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LiveRamp Holdings, Inc. – ‘10-K’ for 3/31/16 – ‘R20’

On:  Friday, 5/27/16, at 12:57pm ET   ·   For:  3/31/16   ·   Accession #:  733269-16-60   ·   File #:  0-13163

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  As Of               Filer                 Filing    For·On·As Docs:Size

 5/27/16  LiveRamp Holdings, Inc.           10-K        3/31/16  104:15M

Annual Report   —   Form 10-K   —   Sect. 13 / 15(d) – SEA’34
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: 10-K        Annual Report                                       HTML   1.26M 
 2: EX-21       Exhibit 21 Subsidiaries                             HTML     46K 
 3: EX-23       Consent of Experts or Counsel                       HTML     30K 
 4: EX-24       Power of Attorney                                   HTML     35K 
 5: EX-31.1     Certification -- §302 - SOA'02                      HTML     37K 
 6: EX-31.2     Certification -- §302 - SOA'02                      HTML     36K 
 7: EX-32.1     Certification -- §906 - SOA'02                      HTML     29K 
 8: EX-32.2     Certification -- §906 - SOA'02                      HTML     29K 
15: R1          Document and Entity Information                     HTML     55K 
16: R2          Consolidated Balance Sheets                         HTML    127K 
17: R3          Consolidated Balance Sheets (Parenthetical)         HTML     42K 
18: R4          Consolidated Statements of Operations               HTML    109K 
19: R5          Consolidated Statements of Comprehensive Income     HTML     52K 
                (Loss)                                                           
20: R6          Consolidated Statement of Equity                    HTML    110K 
21: R7          Consolidated Statements of Cash Flows               HTML    149K 
22: R8          Summary of Significant Accounting Policies          HTML    263K 
23: R9          Restructuring, Impairment and Other Charges         HTML     89K 
24: R10         Acquisitions                                        HTML    159K 
25: R11         Discontinued Operations                             HTML    170K 
26: R12         Other Current and Noncurrent Assets                 HTML     62K 
27: R13         Goodwill                                            HTML    101K 
28: R14         Software Costs                                      HTML     34K 
29: R15         Property and Equipment                              HTML     50K 
30: R16         Long-Term Debt                                      HTML     68K 
31: R17         Allowance for Doubtful Accounts                     HTML     68K 
32: R18         Commitments and Contingencies                       HTML     38K 
33: R19         Stockholders' Equity                                HTML    204K 
34: R20         Income Taxes                                        HTML    188K 
35: R21         Retirement Plans                                    HTML     35K 
36: R22         Foreign Operations                                  HTML     80K 
37: R23         Fair Value of Financial Instruments                 HTML    112K 
38: R24         Segment Information                                 HTML    153K 
39: R25         Unaudited Selected Quarterly Financial Data         HTML    102K 
40: R26         Summary of Significant Accounting Policies          HTML    355K 
                (Policies)                                                       
41: R27         Summary of Significant Accounting Policies          HTML    170K 
                (Tables)                                                         
42: R28         Restructuring, Impairment and Other Charges         HTML     84K 
                (Tables)                                                         
43: R29         Acquisitions (Tables)                               HTML    156K 
44: R30         Discontinued Operations (Tables)                    HTML    163K 
45: R31         Other Current and Noncurrent Assets (Tables)        HTML     64K 
46: R32         Goodwill (Tables)                                   HTML    109K 
47: R33         Property and Equipment (Tables)                     HTML     47K 
48: R34         Long-Term Debt (Tables)                             HTML     62K 
49: R35         Allowance for Doubtful Accounts (Tables)            HTML     69K 
50: R36         Stockholders' Equity (Tables)                       HTML    183K 
51: R37         Income Taxes (Tables)                               HTML    192K 
52: R38         Foreign Operations (Tables)                         HTML     80K 
53: R39         Financial Instruments (Tables)                      HTML    105K 
54: R40         Segment Information (Tables)                        HTML    143K 
55: R41         Unaudited Selected Quarterly Financial Data         HTML     99K 
                (Tables)                                                         
56: R42         SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES: -       HTML     31K 
                Description of Business (Details)                                
57: R43         SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES: -       HTML     58K 
                Reclassifications (Details)                                      
58: R44         Summary of Significant Accounting Policies          HTML    118K 
                (Details)                                                        
59: R45         SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES: -       HTML    107K 
                Earnings (Loss) per Share (Details)                              
60: R46         SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES: -       HTML     38K 
                Share-based Compensation (Details)                               
61: R47         SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES: -       HTML     48K 
                Adoption of New Accounting standards (Details)                   
62: R48         Restructuring, Impairment and Other Charges         HTML     76K 
                (Details)                                                        
63: R49         RESTRUCTURING, IMPAIRMENT AND OTHER CHARGES: -      HTML     44K 
                Gains, Losses and Other Items (Details)                          
64: R50         ACQUISITIONS: - Allant (Details)                    HTML     55K 
65: R51         ACQUISITIONS: - Fair Value of the Consideration     HTML     54K 
                Transferred for LiveRamp (Details)                               
66: R52         ACQUISITIONS: - Summary of the estimated fair       HTML     95K 
                values of assets acquired and liabilities assumed                
                for LiveRamp (Details)                                           
67: R53         ACQUISITIONS: - Actual and Unaudited Pro Forma      HTML     52K 
                Results (Details)                                                
68: R54         ACQUISITIONS: - Other Intangible Assets (Details)   HTML     54K 
69: R55         DISCONTINUED OPERATIONS: - Sale of ITO Business     HTML     61K 
                (Details)                                                        
70: R56         DISCONTINUED OPERATIONS: - Summary Results of       HTML    159K 
                Operations and Carrying Amounts of Major Classes                 
                of Assets and Liabilities of ITO (Details)                       
71: R57         DISCONTINUED OPERATIONS: - ITO Support Services     HTML     40K 
                (Details)                                                        
72: R58         DISCONTINUED OPERATIONS: - U.K. Call Center         HTML     83K 
                Operation (Details)                                              
73: R59         Other Current and Noncurrent Assets (Details)       HTML     52K 
74: R60         Goodwill (Details)                                  HTML     80K 
75: R61         Software Costs (Details)                            HTML     41K 
76: R62         Property and Equipment (Details)                    HTML     48K 
77: R63         Long-Term Debt (Details)                            HTML    112K 
78: R64         LONG-TERM DEBT: - Long-term Debt Future             HTML     44K 
                Obligations (Details)                                            
79: R65         Allowance for Doubtful Accounts (Details)           HTML     40K 
80: R66         Commitments and Contingencies (Details)             HTML     50K 
81: R67         COMMITMENTS AND CONTINGENCIES: - Guarantee          HTML     31K 
                (Details)                                                        
82: R68         Stockholders' Equity (Details)                      HTML     57K 
83: R69         STOCKHOLDERS' EQUITY: - Option Activity (Details)   HTML    158K 
84: R70         STOCKHOLDERS' EQUITY: - Summary of Options          HTML     83K 
                (Details)                                                        
85: R71         STOCKHOLDERS' EQUITY: - SAR Actvity (Details)       HTML     67K 
86: R72         STOCKHOLDERS' EQUITY: - RSU Activity (Details)      HTML     86K 
87: R73         STOCKHOLDERS' EQUITY: - Performance Based           HTML     90K 
                (Details)                                                        
88: R74         STOCKHOLDERS' EQUITY: - Other Performance           HTML     83K 
                (Details)                                                        
89: R75         Stockholders' Equity: - Espp (Details)              HTML     39K 
90: R76         Stockholders' Equity: - Aoci (Details)              HTML     40K 
91: R77         INCOME TAXES: - Expense (Benefit) Allocation and    HTML     85K 
                Components and Loss Before Income Tax (Details)                  
92: R78         INCOME TAXES: - Reconciliation of Income Tax        HTML     65K 
                Benefit from Continuing Operations and Valuation                 
                Allowance Change (Details)                                       
93: R79         INCOME TAXES: - Deferred (Details)                  HTML     70K 
94: R80         INCOME TAXES: - Carryforwards (Details)             HTML     56K 
95: R81         INCOME TAXES: - Unrecognized Tax Benefit (Details)  HTML     53K 
96: R82         RETIREMENT PLANS: - Qualified 401(k) and SNQDC      HTML     43K 
                Plans (Details)                                                  
97: R83         RETIREMENT PLANS: - Defined Benefit Pension Plan    HTML     43K 
                (Details)                                                        
98: R84         Foreign Operations (Details)                        HTML     54K 
99: R85         Fair Value of Financial Instruments (Details)       HTML     46K 
100: R86         Segment Information (Details)                       HTML    100K  
101: R87         Unaudited Selected Quarterly Financial Data         HTML     73K  
                (Details)                                                        
103: XML         IDEA XML File -- Filing Summary                      XML    186K  
102: EXCEL       IDEA Workbook of Financial Reports                  XLSX    130K  
 9: EX-101.INS  XBRL Instance -- acxm-20160331                       XML   4.62M 
11: EX-101.CAL  XBRL Calculations -- acxm-20160331_cal               XML    334K 
12: EX-101.DEF  XBRL Definitions -- acxm-20160331_def                XML   1.15M 
13: EX-101.LAB  XBRL Labels -- acxm-20160331_lab                     XML   2.29M 
14: EX-101.PRE  XBRL Presentations -- acxm-20160331_pre              XML   1.76M 
10: EX-101.SCH  XBRL Schema -- acxm-20160331                         XSD    239K 
104: ZIP         XBRL Zipped Folder -- 0000733269-16-000060-xbrl      Zip    316K  


‘R20’   —   Income Taxes


This is an IDEA Financial Report.  [ Alternative Formats ]



 
v3.4.0.3
INCOME TAXES:
12 Months Ended
INCOME TAXES:  
INCOME TAXES:

 

13.INCOME TAXES:

 

Total income tax expense (benefit) was allocated as follows (dollars in thousands):

 

 

 

2016

 

2015

 

2014

 

Loss from continuing operations

 

$

(11,632

)

$

(14,805

)

$

12,040

 

Earnings from discontinued operations

 

3,598

 

11,973

 

17,587

 

Stockholders’ equity:

 

 

 

 

 

 

 

Tax shortfall (excess tax benefits) from stock-based compensation

 

293

 

(4,645

)

(11,295

)

 

 

 

 

 

 

 

 

 

 

$

(7,741

)

$

(7,477

)

$

18,332

 

 

 

 

 

 

 

 

 

 

 

 

 

Income tax expense (benefit) attributable to loss from continuing operations consists of (dollars in thousands):

 

 

 

2016

 

2015

 

2014

 

Current:

 

 

 

 

 

 

 

U.S. Federal

 

$

(2,410

)

$

(7,744

)

$

1,157

 

Non-U.S.

 

535

 

164

 

890

 

State

 

1,907

 

(2,260

)

(942

)

 

 

 

 

 

 

 

 

 

 

32

 

(9,840

)

1,105

 

 

 

 

 

 

 

 

 

Deferred:

 

 

 

 

 

 

 

U.S. Federal

 

(3,789

)

(1,064

)

2,421

 

Non-U.S.

 

(3,220

)

326

 

7,641

 

State

 

(4,655

)

(4,227

)

873

 

 

 

 

 

 

 

 

 

 

 

(11,664

)

(4,965

)

10,935

 

 

 

 

 

 

 

 

 

Total

 

$

(11,632

)

$

(14,805

)

$

12,040

 

 

 

 

 

 

 

 

 

 

 

 

 

Loss before income tax attributable to U.S. and non-U.S. continuing operations consists of (dollars in thousands):

 

 

 

2016

 

2015

 

2014

 

U.S.

 

$

(6,952

)

$

(24,459

)

$

872

 

Non-U.S.

 

(13,328

)

(16,888

)

(6,172

)

 

 

 

 

 

 

 

 

Total

 

$

(20,280

)

$

(41,347

)

$

(5,300

)

 

 

 

 

 

 

 

 

 

 

 

 

Earnings (loss) before income taxes, as shown above, are based on the location of the entity to which such earnings (loss) are attributable.  However, since such earnings (loss) may be subject to taxation in more than one country, the income tax provision shown above as U.S. or non-U.S. may not correspond to the earnings (loss) shown above.

 

Below is a reconciliation of expected income tax benefit computed using the U.S. federal statutory income tax rate of 35% of loss before income taxes to actual income tax expense (benefit) from continuing operations (dollars in thousands):

 

 

 

2016

 

2015

 

2014

 

Computed expected tax benefit

 

$

(7,098

)

$

(14,472

)

$

(1,855

)

Increase (reduction) in income taxes resulting from:

 

 

 

 

 

 

 

State income taxes, net of federal benefit

 

(1,796

)

(441

)

(371

)

Research and other tax credits

 

(4,027

)

(6,369

)

(5,251

)

Impairment of goodwill and intangibles

 

 

 

5,368

 

Share-based compensation

 

1,857

 

2,276

 

 

Non-U.S. subsidiaries taxed at other than 35%

 

2,468

 

4,354

 

5,875

 

Adjustment to valuation allowances

 

(3,585

)

(776

)

7,604

 

Other, net

 

549

 

623

 

670

 

 

 

 

 

 

 

 

 

 

 

$

(11,632

)

$

(14,805

)

$

12,040

 

 

 

 

 

 

 

 

 

 

 

 

 

Due to changes in management’s assessment of the realizability of deferred tax assets in certain foreign jurisdictions, the Company released $3.6 million in valuation allowances in fiscal 2016 and increased valuation allowances by $7.6 million in fiscal 2014.

 

The tax effects of temporary differences that give rise to significant portions of the deferred tax assets and liabilities at March 31, 2016 and 2015 are presented below (dollars in thousands).  In accordance with income tax accounting standards, as of March 31, 2016, the Company has not recognized deferred income taxes on approximately $12.7 million of undistributed earnings of foreign subsidiaries that are indefinitely reinvested outside the respective parent’s country.  Calculation of the deferred income tax related to these earnings is not practicable.

 

 

 

2016

 

2015

 

Deferred tax assets:

 

 

 

 

 

Accrued expenses

 

$

11,525

 

$

10,041

 

Deferred revenue

 

1,612

 

2,715

 

Net operating loss and tax credit carryforwards

 

57,370

 

60,893

 

Share-based compensation

 

12,706

 

11,993

 

Other

 

5,242

 

6,838

 

 

 

 

 

 

 

Total deferred tax assets

 

88,455

 

92,480

 

Less valuation allowance

 

(46,602

)

(49,922

)

 

 

 

 

 

 

Net deferred tax assets

 

41,853

 

42,558

 

 

 

 

 

 

 

Deferred tax liabilities:

 

 

 

 

 

Intangible assets

 

$

(65,084

)

$

(75,104

)

Capitalized software costs

 

(14,143

)

(15,862

)

Property and equipment

 

(9,705

)

(6,651

)

 

 

 

 

 

 

Total deferred tax liabilities

 

(88,932

)

(97,617

)

 

 

 

 

 

 

Net deferred tax liabilities

 

$

(47,079

)

$

(55,059

)

 

 

 

 

 

 

 

 

 

At March 31, 2016, the Company has net operating loss carryforwards of approximately $5.6 million and $70.9 million for U.S. federal and state income tax purposes, respectively.  These net operating loss carryforwards expire in various amounts and will completely expire if not used by 2036.  The Company has foreign net operating loss carryforwards of approximately $130.9 million. Of this amount, $130.0 million do not have expiration dates.  The remainder expires in various amounts and will completely expire if not used by 2025.  The Company has federal and state credit carryforwards of $3.5 million and $17.5 million, respectively, of which $0.9 million and $1.5 million, respectively, will be credited to additional paid-in capital when realized.  Of the credits, $5.1 million will not expire.  The remainder expires in various amounts and will completely expire if not used by 2036.

 

In assessing the realizability of deferred tax assets, management considers whether it is more likely than not that some portion or all of the deferred tax assets will not be realized.  The ultimate realization of deferred tax assets is dependent upon the generation of future taxable income during the periods in which those temporary differences become deductible.

 

Based upon the Company’s history of profitability and taxable income and the reversal of taxable temporary differences in the U.S., management believes that with the exception of carryforwards in certain states it is more likely than not the Company will realize the benefits of these deductible differences.  The Company has established valuation allowances against $6.0 million of deferred tax assets related to loss and credit carryforwards in the states where activity does not support the deferred tax asset.

 

Based upon the Company’s history of losses in certain non-U.S. jurisdictions, the Company has not recorded a benefit for current foreign losses in these jurisdictions.  In addition, Management believes it is not more likely than not the Company will realize the benefits of certain foreign loss carryforwards and has established valuation allowances in the amount of $40.6 million against all of its foreign deferred tax assets in such jurisdictions.   No valuation allowance has been established against deferred tax assets in non-U.S. jurisdictions in which historical profits and forecasted continuing profits exist.  The earnings of subsidiaries in such jurisdictions and the differences in income taxes computed using the U.S. statutory tax rate and the effective tax rate in such jurisdictions are not significant.

 

The following table sets forth changes in the total gross unrecognized tax benefits for the fiscal years ended March 31, 2016, 2015 and 2014 (dollars in thousands):

 

 

 

2016

 

2015

 

2014

 

Balance at beginning of period

 

$

9,711

 

$

2,457

 

$

3,646

 

Increases related to prior year tax positions

 

1,717

 

292

 

946

 

Decreases related to prior year tax positions

 

(1,227

)

(83

)

 

Increases related to current year tax positions

 

2,035

 

4,339

 

902

 

Increases resulting from acquisitions

 

 

2,887

 

 

Settlements with taxing authorities

 

(1,330

)

 

 

Lapse of statute of limitations

 

 

(181

)

(3,037

)

 

 

 

 

 

 

 

 

Balance at end of period

 

$

10,906

 

$

9,711

 

$

2,457

 

 

 

 

 

 

 

 

 

 

 

 

 

The total amount of gross unrecognized tax benefits as of March 31, 2016 was $10.9 million, of which up to $8.8 million would reduce the Company’s effective tax rate in future periods if and when realized.  The Company reports accrued interest and penalties related to unrecognized tax benefits in income tax expense.  The combined amount of accrued interest and penalties related to tax positions on tax returns was approximately $0.3 million as of March 31, 2016. There was no material change in accrued interest and penalties during fiscal year 2016. The Company does not anticipate any reduction of unrecognized tax benefits within the next 12 months.

 

The Company files a consolidated U.S. federal income tax return and tax returns in various state and local jurisdictions.  The Company’s subsidiaries also file tax returns in various foreign jurisdictions in which it operates.  In the U.S., the statute of limitations for Internal Revenue Service examinations remains open for the Company’s federal income tax returns for fiscal years subsequent to 2012. The status of state and local and foreign tax examinations varies by jurisdiction.  The Company does not anticipate any material adjustments to its financial statements resulting from tax examinations currently in progress.

 


Dates Referenced Herein   and   Documents Incorporated by Reference

This ‘10-K’ Filing    Date    Other Filings
Filed on:5/27/164
For Period end:3/31/165,  5/A
3/31/1510-K,  5,  ARS
3/31/1410-K,  5,  8-K,  ARS
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