporting period. Derivatives not subject to master netting agreements are not eligible for net presentation. As of December 31, 2019 , and March 31, 2019 , no cash collateral had been received or pledged related to these derivative instruments. The gross fair value of the Company's outstanding derivative contracts at the end of each period was as follows: (in thousands) December 31, 2019 March 31, 2019 Derivative Assets (1) Non-designated hedges $ 63 $ 327 Cash flow hedges 537 2,856 Total derivative assets $ 600 $ 3,183 Derivative Liabilities (2) Non-designated hedges $ 1,187 $ 39 Cash flow hedges 1,645 843 Interest rate swap 12,855 8,594 Accrued interest 584 7 Total derivative liabilities $ 16,271 $ 9,483 (1) Short-term derivative assets are recorded in "other current assets" and long-term derivative assets are recorded in "deferred tax and other assets". As of December 31, 2019 , the portion of derivative assets classified as long-term was immaterial. (2) Short-term derivative liabilities are recorded in "accrued liabilities" and long-term derivative liabilities are recorded in "other long-term liabilities". As of December 31, 2019 , the portion of derivative liabilities classified as long-term was immaterial. Non-Designated Hedges As of December 31, 2019 , the Company had foreign currency forward contracts denominated in Euros ("EUR"), British Pound Sterling ("GBP"), and Australian Dollars ("AUD"). The Company does not elect to obtain hedge accounting for these forward contracts. These forward contracts hedge against a portion of the Company’s foreign currency-denominated cash balances, receivables, and payables. The following table summarizes the notional value of the Company’s outstanding foreign exchange currency contracts and approximate U.S. Dollar ("USD") equivalent at December 31, 2019 : (in thousands) Local Currency USD Equivalent Position Maturity EUR € 54,600 $ 61,123 Sell EUR 1 month GBP £ 22,700 $ 29,752 Sell GBP 1 month AUD A$ 4,400 $ 3,073 Sell AUD 1 month Effect of Non-Designated Derivative Contracts on the Condensed Consolidated Statements of Operations The effect of non-designated derivative contracts recognized in other non-operating income and (expense), net in the condensed consolidated statements of operations was as follows: Three Months Ended December 31, Nine Months Ended (in thousands) 2019 2018 2019 2018 Gain (loss) on foreign exchange contracts $ (2,508 ) $ 1,784 $ 813 $ 6,826 Cash Flow Hedges Costless Collars The Company hedges a portion of the forecasted EUR and GBP denominated revenues with costless collars. On a monthly basis, the Company enters into option contracts with a six to eleven -month term. Collar contracts are scheduled to mature at the beginning of each fiscal quarter, at which time the instruments convert to forward contracts. The Company also enters into cash flow forwards with a three -month term. Once the hedged revenues are recognized, the forward contracts become non-designated hedges to protect the resulting foreign monetary asset position for the Company. The notional value of the Company's outstanding EUR and GBP option and forward contracts at the end of each period was as follows: (in millions) December 31, 2019 March 31, 2019 EUR GBP EUR GBP Option contracts €120.5 £40.6 €76.8 £25.8 Forward contracts €33.7 £13.5 €55.4 £18.0 The Company will reclassify all amounts accumulated in other comprehensive income into earnings within the next twelve months. Cross-currency Swaps The Company hedges a portion of the forecasted Mexican Peso (“MXN”) denominated expenditures with a cross-currency swap. As of December 31, 2019 , and March 31, 2019 , the Company had foreign currency swap contracts of approximately MXN 10.6 million and MXN 149.7 million , respectively. The following table summarizes the notional value of the Company's outstanding MXN currency swaps and approximate USD Equivalent at December 31, 2019 : Local Currency USD Equivalent Position Maturity (in thousands) (in thousands) MX$ $ 10,580 $ 533 Buy MXN Monthly over 1 month Interest Rate Swap On July 30, 2018, the Company entered into a 4 -year amortizing interest rate swap agreement with Bank of America, NA. The swap has an initial notional amount of $831 million and matures on July 31, 2022. The swap involves the receipt of floating-rate interest payments for fixed interest rate payments at a rate of 2.78% over the life of the agreement. The Company has designated this interest rate swap as a cash flow hedge. The purpose of this swap is to hedge against changes in cash flows (interest payments) attributable to fluctuations in the Company's variable rate debt. The derivative is valued based on prevailing LIBOR rate curves on the date of measurement. The Company also evaluates counterparty credit risk when it calculates the fair value of the swap. The effective portion of changes in the fair value of the derivative is recorded to other comprehensive income (loss) on the accompanying balance sheets and reclassified into interest expense over the life of the underlying debt as interest on the Company's floating rate debt is accrued. The Company reviews the effectiveness of this instrument on a quarterly basis, recognize current period hedge ineffectiveness immediately in earnings and will discontinue hedge accounting if the Company no longer considers hedging to be highly effective. This hedge was fully effective at inception on July 30, 2018 and as of the nine months ended December 31, 2019 . During the nine months ended December 31, 2019 , the Company reclassified into interest expense $3.2 million of the $12.9 million unrealized loss on its interest rate swap derivative designated as a cash flow hedge. Effect of Designated Derivative Contracts on AOCI and Condensed Consolidated Statements of Operations The following table presents the pre-tax effects of derivative instruments designated as cash flow hedges on accumulated other comprehensive income and the condensed consolidated statements of operations for the three and nine months ended December 31, 2019 and 2018 : Three Months Ended December 31, Nine Months Ended (in thousands) 2019 2018 2019 2018 Gain (loss) included in AOCI as of beginning of period $ (13,311 ) $ 2,825 $ (7,480 ) $ (1,693 ) Amount of gain (loss) recognized in other comprehensive income (“OCI”) (effective portion) (1,420 ) (5,622 ) (5,755 ) (853 ) Amount of (gain) loss reclassified from OCI into net revenues (effective portion) (225 ) (1,488 ) (3,152 ) (2,637 ) Amount of (gain) loss reclassified from OCI into cost of revenues (effective portion) (46 ) 6 (212 ) (73 ) Amount of (gain) loss reclassified from OCI into interest expense (effective portion) 1,565 1,029 3,162 2,006 Total amount of (gain) loss reclassified from AOCI to income (loss) (effective portion) 1,294 (453 ) (202 ) (704 ) Gain (loss) included in AOCI as of end of period $ (13,437 ) $ (3,250 ) $ (13,437 ) $ (3,250 ) For the period presented prior to the first quarter of fiscal year 2020, the ineffective and excluded portion of the realized and unrealized gain or loss was included in other non-operating income (expense). As a result of adopting ASU 2017-12, beginning in the first quarter of fiscal year 2020, the excluded portion of such amounts is included in the same line item in which the underlying transactions affect earnings and the ineffective portion of the realized and unrealized gains or losses on derivatives is included as a component of accumulated other comprehensive income. During the three and nine months ended December 31, 2019 , the Company did not have an ineffective portion of its cash flow hedges. During the three and nine months ended December 31, 2018 , the Company recognized an immaterial loss on the ineffective portion of its cash flow hedges. |
INCOME TAXES
INCOME TAXES | 9 Months Ended |
Dec. 31, 2019 | |
Income Tax Disclosure [Abstract] | |
INCOME TAXES | INCOME TAXES The Company and its subsidiaries are subject to taxation in the U.S. and in various foreign and state jurisdictions. The Company's tax benefit is determined using an estimate of its annual effective tax rate and adjusted for discrete items that are taken into account in the relevant period. The effective tax rates for the three months ended December 31, 2019 and 2018 were (20.1)% and (15.9)% , respectively. The effective tax rates for the nine months ended December 31, 2019 and 2018 were (17.4)% and (20.1)% , respectively. For the nine months ended December 31, 2019 , the Company recognized a discrete $11.6 million net tax benefit related to an intra-entity transfer of an intangible asset that will have a deferred future benefit, which increased our nine month effective tax rate by 6.4% . On June 7, 2019, a Ninth Circuit panel reversed the United States Tax Court’s holding in Altera Corp. v. Commissioner and upheld the portion of the Treasury regulations issued under IRC Section 482 requiring related-party participants in a cost sharing arrangement to share stock-based compensation costs. As a result, the Company recorded a $8.6 million discrete tax charge resulting from the cost sharing of prior stock-based compensation, partially offset by a reduction to the 2017 Tax Cuts and Jobs Act toll charge accrued in prior periods, which reduced our nine month effective tax rate by 4.8% . As of December 31, 2019, the Company had approximately $29.5 million in net deferred tax assets ("DTAs"). A significant portion of the Company's DTAs relate to interest expense in the US that is subject to a limitation on deductibility based on income. At this time, based on evidence currently available, the Company considers it more likely than not that it will have sufficient taxable income in the future that will allow the Company to realize the DTAs; however, failure to generate sufficient taxable income could result in some or all DTAs not being utilized in the future. If the Company is unable to generate sufficient future taxable income, a substantial valuation allowance to reduce the Company's DTAs may be required. The Company's provision for income taxes also included excess tax benefits associated with employee equity plans of $0.1 million and $0.3 million , which reduced our effective tax rate by 0.1 percentage points and 0.7 percentage points, for the three months ended December 31, 2019 , and 2018 , respectively. The Company's provision for income taxes also included excess tax benefits associated with employee equity plans of ( $2.8 million ) and $3.3 million , which reduced the Company's effective tax rate by 1.6 percentage points and increased it by 2.3 percentage points, for the nine months ended December 31, 2019, and 2018, respectively. The Company is subject to the examination of its income tax returns by the Internal Revenue Service and other tax authorities. Significant judgment is required in evaluating our uncertain tax positions and determining the Company's provision for income taxes. During the quarter the Company concluded its Fiscal Year 2016 federal income tax examination by the Internal Revenue Service, the impact was immaterial. As of December 31, 2019 , the Company had a total gross unrecognized tax benefits of $36.3 million compared with $25.5 million as of December 31, 2018 . The increase is predominantly due to a $9.2 million |
COMPUTATION OF EARNINGS (LOSS)
COMPUTATION OF EARNINGS (LOSS) PER COMMON SHARE | 9 Months Ended |
Dec. 31, 2019 | |
Earnings Per Share [Abstract] | |
COMPUTATION OF EARNINGS (LOSS) PER COMMON SHARE | COMPUTATION OF EARNINGS (LOSS) PER COMMON SHARE Basic earnings (loss) per share is calculated by dividing net income (loss) associated with common shareholders by the weighted-average number of common shares outstanding during the period. Diluted earnings (loss) per share assumes the issuance of additional shares of common stock by the Company upon exercise of all outstanding stock options and vesting of restricted stock, if the effect is dilutive, in accordance with the treasury stock method or two-class method (whichever is more dilutive). The following table sets forth the computation of basic loss per common share for the three and nine months ended December 31, 2019 , and 2018 : Three Months Ended December 31, Nine Months Ended (in thousands, except per share data) 2019 2018 2019 2018 Basic loss per common share: Numerator: Net loss $ (78,483 ) $ (41,734 ) $ (149,264 ) $ (113,971 ) Denominator: Weighted average common shares, basic 39,784 39,314 39,535 37,063 Dilutive effect of employee equity incentive plans — — — — Weighted average common shares-diluted 39,784 39,314 39,535 37,063 Basic loss per common share $ (1.97 ) $ (1.06 ) $ (3.78 ) $ (3.08 ) Diluted loss per common share $ (1.97 ) $ (1.06 ) $ (3.78 ) $ (3.08 ) Potentially dilutive securities excluded from diluted loss per common share because their effect is anti-dilutive 1,470 952 834 456 |
REVENUE AND MAJOR CUSTOMERS
REVENUE AND MAJOR CUSTOMERS | 9 Months Ended |
Dec. 31, 2019 | |
REVENUE AND MAJOR CUSTOMERS [Abstract] | |
REVENUE AND MAJOR CUSTOMERS | REVENUE AND MAJOR CUSTOMERS The Company designs, manufactures, markets, and sells headsets for business and consumer applications. After the Acquisition, it also markets and sells voice, video, and content sharing UC&C solutions. With respect to headsets, the Company makes products for use in offices and contact centers, with mobile devices, cordless phones, and with computers and gaming consoles. Major headset product categories include Enterprise Headsets, which includes corded and cordless communication headsets, audio processors, and telephone systems; and Consumer Headsets, which includes Bluetooth and corded products for mobile device applications, personal computer, and gaming headsets. The Voice, Video, and Content Sharing Solutions include products like group series video and immersive telepresence systems, desktop voice and video devices, and universal collaboration servers. Product revenue is largely comprised of sales of hardware devices, peripherals, and platform software licenses used in communication and collaboration in offices and contact centers, with mobile devices, cordless phones, and with computers and gaming consoles. Services revenue primarily includes support on hardware devices, professional, hosted and managed services, and solutions to the Company's customers. The following table disaggregates revenues by major product category for the three and nine months ended December 31, 2019 and 2018 : Three Months Ended December 31, Nine Months Ended (in thousands) 2019 2018 2019 2018 Net revenues from unaffiliated customers: Enterprise Headsets $ 126,155 $ 173,479 $ 464,172 $ 511,099 Consumer Headsets 41,125 69,665 128,050 181,385 Voice* 79,494 116,700 281,794 238,009 Video* 69,859 85,597 220,499 171,519 Services* 67,838 56,228 199,432 104,035 Total net revenues $ 384,471 $ 501,669 $ 1,293,947 $ 1,206,047 * Categories were introduced with the acquisition of Polycom on July 2, 2018, and amounts are presented net of purchase accounting adjustments. Refer to Note 3 , Acquisition , of the Condensed Consolidated Financial Statements for additional information regarding this acquisition. For reporting purposes, revenue is attributed to each geographic region based on the location of the customer. Other than the U.S., no country accounted for 10% or more of the Company's net revenues for the three and nine months ended December 31, 2019 and 2018 . The following table presents net revenues by geography: Three Months Ended December 31, Nine Months Ended (in thousands) 2019 2018 2019 2018 Net revenues from unaffiliated customers: U.S. $ 175,856 $ 223,111 $ 613,810 $ 570,726 Europe and Africa 105,931 146,388 351,883 338,935 Asia Pacific 73,630 90,162 235,931 204,504 Americas, excluding U.S. 29,054 42,008 92,323 91,882 Total international net revenues 208,615 278,558 680,137 635,321 Total net revenues $ 384,471 $ 501,669 $ 1,293,947 $ 1,206,047 Two customers, ScanSource and Ingram Micro Group , accounted for 19.2% and 12.7% , respectively, of net revenues for the three months ended December 31, 2019 . ScanSource and Ingram Micro Group accounted for 19.5% and 15.7% , respectively, of net revenue for the nine months ended December 31, 2019 . Two customers, ScanSource and Ingram Micro Group, accounted for 16.4% and 11.5% of net revenues for the three months ended December 31, 2018 , respectively. Two customers, ScanSource and Ingram Micro Group, accounted for 15.0% and 10.9% of net revenues for the nine months ended December 31, 2018 , respectively. Three customers, ScanSource , Ingram Micro Group , and Synnex Group accounted for 24.8% , 14.7% , and 12.3% , respectively, of total net accounts receivable at December 31, 2019 . Three customers, Ingram Micro Group , ScanSource , and D&H Distributors , accounted for 21.3% , 19.2% , and 10.9% , respectively, of total net accounts receivable at March 31, 2019 . Revenue is recognized when obligations under the terms of a contract with the Company's customer are satisfied; generally, this occurs with the transfer of control of its products or services. Revenue is measured as the amount of consideration the Company expects to receive in exchange for transferring goods or providing services. The majority of the Company's business relates to physical product shipments, for which revenue is generally recognized once title and risk of loss of the product are transferred to the customer. The Company believes that transfer of title and risk of loss best represent the moment at which the customer’s ability to direct the use of and obtain substantially all the benefits of an asset have been achieved. The Company has elected to account for shipping and handling as fulfillment cost and recognize the related costs when control over products have transferred to the customer as an expense in Cost of Revenues. The Company's service revenue is recognized either over-time or at a point-in-time depending on the nature of the offering. Revenues associated with non-cancelable maintenance and support contracts comprise approximately 90% of the Company's overall service revenue and are recognized ratably over the contract term which typically ranges between one and three years. The Company believes this recognition period faithfully depicts the pattern of transfer of control for maintenance and support as the services are a series of distinct services available and delivered daily over the term. For certain products, support is provided free of charge without the purchase of a separate maintenance contract. If the support is determined to rise to the level of a performance obligation, the Company allocates a portion of the transaction price to the implied support obligation and recognizes service revenue over the estimated implied support period which can range between one month to several years, depending on the circumstances. Revenues associated with Professional Services are recognized when the Company has objectively determined that the obligation has been satisfied, which is usually upon customer acceptance. The Company's contracts with customers often include promises to transfer multiple products and services to a customer. Determining whether products and services are considered distinct performance obligations that should be accounted for separately versus together may require significant judgment. The Company allocates the transaction price of a contract, to each identified performance obligation based on stand-alone selling price (“SSP”). The Company determines if variable consideration is associated with one or many, but not all of the performance obligations and allocates accordingly. Judgment is also required to determine the SSP for each distinct performance obligation. The Company derives SSP for its performance obligations through a stratification methodology and considers a few characteristics including consideration related to different service types, customer and geography characteristics. In instances where SSP is not directly observable, such as when the Company does not sell the product or service separately, the Company determines the SSP using information that may include market conditions and other observable inputs. On occasion, the Company will fulfill only part of a purchase order due to lack of current availability for one or more items requested on an order. Its practice is to ship what is on hand, with the remaining goods shipped once the product is in stock which is generally less than one year from the date of the order. Depending on the terms of the contract or operationally, undelivered or backordered items may be canceled by either party at their discretion. As of December 31, 2019 , the Company's deferred revenue balance was $202.7 million . As of March 31, 2019 , the Company's deferred revenue balance was $193.9 million . During the three months ended December 31, 2019 , the Company recognized $50.7 million in revenues that were reflected in deferred revenue at the beginning of the period. The table below represents aggregate amount of the transaction price allocated to the performance obligations that are unsatisfied (or partially unsatisfied) as of December 31, 2019 : December 31, 2019 (in millions) Current Noncurrent Total Performance obligations $ 145.9 $ 62.8 $ 208.7 Upon establishment of creditworthiness, the Company may extend credit terms to its customers which typically ranges between 30 and 90 days from the date of invoice depending on geographic region and type of customer. The Company typically bills upon product hardware shipment, at time of software activation or upon completion of services. Revenue may be recognized in advance of billings. The balance of contract assets as of December 31, 2019 was $2.6 million . None of the Company's contracts are deemed to have significant financing components. Sales, value add, and other taxes collected concurrent with revenue producing activities are excluded from revenue. Commercial distributors and retailers represent the Company's largest sources of net revenues. Sales through its distribution and retail channels are made primarily under agreements allowing for rights of return and include various sales incentive programs, such as back end rebates, discounts, marketing development funds, price protection, and other sales incentives. The Company has an established sales history for these arrangements and the Company records the estimated reserves at the inception of the contract as a reflection of the reduced transaction price. Customer sales returns are estimated based on historical data, relevant current data, and the monitoring of inventory build-up in the distribution channel. Revenue reserves represent a reasonable estimation made by management and are subject to significant judgment. Estimated reserves may differ from actual returns or incentives provided, due to unforeseen customer return or claim patterns or changes in circumstances. For certain customer contracts which have historically demonstrated variability, the Company has considered the likelihood of being under-reserved and has considered a constraint accordingly. Provisions for Sales Returns are presented within accrued liabilities in the Company's condensed consolidated balance sheets. Provisions for promotions, rebates, and other sales incentives are presented as a reduction of accounts receivable unless there is no identifiable right offset, in which case they are presented within accrued liabilities on its condensed consolidated balance sheets. See Note 6 , Details of Certain Balance Sheet Accounts above for additional details. For certain arrangements, the Company pays commissions, bonuses and taxes associated with obtaining the contracts. The Company capitalizes such costs if they are deemed to be incremental and recoverable. The Company has elected to use the practical expedient to record the incremental costs of obtaining a contract as an expense when incurred if the amortization period of the asset that the entity otherwise would have recognized is one year or less. Determining the amortization period of costs related to obtaining a contract involves judgment. Capitalized commissions and related expenses, on hardware sales and services recognized at a point in time generally have an amortization period of less than one year. Maintenance-related performance obligations generally have an amortization period greater than one year when considering renewals. Capitalized commissions are amortized to Sales and Marketing Expense on a straight-line basis. The capitalized amount of incremental and recoverable costs of obtaining contracts with an amortization period of greater than one year are $6.8 million as of December 31, 2019 . Amortization of capitalized contract costs for the three and nine months ended December 31, 2019 |
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS | 9 Months Ended |
Dec. 31, 2019 | |
Subsequent Events [Abstract] | |
SUBSEQUENT EVENTS | SUBSEQUENT EVENTS Dividends On February 4, 2020 , the Company announced that the Audit Committee had declared and approved the payment of a dividend of $0.15 per share on March 10, 2020 to holders of record on February 20, 2020 . Income Taxes During the fiscal month January 2020, the Company transferred certain intangible assets among its wholly-owned subsidiaries to align the Company's structure to its evolving operations. The transfer will result in a step-up in tax basis of intellectual property rights and a substantial correlated increase in deferred tax assets. Divestiture of Gaming product portfolio On February 4, 2020, the Company announced that it signed a definitive agreement to sell our Consumer Gaming product portfolio. The transaction, which is expected to close in March of this year, is immaterial to our condensed consolidated financial statements. |
BASIS OF PRESENTATION (Policies
BASIS OF PRESENTATION (Policies) | 9 Months Ended |
Dec. 31, 2019 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis of presentation | In the opinion of management, with the exception of the adoption of ASC 842, Leases as discussed below , the accompanying unaudited condensed consolidated financial statements ("financial statements") of Plantronics, Inc. ("the Company") have been prepared on a basis materially consistent with the Company's March 31, 2019 audited consolidated financial statements and include all adjustments, consisting of normal recurring adjustments, necessary to fairly state the information set forth herein. Certain information and footnote disclosures normally included in financial statements prepared pursuant to the rules and regulations of the Securities and Exchange Commission ("SEC") applicable to interim financial information and in accordance with accounting principles generally accepted in the United States of America ("U.S. GAAP") have been condensed or omitted pursuant to such rules and regulations. The financial statements should be read in conjunction with the audited consolidated financial statements and notes thereto included in the Company's Annual Report on Form 10-K for the fiscal year ended March 31, 2019 , which was filed with the SEC on May 17, 2019 . The results of operations for the interim period ended December 31, 2019 are not necessarily indicative of the results to be expected for the entire fiscal year or any future period. The financial results of Polycom have been included in the Company's consolidated financial statements from the date of acquisition on July 2, 2018, see Note 3 , Acquisition for details. |
Fiscal period | The Company’s fiscal year ends on the Saturday closest to the last day of March. The Company’s current and prior fiscal years end on March 28, 2020 and March 30, 2019 , respectively, and both consist of 52 weeks. The Company’s results of operations for the three and nine months ended December 28, 2019 and December 29, 2018 both contain 13 weeks. For purposes of presentation, the Company has indicated its accounting year as ending on March 31 and its interim quarterly periods as ending on the applicable calendar month end. |
ACQUISITION, GOODWILL, AND AC_2
ACQUISITION, GOODWILL, AND ACQUIRED INTANGIBLE ASSETS (Tables) | 9 Months Ended |
Dec. 31, 2019 | |
Business Combinations [Abstract] | |
Business Acquisition, Pro Forma Information [Table Text Block] | Pro Forma (unaudited) Nine Months Ended December 31, (in thousands) 2018 Total net revenues $ 1,465,841 Operating loss (125,395 ) Net loss $ (152,712 ) |
Schedule of preliminary allocation of the purchase price to the estimated fair value of the assets acquired and liabilities assumed | The allocation of the purchase price to the estimated fair value of the assets acquired and liabilities assumed at the Acquisition date is as follows: (in thousands) July 2, 2018 ASSETS Cash and cash equivalents $ 80,139 Trade receivables, net 165,798 Inventories 109,074 Prepaid expenses and other current assets 68,558 Property and equipment, net 79,497 Intangible assets 985,400 Other assets 27,237 Total assets acquired $ 1,515,703 LIABILITIES Accounts payable $ 80,653 Accrued payroll and related liabilities 44,538 Accrued expenses 147,167 Income tax payable 27,044 Deferred revenue 115,061 Deferred income taxes 94,618 Other liabilities 54,394 Total liabilities assumed $ 563,475 Total identifiable net assets acquired 952,228 Goodwill 1,264,417 Total Purchase Price $ 2,216,645 |
Details of acquired intangible assets | (in thousands, except for remaining life) Fair Value Weighted Remaining Life of Intangibles Existing technology $ 538,600 4.95 Customer relationships 245,100 5.46 Trade name/Trademarks 115,600 9.00 Backlog 28,100 0.25 Total amortizable intangible assets acquired $ 927,400 5.45 In-process R&D 58,000 Total acquired intangible assets $ 985,400 |
Details of acquired intangible assets | (in thousands, except for remaining life) Fair Value Weighted Remaining Life of Intangibles Existing technology $ 538,600 4.95 Customer relationships 245,100 5.46 Trade name/Trademarks 115,600 9.00 Backlog 28,100 0.25 Total amortizable intangible assets acquired $ 927,400 5.45 In-process R&D 58,000 Total acquired intangible assets $ 985,400 |
CASH, CASH EQUIVALENTS, AND I_2
CASH, CASH EQUIVALENTS, AND INVESTMENTS (Tables) | 9 Months Ended |
Dec. 31, 2019 | |
CASH, CASH EQUIVALENTS AND INVESTMENTS [Abstract] | |
Cash, Cash Equivalents, and Investments | The following tables summarize the Company’s cash and trading securities’ amortized cost, gross unrealized gains, gross unrealized losses, and fair value by significant investment category recorded as cash and cash equivalents, short-term, or long-term investments as of December 31, 2019 and March 31, 2019 (in thousands): December 31, 2019 Amortized Gross Gross Fair Cash & Cash Equivalents Short-term investments (due in 1 year or less) Cash $ 156,821 $ — $ — $ 156,821 $ 156,821 $ — Level 1: Mutual Funds 14,643 745 (71 ) 15,317 — 15,317 Total cash, cash equivalents $ 171,464 $ 745 $ (71 ) $ 172,138 $ 156,821 $ 15,317 March 31, 2019 Amortized Gross Gross Fair Cash & Cash Equivalents Short-term investments (due in 1 year or less) Cash $ 202,509 $ — $ — $ 202,509 $ 202,509 $ — Level 1: Mutual Funds 13,420 197 (285 ) 13,332 — 13,332 Total cash, cash equivalents $ 215,929 $ 197 $ (285 ) $ 215,841 $ 202,509 $ 13,332 |
DETAILS OF CERTAIN BALANCE SH_2
DETAILS OF CERTAIN BALANCE SHEET ACCOUNTS (Tables) | 9 Months Ended |
Dec. 31, 2019 | |
Balance Sheet Related Disclosures [Abstract] | |
Accounts receivable, net | Accounts receivable, net: December 31, March 31, (in thousands) 2019 2019 Accounts receivable $ 345,516 $ 393,415 Provisions for promotions, rebates, and other (96,363 ) (50,789 ) Provisions for doubtful accounts and sales allowances (2,835 ) (4,956 ) Accounts receivable, net $ 246,318 $ 337,671 |
Inventory, net | Inventory, net: December 31, March 31, (in thousands) 2019 2019 Raw materials $ 112,635 $ 34,054 Work in process 610 274 Finished goods 101,793 142,818 Inventory, net $ 215,038 $ 177,146 |
Accrued liabilities | Accrued Liabilities: December 31, March 31, (in thousands) 2019 2019 Short term deferred revenue $ 139,825 $ 133,200 Employee compensation and benefits 57,314 68,882 Operating lease liabilities, current 21,074 — Income tax payable 17,465 5,692 Provision for returns 18,336 24,632 Marketing incentives liabilities 10,059 25,369 Discounts reserve — 46,894 Accrued interest 7,711 10,425 Warranty obligation 12,982 15,736 VAT/Sales tax payable 6,818 11,804 Derivative liabilities 8,995 3,275 Accrued other 62,815 52,806 Accrued liabilities $ 363,394 $ 398,715 |
Changes in the warranty obligation | Changes in the warranty obligation during the nine months ended December 31, 2019 and 2018 were as follows: Nine Months Ended (in thousands) 2019 2018 Warranty obligation at beginning of period $ 17,984 $ 9,604 Polycom warranty obligation (1) — 9,095 Warranty provision related to products shipped 14,235 13,533 Deductions for warranty claims processed (16,015 ) (14,930 ) Adjustments related to preexisting warranties (590 ) (274 ) Warranty obligation at end of period (1) $ 15,614 $ 17,028 (1) Includes both short-term and long-term portion of warranty obligation; the prior table shows only the short-term portion included in accrued liabilities on the Company's condensed consolidated balance sheet. The long-term portion is included in other long-term liabilities. |
GOODWILL AND PURCHASED INTANG_2
GOODWILL AND PURCHASED INTANGIBLE ASSETS (Tables) | 9 Months Ended |
Dec. 31, 2019 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Intangible Assets and Goodwill | The carrying value of goodwill and other intangibles, excluding fully amortized intangible assets as of December 31, 2019 , is set forth in the following table: As of December 31, 2019 March 31, 2019 (in thousands) Gross Carrying Amount Accumulated Amortization Gross Carrying Amount Accumulated Amortization Weighted Average Remaining Useful Life Amortizing Assets Existing technology $ 596,757 $ (177,829 ) $ 566,881 $ (86,301 ) 3.5 years Customer relationships 245,437 (72,440 ) 245,481 (36,245 ) 4.1 years Trade name/Trademarks 115,600 (19,267 ) 115,600 (9,633 ) 7.5 years Non-amortizing assets In-process R&D — — 29,892 — N/A Total intangible assets $ 957,794 $ (269,536 ) $ 957,854 $ (132,179 ) 4.2 years Goodwill $ 1,279,897 $ — $ 1,278,380 $ — N/A |
Schedule of Finite-Lived Intangible Assets, Future Amortization Expense | As of December 31, 2019 , expected amortization expense for other intangible assets for each of the next five years and thereafter is as follows: in thousands Amount 2020 (remaining three months) $ 46,296 2021 180,343 2022 166,060 2023 162,352 2024 80,940 Thereafter 52,267 $ 688,258 |
COMMITMENTS AND CONTINGENCIES (
COMMITMENTS AND CONTINGENCIES (Tables) | 9 Months Ended |
Dec. 31, 2019 | |
Commitments and Contingencies Disclosure [Abstract] | |
Schedule of Future Minimum Rental Payments for Operating Leases | Future minimum lease payments under non-cancelable operating leases as of December 31, 2019 were as follows: (in thousands) Operating Leases (1) 2020 (remaining three months) $ 6,153 2021 23,233 2022 19,961 2023 7,613 2024 2,724 Thereafter 1,102 Total lease payments $ 60,786 Less: Imputed interest (2) (3,518 ) Present value of lease liabilities $ 57,268 (1) The weighted average remaining lease term was 2.8 years as of December 31, 2019 . (2) The weighted average discount rate was 4.7% as of December 31, 2019 . |
DEBT (Tables)
DEBT (Tables) | 9 Months Ended |
Dec. 31, 2019 | |
Debt Disclosure [Abstract] | |
Summary of Debt at Fair Value | The fair value of the 5.50% Senior Notes was determined based on inputs that were observable in the market, including the trading price of the 5.50% Senior Notes when available (Level 2). The estimated fair value and carrying value of the Company's outstanding debt as of December 31, 2019 and March 31, 2019 were as follows: December 31, 2019 March 31, 2019 (in thousands) Fair Value Carrying Value Fair Value Carrying Value 5.50% Senior Notes $ 492,030 $ 495,046 $ 503,410 $ 493,959 Term loan facility $ 1,123,876 $ 1,125,308 $ 1,152,044 $ 1,146,842 |
Summary of Debt Redemption | The Company may redeem all or a part of the 5.50% Senior Notes, upon not less than 30 or more than a 60 -day notice; however, the applicable redemption price will be determined as follows: Redemption Period Requiring Payment of: Redemption Up To 35% Using Cash Proceeds From An Equity Offering (3) : Make-Whole (1) Premium (2) Date Specified Price 5.50% Senior Notes Prior to May 15, 2018 On or after May 15, 2018 Prior to May 15, 2018 105.500% (1) If the Company redeems the notes prior to the applicable date, the redemption price is principal plus a make-whole premium equal to the present value of the remaining scheduled interest payments as described in the applicable indenture, together with accrued and unpaid interest. (2) If the Company redeems the notes on or after the applicable date, the price is principal plus a premium which declines over time as specified in the applicable indenture, together with accrued and unpaid interest. (3) If the Company redeems the notes prior to the applicable date with net cash proceeds of one or more equity offerings, the price is equal to the amount specified above, together with accrued and unpaid interest, subject to a maximum redemption of 35% of the aggregate principal amount of the respective note being redeemed. |
RESTRUCTURING AND OTHER RELAT_2
RESTRUCTURING AND OTHER RELATED CHARGES (CREDITS) (Tables) | 9 Months Ended |
Dec. 31, 2019 | |
Restructuring and Related Activities [Abstract] | |
Restructuring and Related Costs | The Company's restructuring liabilities as of December 31, 2019 is as follows (amounts in thousands): As of March 31, 2019 Adoption of ASC 842 (1) Accruals Cash Payments Adjustments As of December 31, 2019 FY 2019 Plans Severance $ 5,889 $ — $ — $ (5,720 ) $ 154 $ 323 Facility 7,376 (7,376 ) — — — — Other 10 — — — 107 117 Total FY2019 Plans $ 13,275 $ (7,376 ) $ — $ (5,720 ) $ 261 $ 440 FY 2020 Plans Severance $ — $ — $ 26,250 $ (16,566 ) $ (924 ) $ 8,760 Facility — — 2,147 (77 ) — 2,070 Other — — 7,450 (7,521 ) 242 171 Total FY2020 Plans $ — $ — $ 35,847 $ (24,164 ) $ (682 ) $ 11,001 Severance $ 5,889 $ — $ 26,250 $ (22,286 ) $ (770 ) $ 9,083 Facility 7,376 (7,376 ) 2,147 (77 ) — 2,070 Other 10 — 7,450 (7,521 ) 349 288 Grand Total $ 13,275 $ (7,376 ) $ 35,847 $ (29,884 ) $ (421 ) $ 11,441 (1) Includes adjustments to facilities-related liabilities upon adoption of ASC 842. |
COMPENSATION (Tables)
COMPENSATION (Tables) | 9 Months Ended |
Dec. 31, 2019 | |
Share-based Payment Arrangement [Abstract] | |
Stock-Based Compensation Expense Included in Statements of Operations | The following table summarizes the amount of stock-based compensation included in the condensed consolidated statements of operations: Three Months Ended December 31, Nine Months Ended (in thousands) 2019 2018 2019 2018 Cost of revenues $ 1,019 $ 1,067 $ 2,994 $ 3,103 Research, development, and engineering 4,584 2,887 12,516 7,877 Selling, general, and administrative 8,299 7,765 25,989 19,729 Stock-based compensation included in operating expenses 12,883 10,652 38,505 27,606 Total stock-based compensation 13,902 11,719 41,499 30,709 Income tax benefit (2,798 ) (1,624 ) (5,941 ) (7,605 ) Total stock-based compensation, net of tax $ 11,104 $ 10,095 $ 35,558 $ 23,104 |
COMMON STOCK REPURCHASES (Table
COMMON STOCK REPURCHASES (Tables) | 9 Months Ended |
Dec. 31, 2019 | |
Equity [Abstract] | |
Share repurchases | Repurchases by the Company pursuant to Board-authorized programs are shown in the following table: Nine Months Ended (in thousands, except $ per share data) 2019 2018 Shares of common stock repurchased in the open market — 127,970 Value of common stock repurchased in the open market $ — $ 4,780 Average price per share $ — $ 37.35 Value of shares withheld in satisfaction of employee tax obligations $ 9,669 $ 13,863 |
ACCUMULATED OTHER COMPREHENSI_2
ACCUMULATED OTHER COMPREHENSIVE INCOME (Tables) | 9 Months Ended |
Dec. 31, 2019 | |
Equity [Abstract] | |
Schedule of Accumulated Other Comprehensive Income | The components of accumulated other comprehensive income ("AOCI"), net of immaterial tax effects, are as follows: (in thousands) December 31, 2019 March 31, 2019 Accumulated unrealized loss on cash flow hedges (1) $ (10,040 ) $ (5,310 ) Accumulated foreign currency translation adjustments 4,615 4,835 Accumulated other comprehensive loss $ (5,425 ) $ (475 ) (1) Refer to Note 14 , Derivatives , which discloses the nature of the Company's derivative assets and liabilities as of December 31, 2019 and March 31, 2019 . |
FOREIGN CURRENCY DERIVATIVES (T
FOREIGN CURRENCY DERIVATIVES (Tables) | 9 Months Ended |
Dec. 31, 2019 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Summary of Outstanding Derivative Contracts | The gross fair value of the Company's outstanding derivative contracts at the end of each period was as follows: (in thousands) December 31, 2019 March 31, 2019 Derivative Assets (1) Non-designated hedges $ 63 $ 327 Cash flow hedges 537 2,856 Total derivative assets $ 600 $ 3,183 Derivative Liabilities (2) Non-designated hedges $ 1,187 $ 39 Cash flow hedges 1,645 843 Interest rate swap 12,855 8,594 Accrued interest 584 7 Total derivative liabilities $ 16,271 $ 9,483 (1) Short-term derivative assets are recorded in "other current assets" and long-term derivative assets are recorded in "deferred tax and other assets". As of December 31, 2019 , the portion of derivative assets classified as long-term was immaterial. (2) Short-term derivative liabilities are recorded in "accrued liabilities" and long-term derivative liabilities are recorded in "other long-term liabilities". As of December 31, 2019 , the portion of derivative liabilities classified as long-term was immaterial. |
Notional Value of Outstanding Foreign Exchange Currency Contracts | The following table summarizes the notional value of the Company's outstanding MXN currency swaps and approximate USD Equivalent at December 31, 2019 : Local Currency USD Equivalent Position Maturity (in thousands) (in thousands) MX$ $ 10,580 $ 533 Buy MXN Monthly over 1 month December 31, 2019 : (in thousands) Local Currency USD Equivalent Position Maturity EUR € 54,600 $ 61,123 Sell EUR 1 month GBP £ 22,700 $ 29,752 Sell GBP 1 month AUD A$ 4,400 $ 3,073 Sell AUD 1 month The notional value of the Company's outstanding EUR and GBP option and forward contracts at the end of each period was as follows: (in millions) December 31, 2019 March 31, 2019 EUR GBP EUR GBP Option contracts €120.5 £40.6 €76.8 £25.8 Forward contracts €33.7 £13.5 €55.4 £18.0 |
Effect of Non-Designated Derivative Contracts Recognized in Interest and Other Income, Net | The effect of non-designated derivative contracts recognized in other non-operating income and (expense), net in the condensed consolidated statements of operations was as follows: Three Months Ended December 31, Nine Months Ended (in thousands) 2019 2018 2019 2018 Gain (loss) on foreign exchange contracts $ (2,508 ) $ 1,784 $ 813 $ 6,826 |
Reclassification out of Accumulated Other Comprehensive Income | The following table presents the pre-tax effects of derivative instruments designated as cash flow hedges on accumulated other comprehensive income and the condensed consolidated statements of operations for the three and nine months ended December 31, 2019 and 2018 : Three Months Ended December 31, Nine Months Ended (in thousands) 2019 2018 2019 2018 Gain (loss) included in AOCI as of beginning of period $ (13,311 ) $ 2,825 $ (7,480 ) $ (1,693 ) Amount of gain (loss) recognized in other comprehensive income (“OCI”) (effective portion) (1,420 ) (5,622 ) (5,755 ) (853 ) Amount of (gain) loss reclassified from OCI into net revenues (effective portion) (225 ) (1,488 ) (3,152 ) (2,637 ) Amount of (gain) loss reclassified from OCI into cost of revenues (effective portion) (46 ) 6 (212 ) (73 ) Amount of (gain) loss reclassified from OCI into interest expense (effective portion) 1,565 1,029 3,162 2,006 Total amount of (gain) loss reclassified from AOCI to income (loss) (effective portion) 1,294 (453 ) (202 ) (704 ) Gain (loss) included in AOCI as of end of period $ (13,437 ) $ (3,250 ) $ (13,437 ) $ (3,250 ) |
COMPUTATION OF EARNINGS (LOSS_2
COMPUTATION OF EARNINGS (LOSS) PER COMMON SHARE (Tables) | 9 Months Ended |
Dec. 31, 2019 | |
Earnings Per Share [Abstract] | |
Computation of Basic and Diluted Earnings per Common Share | The following table sets forth the computation of basic loss per common share for the three and nine months ended December 31, 2019 , and 2018 : Three Months Ended December 31, Nine Months Ended (in thousands, except per share data) 2019 2018 2019 2018 Basic loss per common share: Numerator: Net loss $ (78,483 ) $ (41,734 ) $ (149,264 ) $ (113,971 ) Denominator: Weighted average common shares, basic 39,784 39,314 39,535 37,063 Dilutive effect of employee equity incentive plans — — — — Weighted average common shares-diluted 39,784 39,314 39,535 37,063 Basic loss per common share $ (1.97 ) $ (1.06 ) $ (3.78 ) $ (3.08 ) Diluted loss per common share $ (1.97 ) $ (1.06 ) $ (3.78 ) $ (3.08 ) Potentially dilutive securities excluded from diluted loss per common share because their effect is anti-dilutive 1,470 952 834 456 |
REVENUE AND MAJOR CUSTOMERS (Ta
REVENUE AND MAJOR CUSTOMERS (Tables) | 9 Months Ended |
Dec. 31, 2019 | |
REVENUE AND MAJOR CUSTOMERS [Abstract] | |
Schedule Of Revenue Performance Obligations [Table Text Block] | The table below represents aggregate amount of the transaction price allocated to the performance obligations that are unsatisfied (or partially unsatisfied) as of December 31, 2019 : December 31, 2019 (in millions) Current Noncurrent Total Performance obligations $ 145.9 $ 62.8 $ 208.7 |
Net Revenues by Product Group | The following table disaggregates revenues by major product category for the three and nine months ended December 31, 2019 and 2018 : Three Months Ended December 31, Nine Months Ended (in thousands) 2019 2018 2019 2018 Net revenues from unaffiliated customers: Enterprise Headsets $ 126,155 $ 173,479 $ 464,172 $ 511,099 Consumer Headsets 41,125 69,665 128,050 181,385 Voice* 79,494 116,700 281,794 238,009 Video* 69,859 85,597 220,499 171,519 Services* 67,838 56,228 199,432 104,035 Total net revenues $ 384,471 $ 501,669 $ 1,293,947 $ 1,206,047 * Categories were introduced with the acquisition of Polycom on July 2, 2018, and amounts are presented net of purchase accounting adjustments. Refer to Note 3 , Acquisition , of the Condensed Consolidated Financial Statements for additional information regarding this acquisition. |
Net Revenues by Geography | The following table presents net revenues by geography: Three Months Ended December 31, Nine Months Ended (in thousands) 2019 2018 2019 2018 Net revenues from unaffiliated customers: U.S. $ 175,856 $ 223,111 $ 613,810 $ 570,726 Europe and Africa 105,931 146,388 351,883 338,935 Asia Pacific 73,630 90,162 235,931 204,504 Americas, excluding U.S. 29,054 42,008 92,323 91,882 Total international net revenues 208,615 278,558 680,137 635,321 Total net revenues $ 384,471 $ 501,669 $ 1,293,947 $ 1,206,047 |
RECENT ACCOUNTING PRONOUNCEME_2
RECENT ACCOUNTING PRONOUNCEMENTS (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Apr. 01, 2019 |
Operating Leased Assets [Line Items] | ||
Operating lease, ROU asset | $ 42,109 | |
Operating lease, liability | $ 57,268 | $ 68,500 |
Other Assets [Member] | ||
Operating Leased Assets [Line Items] | ||
Operating lease, ROU asset | 57,300 | |
Accrued Liabilities [Member] | ||
Operating Leased Assets [Line Items] | ||
Operating lease, liability | 25,700 | |
Other Long-Term Liabilities [Member] | ||
Operating Leased Assets [Line Items] | ||
Operating lease, liability | $ 42,800 |
ACQUISITION, GOODWILL, AND AC_3
ACQUISITION, GOODWILL, AND ACQUIRED INTANGIBLE ASSETS (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Mar. 31, 2019 | Jul. 02, 2018 |
Accounts payable | |||
Goodwill | $ 1,279,897 | $ 1,278,380 | |
Polycom [Member] | |||
ASSETS | |||
Cash and cash equivalents | $ 80,139 | ||
Trade receivables, net | 165,798 | ||
Inventories | 109,074 | ||
Prepaid expenses and other current assets | 68,558 | ||
Property and equipment, net | 79,497 | ||
Intangible assets | 985,400 | ||
Other assets | 27,237 | ||
Total assets acquired | 1,515,703 | ||
Accounts payable | |||
Accounts payable | 80,653 | ||
Accrued payroll and related liabilities | 44,538 | ||
Accrued expenses | 147,167 | ||
Income tax payable | 27,044 | ||
Deferred revenue | 115,061 | ||
Deferred income taxes | 94,618 | ||
Other liabilities | 54,394 | ||
Total liabilities assumed | 563,475 | ||
Total identifiable net assets acquired | 952,228 | ||
Goodwill | 1,264,417 | ||
Total Purchase Price | $ 2,216,645 |
ACQUISITION, GOODWILL, AND AC_4
ACQUISITION, GOODWILL, AND ACQUIRED INTANGIBLE ASSETS - Narrative (Details) - USD ($) $ in Thousands, shares in Millions | Jul. 02, 2018 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2019 | Dec. 31, 2018 | Mar. 31, 2019 |
Business Acquisition [Line Items] | ||||||
Amortization of Intangible Assets | $ 46,100 | $ 42,800 | $ 137,400 | $ 113,800 | ||
Goodwill | $ 1,279,897 | 1,279,897 | $ 1,278,380 | |||
Triangle [Member] | ||||||
Business Acquisition [Line Items] | ||||||
Ownership percentage | 16.00% | |||||
Polycom [Member] | ||||||
Business Acquisition [Line Items] | ||||||
Goodwill | $ 1,264,417 | |||||
Business Combination, Consideration Transferred | $ 2,200,000 | |||||
Business Combination, Consideration Transferred, Equity Interests Issued And Issuable, Shares | 6.4 | |||||
Business Acquisition, Equity Interest Issued or Issuable, Value Assigned | $ 500,000 | |||||
Payments to Acquire Businesses, Gross | $ 1,700,000 | |||||
Business Combination, Provisional Information, Initial Accounting Incomplete, Adjustment, Deferred Tax And Tax Liabilities | 45,200 | |||||
Business Combination, Provisional Information, Initial Accounting Incomplete, Adjustment, Working Capital Adjustment | 8,000 | |||||
Business Combination, Provisional Information, Initial Accounting Incomplete, Adjustment, Other | 1,400 | |||||
Goodwill, Period Increase (Decrease) | $ 54,600 | |||||
Deferred Revenue Adjustment [Member] | Polycom [Member] | ||||||
Business Acquisition [Line Items] | ||||||
Revenues | $ 19,300 |
ACQUISITION, GOODWILL, AND AC_5
ACQUISITION, GOODWILL, AND ACQUIRED INTANGIBLE ASSETS ACQUISITION, GOODWILL, AND ACQUIRED INTANGIBLE ASSETS - Acquired Intangible Assets (Details) - USD ($) $ in Thousands | Jul. 02, 2018 | Dec. 31, 2019 |
Polycom [Member] | ||
Business Acquisition [Line Items] | ||
Finite-lived Intangible Assets Acquired | $ 927,400 | |
Weighted Average Remaining Useful Life | 5 years 5 months 12 days | |
Intangible Assets Acquired | 985,400 | |
Existing technology | ||
Business Acquisition [Line Items] | ||
Weighted Average Remaining Useful Life | 3 years 6 months | |
Existing technology | Polycom [Member] | ||
Business Acquisition [Line Items] | ||
Finite-lived Intangible Assets Acquired | 538,600 | |
Weighted Average Remaining Useful Life | 4 years 11 months 12 days | |
Customer relationships | ||
Business Acquisition [Line Items] | ||
Weighted Average Remaining Useful Life | 4 years 1 month 6 days | |
Customer relationships | Polycom [Member] | ||
Business Acquisition [Line Items] | ||
Finite-lived Intangible Assets Acquired | 245,100 | |
Weighted Average Remaining Useful Life | 5 years 5 months 15 days | |
Order or Production Backlog [Member] | Polycom [Member] | ||
Business Acquisition [Line Items] | ||
Finite-lived Intangible Assets Acquired | 28,100 | |
Weighted Average Remaining Useful Life | 7 days | |
Trademarks and Trade Names [Member] | ||
Business Acquisition [Line Items] | ||
Weighted Average Remaining Useful Life | 7 years 6 months | |
Trademarks and Trade Names [Member] | Polycom [Member] | ||
Business Acquisition [Line Items] | ||
Finite-lived Intangible Assets Acquired | 115,600 | |
Weighted Average Remaining Useful Life | 9 years | |
In-process R&D | Polycom [Member] | ||
Business Acquisition [Line Items] | ||
Indefinite-lived Intangible Assets Acquired | $ 58,000 |
ACQUISITION, GOODWILL, AND AC_6
ACQUISITION, GOODWILL, AND ACQUIRED INTANGIBLE ASSETS - Goodwill (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Mar. 31, 2019 | Jul. 02, 2018 |
Goodwill [Line Items] | |||
Goodwill | $ 1,279,897 | $ 1,278,380 | |
Goodwill | $ 1,279,897 | $ 1,278,380 | |
Polycom [Member] | |||
Goodwill [Line Items] | |||
Goodwill | $ 1,264,417 |
ACQUISITION, GOODWILL, AND AC_7
ACQUISITION, GOODWILL, AND ACQUIRED INTANGIBLE ASSETS ACQUISITION, GOODWILL, AND ACQUIRED INTANGIBLE ASSETS - Pro Forma (Details) - Polycom [Member] $ in Thousands | 9 Months Ended |
Dec. 31, 2018USD ($) | |
Business Acquisition [Line Items] | |
Business Acquisition, Pro Forma Revenue | $ 1,465,841 |
Business Acquisition, Pro Forma Operating Income (Loss) | (125,395) |
Business Acquisition, Pro Forma Net Income (Loss) | (152,712) |
amortizationexpenseofpurchaseintangibleassets [Member] | |
Business Acquisition [Line Items] | |
Revenues | $ 46,400 |
CASH, CASH EQUIVALENTS, AND I_3
CASH, CASH EQUIVALENTS, AND INVESTMENTS (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Mar. 31, 2019 | Dec. 31, 2018 | Mar. 31, 2018 | May 31, 2015 |
Schedule of Cash, Cash Equivalents and Investments [Line Items] | |||||
Cash and cash equivalents | $ 156,821 | $ 202,509 | $ 328,156 | $ 390,661 | |
Short-term investments (due in 1 year or less) | 15,317 | 13,332 | |||
Total cash, cash equivalents and investments measured at fair value, amortized cost | 171,464 | 215,929 | |||
Total cash, cash equivalents and investments measured at fair value, gross unrealized gains | 745 | 197 | |||
Total cash, cash equivalents and investments measured at fair value, gross unrealized losses | (71) | (285) | |||
Total cash, cash equivalents and investments measured at fair value, fair value | 172,138 | 215,841 | |||
Cash [Member] | |||||
Schedule of Cash, Cash Equivalents and Investments [Line Items] | |||||
Cash and cash equivalents | 156,821 | 202,509 | |||
Level 1 [Member] | Mutual Funds [Member] | |||||
Schedule of Cash, Cash Equivalents and Investments [Line Items] | |||||
Cash and cash equivalents | 0 | 0 | |||
Available-for-sale Securities, amortized cost basis | 14,643 | 13,420 | |||
Available-for-sale Securities, gross unrealized gains | 745 | 197 | |||
Available-for-sale Securities, gross unrealized losses | (71) | (285) | |||
Available-for-sale Securities, fair value | 15,317 | 13,332 | |||
Short-term investments (due in 1 year or less) | $ 15,317 | $ 13,332 | |||
5.50% Senior Notes [Member] | Senior Notes [Member] | |||||
Schedule of Cash, Cash Equivalents and Investments [Line Items] | |||||
Stated interest rate of debt instrument | 5.50% | 5.50% |
DEFERRED COMPENSATION (Details)
DEFERRED COMPENSATION (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Mar. 31, 2019 |
Short-term investments [Member] | Mutual funds [Member] | ||
Deferred Compensation Arrangement with Individual, Excluding Share-based Payments and Postretirement Benefits [Line Items] | ||
Investments | $ 15,300 | |
Other long-term liabilities [Member] | ||
Deferred Compensation Arrangement with Individual, Excluding Share-based Payments and Postretirement Benefits [Line Items] | ||
Deferred compensation liability, noncurrent | 15,900 | $ 13,500 |
Level 1 [Member] | Mutual funds [Member] | ||
Deferred Compensation Arrangement with Individual, Excluding Share-based Payments and Postretirement Benefits [Line Items] | ||
Available-for-sale Securities, fair value | $ 15,317 | $ 13,332 |
DETAILS OF CERTAIN BALANCE SH_3
DETAILS OF CERTAIN BALANCE SHEET ACCOUNTS - Accounts Receivable, net (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Mar. 31, 2019 |
Accounts receivable, net [Line Items] | ||
Accounts receivable | $ 345,516 | $ 393,415 |
Accounts receivable, net | 246,318 | 337,671 |
Provision for promotions, rebates and other [Member] | ||
Accounts receivable, net [Line Items] | ||
Accounts receivable, reserves | (96,363) | (50,789) |
Provisions for doubtful accounts and sales allowances [Member] | ||
Accounts receivable, net [Line Items] | ||
Accounts receivable, reserves | $ (2,835) | $ (4,956) |
DETAILS OF CERTAIN BALANCE SH_4
DETAILS OF CERTAIN BALANCE SHEET ACCOUNTS DETAILS OF CERTAIN BALANCE SHEET ACCOUNTS - Financing Agreement (Details) $ in Millions | Dec. 31, 2019USD ($) |
Balance Sheet Related Disclosures [Abstract] | |
Accounts Receivable Financing, Gross | $ 36 |
Transfer of Financial Assets Accounted for as Sales, Amount Derecognized | 26.2 |
Accounts Receivable Financing, Current | 24.3 |
Transfers Accounted for as Secured Borrowings, Assets, Carrying Amount | $ 14.3 |
DETAILS OF CERTAIN BALANCE SH_5
DETAILS OF CERTAIN BALANCE SHEET ACCOUNTS - Inventory, net (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Mar. 31, 2019 |
Inventory, Net [Abstract] | ||
Raw materials | $ 112,635 | $ 34,054 |
Work in process | 610 | 274 |
Finished goods | 101,793 | 142,818 |
Inventory, net | $ 215,038 | $ 177,146 |
DETAILS OF CERTAIN BALANCE SH_6
DETAILS OF CERTAIN BALANCE SHEET ACCOUNTS - Accrued Liabilities (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Mar. 31, 2019 |
Accrued Liabilities [Abstract] | ||
Short term deferred revenue | $ 139,825 | $ 133,200 |
Employee compensation and benefits | 57,314 | 68,882 |
Operating Lease, Liability, Current | 21,074 | |
Income tax payable | 17,465 | 5,692 |
Provision for returns | 18,336 | 24,632 |
Accrued Marketing Costs, Current | 10,059 | 25,369 |
Discounts reserve | 0 | 46,894 |
Accrued interest | 7,711 | 10,425 |
Warranty obligation | 12,982 | 15,736 |
VAT/Sales tax payable | 6,818 | 11,804 |
Derivative liabilities | 8,995 | 3,275 |
Accrued other | 62,815 | 52,806 |
Accrued liabilities | $ 363,394 | $ 398,715 |
DETAILS OF CERTAIN BALANCE SH_7
DETAILS OF CERTAIN BALANCE SHEET ACCOUNTS - Warranty Obligation (Details) - USD ($) $ in Thousands | 9 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Changes in the Warranty Obligation [Roll Forward] | ||
Warranty obligation at beginning of period | $ 17,984 | $ 9,604 |
Polycom warranty obligation | 0 | 9,095 |
Warranty provision related to products shipped | 14,235 | 13,533 |
Deductions for warranty claims processed | (16,015) | (14,930) |
Adjustments related to preexisting warranties | (590) | (274) |
Warranty obligation at end of period | $ 15,614 | $ 17,028 |
DETAILS OF CERTAIN BALANCE SH_8
DETAILS OF CERTAIN BALANCE SHEET ACCOUNTS - Operating Leases (Details) $ in Thousands | 3 Months Ended | 9 Months Ended |
Dec. 31, 2019USD ($) | Dec. 31, 2019USD ($) | |
Balance Sheet Related Disclosures [Abstract] | ||
Operating lease, ROU asset | $ 42,109 | $ 42,109 |
Operating lease liabilities, current | 21,074 | 21,074 |
Operating lease liabilities, long-term | 36,194 | 36,194 |
Payments for operating lease payments | 8,800 | 19,200 |
Operating lease expense | 4,700 | 13,900 |
Sublease income | $ 1,400 | $ 4,200 |
GOODWILL AND PURCHASED INTANG_3
GOODWILL AND PURCHASED INTANGIBLE ASSETS (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2019 | Dec. 31, 2018 | Mar. 31, 2019 | |
Finite-Lived Intangible Assets [Line Items] | |||||
Amortization of Intangible Assets | $ 46,100 | $ 42,800 | $ 137,400 | $ 113,800 | |
Accumulated Amortization | (269,536) | $ (269,536) | $ (132,179) | ||
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life | 4 years 2 months 12 days | ||||
Total intangible assets | 957,794 | $ 957,794 | 957,854 | ||
Goodwill | 1,279,897 | 1,279,897 | 1,278,380 | ||
Existing technology | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Gross Carrying Amount | 596,757 | 596,757 | 566,881 | ||
Accumulated Amortization | (177,829) | $ (177,829) | (86,301) | ||
Weighted Average Remaining Useful Life | 3 years 6 months | ||||
Customer relationships | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Gross Carrying Amount | 245,437 | $ 245,437 | 245,481 | ||
Accumulated Amortization | (72,440) | $ (72,440) | (36,245) | ||
Weighted Average Remaining Useful Life | 4 years 1 month 6 days | ||||
Trade name | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Gross Carrying Amount | 115,600 | $ 115,600 | 115,600 | ||
Accumulated Amortization | (19,267) | (19,267) | (9,633) | ||
In-process R&D | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Gross Carrying Amount | 58,000 | 58,000 | |||
In-process R&D | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Gross Carrying Amount | $ 0 | $ 0 | $ 29,892 |
GOODWILL AND PURCHASED INTANG_4
GOODWILL AND PURCHASED INTANGIBLE ASSETS Amortization Expense (Details) $ in Thousands | Dec. 31, 2019USD ($) |
Goodwill and Intangible Assets Disclosure [Abstract] | |
2020 | $ 46,296 |
2021 | 180,343 |
2022 | 166,060 |
2023 | 162,352 |
2024 | 80,940 |
Thereafter | 52,267 |
Intangible Assets, Net (Excluding Goodwill) | $ 688,258 |
COMMITMENTS AND CONTINGENCIES_2
COMMITMENTS AND CONTINGENCIES (Details) - USD ($) $ in Thousands | 1 Months Ended | |||
Nov. 30, 2017 | Jul. 31, 2016 | Dec. 31, 2019 | Apr. 01, 2019 | |
Loss Contingencies [Line Items] | ||||
Lessee, Operating Lease, Liability, Payments, Remainder of Fiscal Year | $ 6,153 | |||
Lessee, Operating Lease, Liability, Payments, Due Year Two | 23,233 | |||
Lessee, Operating Lease, Liability, Payments, Due Year Three | 19,961 | |||
Lessee, Operating Lease, Liability, Payments, Due Year Four | 7,613 | |||
Lessee, Operating Lease, Liability, Payments, Due Year Five | 2,724 | |||
Lessee, Operating Lease, Liability, Payments, Due after Year Five | 1,102 | |||
Lessee, Operating Lease, Liability, Payments, Due | 60,786 | |||
Lessee, Operating Lease, Liability, Undiscounted Excess Amount | (3,518) | |||
Operating lease, liability | $ 57,268 | $ 68,500 | ||
Operating Lease, Weighted Average Remaining Lease Term | 2 years 9 months 18 days | |||
Operating Lease, Weighted Average Discount Rate, Percent | 4.70% | |||
Unconditional purchase obligations | $ 308,500 | |||
GN Netcom, Inc. vs. Plantronics, Inc. [Member] | Punitive Sanctions [Member] | ||||
Loss Contingencies [Line Items] | ||||
Sanctions order issued for allegations of spoliation of evidence | $ 4,900 | |||
Amount awarded from other party | $ 200 |
DEBT (Details)
DEBT (Details) | Apr. 04, 2021 | Jul. 02, 2018USD ($) | May 31, 2015USD ($) | Jun. 29, 2019 | Mar. 28, 2020 | Dec. 31, 2019USD ($) | Dec. 31, 2018USD ($) | Apr. 03, 2021 | Mar. 31, 2019USD ($) |
Debt Disclosure [Line Items] | |||||||||
Debt Instrument, Debt Default, Interest Rate In Excess Of Applicable Rate | 2.00% | ||||||||
Debt Instrument, Unamortized Discount (Premium) and Debt Issuance Costs, Net | $ 26,500,000 | $ 31,000,000 | |||||||
Line Of Credit Facility, Periodic Payment, Principal, Percentage Multiplied By Funded Amount | 0.25% | ||||||||
Proceeds from issuance of senior notes, net of issuance costs | $ 0 | $ 1,244,713,000 | |||||||
Senior Notes [Member] | 5.50% Senior Notes [Member] | |||||||||
Debt Disclosure [Line Items] | |||||||||
Principal amount of debt issued | $ 500,000,000 | ||||||||
Stated interest rate of debt instrument | 5.50% | 5.50% | |||||||
Proceeds from issuance of senior notes, net of issuance costs | $ 488,400,000 | ||||||||
Debt issuance costs | $ 11,600,000 | ||||||||
Debt redemption percentage price, Specified Price | 105.50% | ||||||||
Repurchase price, percentage of principal amount | 101.00% | ||||||||
Secured Debt [Member] | |||||||||
Debt Disclosure [Line Items] | |||||||||
Debt Instrument, Unamortized Discount (Premium) and Debt Issuance Costs, Net | $ 30,000,000 | ||||||||
Principal amount of debt issued | 1,275,000,000 | ||||||||
Long-term Debt | $ 1,245,000,000 | ||||||||
Minimum [Member] | Senior Notes [Member] | 5.50% Senior Notes [Member] | |||||||||
Debt Disclosure [Line Items] | |||||||||
Debt redemption notice period | 30 days | ||||||||
Maximum [Member] | Senior Notes [Member] | 5.50% Senior Notes [Member] | |||||||||
Debt Disclosure [Line Items] | |||||||||
Debt redemption notice period | 60 days | ||||||||
Percentage of debt redeemed | 35.00% | ||||||||
Level 2 [Member] | Fair Value [Member] | Senior Notes [Member] | 5.50% Senior Notes [Member] | |||||||||
Debt Disclosure [Line Items] | |||||||||
Long-term debt, 5.50% Senior Notes | $ 492,030,000 | 503,410,000 | |||||||
Level 2 [Member] | Carrying Value [Member] | Senior Notes [Member] | 5.50% Senior Notes [Member] | |||||||||
Debt Disclosure [Line Items] | |||||||||
Long-term debt, 5.50% Senior Notes | $ 495,046,000 | 493,959,000 | |||||||
Revolving Credit Facility [Member] | Line of Credit [Member] | |||||||||
Debt Disclosure [Line Items] | |||||||||
Debt Instrument, Prepayment Penalty, Percent | 1.00% | ||||||||
Maximum borrowing capacity of unsecured revolving credit facility | $ 100,000,000 | ||||||||
Line Of Credit Facility, Unused Capacity, Percentage Over LIBOR Multiplied By Daily Amount Available Under Facility | 50.00% | ||||||||
Debt Instrument, Debt to Earnings Before Interest, Taxes, Depreciation and Amortization Ratio, Minimum | 3.50 | 2.75 | |||||||
Letters of Credit Outstanding, Amount | $ 1,000,000 | ||||||||
Revolving Credit Facility [Member] | Minimum [Member] | Line of Credit [Member] | |||||||||
Debt Disclosure [Line Items] | |||||||||
Line of Credit Facility, Commitment Fee Percentage | 0.20% | ||||||||
Revolving Credit Facility [Member] | Maximum [Member] | Line of Credit [Member] | |||||||||
Debt Disclosure [Line Items] | |||||||||
Line of Credit Facility, Commitment Fee Percentage | 0.30% | ||||||||
Revolving Credit Facility [Member] | Level 2 [Member] | Fair Value [Member] | Line of Credit [Member] | |||||||||
Debt Disclosure [Line Items] | |||||||||
Long-term debt, 5.50% Senior Notes | $ 1,123,876,000 | 1,152,044,000 | |||||||
Revolving Credit Facility [Member] | Level 2 [Member] | Carrying Value [Member] | Line of Credit [Member] | |||||||||
Debt Disclosure [Line Items] | |||||||||
Long-term debt, 5.50% Senior Notes | $ 1,125,308,000 | $ 1,146,842,000 | |||||||
Federal Funds Rate [Member] | Secured Debt [Member] | |||||||||
Debt Disclosure [Line Items] | |||||||||
Spread for interest rate | 0.50% | ||||||||
London Interbank Offered Rate (LIBOR) [Member] | Secured Debt [Member] | |||||||||
Debt Disclosure [Line Items] | |||||||||
Spread for interest rate | 1.00% | ||||||||
Forecast [Member] | Revolving Credit Facility [Member] | Line of Credit [Member] | |||||||||
Debt Disclosure [Line Items] | |||||||||
Debt Instrument, Debt to Earnings Before Interest, Taxes, Depreciation and Amortization Ratio, Minimum | 2.75 | 3.25 | 3 |
RESTRUCTURING AND OTHER RELAT_3
RESTRUCTURING AND OTHER RELATED CHARGES (CREDITS) RESTRUCTURING AND OTHER RELATED CHARGES (CREDITS) - Restructuring Liabilities (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2019 | Dec. 31, 2018 | |
Restructuring and Related Activities [Abstract] | ||||
Severance | $ 11,708 | $ 7,185 | $ 25,480 | $ 15,726 |
Facility | 2,147 | 1,892 | 2,147 | 1,932 |
Other (1) | 932 | 3,053 | 7,798 | 3,053 |
Non-cash asset impairment | 6,937 | 0 | 11,671 | 0 |
Total restructuring and other related charges | $ 21,724 | $ 12,130 | $ 47,096 | $ 20,711 |
RESTRUCTURING AND OTHER RELAT_4
RESTRUCTURING AND OTHER RELATED CHARGES (CREDITS) (Details) - USD ($) $ in Thousands | 9 Months Ended | |||
Dec. 31, 2019 | Apr. 01, 2019 | Mar. 31, 2019 | Apr. 01, 2018 | |
Restructuring Cost and Reserve [Line Items] | ||||
Impact of new accounting standards adoption | $ (89) | $ (7,376) | $ 2,594 | |
Restructuring Reserve | $ 13,275 | |||
Accruals | 35,847 | |||
Cash Payments | (29,884) | |||
Adjustments | (421) | |||
Restructuring Reserve | 11,441 | |||
Severance Benefits from Reduction-In-Force [Member] | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring Reserve | 5,889 | |||
Accruals | 26,250 | |||
Cash Payments | (22,286) | |||
Adjustments | (770) | |||
Restructuring Reserve | 9,083 | |||
Facility Closing [Member] | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Impact of new accounting standards adoption | (7,376) | |||
Restructuring Reserve | 7,376 | |||
Accruals | 2,147 | |||
Cash Payments | (77) | |||
Adjustments | 0 | |||
Restructuring Reserve | 2,070 | |||
Other Restructuring [Member] | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring Reserve | 10 | |||
Accruals | 7,450 | |||
Cash Payments | (7,521) | |||
Adjustments | 349 | |||
Restructuring Reserve | 288 | |||
Fiscal Year 2019 Restructuring Plans [Member] | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring Reserve | 13,275 | |||
Accruals | 0 | |||
Cash Payments | (5,720) | |||
Adjustments | 261 | |||
Restructuring Reserve | 440 | |||
Fiscal Year 2019 Restructuring Plans [Member] | Severance Benefits from Reduction-In-Force [Member] | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring Reserve | 5,889 | |||
Accruals | 0 | |||
Cash Payments | (5,720) | |||
Adjustments | 154 | |||
Restructuring Reserve | 323 | |||
Fiscal Year 2019 Restructuring Plans [Member] | Facility Closing [Member] | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Impact of new accounting standards adoption | $ (7,376) | |||
Restructuring Reserve | 7,376 | |||
Accruals | 0 | |||
Cash Payments | 0 | |||
Adjustments | 0 | |||
Restructuring Reserve | 0 | |||
Fiscal Year 2019 Restructuring Plans [Member] | Other Restructuring [Member] | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring Reserve | 10 | |||
Accruals | 0 | |||
Cash Payments | 0 | |||
Adjustments | 107 | |||
Restructuring Reserve | 117 | |||
Fiscal Year 2020 Restructuring Plans [Member] | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring Reserve | 0 | |||
Accruals | 35,847 | |||
Cash Payments | (24,164) | |||
Adjustments | (682) | |||
Restructuring Reserve | 11,001 | |||
Fiscal Year 2020 Restructuring Plans [Member] | Severance Benefits from Reduction-In-Force [Member] | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring Reserve | 0 | |||
Accruals | 26,250 | |||
Cash Payments | (16,566) | |||
Adjustments | (924) | |||
Restructuring Reserve | 8,760 | |||
Fiscal Year 2020 Restructuring Plans [Member] | Facility Closing [Member] | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring Reserve | 0 | |||
Accruals | 2,147 | |||
Cash Payments | (77) | |||
Adjustments | 0 | |||
Restructuring Reserve | 2,070 | |||
Fiscal Year 2020 Restructuring Plans [Member] | Other Restructuring [Member] | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring Reserve | 0 | |||
Accruals | 7,450 | |||
Cash Payments | (7,521) | |||
Adjustments | 242 | |||
Restructuring Reserve | $ 171 |
COMPENSATION (Details)
COMPENSATION (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2019 | Dec. 31, 2018 | Mar. 31, 2019 | |
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | |||||
Total stock-based compensation | $ 13,902 | $ 11,719 | $ 41,499 | $ 30,709 | |
Income tax benefit | (2,798) | (1,624) | (5,941) | (7,605) | |
Total stock-based compensation, net of tax | 11,104 | 10,095 | 35,558 | 23,104 | |
Employee compensation and benefits | 57,314 | 57,314 | $ 68,882 | ||
Cost of revenues [Member] | |||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | |||||
Total stock-based compensation | 1,019 | 1,067 | 2,994 | 3,103 | |
Research, development, and engineering [Member] | |||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | |||||
Total stock-based compensation | 4,584 | 2,887 | 12,516 | 7,877 | |
Selling, general and administrative [Member] | |||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | |||||
Total stock-based compensation | 8,299 | 7,765 | 25,989 | 19,729 | |
Stock-based compensation expense included in operating expenses [Member] | |||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | |||||
Total stock-based compensation | $ 12,883 | $ 10,652 | $ 38,505 | $ 27,606 | |
Share-based Payment Arrangement, Tranche One [Member] | |||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | |||||
Vesting percentage | 75.00% | ||||
Share-based Payment Arrangement, Tranche Two [Member] | |||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | |||||
Vesting percentage | 25.00% |
COMMON STOCK REPURCHASES (Detai
COMMON STOCK REPURCHASES (Details) - USD ($) $ / shares in Units, $ in Thousands | 9 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Nov. 28, 2018 | |
Equity [Abstract] | |||
Number of shares authorized to be repurchased | 1,700,000 | 1,000,000 | |
Remaining shares authorized for repurchase under program | 1,369,014 | ||
Shares of common stock repurchased in the open market (in shares) | 0 | 127,970 | |
Value of common stock repurchased in the open market | $ 0 | $ 4,780 | |
Average price per share (in dollars per share) | $ 0 | $ 37.35 | |
Value of shares withheld in satisfaction of employee tax obligations | $ 9,669 | $ 13,863 |
ACCUMULATED OTHER COMPREHENSI_3
ACCUMULATED OTHER COMPREHENSIVE INCOME (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Mar. 31, 2019 |
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||
Accumulated other comprehensive loss | $ (5,425) | $ (475) |
Accumulated Net Gain (Loss) from Cash Flow Hedges Attributable to Parent [Member] | ||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||
Accumulated unrealized gain (loss) on cash flow hedges | (10,040) | (5,310) |
Accumulated Foreign Currency Adjustment Attributable to Parent [Member] | ||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||
Accumulated foreign currency translation adjustments | 4,615 | 4,835 |
AOCI Attributable to Parent [Member] | ||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||
Accumulated other comprehensive loss | $ (5,425) | $ (475) |
FOREIGN CURRENCY DERIVATIVES (D
FOREIGN CURRENCY DERIVATIVES (Details) $ in Thousands, $ in Thousands | Jul. 30, 2018USD ($) | Dec. 31, 2019USD ($)financial_institution | Dec. 31, 2018USD ($) | Dec. 31, 2019USD ($)financial_institution | Dec. 31, 2018USD ($) | Dec. 31, 2019MXN ($)financial_institution | Mar. 31, 2019USD ($) | Mar. 31, 2019MXN ($) |
Derivative [Line Items] | ||||||||
Number of financial institutions company has International Swap and Derivatives Association agreements | financial_institution | 4 | 4 | 4 | |||||
Net (gains) losses reclassified into income for interest rate swaps | $ 1,565 | $ 1,029 | $ 3,162 | $ 2,006 | ||||
Total derivative liabilities | 8,995 | 8,995 | $ 3,275 | |||||
Foreign currency swap contract [Member] | ||||||||
Derivative [Line Items] | ||||||||
Notional amount of contracts | 533 | $ 533 | $ 10,580 | $ 149,700 | ||||
Interest Rate Swap [Member] | ||||||||
Derivative [Line Items] | ||||||||
Notional amount of contracts | $ 831,000 | |||||||
Term of derivative contract | 4 years | |||||||
Fixed interest rate | 2.78% | |||||||
Cash flow hedges [Member] | Options [Member] | Minimum [Member] | ||||||||
Derivative [Line Items] | ||||||||
Term of derivative contract | 6 months | |||||||
Cash flow hedges [Member] | Options [Member] | Maximum [Member] | ||||||||
Derivative [Line Items] | ||||||||
Term of derivative contract | 11 months | |||||||
Cash flow hedges [Member] | Forwards [Member] | ||||||||
Derivative [Line Items] | ||||||||
Term of derivative contract | 3 months | |||||||
Other Liabilities [Member] | ||||||||
Derivative [Line Items] | ||||||||
Total derivative liabilities | 16,271 | $ 16,271 | 9,483 | |||||
Other Liabilities [Member] | Interest Rate Swap [Member] | ||||||||
Derivative [Line Items] | ||||||||
Total derivative liabilities | $ 12,855 | $ 12,855 | $ 8,594 |
FOREIGN CURRENCY DERIVATIVES _2
FOREIGN CURRENCY DERIVATIVES (Details 1) - USD ($) $ in Thousands | Dec. 31, 2019 | Mar. 31, 2019 |
Derivative [Line Items] | ||
Total derivative liabilities | $ 8,995 | $ 3,275 |
Other Current Assets [Member] | ||
Derivative [Line Items] | ||
Total derivative assets | 600 | 3,183 |
Other Current Assets [Member] | Not Designated as Hedging Instrument [Member] | ||
Derivative [Line Items] | ||
Total derivative assets | 63 | 327 |
Other Liabilities [Member] | ||
Derivative [Line Items] | ||
Total derivative liabilities | 16,271 | 9,483 |
Other Liabilities [Member] | Not Designated as Hedging Instrument [Member] | ||
Derivative [Line Items] | ||
Total derivative liabilities | 1,187 | 39 |
Cash flow hedges [Member] | Other Current Assets [Member] | Designated as Hedging Instrument [Member] | ||
Derivative [Line Items] | ||
Total derivative assets | 537 | 2,856 |
Cash flow hedges [Member] | Other Liabilities [Member] | Designated as Hedging Instrument [Member] | ||
Derivative [Line Items] | ||
Total derivative liabilities | 1,645 | 843 |
Interest Rate Swap [Member] | Other Liabilities [Member] | ||
Derivative [Line Items] | ||
Total derivative liabilities | 12,855 | 8,594 |
Accrued interest | $ 584 | $ 7 |
FOREIGN CURRENCY DERIVATIVES _3
FOREIGN CURRENCY DERIVATIVES (Details 2) - 9 months ended Dec. 31, 2019 € in Thousands, £ in Thousands, $ in Thousands, $ in Thousands | USD ($) | EUR (€) | GBP (£) | AUD ($) |
Foreign Exchange Forward, EURO [Member] | ||||
Derivative [Line Items] | ||||
Notional amount of contracts | $ 61,123 | € 54,600 | ||
Position | Sell EUR | |||
Maturity | 1 month | |||
Foreign Exchange Forward, GBP [Member] | ||||
Derivative [Line Items] | ||||
Notional amount of contracts | $ 29,752 | £ 22,700 | ||
Position | Sell GBP | |||
Maturity | 1 month | |||
Foreign Exchange Forward, AUD [Member] | ||||
Derivative [Line Items] | ||||
Notional amount of contracts | $ 3,073 | $ 4,400 | ||
Position | Sell AUD | |||
Maturity | 1 month |
FOREIGN CURRENCY DERIVATIVES _4
FOREIGN CURRENCY DERIVATIVES (Details 3) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2019 | Dec. 31, 2018 | |
Not Designated as Hedging Instrument [Member] | ||||
Derivative [Line Items] | ||||
Gain (loss) on foreign exchange contracts | $ (2,508) | $ 1,784 | $ 813 | $ 6,826 |
FOREIGN CURRENCY DERIVATIVES _5
FOREIGN CURRENCY DERIVATIVES (Details 4) € in Millions, £ in Millions | Dec. 31, 2019EUR (€) | Dec. 31, 2019GBP (£) | Mar. 31, 2019EUR (€) | Mar. 31, 2019GBP (£) |
Option contracts [Member] | ||||
Derivative [Line Items] | ||||
Notional amount of contracts | € 120.5 | £ 40.6 | € 76.8 | £ 25.8 |
Forward contracts [Member] | ||||
Derivative [Line Items] | ||||
Notional amount of contracts | € 33.7 | £ 13.5 | € 55.4 | £ 18 |
FOREIGN CURRENCY DERIVATIVES _6
FOREIGN CURRENCY DERIVATIVES (Details 5) $ in Thousands, $ in Thousands | Dec. 31, 2019USD ($) | Dec. 31, 2019MXN ($) | Mar. 31, 2019MXN ($) |
Foreign currency swap contract [Member] | |||
Derivative [Line Items] | |||
Notional amount of contracts | $ 533 | $ 10,580 | $ 149,700 |
FOREIGN CURRENCY DERIVATIVES _7
FOREIGN CURRENCY DERIVATIVES (Details 6) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2019 | Dec. 31, 2018 | |
Gain (Loss) Included in Accumulated Other Comprehensive Income [Roll Forward] | ||||
Gain (loss) included in AOCI as of beginning of period | $ (13,311) | $ 2,825 | $ (7,480) | $ (1,693) |
Amount of gain (loss) recognized in other comprehensive income (“OCI”) (effective portion) | (1,420) | (5,622) | (5,755) | (853) |
Amount of (gain) loss reclassified from OCI into net revenues (effective portion) | 384,471 | 501,669 | 1,293,947 | 1,206,047 |
Amount of (gain) loss reclassified from OCI into cost of revenues (effective portion) | (240,625) | (286,532) | (731,384) | (728,438) |
Amount of (gain) loss reclassified from OCI into interest expense (effective portion) | (22,533) | (25,032) | (70,262) | (56,252) |
Gain (loss) included in AOCI as of end of period | (13,437) | (3,250) | (13,437) | (3,250) |
Reclassification out of Accumulated Other Comprehensive Income [Member] | ||||
Gain (Loss) Included in Accumulated Other Comprehensive Income [Roll Forward] | ||||
Amount of (gain) loss reclassified from OCI into net revenues (effective portion) | (225) | (1,488) | (3,152) | (2,637) |
Amount of (gain) loss reclassified from OCI into cost of revenues (effective portion) | (46) | 6 | (212) | (73) |
Amount of (gain) loss reclassified from OCI into interest expense (effective portion) | 1,565 | 1,029 | 3,162 | 2,006 |
Total amount of (gain) loss reclassified from AOCI to income (loss) (effective portion) | $ 1,294 | $ (453) | $ (202) | $ (704) |
INCOME TAXES (Details)
INCOME TAXES (Details) - USD ($) | 3 Months Ended | 9 Months Ended | |||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2019 | Dec. 31, 2018 | Mar. 31, 2019 | |
Income Tax Disclosure [Abstract] | |||||
Effective tax rate | (20.10%) | (15.90%) | (17.40%) | (20.10%) | |
Effective Income Tax Rate Reconciliation, Disposition of Asset, Amount | $ 11,600,000 | ||||
Effective Income Tax Rate Reconciliation, Disposition of Asset, Percent | 6.40% | ||||
Income Tax Effects Allocated Directly to Equity, Employee Stock Options | $ 8,600,000 | ||||
Effective Income Tax Rate Reconciliation, Tax Expense (Benefit), Share-based Payment Arrangement, Percent | 4.80% | ||||
Net deferred tax assets | $ 29,500,000 | $ 29,500,000 | |||
Effective Income Tax Rate Reconciliation, Nondeductible Expense, Share-based Payment Arrangement, Amount | $ (100,000) | $ (300,000) | $ (2,800,000) | $ (3,300,000) | |
Effective Income Tax Rate Reconciliation, Nondeductible Expense, Share-based Payment Arrangement, Percent | 10.00% | 70.00% | 1.60% | 2.30% | |
Unrecognized tax benefits | $ 36,300,000 | $ 25,500,000 | $ 36,300,000 | $ 25,500,000 | |
Accrued penalties | $ 0 | ||||
Unrecognized Tax Benefits, Increase Resulting From Cost Sharing Of Prior Stock-Based Compensation | $ 9,200,000 |
COMPUTATION OF EARNINGS (LOSS_3
COMPUTATION OF EARNINGS (LOSS) PER COMMON SHARE (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2019 | Dec. 31, 2018 | |
Numerator: | ||||
Net loss | $ (78,483) | $ (41,734) | $ (149,264) | $ (113,971) |
Denominator: | ||||
Weighted average common shares-basic (in shares) | 39,784 | 39,314 | 39,535 | 37,063 |
Dilutive effect of employee equity incentive plans (in shares) | 0 | 0 | 0 | 0 |
Weighted average common shares-diluted (in shares) | 39,784 | 39,314 | 39,535 | 37,063 |
Basic earnings (loss) per common share (in dollars per share) | $ (1.97) | $ (1.06) | $ (3.78) | $ (3.08) |
Diluted earnings (loss) per common share (in dollars per share) | $ (1.97) | $ (1.06) | $ (3.78) | $ (3.08) |
Potentially dilutive securities excluded from diluted earnings per common share because their effect is anti-dilutive | 1,470 | 952 | 834 | 456 |
REVENUE AND MAJOR CUSTOMERS (De
REVENUE AND MAJOR CUSTOMERS (Details) | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||
Dec. 31, 2019USD ($)Customer | Dec. 31, 2018USD ($)Customer | Dec. 31, 2019USD ($)Customer | Dec. 31, 2018USD ($)Customer | Mar. 31, 2019USD ($)Customer | |
Revenue from External Customer [Line Items] | |||||
Contract with Customer, Asset, Gross, Current | $ 2,600,000 | $ 2,600,000 | |||
Revenue, Remaining Performance Obligation, Current | 145,900 | 145,900 | |||
Net revenues | 384,471,000 | $ 501,669,000 | $ 1,293,947,000 | $ 1,206,047,000 | |
Revenue From Contracts With Customers, Percentage Associated With Non-cancellable Maintenance And Support Contracts | 90.00% | ||||
Contract with Customer, Liability | 202,700,000 | $ 202,700,000 | $ 193,900,000 | ||
Capitalized Contract Cost, Gross | 6,800,000 | 6,800,000 | |||
Revenue, Remaining Performance Obligation, Noncurrent | 62,800 | 62,800 | |||
Revenue, Remaining Performance Obligation, Amount | 208,700 | 208,700 | |||
Contract with Customer, Liability, Revenue Recognized | 50,700,000 | ||||
US [Member] | |||||
Revenue from External Customer [Line Items] | |||||
Net revenues | 175,856,000 | 223,111,000 | 613,810,000 | 570,726,000 | |
Europe and Africa [Member] | |||||
Revenue from External Customer [Line Items] | |||||
Net revenues | 105,931,000 | 146,388,000 | 351,883,000 | 338,935,000 | |
Asia Pacific [Member] | |||||
Revenue from External Customer [Line Items] | |||||
Net revenues | 73,630,000 | 90,162,000 | 235,931,000 | 204,504,000 | |
Americas, excluding U.S. [Member] | |||||
Revenue from External Customer [Line Items] | |||||
Net revenues | 29,054,000 | 42,008,000 | 92,323,000 | 91,882,000 | |
Total international net revenues [Member] | |||||
Revenue from External Customer [Line Items] | |||||
Net revenues | 208,615,000 | 278,558,000 | 680,137,000 | 635,321,000 | |
Enterprise Headset [Member] | |||||
Revenue from External Customer [Line Items] | |||||
Net revenues | 126,155,000 | 173,479,000 | 464,172,000 | 511,099,000 | |
Consumer Headset [Member] | |||||
Revenue from External Customer [Line Items] | |||||
Net revenues | 41,125,000 | 69,665,000 | 128,050,000 | 181,385,000 | |
Voice [Member] | |||||
Revenue from External Customer [Line Items] | |||||
Net revenues | 79,494,000 | 116,700,000 | 281,794,000 | 238,009,000 | |
Video [Member] | |||||
Revenue from External Customer [Line Items] | |||||
Net revenues | 69,859,000 | 85,597,000 | 220,499,000 | 171,519,000 | |
Service [Member] | |||||
Revenue from External Customer [Line Items] | |||||
Net revenues | $ 67,838,000 | $ 56,228,000 | $ 199,432,000 | $ 104,035,000 | |
Net Revenues [Member] | Customer Concentration Risk [Member] | |||||
Revenue from External Customer [Line Items] | |||||
Number of major customers, ten percent or greater, net accounts receivable | Customer | 2 | 2 | 2 | 2 | |
Net Revenues [Member] | Customer Concentration Risk [Member] | ScanSource [Member] | |||||
Revenue from External Customer [Line Items] | |||||
Concentration risk percentage | 19.20% | 16.40% | 19.50% | 15.00% | |
Net Revenues [Member] | Customer Concentration Risk [Member] | Ingram Micro [Member] | |||||
Revenue from External Customer [Line Items] | |||||
Concentration risk percentage | 12.70% | 11.50% | 15.70% | 10.90% | |
Accounts Receivable [Member] | Customer Concentration Risk [Member] | |||||
Revenue from External Customer [Line Items] | |||||
Number of major customers, ten percent or greater, net accounts receivable | Customer | 3 | 3 | 3 | ||
Accounts Receivable [Member] | Customer Concentration Risk [Member] | ScanSource [Member] | |||||
Revenue from External Customer [Line Items] | |||||
Concentration risk percentage | 24.80% | 19.20% | |||
Accounts Receivable [Member] | Customer Concentration Risk [Member] | Ingram Micro [Member] | |||||
Revenue from External Customer [Line Items] | |||||
Concentration risk percentage | 14.70% | 21.30% | |||
Accounts Receivable [Member] | Customer Concentration Risk [Member] | D&H Distributors [Member] | |||||
Revenue from External Customer [Line Items] | |||||
Concentration risk percentage | 10.90% | ||||
Accounts Receivable [Member] | Customer Concentration Risk [Member] | Synnex Corp. [Member] | |||||
Revenue from External Customer [Line Items] | |||||
Concentration risk percentage | 12.30% | ||||
Minimum [Member] | |||||
Revenue from External Customer [Line Items] | |||||
Revenue From Contracts With Customers, Credit Term | 30 days | ||||
Maximum [Member] | |||||
Revenue from External Customer [Line Items] | |||||
Revenue From Contracts With Customers, Credit Term | 90 days |
SUBSEQUENT EVENTS (Details)
SUBSEQUENT EVENTS (Details) | Feb. 04, 2020$ / shares |
Subsequent Event [Member] | |
Subsequent Event [Line Items] | |
Cash dividend payable per share (in dollars per share) | $ 0.15 |
Uncategorized Items - q32010-q.
Label | Element | Value |
Retained Earnings [Member] | ||
Cumulative Effect of New Accounting Principle in Period of Adoption | us-gaap_CumulativeEffectOfNewAccountingPrincipleInPeriodOfAdoption | $ 2,718,000 |
Cumulative Effect of New Accounting Principle in Period of Adoption | us-gaap_CumulativeEffectOfNewAccountingPrincipleInPeriodOfAdoption | (89,000) |
AOCI Attributable to Parent [Member] | ||
Cumulative Effect of New Accounting Principle in Period of Adoption | us-gaap_CumulativeEffectOfNewAccountingPrincipleInPeriodOfAdoption | $ (124,000) |