We could not find any results for:
Make sure your spelling is correct or try broadening your search.
Share Name | Share Symbol | Market | Type |
---|---|---|---|
Presidio Inc | NASDAQ:PSDO | NASDAQ | Common Stock |
Price Change | % Change | Share Price | Bid Price | Offer Price | High Price | Low Price | Open Price | Shares Traded | Last Trade | |
---|---|---|---|---|---|---|---|---|---|---|
0.00 | 0.00% | 16.60 | 0.01 | 199,999.99 | 0 | 01:00:00 |
☒
|
|
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
|
||||||
For the quarterly period ended March 31, 2017
|
||||||||
OR
|
||||||||
☐
|
|
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
|
||||||
For the transition period from ________ to ________
|
||||||||
|
||||||||
Commission File Number: 001-38028
|
Delaware
|
|
|
|
47-2398593
|
(State or other jurisdiction of
incorporation or organization)
|
|
|
|
(I.R.S. Employer
Identification Number)
|
☐
|
|
Large accelerated filer
|
|
|
|
☐
|
|
Accelerated filer
|
☒
|
|
Non-accelerated filer
|
(Do not check if a smaller reporting company)
|
|
☐
|
|
Smaller reporting company
|
|
☐
|
|
Emerging growth company
|
|
|
|
|
|
|
|
|
|
|
|
|
PART I. FINANCIAL INFORMATION
|
|||
Item 1.
|
Financial Statements
|
||
|
|
Consolidated Balance Sheets as of March 31, 2017 and June 30, 2016
|
|
|
|
Consolidated Statements of Operations for the three and nine months ended March 31, 2017 and 2016
|
|
|
|
Consolidated Statements of Cash Flows for the nine months ended March 31, 2017 and 2016
|
|
|
|
Consolidated Statements of Stockholders' Equity for the nine months ended March 31, 2017
|
|
|
|
Notes to the Consolidated Financial Statements
|
|
Item 2.
|
Management’s Discussion and Analysis of Financial Condition and Results of Operations
|
||
Item 3.
|
Quantitative and Qualitative Disclosures About Market Risk
|
||
Item 4.
|
Controls and Procedures
|
||
PART II. OTHER INFORMATION
|
|||
Item 1.
|
Legal Proceedings
|
||
Item 1A.
|
Risk Factors
|
||
Item 2.
|
Unregistered Sales of Equity Securities and Use of Proceeds
|
||
Item 3.
|
Defaults Upon Senior Securities
|
||
Item 4.
|
Mine Safety Disclosures
|
||
Item 5.
|
Other Information
|
||
Item 6.
|
Exhibits
|
||
|
Signatures
|
||
|
Exhibit Index
|
|
|
As of
June 30, 2016 |
|
As of
March 31, 2017 |
||||
Assets
|
|
|
|
|
||||
Current Assets
|
|
|
|
|
||||
Cash and cash equivalents
|
|
$
|
33.0
|
|
|
$
|
27.8
|
|
Accounts receivable, net
|
|
503.0
|
|
|
449.4
|
|
||
Unbilled accounts receivable, net
|
|
135.7
|
|
|
151.9
|
|
||
Financing receivables, current portion
|
|
83.1
|
|
|
86.5
|
|
||
Inventory
|
|
48.3
|
|
|
24.1
|
|
||
Prepaid expenses and other current assets
|
|
68.2
|
|
|
67.4
|
|
||
Total current assets
|
|
871.3
|
|
|
807.1
|
|
||
Property and equipment, net
|
|
32.9
|
|
|
32.7
|
|
||
Equipment under operating leases, net
|
|
2.9
|
|
|
1.8
|
|
||
Financing receivables, less current portion
|
|
102.0
|
|
|
111.5
|
|
||
Goodwill
|
|
781.5
|
|
|
781.5
|
|
||
Identifiable intangible assets, net
|
|
825.5
|
|
|
770.3
|
|
||
Other assets
|
|
7.0
|
|
|
31.9
|
|
||
Total assets
|
|
$
|
2,623.1
|
|
|
$
|
2,536.8
|
|
Liabilities and Stockholders’ Equity
|
|
|
|
|
||||
Current Liabilities
|
|
|
|
|
||||
Current maturities of long-term debt
|
|
$
|
7.4
|
|
|
$
|
—
|
|
Accounts payable – trade
|
|
382.3
|
|
|
346.6
|
|
||
Accounts payable – floor plan
|
|
223.3
|
|
|
184.6
|
|
||
Accrued expenses and other current liabilities
|
|
167.1
|
|
|
168.8
|
|
||
Discounted financing receivables, current portion
|
|
75.3
|
|
|
82.1
|
|
||
Total current liabilities
|
|
855.4
|
|
|
782.1
|
|
||
Long-term debt, net of debt issuance costs and current maturities
|
|
1,030.6
|
|
|
754.0
|
|
||
Discounted financing receivables, less current portion
|
|
87.1
|
|
|
103.4
|
|
||
Deferred income tax liabilities
|
|
288.0
|
|
|
273.6
|
|
||
Other liabilities
|
|
15.1
|
|
|
33.0
|
|
||
Total liabilities
|
|
2,276.2
|
|
|
1,946.1
|
|
||
Commitments and contingencies (Note 11)
|
|
|
|
|
||||
Stockholders’ Equity
|
|
|
|
|
||||
Preferred stock:
|
|
|
|
|
||||
$0.01 par value; 100 shares authorized and zero shares issued and outstanding at March 31, 2017, 100 shares authorized and zero shares issued and outstanding at June 30, 2016
|
|
—
|
|
|
—
|
|
||
Common stock:
|
|
|
|
|
||||
$0.01 par value; 250,000,000 shares authorized and 90,882,540 shares issued and outstanding at March 31, 2017, 100,000,000 shares authorized and 71,922,836 shares issued and outstanding at June 30, 2016
|
|
0.7
|
|
|
0.9
|
|
||
Additional paid-in capital
|
|
373.9
|
|
|
623.5
|
|
||
Accumulated deficit
|
|
(27.7
|
)
|
|
(33.7
|
)
|
||
Total stockholders’ equity
|
|
346.9
|
|
|
590.7
|
|
||
Total liabilities and stockholders’ equity
|
|
$
|
2,623.1
|
|
|
$
|
2,536.8
|
|
|
|
Three months ended March 31,
|
|
Nine months ended March 31,
|
||||||||||||
|
|
2016
|
|
2017
|
|
2016
|
|
2017
|
||||||||
Revenue
|
|
|
|
|
|
|
|
|
||||||||
Product
|
|
$
|
485.0
|
|
|
$
|
519.1
|
|
|
$
|
1,675.4
|
|
|
$
|
1,757.8
|
|
Service
|
|
101.4
|
|
|
109.7
|
|
|
285.6
|
|
|
330.5
|
|
||||
Total revenue
|
|
586.4
|
|
|
628.8
|
|
|
1,961.0
|
|
|
2,088.3
|
|
||||
Cost of revenue
|
|
|
|
|
|
|
|
|
||||||||
Product
|
|
385.9
|
|
|
403.8
|
|
|
1,344.3
|
|
|
1,394.9
|
|
||||
Service
|
|
76.8
|
|
|
82.9
|
|
|
223.2
|
|
|
259.8
|
|
||||
Total cost of revenue
|
|
462.7
|
|
|
486.7
|
|
|
1,567.5
|
|
|
1,654.7
|
|
||||
Gross margin
|
|
123.7
|
|
|
142.1
|
|
|
393.5
|
|
|
433.6
|
|
||||
Operating expenses
|
|
|
|
|
|
|
|
|
||||||||
Selling expenses
|
|
63.5
|
|
|
70.8
|
|
|
178.0
|
|
|
204.9
|
|
||||
General and administrative expenses
|
|
24.6
|
|
|
27.9
|
|
|
69.5
|
|
|
80.7
|
|
||||
Transaction costs
|
|
6.7
|
|
|
8.5
|
|
|
15.6
|
|
|
14.5
|
|
||||
Depreciation and amortization
|
|
19.2
|
|
|
20.5
|
|
|
54.5
|
|
|
61.3
|
|
||||
Total operating expenses
|
|
114.0
|
|
|
127.7
|
|
|
317.6
|
|
|
361.4
|
|
||||
Operating income
|
|
9.7
|
|
|
14.4
|
|
|
75.9
|
|
|
72.2
|
|
||||
Interest and other (income) expense
|
|
|
|
|
|
|
|
|
||||||||
Interest expense
|
|
21.5
|
|
|
18.3
|
|
|
60.9
|
|
|
59.9
|
|
||||
Loss on disposal of business
|
|
—
|
|
|
—
|
|
|
6.8
|
|
|
—
|
|
||||
Loss on extinguishment of debt
|
|
0.8
|
|
|
26.9
|
|
|
0.9
|
|
|
27.7
|
|
||||
Other (income) expense, net
|
|
—
|
|
|
0.1
|
|
|
0.2
|
|
|
0.2
|
|
||||
Total interest and other (income) expense
|
|
22.3
|
|
|
45.3
|
|
|
68.8
|
|
|
87.8
|
|
||||
Income (loss) before income taxes
|
|
(12.6
|
)
|
|
(30.9
|
)
|
|
7.1
|
|
|
(15.6
|
)
|
||||
Income tax expense (benefit)
|
|
(6.2
|
)
|
|
(15.9
|
)
|
|
3.1
|
|
|
(9.6
|
)
|
||||
Net income (loss)
|
|
$
|
(6.4
|
)
|
|
$
|
(15.0
|
)
|
|
$
|
4.0
|
|
|
$
|
(6.0
|
)
|
Earnings (loss) per share:
|
|
|
|
|
|
|
|
|
||||||||
Basic
|
|
$
|
(0.09
|
)
|
|
$
|
(0.20
|
)
|
|
$
|
0.06
|
|
|
$
|
(0.08
|
)
|
Diluted
|
|
$
|
(0.09
|
)
|
|
$
|
(0.20
|
)
|
|
$
|
0.06
|
|
|
$
|
(0.08
|
)
|
Weighted-average common shares outstanding:
|
|
|
|
|
|
|
|
|
||||||||
Basic
|
|
71,504,578
|
|
|
75,374,606
|
|
|
70,851,186
|
|
|
73,064,789
|
|
||||
Diluted
|
|
71,504,578
|
|
|
75,374,606
|
|
|
72,575,274
|
|
|
73,064,789
|
|
|
|
Nine months ended
March 31, 2016 |
|
Nine months ended
March 31, 2017 |
||||
Cash flows from operating activities:
|
|
|
|
|
||||
Net income (loss)
|
|
$
|
4.0
|
|
|
$
|
(6.0
|
)
|
Adjustments to reconcile net income (loss) to net cash provided by operating activities
|
|
|
|
|
||||
Amortization of intangible assets
|
|
48.8
|
|
|
55.2
|
|
||
Depreciation of property and equipment in operating expenses
|
|
5.7
|
|
|
6.1
|
|
||
Depreciation of property and equipment in cost of revenue
|
|
4.2
|
|
|
4.0
|
|
||
Provision for sales returns and credit losses
|
|
0.6
|
|
|
1.6
|
|
||
Amortization of debt issuance costs
|
|
5.6
|
|
|
5.1
|
|
||
Loss on extinguishment of debt
|
|
0.9
|
|
|
27.7
|
|
||
Loss on disposal of business
|
|
6.8
|
|
|
—
|
|
||
Noncash lease income
|
|
(1.9
|
)
|
|
(3.1
|
)
|
||
Share-based compensation expense
|
|
1.8
|
|
|
8.9
|
|
||
Deferred income tax benefit
|
|
(17.7
|
)
|
|
(14.4
|
)
|
||
Other
|
|
(0.1
|
)
|
|
0.3
|
|
||
Change in assets and liabilities, net of acquisitions and dispositions:
|
|
|
|
|
||||
Unbilled and accounts receivable
|
|
23.2
|
|
|
37.0
|
|
||
Inventory
|
|
7.8
|
|
|
24.2
|
|
||
Prepaid expenses and other assets
|
|
(5.2
|
)
|
|
(25.2
|
)
|
||
Accounts payable – trade
|
|
(14.3
|
)
|
|
(35.7
|
)
|
||
Accrued expenses and other liabilities
|
|
(13.5
|
)
|
|
10.6
|
|
||
Net cash provided by operating activities
|
|
56.7
|
|
|
96.3
|
|
||
Cash flows from investing activities:
|
|
|
|
|
||||
Acquisition of businesses, net of cash and cash equivalents acquired
|
|
(251.3
|
)
|
|
—
|
|
||
Proceeds from collection of escrow related to acquisition of business
|
|
—
|
|
|
0.6
|
|
||
Proceeds from disposition of business
|
|
36.3
|
|
|
—
|
|
||
Additions of equipment under sales-type and direct financing leases
|
|
(58.4
|
)
|
|
(76.3
|
)
|
||
Proceeds from collection of financing receivables
|
|
4.8
|
|
|
8.8
|
|
||
Additions to equipment under operating leases
|
|
(2.5
|
)
|
|
(1.6
|
)
|
||
Proceeds from disposition of equipment under operating leases
|
|
1.0
|
|
|
1.4
|
|
||
Purchases of property and equipment
|
|
(9.9
|
)
|
|
(8.9
|
)
|
||
Net cash used in investing activities
|
|
(280.0
|
)
|
|
(76.0
|
)
|
||
Cash flows from financing activities:
|
|
|
|
|
||||
Proceeds from initial public offering, net of underwriter discounts and commissions
|
|
—
|
|
|
247.5
|
|
||
Payment of initial public offering costs
|
|
—
|
|
|
(0.7
|
)
|
||
Proceeds from issuance of common stock under share-based compensation plans
|
|
—
|
|
|
0.6
|
|
||
Payment of future consideration on acquisitions
|
|
(10.3
|
)
|
|
—
|
|
||
Deferred financing costs
|
|
(1.1
|
)
|
|
—
|
|
||
Proceeds from the discounting of financing receivables
|
|
55.5
|
|
|
86.5
|
|
||
Retirements of discounted financing receivables
|
|
(1.7
|
)
|
|
(4.4
|
)
|
||
Net borrowings (repayments) on the receivables securitization facility
|
|
25.0
|
|
|
(5.0
|
)
|
||
Repayments of senior and subordinated notes
|
|
(37.4
|
)
|
|
(230.8
|
)
|
||
Borrowings on term loans, net of original issue discount
|
|
142.5
|
|
|
—
|
|
||
Repayments of term loans
|
|
(19.2
|
)
|
|
(80.5
|
)
|
||
Net repayments on the floor plan facility
|
|
(7.3
|
)
|
|
(38.7
|
)
|
||
Net cash provided by (used in) financing activities
|
|
146.0
|
|
|
(25.5
|
)
|
||
Net decrease in cash and cash equivalents
|
|
(77.3
|
)
|
|
(5.2
|
)
|
||
Cash and cash equivalents:
|
|
|
|
|
||||
Beginning of the period
|
|
88.3
|
|
|
33.0
|
|
||
End of the period
|
|
$
|
11.0
|
|
|
$
|
27.8
|
|
|
|
Nine months ended
March 31, 2016 |
|
Nine months ended
March 31, 2017 |
||||
Supplemental disclosures of cash flow information
|
|
|
|
|
||||
Cash paid during the period for:
|
|
|
|
|
||||
Interest
|
|
$
|
62.0
|
|
|
$
|
68.7
|
|
Income taxes, net of refunds
|
|
$
|
23.3
|
|
|
$
|
2.6
|
|
Reduction of discounted lease assets and liabilities
|
|
$
|
62.3
|
|
|
$
|
65.3
|
|
Initial public offering costs not yet paid
|
|
$
|
—
|
|
|
$
|
6.5
|
|
|
|
Preferred stock
|
|
Common stock
|
|
Additional
paid-in
capital
|
|
Accumulated
deficit
|
|
Total
|
||||||||||||||||
|
|
Shares
|
|
Amount
|
|
Shares
|
|
Amount
|
|
|||||||||||||||||
Balance, June 30, 2016
|
|
—
|
|
|
$
|
—
|
|
|
71,922,836
|
|
|
$
|
0.7
|
|
|
$
|
373.9
|
|
|
$
|
(27.7
|
)
|
|
$
|
346.9
|
|
Common stock issued for initial public offering, net of underwriting discounts and commissions
|
|
—
|
|
|
—
|
|
|
18,766,465
|
|
|
0.2
|
|
|
247.3
|
|
|
—
|
|
|
247.5
|
|
|||||
Costs related to initial public offering
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(7.2
|
)
|
|
—
|
|
|
(7.2
|
)
|
|||||
Common stock issued for awards under share-based compensation plans
|
|
—
|
|
|
—
|
|
|
193,239
|
|
|
—
|
|
|
0.6
|
|
|
—
|
|
|
0.6
|
|
|||||
Net loss
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(6.0
|
)
|
|
(6.0
|
)
|
|||||
Share-based compensation expense
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
8.9
|
|
|
—
|
|
|
8.9
|
|
|||||
Balance, March 31, 2017
|
|
—
|
|
|
$
|
—
|
|
|
90,882,540
|
|
|
$
|
0.9
|
|
|
$
|
623.5
|
|
|
$
|
(33.7
|
)
|
|
$
|
590.7
|
|
|
|
June 30, 2016
|
|
March 31, 2017
|
||||
Partner incentive program receivable
|
|
$
|
27.3
|
|
|
$
|
13.9
|
|
Prepaid income taxes
|
|
10.4
|
|
|
8.1
|
|
||
Deferred product costs
|
|
5.3
|
|
|
32.3
|
|
||
Other prepaid expenses and other current assets
|
|
25.2
|
|
|
13.1
|
|
||
Total prepaid expenses and other current assets
|
|
$
|
68.2
|
|
|
$
|
67.4
|
|
|
|
Discounted to
financial institutions
|
|
Not discounted to
financial institutions
|
|
Total
|
||||||
Financing receivables:
|
|
|
|
|
|
|
||||||
Minimum lease payments
|
|
$
|
168.5
|
|
|
$
|
18.4
|
|
|
$
|
186.9
|
|
Estimated net residual values
|
|
—
|
|
|
7.9
|
|
|
7.9
|
|
|||
Unearned income
|
|
(7.4
|
)
|
|
(1.6
|
)
|
|
(9.0
|
)
|
|||
Provision for credit losses
|
|
—
|
|
|
(0.7
|
)
|
|
(0.7
|
)
|
|||
Total, net
|
|
$
|
161.1
|
|
|
$
|
24.0
|
|
|
$
|
185.1
|
|
Reported as:
|
|
|
|
|
|
|
||||||
Current
|
|
$
|
74.4
|
|
|
$
|
8.7
|
|
|
$
|
83.1
|
|
Long-term
|
|
86.7
|
|
|
15.3
|
|
|
102.0
|
|
|||
Total, net
|
|
$
|
161.1
|
|
|
$
|
24.0
|
|
|
$
|
185.1
|
|
Discounted financing receivables:
|
|
|
|
|
|
|
||||||
Nonrecourse
|
|
$
|
159.2
|
|
|
$
|
—
|
|
|
$
|
159.2
|
|
Recourse
|
|
1.0
|
|
|
—
|
|
|
1.0
|
|
|||
Total
|
|
$
|
160.2
|
|
|
$
|
—
|
|
|
$
|
160.2
|
|
Reported as:
|
|
|
|
|
|
|
||||||
Current
|
|
$
|
73.9
|
|
|
$
|
—
|
|
|
$
|
73.9
|
|
Long-term
|
|
86.3
|
|
|
—
|
|
|
86.3
|
|
|||
Total
|
|
$
|
160.2
|
|
|
$
|
—
|
|
|
$
|
160.2
|
|
|
|
Discounted to
financial institutions
|
|
Not discounted to
financial institutions
|
|
Total
|
||||||
Financing receivables:
|
|
|
|
|
|
|
||||||
Minimum lease payments
|
|
$
|
197.3
|
|
|
$
|
4.3
|
|
|
$
|
201.6
|
|
Estimated net residual values
|
|
—
|
|
|
7.2
|
|
|
7.2
|
|
|||
Unearned income
|
|
(9.4
|
)
|
|
(0.8
|
)
|
|
(10.2
|
)
|
|||
Provision for credit losses
|
|
—
|
|
|
(0.6
|
)
|
|
(0.6
|
)
|
|||
Total, net
|
|
$
|
187.9
|
|
|
$
|
10.1
|
|
|
$
|
198.0
|
|
Reported as:
|
|
|
|
|
|
|
||||||
Current
|
|
$
|
82.4
|
|
|
$
|
4.1
|
|
|
$
|
86.5
|
|
Long-term
|
|
105.5
|
|
|
6.0
|
|
|
111.5
|
|
|||
Total, net
|
|
$
|
187.9
|
|
|
$
|
10.1
|
|
|
$
|
198.0
|
|
Discounted financing receivables:
|
|
|
|
|
|
|
||||||
Nonrecourse
|
|
$
|
184.4
|
|
|
$
|
—
|
|
|
$
|
184.4
|
|
Recourse
|
|
—
|
|
|
—
|
|
|
—
|
|
|||
Total
|
|
$
|
184.4
|
|
|
$
|
—
|
|
|
$
|
184.4
|
|
Reported as:
|
|
|
|
|
|
|
||||||
Current
|
|
$
|
81.3
|
|
|
$
|
—
|
|
|
$
|
81.3
|
|
Long-term
|
|
103.1
|
|
|
—
|
|
|
103.1
|
|
|||
Total
|
|
$
|
184.4
|
|
|
$
|
—
|
|
|
$
|
184.4
|
|
|
|
June 30, 2016
|
|
March 31, 2017
|
||||
Equipment under operating leases
|
|
$
|
5.6
|
|
|
$
|
4.7
|
|
Accumulated depreciation
|
|
(2.7
|
)
|
|
(2.9
|
)
|
||
Total equipment under operating leases, net
|
|
$
|
2.9
|
|
|
$
|
1.8
|
|
|
|
June 30, 2016
|
|
March 31, 2017
|
||||
Discounted operating leases:
|
|
|
|
|
||||
Current
|
|
$
|
1.4
|
|
|
$
|
0.8
|
|
Noncurrent
|
|
0.8
|
|
|
0.3
|
|
||
Total
|
|
$
|
2.2
|
|
|
$
|
1.1
|
|
|
|
Estimated
useful lives
|
|
June 30, 2016
|
|
March 31, 2017
|
||||
Furniture and fixtures
|
|
3 to 7 years
|
|
$
|
4.7
|
|
|
$
|
5.2
|
|
Equipment
|
|
3 to 7 years
|
|
18.1
|
|
|
21.0
|
|
||
Software
|
|
3 years
|
|
14.4
|
|
|
17.8
|
|
||
Leasehold improvements
|
|
Life of lease
|
|
11.2
|
|
|
13.0
|
|
||
Total property and equipment
|
|
|
|
48.4
|
|
|
57.0
|
|
||
Accumulated depreciation and amortization
|
|
|
|
(15.5
|
)
|
|
(24.3
|
)
|
||
Total property and equipment, net
|
|
|
|
$
|
32.9
|
|
|
$
|
32.7
|
|
|
|
Range of life
(years)
|
|
Gross amount
|
|
Accumulated
amortization
|
|
Total, net
|
||||||
Finite-lived intangible assets:
|
|
|
|
|
|
|
|
|
||||||
Customer relationships
|
|
5 – 10
|
|
$
|
703.2
|
|
|
$
|
(89.4
|
)
|
|
$
|
613.8
|
|
Developed technology
|
|
5
|
|
3.6
|
|
|
(0.9
|
)
|
|
2.7
|
|
|||
Non-compete agreements
|
|
1
|
|
0.6
|
|
|
(0.6
|
)
|
|
—
|
|
|||
Trade names
|
|
2
|
|
5.1
|
|
|
(1.1
|
)
|
|
4.0
|
|
|||
Indefinite-lived intangible assets:
|
|
|
|
|
|
|
|
|
||||||
Trade names
|
|
Indefinite
|
|
205.0
|
|
|
—
|
|
|
205.0
|
|
|||
Total intangible assets
|
|
|
|
$
|
917.5
|
|
|
$
|
(92.0
|
)
|
|
$
|
825.5
|
|
|
|
Range of life
(years)
|
|
Gross amount
|
|
Accumulated
amortization
|
|
Total, net
|
||||||
Finite-lived intangible assets:
|
|
|
|
|
|
|
|
|
||||||
Customer relationships
|
|
5 – 10
|
|
$
|
703.2
|
|
|
$
|
(142.2
|
)
|
|
$
|
561.0
|
|
Developed technology
|
|
5
|
|
3.6
|
|
|
(1.4
|
)
|
|
2.2
|
|
|||
Noncompete agreements
|
|
1
|
|
0.6
|
|
|
(0.6
|
)
|
|
—
|
|
|||
Trade names
|
|
2
|
|
5.1
|
|
|
(3.0
|
)
|
|
2.1
|
|
|||
Indefinite-lived intangible assets:
|
|
|
|
|
|
|
|
|
||||||
Trade names
|
|
Indefinite
|
|
205.0
|
|
|
—
|
|
|
205.0
|
|
|||
Total intangible assets
|
|
|
|
$
|
917.5
|
|
|
$
|
(147.2
|
)
|
|
$
|
770.3
|
|
Years ending June 30,
|
|
||
2017 (remaining three months)
|
$
|
18.4
|
|
2018
|
72.5
|
|
|
2019
|
71.1
|
|
|
2020
|
70.8
|
|
|
2021
|
70.4
|
|
|
2022 and thereafter
|
262.1
|
|
|
Total
|
$
|
565.3
|
|
|
|
|
|
June 30, 2016
|
|
March 31, 2017
|
||||
Accrued compensation
|
|
$
|
66.1
|
|
|
$
|
59.3
|
|
Accrued interest
|
|
21.4
|
|
|
7.4
|
|
||
Accrued equipment purchases/vendor expenses
|
|
27.5
|
|
|
41.5
|
|
||
Accrued non-income taxes
|
|
12.2
|
|
|
9.1
|
|
||
Customer deposits, current portion
|
|
8.8
|
|
|
5.9
|
|
||
Unearned revenue
|
|
30.8
|
|
|
43.8
|
|
||
Other accrued expenses and current liabilities
|
|
0.3
|
|
|
1.8
|
|
||
Total accrued expenses and other current liabilities
|
|
$
|
167.1
|
|
|
$
|
168.8
|
|
|
|
June 30, 2016
|
|
March 31, 2017
|
||||
Revolving credit facility
|
|
$
|
—
|
|
|
$
|
—
|
|
Receivables securitization loan
|
|
5.0
|
|
|
—
|
|
||
Term loan facility, due February 2022
|
|
732.3
|
|
|
651.9
|
|
||
Senior notes, 10.25% due February 2023
|
|
222.5
|
|
|
125.0
|
|
||
Senior subordinated notes, 10.25% due February 2023
|
|
111.8
|
|
|
—
|
|
||
Total long-term debt
|
|
1,071.6
|
|
|
776.9
|
|
||
Unamortized debt issuance costs
|
|
(33.6
|
)
|
|
(22.9
|
)
|
||
Total long-term debt, net of debt issuance costs
|
|
$
|
1,038.0
|
|
|
$
|
754.0
|
|
Reported as:
|
|
|
|
|
||||
Current
|
|
$
|
7.4
|
|
|
$
|
—
|
|
Long-term
|
|
1,030.6
|
|
|
754.0
|
|
||
Total long-term debt, net of debt issuance costs
|
|
$
|
1,038.0
|
|
|
$
|
754.0
|
|
|
|
|
|
Fair value measurement
|
||||||||||||
|
|
Carrying value
|
|
Level 1
|
|
Level 2
|
|
Level 3
|
||||||||
Receivable securitization facility
|
|
$
|
5.0
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
5.0
|
|
Term loan
|
|
732.3
|
|
|
—
|
|
|
714.0
|
|
|
—
|
|
||||
Senior notes
|
|
222.5
|
|
|
—
|
|
|
227.6
|
|
|
—
|
|
||||
Senior subordinated notes
|
|
111.8
|
|
|
—
|
|
|
115.7
|
|
|
—
|
|
||||
Total
|
|
$
|
1,071.6
|
|
|
$
|
—
|
|
|
$
|
1,057.3
|
|
|
$
|
5.0
|
|
|
|
|
|
Fair value measurement
|
||||||||||||
|
|
Carrying value
|
|
Level 1
|
|
Level 2
|
|
Level 3
|
||||||||
Term loan
|
|
$
|
651.9
|
|
|
$
|
—
|
|
|
$
|
657.6
|
|
|
$
|
—
|
|
Senior notes
|
|
125.0
|
|
|
—
|
|
|
138.1
|
|
|
—
|
|
||||
Total
|
|
$
|
776.9
|
|
|
$
|
—
|
|
|
$
|
795.7
|
|
|
$
|
—
|
|
|
|
Three months ended March 31,
|
|
Nine months ended March 31,
|
||||||||||||
|
|
2016
|
|
2017
|
|
2016
|
|
2017
|
||||||||
Selling expenses
|
|
$
|
0.2
|
|
|
$
|
3.4
|
|
|
$
|
0.9
|
|
|
$
|
3.9
|
|
General and administrative expenses
|
|
0.4
|
|
|
4.5
|
|
|
0.9
|
|
|
5.0
|
|
||||
Total
|
|
$
|
0.6
|
|
|
$
|
7.9
|
|
|
$
|
1.8
|
|
|
$
|
8.9
|
|
Tax benefits realized
|
|
$
|
—
|
|
|
$
|
0.6
|
|
|
$
|
—
|
|
|
$
|
0.6
|
|
|
|
Three months ended March 31,
|
|
Nine months ended March 31,
|
||||||||||||
|
|
2016
|
|
2017
|
|
2016
|
|
2017
|
||||||||
Numerator:
|
|
|
|
|
|
|
|
|
||||||||
Earnings (loss)
|
|
$
|
(6.4
|
)
|
|
$
|
(15.0
|
)
|
|
$
|
4.0
|
|
|
$
|
(6.0
|
)
|
Denominator:
|
|
|
|
|
|
|
|
|
||||||||
Weighted-average shares – basic
|
|
71,504,578
|
|
|
75,374,606
|
|
|
70,851,186
|
|
|
73,064,789
|
|
||||
Effect of dilutive securities:
|
|
|
|
|
|
|
|
|
||||||||
Stock options
|
|
—
|
|
|
—
|
|
|
1,724,088
|
|
|
—
|
|
||||
Weighted-average shares – diluted
|
|
71,504,578
|
|
|
75,374,606
|
|
|
72,575,274
|
|
|
73,064,789
|
|
||||
Earnings (loss) per share:
|
|
|
|
|
|
|
|
|
||||||||
Basic
|
|
$
|
(0.09
|
)
|
|
$
|
(0.20
|
)
|
|
$
|
0.06
|
|
|
$
|
(0.08
|
)
|
Diluted
|
|
$
|
(0.09
|
)
|
|
$
|
(0.20
|
)
|
|
$
|
0.06
|
|
|
$
|
(0.08
|
)
|
|
|
Three months ended March 31,
|
|
Nine months ended March 31,
|
||||||||
|
|
2016
|
|
2017
|
|
2016
|
|
2017
|
||||
Stock options excluded from EPS because of anti-dilution
|
|
5,276,580
|
|
|
10,370,049
|
|
|
388,384
|
|
|
10,370,049
|
|
Stock options excluded from EPS because performance or market condition has not been met
|
|
3,528,708
|
|
|
—
|
|
|
3,528,708
|
|
|
—
|
|
Total stock options excluded from EPS
|
|
8,805,288
|
|
|
10,370,049
|
|
|
3,917,092
|
|
|
10,370,049
|
|
|
|
Three months ended March 31,
|
|
Nine months ended March 31,
|
||||||||||||
|
|
2016
|
|
2017
|
|
2016
|
|
2017
|
||||||||
Cloud
|
|
$
|
78.1
|
|
|
$
|
119.0
|
|
|
$
|
271.8
|
|
|
$
|
367.1
|
|
Security
|
|
48.3
|
|
|
89.2
|
|
|
178.3
|
|
|
225.7
|
|
||||
Digital Infrastructure
|
|
460.0
|
|
|
420.6
|
|
|
1,510.9
|
|
|
1,495.5
|
|
||||
Total revenue
|
|
$
|
586.4
|
|
|
$
|
628.8
|
|
|
$
|
1,961.0
|
|
|
$
|
2,088.3
|
|
Condensed Consolidating Balance Sheet
|
||||||||||||||||
As of March 31, 2017
|
||||||||||||||||
|
||||||||||||||||
|
|
Presidio, Inc.
|
|
Presidio Holdings Inc. & Subsidiaries
|
|
Intercompany Eliminations
|
|
Consolidated
|
||||||||
Assets
|
|
|
|
|
|
|
|
|
||||||||
Current Assets
|
|
|
|
|
|
|
|
|
||||||||
Cash and cash equivalents
|
|
$
|
—
|
|
|
$
|
27.8
|
|
|
$
|
—
|
|
|
$
|
27.8
|
|
Accounts receivable, net
|
|
—
|
|
|
449.4
|
|
|
—
|
|
|
449.4
|
|
||||
Unbilled accounts receivable, net
|
|
—
|
|
|
151.9
|
|
|
—
|
|
|
151.9
|
|
||||
Financing receivables, current portion
|
|
—
|
|
|
86.5
|
|
|
—
|
|
|
86.5
|
|
||||
Inventory
|
|
—
|
|
|
24.1
|
|
|
—
|
|
|
24.1
|
|
||||
Prepaid expenses and other current assets
|
|
1.4
|
|
|
66.3
|
|
|
(0.3
|
)
|
|
67.4
|
|
||||
Total current assets
|
|
1.4
|
|
|
806.0
|
|
|
(0.3
|
)
|
|
807.1
|
|
||||
Property and equipment, net
|
|
—
|
|
|
32.7
|
|
|
—
|
|
|
32.7
|
|
||||
Equipment under operating leases, net
|
|
—
|
|
|
1.8
|
|
|
—
|
|
|
1.8
|
|
||||
Financing receivables, less current portion
|
|
—
|
|
|
111.5
|
|
|
—
|
|
|
111.5
|
|
||||
Goodwill
|
|
—
|
|
|
781.5
|
|
|
—
|
|
|
781.5
|
|
||||
Identifiable intangible assets, net
|
|
—
|
|
|
770.3
|
|
|
—
|
|
|
770.3
|
|
||||
Other assets
|
|
593.1
|
|
|
31.9
|
|
|
(593.1
|
)
|
|
31.9
|
|
||||
Total assets
|
|
$
|
594.5
|
|
|
$
|
2,535.7
|
|
|
$
|
(593.4
|
)
|
|
$
|
2,536.8
|
|
Liabilities and Stockholders’ Equity
|
|
|
|
|
|
|
|
|
||||||||
Current Liabilities
|
|
|
|
|
|
|
|
|
||||||||
Current maturities of long-term debt
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
Accounts payable – trade
|
|
—
|
|
|
346.6
|
|
|
—
|
|
|
346.6
|
|
||||
Accounts payable – floor plan
|
|
—
|
|
|
184.6
|
|
|
—
|
|
|
184.6
|
|
||||
Accrued expenses and other current liabilities
|
|
6.6
|
|
|
162.5
|
|
|
(0.3
|
)
|
|
168.8
|
|
||||
Discounted financing receivables, current portion
|
|
—
|
|
|
82.1
|
|
|
—
|
|
|
82.1
|
|
||||
Total current liabilities
|
|
6.6
|
|
|
775.8
|
|
|
(0.3
|
)
|
|
782.1
|
|
||||
Long-term debt, net of debt issuance costs and current maturities
|
|
—
|
|
|
754.0
|
|
|
—
|
|
|
754.0
|
|
||||
Discounted financing receivables, less current portion
|
|
—
|
|
|
103.4
|
|
|
—
|
|
|
103.4
|
|
||||
Deferred income tax liabilities
|
|
(2.8
|
)
|
|
276.4
|
|
|
—
|
|
|
273.6
|
|
||||
Other liabilities
|
|
—
|
|
|
33.0
|
|
|
—
|
|
|
33.0
|
|
||||
Total liabilities
|
|
3.8
|
|
|
1,942.6
|
|
|
(0.3
|
)
|
|
1,946.1
|
|
||||
Total stockholders’ equity
|
|
590.7
|
|
|
593.1
|
|
|
(593.1
|
)
|
|
590.7
|
|
||||
Total liabilities and stockholders’ equity
|
|
$
|
594.5
|
|
|
$
|
2,535.7
|
|
|
$
|
(593.4
|
)
|
|
$
|
2,536.8
|
|
Condensed Consolidating Statement of Operations
|
||||||||||||||||
Three months ended March 31, 2016
|
||||||||||||||||
|
||||||||||||||||
|
|
Presidio, Inc.
|
|
Presidio Holdings Inc. & Subsidiaries
|
|
Intercompany Eliminations
|
|
Consolidated
|
||||||||
Total revenue
|
|
$
|
—
|
|
|
$
|
586.4
|
|
|
$
|
—
|
|
|
$
|
586.4
|
|
Total cost of revenue
|
|
—
|
|
|
462.7
|
|
|
—
|
|
|
462.7
|
|
||||
Gross margin
|
|
—
|
|
|
123.7
|
|
|
—
|
|
|
123.7
|
|
||||
Operating expenses
|
|
|
|
|
|
|
|
|
||||||||
Selling, general and administrative, and transaction costs
|
|
0.2
|
|
|
94.6
|
|
|
—
|
|
|
94.8
|
|
||||
Depreciation and amortization
|
|
—
|
|
|
19.2
|
|
|
—
|
|
|
19.2
|
|
||||
Total operating expenses
|
|
0.2
|
|
|
113.8
|
|
|
—
|
|
|
114.0
|
|
||||
Operating income (loss)
|
|
(0.2
|
)
|
|
9.9
|
|
|
—
|
|
|
9.7
|
|
||||
Interest and other (income) expense
|
|
|
|
|
|
|
|
|
||||||||
Interest expense
|
|
—
|
|
|
21.7
|
|
|
(0.2
|
)
|
|
21.5
|
|
||||
Loss on extinguishment of debt
|
|
—
|
|
|
0.8
|
|
|
—
|
|
|
0.8
|
|
||||
Other (income) expense, net
|
|
6.2
|
|
|
—
|
|
|
(6.2
|
)
|
|
—
|
|
||||
Total interest and other (income) expense
|
|
6.2
|
|
|
22.5
|
|
|
(6.4
|
)
|
|
22.3
|
|
||||
Income (loss) before income taxes
|
|
(6.4
|
)
|
|
(12.6
|
)
|
|
6.4
|
|
|
(12.6
|
)
|
||||
Income tax expense (benefit)
|
|
—
|
|
|
(6.2
|
)
|
|
—
|
|
|
(6.2
|
)
|
||||
Net income (loss)
|
|
$
|
(6.4
|
)
|
|
$
|
(6.4
|
)
|
|
$
|
6.4
|
|
|
$
|
(6.4
|
)
|
Condensed Consolidating Statement of Operations
|
||||||||||||||||
Three months ended March 31, 2017
|
||||||||||||||||
|
||||||||||||||||
|
|
Presidio, Inc.
|
|
Presidio Holdings Inc. & Subsidiaries
|
|
Intercompany Eliminations
|
|
Consolidated
|
||||||||
Total revenue
|
|
$
|
—
|
|
|
$
|
628.8
|
|
|
$
|
—
|
|
|
$
|
628.8
|
|
Total cost of revenue
|
|
—
|
|
|
486.7
|
|
|
—
|
|
|
486.7
|
|
||||
Gross margin
|
|
—
|
|
|
142.1
|
|
|
—
|
|
|
142.1
|
|
||||
Operating expenses
|
|
|
|
|
|
|
|
|
||||||||
Selling, general and administrative, and transaction costs
|
|
0.3
|
|
|
106.9
|
|
|
—
|
|
|
107.2
|
|
||||
Depreciation and amortization
|
|
—
|
|
|
20.5
|
|
|
—
|
|
|
20.5
|
|
||||
Total operating expenses
|
|
0.3
|
|
|
127.4
|
|
|
—
|
|
|
127.7
|
|
||||
Operating income (loss)
|
|
(0.3
|
)
|
|
14.7
|
|
|
—
|
|
|
14.4
|
|
||||
Interest and other (income) expense
|
|
|
|
|
|
|
|
|
||||||||
Interest expense
|
|
—
|
|
|
18.3
|
|
|
—
|
|
|
18.3
|
|
||||
Loss on extinguishment of debt
|
|
—
|
|
|
26.9
|
|
|
—
|
|
|
26.9
|
|
||||
Other (income) expense, net
|
|
14.9
|
|
|
0.1
|
|
|
(14.9
|
)
|
|
0.1
|
|
||||
Total interest and other (income) expense
|
|
14.9
|
|
|
45.3
|
|
|
(14.9
|
)
|
|
45.3
|
|
||||
Income (loss) before income taxes
|
|
(15.2
|
)
|
|
(30.6
|
)
|
|
14.9
|
|
|
(30.9
|
)
|
||||
Income tax expense (benefit)
|
|
(0.2
|
)
|
|
(15.7
|
)
|
|
—
|
|
|
(15.9
|
)
|
||||
Net income (loss)
|
|
$
|
(15.0
|
)
|
|
$
|
(14.9
|
)
|
|
$
|
14.9
|
|
|
$
|
(15.0
|
)
|
Condensed Consolidating Statement of Operations
|
||||||||||||||||
Nine months ended March 31, 2016
|
||||||||||||||||
|
||||||||||||||||
|
|
Presidio, Inc.
|
|
Presidio Holdings Inc. & Subsidiaries
|
|
Intercompany Eliminations
|
|
Consolidated
|
||||||||
Total revenue
|
|
$
|
—
|
|
|
$
|
1,961.0
|
|
|
$
|
—
|
|
|
$
|
1,961.0
|
|
Total cost of revenue
|
|
—
|
|
|
1,567.5
|
|
|
—
|
|
|
1,567.5
|
|
||||
Gross margin
|
|
—
|
|
|
393.5
|
|
|
—
|
|
|
393.5
|
|
||||
Operating expenses
|
|
|
|
|
|
|
|
|
||||||||
Selling, general and administrative, and transaction costs
|
|
0.2
|
|
|
262.9
|
|
|
—
|
|
|
263.1
|
|
||||
Depreciation and amortization
|
|
—
|
|
|
54.5
|
|
|
—
|
|
|
54.5
|
|
||||
Total operating expenses
|
|
0.2
|
|
|
317.4
|
|
|
—
|
|
|
317.6
|
|
||||
Operating income (loss)
|
|
(0.2
|
)
|
|
76.1
|
|
|
—
|
|
|
75.9
|
|
||||
Interest and other (income) expense
|
|
|
|
|
|
|
|
|
||||||||
Interest expense
|
|
—
|
|
|
61.1
|
|
|
(0.2
|
)
|
|
60.9
|
|
||||
Loss on disposal of business
|
|
—
|
|
|
6.8
|
|
|
—
|
|
|
6.8
|
|
||||
Loss on extinguishment of debt
|
|
—
|
|
|
0.9
|
|
|
—
|
|
|
0.9
|
|
||||
Other (income) expense, net
|
|
(4.2
|
)
|
|
0.2
|
|
|
4.2
|
|
|
0.2
|
|
||||
Total interest and other (income) expense
|
|
(4.2
|
)
|
|
69.0
|
|
|
4.0
|
|
|
68.8
|
|
||||
Income (loss) before income taxes
|
|
4.0
|
|
|
7.1
|
|
|
(4.0
|
)
|
|
7.1
|
|
||||
Income tax expense (benefit)
|
|
—
|
|
|
3.1
|
|
|
—
|
|
|
3.1
|
|
||||
Net income (loss)
|
|
$
|
4.0
|
|
|
$
|
4.0
|
|
|
$
|
(4.0
|
)
|
|
$
|
4.0
|
|
Condensed Consolidating Statement of Operations
|
||||||||||||||||
Nine months ended March 31, 2017
|
||||||||||||||||
|
||||||||||||||||
|
|
Presidio, Inc.
|
|
Presidio Holdings Inc. & Subsidiaries
|
|
Intercompany Eliminations
|
|
Consolidated
|
||||||||
Total revenue
|
|
$
|
—
|
|
|
$
|
2,088.3
|
|
|
$
|
—
|
|
|
$
|
2,088.3
|
|
Total cost of revenue
|
|
—
|
|
|
1,654.7
|
|
|
—
|
|
|
1,654.7
|
|
||||
Gross margin
|
|
—
|
|
|
433.6
|
|
|
—
|
|
|
433.6
|
|
||||
Operating expenses
|
|
|
|
|
|
|
|
|
||||||||
Selling, general and administrative, and transaction costs
|
|
0.4
|
|
|
299.7
|
|
|
—
|
|
|
300.1
|
|
||||
Depreciation and amortization
|
|
—
|
|
|
61.3
|
|
|
—
|
|
|
61.3
|
|
||||
Total operating expenses
|
|
0.4
|
|
|
361.0
|
|
|
—
|
|
|
361.4
|
|
||||
Operating income (loss)
|
|
(0.4
|
)
|
|
72.6
|
|
|
—
|
|
|
72.2
|
|
||||
Interest and other (income) expense
|
|
|
|
|
|
|
|
|
||||||||
Interest expense
|
|
—
|
|
|
59.9
|
|
|
—
|
|
|
59.9
|
|
||||
Loss on extinguishment of debt
|
|
—
|
|
|
27.7
|
|
|
—
|
|
|
27.7
|
|
||||
Other (income) expense, net
|
|
5.9
|
|
|
0.2
|
|
|
(5.9
|
)
|
|
0.2
|
|
||||
Total interest and other (income) expense
|
|
5.9
|
|
|
87.8
|
|
|
(5.9
|
)
|
|
87.8
|
|
||||
Income (loss) before income taxes
|
|
(6.3
|
)
|
|
(15.2
|
)
|
|
5.9
|
|
|
(15.6
|
)
|
||||
Income tax expense (benefit)
|
|
(0.3
|
)
|
|
(9.3
|
)
|
|
—
|
|
|
(9.6
|
)
|
||||
Net income (loss)
|
|
$
|
(6.0
|
)
|
|
$
|
(5.9
|
)
|
|
$
|
5.9
|
|
|
$
|
(6.0
|
)
|
Condensed Consolidating Statement of Cash Flows
|
||||||||||||||||
Nine months ended March 31, 2016
|
||||||||||||||||
|
||||||||||||||||
|
|
Presidio, Inc.
|
|
Presidio Holdings Inc. & Subsidiaries
|
|
Intercompany Eliminations
|
|
Consolidated
|
||||||||
Net cash provided by operating activities
|
|
$
|
0.6
|
|
|
$
|
56.1
|
|
|
$
|
—
|
|
|
$
|
56.7
|
|
Cash flows from investing activities:
|
|
|
|
|
|
|
|
|
||||||||
Acquisition of businesses, net of cash and cash equivalents acquired
|
|
—
|
|
|
(251.3
|
)
|
|
—
|
|
|
(251.3
|
)
|
||||
Issuance (retirements) of subsidiary debt
|
|
(24.9
|
)
|
|
—
|
|
|
24.9
|
|
|
—
|
|
||||
Proceeds from disposition of business
|
|
—
|
|
|
36.3
|
|
|
—
|
|
|
36.3
|
|
||||
Additions of equipment under sales-type and direct financing leases
|
|
—
|
|
|
(58.4
|
)
|
|
—
|
|
|
(58.4
|
)
|
||||
Proceeds from collection of financing receivables
|
|
—
|
|
|
4.8
|
|
|
—
|
|
|
4.8
|
|
||||
Additions to equipment under operating leases
|
|
—
|
|
|
(2.5
|
)
|
|
—
|
|
|
(2.5
|
)
|
||||
Proceeds from disposition of equipment under operating leases
|
|
—
|
|
|
1.0
|
|
|
—
|
|
|
1.0
|
|
||||
Purchases of property and equipment
|
|
—
|
|
|
(9.9
|
)
|
|
—
|
|
|
(9.9
|
)
|
||||
Net cash used in investing activities
|
|
(24.9
|
)
|
|
(280.0
|
)
|
|
24.9
|
|
|
(280.0
|
)
|
||||
Cash flows from financing activities:
|
|
|
|
|
|
|
|
|
||||||||
Payment of future consideration on acquisitions
|
|
—
|
|
|
(10.3
|
)
|
|
—
|
|
|
(10.3
|
)
|
||||
Deferred financing costs
|
|
—
|
|
|
(1.1
|
)
|
|
—
|
|
|
(1.1
|
)
|
||||
Proceeds from the discounting of financing receivables
|
|
—
|
|
|
55.5
|
|
|
—
|
|
|
55.5
|
|
||||
Retirements of discounted financing receivables
|
|
—
|
|
|
(1.7
|
)
|
|
—
|
|
|
(1.7
|
)
|
||||
Net borrowings on the receivables securitization facility
|
|
—
|
|
|
25.0
|
|
|
—
|
|
|
25.0
|
|
||||
Repayments of senior and subordinated notes
|
|
—
|
|
|
(37.4
|
)
|
|
—
|
|
|
(37.4
|
)
|
||||
Borrowings on term loans, net of original issue discount
|
|
—
|
|
|
167.5
|
|
|
(25.0
|
)
|
|
142.5
|
|
||||
Repayments of term loans
|
|
—
|
|
|
(19.3
|
)
|
|
0.1
|
|
|
(19.2
|
)
|
||||
Net repayments on the floor plan facility
|
|
—
|
|
|
(7.3
|
)
|
|
—
|
|
|
(7.3
|
)
|
||||
Net cash provided by financing activities
|
|
—
|
|
|
170.9
|
|
|
(24.9
|
)
|
|
146.0
|
|
||||
Net decrease in cash and cash equivalents
|
|
(24.3
|
)
|
|
(53.0
|
)
|
|
—
|
|
|
(77.3
|
)
|
||||
Cash and cash equivalents:
|
|
|
|
|
|
|
|
|
||||||||
Beginning of the period
|
|
26.0
|
|
|
62.3
|
|
|
—
|
|
|
88.3
|
|
||||
End of the period
|
|
$
|
1.7
|
|
|
$
|
9.3
|
|
|
$
|
—
|
|
|
$
|
11.0
|
|
Condensed Consolidating Statement of Cash Flows
|
||||||||||||||||
Nine months ended March 31, 2017
|
||||||||||||||||
|
||||||||||||||||
|
|
Presidio, Inc.
|
|
Presidio Holdings Inc. & Subsidiaries
|
|
Intercompany Eliminations
|
|
Consolidated
|
||||||||
Net cash provided by (used in) operating activities)
|
|
$
|
(0.3
|
)
|
|
$
|
96.6
|
|
|
$
|
—
|
|
|
$
|
96.3
|
|
Cash flows from investing activities:
|
|
|
|
|
|
|
|
|
||||||||
Proceeds from collection of escrow related to acquisition of business
|
|
—
|
|
|
0.6
|
|
|
—
|
|
|
0.6
|
|
||||
Capital contribution to subsidiary
|
|
(273.9
|
)
|
|
—
|
|
|
273.9
|
|
|
—
|
|
||||
Additions of equipment under sales-type and direct financing leases
|
|
—
|
|
|
(76.3
|
)
|
|
—
|
|
|
(76.3
|
)
|
||||
Proceeds from collection of financing receivables
|
|
—
|
|
|
8.8
|
|
|
—
|
|
|
8.8
|
|
||||
Additions to equipment under operating leases
|
|
—
|
|
|
(1.6
|
)
|
|
—
|
|
|
(1.6
|
)
|
||||
Proceeds from disposition of equipment under operating leases
|
|
—
|
|
|
1.4
|
|
|
—
|
|
|
1.4
|
|
||||
Purchases of property and equipment
|
|
—
|
|
|
(8.9
|
)
|
|
—
|
|
|
(8.9
|
)
|
||||
Net cash used in investing activities
|
|
(273.9
|
)
|
|
(76.0
|
)
|
|
273.9
|
|
|
(76.0
|
)
|
||||
Cash flows from financing activities:
|
|
|
|
|
|
|
|
|
||||||||
Proceeds from initial public offering, net of underwriter discounts and commissions
|
|
247.5
|
|
|
—
|
|
|
—
|
|
|
247.5
|
|
||||
Payment of initial public offering costs
|
|
—
|
|
|
(0.7
|
)
|
|
—
|
|
|
(0.7
|
)
|
||||
Proceeds from issuance of common stock under share-based compensation plans
|
|
0.6
|
|
|
—
|
|
|
—
|
|
|
0.6
|
|
||||
Capital contribution from parent
|
|
—
|
|
|
273.9
|
|
|
(273.9
|
)
|
|
—
|
|
||||
Proceeds from the discounting of financing receivables
|
|
—
|
|
|
86.5
|
|
|
—
|
|
|
86.5
|
|
||||
Retirements of discounted financing receivables
|
|
—
|
|
|
(4.4
|
)
|
|
—
|
|
|
(4.4
|
)
|
||||
Net repayments on the receivables securitization facility
|
|
—
|
|
|
(5.0
|
)
|
|
—
|
|
|
(5.0
|
)
|
||||
Repayments of senior and subordinated notes
|
|
—
|
|
|
(230.8
|
)
|
|
—
|
|
|
(230.8
|
)
|
||||
Repayments of term loans
|
|
—
|
|
|
(80.5
|
)
|
|
—
|
|
|
(80.5
|
)
|
||||
Net repayments on the floor plan facility
|
|
—
|
|
|
(38.7
|
)
|
|
—
|
|
|
(38.7
|
)
|
||||
Net cash provided by (used in) financing activities
|
|
248.1
|
|
|
0.3
|
|
|
(273.9
|
)
|
|
(25.5
|
)
|
||||
Net increase (decrease) in cash and cash equivalents
|
|
(26.1
|
)
|
|
20.9
|
|
|
—
|
|
|
(5.2
|
)
|
||||
Cash and cash equivalents:
|
|
|
|
|
|
|
|
|
||||||||
Beginning of the period
|
|
26.1
|
|
|
6.9
|
|
|
—
|
|
|
33.0
|
|
||||
End of the period
|
|
$
|
—
|
|
|
$
|
27.8
|
|
|
$
|
—
|
|
|
$
|
27.8
|
|
•
|
general economic conditions;
|
•
|
a reduced demand for our information technology solutions;
|
•
|
a decrease in spending on technology products by our federal and local government clients;
|
•
|
the availability of products from vendor partners and maintenance of vendor relationships;
|
•
|
the role of rapid innovation and the introduction of new products in our industry;
|
•
|
our ability to compete effectively in a competitive industry;
|
•
|
the termination of our client contracts;
|
•
|
the failure to effectively develop, maintain and operate our information technology systems;
|
•
|
our inability to adequately maintain the security of our information technology systems and clients’ confidential information;
|
•
|
investments in new services and technologies may not be successful;
|
•
|
the costs of litigation and losses if we infringe on the intellectual property rights of third parties;
|
•
|
inaccurate estimates of pricing terms with our clients;
|
•
|
failure to comply with the terms of our public sector contracts;
|
•
|
any failures by third-party contractors upon whom we rely to provide our services;
|
•
|
any failures by third-party commercial delivery services;
|
•
|
our inability to retain or hire skilled technology professionals and key personnel;
|
•
|
the disruption to our supply chain if suppliers fail to provide products;
|
•
|
the risks associated with accounts receivables and inventory exposure;
|
•
|
the failure to realize the entire investment in leased equipment;
|
•
|
our inability to realize the full amount of our backlog;
|
•
|
our acquisitions may not achieve expectations;
|
•
|
fluctuations in our operating results;
|
•
|
potential litigation and claims;
|
•
|
changes in accounting rules, tax legislation and other legislation;
|
•
|
increased costs of labor and benefits;
|
•
|
our inability to focus our resources, maintain our business structure and manage costs effectively;
|
•
|
the failure to deliver technical support services of sufficient quality;
|
•
|
the failure to meet our growth objectives and strategies;
|
•
|
the ineffectiveness of our internal controls;
|
•
|
the risks pertaining to our substantial level of indebtedness; and
|
•
|
the other factors discussed in the section of this quarterly report entitled “Risk Factors.”
|
(in millions)
|
|
Three months ended
March 31, 2016 |
|
Three months ended
March 31, 2017 |
|
Nine months ended
March 31, 2016 |
|
Nine months ended
March 31, 2017 |
||||||||
Total Revenue
|
|
$
|
586.4
|
|
|
$
|
628.8
|
|
|
$
|
1,961.0
|
|
|
$
|
2,088.3
|
|
Adjusted Revenue
|
|
$
|
586.6
|
|
|
$
|
628.9
|
|
|
$
|
1,929.6
|
|
|
$
|
2,088.8
|
|
Gross margin
|
|
$
|
123.7
|
|
|
$
|
142.1
|
|
|
$
|
393.5
|
|
|
$
|
433.6
|
|
Net income (loss)
|
|
$
|
(6.4
|
)
|
|
$
|
(15.0
|
)
|
|
$
|
4.0
|
|
|
$
|
(6.0
|
)
|
Adjusted EBITDA
|
|
$
|
40.6
|
|
|
$
|
52.7
|
|
|
$
|
157.2
|
|
|
$
|
165.7
|
|
Adjusted EBITDA margin
|
|
6.9
|
%
|
|
8.4
|
%
|
|
8.1
|
%
|
|
7.9
|
%
|
||||
Adjusted Net Income
|
|
$
|
13.1
|
|
|
$
|
22.8
|
|
|
$
|
60.9
|
|
|
$
|
69.8
|
|
(in millions)
|
|
Three months ended
March 31, 2016 |
|
Three months ended
March 31, 2017 |
|
Nine months ended
March 31, 2016 |
|
Nine months ended
March 31, 2017 |
||||||||
Revenue
|
|
$
|
586.4
|
|
|
$
|
628.8
|
|
|
$
|
1,961.0
|
|
|
$
|
2,088.3
|
|
Adjustments:
|
|
|
|
|
|
|
|
|
||||||||
Purchase accounting adjustments
|
|
0.2
|
|
|
0.1
|
|
|
1.4
|
|
|
0.5
|
|
||||
Revenue from disposed business
|
|
—
|
|
|
—
|
|
|
(32.8
|
)
|
|
—
|
|
||||
Total adjustments
|
|
0.2
|
|
|
0.1
|
|
|
(31.4
|
)
|
|
0.5
|
|
||||
Adjusted Revenue
|
|
$
|
586.6
|
|
|
$
|
628.9
|
|
|
$
|
1,929.6
|
|
|
$
|
2,088.8
|
|
(in millions)
|
|
Three months ended
March 31, 2016 |
|
Three months ended
March 31, 2017 |
|
Nine months ended
March 31, 2016 |
|
Nine months ended
March 31, 2017 |
||||||||
Adjusted EBITDA Reconciliation:
|
|
|
|
|
|
|
|
|
||||||||
Net income (loss)
|
|
$
|
(6.4
|
)
|
|
$
|
(15.0
|
)
|
|
$
|
4.0
|
|
|
$
|
(6.0
|
)
|
Total depreciation and amortization (1)
|
|
20.7
|
|
|
21.7
|
|
|
58.7
|
|
|
65.3
|
|
||||
Interest and other (income) expense
|
|
22.3
|
|
|
45.3
|
|
|
68.8
|
|
|
87.8
|
|
||||
Income tax expense (benefit)
|
|
(6.2
|
)
|
|
(15.9
|
)
|
|
3.1
|
|
|
(9.6
|
)
|
||||
EBITDA
|
|
30.4
|
|
|
36.1
|
|
|
134.6
|
|
|
137.5
|
|
||||
Adjustments:
|
|
|
|
|
|
|
|
|
||||||||
Share-based compensation expense
|
|
0.6
|
|
|
7.9
|
|
1.8
|
|
|
8.9
|
|
|||||
Purchase accounting adjustments (2)
|
|
0.9
|
|
|
0.2
|
|
|
3.1
|
|
|
0.9
|
|
||||
Transaction costs (3)
|
|
6.7
|
|
|
8.5
|
|
|
15.6
|
|
|
14.5
|
|
||||
Other costs (4)
|
|
2.0
|
|
|
—
|
|
|
3.9
|
|
|
3.9
|
|
||||
Earnings from disposed business (5)
|
|
—
|
|
|
—
|
|
|
(1.8
|
)
|
|
—
|
|
||||
Total adjustments
|
|
10.2
|
|
|
16.6
|
|
|
22.6
|
|
|
28.2
|
|
||||
Adjusted EBITDA
|
|
$
|
40.6
|
|
|
$
|
52.7
|
|
|
$
|
157.2
|
|
|
$
|
165.7
|
|
(1)
|
“Total depreciation and amortization” equals the sum of (i) depreciation and amortization included within total operating expenses and (ii) depreciation and amortization recorded as part of cost of revenue within our consolidated financial statements.
|
(2)
|
“Purchase accounting adjustments” include charges associated with noncash adjustments to acquired assets and liabilities in connection with purchase accounting, such as recognition of increased cost of revenue in connection with an inventory step up fair value adjustment, recognition of reduced revenue in connection with a deferred revenue step down fair value adjustment and recognition of increased office rent expense associated with a fair value adjustment to the liability associated with deferred rent.
|
(3)
|
“Transaction costs” (i) of
$6.7 million
for the
three months ended March 31, 2016
includes acquisition-related expenses of
$1.1 million
related to stay and retention bonuses,
$2.7 million
related to transaction-related advisory and diligence fees and
$2.9 million
related to transaction-related legal, accounting and tax fees; (ii) of
$8.5 million
for the
three months ended March 31, 2017
includes acquisition-related expenses of
$5.0 million
related to stay and retention bonuses primarily associated with accelerated vesting which resulted from the IPO,
$1.8 million
related to transaction-related advisory and diligence fees and
$1.7 million
related to professional fees and expenses associated with debt refinancings; (iii) of
$15.6 million
for the
nine months ended March 31, 2016
includes acquisition-related expenses of
$2.1 million
related to stay and retention bonuses,
$1.0 million
related to severance charges,
$6.3 million
related to transaction-related advisory and diligence fees and
$6.2 million
related to transaction-related legal, accounting and tax fees; (iv) of
$14.5 million
for the
nine months ended March 31, 2017
includes acquisition-related expenses of
$7.2 million
related to stay and retention bonuses,
$5.2 million
related to transaction-related advisory and diligence fees,
$0.4 million
related to transaction-related legal, accounting and tax fees and
$1.7 million
related to professional fees and expenses associated with debt refinancings.
|
(4)
|
“Other costs” (i) of
$2.0 million
for the
three months ended March 31, 2016
includes expenses of
$1.5 million
related to certain non-recurring costs incurred in the development of our new cloud service offerings and
$0.5 million
related to severance charges; (ii) of
$3.9 million
for the
nine months ended March 31, 2016
includes expenses of
$0.6 million
associated with the integration of previously acquired managed services platforms into one system,
$2.3 million
related to certain non-recurring costs incurred in the development of our new cloud service
|
(5)
|
“Earnings from disposed business” represents the removal of the historical earnings contribution of Atlantix prior to the sale of the business.
|
(in millions)
|
|
Three months ended
March 31, 2016 |
|
Three months ended
March 31, 2017 |
|
Nine months ended
March 31, 2016 |
|
Nine months ended
March 31, 2017 |
||||||||
Adjusted Net Income reconciliation:
|
|
|
|
|
|
|
|
|
||||||||
Net income (loss)
|
|
$
|
(6.4
|
)
|
|
$
|
(15.0
|
)
|
|
$
|
4.0
|
|
|
$
|
(6.0
|
)
|
Adjustments:
|
|
|
|
|
|
|
|
|
||||||||
Amortization of intangible assets
|
|
17.4
|
|
|
18.4
|
|
|
48.8
|
|
|
55.2
|
|
||||
Amortization of debt issuance costs
|
|
2.1
|
|
|
1.7
|
|
|
5.6
|
|
|
5.1
|
|
||||
Loss on disposal of business
|
|
—
|
|
|
—
|
|
|
6.8
|
|
|
—
|
|
||||
Loss on extinguishment of debt
|
|
0.8
|
|
|
26.9
|
|
|
0.9
|
|
|
27.7
|
|
||||
Share-based compensation expense
|
|
0.6
|
|
|
7.9
|
|
|
1.8
|
|
|
8.9
|
|
||||
Purchase accounting adjustments (1)
|
|
0.9
|
|
|
0.2
|
|
|
3.1
|
|
|
0.9
|
|
||||
Transaction costs (2)
|
|
6.7
|
|
|
8.5
|
|
|
15.6
|
|
|
14.5
|
|
||||
Other costs (3)
|
|
2.0
|
|
|
—
|
|
|
3.9
|
|
|
3.9
|
|
||||
Earnings from disposed business (4)
|
|
—
|
|
|
—
|
|
|
(1.8
|
)
|
|
—
|
|
||||
Income tax impact of adjustments (5)
|
|
(11.0
|
)
|
|
(25.8
|
)
|
|
(27.8
|
)
|
|
(40.4
|
)
|
||||
Total adjustments
|
|
19.5
|
|
|
37.8
|
|
|
56.9
|
|
|
75.8
|
|
||||
Adjusted Net Income
|
|
$
|
13.1
|
|
|
$
|
22.8
|
|
|
$
|
60.9
|
|
|
$
|
69.8
|
|
(1)
|
“Purchase accounting adjustments” include charges associated with noncash adjustments to acquired assets and liabilities in connection with purchase accounting, such as recognition of increased cost of revenue in connection with an inventory step up fair value adjustment, recognition of reduced revenue in connection with a deferred revenue step down fair value adjustment and recognition of increased office rent expense associated with a fair value adjustment to the liability associated with deferred rent.
|
(2)
|
“Transaction costs” (i) of
$6.7 million
for the
three months ended March 31, 2016
includes acquisition-related expenses of
$1.1 million
related to stay and retention bonuses,
$2.7 million
related to transaction-related advisory and diligence fees and
$2.9 million
related to transaction-related legal, accounting and tax fees; (ii) of
$8.5 million
for the
three months ended March 31, 2017
includes acquisition-related expenses of
$5.0 million
related to stay and retention bonuses,
$1.8 million
related to transaction-related advisory and diligence fees and
$1.7 million
related to professional fees and expenses associated with debt refinancings; (iii) of
$15.6 million
for the
nine months ended March 31, 2016
includes acquisition-related expenses of
$2.1 million
related to stay and retention bonuses,
$1.0 million
related to severance charges,
$6.3 million
related to transaction-related advisory and diligence fees and
$6.2 million
related to transaction-related legal, accounting and tax fees; (iv) of
$14.5 million
for the
nine months ended March 31, 2017
includes acquisition-related expenses of
$7.2 million
related to stay and retention bonuses,
$5.2 million
related to transaction-related advisory and diligence fees,
$0.4 million
related to transaction-related legal, accounting and tax fees and
$1.7 million
related to professional fees and expenses associated with debt refinancings.
|
(3)
|
“Other costs” (i) of
$2.0 million
for the
three months ended March 31, 2016
includes expenses of
$1.5 million
related to certain non-recurring costs incurred in the development of our new cloud service offerings and
$0.5 million
related to severance charges; (ii) of
$3.9 million
for the
nine months ended March 31, 2016
includes expenses of
$0.6 million
associated with the integration of previously acquired managed services platforms into one system,
$2.3 million
related to certain non-recurring costs incurred in the development of our new cloud service offerings and
$1.0 million
related to severance charges; (iii) of
$3.9 million
for the
nine months ended March 31, 2017
includes expenses of
$3.6 million
related to certain non-recurring costs incurred in the development of our new cloud service offerings and
$0.3 million
related to severance charges.
|
(4)
|
“Earnings from disposed business” represents the removal of the historical earnings contribution of Atlantix prior to the sale of the business.
|
(5)
|
“Income tax impact of adjustments” includes an estimated tax impact of the adjustments to net income at our average statutory rate of 39.0% to arrive at an appropriate effective tax rate on Adjusted Net Income, except for (i) the adjustment of certain transaction costs that are permanently nondeductible for tax purposes and (ii) the impact of tax-deductible goodwill and intangible assets resulting from certain historical acquisitions and further adjusted for discrete tax items such as the remeasurement of deferred tax liabilities due to state rate changes and write-off of deferred tax assets resulting from reorganizations.
|
|
|
Three months ended
March 31, 2016 |
|
Three months ended
March 31, 2017 |
|
Change
|
|||||||||
|
|
$
|
|
%
|
|||||||||||
Revenue
|
|
|
|
|
|
|
|
|
|||||||
Product
|
|
$
|
485.0
|
|
|
$
|
519.1
|
|
|
$
|
34.1
|
|
|
7.0
|
%
|
Service
|
|
101.4
|
|
|
109.7
|
|
|
8.3
|
|
|
8.2
|
%
|
|||
Total revenue
|
|
586.4
|
|
|
628.8
|
|
|
42.4
|
|
|
7.2
|
%
|
|||
Cost of revenue
|
|
|
|
|
|
|
|
|
|||||||
Product
|
|
385.9
|
|
|
403.8
|
|
|
17.9
|
|
|
4.6
|
%
|
|||
Service
|
|
76.8
|
|
|
82.9
|
|
|
6.1
|
|
|
7.9
|
%
|
|||
Total cost of revenue
|
|
462.7
|
|
|
486.7
|
|
|
24.0
|
|
|
5.2
|
%
|
|||
Gross margin
|
|
123.7
|
|
|
142.1
|
|
|
18.4
|
|
|
14.9
|
%
|
|||
Product gross margin
|
|
99.1
|
|
|
115.3
|
|
|
16.2
|
|
|
16.3
|
%
|
|||
Service gross margin
|
|
24.6
|
|
|
26.8
|
|
|
2.2
|
|
|
8.9
|
%
|
|||
Product gross margin %
|
|
20.4
|
%
|
|
22.2
|
%
|
|
|
|
1.8
|
%
|
||||
Service gross margin %
|
|
24.3
|
%
|
|
24.4
|
%
|
|
|
|
0.1
|
%
|
||||
Total gross margin %
|
|
21.1
|
%
|
|
22.6
|
%
|
|
|
|
1.5
|
%
|
||||
Operating expenses
|
|
|
|
|
|
|
|
|
|||||||
Selling expenses
|
|
63.5
|
|
|
70.8
|
|
|
7.3
|
|
|
11.5
|
%
|
|||
General and administrative expenses
|
|
24.6
|
|
|
27.9
|
|
|
3.3
|
|
|
13.4
|
%
|
|||
Transaction costs
|
|
6.7
|
|
|
8.5
|
|
|
1.8
|
|
|
26.9
|
%
|
|||
Depreciation and amortization
|
|
19.2
|
|
|
20.5
|
|
|
1.3
|
|
|
6.8
|
%
|
|||
Total operating expenses
|
|
114.0
|
|
|
127.7
|
|
|
13.7
|
|
|
12.0
|
%
|
|||
Selling, general and administrative expenses % of total revenue
|
|
15.0
|
%
|
|
15.7
|
%
|
|
|
|
0.7
|
%
|
||||
Operating income
|
|
9.7
|
|
|
14.4
|
|
|
4.7
|
|
|
48.5
|
%
|
|||
Interest and other (income) expense
|
|
|
|
|
|
|
|
|
|||||||
Interest expense
|
|
21.5
|
|
|
18.3
|
|
|
(3.2
|
)
|
|
(14.9
|
)%
|
|||
Loss on extinguishment of debt
|
|
0.8
|
|
|
26.9
|
|
|
26.1
|
|
|
n.m.
|
|
|||
Other (income) expense, net
|
|
—
|
|
|
0.1
|
|
|
0.1
|
|
|
n.m.
|
|
|||
Total interest and other (income) expense
|
|
22.3
|
|
|
45.3
|
|
|
23.0
|
|
|
103.1
|
%
|
|||
Loss before income taxes
|
|
(12.6
|
)
|
|
(30.9
|
)
|
|
(18.3
|
)
|
|
145.2
|
%
|
|||
Income tax benefit
|
|
(6.2
|
)
|
|
(15.9
|
)
|
|
(9.7
|
)
|
|
156.5
|
%
|
|||
Net loss
|
|
$
|
(6.4
|
)
|
|
$
|
(15.0
|
)
|
|
$
|
(8.6
|
)
|
|
134.4
|
%
|
Adjusted EBITDA
|
|
$
|
40.6
|
|
|
$
|
52.7
|
|
|
$
|
12.1
|
|
|
29.8
|
%
|
Adjusted Net Income
|
|
$
|
13.1
|
|
|
$
|
22.8
|
|
|
$
|
9.7
|
|
|
74.0
|
%
|
|
|
Three months ended
March 31, 2016 |
|
Three months ended
March 31, 2017 |
|
Change
|
|||||||||
|
|
$
|
|
%
|
|||||||||||
Revenue
|
|
|
|
|
|
|
|
|
|||||||
Product
|
|
$
|
485.0
|
|
|
$
|
519.1
|
|
|
$
|
34.1
|
|
|
7.0
|
%
|
Service
|
|
101.4
|
|
|
109.7
|
|
|
8.3
|
|
|
8.2
|
%
|
|||
Total revenue
|
|
586.4
|
|
|
628.8
|
|
|
42.4
|
|
|
7.2
|
%
|
|
|
Three months ended
March 31, 2016 |
|
Three months ended
March 31, 2017 |
|
Change
|
|||||||||
|
|
$
|
|
%
|
|||||||||||
Revenue by solution area
|
|
|
|
|
|
|
|
|
|||||||
Cloud
|
|
$
|
78.1
|
|
|
$
|
119.0
|
|
|
$
|
40.9
|
|
|
52.4
|
%
|
Security
|
|
48.3
|
|
|
89.2
|
|
|
40.9
|
|
|
84.7
|
%
|
|||
Digital Infrastructure
|
|
460.0
|
|
|
420.6
|
|
|
(39.4
|
)
|
|
(8.6
|
)%
|
|||
Total revenue
|
|
$
|
586.4
|
|
|
$
|
628.8
|
|
|
$
|
42.4
|
|
|
7.2
|
%
|
|
|
Three months ended
March 31, 2016 |
|
Three months ended
March 31, 2017 |
|
Change
|
|||||||||
|
|
$
|
|
%
|
|||||||||||
Gross margin
|
|
|
|
|
|
|
|
|
|||||||
Product gross margin
|
|
$
|
99.1
|
|
|
$
|
115.3
|
|
|
$
|
16.2
|
|
|
16.3
|
%
|
Service gross margin
|
|
24.6
|
|
|
26.8
|
|
|
2.2
|
|
|
8.9
|
%
|
|||
Gross margin
|
|
$
|
123.7
|
|
|
$
|
142.1
|
|
|
$
|
18.4
|
|
|
14.9
|
%
|
Product gross margin %
|
|
20.4
|
%
|
|
22.2
|
%
|
|
|
|
1.8
|
%
|
||||
Service gross margin %
|
|
24.3
|
%
|
|
24.4
|
%
|
|
|
|
0.1
|
%
|
||||
Total gross margin %
|
|
21.1
|
%
|
|
22.6
|
%
|
|
|
|
1.5
|
%
|
|
|
Three months ended
March 31, 2016 |
|
Three months ended
March 31, 2017 |
|
Change
|
|||||||||
|
|
$
|
|
%
|
|||||||||||
Operating expenses
|
|
|
|
|
|
|
|
|
|||||||
Selling expenses
|
|
$
|
63.5
|
|
|
$
|
70.8
|
|
|
$
|
7.3
|
|
|
11.5
|
%
|
General and administrative expenses
|
|
24.6
|
|
|
27.9
|
|
|
3.3
|
|
|
13.4
|
%
|
|||
Selling, general and administrative costs
|
|
88.1
|
|
|
98.7
|
|
|
10.6
|
|
|
12.0
|
%
|
|||
Transaction costs
|
|
6.7
|
|
|
8.5
|
|
|
1.8
|
|
|
26.9
|
%
|
|||
Depreciation and amortization
|
|
19.2
|
|
|
20.5
|
|
|
1.3
|
|
|
6.8
|
%
|
|||
Total operating expenses
|
|
$
|
114.0
|
|
|
$
|
127.7
|
|
|
$
|
13.7
|
|
|
12.0
|
%
|
Selling, general and administrative expenses % of total revenue
|
|
15.0
|
%
|
|
15.7
|
%
|
|
|
|
0.7
|
%
|
|
|
Three months ended
March 31, 2016 |
|
Three months ended
March 31, 2017 |
|
Change
|
|||||||||
|
|
$
|
|
%
|
|||||||||||
Interest and other (income) expense
|
|
|
|
|
|
|
|
|
|||||||
Interest expense
|
|
$
|
21.5
|
|
|
$
|
18.3
|
|
|
$
|
(3.2
|
)
|
|
(14.9
|
)%
|
Loss on extinguishment of debt
|
|
0.8
|
|
|
26.9
|
|
|
26.1
|
|
|
n.m.
|
|
|||
Other (income) expense, net
|
|
—
|
|
|
0.1
|
|
|
0.1
|
|
|
n.m.
|
|
|||
Total interest and other (income) expense
|
|
$
|
22.3
|
|
|
$
|
45.3
|
|
|
$
|
23.0
|
|
|
103.1
|
%
|
|
|
Three months ended
March 31, 2016 |
|
Three months ended
March 31, 2017 |
|
Change
|
|||||||||
|
|
$
|
|
%
|
|||||||||||
Loss before income taxes
|
|
$
|
(12.6
|
)
|
|
$
|
(30.9
|
)
|
|
$
|
(18.3
|
)
|
|
145.2
|
%
|
Income tax benefit
|
|
(6.2
|
)
|
|
(15.9
|
)
|
|
(9.7
|
)
|
|
156.5
|
%
|
|||
Net loss
|
|
$
|
(6.4
|
)
|
|
$
|
(15.0
|
)
|
|
$
|
(8.6
|
)
|
|
134.4
|
%
|
|
|
Nine months ended
March 31, 2016 |
|
Nine months ended
March 31, 2017 |
|
Change
|
|||||||||
|
|
$
|
|
%
|
|||||||||||
Revenue
|
|
|
|
|
|
|
|
|
|||||||
Product
|
|
$
|
1,675.4
|
|
|
$
|
1,757.8
|
|
|
$
|
82.4
|
|
|
4.9
|
%
|
Service
|
|
285.6
|
|
|
330.5
|
|
|
44.9
|
|
|
15.7
|
%
|
|||
Total revenue
|
|
1,961.0
|
|
|
2,088.3
|
|
|
127.3
|
|
|
6.5
|
%
|
|||
Cost of revenue
|
|
|
|
|
|
|
|
|
|||||||
Product
|
|
1,344.3
|
|
|
1,394.9
|
|
|
50.6
|
|
|
3.8
|
%
|
|||
Service
|
|
223.2
|
|
|
259.8
|
|
|
36.6
|
|
|
16.4
|
%
|
|||
Total cost of revenue
|
|
1,567.5
|
|
|
1,654.7
|
|
|
87.2
|
|
|
5.6
|
%
|
|||
Gross margin
|
|
393.5
|
|
|
433.6
|
|
|
40.1
|
|
|
10.2
|
%
|
|||
Product gross margin
|
|
331.1
|
|
|
362.9
|
|
|
31.8
|
|
|
9.6
|
%
|
|||
Service gross margin
|
|
62.4
|
|
|
70.7
|
|
|
8.3
|
|
|
13.3
|
%
|
|||
Product gross margin %
|
|
19.8
|
%
|
|
20.6
|
%
|
|
|
|
0.8
|
%
|
||||
Service gross margin %
|
|
21.8
|
%
|
|
21.4
|
%
|
|
|
|
(0.4
|
)%
|
||||
Total gross margin %
|
|
20.1
|
%
|
|
20.8
|
%
|
|
|
|
0.7
|
%
|
||||
Operating expenses
|
|
|
|
|
|
|
|
|
|||||||
Selling expenses
|
|
178.0
|
|
|
204.9
|
|
|
26.9
|
|
|
15.1
|
%
|
|||
General and administrative expenses
|
|
69.5
|
|
|
80.7
|
|
|
11.2
|
|
|
16.1
|
%
|
|||
Transaction costs
|
|
15.6
|
|
|
14.5
|
|
|
(1.1
|
)
|
|
(7.1
|
)%
|
|||
Depreciation and amortization
|
|
54.5
|
|
|
61.3
|
|
|
6.8
|
|
|
12.5
|
%
|
|||
Total operating expenses
|
|
317.6
|
|
|
361.4
|
|
|
43.8
|
|
|
13.8
|
%
|
|||
Selling, general and administrative expenses % of total revenue
|
|
12.6
|
%
|
|
13.7
|
%
|
|
|
|
1.1
|
%
|
||||
Operating income
|
|
75.9
|
|
|
72.2
|
|
|
(3.7
|
)
|
|
(4.9
|
)%
|
|||
Interest and other (income) expense
|
|
|
|
|
|
|
|
|
|||||||
Interest expense
|
|
60.9
|
|
|
59.9
|
|
|
(1.0
|
)
|
|
(1.6
|
)%
|
|||
Loss on disposal of business
|
|
6.8
|
|
|
—
|
|
|
(6.8
|
)
|
|
(100.0
|
)%
|
|||
Loss on extinguishment of debt
|
|
0.9
|
|
|
27.7
|
|
|
26.8
|
|
|
2,977.8
|
%
|
|||
Other (income) expense, net
|
|
0.2
|
|
|
0.2
|
|
|
—
|
|
|
—
|
%
|
|||
Total interest and other (income) expense
|
|
68.8
|
|
|
87.8
|
|
|
19.0
|
|
|
27.6
|
%
|
|||
Income (loss) before income taxes
|
|
7.1
|
|
|
(15.6
|
)
|
|
(22.7
|
)
|
|
(319.7
|
)%
|
|||
Income tax expense (benefit)
|
|
3.1
|
|
|
(9.6
|
)
|
|
(12.7
|
)
|
|
(409.7
|
)%
|
|||
Net income (loss)
|
|
$
|
4.0
|
|
|
$
|
(6.0
|
)
|
|
$
|
(10.0
|
)
|
|
(250.0
|
)%
|
Adjusted EBITDA
|
|
$
|
157.2
|
|
|
$
|
165.7
|
|
|
$
|
8.5
|
|
|
5.4
|
%
|
Adjusted Net Income
|
|
$
|
60.9
|
|
|
$
|
69.8
|
|
|
$
|
8.9
|
|
|
14.6
|
%
|
|
|
Nine months ended
March 31, 2016 |
|
Nine months ended
March 31, 2017 |
|
Change
|
|||||||||
|
|
$
|
|
%
|
|||||||||||
Revenue
|
|
|
|
|
|
|
|
|
|||||||
Product
|
|
$
|
1,675.4
|
|
|
$
|
1,757.8
|
|
|
$
|
82.4
|
|
|
4.9
|
%
|
Service
|
|
285.6
|
|
|
330.5
|
|
|
44.9
|
|
|
15.7
|
%
|
|||
Total revenue
|
|
$
|
1,961.0
|
|
|
$
|
2,088.3
|
|
|
$
|
127.3
|
|
|
6.5
|
%
|
|
|
Nine months ended
March 31, 2016 |
|
Nine months ended
March 31, 2017 |
|
Change
|
|||||||||
|
|
$
|
|
%
|
|||||||||||
Revenue by solution area
|
|
|
|
|
|
|
|
|
|||||||
Cloud
|
|
$
|
271.8
|
|
|
$
|
367.1
|
|
|
$
|
95.3
|
|
|
35.1
|
%
|
Security
|
|
178.3
|
|
|
225.7
|
|
|
47.4
|
|
|
26.6
|
%
|
|||
Digital Infrastructure
|
|
1,510.9
|
|
|
1,495.5
|
|
|
(15.4
|
)
|
|
(1.0
|
)%
|
|||
Total revenue
|
|
$
|
1,961.0
|
|
|
$
|
2,088.3
|
|
|
$
|
127.3
|
|
|
6.5
|
%
|
|
|
Nine months ended
March 31, 2016 |
|
Nine months ended
March 31, 2017 |
|
Change
|
|||||||||
|
|
$
|
|
%
|
|||||||||||
Gross margin
|
|
|
|
|
|
|
|
|
|||||||
Product gross margin
|
|
$
|
331.1
|
|
|
$
|
362.9
|
|
|
$
|
31.8
|
|
|
9.6
|
%
|
Service gross margin
|
|
62.4
|
|
|
70.7
|
|
|
8.3
|
|
|
13.3
|
%
|
|||
Gross margin
|
|
$
|
393.5
|
|
|
$
|
433.6
|
|
|
$
|
40.1
|
|
|
10.2
|
%
|
Product gross margin %
|
|
19.8
|
%
|
|
20.6
|
%
|
|
|
|
0.8
|
%
|
||||
Service gross margin %
|
|
21.8
|
%
|
|
21.4
|
%
|
|
|
|
(0.4
|
)%
|
||||
Total gross margin %
|
|
20.1
|
%
|
|
20.8
|
%
|
|
|
|
0.7
|
%
|
|
|
Nine months ended
March 31, 2016 |
|
Nine months ended
March 31, 2017 |
|
Change
|
|||||||||
|
|
$
|
|
%
|
|||||||||||
Operating expenses
|
|
|
|
|
|
|
|
|
|||||||
Selling expenses
|
|
$
|
178.0
|
|
|
$
|
204.9
|
|
|
$
|
26.9
|
|
|
15.1
|
%
|
General and administrative expenses
|
|
69.5
|
|
|
80.7
|
|
|
11.2
|
|
|
16.1
|
%
|
|||
Selling, general and administrative costs
|
|
247.5
|
|
|
285.6
|
|
|
38.1
|
|
|
15.4
|
%
|
|||
Transaction costs
|
|
15.6
|
|
|
14.5
|
|
|
(1.1
|
)
|
|
(7.1
|
)%
|
|||
Depreciation and amortization
|
|
54.5
|
|
|
61.3
|
|
|
6.8
|
|
|
12.5
|
%
|
|||
Total operating expenses
|
|
$
|
317.6
|
|
|
$
|
361.4
|
|
|
$
|
43.8
|
|
|
13.8
|
%
|
Selling, general and administrative expenses % of total revenue
|
|
12.6
|
%
|
|
13.7
|
%
|
|
|
|
1.1
|
%
|
|
|
Nine months ended
March 31, 2016 |
|
Nine months ended
March 31, 2017 |
|
Change
|
|||||||||
|
|
$
|
|
%
|
|||||||||||
Interest and other (income) expense
|
|
|
|
|
|
|
|
|
|||||||
Interest expense
|
|
$
|
60.9
|
|
|
$
|
59.9
|
|
|
$
|
(1.0
|
)
|
|
(1.6
|
)%
|
Loss on disposal of business
|
|
6.8
|
|
|
—
|
|
|
(6.8
|
)
|
|
(100.0
|
)%
|
|||
Loss on extinguishment of debt
|
|
0.9
|
|
|
27.7
|
|
|
26.8
|
|
|
2,977.8
|
%
|
|||
Other (income) expense, net
|
|
0.2
|
|
|
0.2
|
|
|
—
|
|
|
—
|
%
|
|||
Total interest and other (income) expense
|
|
$
|
68.8
|
|
|
$
|
87.8
|
|
|
$
|
19.0
|
|
|
27.6
|
%
|
|
|
Nine months ended
March 31, 2016 |
|
Nine months ended
March 31, 2017 |
|
Change
|
|||||||||
|
|
$
|
|
%
|
|||||||||||
Income (loss) before income taxes
|
|
$
|
7.1
|
|
|
$
|
(15.6
|
)
|
|
$
|
(22.7
|
)
|
|
(319.7
|
)%
|
Income tax expense (benefit)
|
|
3.1
|
|
|
(9.6
|
)
|
|
(12.7
|
)
|
|
(409.7
|
)%
|
|||
Net income (loss)
|
|
$
|
4.0
|
|
|
$
|
(6.0
|
)
|
|
$
|
(10.0
|
)
|
|
(250.0
|
)%
|
(in millions)
|
|
Nine months ended
March 31, 2016 |
|
Nine months ended
March 31, 2017 |
||||
Net cash provided by (used in)
|
|
|
|
|
||||
Operating activities
|
|
$
|
56.7
|
|
|
$
|
96.3
|
|
Investing activities
|
|
(280.0
|
)
|
|
(76.0
|
)
|
||
Net repayments on the floor plan facility
|
|
(7.3
|
)
|
|
(38.7
|
)
|
||
Other financing activities
|
|
153.3
|
|
|
13.2
|
|
||
Financing activities
|
|
146.0
|
|
|
(25.5
|
)
|
||
Net decrease in cash and cash equivalents
|
|
$
|
(77.3
|
)
|
|
$
|
(5.2
|
)
|
(in millions)
|
|
Nine months ended
March 31, 2016 |
|
Nine months ended
March 31, 2017 |
||||
Impact of tax deductible goodwill and intangible assets
|
|
$
|
5.7
|
|
|
$
|
9.0
|
|
(in millions)
|
|
June 30, 2016
|
|
March 31, 2017
|
||||
Net debt
|
|
$
|
1,038.6
|
|
|
$
|
749.1
|
|
Net working capital ratio
|
|
0.99
|
x
|
|
1.00
|
x
|
||
Available liquidity
|
|
$
|
277.5
|
|
|
$
|
235.7
|
|
(in millions)
|
|
June 30, 2016
|
|
March 31, 2017
|
||||
Total long-term debt, net of debt issuance costs
|
|
$
|
1,038.0
|
|
|
$
|
754.0
|
|
Unamortized debt issuance costs
|
|
33.6
|
|
|
22.9
|
|
||
Cash and cash equivalents
|
|
(33.0
|
)
|
|
(27.8
|
)
|
||
Net debt
|
|
$
|
1,038.6
|
|
|
$
|
749.1
|
|
(in millions)
|
|
June 30, 2016
|
|
March 31, 2017
|
||||
Cash and cash equivalents
|
|
$
|
33.0
|
|
|
$
|
27.8
|
|
Accounts payable—floor plan facility
|
|
$
|
223.3
|
|
|
$
|
184.6
|
|
Long-term debt:
|
|
|
|
|
||||
Revolving credit facility
|
|
$
|
—
|
|
|
$
|
—
|
|
Receivables Securitization Facility
|
|
5.0
|
|
|
—
|
|
||
Term loan facility, due February 2022
|
|
732.3
|
|
|
651.9
|
|
||
Senior Notes, 10.25% due February 2023
|
|
222.5
|
|
|
125.0
|
|
||
Subordinated Notes, 10.25% due February 2023
|
|
111.8
|
|
|
—
|
|
||
Total long-term debt
|
|
$
|
1,071.6
|
|
|
$
|
776.9
|
|
•
|
incur additional debt or issue certain preferred shares;
|
•
|
create liens on certain assets;
|
•
|
make certain loans or investments (including acquisitions);
|
•
|
pay dividends on or make distributions in respect of capital stock or make other restricted payments;
|
•
|
consolidate, merge, sell or otherwise dispose of all or substantially all of our assets;
|
•
|
sell assets;
|
•
|
enter into certain transactions with affiliates;
|
•
|
enter into sale-leaseback transactions;
|
•
|
change lines of business;
|
•
|
restrict dividends from our subsidiaries or restrict liens;
|
•
|
change our fiscal year; and
|
•
|
modify the terms of certain debt or organizational agreements.
|
(a)
|
the LIBOR rate determined by reference to the costs of funds for Eurodollar deposits for the interest period relevant to such borrowing, adjusted for certain additional costs, subject to a 1.00% floor in the case of term loans; or
|
(b)
|
the base rate determined by reference to the highest of:
|
(a)
|
the federal funds rate plus 0.50%,
|
(b)
|
the prime rate, or
|
(c)
|
the one-month adjusted LIBOR plus 1.00%,
|
•
|
75% (which percentage will be reduced to 50% if the consolidated net first lien secured leverage ratio is less than or equal to 3.00 to 1.00, reduced to 25% if the consolidated net first lien secured leverage ratio is less than or equal to 2.50 to 1.00 and reduced to 0% if the consolidated net first lien secured leverage ratio is less than or equal to 2.00 to 1.00) of the Borrowers’ annual excess cash flow, as defined under the February 2015 Credit Agreement, beginning in our fiscal year ended June 30, 2016;
|
•
|
100% of the net cash proceeds of all non-ordinary course asset sales, other dispositions of property or certain casualty events, in each case subject to certain exceptions and provided that we may (a) reinvest within twelve months or (b) commit to reinvest those proceeds within 12 months and so reinvest such proceeds within 18 months in assets to be used in the business, or certain other permitted investments; and
|
•
|
100% of the net cash proceeds of any issuance or incurrence of debt, other than proceeds from debt permitted under the February 2015 Credit Agreement.
|
(a)
|
the LIBOR rate determined by reference to the costs of funds for Eurodollar deposits for the interest period relevant to such borrowing, adjusted for certain additional costs, subject to a 1.00% floor in the case of term loans; or
|
(b)
|
the base rate determined by reference to the highest of:
|
(a)
|
the federal funds rate plus 0.50%,
|
(b)
|
the prime rate, or
|
(c)
|
the one-month adjusted LIBOR plus 1.00%,
|
•
|
incur or guarantee additional indebtedness;
|
•
|
pay dividends or distributions on, or redeem or repurchase, capital stock and make other restricted payments;
|
•
|
make investments;
|
•
|
consummate certain asset sales;
|
•
|
engage in transactions with affiliates;
|
•
|
grant or assume liens; and
|
•
|
consolidate, merge or transfer all or substantially all of Presidio Holdings’ assets.
|
|
|
Payments Due by Period
|
||||||||||||||||||
|
|
Total
|
|
<1 year
|
|
1-3 years
|
|
4-5 years
|
|
>5 years
|
||||||||||
Receivables Securitization Facility (1)
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
Revolving facility (1)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||
Term loan facility (1)
|
|
651.9
|
|
|
—
|
|
|
—
|
|
|
651.9
|
|
|
—
|
|
|||||
Senior Notes (1)
|
|
125.0
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
125.0
|
|
|||||
Senior Subordinated Notes (1)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||
Interest (2)
|
|
212.0
|
|
|
40.5
|
|
|
81.1
|
|
|
78.7
|
|
|
11.7
|
|
|||||
Total
|
|
$
|
988.9
|
|
|
$
|
40.5
|
|
|
$
|
81.1
|
|
|
$
|
730.6
|
|
|
$
|
136.7
|
|
(1)
|
Includes future principal on long-term borrowings through scheduled maturity dates.
|
(2)
|
Interest payments for the variable rate term loan facility was calculated using interest rates as of March 31, 2017. Interest on the Senior Notes was calculated using the stated interest rates. Excluded from these amounts are the amortization of debt issuance and other costs related to indebtedness.
|
•
|
conduct business with our clients, including delivering services and solutions;
|
•
|
manage our inventory and accounts receivable;
|
•
|
purchase, sell, ship and invoice our products and services efficiently and on a timely basis; and
|
•
|
maintain our cost-efficient operating model while expanding our business in revenue and in scale.
|
•
|
the imposition of additional trade law provisions or regulations;
|
•
|
the imposition of additional duties, tariffs and other charges on imports and exports;
|
•
|
foreign currency fluctuations;
|
•
|
natural disasters affecting any of our suppliers’ facilities;
|
•
|
restrictions on the transfer of funds;
|
•
|
dependence on an international supply chain;
|
•
|
the financial instability or bankruptcy of manufacturers; and
|
•
|
significant labor disputes, such as strikes.
|
•
|
our operating and financial performance and prospects;
|
•
|
our quarterly or annual earnings or those of other companies in our industry;
|
•
|
changes in earnings estimates or recommendations by securities analysts, if any, or termination of coverage of our common stock by securities analysts;
|
•
|
our failure to meet estimates or forecasts made by securities analysts, if any;
|
•
|
conditions that impact demand for our products and services;
|
•
|
future announcements concerning our business or our competitors’ businesses;
|
•
|
the public’s reaction to our press releases, other public announcements and filings with the SEC;
|
•
|
market and industry perception of our success, or lack thereof, in pursuing our growth strategy;
|
•
|
strategic actions by us or our competitors, such as acquisitions or restructurings;
|
•
|
changes in government and environmental regulation;
|
•
|
changes in accounting standards, policies, guidance, interpretations or principles;
|
•
|
arrival and departure of key personnel;
|
•
|
the number of our publicly traded shares;
|
•
|
sales of common stock by us, the Apollo Funds, members of our management team or any other party;
|
•
|
adverse resolution of new or pending litigation against us;
|
•
|
changes in general market, economic and political conditions in the United States and global economies or financial markets, including those resulting from natural disasters, terrorist attacks, acts of war and responses to such events; and
|
•
|
material weakness in our internal controls over financial reporting.
|
•
|
that a majority of the Board of Directors consists of independent directors, as defined under the rules of the NASDAQ;
|
•
|
that we have a compensation committee that is composed entirely of independent directors with a written charter addressing the committee’s purpose and responsibilities; and
|
•
|
that we have a nominating and governance committee composed entirely of independent directors with a written charter addressing the committee’s purpose and responsibilities.
|
•
|
classify our Board of Directors so that only some of our directors are elected each year;
|
•
|
do not permit cumulative voting in the election of directors, which would otherwise allow less than a majority of stockholders to elect director candidates;
|
•
|
delegate the sole power of a majority of the Board of Directors to fix the number of directors;
|
•
|
provide the power of our Board of Directors to fill any vacancy on our board, whether such vacancy occurs as a result of an increase in the number of directors or otherwise;
|
•
|
authorize the issuance of “blank check” preferred stock without any need for action by stockholders;
|
•
|
impose limitations on the ability of our stockholders to call special meetings and act by written consent; and
|
•
|
establish advance notice requirements for nominations for election to our Board of Directors or for proposing matters that can be acted on by stockholders at stockholders’ meetings.
|
•
|
limit our ability to obtain additional financing in the future for working capital, capital expenditures and acquisitions;
|
•
|
make it more difficult for us to satisfy our obligations under the terms of our financing arrangements;
|
•
|
make it more difficult to comply with the obligations of our debt instruments, including restrictive covenants and borrowing conditions, the failure of which could result in an event of default under the agreements governing our other indebtedness;
|
•
|
limit our ability to refinance our indebtedness on terms acceptable to us or at all;
|
•
|
limit our flexibility to plan for and to adjust to changing business and market conditions in the industry in which we operate and increase our vulnerability to general adverse economic and industry conditions;
|
•
|
require us to dedicate a substantial portion of our cash flow from operations to make interest and principal payments on our debt, thereby limiting the availability of our cash flow to fund future investments, capital expenditures, working capital, business activities, acquisitions and other general corporate requirements;
|
•
|
limit our ability to obtain additional financing for working capital and capital expenditures to fund growth or for general corporate purposes, even when necessary to maintain adequate liquidity, particularly if any ratings assigned to our debt securities by rating organizations were revised downward;
|
•
|
subject us to higher levels of indebtedness than our competitors, which may cause a competitive disadvantage and may reduce our flexibility in responding to increased competition; and
|
•
|
expose us to the risk of increased interest rates, as certain of our borrowings, including borrowings under our February 2015 Credit Agreement and our accounts receivable securitization facility, are at variable rates of interest.
|
•
|
borrow money or guarantee debt;
|
•
|
create liens;
|
•
|
pay dividends on or redeem or repurchase stock or other securities;
|
•
|
make investments and acquisitions;
|
•
|
enter into or permit to exist contractual limits on the ability of our subsidiaries to pay dividends to us;
|
•
|
enter into new lines of business;
|
•
|
enter into transactions with affiliates; and
|
•
|
sell assets or merge with other companies.
|
•
|
sales of assets;
|
•
|
sales of equity;
|
•
|
reduction or delay of capital expenditures, strategic acquisitions, investments and alliances; or
|
•
|
negotiations with our lenders to restructure the applicable debt.
|
|
|
PRESIDIO, INC.
|
|
|
|
Dated: May 12, 2017
|
By:
|
/s/ PAUL FLETCHER
|
|
|
Paul Fletcher
|
|
|
Executive Vice President and Chief Financial Officer
|
|
|
(Principal Financial and Accounting Officer)
|
1 Year Presidio Chart |
1 Month Presidio Chart |
It looks like you are not logged in. Click the button below to log in and keep track of your recent history.
Support: +44 (0) 203 8794 460 | support@advfn.com
By accessing the services available at ADVFN you are agreeing to be bound by ADVFN's Terms & Conditions