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Bottomline Technologies Inc/DE – ‘10-Q’ for 9/30/17 – ‘R9’

On:  Tuesday, 11/7/17, at 10:54am ET   ·   For:  9/30/17   ·   Accession #:  1193125-17-335262   ·   File #:  0-25259

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

11/07/17  Bottomline Technologies Inc/DE    10-Q        9/30/17   72:4M                                     Donnelley … Solutions/FA

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

Document/Exhibit                   Description                      Pages   Size 

 1: 10-Q        Quarterly Report                                    HTML    369K 
 2: EX-31.1     Certification -- §302 - SOA'02                      HTML     27K 
 3: EX-31.2     Certification -- §302 - SOA'02                      HTML     27K 
 4: EX-32.1     Certification -- §906 - SOA'02                      HTML     23K 
 5: EX-32.2     Certification -- §906 - SOA'02                      HTML     23K 
12: R1          Document and Entity Information                     HTML     43K 
13: R2          Consolidated Balance Sheets                         HTML    104K 
14: R3          Consolidated Balance Sheets (Parenthetical)         HTML     46K 
15: R4          Consolidated Statements of Comprehensive Loss       HTML     99K 
16: R5          Consolidated Statements of Cash Flows               HTML    115K 
17: R6          Basis of Presentation                               HTML     27K 
18: R7          Recent Accounting Pronouncements                    HTML     50K 
19: R8          Fair Value                                          HTML     57K 
20: R9          Acquisitions and Other Investments                  HTML     31K 
21: R10         Net Loss Per Share                                  HTML     31K 
22: R11         Operations by Segments and Geographic Areas         HTML     69K 
23: R12         Income Taxes                                        HTML     33K 
24: R13         Goodwill and Other Intangible Assets                HTML     76K 
25: R14         Commitments and Contingencies                       HTML     26K 
26: R15         Indebtedness                                        HTML     69K 
27: R16         Derivative Instruments                              HTML     41K 
28: R17         Postretirement and Other Employee Benefits          HTML     31K 
29: R18         Subsequent Events                                   HTML     27K 
30: R19         Recent Accounting Pronouncements (Policies)         HTML     61K 
31: R20         Fair Value (Tables)                                 HTML     51K 
32: R21         Net Loss Per Share (Tables)                         HTML     30K 
33: R22         Operations by Segments and Geographic Areas         HTML     74K 
                (Tables)                                                         
34: R23         Income Taxes (Tables)                               HTML     28K 
35: R24         Goodwill and Other Intangible Assets (Tables)       HTML     71K 
36: R25         Indebtedness (Tables)                               HTML     35K 
37: R26         Derivative Instruments (Tables)                     HTML     36K 
38: R27         Postretirement and Other Employee Benefits          HTML     31K 
                (Tables)                                                         
39: R28         Recent Accounting Pronouncements - Additional       HTML     38K 
                Information (Detail)                                             
40: R29         Fair Value - Schedule of Assets and Liabilities     HTML     50K 
                Measured at Fair Value on Recurring Basis (Detail)               
41: R30         Fair Value - Additional Information (Detail)        HTML     50K 
42: R31         Fair Value - Marketable Securities by Major         HTML     34K 
                Security Type (Detail)                                           
43: R32         Acquisitions and Other Investments - Decillion -    HTML     48K 
                Additional Information (Detail)                                  
44: R33         Acquisitions and Other Investments - Other          HTML     32K 
                Investments - Additional Information (Detail)                    
45: R34         Net Loss Per Share - Schedule of Computation of     HTML     32K 
                Basic and Diluted Net Loss Per Share (Detail)                    
46: R35         Net Loss per Share - Additional Information         HTML     30K 
                (Detail)                                                         
47: R36         Operations by Segments and Geographic Areas -       HTML     24K 
                Additional Information (Detail)                                  
48: R37         Operations by Segments and Geographic Areas -       HTML     43K 
                Schedule of Segment Reporting Information (Detail)               
49: R38         Operations by Segments and Geographic Areas -       HTML     32K 
                Schedule of Segment Reporting Information                        
                (Parenthetical) (Detail)                                         
50: R39         Operations by Segments and Geographic Areas -       HTML     54K 
                Reconciliation of Measure of Segment Profit to                   
                GAAP Loss Before Income Taxes (Detail)                           
51: R40         Operations by Segments and Geographic Areas -       HTML     34K 
                Schedule of Segment Depreciation and Amortization                
                Expense Included in Segment Measure of Profit Loss               
                (Detail)                                                         
52: R41         Operations by Segments and Geographic Areas -       HTML     34K 
                Schedule of Revenue Based on Point of Sale                       
                (Detail)                                                         
53: R42         Operations by Segments and Geographic Areas -       HTML     33K 
                Schedule of Long-Lived Assets, Based on                          
                Geographical Location, Excluding Deferred Tax                    
                Assets and Intangible Assets (Detail)                            
54: R43         Income Taxes - Additional Information (Detail)      HTML     29K 
55: R44         Income Taxes - Summary of Deferred Tax Assets       HTML     29K 
                (Detail)                                                         
56: R45         Goodwill and Other Intangible Assets - Additional   HTML     28K 
                Information (Detail)                                             
57: R46         Goodwill and Other Intangible Assets - Schedule of  HTML     53K 
                Intangible Assets Subject to Amortization and for                
                Intangible Assets Not Subject to Amortization                    
                (Detail)                                                         
58: R47         Goodwill and Other Intangible Assets - Schedule of  HTML     44K 
                Estimated Amortization Expense (Detail)                          
59: R48         Goodwill and Other Intangible Assets - Schedule of  HTML     40K 
                Rollforward of Goodwill Balances, by Reportable                  
                Segment (Detail)                                                 
60: R49         Goodwill and Other Intangible Assets - Schedule of  HTML     26K 
                Rollforward of Goodwill Balances, by Reportable                  
                Segment (Parenthetical) (Detail)                                 
61: R50         Commitments and Contingencies - Additional          HTML     30K 
                Information (Detail)                                             
62: R51         Indebtedness - Additional Information (Detail)      HTML    146K 
63: R52         Indebtedness - Net Carrying Amount of Notes         HTML     35K 
                (Detail)                                                         
64: R53         Indebtedness - Total Interest Expense Related to    HTML     39K 
                Notes (Detail)                                                   
65: R54         Derivative Instruments - Additional Information     HTML     45K 
                (Detail)                                                         
66: R55         Derivative Instruments - Summary of Fair Values of  HTML     36K 
                Gross Asset and Gross Liability of Interest Rate                 
                Swap (Detail)                                                    
67: R56         Derivative Instruments - Summary of Effect of       HTML     30K 
                Derivative Interest Rate Swap in Our Consolidated                
                Statement of Comprehensive Loss (Detail)                         
68: R57         Postretirement and Other Employee Benefits -        HTML     38K 
                Components of Net Periodic Pension Costs for the                 
                Swiss Pension Plan (Detail)                                      
69: R58         Subsequent Events - Additional Information          HTML     32K 
                (Detail)                                                         
71: XML         IDEA XML File -- Filing Summary                      XML    132K 
70: EXCEL       IDEA Workbook of Financial Reports                  XLSX     70K 
 6: EX-101.INS  XBRL Instance -- epay-20170930                       XML    980K 
 8: EX-101.CAL  XBRL Calculations -- epay-20170930_cal               XML    199K 
 9: EX-101.DEF  XBRL Definitions -- epay-20170930_def                XML    506K 
10: EX-101.LAB  XBRL Labels -- epay-20170930_lab                     XML   1.05M 
11: EX-101.PRE  XBRL Presentations -- epay-20170930_pre              XML    762K 
 7: EX-101.SCH  XBRL Schema -- epay-20170930                         XSD    145K 
72: ZIP         XBRL Zipped Folder -- 0001193125-17-335262-xbrl      Zip    134K

‘R9’   —   Acquisitions and Other Investments

This is an IDEA Financial Report.  [ Alternative Formats ]

 
v3.8.0.1
Acquisitions and Other Investments
 3 Months Ended
Text Block [Abstract]  
Acquisitions and Other Investments

Note 4—Acquisitions and Other Investments

Decillion

On August 14, 2017, we acquired Singapore-based Decillion Group (Decillion) for total consideration of 6.2 million Singapore Dollars (approximately $4.6 million based on the exchange rate in effect at the acquisition date), consisting of cash of $2.8 million and a note payable of $1.8 million. The note is payable in equal installments over ten quarters starting during the three months ended September 30, 2017. Decillion is one of the leading financial messaging solution providers in the Asia Pacific region. Headquartered in Singapore, Decillion has offices in Australia, China, Indonesia, Malaysia and Thailand and they operate a SWIFT service bureau which connects more than 130 financial institutions and corporations to the SWIFT community. This acquisition expands the depth and breadth of our financial messaging solutions, particularly in the Asia Pacific region.

In the allocation of the purchase price, which is preliminary at September 30, 2017, we recorded $1.4 million of goodwill. The goodwill is not deductible for income tax purposes and arose principally due to anticipated future benefits arising from the acquisition. Identifiable intangible assets of $2.4 million, consisting of customer related intangible assets, are being amortized over their estimated useful life of twelve years. Decillion’s operating results have been included in our Cloud Solutions segment from the date of the acquisition forward and did not have a material impact on our revenue or earnings.

Acquisition expenses of approximately $0.4 million were expensed during the three months ended September 30, 2017 related to the Decillion acquisition, principally as a component of general and administrative expense.

 

Other Investments

In December 2015, we made a $3.5 million investment in preferred stock of a privately held, early-stage technology company. We have the ability to exercise significant influence over this company; however, we have no ability to exercise control. Investments in common stock or in-substance common stock, through which an investor has the ability to exercise significant influence over the operating or financial policies of the investee, are accounted for under the equity method of accounting. In-substance common stock is an investment that has risk and reward characteristics that are substantially similar to an entity’s common stock. The preferred stock underlying our investment is not in-substance common stock as its terms include a substantive liquidation preference not available to common stockholders. Accordingly, we account for this investment under the cost method of accounting, subject to periodic review for impairment. Impairment losses, to the extent occurring, would be recorded as an operating expense in the period incurred. Our maximum investment exposure, which is determined based on the cost of our investment, was $3.5 million as of September 30, 2017 and is located within other assets on our consolidated balance sheet. There were no indicators of impairment identified as of September 30, 2017.

We concluded that this company is a VIE as it lacks sufficient equity to finance its activities. However, we also concluded that we are not the primary beneficiary of the VIE as we do not have the power to exert control or direct the activities that most significantly impact the VIE’s economic performance. As we have determined we are not the primary beneficiary, consolidation of the VIE is not required.

Dates Referenced Herein

This ‘10-Q’ Filing    Date    Other Filings
Filed on:11/7/17None on these Dates
For Period end:9/30/17
8/14/17
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Filing Submission 0001193125-17-335262   –   Alternative Formats (Word / Rich Text, HTML, Plain Text, et al.)
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