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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934


Quarterly period ended December 31, 2023

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: 000-26926
scansourcelogo4a291a06.jpg
ScanSource, Inc.

South Carolina
(State of Incorporation)

57-0965380
(I.R.S. Employer Identification No.)

6 Logue Court
Greenville, South Carolina 29615
(864) 288-2432
Securities registered pursuant to Section 12(b) of the Act:
Title of each class:Trading Symbol:Name of exchange on which registered:
Common stock, no par valueSCSCNASDAQ Global Select Market

Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.    Yes      No  

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).    Yes      No  

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company or an emerging growth company. See the definitions of "large accelerated filer," "accelerated filer," "smaller reporting company" and "emerging growth company" in Rule 12b-2 of the Exchange Act.
Large accelerated filerSmaller reporting company
Accelerated filer

Emerging growth company
Non-accelerated filer





If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.      

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).    Yes      No  

Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date.
ClassOutstanding at January 31, 2024
Common Stock, no par value per share
25,170,468 shares



SCANSOURCE, INC.
INDEX TO FORM 10-Q
December 31, 2023
 
  Page #
Item 1.
Financial Statements
Item 2.
Item 3.
Item 4.
Item 1.
Item 1A.
Item 2.
Item 5.
Item 6.

3

FORWARD-LOOKING STATEMENTS

Forward-looking statements are included in the "Risk Factors," "Legal Proceedings," "Management’s Discussion and Analysis of Financial Condition and Results of Operations," and "Quantitative and Qualitative Disclosures About Market Risk" sections and elsewhere herein. Words such as "expects," "anticipates," "believes," "intends," "plans," "hopes," "forecasts," "seeks," "estimates," "goals," "projects," "strategy," "future," "likely," "may," "should," and variations of such words and similar expressions generally identify such forward-looking statements. Any forward-looking statement made by us in this Form 10-Q is based only on information currently available to us and speaks only as of the date on which it is made. Except as may be required by law, we expressly disclaim any obligation to update these forward-looking statements to reflect events or circumstances after the date of this Quarterly Report on Form 10-Q. Actual results could differ materially from those anticipated in these forward-looking statements as a result of a number of factors including, but not limited to the following factors, which are neither presented in order of importance nor weighted: macroeconomic conditions, including potential prolonged economic weakness, inflation and supply chain challenges, the failure to manage and implement the Company's organic growth strategy, credit risks involving the Company's larger customers and suppliers, changes in interest and exchange rates and regulatory regimes impacting the Company's international operations, risk to the Company's business from a cyber attack, a failure of the Company's IT systems, failure to hire and retain quality employees, loss of the Company's major customers, relationships with the Company's key suppliers and sales partners or a termination or a significant modification of the terms under which it operates with such suppliers and sales partners, changes in the Company's operating strategy and other factors set forth in "Risk Factors" contained in our Annual Report on Form 10-K for the year ended June 30, 2023.

4

PART I. FINANCIAL INFORMATION
Item 1.Financial Statements
SCANSOURCE, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS (UNAUDITED)
(In thousands, except share information)
December 31, 2023June 30, 2023
Assets
Current assets:
Cash and cash equivalents$44,987 $36,178 
Accounts receivable, less allowance of $19,243 at December 31, 2023
and $15,480 at June 30, 2023
662,799 753,236 
Inventories575,137 757,574 
Prepaid expenses and other current assets122,272 110,087 
Total current assets1,405,195 1,657,075 
Property and equipment, net36,546 37,379 
Goodwill208,214 216,706 
Identifiable intangible assets, net45,313 68,495 
Deferred income taxes19,478 17,764 
Other non-current assets66,059 70,750 
Total assets$1,780,805 $2,068,169 
Liabilities and Shareholders’ Equity
Current liabilities:
Accounts payable$540,642 $691,119 
Accrued expenses and other current liabilities58,460 78,892 
Income taxes payable3,653 9,875 
Current portion of long-term debt7,857 6,915 
Total current liabilities610,612 786,801 
Deferred income taxes 3,816 
Long-term debt, net of current portion139,899 144,006 
Borrowings under revolving credit facility20,878 178,980 
Other long-term liabilities55,815 49,268 
Total liabilities827,204 1,162,871 
Commitments and contingencies
Shareholders’ equity:
Preferred stock, no par value; 3,000,000 shares authorized, none issued
  
Common stock, no par value; 45,000,000 shares authorized, 25,154,469 and 24,844,203 shares issued and outstanding at December 31, 2023 and June 30, 2023, respectively
63,983 58,241 
Retained earnings984,836 936,678 
Accumulated other comprehensive loss(95,218)(89,621)
Total shareholders’ equity953,601 905,298 
Total liabilities and shareholders’ equity$1,780,805 $2,068,169 
June 30, 2023 amounts are derived from audited consolidated financial statements.
See accompanying notes to these condensed consolidated financial statements.
5

SCANSOURCE, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED INCOME STATEMENTS (UNAUDITED)
(In thousands, except per share data)
 
Quarter endedSix months ended
 December 31,December 31,
 2023202220232022
Net sales$884,792 $1,011,241 $1,761,098 $1,955,054 
Cost of goods sold784,044 895,907 1,553,842 1,726,236 
Gross profit100,748 115,334 207,256 228,818 
Selling, general and administrative expenses66,921 69,074 142,356 140,667 
Depreciation expense2,964 2,678 5,759 5,441 
Intangible amortization expense4,037 4,150 8,230 8,391 
Operating income26,826 39,432 50,911 74,319 
Interest expense3,359 5,060 8,945 8,507 
Interest income(2,119)(2,027)(3,444)(3,618)
Gain on sale of business(14,533) (14,533) 
Other expense, net73 207 750 955 
Income before income taxes40,046 36,192 59,193 68,475 
Provision for income taxes7,320 10,458 11,035 18,699 
Net income$32,726 $25,734 $48,158 $49,776 
Per share data:
Net income per common share, basic$1.31 $1.02 $1.93 $1.97 
Weighted-average shares outstanding, basic25,035 25,287 24,961 25,244 
Net income per common share, diluted$1.29 $1.01 $1.91 $1.96 
Weighted-average shares outstanding, diluted25,334 25,502 25,235 25,454 
See accompanying notes to these condensed consolidated financial statements.

6

SCANSOURCE, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (UNAUDITED)
(In thousands)

Quarter endedSix months ended
December 31,December 31,
 2023202220232022
Net income$32,726 $25,734 $48,158 $49,776 
Unrealized (loss) gain on hedged transaction, net of tax(1,547)3 (1,395)1,882 
Realized foreign currency gain on sale of business3,805  3,805  
Foreign currency translation adjustment(1,118)7,401 (8,007)184 
Comprehensive income$33,866 $33,138 $42,561 $51,842 
See accompanying notes to these condensed consolidated financial statements.

7

SCANSOURCE, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY (UNAUDITED)
(In thousands, except share information)

Common
Stock
(Shares)
Common
Stock
(Amount)
Retained
Earnings
Accumulated
Other
Comprehensive
Loss
Total
Balance at June 30, 202324,844,203 $58,241 $936,678 $(89,621)$905,298 
Net income— — 15,432 — 15,432 
Unrealized gain on hedged transaction, net of tax— — — 153 153 
Foreign currency translation adjustment— — — (6,890)(6,890)
Exercise of stock options and shares issued under share-based compensation plans, net of shares withheld for employee taxes116,028 (1,510)— — (1,510)
Share-based compensation— 2,770 — — 2,770 
Balance at September 30, 202324,960,231 $59,501 $952,110 $(96,358)$915,253 
Net income  32,726  32,726 
Unrealized loss on hedged transaction, net of tax   (1,547)(1,547)
Foreign currency translation adjustment   (1,118)(1,118)
Realized foreign currency translation gain from disposal of a business— — — 3,805 3,805 
Exercise of stock options and shares issued under share-based compensation plans, net of shares withheld for employee taxes230,543 3,162   3,162 
Common stock repurchased(36,305)(1,251)  (1,251)
Share-based compensation 2,571   2,571 
Balance at December 31, 202325,154,469 $63,983 $984,836 $(95,218)$953,601 
See accompanying notes to these condensed consolidated financial statements.

8

SCANSOURCE, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY (UNAUDITED)
(In thousands, except share information)

Common
Stock
(Shares)
Common
Stock
(Amount)
Retained
Earnings
Accumulated
Other
Comprehensive
Loss
Total
Balance at June 30, 202225,187,351 $64,297 $846,869 $(104,638)$806,528 
Net income— — 24,042 — 24,042 
Unrealized gain on hedged transaction, net of tax— — — 1,879 1,879 
Foreign currency translation adjustment— — — (7,217)(7,217)
Exercise of stock options and shares issued under share-based compensation plans, net of shares withheld for employee taxes38,551 (586)— — (586)
Share-based compensation— 2,358 — — 2,358 
Balance at September 30, 202225,225,902 $66,069 $870,911 $(109,976)$827,004 
Net income— — 25,734 — 25,734 
Unrealized gain on hedged transaction, net of tax— — — 3 3 
Foreign currency translation adjustment— — — 7,401 7,401 
Exercise of stock options and shares issued under share-based compensation plans, net of shares withheld for employee taxes117,112 (1,112)— — (1,112)
Share-based compensation— 3,356 — — 3,356 
Balance at December 31, 202225,343,014 $68,313 $896,645 $(102,572)$862,386 
See accompanying notes to these condensed consolidated financial statements.

9

SCANSOURCE, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)
(In thousands)
Six months ended
 December 31,
 20232022
Cash flows from operating activities:
Net income$48,158 $49,776 
Adjustments to reconcile net income to net cash provided by (used in) operating activities:
Gain on sale of business(14,533) 
Depreciation and amortization14,475 14,285 
Amortization of debt issue costs193 385 
Provision for doubtful accounts4,472 33 
Share-based compensation5,340 5,679 
Deferred income taxes(1,703)932 
Finance lease interest46 24 
Changes in operating assets and liabilities:
Accounts receivable75,579 (49,541)
Inventories182,168 (146,826)
Prepaid expenses and other assets(11,576)30,487 
Other non-current assets3,208 (7,168)
Accounts payable(135,138)33,820 
Accrued expenses and other liabilities(7,678)(13,268)
Income taxes payable(6,254)6,036 
Net cash provided by (used in) operating activities156,757 (75,346)
Cash flows from investing activities:
Capital expenditures(4,865)(4,262)
Proceeds from sale of business, net of cash transferred17,978  
Net cash provided by (used in) investing activities13,113 (4,262)
Cash flows from financing activities:
Borrowings on revolving credit, net of expenses1,134,629 1,232,058 
Repayments on revolving credit, net of expenses(1,292,729)(1,137,897)
(Repayments) borrowings on long-term debt, net(3,165)17,465 
Repayments on finance lease obligation(442)(492)
Debt issuance costs (1,407)
Exercise of stock options4,309 634 
Taxes paid on settlement of equity awards(2,657)(2,332)
Common stock repurchased(1,251) 
Net cash (used in) provided by financing activities(161,306)108,029 
Effect of exchange rate changes on cash and cash equivalents245 37 
Increase in cash and cash equivalents8,809 28,458 
Cash and cash equivalents at beginning of period36,178 37,987 
Cash and cash equivalents at end of period$44,987 $66,445 
See accompanying notes to these condensed consolidated financial statements.
10

SCANSOURCE, INC. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED)

(1) Business and Summary of Significant Accounting Policies

Business Description

ScanSource, Inc. (together with its subsidiaries referred to as “the Company” or “ScanSource”) is a leading hybrid distributor connecting devices to the cloud and accelerating growth for partners across hardware, Software as a Service ("SaaS"), connectivity and cloud. The Company brings technology solutions and services from the world’s leading suppliers of mobility and barcode, point-of-sale ("POS"), payments, networking, physical security, unified communications and collaboration, telecom and cloud services to market. The Company operates in the United States, Canada, Brazil and the United Kingdom ("UK"). The Company's two operating segments, Specialty Technology Solutions and Modern Communications & Cloud, are based on technology type and are generally related to technology devices and communication, connectivity and cloud services, respectively.

Basis of Presentation

The accompanying unaudited condensed consolidated financial statements of the Company have been prepared by the Company’s management in accordance with United States generally accepted accounting principles ("U.S. GAAP") for interim financial information and applicable rules and regulations of the Securities Exchange Act of 1934. Accordingly, they do not include all of the information and footnotes required by U.S. GAAP for annual financial statements. The unaudited condensed consolidated financial statements included herein contain all adjustments (consisting of normal recurring and non-recurring adjustments) that are, in the opinion of management, necessary to present fairly the financial position at December 31, 2023 and June 30, 2023, the results of operations for the quarters and six months ended December 31, 2023 and 2022, the condensed consolidated statements of comprehensive income for the quarters and six months ended December 31, 2023 and 2022, the condensed consolidated statements of shareholders' equity for the quarters and six months ended December 31, 2023 and 2022 and the condensed consolidated statements of cash flows for the six months ended December 31, 2023 and 2022. The results of operations for the quarter and six months ended December 31, 2023 are not necessarily indicative of the results to be expected for a full year. These financial statements should be read in conjunction with the audited consolidated financial statements and notes thereto included in the Company’s Annual Report on Form 10-K for the fiscal year ended June 30, 2023. Unless otherwise indicated, disclosures provided in the Notes pertain to continuing operations only.

Summary of Significant Accounting Policies

There have been no material changes to the Company’s significant accounting policies for the six months ended December 31, 2023 from the policies described in the notes to the Company’s consolidated financial statements included in the Annual Report on Form 10-K for the fiscal year ended June 30, 2023. For a discussion of the Company’s significant accounting policies, please see the Company’s Annual Report on Form 10-K for the fiscal year ended June 30, 2023.

Cash and Cash Equivalents

The Company considers all highly-liquid investments with original maturities of three months or less, when purchased, to be cash equivalents. The Company maintains zero-balance disbursement accounts at various financial institutions at which the Company does not maintain significant depository relationships. Due to the terms of the agreements governing these accounts, the Company generally does not have the right to offset outstanding checks written from these accounts against cash on hand, and the respective institutions are not legally obligated to honor the checks until sufficient funds are transferred to fund the checks. As a result, checks released but not yet cleared from these accounts in the amount of $8.0 million are included in accounts payable on the condensed consolidated balance sheets at December 31, 2023 and June 30, 2023.

Long-lived Assets

11

The Company presents depreciation expense and intangible amortization expense on the condensed consolidated income statements. The Company's depreciation expense related to selling, general and administrative costs totaled $3.0 million and $5.8 million for the quarter and six months ended December 31, 2023 and $2.7 million and $5.4 million for the quarter and six months ended December 31, 2022. Depreciation expense reported as part of cost of goods sold on the condensed consolidated income statements totaled $0.3 million and $0.5 million for the quarter and six months ended December 31, 2023 and $0.2 million and $0.5 million for the quarter and six months ended December 31, 2022. The Company's intangible amortization expense reported on the condensed consolidated income statements relates to selling, general and administrative costs, not the cost of selling goods. Intangible amortization expense totaled $4.0 million and $8.2 million for the quarter and six months ended December 31, 2023 and $4.2 million and $8.4 million for the quarter and six months ended December 31, 2022.

Recent Accounting Pronouncements

In July 2023, the Securities and Exchange Commission issued final rules that require new and enhanced disclosures on cybersecurity risk management, strategy, governance, and incident reporting. Under the final rules, companies must report material cybersecurity incidents within four business days of determining the incident is material on Form 8-K. As additional information about the material aspects of the previously reported incidents become available, a Form 8-K/A must be filed with the additional disclosures. These disclosure requirements on Form 8-K were effective beginning December 18, 2023. For fiscal years ending on or after December 15, 2023, companies must disclose their cybersecurity processes, management's role in cybersecurity governance, and cybersecurity oversight by the Board of Directors on Form 10-K.

In November 2023, the Financial Accounting Standards Board (“FASB”) issued ASU No. 2023-07 “Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures.” This ASU expands public entities’ segment disclosures by requiring disclosure of significant segment expenses that are regularly provided to the chief operating decision maker and included within each reported measure of segment profit or loss, an amount and description of its composition for other segment items, and interim disclosures of a reportable segment’s profit or loss and assets. This ASU is effective for fiscal years beginning after December 15, 2023, and for interim periods within fiscal years beginning after December 15, 2024. This ASU is applicable to the Company’s Annual Report on Form 10-K for the fiscal year ended June 30, 2025, and subsequent interim periods, with early application permitted. The Company is currently evaluating the impact of the application of this ASU on its consolidated financial statements and disclosures.

In December 2023, the FASB issued ASU No. 2023-09 “Income Taxes (Topic 740): Improvements to Income Tax Disclosures.” This ASU updates income tax disclosure requirements primarily by requiring specific categories and greater disaggregation within the rate reconciliation and disaggregation of income taxes paid by jurisdiction. This ASU is effective for annual periods beginning after December 15, 2024 and is applicable to the Company’s fiscal year beginning July 1, 2025, with early application permitted. The Company is currently evaluating the impact of the application of this ASU on its consolidated financial statements and disclosures.

The Company has reviewed other newly issued accounting pronouncements and concluded that they are either not applicable to its business or that no material effect is expected on its consolidated financial statements as a result of future adoption.

(2) Trade Accounts and Notes Receivable, Net

The Company maintains an allowance for doubtful accounts receivable for estimated future expected credit losses resulting from customers’ failure to make payments on accounts receivable due to the Company. The Company has notes receivable with certain customers, which are included in “Accounts receivable, less allowance” in the Condensed Consolidated Balance Sheets.

Management determines the estimate of the allowance for doubtful accounts receivable by considering a number of factors, including: (i) historical experience, (ii) aging of the accounts receivable, (iii) specific information obtained by the Company on the financial condition and the current creditworthiness of its customers, (iv) the current economic and country-specific environment and (v) reasonable and supportable forecasts about collectability. Expected credit losses are estimated on a pool basis when similar risk characteristics exist using an age-based reserve model. Receivables that do not share risk characteristics are evaluated on an individual basis. Estimates of expected credit losses on trade receivables over the contractual life are recorded at inception and adjusted over the contractual life.

The changes in the allowance for doubtful accounts for the six months ended December 31, 2023 are set forth in the table below.
12

June 30, 2023Amounts Charged to ExpenseWrite-offs
Other (1)
December 31, 2023
(in thousands)
Trade accounts and current notes receivable allowance$15,480 $4,472 $(1,197)$488 $19,243 
(1)"Other" amounts include recoveries and the effect of foreign currency fluctuations for the six months ended December 31, 2023.


(3) Revenue Recognition

The Company provides technology solutions and services from the world's leading suppliers of mobility, barcode, POS, payments, physical security, unified communications, collaboration, telecom and cloud services. This includes hardware, related accessories and device configuration as well as software licenses, professional services and hardware support programs.

In determining the appropriate amount of revenue to recognize, the Company applies the following five-step model: (i) identify contracts with customers; (ii) identify performance obligations in the contracts; (iii) determine the transaction price; (iv) allocate the transaction price to the performance obligations per the contracts; and (v) recognize revenue when (or as) the Company satisfies a performance obligation. The Company recognizes revenue as control of products and services are transferred to customers, which is generally at the point of shipment. The Company delivers products to customers in several ways, including: (i) shipment from a Company warehouse, (ii) drop-shipment directly from the supplier, or (iii) electronic delivery for non-physical products.

Principal versus Agent Considerations

The Company is the principal for sales of all hardware and certain software and services. The Company considers itself the principal in those transactions where it has control of the product or service before it is transferred to the customer. The Company recognizes the principal-associated revenue and cost of goods sold on a gross basis.

The Company is the agent for third-party service contracts, including product warranties and supplier-hosted software. These service contracts are sold separately from the products, and the Company often serves as the agent for the contract on behalf of the original equipment manufacturer. The Company's responsibility is to arrange for the provision of the specified service by the original equipment manufacturer, and the Company does not control the specified service before it is transferred to the customer. Because the Company acts as an agent, revenue is recognized net of cost at the time of sale. The Intelisys business operates under an agency model.

Variable Considerations

For certain transactions, products are sold with a right of return and may also provide other rebates or incentives, which are accounted for as variable consideration. The Company estimates a returns allowance based on historical experience and reduces revenue accordingly. The Company estimates the amount of variable consideration for rebates and incentives by using the expected value to be given to the customer and reduces the revenue by those estimated amounts. These estimates are reviewed and updated as necessary at the end of each reporting period.

Contract Balances

The Company records contract assets and liabilities for payments received from customers in advance of services performed. These assets and liabilities are the result of the sales of the Company's self-branded warranty programs and other transactions where control has not yet passed to the customer. These amounts are immaterial to the consolidated financial statements for the periods presented.

Disaggregation of Revenue

The following tables represent the Company's disaggregation of revenue:

13

Quarter ended December 31, 2023
Specialty Technology SolutionsModern Communications & CloudTotal
(in thousands)
Revenue by product/service
Hardware, software and cloud (excluding Intelisys)$520,651 $342,686 $863,337 
Intelisys connectivity and cloud 21,455 21,455 
$520,651 $364,141 $884,792 
Six months ended December 31, 2023
Specialty Technology SolutionsModern Communications & CloudTotal
(in thousands)
Revenue by product/service:
Hardware, software and cloud (excluding Intelisys)$1,030,222 $688,918 $1,719,140 
Intelisys connectivity and cloud 41,958 41,958 
$1,030,222 $730,876 $1,761,098 
Quarter ended December 31, 2022
Specialty Technology SolutionsModern Communications & CloudTotal
(in thousands)
Revenue by product/service
Hardware, software and cloud (excluding Intelisys)$627,548 $363,743 $991,291 
Intelisys connectivity and cloud 19,950 19,950 
$627,548 $383,693 $1,011,241 
Six months ended December 31, 2022
Specialty Technology SolutionsModern Communications & CloudTotal
(in thousands)
Revenue by product/service:
Hardware, software and cloud (excluding Intelisys)$1,203,878 $712,373 $1,916,251 
Intelisys connectivity and cloud 38,803 38,803 
$1,203,878 $751,176 $1,955,054 

(4) Earnings Per Share

Basic earnings per share are computed by dividing net income by the weighted-average number of common shares outstanding. Diluted earnings per share are computed by dividing net income by the weighted-average number of common and potential common shares outstanding.

14

Quarter endedSix months ended
 December 31,December 31,
 2023202220232022
 (in thousands, except per share data)
Numerator:
Net income$32,726 $25,734 $48,158 $49,776 
Denominator:
Weighted-average shares, basic25,035 25,287 24,961 25,244 
Dilutive effect of share-based payments299 215 274 210 
Weighted-average shares, diluted25,334 25,502 25,235 25,454 
Net income per common share, basic$1.31 $1.02 $1.93 $1.97 
Net income per common share, diluted$1.29 $1.01 $1.91 $1.96 

For the quarter and six months ended December 31, 2023, weighted-average shares outstanding excluded from the computation of diluted earnings per share because their effect would be anti-dilutive were 563,690 and 931,367, respectively. For the quarter and six months ended December 31, 2022, weighted-average shares outstanding excluded from the computation of diluted earnings per share because their effect would be anti-dilutive were 847,651 and 1,268,455, respectively.

(5) Accumulated Other Comprehensive Loss
The components of accumulated other comprehensive loss, net of tax are as follows: 
December 31, 2023June 30, 2023
 (in thousands)
Foreign currency translation adjustment$(97,338)$(93,136)
Unrealized gain on hedged transaction, net of tax2,120 3,515 
Accumulated other comprehensive loss$(95,218)$(89,621)

The tax effect of amounts in comprehensive loss reflect a tax (benefit) expense as follows:

Quarter ended December 31,Six months ended December 31,
2023202220232022
(in thousands)
Tax (benefit) expense$(637)$166 $(692)$580 

(6) Goodwill and Other Identifiable Intangible Assets

The changes in the carrying amount of goodwill for the six months ended December 31, 2023, by reporting segment, are set forth in the table below.
Specialty Technology SolutionsModern Communications & CloudTotal
 (in thousands)
Balance at June 30, 2023$16,370 $200,336 $216,706 
Goodwill disposed upon business sale (8,539)(8,539)
Foreign currency translation adjustment 47 47 
Balance at December 31, 2023$16,370 $191,844 $208,214 

15

The following table shows changes in the amount recognized for net identifiable intangible assets for the six months ended December 31, 2023.
Net Identifiable Intangible Assets
(in thousands)
Balance at June 30, 2023$68,495 
Intangibles disposed upon business sale(14,927)
Amortization expense(8,230)
Foreign currency translation adjustment(25)
Balance at December 31, 2023$45,313 


(7) Short-Term Borrowings and Long-Term Debt

The following table presents the Company’s debt at December 31, 2023 and June 30, 2023.
December 31, 2023June 30, 2023
(in thousands)
Current portion of long-term debt$7,857 $6,915 
Mississippi revenue bond, net of current portion3,024 3,381 
Senior secured term loan facility, net of current portion136,875 140,625 
Borrowings under revolving credit facility20,878 178,980 
Total debt$168,634 $329,901 

Credit Facility

The Company has a multi-currency senior secured credit facility (as amended, the "Amended Credit Agreement") with JPMorgan Chase Bank N.A., as administrative agent, and a syndicate of banks (collectively the "Lenders"). On September 28, 2022, the Company amended and restated the Amended Credit Agreement, which includes (i) a five-year, $350 million multicurrency senior secured revolving credit facility and (ii) a five-year $150 million senior secured term loan facility. The Amended Credit Agreement extended the credit facility maturity date to September 28, 2027. In addition, pursuant to an “accordion feature,” the Company may increase its borrowings up to an additional $250 million, subject to obtaining additional credit commitments from the lenders participating in the increase. The Amended Credit Agreement allows for the issuance of up to $50 million for letters of credit. Borrowings under the Amended Credit Agreement are guaranteed by substantially all of the domestic assets of the Company and its domestic subsidiaries. Under the terms of the revolving credit facility, the payment of cash dividends is restricted. The Company incurred debt issuance costs of $1.4 million in connection with the amendment and restatement of the Amended Credit Agreement. These costs were capitalized to other non-current assets on the Condensed Consolidated Balance Sheets and added to the unamortized debt issuance costs from the previous credit facility.

Loans denominated in U.S. dollars, other than swingline loans, bear interest at a rate per annum equal to, at the Company’s option, (i) the adjusted term Secured Overnight Financing Rate ("SOFR") or adjusted daily simple SOFR plus an additional margin ranging from 1.00% to 1.75% depending upon the Company’s ratio of (A) total consolidated debt less up to $30 million of unrestricted domestic cash to (B) trailing four-quarter consolidated EBITDA measured as of the end of the most recent year or quarter, as applicable, for which financial statements have been delivered to the Lenders (the “leverage ratio”); or (ii) the alternate base rate plus an additional margin ranging from 0% to 0.75%, depending upon the Company’s leverage ratio, plus, if applicable, certain mandatory costs. All swingline loans denominated in U.S. dollars bear interest based upon the adjusted daily simple SOFR plus an additional margin ranging from 1.00% to 1.75% depending upon the Company's leverage ratio, or such other rate as the Company and the applicable swingline lender may agree. The adjusted term SOFR and adjusted daily simple SOFR include a fixed credit adjustment of 0.10% over the applicable SOFR reference rate. Loans denominated in foreign currencies bear interest at a rate per annum equal to the applicable benchmark rate set forth in the Amended Credit Agreement plus an additional margin ranging from 1.00% to 1.75%, depending upon the Company’s leverage ratio plus, if applicable, certain mandatory costs.

During the quarter and six months ended December 31, 2023, the Company's borrowings under the credit facility were U.S. dollar loans. The spread in effect as of December 31, 2023 was 1.25%, plus a 0.10% credit spread adjustment for SOFR-based loans and 0.25% for alternate base rate loans. The commitment fee rate in effect at December 31, 2023 was 0.20%. The
16

Amended Credit Agreement includes customary representations, warranties and affirmative and negative covenants, including financial covenants. Specifically, the Company’s Leverage Ratio must be less than or equal to 3.50 to 1.00 at all times. In addition, the Company’s Interest Coverage Ratio (as such term is defined in the Amended Credit Agreement) must be at least 3.00 to 1.00 at the end of each fiscal quarter. In the event of a default, customary remedies are available to the lenders, including acceleration and increased interest rates. The Company was in compliance with all covenants under the credit facility at December 31, 2023.

The average daily outstanding balance on the revolving credit facility, excluding the term loan facility, during the six month periods ended December 31, 2023 and 2022 was $138.7 million and $219.5 million, respectively. There was $329.1 million and $171.0 million available for additional borrowings as of December 31, 2023 and June 30, 2023, respectively. The effective interest rates for the revolving line of credit were 6.70% and 6.74% as of December 31, 2023 and June 30, 2023, respectively. There were no letters of credit issued under the multi-currency revolving credit facility at December 31, 2023 or June 30, 2023.

Mississippi Revenue Bond

On August 1, 2007, the Company entered into an agreement with the State of Mississippi to provide financing for the acquisition and installation of certain equipment to be utilized at the Company’s Southaven, Mississippi warehouse, through the issuance of an industrial development revenue bond. The bond matures on September 1, 2032. The bond accrues interest at the one-month term SOFR plus an adjustment of 0.10% plus a spread of 0.85%. The terms of the bond allow for payment of interest only for the first 10 years of the agreement. Starting on September 1, 2018 through 2032, principal and interest payments are due until the maturity date or the redemption of the bond. The agreement also provides the bondholder with a put option, exercisable only within 180 days of each fifth anniversary of the agreement, requiring the Company to pay back the bonds at 100% of the principal amount outstanding. At December 31, 2023, the Company was in compliance with all covenants under this bond. The interest rates at December 31, 2023 and June 30, 2023 were 6.29% and 6.11%, respectively.

Debt Issuance Costs

At December 31, 2023, net debt issuance costs associated with the credit facility and bond totaled $1.4 million and are being amortized on a straight-line basis through the maturity date of each respective debt instrument.

(8) Derivatives and Hedging Activities

The Company's results of operations could be materially impacted by significant changes in foreign currency exchange rates and interest rates. In an effort to manage the exposure to these risks, the Company periodically enters into various derivative instruments. The Company's accounting policies for these instruments are based on whether the instruments are designated as hedge or non-hedge instruments in accordance with U.S. GAAP. The Company records all derivatives on the Condensed Consolidated Balance Sheet at fair value. Derivatives that are not designated as hedging instruments or the ineffective portions of cash flow hedges are adjusted to fair value through earnings in other income and expense.

Foreign Currency Derivatives – The Company conducts a portion of its business internationally in a variety of foreign currencies and is exposed to market risk for changes in foreign currency exchange rates. The Company attempts to hedge transaction exposures with natural offsets to the fullest extent possible and once these opportunities have been exhausted the Company uses currency options and forward contracts or other hedging instruments with third parties. These contracts will periodically hedge the exchange of various currencies, including the U.S. dollar, Brazilian real, euro, British pound and Canadian dollar.

The Company had contracts outstanding for purposes of managing cash flows with notional amounts of $27.3 million and $34.3 million for the exchange of foreign currencies at December 31, 2023 and June 30, 2023, respectively. To date, the Company has chosen not to designate these derivatives as hedging instruments, and accordingly, these instruments are adjusted to fair value through earnings in other income and expense. Summarized financial information related to these derivative contracts and changes in the underlying value of the foreign currency exposures included in the Condensed Consolidated Income Statements for the quarters and six months ended December 31, 2023 and 2022 are as follows:

17

 Quarter endedSix months ended
December 31,December 31,
 2023202220232022
 (in thousands)
Net foreign exchange derivative contract losses$1,025 $871 $658 $1,309 
Net foreign currency transactional and re-measurement (gains) losses(596)(524)466 (39)
Net foreign currency exchange losses$429 $347 $1,124 $1,270 

Net foreign currency exchange gains and losses consist of foreign currency transactional and functional currency re-measurements, offset by net foreign currency exchange contract gains and losses and are included in other income and expense. Foreign exchange gains and losses are generated as the result of fluctuations in the value of the U.S. dollar versus the Brazilian real, the U.S. dollar versus the euro, the British pound versus the euro, and the Canadian dollar versus the U.S. dollar.

Interest Rates - The Company’s earnings are also affected by changes in interest rates due to the impact those changes have on interest expense from floating rate debt instruments. The Company manages its exposure to changes in interest rates by using interest rate swaps to hedge this exposure and to achieve a desired proportion of fixed versus floating rate debt.

On April 30, 2019, the Company entered into an interest rate swap agreement to lock into a fixed LIBOR interest rate, which was amended on September 28, 2022, to change the reference rate from LIBOR to SOFR. The swap agreement has a notional amount of $100.0 million, with a $50.0 million tranche scheduled to mature on April 30, 2024 and a $50.0 million tranche scheduled to mature April 30, 2026.

On March 31, 2023, the Company entered into an interest rate swap agreement to lock into a fixed SOFR interest rate with a notional amount of $25 million and a maturity date of March 31, 2028.

These interest rate swap agreements are designated as cash flow hedges to hedge the variable rate interest payments on the revolving credit facility. Interest rate differentials paid or received under the swap agreements are recognized as adjustments to interest expense. To the extent the swaps are effective in offsetting the variability of the hedged cash flows, changes in the fair value of the swaps are not included in current earnings but are reported as other comprehensive income (loss). There was no ineffective portion to be recorded as an adjustment to earnings for the quarters and six months ended December 31, 2023 and 2022.

The components of the cash flow hedge included in the Condensed Consolidated Statement of Comprehensive Income for the quarters and six months ended December 31, 2023 and 2022, are as follows:
Quarter endedSix months ended
December 31,December 31,
 2023202220232022
(in thousands)
Net interest income recognized as a result of interest rate swap$(903)$(345)$(1,781)$(313)
Unrealized (loss) gain in fair value of interest rate swap(1,165)349 (72)2,847 
Net (decrease) increase in accumulated other comprehensive income(2,068)4 (1,853)2,534 
Income tax effect(521)1 (458)652 
Net (decrease) increase in accumulated other comprehensive income, net of tax$(1,547)$3 $(1,395)$1,882 

The Company used the following derivative instruments at December 31, 2023 and June 30, 2023, reflected in its Condensed Consolidated Balance Sheets, for the risk management purposes detailed above:

18

 December 31, 2023June 30, 2023
 Balance Sheet LocationFair Value  of
Derivatives
Designated 
as Hedge Instruments
Fair Value  of
Derivatives
Not Designated as  Hedge Instruments
Fair Value  of
Derivatives
Designated
as Hedge Instruments
Fair Value  of
Derivatives
Not Designated as Hedge Instruments
 (in thousands)
Derivative assets:
Foreign exchange contractsPrepaid expenses and other current assets   $1
Foreign currency hedgePrepaid expenses and other current assets$27 $100 
Interest rate swap agreementOther non-current assets$2,834 $4,687 
Derivative liabilities:
Foreign exchange contractsAccrued expenses and other current liabilities $4  

19

(9) Fair Value of Financial Instruments

Accounting guidance defines fair value as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. Under this guidance, the Company classifies certain assets and liabilities based on the fair value hierarchy, which aggregates fair value measured assets and liabilities based upon the following levels of inputs:

Level 1 – Unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets or liabilities;
Level 2 – Quoted prices in markets that are not active, or inputs which are observable, either directly or indirectly, for substantially the full term of the asset or liability; and
Level 3 – Prices or valuation techniques that require inputs that are both significant to the fair value measurement and unobservable (i.e., supported by little or no market activity).

The assets and liabilities maintained by the Company that are required to be measured at fair value on a recurring basis include deferred compensation plan investments, forward foreign currency exchange contracts, foreign currency hedge agreements and interest rate swap agreements. The carrying value of debt is considered to approximate fair value, as the Company’s debt instruments are indexed to a variable rate using the market approach (Level 2).

The following table summarizes the valuation of the Company’s remaining assets and liabilities measured at fair value on a recurring basis at December 31, 2023:

TotalQuoted
prices in
active
markets
(Level 1)
Significant
other
observable
inputs
(Level 2)
 (in thousands)
Assets:
Deferred compensation plan investments, current and non-current portion$31,343 $31,343 $ 
Interest rate swap agreement2,834  2,834 
Foreign currency hedge27  27 
Total assets at fair value$34,204 $31,343 $2,861 
Liabilities:
Deferred compensation plan investments, current and non-current portion$31,343 $31,343 $ 
Forward foreign currency exchange contracts4  4 
Total liabilities at fair value$31,347 $31,343 $4 

The following table summarizes the valuation of the Company’s remaining assets and liabilities measured at fair value on a recurring basis at June 30, 2023:
20

TotalQuoted
prices in
active
markets
(Level 1)
Significant
other
observable
inputs
(Level 2)
 (in thousands)
Assets:
Deferred compensation plan investments, current and non-current portion$28,209 $28,209 $ 
Forward foreign currency exchange contracts1  1 
Foreign currency hedge100  100 
Interest rate swap agreement4,687  4,687 
Total assets at fair value$32,997 $28,209 $4,788 
Liabilities:
Deferred compensation plan investments, current and non-current portion$28,229 $28,229 $ 
Total liabilities at fair value$28,229 $28,229 $ 

The investments in the deferred compensation plan are held in a "rabbi trust" and include mutual funds and cash equivalents for payment of non-qualified benefits for certain retired, terminated and active employees. These investments are recorded to prepaid expenses and other current assets or other non-current assets depending on their corresponding, anticipated distribution dates to recipients, which are reported in accrued expenses and other current liabilities or other long-term liabilities, respectively.

Derivative instruments, such as foreign currency forward contracts, are measured using the market approach on a recurring basis considering foreign currency spot rates and forward rates quoted by banks or foreign currency dealers and interest rates quoted by banks (Level 2). Fair values of interest rate swaps are measured using standard valuation models with inputs that can be derived from observable market transactions, including SOFR spot and forward rates (Level 2). Foreign currency contracts and interest rate swap agreements are classified in the Condensed Consolidated Balance Sheets as prepaid expenses and other non-current assets or accrued expenses and other long-term liabilities, depending on the respective instruments' favorable or unfavorable positions. See Note 8 - Derivatives and Hedging Activities.

(10) Segment Information

The Company is a leading provider of technology solutions and services to customers in specialty technology markets. The Company has two reportable segments, based on technology type.

Specialty Technology Solutions Segment

The Specialty Technology Solutions segment includes the Company’s business in mobility and barcode, POS, payments, security and networking technologies. Mobility and barcode solutions include mobile computing, barcode scanners and imagers, radio frequency identification devices, barcode printing and related services. POS and payments solutions include POS systems, integrated POS software platforms, self-service kiosks including self-checkout, payment terminals and mobile payment devices. Security solutions include video surveillance and analytics, video management software and access control. Networking solutions include switching, routing and wireless products and software. The Company has business operations within this segment in the United States, Canada and Brazil.

Modern Communications & Cloud Segment

The Modern Communications & Cloud segment includes the Company’s business in communications and collaboration, connectivity and cloud services. Communications and collaboration solutions, delivered in the cloud, on-premise or hybrid, include voice, video, integration of communication platforms and contact center solutions. The Intelisys connectivity and cloud marketplace offers telecom, cable, Unified Communications as a Service (“UCaaS”), Contact Center as a Service (“CCaaS”), Infrastructure as a Service, Software-Defined Wide-Area Network and other cloud services. This segment includes SaaS and subscription services, which the Company offers using digital tools and platforms. The Company has business operations within this segment in the United States, Canada, Brazil and the UK.

Selected financial information for each business segment is presented below:
21

Quarter endedSix months ended
 December 31,December 31,
 2023202220232022
 (in thousands)
Sales:
Specialty Technology Solutions$520,651 $627,548 $1,030,222 $1,203,878 
Modern Communications & Cloud364,141 383,693 730,876 751,176 
$884,792 $1,011,241 $1,761,098 $1,955,054 
Depreciation and amortization:
Specialty Technology Solutions$2,897 $2,758 $5,654 $5,462 
Modern Communications & Cloud3,593 3,738 7,334 7,385 
Corporate768 561 1,487 1,438 
$7,258 $7,057 $14,475 $14,285 
Operating income (loss):
Specialty Technology Solutions$13,368 $19,682 $25,240 $41,534 
Modern Communications & Cloud14,602 19,750 27,014 32,785 
Corporate(1,144) (1,343) 
$26,826 $39,432 $50,911 $74,319 
Capital expenditures:
Specialty Technology Solutions$(304)$(524)$(1,565)$(1,026)
Modern Communications & Cloud(2,246)(1,980)(3,300)(3,236)
$(2,550)$(2,504)$(4,865)$(4,262)
Sales by Geography Category:
United States and Canada$797,580 $911,033 $1,590,045 $1,772,637 
International89,410 102,020 174,714 186,294 
Less intercompany sales(2,198)(1,812)(3,661)(3,877)
$884,792 $1,011,241 $1,761,098 $1,955,054 

December 31, 2023June 30, 2023
 (in thousands)
Assets:
Specialty Technology Solutions$908,674 $1,104,103 
Modern Communications & Cloud872,131 964,066 
Corporate  
$1,780,805 $2,068,169 
Property and equipment, net by Geography Category:
United States and Canada$24,703 $27,323 
International11,843 10,056 
$36,546 $37,379 

(11) Leases

In accordance with Accounting Standards Codification ("ASC") 842, at contract inception the Company determines if a contract contains a lease by assessing whether the contract contains an identified asset and whether the Company has the ability to control the asset. The Company also determines if the lease meets the classification criteria for an operating lease versus a finance lease under ASC 842. Substantially all of the Company's leases are operating leases for real estate, warehouse and office equipment ranging in duration from 1 year to 10 years. The Company has elected not to record short-term operating
22

leases with an initial term of 12 months or less on the Condensed Consolidated Balance Sheets. Operating leases are recorded as other non-current assets, accrued expenses and other current liabilities and other long-term liabilities on the Condensed Consolidated Balance Sheets. The Company has finance leases for information technology equipment expiring through fiscal year 2028. Finance leases are recorded as property and equipment, net, accrued expenses and other current liabilities and other long-term liabilities on the Condensed Consolidated Balance Sheets. The gross amount of the balances recorded related to finance leases is immaterial to the condensed consolidated financial statements at December 31, 2023 and the consolidated financial statements at June 30, 2023.

Operating lease right-of-use assets and lease liabilities are recognized at the commencement date based on the net present value of future minimum lease payments over the lease term. The Company generally is not able to determine the rate implicit in its leases and has elected to apply an incremental borrowing rate as the discount rate for the present value determination, which is based on the Company's cost of borrowings for the relevant terms of each lease and geographical economic factors. Certain operating lease agreements contain options to extend or terminate the lease. The lease term used is adjusted for these options when the Company is reasonably certain it will exercise the option. Operating lease expense is recognized on a straight-line basis over the lease term. Variable lease payments not based on a rate or index, such as costs for common area maintenance, are expensed as incurred. Further, the Company has elected the practical expedient to recognize all lease and non-lease components as a single lease component, where applicable.

The following table presents amounts recorded on the Condensed Consolidated Balance Sheets related to operating leases at December 31, 2023 and June 30, 2023:

December 31, 2023June 30, 2023
Operating leasesBalance Sheet location(in thousands)
Operating lease right-of-use assetsOther non-current assets$10,586 $12,539 
Current operating lease liabilitiesAccrued expenses and other current liabilities$3,877 $4,355 
Long-term operating lease liabilitiesOther long-term liabilities$7,703 $9,329 

The following table presents amounts recorded in operating lease expense as part of selling general and administrative expenses on the Condensed Consolidated Income Statements during the quarters and six months ended December 31, 2023 and 2022. Operating lease costs contain immaterial amounts of short-term lease costs for leases with an initial term of 12 months or less.

Quarter ended December 31,Six months ended December 31,
2023202220232022
(in thousands)
Operating lease cost$1,434 $1,291 $2,643 $2,577 
Variable lease cost322 419 705 763 
$1,756 $1,710 $3,348 $3,340 

Supplemental cash flow information related to the Company's operating leases for the six months ended December 31, 2023 and 2022 are presented in the table below:

Six months ended
December 31,
20232022
(in thousands)
Cash paid for amounts in the measurement of lease liabilities$2,793 $2,697 
Right-of-use assets obtained in exchange for lease obligations232 286 

The weighted-average remaining lease term and discount rate at December 31, 2023 are presented in the table below:

23

December 31, 2023
Weighted-average remaining lease term3.28 years
Weighted-average discount rate4.53 %

The following table presents the maturities of the Company's operating lease liabilities at December 31, 2023:

Operating leases
(in thousands)
2024$2,372 
20253,667 
20263,088 
20272,675 
2028632 
Thereafter 
Total future payments12,434 
Less: amounts representing interest854 
Present value of lease payments$11,580 
(12) Commitments and Contingencies

The Company is, from time to time, party to lawsuits arising out of operations. Although there can be no assurance, based upon information known to the Company, the Company believes that any liability resulting from an adverse determination of such lawsuits would not have a material adverse effect on the Company’s financial condition, results of operations or cash flows.

During the Company's due diligence for the Network1 acquisition, several pre-acquisition contingencies were identified regarding various Brazilian federal and state tax exposures. The Company recorded indemnification receivables that are reported gross of the pre-acquisition contingency liabilities as the funds were escrowed as part of the acquisition. The amount available after the impact of foreign currency translation for future pre-acquisition contingency settlements or to be released to the sellers was $3.6 million and $3.4 million at December 31, 2023 and June 30, 2023.

The table below summarizes the balances and line item presentation of Network1's pre-acquisition contingencies and corresponding indemnification receivables in the Company's Condensed Consolidated Balance Sheets at December 31, 2023 and June 30, 2023:
December 31, 2023June 30, 2023
Network1
 (in thousands)
Assets
Prepaid expenses and other current assets$16 $16 
Other non-current assets$4,131 $4,150 
Liabilities
Accrued expenses and other current liabilities$16 $16 
Other long-term liabilities$4,131 $4,150 

(13) Income Taxes

Income taxes for the quarters and six months ended December 31, 2023 and 2022 have been included in the accompanying condensed consolidated financial statements using an estimated annual effective tax rate. In addition to applying the estimated annual effective tax rate to pre-tax income, the Company includes certain items treated as discrete events to arrive at an estimated overall tax provision. During the quarter ended December 31, 2023, a discrete net tax benefit of $3.8 million was recorded, which is primarily attributable to the sale of UK-based intY.

24

The Company’s effective tax rate of 18.3% and 18.6% for the quarter and six months ended December 31, 2023, differs from the current federal statutory rate of 21% primarily as a result of income derived from tax jurisdictions with varying income tax rates, discrete items, nondeductible expenses and state income taxes. The Company's effective tax rates were 28.9% and 27.3% for the quarter and six months ended December 31, 2022.

As of December 31, 2023, the Company is not permanently reinvested with respect to all earnings generated by foreign operations. The Company has determined that there is no material deferred tax liability for federal, state and withholding tax related to undistributed earnings. During the six months ended December 31, 2023, foreign subsidiaries did not repatriate cash to the United States. There is no certainty to the timing of any future distributions of such earnings to the U.S. in whole or in part.

The Company had approximately $1.2 million of total gross unrecognized tax benefits at December 31, 2023 and June 30, 2023. Of this total at December 31, 2023, approximately $1.0 million represents the amount of unrecognized tax benefits that are permanent in nature and, if recognized, would affect the annual effective tax rate. The Company does not believe that the total amount of unrecognized tax benefits will significantly increase or decrease within twelve months of the reporting date.

The Company’s policy is to recognize interest and penalties related to income tax matters in income tax expense. At December 31, 2023 and June 30, 2023, the Company had approximately $1.2 million accrued for interest and penalties.

The Company conducts business globally and one or more of its subsidiaries files income tax returns in the U.S. federal, various state, local and foreign jurisdictions. In the normal course of business, the Company is subject to examination by taxing authorities in countries and states in which it operates. With certain exceptions, the Company is no longer subject to federal, state and local or non-U.S. income tax examinations by tax authorities for the years before June 30, 2018.

(14) Business Sale

On December 19, 2023, the Company completed the sale of its UK-based intY business. The Company retained its CASCADE cloud services distribution platform which has been used to grow the Cisco and Microsoft subscription businesses in the United States and Brazil. Under the stock purchase agreement, the Company received proceeds of $18.0 million in cash for the sale, net of cash transferred. The business sale resulted in a $14.5 million gain on sale after considering the net assets sold. The impact of this sale was not material to the consolidated financial statements.

Item 2.Management’s Discussion and Analysis of Financial Condition and Results of Operations

Overview

ScanSource is a leading hybrid distributor connecting devices to the cloud and accelerating growth for customers across hardware, SaaS, connectivity and cloud. We provide technology solutions and services from more than 500 leading suppliers of mobility, barcode, POS, payments, physical security, networking, unified communications, collaboration, connectivity and cloud services to our approximately 30,000 customers located primarily in the United States, Canada and Brazil.

We operate our business under a management structure that enhances our technology focus and hybrid distribution growth strategy. Our segments operate primarily in the United States, Canada and Brazil:

Specialty Technology Solutions
Modern Communications & Cloud

We sell hardware, SaaS, connectivity and cloud services from leading technology suppliers to customers that solve end users' challenges. We operate distribution facilities that support our United States and Canada business in Mississippi, California and Kentucky. Brazil distribution facilities are located in the Brazilian states of Paraná, Espirito Santo and Santa Catarina. We provide some of our digital products, which include SaaS and subscriptions, through our digital tools and platforms.

Our key suppliers include AT&T, Aruba/HPE, Avaya, Axis, Cisco, Comcast Business, Dell, Extreme, Five9, Hanwha, Honeywell, Ingenico, Lumen, Microsoft, NCR, Poly HP, RingCentral, Verifone, Verizon, Zebra Technologies and Zoom.

Recent Developments

25

On December 19, 2023 we completed the sale of our UK-based intY business. We retained our CASCADE cloud services distribution platform, which has been used to grow the Cisco and Microsoft subscription business in the United States and Brazil.

Our Strategy

Our strategy is to drive sustainable, profitable growth by orchestrating hybrid technology solutions through a growing ecosystem of partners by leveraging our people, processes and tools. Our goal is to provide exceptional experiences for our customers, suppliers and employees through operational excellence. Our hybrid distribution strategy relies on a channel sales model to offer hardware, SaaS, connectivity and cloud services from leading technology suppliers to customers that solve end users’ challenges. ScanSource enables customers to deliver solutions for their end users to address changing buying and consumption patterns. Our solutions may include a combination of offerings from multiple suppliers or give our customers access to additional services. As a trusted adviser to our customers, we provide solutions through our strong understanding of end user needs.
26

Results of Operations

Net Sales

We have two reportable segments, which are based on technology type. The following tables summarize our net sales results by business segment and by geographic location for the quarters and six months ended December 31, 2023 and 2022:
 Quarter ended December 31,
% Change, Constant Currency, Excluding Divestitures (a)
Net Sales by Segment:20232022$ Change% Change
 (in thousands) 
Specialty Technology Solutions$520,651 $627,548 $(106,897)(17.0)%(17.2)%
Modern Communications & Cloud364,141 383,693 (19,552)(5.1)%(6.1)%
Total net sales$884,792 $1,011,241 $(126,449)(12.5)%(13.0)%
 Six months ended December 31,
% Change, Constant Currency, Excluding Divestitures (a)
20232022$ Change% Change
 (in thousands) 
Specialty Technology Solutions$1,030,222 $1,203,878 $(173,656)(14.4)%(14.6)%
Modern Communications & Cloud730,876 751,176 (20,300)(2.7)%(3.9)%
Total net sales$1,761,098 $1,955,054 $(193,956)(9.9)%(10.5)%
(a) A reconciliation of non-GAAP net sales in constant currency is presented at the end of Results of Operations, under Non-GAAP Financial Information.

Specialty Technology Solutions

The Specialty Technology Solutions segment consists of sales to customers in North America and Brazil. For the quarter and six months ended December 31, 2023, net sales decreased $106.9 million, or 17.0%, and $173.7 million, or 14.4%, respectively, compared to the prior-year period. Excluding the foreign exchange positive impact, adjusted net sales decreased $107.8 million, or 17.2%, and $175.5 million, or 14.6%, for the quarter and six months ended December 31, 2023, compared to the prior-year period. The decrease in net sales and adjusted net sales for the quarter and six-month period is primarily due to lower sales volumes in our mobility and barcoding business, partially offset by an increase in networking sales.

Modern Communications & Cloud

The Modern Communications & Cloud segment consists of sales to customers in North America, Brazil and the UK. For the quarter and six months ended December 31, 2023, net sales decreased $19.6 million, or 5.1%, and $20.3 million, or 2.7%, respectively, compared to the prior-year period. Excluding the foreign exchange positive impact and the impact of divestitures, adjusted net sales decreased $23.3 million, or 6.1%, and $28.8 million, or 3.9%, for the quarter and six months ended December 31, 2023, compared to the prior-year period. The decrease in net sales and adjusted net sales for the quarter and six month period is primarily due to lower sales volumes in our communications hardware, partially offset by growth in Cisco products. Intelisys net billings increased to approximately $2.64 billion annualized. Intelisys net sales for the quarter and six months ended December 31, 2023 increased 7.5% and 8.1%, respectively, year-over-year.

27

 Quarter ended December 31,
% Change, Constant Currency, Excluding Divestitures (a)
Net Sales by Geography:20232022$ Change% Change
 (in thousands) 
United States and Canada$795,382 $909,221 $(113,839)(12.5)%(12.5)%
International 89,410 102,020 (12,610)(12.4)%(17.3)%
Total net sales$884,792 $1,011,241 $(126,449)(12.5)%(13.0)%
 Six months ended December 31,
% Change, Constant Currency, Excluding Divestitures (a)
20232022$ Change% Change
 (in thousands) 
United States and Canada$1,586,384 $1,768,760 $(182,376)(10.3)%(10.3)%
International 174,714 186,294 (11,580)(6.2)%(12.0)%
Total net sales$1,761,098 $1,955,054 $(193,956)(9.9)%(10.5)%
(a) A reconciliation of non-GAAP net sales in constant currency is presented at the end of Results of Operations in the non-GAAP section.
28

Gross Profit

The following table summarizes our gross profit for the quarters and six months ended December 31, 2023 and 2022:

 Quarter ended December 31,% of Net Sales December 31,
 20232022$ Change% Change20232022
 (in thousands)   
Specialty Technology Solutions$47,133 $56,732 $(9,599)(16.9)%9.1 %9.0 %
Modern Communications & Cloud53,615 58,602 (4,987)(8.5)%14.7 %15.3 %
Gross profit$100,748 $115,334 $(14,586)(12.6)%11.4 %11.4 %
 Six months ended December 31,% of Net Sales December 31,
 20232022$ Change% Change20232022
 (in thousands)   
Specialty Technology Solutions$96,315 $115,135 $(18,820)(16.3)%9.3 %9.6 %
Modern Communications & Cloud110,941 113,683 (2,742)(2.4)%15.2 %15.1 %
Gross profit$207,256 $228,818 $(21,562)(9.4)%11.8 %11.7 %
Our gross profit is primarily affected by sales volume and gross margin mix. Gross margin mix is impacted by multiple factors, which include sales mix (proportion of sales of higher margin products or services relative to total sales), vendor program recognition (consisting of volume rebates, inventory price changes and purchase discounts) and freight costs. Increases in vendor program recognition decrease cost of goods sold, thereby increasing gross profit. Net sales derived from our Intelisys business contribute 100% to our gross profit dollars and margin as they have no associated cost of goods sold.

Specialty Technology Solutions

For the quarter ended December 31, 2023, gross profit dollars for the Specialty Technology Solutions segment declined $9.6 million, or 16.9%, compared to the prior-year quarter. Lower sales volume, after considering the associated cost of goods sold, reduced gross profit dollars by $9.7 million. Gross profit margin increased slightly quarter-over-quarter to 9.1% which positively impacted gross profit dollars by less than $0.1 million.

For the six months ended December 31, 2023, gross profit dollars decreased $18.8 million, or 16.3%, compared to the prior-year period. Lower sales volume, after considering the associated cost of goods sold, reduced gross profit by $16.6 million. Gross profit margin decreased 21 basis points year-over-year to 9.3%. Gross margin mix negatively impacted gross profit by $2.2 million largely from lower vendor program recognition.

Modern Communications & Cloud

For the quarter ended December 31, 2023, gross profit dollars for the Modern Communications & Cloud segment decreased $5.0 million, or 8.5%, compared to the prior-year quarter. Lower sales volume, after considering the associated cost of goods sold, reduced gross profit dollars by $3.0 million. Gross profit margin decreased 55 basis points quarter-over-quarter to 14.7%. Gross margin mix negatively impacted gross profit by $2.0 million largely from a less favorable sales mix.

For the six months ended December 31, 2023, gross profit dollars declined $2.7 million, or 2.4%, compared to the prior-year period. Lower sales volume, after considering the associated cost of goods sold, reduced gross profit dollars by $3.0 million. Gross profit margin increased slightly year-over-year to 15.2% which positively impacted gross profit dollars by $0.3 million.


Operating Expenses

The following table summarizes our operating expenses for the quarters and six months ended December 31, 2023 and 2022:
29

 Quarter ended December 31,% of Net Sales December 31,
 20232022$ Change% Change20232022
 (in thousands)   
Selling, general and administrative expenses$66,921 $69,074 $(2,153)(3.1)%7.6 %6.8 %
Depreciation expense2,964 2,678 286 10.7 %0.3 %0.3 %
Intangible amortization expense4,037 4,150 (113)(2.7)%0.5 %0.4 %
Operating expenses$73,922 $75,902 $(1,980)(2.6)%8.4 %7.5 %
 Six months ended December 31,% of Net Sales December 31,
 20232022$ Change% Change20232022
 (in thousands)   
Selling, general and administrative expenses$142,356 $140,667 $1,689 1.2 %8.1 %7.2 %
Depreciation expense5,759 5,441 318 5.8 %0.3 %0.3 %
Intangible amortization expense8,230 8,391 (161)(1.9)%0.5 %0.4 %
Operating expenses$156,345 $154,499 $1,846 1.2 %8.9 %7.9 %

Selling, general and administrative expenses (“SG&A”) decreased by $2.2 million, or 3.1%, for the quarter ended December 31, 2023, compared to the prior-year period. The decrease for the quarter ended December 31, 2023 is primarily attributable to lower employee costs for the quarter.
For the six months ended December 31, 2023, SG&A expenses increased by $1.7 million, or 1.2%, compared to the prior-year period. The increase for the six months ended December 31, 2023 is primarily attributable to higher bad debt expense as a result of increases in specific customer reserves partially offset by lower employee costs.

Operating Income

The following table summarizes our operating income for the quarters and six months ended December 31, 2023 and 2022:

 Quarter ended December 31,% of Net Sales December 31,
 20232022$ Change% Change20232022
 (in thousands)   
Specialty Technology Solutions$13,368 $19,682 $(6,314)(32.1)%2.6 %3.1 %
Modern Communications & Cloud14,602 19,750 (5,148)(26.1)%4.0 %5.1 %
Corporate(1,144)— (1,144)nm*nm*nm*
Operating income$26,826 $39,432 $(12,606)(32.0)%3.0 %3.9 %
 Six months ended December 31,% of Net Sales December 31,
 20232022$ Change% Change20232022
 (in thousands)   
Specialty Technology Solutions$25,240 $41,534 $(16,294)(39.2)%2.4 %3.5 %
Modern Communications & Cloud27,014 32,785 (5,771)(17.6)%3.7 %4.4 %
Corporate(1,343)— (1,343)nm*nm*nm*
Operating income$50,911 $74,319 $(23,408)(31.5)%2.9 %3.8 %
*nm - percentages are not meaningful

Specialty Technology Solutions

30

For the Specialty Technology Solutions segment, operating income decreased $6.3 million, or 32.1%, and $16.3 million, or 39.2%, respectively, for the quarter and six months ended December 31, 2023, compared to the prior-year period. Operating margin decreased to 2.6% and 2.4% for the quarter and six months ended December 31, 2023, respectively. The decrease in operating income and margin for the quarter is primarily due to lower gross profits.

Modern Communications & Cloud

For the Modern Communications & Cloud segment, operating income decreased $5.1 million, or 26.1%, and $5.8 million, or 17.6%, respectively, for the quarter and six months ended December 31, 2023 compared to the prior-year period. Operating margin decreased to 4.0% and 3.7% for the quarter and six months ended December 31, 2023, respectively. The decrease in operating income and margin is primarily from lower gross profits and higher bad debt expense, due to increases in specific customer reserves.

Corporate

For the quarter and six months ended December 31, 2023, Corporate operating loss of $1.1 million and $1.3 million, represents costs associated with the sale of our intY business and cyberattack restoration costs.

Total Other (Income) Expense

The following table summarizes our total other (income) expense for the quarters and six months ended December 31, 2023 and 2022:

 Quarter ended December 31,% of Net Sales December 31,
 20232022$ Change% Change20232022
 (in thousands)   
Interest expense$3,359 $5,060 $(1,701)(33.6)%0.4 %0.5 %
Interest income(2,119)(2,027)(92)4.5 %(0.2)%(0.2)%
Net foreign exchange losses429 347 82 23.6 %0.0 %0.0 %
Gain on sale of business(14,533) (14,533)nm*(1.6)%— %
Other, net(356)(140)(216)154.3 %(0.0)%(0.0)%
Total other (income) expense, net$(13,220)$3,240 $(16,460)(508.0)%(1.5)%0.3 %
 Six months ended December 31,% of Net Sales December 31,
 20232022$ Change% Change20232022
 (in thousands)   
Interest expense$8,945 $8,507 $438 5.1 %0.5 %0.4 %
Interest income(3,444)(3,618)174 (4.8)%(0.2)%(0.2)%
Net foreign exchange losses1,124 1,270 (146)(11.5)%0.1 %0.1 %
Gain on sale of business(14,533)— (14,533)nm*(0.8)%— %
Other, net(374)(315)(59)18.7 %(0.0)%(0.0)%
Total other (income) expense, net$(8,282)$5,844 $(14,126)(241.7)%(0.5)%0.3 %
*nm - percentages are not meaningful

Interest expense consists primarily of interest incurred on borrowings, non-utilization fees charged on the revolving credit facility and amortization of debt issuance costs. Interest expense decreased for the quarter ended December 31, 2023 compared to the prior-year periods, primarily from lower average borrowings on our multi-currency revolving credit facility. Interest expense increased slightly for the six months ended December 31, 2023 as a result of higher interest rates for the six-month period compared to the prior-year.

Interest income for the quarter and six months ended December 31, 2023 was generated on interest-bearing investments in Brazil and customer receivables in both North America and Brazil.
31


Net foreign exchange gains and losses consist of foreign currency transactional and functional currency re-measurements, offset by net foreign exchange forward contracts gains and losses. Foreign exchange gains and losses are generated as the result of fluctuations in the value of the U.S. dollar versus the Brazilian real, the Canadian dollar versus the U.S. dollar, the euro versus the U.S. dollar, and the British pound versus the U.S. dollar. We partially offset foreign currency exposure with the use of foreign exchange contracts to hedge against these exposures. The costs associated with foreign exchange forward contracts are included in the net foreign exchange losses.

For the quarter and six months ended December 31, 2023, we recognized a $14.5 million gain on the sale of our UK-based intY business.

Provision for Income Taxes

For the quarter and six months ended December 31, 2023, income tax expense was $7.3 million and $11.0 million, respectively, reflecting an effective tax rate of 18.3% and 18.6%, respectively. In comparison, for the quarter and six months ended December 31, 2022, income tax expense was $10.5 million and $18.7 million, respectively, reflecting an effective tax rate of 28.9% and 27.3%, respectively. The decrease in the effective tax rate for the quarter is due to a $3.8 million discrete tax benefit, which is primarily attributable to the sale of our UK-based intY business. We expect the effective tax rate, excluding discrete items, for fiscal year 2024 to be approximately 27.0% to 28.0%. See Note 13 - Income Taxes to the Notes to Consolidated Financial Statements for further discussion.

Non-GAAP Financial Information

Evaluating Financial Condition and Operating Performance

In addition to disclosing results that are determined in accordance with United States generally accepted accounting principles ("US GAAP" or "GAAP"), we also disclose certain non-GAAP financial measures. These measures include non-GAAP operating income; non-GAAP pre-tax income; non-GAAP net income; non-GAAP EPS; adjusted earnings before interest expense, income taxes, depreciation, and amortization ("adjusted EBITDA"); adjusted return on invested capital ("adjusted ROIC"); and constant currency. Constant currency is a measure that excludes the translation exchange impact from changes in foreign currency exchange rates between reporting periods. We use non-GAAP financial measures to better understand and evaluate performance, including comparisons from period to period.

These non-GAAP financial measures have limitations as analytical tools, and the non-GAAP financial measures that we report may not be comparable to similarly titled amounts reported by other companies. Analysis of results and outlook on a non-GAAP basis should be considered in addition to, and not in substitution for or as superior to, measurements of financial performance prepared in accordance with US GAAP.

Adjusted Return on Invested Capital

Adjusted ROIC assists us in comparing our performance over various reporting periods on a consistent basis because it removes from our operating results the impact of items that do not reflect our core operating performance. We believe the calculation of adjusted ROIC provides useful information to investors and is an additional relevant comparison of our performance during the year.

Adjusted EBITDA starts with net income and adds back interest expense, income tax expense, depreciation expense, amortization of intangible assets, share-based compensation expense, and other non-GAAP adjustments. Since adjusted EBITDA excludes some non-cash costs of investing in our business and people, we believe that adjusted EBITDA shows the profitability from our business operations more clearly.
We calculate adjusted ROIC as adjusted EBITDA, divided by invested capital. Invested capital is defined as average equity plus average daily funded interest-bearing debt for the period. The following table summarizes annualized adjusted ROIC for the quarters ended December 31, 2023 and 2022, respectively:
  
Quarter ended December 31,
 20232022
Adjusted return on invested capital ratio, annualized (a)
13.2 %15.6 %
32

(a)The annualized EBITDA amount is divided by days in the quarter times 365 days per year, or 366 days for leap year. There were 92 days in the current and prior-year quarter.

The components of this calculation and reconciliation to our financial statements are shown on the following schedule:
 Quarter ended December 31,
 20232022
 (in thousands)
Reconciliation of net income to adjusted EBITDA:
Net income (GAAP)$32,726 $25,734 
Plus: Interest expense3,359 5,060 
Plus: Income taxes7,320 10,458 
Plus: Depreciation and amortization7,258 7,057 
EBITDA (non-GAAP)50,663 48,309 
Plus: Tax recovery(1,386)(2,858)
Plus: Share-based compensation2,571 3,364 
Plus: Acquisition and divestiture costs703 — 
Plus: Cyberattack restoration costs441 — 
Plus: Gain on sale of business(14,533)— 
Adjusted EBITDA (numerator for adjusted ROIC) (non-GAAP)$38,459 $48,815 

Quarter ended December 31,
 20232022
 (in thousands)
Invested capital calculations:
Equity – beginning of the quarter$915,253 $827,004 
Equity – end of the quarter953,601 862,386 
Plus: Share-based compensation, net1,919 2,496 
Plus: Cyberattack restoration costs, net329 — 
Plus: Acquisition and divestiture costs703 — 
Plus: Tax recovery, net(640)(1,886)
Plus: Gain on sale of business(14,533)— 
Average equity928,316 845,000 
Average funded debt (a)
227,688 392,853 
Invested capital (denominator for adjusted ROIC) (non-GAAP)$1,156,004 $1,237,853 
(a)Average funded debt is calculated as the daily average amounts outstanding on our short-term and long-term interest-bearing debt.

Net Sales in Constant Currency Excluding Acquisitions and Divestitures

We make references to "constant currency," a non-GAAP performance measure that excludes the foreign exchange rate impact from fluctuations in the average foreign exchange rates between reporting periods. Constant currency is calculated by translating current period results from currencies other than the U.S. dollar into U.S. dollars using the comparable average foreign exchange rates from the prior year period. We also exclude the impact of acquisitions or divestitures prior to the first full year of operations from the acquisition or divestiture date in order to show net sales results on an organic basis. This information is provided to analyze underlying trends without the translation impact of fluctuations in foreign currency rates and the impact of acquisitions and divestitures. Below we show organic growth by providing a non-GAAP reconciliation of net sales in constant currency excluding acquisitions and divestitures:

33

Net Sales by Segment:
Quarter ended December 31,
20232022$ Change% Change
Specialty Technology Solutions:(in thousands)
Net sales, reported$520,651 $627,548 $(106,897)(17.0)%
Foreign exchange impact (a)
(886)— 
Non-GAAP net sales$519,765 $627,548 $(107,783)(17.2)%
Modern Communications & Cloud:
Net sales, reported$364,141 $383,693 $(19,552)(5.1)%
Foreign exchange impact (a)
(4,323)— 
Less: Divestitures(1,628)(2,170)
Non-GAAP net sales$358,190 $381,523 $(23,333)(6.1)%
Consolidated:
Net sales, reported$884,792 $1,011,241 $(126,449)(12.5)%
Foreign exchange impact (a)
(5,209)— 
Less: Divestitures(1,628)(2,170)
Non-GAAP net sales$877,955 $1,009,071 $(131,116)(13.0)%
(a) Year-over-year net sales growth rate excluding the translation impact of changes in foreign currency exchange rates. Calculated by translating the net sales for the quarter ended December 31, 2023 into U.S. dollars using the average foreign exchange rates for the quarter ended December 31, 2022.
Net Sales by Segment:
Six months ended December 31,
20232022$ Change% Change
Specialty Technology Solutions(in thousands)
Net sales, reported$1,030,222 $1,203,878 $(173,656)(14.4)%
Foreign exchange impact (a)
(1,820)— 
Non-GAAP net sales$1,028,402 $1,203,878 $(175,476)(14.6)%
Modern Communications & Cloud
Net sales, reported$730,876 $751,176 $(20,300)(2.7)%
Foreign exchange impact (a)
(9,000)— 
Less: Divestitures(3,747)(4,208)
Non-GAAP net sales$718,129 $746,968 $(28,839)(3.9)%
Consolidated:
Net sales, reported$1,761,098 $1,955,054 $(193,956)(9.9)%
Foreign exchange impact (a)
(10,820)— 
Less: Divestitures(3,747)(4,208)
Non-GAAP net sales$1,746,531 $1,950,846 $(204,315)(10.5)%
(a) Year-over-year net sales growth rate excluding the translation impact of changes in foreign currency exchange rates. Calculated by translating the net sales for the six months ended December 31, 2023 into U.S. dollars using the average foreign exchange rates for the six months ended December 31, 2022.


34

Net Sales by Geography:
Quarter ended December 31,
20232022$ Change% Change
United States and Canada:(in thousands)
Net sales, as reported$795,382 $909,221 $(113,839)(12.5)%
International:
Net sales, reported$89,410 $102,020 $(12,610)(12.4)%
Foreign exchange impact (a)
(5,209)— 
Less: Divestitures(1,628)(2,170)
Non-GAAP net sales$82,573 $99,850 $(17,277)(17.3)%
Consolidated:
Net sales, reported$884,792 $1,011,241 $(126,449)(12.5)%
Foreign exchange impact (a)
(5,209)— 
Less: Divestitures(1,628)(2,170)
Non-GAAP net sales$877,955 $1,009,071 $(131,116)(13.0)%
(a) Year-over-year net sales growth rate excluding the translation impact of changes in foreign currency exchange rates. Calculated by translating the net sales for the quarter ended December 31, 2023 into U.S. dollars using the average foreign exchange rates for the quarter ended December 31, 2022.
Six months ended December 31,
20232022$ Change% Change
United States and Canada:(in thousands)
Net sales, as reported$1,586,384 $1,768,760 $(182,376)(10.3)%
International:
Net sales, reported$174,714 $186,294 $(11,580)(6.2)%
Foreign exchange impact (a)
(10,820)— 
Less: Divestitures(3,747)(4,208)
Non-GAAP net sales$160,147 $182,086 $(21,939)(12.0)%
Consolidated:
Net sales, reported$1,761,098 $1,955,054 $(193,956)(9.9)%
Foreign exchange impact (a)
(10,820)— 
Less: Divestitures(3,747)(4,208)
Non-GAAP net sales$1,746,531 $1,950,846 $(204,315)(10.5)%
(a) Year-over-year net sales growth rate excluding the translation impact of changes in foreign currency exchange rates. Calculated by translating the net sales for the six months ended December 31, 2023 into U.S. dollars using the average foreign exchange rates for the six months ended December 31, 2022.



35

Operating Income by Segment:
Quarter ended December 31,% of Net Sales December 31,
20232022$ Change% Change20232022
Specialty Technology Solutions:(in thousands)
GAAP operating income$13,368 $19,682 $(6,314)(32.1)%2.6 %3.1 %
Adjustments:
Amortization of intangible assets1,261 1,266 (5)
Non-GAAP operating income$14,629 $20,948 $(6,319)(30.2)%2.8 %3.3 %
Modern Communications & Cloud:
GAAP operating income$14,602 $19,750 $(5,148)(26.1)%4.0 %5.1 %
Adjustments:
Amortization of intangible assets2,776 2,884 (108)
Tax recovery (a)
(1,386)(2,858)1,472 
Non-GAAP operating income$15,992 $19,776 $(3,784)(19.1)%4.4 %5.2 %
Corporate:
GAAP operating loss$(1,144)$— $(1,144)nm*nm*nm*
Adjustments:
Acquisition and divestiture costs703 — 703 
Cyberattack restoration costs441 — 441 
Non-GAAP operating income$ $— $— nm*nm*nm*
Consolidated:
GAAP operating income$26,826 $39,432 $(12,606)(32.0)%3.0 %3.9 %
Adjustments:
Amortization of intangible assets4,037 4,150 (113)
Cyberattack restoration costs441 — 441 
Tax recovery (a)
(1,386)(2,858)1,472 
Acquisition and divestiture costs703 — 703 
Non-GAAP operating income$30,621 $40,724 $(10,103)(24.8)%3.5 %4.0 %
(a) Recovery of prior period withholding taxes in Brazil.
36

Operating Income by Segment:
Six months ended December 31,% of Net Sales December 31,
20232022$ Change% Change20232022
Specialty Technology Solutions:(in thousands)
GAAP operating income$25,240 $41,534 $(16,294)(39.2)%2.4 %3.5 %
Adjustments:
Amortization of intangible assets2,523 2,608 (85)
Non-GAAP operating income$27,763 $44,142 $(16,379)(37.1)%2.7 %3.7 %
Modern Communications & Cloud:
GAAP operating income$27,014 $32,785 $(5,771)(17.6)%3.7 %4.4 %
Adjustments:
Amortization of intangible assets5,707 5,783 (76)
Tax recovery (a)
(1,386)(2,858)1,472 
Non-GAAP operating income$31,335 $35,710 $(4,375)(12.3)%4.3 %4.8 %
Corporate:
GAAP operating loss$(1,343)$— $(1,343)nm*nm*nm*
Adjustments:
Cyberattack restoration costs640 — 640 
Acquisition and divestiture costs703 — 703 
Non-GAAP operating income$ $ $— nm*nm*nm*
Consolidated:
GAAP operating income$50,911 $74,319 $(23,408)(31.5)%2.9 %3.8 %
Adjustments:
Amortization of intangible assets8,230 8,391 (161)
Cyberattack restoration costs640 — 640 
Tax recovery (a)
(1,386)(2,858)1,472 
Acquisition and divestiture costs703 — 703 
Non-GAAP operating income$59,098 $79,852 $(20,754)(26.0)%3.4 %4.1 %
(a) Recovery of prior period withholding taxes in Brazil.
37

Additional Non-GAAP Metrics

To evaluate current period performance on a more consistent basis with prior periods, we disclose non-GAAP SG&A expenses, non-GAAP operating income, non-GAAP pre-tax income, non-GAAP net income and non-GAAP diluted earnings per share. Non-GAAP results exclude amortization of intangible assets related to divestitures, cyberattack restoration costs and other non-GAAP adjustments. These year-over-year metrics include the translation impact of changes in foreign currency exchange rates. These metrics are useful in assessing and understanding our operating performance, especially when comparing results with previous periods or forecasting performance for future periods. Below we provide a non-GAAP reconciliation of the aforementioned metrics adjusted for the costs and charges mentioned above:
Quarter ended December 31, 2023
GAAP
Measure
Intangible
amortization
expense

Divestiture costs
Tax
recovery
Cyberattack
restoration costs
Gain on
sale of
a business (a)
Non-GAAP
measure
(in thousands, except per share data)
SG&A expenses$66,921$ $(703)$1,386$(441)$ $67,163
Operating income26,826 4,037 703 (1,386)441  30,621 
Pre-tax income40,046 4,037 703 (1,386)441 (14,533)29,308 
Net income32,726 3,002 703 (640)329 (14,533)21,587 
Diluted EPS$1.29$0.12$0.03$(0.03)$0.01$(0.57)$0.85
Quarter ended December 31, 2022
GAAP
Measure
Intangible
amortization
expense
Divestiture costsTax
recovery
Cyberattack
restoration costs
Gain on
sale of
a business (a)
Non-GAAP
measure
(in thousands, except per share data)
SG&A expenses$69,074$— $— $2,858$— $— $71,932
Operating income39,432 4,150 — (2,858)— — 40,724 
Pre-tax income36,192 4,150 — (2,858)— — 37,484 
Net income25,734 3,093 — (1,886)— — 26,941 
Diluted EPS$1.01$0.12$— $(0.07)$— $— $1.06
(a) Reflects gain on the sale of the UK-based intY business. This transaction resulted in a capital loss for tax purposes. The Company did not record a tax provision on the capital loss since there were no offsetting capital gains.
38

Six months ended December 31, 2023
GAAP
Measure
Intangible
amortization
expense
Divestiture costsTax
recovery
Cyberattack
restoration costs
Gain on
sale of
a business (a)
Non-GAAP
measure
SG&A expenses$142,356 $ $(703)$1,386 $(640)$ $142,399 
Operating income50,911 8,230 703 (1,386)640  59,098 
Pre-tax income59,193 8,230 703 (1,386)640 (14,533)52,847 
Net income48,158 6,121 703 (640)479 (14,533)40,288 
Diluted EPS$1.91 $0.24 $0.03 $(0.03)$0.02 $(0.58)$1.60 
Six months ended December 31, 2022
GAAP
Measure
Intangible
amortization
expense
Divestiture costsTax
recovery
Cyberattack
restoration costs
Gain on
sale of
a business (a)
Non-GAAP
measure
SG&A expenses$140,667 $— $— $2,858 $— $— $143,525 
Operating income74,319 8,391 — (2,858)— — 79,852 
Pre-tax income68,475 8,391 — (2,858)— — 74,008 
Net income49,776 6,254 — (1,886)— — 54,144 
Diluted EPS$1.96 $0.25 $— $(0.07)$— $— $2.13 
 (a) Reflects gain on the sale of the UK-based intY business. This transaction resulted in a capital loss for tax purposes. The Company did not record a tax provision on the capital loss since there were no offsetting capital gains.
39

Liquidity and Capital Resources

Our primary sources of liquidity are cash flows from operations and borrowings under our $350 million revolving credit facility. Our business requires significant investment in working capital, particularly accounts receivable and inventory, partially financed through our accounts payable to vendors, cash generated from operations and revolving lines of credit. In general, as our sales volume increases, our net investment in working capital increases, which typically results in decreased cash flow from operating activities. Conversely, when sales volume decreases, our net investment in working capital typically decreases, which typically results in increased cash flow from operating activities.

Our cash and cash equivalents balance totaled $45.0 million at December 31, 2023, compared to $36.2 million at June 30, 2023, including $38.3 million and $31.0 million held outside of the United States at December 31, 2023 and June 30, 2023, respectively. Checks released but not yet cleared in the amount of $8.0 million are included in accounts payable at December 31, 2023 and June 30, 2023.

We conduct business in North America and Brazil where we generate and use cash. We provide for United States income taxes from the earnings of our Canadian and Brazilian subsidiaries. See Note 13 - Income Taxes in the Notes to the Consolidated Financial Statements for further discussion.

Our net investment in working capital decreased $75.7 million to $794.6 million at December 31, 2023 from $870.3 million at June 30, 2023, primarily from decreases in inventory and accounts receivable, partially offset by lower accounts payable, as a result of lower sales volume and our multi-quarter working capital improvement plan. Our net investment in working capital is affected by several factors such as fluctuations in sales volume, net income, timing of collections from customers, increases and decreases to inventory levels and payments to vendors.

Six months ended
December 31,
20232022
(in thousands)
Cash provided by (used in):
Operating activities$156,757 $(75,346)
Investing activities13,113 (4,262)
Financing activities(161,306)108,029 

Operating cash flows are subject to variability period over period as a result of the timing of payments related to accounts receivable, accounts payable, and other working capital items. Net cash provided by operating activities was $156.8 million for the six months ended December 31, 2023, compared to $75.3 million used in operating activities in the prior-year period. Cash provided by operating activities for the six months ended December 31, 2023 is attributable to reductions in inventory and accounts receivable, which decreased 24% and 12%, respectively, compared to June 30, 2023, partially offset by a reduction in accounts payable which decreased 22% comparatively. Cash used in operating activities for the six months ended December 31, 2022 is primarily attributable to increases in inventory and accounts receivable, which increased 24% and 7%, respectively, compared to June 30, 2022.

The number of days sales outstanding ("DSO") was 68 days at December 31, 2023, compared to 72 days at June 30, 2023 and 69 days at December 31, 2022. Inventory turned 5.1 times during the quarter ended December 31, 2023, compared to 4.4 times during the quarter ended June 30, 2023 and 5.0 times in the prior-year quarter ended December 31, 2022.

Cash provided by investing activities for the six months ended December 31, 2023 was $13.1 million, compared to $4.3 million used in investing activities in the prior-year period. Cash provided by investing activities for the six months ended December 31, 2023 is largely due to cash received from the sale of our intY UK business. Cash used in investing activities for the six months ended December 31, 2022 represents capital expenditures.

Management expects capital expenditures for fiscal year 2024 to range from $6.0 million to $8.0 million, primarily for IT investments and facility improvements.

40

For the six months ended December 31, 2023, cash used in financing activities totaled $161.3 million, compared to $108.0 million provided by financing activities for the prior-year period. Cash used in financing activities for the six months ended December 31, 2023 is primarily attributable to net repayments on the revolving credit facility. Cash provided by financing activities for the six months ended December 31, 2022 is primarily attributable to net borrowings on the revolving credit facility.

Credit Facility

We have a multi-currency senior secured credit facility with JPMorgan Chase Bank N.A., as administrative agent, and a syndicate of banks (as amended, the “Amended Credit Agreement”). On September 28, 2022, we amended and restated our Amended Credit Agreement, which includes (i) a five-year, $350 million multicurrency senior secured revolving credit facility and (ii) a five-year $150 million senior secured term loan facility. The Amended Credit Agreement extended the credit facility maturity date to September 28, 2027. In addition, pursuant to an “accordion feature,” we may increase our borrowings up to an additional $250 million, subject to obtaining additional credit commitments from the lenders participating in the increase. The Amended Credit Agreement allows for the issuance of up to $50 million for letters of credit. Borrowings under the Amended Credit Agreement are guaranteed by substantially all of our domestic assets and our domestic subsidiaries. Under the terms of the revolving credit facility, the payment of cash dividends is restricted. We incurred debt issuance costs of $1.4 million in connection with the amendment and restatement of the Amended Credit Agreement. These costs were capitalized to other non-current assets on the Condensed Consolidated Balance Sheets and added to the unamortized debt issuance costs from the previous credit facility.

Loans denominated in U.S. dollars, other than swingline loans, bear interest at a rate per annum equal to, at our option, (i) the adjusted term SOFR or adjusted daily simple SOFR plus an additional margin ranging from 1.00% to 1.75% depending upon our ratio of (A) total consolidated debt less up to $30 million of unrestricted domestic cash to (B) trailing four-quarter consolidated EBITDA measured as of the end of the most recent year or quarter, as applicable, for which financial statements have been delivered to the Lenders (the “leverage ratio”); or (ii) the alternate base rate plus an additional margin ranging from 0% to 0.75%, depending upon our leverage ratio, plus, if applicable, certain mandatory costs. All swingline loans denominated in U.S. dollars bear interest based upon the adjusted daily simple SOFR plus an additional margin ranging from 1.00% to 1.75% depending upon our leverage ratio, or such other rate as agreed upon with the applicable swingline lender. The adjusted term SOFR and adjusted daily simple SOFR include a fixed credit adjustment of 0.10% over the applicable SOFR reference rate. Loans denominated in foreign currencies bear interest at a rate per annum equal to the applicable benchmark rate set forth in the Amended Credit Agreement plus an additional margin ranging from 1.00% to 1.75%, depending upon our leverage ratio plus, if applicable, certain mandatory costs.

During the quarter and six months ended December 31, 2023, our borrowings under the credit facility were U.S. dollar loans. The spread in effect as of December 31, 2023 was 1.25% for SOFR-based loans and 0.25% for alternate base rate loans. The commitment fee rate in effect at December 31, 2023 was 0.20%. The Amended Credit Agreement includes customary representations, warranties and affirmative and negative covenants, including financial covenants. Specifically, our Leverage Ratio must be less than or equal to 3.50 to 1.00 at all times. In addition, our Interest Coverage Ratio (as such term is defined in the Amended Credit Agreement) must be at least 3.00 to 1.00 at the end of each fiscal quarter. In the event of a default, customary remedies are available to the lenders, including acceleration and increased interest rates. We were in compliance with all covenants under the credit facility at December 31, 2023.

The average daily outstanding balance on the revolving credit facility, excluding the term loan facility, during the quarters ended December 31, 2023 and 2022 was $138.7 million and $219.5 million, respectively. There was $329.1 million and $171.0 million available for additional borrowings as of December 31, 2023 and June 30, 2023, respectively. The effective interest rates for the revolving line of credit were 6.70% and 6.74% as of December 31, 2023 and June 30, 2023, respectively. There were no letters of credit issued under the multi-currency revolving credit facility at December 31, 2023 or June 30, 2023. Availability to use this borrowing capacity depends upon, among other things, the levels of our Leverage Ratio and Interest Coverage Ratio, which, in turn, will depend upon (1) our Credit Facility Net Debt relative to our Credit Facility EBITDA and (2) Credit Facility EBITDA relative to total interest expense, respectively. As a result, our availability will increase if EBITDA increases (subject to the limit of the facility) and decrease if EBITDA decreases. While we were in compliance with the financial covenants contained in the Credit Facility as of December 31, 2023, and currently expect to continue to maintain such compliance, should we encounter difficulties, our historical relationship with our Credit Facility lending group has been strong and we anticipate their continued support of our long-term business.

Summary

41

We believe that our existing sources of liquidity, including cash resources and cash provided by operating activities, supplemented as necessary with funds under our credit agreements, will provide sufficient resources to meet our present and future working capital and cash requirements for at least the next twelve months. We also believe that our longer-term working capital, planned expenditures and other general funding requirements will be satisfied through cash flows from operations and, to the extent necessary, from our borrowing facilities.

Accounting Standards Recently Issued

See Note 1 of the Notes to Condensed Consolidated Financial Statements for a full description of recent accounting pronouncements, including the anticipated dates of adoption and the effects on our consolidated financial position and results of operations.

Critical Accounting Policies and Estimates

Critical accounting policies are those that are important to our financial condition and require management's most difficult, subjective or complex judgments. Different amounts would be reported under different operating conditions or under alternative assumptions. See Management's Discussion and Analysis of Financial Condition and Results from Operations in our Annual Report on Form 10-K for the fiscal year ended June 30, 2023 for a complete discussion.
42

Item 3.Quantitative and Qualitative Disclosures About Market Risk

For a description of our market risks, see Part II, Item 7A. "Quantitative and Qualitative Disclosures About Market Risk" in our Annual Report on Form 10-K for the fiscal year ended June 30, 2023. No material changes have occurred to our market risks since June 30, 2023.
43

Item 4.Controls and Procedures

An evaluation was carried out under the supervision and with the participation of our management, including our Chief Executive Officer ("CEO") and Chief Financial Officer ("CFO") of the effectiveness of our disclosure controls and procedures at December 31, 2023. Based on that evaluation, our management, including the CEO and CFO, concluded that our disclosure controls and procedures are effective at December 31, 2023. During the quarter ended December 31, 2023, there was no change in our internal control over financial reporting that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.

44

PART II. OTHER INFORMATION

Item 1.Legal Proceedings

The Company is, from time to time, party to lawsuits arising out of operations. Although there can be no assurance, based upon information known to us, we believe that any liability resulting from an adverse determination of such lawsuits would not have a material adverse effect on our financial condition or results of operations. For a description of our material legal proceedings, see Note 12 - Commitments and Contingencies in the notes to the condensed consolidated financial statements, which is incorporated herein by reference.

Item 1A.Risk Factors

In addition to the risk factors discussed in our other reports and statements that we file with the SEC, you should carefully consider the factors discussed in Part I, Item 1A. "Risk Factors" in our Annual Report on Form 10-K for the year ended June 30, 2023, which could materially affect our business, financial condition and/or future operating results.

There have been no material changes to the risk factors disclosed in Item 1A of our Annual Report on Form 10-K for the fiscal year ended June 30, 2023.

Item 2.Unregistered Sales of Equity Securities and Use of Proceeds

Share Repurchases

In August 2021, our Board of Directors authorized a $100 million share repurchase program. The authorization does not have any time limit.

The following table presents the share-repurchase activity for the quarter ended December 31, 2023 (in thousands except share and per share data):

Period
Total number of shares purchased (1)
Average price paid per shareTotal number of shares purchased as part of the publicly announced plan or programApproximate dollar value of shares that may yet be purchased under the plan or program
October 1 - 31, 2023— — — $ 66,163,962
November 1 - 30, 202332,567 $ 32.73— $ 66,163,962
December 1 - 31, 202336,544 $ 34.2936,305 $ 64,913,399
Total69,111 36,305 $ 64,913,399
(1) Includes 32,806 shares withheld from employees' stock-based awards to satisfy required tax withholding obligations for the months of November and December 2023. There were no shares withheld during the month of October 2023.

Dividends

We have never declared or paid a cash dividend. Under the terms of our credit facility, the payment of cash dividends is restricted.
45


Item 5.Other Information

During the three months ended December 31, 2023, none of our directors or our officers (as defined in Rule 16a-1(f) of the Securities Exchange Act of 1934, as amended) adopted or terminated a Rule 10b5-1 trading arrangement or non-Rule 10b5-1 trading arrangement (as such terms are defined in Item 408 of Regulation S-K of the Securities Act of 1933).
46


Item 6.Exhibits
Exhibit
Number
Description
31.1
31.2
32.1
32.2
101
The following materials from our Quarterly Report on Form 10-Q for the quarter ended December 31, 2023, formatted in Inline XBRL (eXtensible Business Reporting Language): (i) the Condensed Consolidated Balance Sheets at December 31, 2023 and June 30, 2023; (ii) the Condensed Consolidated Income Statements for the quarters and six months ended December 31, 2023 and 2022; (iii) the Condensed Consolidated Statements of Comprehensive Income for the quarters and six months ended December 31, 2023 and 2022; (iv) the Condensed Consolidated Statements of Shareholder's Equity at December 31, 2023 and 2022; (v) the Condensed Consolidated Statements of Cash Flows for the six months ended December 31, 2023 and 2022; and (vi) the Notes to the Condensed Consolidated Financial Statements. The instance document does not appear in the Interactive Data File because XBRL tags are embedded within the Inline XBRL
104Cover page Inline XBRL File (Included in Exhibit 101)
47

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
 ScanSource, Inc.
Date:February 6, 2024/s/ MICHAEL L. BAUR
 Michael L. Baur
Chair and Chief Executive Officer
(Principal Executive Officer)
Date:February 6, 2024/s/ STEVE JONES
Steve Jones
Senior Executive Vice President and Chief Financial Officer (Principal Financial Officer)
Date:February 6, 2024/s/ BRANDY FORD
Brandy Ford
Senior Vice President and Chief Accounting Officer (Principal Accounting Officer)
48
Exhibit 31.1

Certification Pursuant to Rule 13a-14(a) or 15d-14(a)
of the Exchange Act, as adopted Pursuant to Section 302 of the
Sarbanes-Oxley Act of 2002
I, Michael L. Baur, certify that:
1.I have reviewed this quarterly report on Form 10-Q of ScanSource, Inc.;
2.Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
3.Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
4.The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
(a)Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
(b)Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
(c)Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
(d)Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and
5.The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing equivalent functions):
(a)All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and
(b)Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.
/s/ MICHAEL L. BAUR
Michael L. Baur
Chairman and Chief Executive Officer
(Principal Executive Officer)
Date: February 6, 2024


Exhibit 31.2

Certification Pursuant to Rule 13a-14(a) or 15d-14(a)
of the Exchange Act, as adopted Pursuant to Section 302 of the
Sarbanes-Oxley Act of 2002
I, Steve Jones, certify that:
1.I have reviewed this quarterly report on Form 10-Q of ScanSource, Inc.;
2.Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
3.Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
4.The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
(a)Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
(b)Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
(c)Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
(d)Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and
5.The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing equivalent functions):
(a)All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and
(b)Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.
/s/ STEVE JONES
Steve Jones
Senior Executive Vice President and Chief Financial Officer
(Principal Financial Officer)
Date: February 6, 2024


Exhibit 32.1
Certification of the Chief Executive Officer of ScanSource, Inc.
Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to § 906
of the Sarbanes-Oxley Act of 2002

In connection with the quarterly report of ScanSource, Inc. (the “Company”) on Form 10-Q for the quarter ended December 31, 2023 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), the undersigned officer of the Company certifies, pursuant to 18 U.S.C. § 1350, as adopted pursuant to § 906 of the Sarbanes-Oxley Act of 2002, that:
1)The Report fully complies with the requirements of §13(a) or 15(d) of the Securities Exchange Act of 1934 (the “Exchange Act”); and
2)The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.
Date:February 6, 2024/s/ MICHAEL L. BAUR
Michael L. Baur
Chairman and Chief Executive Officer
(Principal Executive Officer)

This certification is being furnished solely to comply with the provisions of § 906 of the Sarbanes-Oxley Act of 2002 and is not being filed as part of the accompanying Report, including for purposes of Section 18 of the Exchange Act, or as a separate disclosure document. A signed original of this written certification required by Section 906, or other document authenticating, acknowledging or otherwise adopting the signature that appears in typed form within the electronic version of this written certification required by Section 906, has been provided to the Company and will be rendered by the Company and furnished to the Securities and Exchange Commission or its staff upon request.


Exhibit 32.2

Certification of the Chief Financial Officer of ScanSource, Inc.
Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to § 906
of the Sarbanes-Oxley Act of 2002

In connection with the quarterly report of ScanSource, Inc. (the “Company”) on Form 10-Q for the quarter ended December 31, 2023 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), the undersigned officer of the Company certifies, pursuant to 18 U.S.C. § 1350, as adopted pursuant to § 906 of the Sarbanes-Oxley Act of 2002, that:
1)The Report fully complies with the requirements of §13(a) or 15(d) of the Securities Exchange Act of 1934 (the “Exchange Act”); and
2)The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.
Date:February 6, 2024/s/ STEVE JONES
Steve Jones
Senior Executive Vice President and Chief Financial Officer
(Principal Financial Officer)

This certification is being furnished solely to comply with the provisions of § 906 of the Sarbanes-Oxley Act of 2002 and is not being filed as part of the accompanying Report, including for purposes of Section 18 of the Exchange Act, or as a separate disclosure document. A signed original of this written certification required by Section 906, or other document authenticating, acknowledging or otherwise adopting the signature that appears in typed form within the electronic version of this written certification required by Section 906, has been provided to the Company and will be rendered by the Company and furnished to the Securities and Exchange Commission or its staff upon request.


v3.24.0.1
Cover - shares
6 Months Ended
Dec. 31, 2023
Jan. 31, 2024
Cover [Abstract]    
Document Type 10-Q  
Document Quarterly Report true  
Document Period End Date Dec. 31, 2023  
Document Transition Report false  
Entity File Number 000-26926  
Entity Registrant Name ScanSource, Inc.  
Entity Incorporation, State or Country Code SC  
Entity Tax Identification Number 57-0965380  
Entity Address, Address Line One 6 Logue Court  
Entity Address, City or Town Greenville  
Entity Address, State or Province SC  
Entity Address, Postal Zip Code 29615  
City Area Code 864  
Local Phone Number 288-2432  
Title of 12(b) Security Common stock, no par value  
Trading Symbol SCSC  
Security Exchange Name NASDAQ  
Entity Current Reporting Status Yes  
Entity Interactive Data Current Yes  
Entity Filer Category Large Accelerated Filer  
Entity Small Business false  
Entity Emerging Growth Company false  
Entity Shell Company false  
Entity Common Stock, Shares Outstanding (in shares)   25,170,468
Entity Central Index Key 0000918965  
Current Fiscal Year End Date --06-30  
Document Fiscal Year Focus 2024  
Document Fiscal Period Focus Q2  
Amendment Flag false  
v3.24.0.1
CONDENSED CONSOLIDATED BALANCE SHEETS (UNAUDITED) - USD ($)
$ in Thousands
Dec. 31, 2023
Jun. 30, 2023
Current assets:    
Cash and cash equivalents $ 44,987 $ 36,178
Accounts receivable, less allowance of $19,243 at December 31, 2023 and $15,480 at June 30, 2023 662,799 753,236
Inventories 575,137 757,574
Prepaid expenses and other current assets 122,272 110,087
Total current assets 1,405,195 1,657,075
Property and equipment, net 36,546 37,379
Goodwill 208,214 216,706
Identifiable intangible assets, net 45,313 68,495
Deferred income taxes 19,478 17,764
Other non-current assets 66,059 70,750
Total assets 1,780,805 2,068,169
Current liabilities:    
Accounts payable 540,642 691,119
Accrued expenses and other current liabilities 58,460 78,892
Income taxes payable 3,653 9,875
Current portion of long-term debt 7,857 6,915
Total current liabilities 610,612 786,801
Deferred income taxes 0 3,816
Long-term debt, net of current portion 139,899 144,006
Borrowings under revolving credit facility 20,878 178,980
Other long-term liabilities 55,815 49,268
Total liabilities 827,204 1,162,871
Commitments and contingencies
Shareholders’ equity:    
Preferred stock, no par value; 3,000,000 shares authorized, none issued 0 0
Common stock, no par value; 45,000,000 shares authorized, 25,154,469 and 24,844,203 shares issued and outstanding at December 31, 2023 and June 30, 2023, respectively 63,983 58,241
Retained earnings 984,836 936,678
Accumulated other comprehensive loss (95,218) (89,621)
Total shareholders’ equity 953,601 905,298
Total liabilities and shareholders’ equity $ 1,780,805 $ 2,068,169
v3.24.0.1
CONDENSED CONSOLIDATED BALANCE SHEETS (UNAUDITED) (Parenthetical) - USD ($)
$ in Thousands
Dec. 31, 2023
Jun. 30, 2023
Current assets:    
Allowance for accounts receivable $ 19,243 $ 15,480
Shareholders’ equity:    
Preferred stock, shares authorized (in shares) 3,000,000 3,000,000
Preferred stock, shares issued (in shares) 0 0
Common stock, shares authorized (in shares) 45,000,000 45,000,000
Common stock, share issued (in shares) 25,154,469 24,844,203
Common stock, shares outstanding (in shares) 25,154,469 24,844,203
v3.24.0.1
CONDENSED CONSOLIDATED INCOME STATEMENTS (UNAUDITED) - USD ($)
shares in Thousands, $ in Thousands
3 Months Ended 6 Months Ended
Dec. 31, 2023
Dec. 31, 2022
Dec. 31, 2023
Dec. 31, 2022
Income Statement [Abstract]        
Net sales $ 884,792 $ 1,011,241 $ 1,761,098 $ 1,955,054
Cost of goods sold 784,044 895,907 1,553,842 1,726,236
Gross profit 100,748 115,334 207,256 228,818
Selling, general and administrative expenses 66,921 69,074 142,356 140,667
Depreciation expense 2,964 2,678 5,759 5,441
Intangible amortization expense 4,037 4,150 8,230 8,391
Operating income 26,826 39,432 50,911 74,319
Interest expense 3,359 5,060 8,945 8,507
Interest income (2,119) (2,027) (3,444) (3,618)
Gain on sale of business (14,533) 0 (14,533) 0
Other expense, net 73 207 750 955
Income before income taxes 40,046 36,192 59,193 68,475
Provision for income taxes 7,320 10,458 11,035 18,699
Net income $ 32,726 $ 25,734 $ 48,158 $ 49,776
Per share data:        
Net income per common share, basic (in dollars per share) $ 1.31 $ 1.02 $ 1.93 $ 1.97
Weighted-average shares outstanding, basic (in shares) 25,035 25,287 24,961 25,244
Net income per common share, diluted (in dollars per share) $ 1.29 $ 1.01 $ 1.91 $ 1.96
Weighted-average shares outstanding, diluted (in shares) 25,334 25,502 25,235 25,454
v3.24.0.1
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (UNAUDITED) - USD ($)
$ in Thousands
3 Months Ended 6 Months Ended
Dec. 31, 2023
Dec. 31, 2022
Dec. 31, 2023
Dec. 31, 2022
Statement of Comprehensive Income [Abstract]        
Net income $ 32,726 $ 25,734 $ 48,158 $ 49,776
Unrealized (loss) gain on hedged transaction, net of tax (1,547) 3 (1,395) 1,882
Realized foreign currency gain on sale of business 3,805 0 3,805 0
Foreign currency translation adjustment (1,118) 7,401 (8,007) 184
Comprehensive income $ 33,866 $ 33,138 $ 42,561 $ 51,842
v3.24.0.1
CONDENSED CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY (UNAUDITED) - USD ($)
$ in Thousands
Total
Common Stock
Retained Earnings
Accumulated Other Comprehensive Loss
Beginning balance (in shares) at Jun. 30, 2022   25,187,351    
Beginning balance at Jun. 30, 2022 $ 806,528 $ 64,297 $ 846,869 $ (104,638)
Increase (Decrease) in Stockholders' Equity [Roll Forward]        
Net income 24,042   24,042  
Unrealized (loss) gain on hedged transaction, net of tax 1,879     1,879
Foreign currency translation adjustment (7,217)     (7,217)
Exercise of stock options and shares issued under share-based compensation plans, net of shares withheld for employee taxes (in shares)   38,551    
Exercise of stock options and shares issued under share-based compensation plans, net of shares withheld for employee taxes (586) $ (586)    
Share-based compensation 2,358 $ 2,358    
Ending balance (in shares) at Sep. 30, 2022   25,225,902    
Ending balance at Sep. 30, 2022 827,004 $ 66,069 870,911 (109,976)
Beginning balance (in shares) at Jun. 30, 2022   25,187,351    
Beginning balance at Jun. 30, 2022 806,528 $ 64,297 846,869 (104,638)
Increase (Decrease) in Stockholders' Equity [Roll Forward]        
Net income 49,776      
Unrealized (loss) gain on hedged transaction, net of tax 1,882      
Foreign currency translation adjustment 184      
Realized foreign currency translation gain from disposal of a business 0      
Ending balance (in shares) at Dec. 31, 2022   25,343,014    
Ending balance at Dec. 31, 2022 862,386 $ 68,313 896,645 (102,572)
Beginning balance (in shares) at Sep. 30, 2022   25,225,902    
Beginning balance at Sep. 30, 2022 827,004 $ 66,069 870,911 (109,976)
Increase (Decrease) in Stockholders' Equity [Roll Forward]        
Net income 25,734   25,734  
Unrealized (loss) gain on hedged transaction, net of tax 3     3
Foreign currency translation adjustment 7,401     7,401
Realized foreign currency translation gain from disposal of a business 0      
Exercise of stock options and shares issued under share-based compensation plans, net of shares withheld for employee taxes (in shares)   117,112    
Exercise of stock options and shares issued under share-based compensation plans, net of shares withheld for employee taxes (1,112) $ (1,112)    
Share-based compensation 3,356 $ 3,356    
Ending balance (in shares) at Dec. 31, 2022   25,343,014    
Ending balance at Dec. 31, 2022 862,386 $ 68,313 896,645 (102,572)
Beginning balance (in shares) at Jun. 30, 2023   24,844,203    
Beginning balance at Jun. 30, 2023 905,298 $ 58,241 936,678 (89,621)
Increase (Decrease) in Stockholders' Equity [Roll Forward]        
Net income 15,432   15,432  
Unrealized (loss) gain on hedged transaction, net of tax 153     153
Foreign currency translation adjustment (6,890)     (6,890)
Exercise of stock options and shares issued under share-based compensation plans, net of shares withheld for employee taxes (in shares)   116,028    
Exercise of stock options and shares issued under share-based compensation plans, net of shares withheld for employee taxes (1,510) $ (1,510)    
Share-based compensation 2,770 $ 2,770    
Ending balance (in shares) at Sep. 30, 2023   24,960,231    
Ending balance at Sep. 30, 2023 915,253 $ 59,501 952,110 (96,358)
Beginning balance (in shares) at Jun. 30, 2023   24,844,203    
Beginning balance at Jun. 30, 2023 905,298 $ 58,241 936,678 (89,621)
Increase (Decrease) in Stockholders' Equity [Roll Forward]        
Net income 48,158      
Unrealized (loss) gain on hedged transaction, net of tax (1,395)      
Foreign currency translation adjustment (8,007)      
Realized foreign currency translation gain from disposal of a business 3,805      
Ending balance (in shares) at Dec. 31, 2023   25,154,469    
Ending balance at Dec. 31, 2023 953,601 $ 63,983 984,836 (95,218)
Beginning balance (in shares) at Sep. 30, 2023   24,960,231    
Beginning balance at Sep. 30, 2023 915,253 $ 59,501 952,110 (96,358)
Increase (Decrease) in Stockholders' Equity [Roll Forward]        
Net income 32,726   32,726  
Unrealized (loss) gain on hedged transaction, net of tax (1,547)     (1,547)
Foreign currency translation adjustment (1,118)     (1,118)
Realized foreign currency translation gain from disposal of a business 3,805     3,805
Exercise of stock options and shares issued under share-based compensation plans, net of shares withheld for employee taxes (in shares)   230,543    
Exercise of stock options and shares issued under share-based compensation plans, net of shares withheld for employee taxes 3,162 $ 3,162    
Common stock repurchased (in shares)   (36,305)    
Common stock repurchased (1,251) $ (1,251)    
Share-based compensation 2,571 $ 2,571    
Ending balance (in shares) at Dec. 31, 2023   25,154,469    
Ending balance at Dec. 31, 2023 $ 953,601 $ 63,983 $ 984,836 $ (95,218)
v3.24.0.1
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED) - USD ($)
$ in Thousands
6 Months Ended
Dec. 31, 2023
Dec. 31, 2022
Cash flows from operating activities:    
Net income $ 48,158 $ 49,776
Adjustments to reconcile net income to net cash provided by (used in) operating activities:    
Gain on sale of business (14,533) 0
Depreciation and amortization 14,475 14,285
Amortization of debt issue costs 193 385
Provision for doubtful accounts 4,472 33
Share-based compensation 5,340 5,679
Deferred income taxes (1,703) 932
Finance lease interest 46 24
Changes in operating assets and liabilities:    
Accounts receivable 75,579 (49,541)
Inventories 182,168 (146,826)
Prepaid expenses and other assets (11,576) 30,487
Other non-current assets 3,208 (7,168)
Accounts payable (135,138) 33,820
Accrued expenses and other liabilities (7,678) (13,268)
Income taxes payable (6,254) 6,036
Net cash provided by (used in) operating activities 156,757 (75,346)
Cash flows from investing activities:    
Capital expenditures (4,865) (4,262)
Proceeds from sale of business, net of cash transferred 17,978 0
Net cash provided by (used in) investing activities 13,113 (4,262)
Cash flows from financing activities:    
Borrowings on revolving credit, net of expenses 1,134,629 1,232,058
Repayments on revolving credit, net of expenses (1,292,729) (1,137,897)
(Repayments) borrowings on long-term debt, net (3,165) 17,465
Repayments on finance lease obligation (442) (492)
Debt issuance costs 0 (1,407)
Exercise of stock options 4,309 634
Taxes paid on settlement of equity awards (2,657) (2,332)
Common stock repurchased (1,251) 0
Net cash (used in) provided by financing activities (161,306) 108,029
Effect of exchange rate changes on cash and cash equivalents 245 37
Increase in cash and cash equivalents 8,809 28,458
Cash and cash equivalents at beginning of period 36,178 37,987
Cash and cash equivalents at end of period $ 44,987 $ 66,445
v3.24.0.1
Business and Summary of Significant Accounting Policies
6 Months Ended
Dec. 31, 2023
Accounting Policies [Abstract]  
Business and Summary of Significant Accounting Policies Business and Summary of Significant Accounting Policies
Business Description

ScanSource, Inc. (together with its subsidiaries referred to as “the Company” or “ScanSource”) is a leading hybrid distributor connecting devices to the cloud and accelerating growth for partners across hardware, Software as a Service ("SaaS"), connectivity and cloud. The Company brings technology solutions and services from the world’s leading suppliers of mobility and barcode, point-of-sale ("POS"), payments, networking, physical security, unified communications and collaboration, telecom and cloud services to market. The Company operates in the United States, Canada, Brazil and the United Kingdom ("UK"). The Company's two operating segments, Specialty Technology Solutions and Modern Communications & Cloud, are based on technology type and are generally related to technology devices and communication, connectivity and cloud services, respectively.

Basis of Presentation

The accompanying unaudited condensed consolidated financial statements of the Company have been prepared by the Company’s management in accordance with United States generally accepted accounting principles ("U.S. GAAP") for interim financial information and applicable rules and regulations of the Securities Exchange Act of 1934. Accordingly, they do not include all of the information and footnotes required by U.S. GAAP for annual financial statements. The unaudited condensed consolidated financial statements included herein contain all adjustments (consisting of normal recurring and non-recurring adjustments) that are, in the opinion of management, necessary to present fairly the financial position at December 31, 2023 and June 30, 2023, the results of operations for the quarters and six months ended December 31, 2023 and 2022, the condensed consolidated statements of comprehensive income for the quarters and six months ended December 31, 2023 and 2022, the condensed consolidated statements of shareholders' equity for the quarters and six months ended December 31, 2023 and 2022 and the condensed consolidated statements of cash flows for the six months ended December 31, 2023 and 2022. The results of operations for the quarter and six months ended December 31, 2023 are not necessarily indicative of the results to be expected for a full year. These financial statements should be read in conjunction with the audited consolidated financial statements and notes thereto included in the Company’s Annual Report on Form 10-K for the fiscal year ended June 30, 2023. Unless otherwise indicated, disclosures provided in the Notes pertain to continuing operations only.

Summary of Significant Accounting Policies

There have been no material changes to the Company’s significant accounting policies for the six months ended December 31, 2023 from the policies described in the notes to the Company’s consolidated financial statements included in the Annual Report on Form 10-K for the fiscal year ended June 30, 2023. For a discussion of the Company’s significant accounting policies, please see the Company’s Annual Report on Form 10-K for the fiscal year ended June 30, 2023.

Cash and Cash Equivalents

The Company considers all highly-liquid investments with original maturities of three months or less, when purchased, to be cash equivalents. The Company maintains zero-balance disbursement accounts at various financial institutions at which the Company does not maintain significant depository relationships. Due to the terms of the agreements governing these accounts, the Company generally does not have the right to offset outstanding checks written from these accounts against cash on hand, and the respective institutions are not legally obligated to honor the checks until sufficient funds are transferred to fund the checks. As a result, checks released but not yet cleared from these accounts in the amount of $8.0 million are included in accounts payable on the condensed consolidated balance sheets at December 31, 2023 and June 30, 2023.

Long-lived Assets
The Company presents depreciation expense and intangible amortization expense on the condensed consolidated income statements. The Company's depreciation expense related to selling, general and administrative costs totaled $3.0 million and $5.8 million for the quarter and six months ended December 31, 2023 and $2.7 million and $5.4 million for the quarter and six months ended December 31, 2022. Depreciation expense reported as part of cost of goods sold on the condensed consolidated income statements totaled $0.3 million and $0.5 million for the quarter and six months ended December 31, 2023 and $0.2 million and $0.5 million for the quarter and six months ended December 31, 2022. The Company's intangible amortization expense reported on the condensed consolidated income statements relates to selling, general and administrative costs, not the cost of selling goods. Intangible amortization expense totaled $4.0 million and $8.2 million for the quarter and six months ended December 31, 2023 and $4.2 million and $8.4 million for the quarter and six months ended December 31, 2022.

Recent Accounting Pronouncements

In July 2023, the Securities and Exchange Commission issued final rules that require new and enhanced disclosures on cybersecurity risk management, strategy, governance, and incident reporting. Under the final rules, companies must report material cybersecurity incidents within four business days of determining the incident is material on Form 8-K. As additional information about the material aspects of the previously reported incidents become available, a Form 8-K/A must be filed with the additional disclosures. These disclosure requirements on Form 8-K were effective beginning December 18, 2023. For fiscal years ending on or after December 15, 2023, companies must disclose their cybersecurity processes, management's role in cybersecurity governance, and cybersecurity oversight by the Board of Directors on Form 10-K.

In November 2023, the Financial Accounting Standards Board (“FASB”) issued ASU No. 2023-07 “Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures.” This ASU expands public entities’ segment disclosures by requiring disclosure of significant segment expenses that are regularly provided to the chief operating decision maker and included within each reported measure of segment profit or loss, an amount and description of its composition for other segment items, and interim disclosures of a reportable segment’s profit or loss and assets. This ASU is effective for fiscal years beginning after December 15, 2023, and for interim periods within fiscal years beginning after December 15, 2024. This ASU is applicable to the Company’s Annual Report on Form 10-K for the fiscal year ended June 30, 2025, and subsequent interim periods, with early application permitted. The Company is currently evaluating the impact of the application of this ASU on its consolidated financial statements and disclosures.

In December 2023, the FASB issued ASU No. 2023-09 “Income Taxes (Topic 740): Improvements to Income Tax Disclosures.” This ASU updates income tax disclosure requirements primarily by requiring specific categories and greater disaggregation within the rate reconciliation and disaggregation of income taxes paid by jurisdiction. This ASU is effective for annual periods beginning after December 15, 2024 and is applicable to the Company’s fiscal year beginning July 1, 2025, with early application permitted. The Company is currently evaluating the impact of the application of this ASU on its consolidated financial statements and disclosures.

The Company has reviewed other newly issued accounting pronouncements and concluded that they are either not applicable to its business or that no material effect is expected on its consolidated financial statements as a result of future adoption.
v3.24.0.1
Trade Accounts and Notes Receivable, Net
6 Months Ended
Dec. 31, 2023
Receivables [Abstract]  
Trade Accounts and Notes Receivable, Net Trade Accounts and Notes Receivable, Net
The Company maintains an allowance for doubtful accounts receivable for estimated future expected credit losses resulting from customers’ failure to make payments on accounts receivable due to the Company. The Company has notes receivable with certain customers, which are included in “Accounts receivable, less allowance” in the Condensed Consolidated Balance Sheets.

Management determines the estimate of the allowance for doubtful accounts receivable by considering a number of factors, including: (i) historical experience, (ii) aging of the accounts receivable, (iii) specific information obtained by the Company on the financial condition and the current creditworthiness of its customers, (iv) the current economic and country-specific environment and (v) reasonable and supportable forecasts about collectability. Expected credit losses are estimated on a pool basis when similar risk characteristics exist using an age-based reserve model. Receivables that do not share risk characteristics are evaluated on an individual basis. Estimates of expected credit losses on trade receivables over the contractual life are recorded at inception and adjusted over the contractual life.

The changes in the allowance for doubtful accounts for the six months ended December 31, 2023 are set forth in the table below.
June 30, 2023Amounts Charged to ExpenseWrite-offs
Other (1)
December 31, 2023
(in thousands)
Trade accounts and current notes receivable allowance$15,480 $4,472 $(1,197)$488 $19,243 
(1)"Other" amounts include recoveries and the effect of foreign currency fluctuations for the six months ended December 31, 2023.
v3.24.0.1
Revenue Recognition
6 Months Ended
Dec. 31, 2023
Revenue from Contract with Customer [Abstract]  
Revenue Recognition Revenue Recognition
The Company provides technology solutions and services from the world's leading suppliers of mobility, barcode, POS, payments, physical security, unified communications, collaboration, telecom and cloud services. This includes hardware, related accessories and device configuration as well as software licenses, professional services and hardware support programs.

In determining the appropriate amount of revenue to recognize, the Company applies the following five-step model: (i) identify contracts with customers; (ii) identify performance obligations in the contracts; (iii) determine the transaction price; (iv) allocate the transaction price to the performance obligations per the contracts; and (v) recognize revenue when (or as) the Company satisfies a performance obligation. The Company recognizes revenue as control of products and services are transferred to customers, which is generally at the point of shipment. The Company delivers products to customers in several ways, including: (i) shipment from a Company warehouse, (ii) drop-shipment directly from the supplier, or (iii) electronic delivery for non-physical products.

Principal versus Agent Considerations

The Company is the principal for sales of all hardware and certain software and services. The Company considers itself the principal in those transactions where it has control of the product or service before it is transferred to the customer. The Company recognizes the principal-associated revenue and cost of goods sold on a gross basis.

The Company is the agent for third-party service contracts, including product warranties and supplier-hosted software. These service contracts are sold separately from the products, and the Company often serves as the agent for the contract on behalf of the original equipment manufacturer. The Company's responsibility is to arrange for the provision of the specified service by the original equipment manufacturer, and the Company does not control the specified service before it is transferred to the customer. Because the Company acts as an agent, revenue is recognized net of cost at the time of sale. The Intelisys business operates under an agency model.

Variable Considerations

For certain transactions, products are sold with a right of return and may also provide other rebates or incentives, which are accounted for as variable consideration. The Company estimates a returns allowance based on historical experience and reduces revenue accordingly. The Company estimates the amount of variable consideration for rebates and incentives by using the expected value to be given to the customer and reduces the revenue by those estimated amounts. These estimates are reviewed and updated as necessary at the end of each reporting period.

Contract Balances

The Company records contract assets and liabilities for payments received from customers in advance of services performed. These assets and liabilities are the result of the sales of the Company's self-branded warranty programs and other transactions where control has not yet passed to the customer. These amounts are immaterial to the consolidated financial statements for the periods presented.

Disaggregation of Revenue

The following tables represent the Company's disaggregation of revenue:
Quarter ended December 31, 2023
Specialty Technology SolutionsModern Communications & CloudTotal
(in thousands)
Revenue by product/service
Hardware, software and cloud (excluding Intelisys)$520,651 $342,686 $863,337 
Intelisys connectivity and cloud 21,455 21,455 
$520,651 $364,141 $884,792 
Six months ended December 31, 2023
Specialty Technology SolutionsModern Communications & CloudTotal
(in thousands)
Revenue by product/service:
Hardware, software and cloud (excluding Intelisys)$1,030,222 $688,918 $1,719,140 
Intelisys connectivity and cloud 41,958 41,958 
$1,030,222 $730,876 $1,761,098 
Quarter ended December 31, 2022
Specialty Technology SolutionsModern Communications & CloudTotal
(in thousands)
Revenue by product/service
Hardware, software and cloud (excluding Intelisys)$627,548 $363,743 $991,291 
Intelisys connectivity and cloud— 19,950 19,950 
$627,548 $383,693 $1,011,241 
Six months ended December 31, 2022
Specialty Technology SolutionsModern Communications & CloudTotal
(in thousands)
Revenue by product/service:
Hardware, software and cloud (excluding Intelisys)$1,203,878 $712,373 $1,916,251 
Intelisys connectivity and cloud— 38,803 38,803 
$1,203,878 $751,176 $1,955,054 
v3.24.0.1
Earnings Per Share
6 Months Ended
Dec. 31, 2023
Earnings Per Share [Abstract]  
Earnings Per Share Earnings Per Share
Basic earnings per share are computed by dividing net income by the weighted-average number of common shares outstanding. Diluted earnings per share are computed by dividing net income by the weighted-average number of common and potential common shares outstanding.
Quarter endedSix months ended
 December 31,December 31,
 2023202220232022
 (in thousands, except per share data)
Numerator:
Net income$32,726 $25,734 $48,158 $49,776 
Denominator:
Weighted-average shares, basic25,035 25,287 24,961 25,244 
Dilutive effect of share-based payments299 215 274 210 
Weighted-average shares, diluted25,334 25,502 25,235 25,454 
Net income per common share, basic$1.31 $1.02 $1.93 $1.97 
Net income per common share, diluted$1.29 $1.01 $1.91 $1.96 
For the quarter and six months ended December 31, 2023, weighted-average shares outstanding excluded from the computation of diluted earnings per share because their effect would be anti-dilutive were 563,690 and 931,367, respectively. For the quarter and six months ended December 31, 2022, weighted-average shares outstanding excluded from the computation of diluted earnings per share because their effect would be anti-dilutive were 847,651 and 1,268,455, respectively.
v3.24.0.1
Accumulated Other Comprehensive Loss
6 Months Ended
Dec. 31, 2023
Accumulated Other Comprehensive Income (Loss), Net of Tax [Abstract]  
Accumulated Other Comprehensive Loss Accumulated Other Comprehensive Loss
The components of accumulated other comprehensive loss, net of tax are as follows: 
December 31, 2023June 30, 2023
 (in thousands)
Foreign currency translation adjustment$(97,338)$(93,136)
Unrealized gain on hedged transaction, net of tax2,120 3,515 
Accumulated other comprehensive loss$(95,218)$(89,621)

The tax effect of amounts in comprehensive loss reflect a tax (benefit) expense as follows:

Quarter ended December 31,Six months ended December 31,
2023202220232022
(in thousands)
Tax (benefit) expense$(637)$166 $(692)$580 
v3.24.0.1
Goodwill and Other Identifiable Intangible Assets
6 Months Ended
Dec. 31, 2023
Goodwill and Intangible Assets Disclosure [Abstract]  
Goodwill and Other Identifiable Intangible Assets Goodwill and Other Identifiable Intangible Assets
The changes in the carrying amount of goodwill for the six months ended December 31, 2023, by reporting segment, are set forth in the table below.
Specialty Technology SolutionsModern Communications & CloudTotal
 (in thousands)
Balance at June 30, 2023$16,370 $200,336 $216,706 
Goodwill disposed upon business sale— (8,539)(8,539)
Foreign currency translation adjustment— 47 47 
Balance at December 31, 2023$16,370 $191,844 $208,214 
The following table shows changes in the amount recognized for net identifiable intangible assets for the six months ended December 31, 2023.
Net Identifiable Intangible Assets
(in thousands)
Balance at June 30, 2023$68,495 
Intangibles disposed upon business sale(14,927)
Amortization expense(8,230)
Foreign currency translation adjustment(25)
Balance at December 31, 2023$45,313 
v3.24.0.1
Short-Term Borrowings and Long-Term Debt
6 Months Ended
Dec. 31, 2023
Debt Disclosure [Abstract]  
Short-Term Borrowings and Long-Term Debt Short-Term Borrowings and Long-Term Debt
The following table presents the Company’s debt at December 31, 2023 and June 30, 2023.
December 31, 2023June 30, 2023
(in thousands)
Current portion of long-term debt$7,857 $6,915 
Mississippi revenue bond, net of current portion3,024 3,381 
Senior secured term loan facility, net of current portion136,875 140,625 
Borrowings under revolving credit facility20,878 178,980 
Total debt$168,634 $329,901 

Credit Facility

The Company has a multi-currency senior secured credit facility (as amended, the "Amended Credit Agreement") with JPMorgan Chase Bank N.A., as administrative agent, and a syndicate of banks (collectively the "Lenders"). On September 28, 2022, the Company amended and restated the Amended Credit Agreement, which includes (i) a five-year, $350 million multicurrency senior secured revolving credit facility and (ii) a five-year $150 million senior secured term loan facility. The Amended Credit Agreement extended the credit facility maturity date to September 28, 2027. In addition, pursuant to an “accordion feature,” the Company may increase its borrowings up to an additional $250 million, subject to obtaining additional credit commitments from the lenders participating in the increase. The Amended Credit Agreement allows for the issuance of up to $50 million for letters of credit. Borrowings under the Amended Credit Agreement are guaranteed by substantially all of the domestic assets of the Company and its domestic subsidiaries. Under the terms of the revolving credit facility, the payment of cash dividends is restricted. The Company incurred debt issuance costs of $1.4 million in connection with the amendment and restatement of the Amended Credit Agreement. These costs were capitalized to other non-current assets on the Condensed Consolidated Balance Sheets and added to the unamortized debt issuance costs from the previous credit facility.

Loans denominated in U.S. dollars, other than swingline loans, bear interest at a rate per annum equal to, at the Company’s option, (i) the adjusted term Secured Overnight Financing Rate ("SOFR") or adjusted daily simple SOFR plus an additional margin ranging from 1.00% to 1.75% depending upon the Company’s ratio of (A) total consolidated debt less up to $30 million of unrestricted domestic cash to (B) trailing four-quarter consolidated EBITDA measured as of the end of the most recent year or quarter, as applicable, for which financial statements have been delivered to the Lenders (the “leverage ratio”); or (ii) the alternate base rate plus an additional margin ranging from 0% to 0.75%, depending upon the Company’s leverage ratio, plus, if applicable, certain mandatory costs. All swingline loans denominated in U.S. dollars bear interest based upon the adjusted daily simple SOFR plus an additional margin ranging from 1.00% to 1.75% depending upon the Company's leverage ratio, or such other rate as the Company and the applicable swingline lender may agree. The adjusted term SOFR and adjusted daily simple SOFR include a fixed credit adjustment of 0.10% over the applicable SOFR reference rate. Loans denominated in foreign currencies bear interest at a rate per annum equal to the applicable benchmark rate set forth in the Amended Credit Agreement plus an additional margin ranging from 1.00% to 1.75%, depending upon the Company’s leverage ratio plus, if applicable, certain mandatory costs.

During the quarter and six months ended December 31, 2023, the Company's borrowings under the credit facility were U.S. dollar loans. The spread in effect as of December 31, 2023 was 1.25%, plus a 0.10% credit spread adjustment for SOFR-based loans and 0.25% for alternate base rate loans. The commitment fee rate in effect at December 31, 2023 was 0.20%. The
Amended Credit Agreement includes customary representations, warranties and affirmative and negative covenants, including financial covenants. Specifically, the Company’s Leverage Ratio must be less than or equal to 3.50 to 1.00 at all times. In addition, the Company’s Interest Coverage Ratio (as such term is defined in the Amended Credit Agreement) must be at least 3.00 to 1.00 at the end of each fiscal quarter. In the event of a default, customary remedies are available to the lenders, including acceleration and increased interest rates. The Company was in compliance with all covenants under the credit facility at December 31, 2023.

The average daily outstanding balance on the revolving credit facility, excluding the term loan facility, during the six month periods ended December 31, 2023 and 2022 was $138.7 million and $219.5 million, respectively. There was $329.1 million and $171.0 million available for additional borrowings as of December 31, 2023 and June 30, 2023, respectively. The effective interest rates for the revolving line of credit were 6.70% and 6.74% as of December 31, 2023 and June 30, 2023, respectively. There were no letters of credit issued under the multi-currency revolving credit facility at December 31, 2023 or June 30, 2023.

Mississippi Revenue Bond

On August 1, 2007, the Company entered into an agreement with the State of Mississippi to provide financing for the acquisition and installation of certain equipment to be utilized at the Company’s Southaven, Mississippi warehouse, through the issuance of an industrial development revenue bond. The bond matures on September 1, 2032. The bond accrues interest at the one-month term SOFR plus an adjustment of 0.10% plus a spread of 0.85%. The terms of the bond allow for payment of interest only for the first 10 years of the agreement. Starting on September 1, 2018 through 2032, principal and interest payments are due until the maturity date or the redemption of the bond. The agreement also provides the bondholder with a put option, exercisable only within 180 days of each fifth anniversary of the agreement, requiring the Company to pay back the bonds at 100% of the principal amount outstanding. At December 31, 2023, the Company was in compliance with all covenants under this bond. The interest rates at December 31, 2023 and June 30, 2023 were 6.29% and 6.11%, respectively.

Debt Issuance Costs

At December 31, 2023, net debt issuance costs associated with the credit facility and bond totaled $1.4 million and are being amortized on a straight-line basis through the maturity date of each respective debt instrument.
v3.24.0.1
Derivatives and Hedging Activities
6 Months Ended
Dec. 31, 2023
General Discussion of Derivative Instruments and Hedging Activities [Abstract]  
Derivatives and Hedging Activities Derivatives and Hedging Activities
The Company's results of operations could be materially impacted by significant changes in foreign currency exchange rates and interest rates. In an effort to manage the exposure to these risks, the Company periodically enters into various derivative instruments. The Company's accounting policies for these instruments are based on whether the instruments are designated as hedge or non-hedge instruments in accordance with U.S. GAAP. The Company records all derivatives on the Condensed Consolidated Balance Sheet at fair value. Derivatives that are not designated as hedging instruments or the ineffective portions of cash flow hedges are adjusted to fair value through earnings in other income and expense.

Foreign Currency Derivatives – The Company conducts a portion of its business internationally in a variety of foreign currencies and is exposed to market risk for changes in foreign currency exchange rates. The Company attempts to hedge transaction exposures with natural offsets to the fullest extent possible and once these opportunities have been exhausted the Company uses currency options and forward contracts or other hedging instruments with third parties. These contracts will periodically hedge the exchange of various currencies, including the U.S. dollar, Brazilian real, euro, British pound and Canadian dollar.

The Company had contracts outstanding for purposes of managing cash flows with notional amounts of $27.3 million and $34.3 million for the exchange of foreign currencies at December 31, 2023 and June 30, 2023, respectively. To date, the Company has chosen not to designate these derivatives as hedging instruments, and accordingly, these instruments are adjusted to fair value through earnings in other income and expense. Summarized financial information related to these derivative contracts and changes in the underlying value of the foreign currency exposures included in the Condensed Consolidated Income Statements for the quarters and six months ended December 31, 2023 and 2022 are as follows:
 Quarter endedSix months ended
December 31,December 31,
 2023202220232022
 (in thousands)
Net foreign exchange derivative contract losses$1,025 $871 $658 $1,309 
Net foreign currency transactional and re-measurement (gains) losses(596)(524)466 (39)
Net foreign currency exchange losses$429 $347 $1,124 $1,270 

Net foreign currency exchange gains and losses consist of foreign currency transactional and functional currency re-measurements, offset by net foreign currency exchange contract gains and losses and are included in other income and expense. Foreign exchange gains and losses are generated as the result of fluctuations in the value of the U.S. dollar versus the Brazilian real, the U.S. dollar versus the euro, the British pound versus the euro, and the Canadian dollar versus the U.S. dollar.

Interest Rates - The Company’s earnings are also affected by changes in interest rates due to the impact those changes have on interest expense from floating rate debt instruments. The Company manages its exposure to changes in interest rates by using interest rate swaps to hedge this exposure and to achieve a desired proportion of fixed versus floating rate debt.

On April 30, 2019, the Company entered into an interest rate swap agreement to lock into a fixed LIBOR interest rate, which was amended on September 28, 2022, to change the reference rate from LIBOR to SOFR. The swap agreement has a notional amount of $100.0 million, with a $50.0 million tranche scheduled to mature on April 30, 2024 and a $50.0 million tranche scheduled to mature April 30, 2026.

On March 31, 2023, the Company entered into an interest rate swap agreement to lock into a fixed SOFR interest rate with a notional amount of $25 million and a maturity date of March 31, 2028.

These interest rate swap agreements are designated as cash flow hedges to hedge the variable rate interest payments on the revolving credit facility. Interest rate differentials paid or received under the swap agreements are recognized as adjustments to interest expense. To the extent the swaps are effective in offsetting the variability of the hedged cash flows, changes in the fair value of the swaps are not included in current earnings but are reported as other comprehensive income (loss). There was no ineffective portion to be recorded as an adjustment to earnings for the quarters and six months ended December 31, 2023 and 2022.

The components of the cash flow hedge included in the Condensed Consolidated Statement of Comprehensive Income for the quarters and six months ended December 31, 2023 and 2022, are as follows:
Quarter endedSix months ended
December 31,December 31,
 2023202220232022
(in thousands)
Net interest income recognized as a result of interest rate swap$(903)$(345)$(1,781)$(313)
Unrealized (loss) gain in fair value of interest rate swap(1,165)349 (72)2,847 
Net (decrease) increase in accumulated other comprehensive income(2,068)(1,853)2,534 
Income tax effect(521)(458)652 
Net (decrease) increase in accumulated other comprehensive income, net of tax$(1,547)$$(1,395)$1,882 

The Company used the following derivative instruments at December 31, 2023 and June 30, 2023, reflected in its Condensed Consolidated Balance Sheets, for the risk management purposes detailed above:
 December 31, 2023June 30, 2023
 Balance Sheet LocationFair Value  of
Derivatives
Designated 
as Hedge Instruments
Fair Value  of
Derivatives
Not Designated as  Hedge Instruments
Fair Value  of
Derivatives
Designated
as Hedge Instruments
Fair Value  of
Derivatives
Not Designated as Hedge Instruments
 (in thousands)
Derivative assets:
Foreign exchange contractsPrepaid expenses and other current assets  — $1
Foreign currency hedgePrepaid expenses and other current assets$27 $100— 
Interest rate swap agreementOther non-current assets$2,834 $4,687— 
Derivative liabilities:
Foreign exchange contractsAccrued expenses and other current liabilities $4— — 
v3.24.0.1
Fair Value of Financial Instruments
6 Months Ended
Dec. 31, 2023
Fair Value Disclosures [Abstract]  
Fair Value of Financial Instruments Fair Value of Financial Instruments
Accounting guidance defines fair value as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. Under this guidance, the Company classifies certain assets and liabilities based on the fair value hierarchy, which aggregates fair value measured assets and liabilities based upon the following levels of inputs:

Level 1 – Unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets or liabilities;
Level 2 – Quoted prices in markets that are not active, or inputs which are observable, either directly or indirectly, for substantially the full term of the asset or liability; and
Level 3 – Prices or valuation techniques that require inputs that are both significant to the fair value measurement and unobservable (i.e., supported by little or no market activity).

The assets and liabilities maintained by the Company that are required to be measured at fair value on a recurring basis include deferred compensation plan investments, forward foreign currency exchange contracts, foreign currency hedge agreements and interest rate swap agreements. The carrying value of debt is considered to approximate fair value, as the Company’s debt instruments are indexed to a variable rate using the market approach (Level 2).

The following table summarizes the valuation of the Company’s remaining assets and liabilities measured at fair value on a recurring basis at December 31, 2023:

TotalQuoted
prices in
active
markets
(Level 1)
Significant
other
observable
inputs
(Level 2)
 (in thousands)
Assets:
Deferred compensation plan investments, current and non-current portion$31,343 $31,343 $ 
Interest rate swap agreement2,834  2,834 
Foreign currency hedge27  27 
Total assets at fair value$34,204 $31,343 $2,861 
Liabilities:
Deferred compensation plan investments, current and non-current portion$31,343 $31,343 $ 
Forward foreign currency exchange contracts4  4 
Total liabilities at fair value$31,347 $31,343 $4 

The following table summarizes the valuation of the Company’s remaining assets and liabilities measured at fair value on a recurring basis at June 30, 2023:
TotalQuoted
prices in
active
markets
(Level 1)
Significant
other
observable
inputs
(Level 2)
 (in thousands)
Assets:
Deferred compensation plan investments, current and non-current portion$28,209 $28,209 $— 
Forward foreign currency exchange contracts— 
Foreign currency hedge100 — 100 
Interest rate swap agreement4,687 — 4,687 
Total assets at fair value$32,997 $28,209 $4,788 
Liabilities:
Deferred compensation plan investments, current and non-current portion$28,229 $28,229 $— 
Total liabilities at fair value$28,229 $28,229 $— 

The investments in the deferred compensation plan are held in a "rabbi trust" and include mutual funds and cash equivalents for payment of non-qualified benefits for certain retired, terminated and active employees. These investments are recorded to prepaid expenses and other current assets or other non-current assets depending on their corresponding, anticipated distribution dates to recipients, which are reported in accrued expenses and other current liabilities or other long-term liabilities, respectively.

Derivative instruments, such as foreign currency forward contracts, are measured using the market approach on a recurring basis considering foreign currency spot rates and forward rates quoted by banks or foreign currency dealers and interest rates quoted by banks (Level 2). Fair values of interest rate swaps are measured using standard valuation models with inputs that can be derived from observable market transactions, including SOFR spot and forward rates (Level 2). Foreign currency contracts and interest rate swap agreements are classified in the Condensed Consolidated Balance Sheets as prepaid expenses and other non-current assets or accrued expenses and other long-term liabilities, depending on the respective instruments' favorable or unfavorable positions. See Note 8 - Derivatives and Hedging Activities.
v3.24.0.1
Segment Information
6 Months Ended
Dec. 31, 2023
Segment Reporting, Measurement Disclosures [Abstract]  
Segment Information Segment Information
The Company is a leading provider of technology solutions and services to customers in specialty technology markets. The Company has two reportable segments, based on technology type.

Specialty Technology Solutions Segment

The Specialty Technology Solutions segment includes the Company’s business in mobility and barcode, POS, payments, security and networking technologies. Mobility and barcode solutions include mobile computing, barcode scanners and imagers, radio frequency identification devices, barcode printing and related services. POS and payments solutions include POS systems, integrated POS software platforms, self-service kiosks including self-checkout, payment terminals and mobile payment devices. Security solutions include video surveillance and analytics, video management software and access control. Networking solutions include switching, routing and wireless products and software. The Company has business operations within this segment in the United States, Canada and Brazil.

Modern Communications & Cloud Segment

The Modern Communications & Cloud segment includes the Company’s business in communications and collaboration, connectivity and cloud services. Communications and collaboration solutions, delivered in the cloud, on-premise or hybrid, include voice, video, integration of communication platforms and contact center solutions. The Intelisys connectivity and cloud marketplace offers telecom, cable, Unified Communications as a Service (“UCaaS”), Contact Center as a Service (“CCaaS”), Infrastructure as a Service, Software-Defined Wide-Area Network and other cloud services. This segment includes SaaS and subscription services, which the Company offers using digital tools and platforms. The Company has business operations within this segment in the United States, Canada, Brazil and the UK.

Selected financial information for each business segment is presented below:
Quarter endedSix months ended
 December 31,December 31,
 2023202220232022
 (in thousands)
Sales:
Specialty Technology Solutions$520,651 $627,548 $1,030,222 $1,203,878 
Modern Communications & Cloud364,141 383,693 730,876 751,176 
$884,792 $1,011,241 $1,761,098 $1,955,054 
Depreciation and amortization:
Specialty Technology Solutions$2,897 $2,758 $5,654 $5,462 
Modern Communications & Cloud3,593 3,738 7,334 7,385 
Corporate768 561 1,487 1,438 
$7,258 $7,057 $14,475 $14,285 
Operating income (loss):
Specialty Technology Solutions$13,368 $19,682 $25,240 $41,534 
Modern Communications & Cloud14,602 19,750 27,014 32,785 
Corporate(1,144)— (1,343)— 
$26,826 $39,432 $50,911 $74,319 
Capital expenditures:
Specialty Technology Solutions$(304)$(524)$(1,565)$(1,026)
Modern Communications & Cloud(2,246)(1,980)(3,300)(3,236)
$(2,550)$(2,504)$(4,865)$(4,262)
Sales by Geography Category:
United States and Canada$797,580 $911,033 $1,590,045 $1,772,637 
International89,410 102,020 174,714 186,294 
Less intercompany sales(2,198)(1,812)(3,661)(3,877)
$884,792 $1,011,241 $1,761,098 $1,955,054 

December 31, 2023June 30, 2023
 (in thousands)
Assets:
Specialty Technology Solutions$908,674 $1,104,103 
Modern Communications & Cloud872,131 964,066 
Corporate — 
$1,780,805 $2,068,169 
Property and equipment, net by Geography Category:
United States and Canada$24,703 $27,323 
International11,843 10,056 
$36,546 $37,379 
v3.24.0.1
Leases
6 Months Ended
Dec. 31, 2023
Leases [Abstract]  
Leases Leases
In accordance with Accounting Standards Codification ("ASC") 842, at contract inception the Company determines if a contract contains a lease by assessing whether the contract contains an identified asset and whether the Company has the ability to control the asset. The Company also determines if the lease meets the classification criteria for an operating lease versus a finance lease under ASC 842. Substantially all of the Company's leases are operating leases for real estate, warehouse and office equipment ranging in duration from 1 year to 10 years. The Company has elected not to record short-term operating
leases with an initial term of 12 months or less on the Condensed Consolidated Balance Sheets. Operating leases are recorded as other non-current assets, accrued expenses and other current liabilities and other long-term liabilities on the Condensed Consolidated Balance Sheets. The Company has finance leases for information technology equipment expiring through fiscal year 2028. Finance leases are recorded as property and equipment, net, accrued expenses and other current liabilities and other long-term liabilities on the Condensed Consolidated Balance Sheets. The gross amount of the balances recorded related to finance leases is immaterial to the condensed consolidated financial statements at December 31, 2023 and the consolidated financial statements at June 30, 2023.

Operating lease right-of-use assets and lease liabilities are recognized at the commencement date based on the net present value of future minimum lease payments over the lease term. The Company generally is not able to determine the rate implicit in its leases and has elected to apply an incremental borrowing rate as the discount rate for the present value determination, which is based on the Company's cost of borrowings for the relevant terms of each lease and geographical economic factors. Certain operating lease agreements contain options to extend or terminate the lease. The lease term used is adjusted for these options when the Company is reasonably certain it will exercise the option. Operating lease expense is recognized on a straight-line basis over the lease term. Variable lease payments not based on a rate or index, such as costs for common area maintenance, are expensed as incurred. Further, the Company has elected the practical expedient to recognize all lease and non-lease components as a single lease component, where applicable.

The following table presents amounts recorded on the Condensed Consolidated Balance Sheets related to operating leases at December 31, 2023 and June 30, 2023:

December 31, 2023June 30, 2023
Operating leasesBalance Sheet location(in thousands)
Operating lease right-of-use assetsOther non-current assets$10,586 $12,539 
Current operating lease liabilitiesAccrued expenses and other current liabilities$3,877 $4,355 
Long-term operating lease liabilitiesOther long-term liabilities$7,703 $9,329 

The following table presents amounts recorded in operating lease expense as part of selling general and administrative expenses on the Condensed Consolidated Income Statements during the quarters and six months ended December 31, 2023 and 2022. Operating lease costs contain immaterial amounts of short-term lease costs for leases with an initial term of 12 months or less.

Quarter ended December 31,Six months ended December 31,
2023202220232022
(in thousands)
Operating lease cost$1,434 $1,291 $2,643 $2,577 
Variable lease cost322 419 705 763 
$1,756 $1,710 $3,348 $3,340 

Supplemental cash flow information related to the Company's operating leases for the six months ended December 31, 2023 and 2022 are presented in the table below:

Six months ended
December 31,
20232022
(in thousands)
Cash paid for amounts in the measurement of lease liabilities$2,793 $2,697 
Right-of-use assets obtained in exchange for lease obligations232 286 

The weighted-average remaining lease term and discount rate at December 31, 2023 are presented in the table below:
December 31, 2023
Weighted-average remaining lease term3.28 years
Weighted-average discount rate4.53 %

The following table presents the maturities of the Company's operating lease liabilities at December 31, 2023:

Operating leases
(in thousands)
2024$2,372 
20253,667 
20263,088 
20272,675 
2028632 
Thereafter— 
Total future payments12,434 
Less: amounts representing interest854 
Present value of lease payments$11,580 
Leases Leases
In accordance with Accounting Standards Codification ("ASC") 842, at contract inception the Company determines if a contract contains a lease by assessing whether the contract contains an identified asset and whether the Company has the ability to control the asset. The Company also determines if the lease meets the classification criteria for an operating lease versus a finance lease under ASC 842. Substantially all of the Company's leases are operating leases for real estate, warehouse and office equipment ranging in duration from 1 year to 10 years. The Company has elected not to record short-term operating
leases with an initial term of 12 months or less on the Condensed Consolidated Balance Sheets. Operating leases are recorded as other non-current assets, accrued expenses and other current liabilities and other long-term liabilities on the Condensed Consolidated Balance Sheets. The Company has finance leases for information technology equipment expiring through fiscal year 2028. Finance leases are recorded as property and equipment, net, accrued expenses and other current liabilities and other long-term liabilities on the Condensed Consolidated Balance Sheets. The gross amount of the balances recorded related to finance leases is immaterial to the condensed consolidated financial statements at December 31, 2023 and the consolidated financial statements at June 30, 2023.

Operating lease right-of-use assets and lease liabilities are recognized at the commencement date based on the net present value of future minimum lease payments over the lease term. The Company generally is not able to determine the rate implicit in its leases and has elected to apply an incremental borrowing rate as the discount rate for the present value determination, which is based on the Company's cost of borrowings for the relevant terms of each lease and geographical economic factors. Certain operating lease agreements contain options to extend or terminate the lease. The lease term used is adjusted for these options when the Company is reasonably certain it will exercise the option. Operating lease expense is recognized on a straight-line basis over the lease term. Variable lease payments not based on a rate or index, such as costs for common area maintenance, are expensed as incurred. Further, the Company has elected the practical expedient to recognize all lease and non-lease components as a single lease component, where applicable.

The following table presents amounts recorded on the Condensed Consolidated Balance Sheets related to operating leases at December 31, 2023 and June 30, 2023:

December 31, 2023June 30, 2023
Operating leasesBalance Sheet location(in thousands)
Operating lease right-of-use assetsOther non-current assets$10,586 $12,539 
Current operating lease liabilitiesAccrued expenses and other current liabilities$3,877 $4,355 
Long-term operating lease liabilitiesOther long-term liabilities$7,703 $9,329 

The following table presents amounts recorded in operating lease expense as part of selling general and administrative expenses on the Condensed Consolidated Income Statements during the quarters and six months ended December 31, 2023 and 2022. Operating lease costs contain immaterial amounts of short-term lease costs for leases with an initial term of 12 months or less.

Quarter ended December 31,Six months ended December 31,
2023202220232022
(in thousands)
Operating lease cost$1,434 $1,291 $2,643 $2,577 
Variable lease cost322 419 705 763 
$1,756 $1,710 $3,348 $3,340 

Supplemental cash flow information related to the Company's operating leases for the six months ended December 31, 2023 and 2022 are presented in the table below:

Six months ended
December 31,
20232022
(in thousands)
Cash paid for amounts in the measurement of lease liabilities$2,793 $2,697 
Right-of-use assets obtained in exchange for lease obligations232 286 

The weighted-average remaining lease term and discount rate at December 31, 2023 are presented in the table below:
December 31, 2023
Weighted-average remaining lease term3.28 years
Weighted-average discount rate4.53 %

The following table presents the maturities of the Company's operating lease liabilities at December 31, 2023:

Operating leases
(in thousands)
2024$2,372 
20253,667 
20263,088 
20272,675 
2028632 
Thereafter— 
Total future payments12,434 
Less: amounts representing interest854 
Present value of lease payments$11,580 
v3.24.0.1
Commitments and Contingencies
6 Months Ended
Dec. 31, 2023
Commitments and Contingencies Disclosure [Abstract]  
Commitments and Contingencies Commitments and Contingencies
The Company is, from time to time, party to lawsuits arising out of operations. Although there can be no assurance, based upon information known to the Company, the Company believes that any liability resulting from an adverse determination of such lawsuits would not have a material adverse effect on the Company’s financial condition, results of operations or cash flows.

During the Company's due diligence for the Network1 acquisition, several pre-acquisition contingencies were identified regarding various Brazilian federal and state tax exposures. The Company recorded indemnification receivables that are reported gross of the pre-acquisition contingency liabilities as the funds were escrowed as part of the acquisition. The amount available after the impact of foreign currency translation for future pre-acquisition contingency settlements or to be released to the sellers was $3.6 million and $3.4 million at December 31, 2023 and June 30, 2023.

The table below summarizes the balances and line item presentation of Network1's pre-acquisition contingencies and corresponding indemnification receivables in the Company's Condensed Consolidated Balance Sheets at December 31, 2023 and June 30, 2023:
December 31, 2023June 30, 2023
Network1
 (in thousands)
Assets
Prepaid expenses and other current assets$16 $16 
Other non-current assets$4,131 $4,150 
Liabilities
Accrued expenses and other current liabilities$16 $16 
Other long-term liabilities$4,131 $4,150 
v3.24.0.1
Income Taxes
6 Months Ended
Dec. 31, 2023
Income Tax Disclosure [Abstract]  
Income Taxes Income Taxes
Income taxes for the quarters and six months ended December 31, 2023 and 2022 have been included in the accompanying condensed consolidated financial statements using an estimated annual effective tax rate. In addition to applying the estimated annual effective tax rate to pre-tax income, the Company includes certain items treated as discrete events to arrive at an estimated overall tax provision. During the quarter ended December 31, 2023, a discrete net tax benefit of $3.8 million was recorded, which is primarily attributable to the sale of UK-based intY.
The Company’s effective tax rate of 18.3% and 18.6% for the quarter and six months ended December 31, 2023, differs from the current federal statutory rate of 21% primarily as a result of income derived from tax jurisdictions with varying income tax rates, discrete items, nondeductible expenses and state income taxes. The Company's effective tax rates were 28.9% and 27.3% for the quarter and six months ended December 31, 2022.

As of December 31, 2023, the Company is not permanently reinvested with respect to all earnings generated by foreign operations. The Company has determined that there is no material deferred tax liability for federal, state and withholding tax related to undistributed earnings. During the six months ended December 31, 2023, foreign subsidiaries did not repatriate cash to the United States. There is no certainty to the timing of any future distributions of such earnings to the U.S. in whole or in part.

The Company had approximately $1.2 million of total gross unrecognized tax benefits at December 31, 2023 and June 30, 2023. Of this total at December 31, 2023, approximately $1.0 million represents the amount of unrecognized tax benefits that are permanent in nature and, if recognized, would affect the annual effective tax rate. The Company does not believe that the total amount of unrecognized tax benefits will significantly increase or decrease within twelve months of the reporting date.

The Company’s policy is to recognize interest and penalties related to income tax matters in income tax expense. At December 31, 2023 and June 30, 2023, the Company had approximately $1.2 million accrued for interest and penalties.

The Company conducts business globally and one or more of its subsidiaries files income tax returns in the U.S. federal, various state, local and foreign jurisdictions. In the normal course of business, the Company is subject to examination by taxing authorities in countries and states in which it operates. With certain exceptions, the Company is no longer subject to federal, state and local or non-U.S. income tax examinations by tax authorities for the years before June 30, 2018.
v3.24.0.1
Business Sale
6 Months Ended
Dec. 31, 2023
Discontinued Operations and Disposal Groups [Abstract]  
Business Sale Business SaleOn December 19, 2023, the Company completed the sale of its UK-based intY business. The Company retained its CASCADE cloud services distribution platform which has been used to grow the Cisco and Microsoft subscription businesses in the United States and Brazil. Under the stock purchase agreement, the Company received proceeds of $18.0 million in cash for the sale, net of cash transferred. The business sale resulted in a $14.5 million gain on sale after considering the net assets sold. The impact of this sale was not material to the consolidated financial statements.
v3.24.0.1
Pay vs Performance Disclosure - USD ($)
$ in Thousands
3 Months Ended 6 Months Ended
Dec. 31, 2023
Sep. 30, 2023
Dec. 31, 2022
Sep. 30, 2022
Dec. 31, 2023
Dec. 31, 2022
Pay vs Performance Disclosure            
Net income $ 32,726 $ 15,432 $ 25,734 $ 24,042 $ 48,158 $ 49,776
v3.24.0.1
Insider Trading Arrangements
3 Months Ended
Dec. 31, 2023
Trading Arrangements, by Individual  
Rule 10b5-1 Arrangement Adopted false
Non-Rule 10b5-1 Arrangement Adopted false
Rule 10b5-1 Arrangement Terminated false
Non-Rule 10b5-1 Arrangement Terminated false
v3.24.0.1
Business and Summary of Significant Accounting Policies (Policies)
6 Months Ended
Dec. 31, 2023
Accounting Policies [Abstract]  
Basis of Presentation
The accompanying unaudited condensed consolidated financial statements of the Company have been prepared by the Company’s management in accordance with United States generally accepted accounting principles ("U.S. GAAP") for interim financial information and applicable rules and regulations of the Securities Exchange Act of 1934. Accordingly, they do not include all of the information and footnotes required by U.S. GAAP for annual financial statements. The unaudited condensed consolidated financial statements included herein contain all adjustments (consisting of normal recurring and non-recurring adjustments) that are, in the opinion of management, necessary to present fairly the financial position at December 31, 2023 and June 30, 2023, the results of operations for the quarters and six months ended December 31, 2023 and 2022, the condensed consolidated statements of comprehensive income for the quarters and six months ended December 31, 2023 and 2022, the condensed consolidated statements of shareholders' equity for the quarters and six months ended December 31, 2023 and 2022 and the condensed consolidated statements of cash flows for the six months ended December 31, 2023 and 2022. The results of operations for the quarter and six months ended December 31, 2023 are not necessarily indicative of the results to be expected for a full year. These financial statements should be read in conjunction with the audited consolidated financial statements and notes thereto included in the Company’s Annual Report on Form 10-K for the fiscal year ended June 30, 2023. Unless otherwise indicated, disclosures provided in the Notes pertain to continuing operations only.
Summary of Significant Accounting Policies
There have been no material changes to the Company’s significant accounting policies for the six months ended December 31, 2023 from the policies described in the notes to the Company’s consolidated financial statements included in the Annual Report on Form 10-K for the fiscal year ended June 30, 2023. For a discussion of the Company’s significant accounting policies, please see the Company’s Annual Report on Form 10-K for the fiscal year ended June 30, 2023.
Cash and Cash Equivalents The Company considers all highly-liquid investments with original maturities of three months or less, when purchased, to be cash equivalents. The Company maintains zero-balance disbursement accounts at various financial institutions at which the Company does not maintain significant depository relationships. Due to the terms of the agreements governing these accounts, the Company generally does not have the right to offset outstanding checks written from these accounts against cash on hand, and the respective institutions are not legally obligated to honor the checks until sufficient funds are transferred to fund the checks.
Long-lived Assets The Company presents depreciation expense and intangible amortization expense on the condensed consolidated income statements.
Recent Accounting Pronouncements
In July 2023, the Securities and Exchange Commission issued final rules that require new and enhanced disclosures on cybersecurity risk management, strategy, governance, and incident reporting. Under the final rules, companies must report material cybersecurity incidents within four business days of determining the incident is material on Form 8-K. As additional information about the material aspects of the previously reported incidents become available, a Form 8-K/A must be filed with the additional disclosures. These disclosure requirements on Form 8-K were effective beginning December 18, 2023. For fiscal years ending on or after December 15, 2023, companies must disclose their cybersecurity processes, management's role in cybersecurity governance, and cybersecurity oversight by the Board of Directors on Form 10-K.

In November 2023, the Financial Accounting Standards Board (“FASB”) issued ASU No. 2023-07 “Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures.” This ASU expands public entities’ segment disclosures by requiring disclosure of significant segment expenses that are regularly provided to the chief operating decision maker and included within each reported measure of segment profit or loss, an amount and description of its composition for other segment items, and interim disclosures of a reportable segment’s profit or loss and assets. This ASU is effective for fiscal years beginning after December 15, 2023, and for interim periods within fiscal years beginning after December 15, 2024. This ASU is applicable to the Company’s Annual Report on Form 10-K for the fiscal year ended June 30, 2025, and subsequent interim periods, with early application permitted. The Company is currently evaluating the impact of the application of this ASU on its consolidated financial statements and disclosures.

In December 2023, the FASB issued ASU No. 2023-09 “Income Taxes (Topic 740): Improvements to Income Tax Disclosures.” This ASU updates income tax disclosure requirements primarily by requiring specific categories and greater disaggregation within the rate reconciliation and disaggregation of income taxes paid by jurisdiction. This ASU is effective for annual periods beginning after December 15, 2024 and is applicable to the Company’s fiscal year beginning July 1, 2025, with early application permitted. The Company is currently evaluating the impact of the application of this ASU on its consolidated financial statements and disclosures.

The Company has reviewed other newly issued accounting pronouncements and concluded that they are either not applicable to its business or that no material effect is expected on its consolidated financial statements as a result of future adoption.
Trade Accounts and Notes Receivable, Net
The Company maintains an allowance for doubtful accounts receivable for estimated future expected credit losses resulting from customers’ failure to make payments on accounts receivable due to the Company. The Company has notes receivable with certain customers, which are included in “Accounts receivable, less allowance” in the Condensed Consolidated Balance Sheets.

Management determines the estimate of the allowance for doubtful accounts receivable by considering a number of factors, including: (i) historical experience, (ii) aging of the accounts receivable, (iii) specific information obtained by the Company on the financial condition and the current creditworthiness of its customers, (iv) the current economic and country-specific environment and (v) reasonable and supportable forecasts about collectability. Expected credit losses are estimated on a pool basis when similar risk characteristics exist using an age-based reserve model. Receivables that do not share risk characteristics are evaluated on an individual basis. Estimates of expected credit losses on trade receivables over the contractual life are recorded at inception and adjusted over the contractual life.
Revenue Recognition
The Company provides technology solutions and services from the world's leading suppliers of mobility, barcode, POS, payments, physical security, unified communications, collaboration, telecom and cloud services. This includes hardware, related accessories and device configuration as well as software licenses, professional services and hardware support programs.

In determining the appropriate amount of revenue to recognize, the Company applies the following five-step model: (i) identify contracts with customers; (ii) identify performance obligations in the contracts; (iii) determine the transaction price; (iv) allocate the transaction price to the performance obligations per the contracts; and (v) recognize revenue when (or as) the Company satisfies a performance obligation. The Company recognizes revenue as control of products and services are transferred to customers, which is generally at the point of shipment. The Company delivers products to customers in several ways, including: (i) shipment from a Company warehouse, (ii) drop-shipment directly from the supplier, or (iii) electronic delivery for non-physical products.

Principal versus Agent Considerations

The Company is the principal for sales of all hardware and certain software and services. The Company considers itself the principal in those transactions where it has control of the product or service before it is transferred to the customer. The Company recognizes the principal-associated revenue and cost of goods sold on a gross basis.

The Company is the agent for third-party service contracts, including product warranties and supplier-hosted software. These service contracts are sold separately from the products, and the Company often serves as the agent for the contract on behalf of the original equipment manufacturer. The Company's responsibility is to arrange for the provision of the specified service by the original equipment manufacturer, and the Company does not control the specified service before it is transferred to the customer. Because the Company acts as an agent, revenue is recognized net of cost at the time of sale. The Intelisys business operates under an agency model.

Variable Considerations

For certain transactions, products are sold with a right of return and may also provide other rebates or incentives, which are accounted for as variable consideration. The Company estimates a returns allowance based on historical experience and reduces revenue accordingly. The Company estimates the amount of variable consideration for rebates and incentives by using the expected value to be given to the customer and reduces the revenue by those estimated amounts. These estimates are reviewed and updated as necessary at the end of each reporting period.

Contract Balances

The Company records contract assets and liabilities for payments received from customers in advance of services performed. These assets and liabilities are the result of the sales of the Company's self-branded warranty programs and other transactions where control has not yet passed to the customer. These amounts are immaterial to the consolidated financial statements for the periods presented.

Disaggregation of Revenue
v3.24.0.1
Trade Accounts and Notes Receivable, Net (Tables)
6 Months Ended
Dec. 31, 2023
Receivables [Abstract]  
Schedule of Changes in the Allowance for Doubtful Accounts
The changes in the allowance for doubtful accounts for the six months ended December 31, 2023 are set forth in the table below.
June 30, 2023Amounts Charged to ExpenseWrite-offs
Other (1)
December 31, 2023
(in thousands)
Trade accounts and current notes receivable allowance$15,480 $4,472 $(1,197)$488 $19,243 
(1)"Other" amounts include recoveries and the effect of foreign currency fluctuations for the six months ended December 31, 2023.
v3.24.0.1
Revenue Recognition (Tables)
6 Months Ended
Dec. 31, 2023
Revenue from Contract with Customer [Abstract]  
Schedule of Disaggregation of Revenue
The following tables represent the Company's disaggregation of revenue:
Quarter ended December 31, 2023
Specialty Technology SolutionsModern Communications & CloudTotal
(in thousands)
Revenue by product/service
Hardware, software and cloud (excluding Intelisys)$520,651 $342,686 $863,337 
Intelisys connectivity and cloud 21,455 21,455 
$520,651 $364,141 $884,792 
Six months ended December 31, 2023
Specialty Technology SolutionsModern Communications & CloudTotal
(in thousands)
Revenue by product/service:
Hardware, software and cloud (excluding Intelisys)$1,030,222 $688,918 $1,719,140 
Intelisys connectivity and cloud 41,958 41,958 
$1,030,222 $730,876 $1,761,098 
Quarter ended December 31, 2022
Specialty Technology SolutionsModern Communications & CloudTotal
(in thousands)
Revenue by product/service
Hardware, software and cloud (excluding Intelisys)$627,548 $363,743 $991,291 
Intelisys connectivity and cloud— 19,950 19,950 
$627,548 $383,693 $1,011,241 
Six months ended December 31, 2022
Specialty Technology SolutionsModern Communications & CloudTotal
(in thousands)
Revenue by product/service:
Hardware, software and cloud (excluding Intelisys)$1,203,878 $712,373 $1,916,251 
Intelisys connectivity and cloud— 38,803 38,803 
$1,203,878 $751,176 $1,955,054 
v3.24.0.1
Earnings Per Share (Tables)
6 Months Ended
Dec. 31, 2023
Earnings Per Share [Abstract]  
Schedule of Earnings Per Share
Quarter endedSix months ended
 December 31,December 31,
 2023202220232022
 (in thousands, except per share data)
Numerator:
Net income$32,726 $25,734 $48,158 $49,776 
Denominator:
Weighted-average shares, basic25,035 25,287 24,961 25,244 
Dilutive effect of share-based payments299 215 274 210 
Weighted-average shares, diluted25,334 25,502 25,235 25,454 
Net income per common share, basic$1.31 $1.02 $1.93 $1.97 
Net income per common share, diluted$1.29 $1.01 $1.91 $1.96 
v3.24.0.1
Accumulated Other Comprehensive Loss (Tables)
6 Months Ended
Dec. 31, 2023
Accumulated Other Comprehensive Income (Loss), Net of Tax [Abstract]  
Schedule of Accumulated Other Comprehensive Income, Net Of Tax
The components of accumulated other comprehensive loss, net of tax are as follows: 
December 31, 2023June 30, 2023
 (in thousands)
Foreign currency translation adjustment$(97,338)$(93,136)
Unrealized gain on hedged transaction, net of tax2,120 3,515 
Accumulated other comprehensive loss$(95,218)$(89,621)
Schedule of Other Comprehensive Loss, Tax
The tax effect of amounts in comprehensive loss reflect a tax (benefit) expense as follows:

Quarter ended December 31,Six months ended December 31,
2023202220232022
(in thousands)
Tax (benefit) expense$(637)$166 $(692)$580 
v3.24.0.1
Goodwill and Other Identifiable Intangible Assets (Tables)
6 Months Ended
Dec. 31, 2023
Goodwill and Intangible Assets Disclosure [Abstract]  
Schedule of Changes in the Carrying Amount of Goodwill
The changes in the carrying amount of goodwill for the six months ended December 31, 2023, by reporting segment, are set forth in the table below.
Specialty Technology SolutionsModern Communications & CloudTotal
 (in thousands)
Balance at June 30, 2023$16,370 $200,336 $216,706 
Goodwill disposed upon business sale— (8,539)(8,539)
Foreign currency translation adjustment— 47 47 
Balance at December 31, 2023$16,370 $191,844 $208,214 
Schedule of Net Identifiable Intangible Assets
The following table shows changes in the amount recognized for net identifiable intangible assets for the six months ended December 31, 2023.
Net Identifiable Intangible Assets
(in thousands)
Balance at June 30, 2023$68,495 
Intangibles disposed upon business sale(14,927)
Amortization expense(8,230)
Foreign currency translation adjustment(25)
Balance at December 31, 2023$45,313 
v3.24.0.1
Short-Term Borrowings and Long-Term Debt (Tables)
6 Months Ended
Dec. 31, 2023
Debt Disclosure [Abstract]  
Schedule of Debt
The following table presents the Company’s debt at December 31, 2023 and June 30, 2023.
December 31, 2023June 30, 2023
(in thousands)
Current portion of long-term debt$7,857 $6,915 
Mississippi revenue bond, net of current portion3,024 3,381 
Senior secured term loan facility, net of current portion136,875 140,625 
Borrowings under revolving credit facility20,878 178,980 
Total debt$168,634 $329,901 
v3.24.0.1
Derivatives and Hedging Activities (Tables)
6 Months Ended
Dec. 31, 2023
General Discussion of Derivative Instruments and Hedging Activities [Abstract]  
Schedule of Derivative Contracts and Changes in Underlying Value of the Foreign Currency Exposures Summarized financial information related to these derivative contracts and changes in the underlying value of the foreign currency exposures included in the Condensed Consolidated Income Statements for the quarters and six months ended December 31, 2023 and 2022 are as follows:
 Quarter endedSix months ended
December 31,December 31,
 2023202220232022
 (in thousands)
Net foreign exchange derivative contract losses$1,025 $871 $658 $1,309 
Net foreign currency transactional and re-measurement (gains) losses(596)(524)466 (39)
Net foreign currency exchange losses$429 $347 $1,124 $1,270 
Schedule of Cash Flow Hedges Included in Accumulated Other Comprehensive Income (Loss)
The components of the cash flow hedge included in the Condensed Consolidated Statement of Comprehensive Income for the quarters and six months ended December 31, 2023 and 2022, are as follows:
Quarter endedSix months ended
December 31,December 31,
 2023202220232022
(in thousands)
Net interest income recognized as a result of interest rate swap$(903)$(345)$(1,781)$(313)
Unrealized (loss) gain in fair value of interest rate swap(1,165)349 (72)2,847 
Net (decrease) increase in accumulated other comprehensive income(2,068)(1,853)2,534 
Income tax effect(521)(458)652 
Net (decrease) increase in accumulated other comprehensive income, net of tax$(1,547)$$(1,395)$1,882 
Schedule of Derivative Instruments
The Company used the following derivative instruments at December 31, 2023 and June 30, 2023, reflected in its Condensed Consolidated Balance Sheets, for the risk management purposes detailed above:
 December 31, 2023June 30, 2023
 Balance Sheet LocationFair Value  of
Derivatives
Designated 
as Hedge Instruments
Fair Value  of
Derivatives
Not Designated as  Hedge Instruments
Fair Value  of
Derivatives
Designated
as Hedge Instruments
Fair Value  of
Derivatives
Not Designated as Hedge Instruments
 (in thousands)
Derivative assets:
Foreign exchange contractsPrepaid expenses and other current assets  — $1
Foreign currency hedgePrepaid expenses and other current assets$27 $100— 
Interest rate swap agreementOther non-current assets$2,834 $4,687— 
Derivative liabilities:
Foreign exchange contractsAccrued expenses and other current liabilities $4— — 
v3.24.0.1
Fair Value of Financial Instruments (Tables)
6 Months Ended
Dec. 31, 2023
Fair Value Disclosures [Abstract]  
Schedule of Assets and Liabilities Measured at Fair Value
The following table summarizes the valuation of the Company’s remaining assets and liabilities measured at fair value on a recurring basis at December 31, 2023:

TotalQuoted
prices in
active
markets
(Level 1)
Significant
other
observable
inputs
(Level 2)
 (in thousands)
Assets:
Deferred compensation plan investments, current and non-current portion$31,343 $31,343 $ 
Interest rate swap agreement2,834  2,834 
Foreign currency hedge27  27 
Total assets at fair value$34,204 $31,343 $2,861 
Liabilities:
Deferred compensation plan investments, current and non-current portion$31,343 $31,343 $ 
Forward foreign currency exchange contracts4  4 
Total liabilities at fair value$31,347 $31,343 $4 

The following table summarizes the valuation of the Company’s remaining assets and liabilities measured at fair value on a recurring basis at June 30, 2023:
TotalQuoted
prices in
active
markets
(Level 1)
Significant
other
observable
inputs
(Level 2)
 (in thousands)
Assets:
Deferred compensation plan investments, current and non-current portion$28,209 $28,209 $— 
Forward foreign currency exchange contracts— 
Foreign currency hedge100 — 100 
Interest rate swap agreement4,687 — 4,687 
Total assets at fair value$32,997 $28,209 $4,788 
Liabilities:
Deferred compensation plan investments, current and non-current portion$28,229 $28,229 $— 
Total liabilities at fair value$28,229 $28,229 $— 
v3.24.0.1
Segment Information (Tables)
6 Months Ended
Dec. 31, 2023
Segment Reporting, Measurement Disclosures [Abstract]  
Schedule of Financial Information by Segment
Selected financial information for each business segment is presented below:
Quarter endedSix months ended
 December 31,December 31,
 2023202220232022
 (in thousands)
Sales:
Specialty Technology Solutions$520,651 $627,548 $1,030,222 $1,203,878 
Modern Communications & Cloud364,141 383,693 730,876 751,176 
$884,792 $1,011,241 $1,761,098 $1,955,054 
Depreciation and amortization:
Specialty Technology Solutions$2,897 $2,758 $5,654 $5,462 
Modern Communications & Cloud3,593 3,738 7,334 7,385 
Corporate768 561 1,487 1,438 
$7,258 $7,057 $14,475 $14,285 
Operating income (loss):
Specialty Technology Solutions$13,368 $19,682 $25,240 $41,534 
Modern Communications & Cloud14,602 19,750 27,014 32,785 
Corporate(1,144)— (1,343)— 
$26,826 $39,432 $50,911 $74,319 
Capital expenditures:
Specialty Technology Solutions$(304)$(524)$(1,565)$(1,026)
Modern Communications & Cloud(2,246)(1,980)(3,300)(3,236)
$(2,550)$(2,504)$(4,865)$(4,262)
Sales by Geography Category:
United States and Canada$797,580 $911,033 $1,590,045 $1,772,637 
International89,410 102,020 174,714 186,294 
Less intercompany sales(2,198)(1,812)(3,661)(3,877)
$884,792 $1,011,241 $1,761,098 $1,955,054 
Schedule of Reconciliation of Assets from Segment to Consolidated
December 31, 2023June 30, 2023
 (in thousands)
Assets:
Specialty Technology Solutions$908,674 $1,104,103 
Modern Communications & Cloud872,131 964,066 
Corporate — 
$1,780,805 $2,068,169 
Property and equipment, net by Geography Category:
United States and Canada$24,703 $27,323 
International11,843 10,056 
$36,546 $37,379 
v3.24.0.1
Leases (Tables)
6 Months Ended
Dec. 31, 2023
Leases [Abstract]  
Schedule of Assets and Liabilities, Lessee
The following table presents amounts recorded on the Condensed Consolidated Balance Sheets related to operating leases at December 31, 2023 and June 30, 2023:

December 31, 2023June 30, 2023
Operating leasesBalance Sheet location(in thousands)
Operating lease right-of-use assetsOther non-current assets$10,586 $12,539 
Current operating lease liabilitiesAccrued expenses and other current liabilities$3,877 $4,355 
Long-term operating lease liabilitiesOther long-term liabilities$7,703 $9,329 
Schedule of Lease, Cost
The following table presents amounts recorded in operating lease expense as part of selling general and administrative expenses on the Condensed Consolidated Income Statements during the quarters and six months ended December 31, 2023 and 2022. Operating lease costs contain immaterial amounts of short-term lease costs for leases with an initial term of 12 months or less.

Quarter ended December 31,Six months ended December 31,
2023202220232022
(in thousands)
Operating lease cost$1,434 $1,291 $2,643 $2,577 
Variable lease cost322 419 705 763 
$1,756 $1,710 $3,348 $3,340 

Supplemental cash flow information related to the Company's operating leases for the six months ended December 31, 2023 and 2022 are presented in the table below:

Six months ended
December 31,
20232022
(in thousands)
Cash paid for amounts in the measurement of lease liabilities$2,793 $2,697 
Right-of-use assets obtained in exchange for lease obligations232 286 

The weighted-average remaining lease term and discount rate at December 31, 2023 are presented in the table below:
December 31, 2023
Weighted-average remaining lease term3.28 years
Weighted-average discount rate4.53 %
Schedule of Lessee, Operating Lease, Liability, Maturity
The following table presents the maturities of the Company's operating lease liabilities at December 31, 2023:

Operating leases
(in thousands)
2024$2,372 
20253,667 
20263,088 
20272,675 
2028632 
Thereafter— 
Total future payments12,434 
Less: amounts representing interest854 
Present value of lease payments$11,580 
v3.24.0.1
Commitments and Contingencies (Tables)
6 Months Ended
Dec. 31, 2023
Commitments and Contingencies Disclosure [Abstract]  
Schedule of Pre-acquisition Contingencies and Corresponding Indemnification Receivables
The table below summarizes the balances and line item presentation of Network1's pre-acquisition contingencies and corresponding indemnification receivables in the Company's Condensed Consolidated Balance Sheets at December 31, 2023 and June 30, 2023:
December 31, 2023June 30, 2023
Network1
 (in thousands)
Assets
Prepaid expenses and other current assets$16 $16 
Other non-current assets$4,131 $4,150 
Liabilities
Accrued expenses and other current liabilities$16 $16 
Other long-term liabilities$4,131 $4,150 
v3.24.0.1
Business and Summary of Significant Accounting Policies (Details)
$ in Thousands
3 Months Ended 6 Months Ended
Dec. 31, 2023
USD ($)
Dec. 31, 2022
USD ($)
Dec. 31, 2023
USD ($)
segment
Dec. 31, 2022
USD ($)
Jun. 30, 2023
USD ($)
Cash and Cash Equivalents [Line Items]          
Number of operating segments | segment     2    
Depreciation expense related to selling, general and administrative costs $ 2,964 $ 2,678 $ 5,759 $ 5,441  
Amortization of intangible assets 4,037 4,150 8,230 8,391  
Product          
Cash and Cash Equivalents [Line Items]          
Depreciation expense reported as part of cost of goods sold 300 $ 200 500 $ 500  
Bank Overdrafts          
Cash and Cash Equivalents [Line Items]          
Outstanding checks $ 8,000   $ 8,000   $ 8,000
v3.24.0.1
Trade Accounts and Notes Receivable, Net (Details) - USD ($)
$ in Thousands
6 Months Ended
Dec. 31, 2023
Dec. 31, 2022
Accounts Receivable, Allowance for Credit Loss [Roll Forward]    
Beginning Balance $ 15,480  
Amounts Charged to Expense 4,472 $ 33
Write-offs (1,197)  
Other 488  
Ending Balance $ 19,243  
v3.24.0.1
Revenue Recognition (Details) - USD ($)
$ in Thousands
3 Months Ended 6 Months Ended
Dec. 31, 2023
Dec. 31, 2022
Dec. 31, 2023
Dec. 31, 2022
Disaggregation of Revenue [Line Items]        
Revenues $ 884,792 $ 1,011,241 $ 1,761,098 $ 1,955,054
Hardware, software and cloud (excluding Intelisys)        
Disaggregation of Revenue [Line Items]        
Revenues 863,337 991,291 1,719,140 1,916,251
Intelisys connectivity and cloud        
Disaggregation of Revenue [Line Items]        
Revenues 21,455 19,950 41,958 38,803
Specialty Technology Solutions        
Disaggregation of Revenue [Line Items]        
Revenues 520,651 627,548 1,030,222 1,203,878
Specialty Technology Solutions | Hardware, software and cloud (excluding Intelisys)        
Disaggregation of Revenue [Line Items]        
Revenues 520,651 627,548 1,030,222 1,203,878
Specialty Technology Solutions | Intelisys connectivity and cloud        
Disaggregation of Revenue [Line Items]        
Revenues 0 0 0 0
Modern Communications & Cloud        
Disaggregation of Revenue [Line Items]        
Revenues 364,141 383,693 730,876 751,176
Modern Communications & Cloud | Hardware, software and cloud (excluding Intelisys)        
Disaggregation of Revenue [Line Items]        
Revenues 342,686 363,743 688,918 712,373
Modern Communications & Cloud | Intelisys connectivity and cloud        
Disaggregation of Revenue [Line Items]        
Revenues $ 21,455 $ 19,950 $ 41,958 $ 38,803
v3.24.0.1
Earnings Per Share (Details) - USD ($)
$ / shares in Units, $ in Thousands
3 Months Ended 6 Months Ended
Dec. 31, 2023
Sep. 30, 2023
Dec. 31, 2022
Sep. 30, 2022
Dec. 31, 2023
Dec. 31, 2022
Numerator:            
Net income $ 32,726 $ 15,432 $ 25,734 $ 24,042 $ 48,158 $ 49,776
Denominator:            
Weighted-average shares, basic (in shares) 25,035,000   25,287,000   24,961,000 25,244,000
Dilutive effect of share-based payments (in shares) 299,000   215,000   274,000 210,000
Weighted-average shares, diluted (in shares) 25,334,000   25,502,000   25,235,000 25,454,000
Net income per common share, basic (in dollars per share) $ 1.31   $ 1.02   $ 1.93 $ 1.97
Net income per common share, diluted (in dollars per share) $ 1.29   $ 1.01   $ 1.91 $ 1.96
Weighted average shares excluded from the computation of diluted earnings per share (in shares) 563,690   847,651   931,367 1,268,455
v3.24.0.1
Accumulated Other Comprehensive Loss (Details) - USD ($)
$ in Thousands
3 Months Ended 6 Months Ended
Dec. 31, 2023
Dec. 31, 2022
Dec. 31, 2023
Dec. 31, 2022
Sep. 30, 2023
Jun. 30, 2023
Sep. 30, 2022
Jun. 30, 2022
Accumulated Other Comprehensive Loss [Line Items]                
Stockholders' equity attributable to parent $ 953,601 $ 862,386 $ 953,601 $ 862,386 $ 915,253 $ 905,298 $ 827,004 $ 806,528
Tax (benefit) expense (637) 166 (692) 580        
Foreign currency translation adjustment                
Accumulated Other Comprehensive Loss [Line Items]                
Stockholders' equity attributable to parent (97,338)   (97,338)     (93,136)    
Unrealized gain on hedged transaction, net of tax                
Accumulated Other Comprehensive Loss [Line Items]                
Stockholders' equity attributable to parent 2,120   2,120     3,515    
Accumulated other comprehensive loss                
Accumulated Other Comprehensive Loss [Line Items]                
Stockholders' equity attributable to parent $ (95,218) $ (102,572) $ (95,218) $ (102,572) $ (96,358) $ (89,621) $ (109,976) $ (104,638)
v3.24.0.1
Goodwill and Other Identifiable Intangible Assets (Changes in the Carrying Amount of Goodwill) (Details)
$ in Thousands
6 Months Ended
Dec. 31, 2023
USD ($)
Goodwill [Roll Forward]  
Balance at June 30, 2023 $ 216,706
Goodwill disposed upon business sale (8,539)
Foreign currency translation adjustment 47
Balance at December 31, 2023 208,214
Specialty Technology Solutions  
Goodwill [Roll Forward]  
Balance at June 30, 2023 16,370
Goodwill disposed upon business sale 0
Foreign currency translation adjustment 0
Balance at December 31, 2023 16,370
Modern Communications & Cloud  
Goodwill [Roll Forward]  
Balance at June 30, 2023 200,336
Goodwill disposed upon business sale (8,539)
Foreign currency translation adjustment 47
Balance at December 31, 2023 $ 191,844
v3.24.0.1
Goodwill and Other Identifiable Intangible Assets (Net Identifiable Intangible Assets) (Details) - USD ($)
$ in Thousands
3 Months Ended 6 Months Ended
Dec. 31, 2023
Dec. 31, 2022
Dec. 31, 2023
Dec. 31, 2022
Finite-lived Intangible Assets [Roll Forward]        
Balance at June 30, 2023     $ 68,495  
Intangibles disposed upon business sale     (14,927)  
Amortization expense $ (4,037) $ (4,150) (8,230) $ (8,391)
Foreign currency translation adjustment     (25)  
Balance at December 31, 2023 $ 45,313   $ 45,313  
v3.24.0.1
Short-Term Borrowings and Long-Term Debt (Schedule of Debt) (Details) - USD ($)
$ in Thousands
Dec. 31, 2023
Jun. 30, 2023
Debt Instrument [Line Items]    
Current portion of long-term debt $ 7,857 $ 6,915
Long-term debt 139,899 144,006
Borrowings under revolving credit facility 20,878 178,980
Total debt 168,634 329,901
Term Loan Facility    
Debt Instrument [Line Items]    
Long-term debt 136,875 140,625
Multi-Currency Revolving Credit Facility    
Debt Instrument [Line Items]    
Borrowings under revolving credit facility 20,878 178,980
Mississippi Revenue Bond    
Debt Instrument [Line Items]    
Long-term debt $ 3,024 $ 3,381
v3.24.0.1
Short-Term Borrowings and Long-Term Debt (Narrative) (Details) - USD ($)
6 Months Ended
Apr. 01, 2023
Sep. 28, 2022
Dec. 31, 2023
Dec. 31, 2022
Jun. 30, 2023
Debt Instrument [Line Items]          
Debt issuance costs, net     $ 1,400,000    
Mississippi Revenue Bond          
Debt Instrument [Line Items]          
Percentage spread points on variable rate debt instrument 0.85%        
Maximum time period of interest (in years)     10 years    
Put option, exercisable period limitation (in days)     180 days    
Percentage of principal due on exercise of put option     100.00%    
Long-term debt, percentage bearing variable interest     6.29%   6.11%
SOFR | Mississippi Revenue Bond          
Debt Instrument [Line Items]          
Percentage spread points on variable rate debt instrument 0.10%        
Multi-Currency Revolving Credit Facility, Amended Credit Agreement          
Debt Instrument [Line Items]          
Line of credit facility, expiration period   5 years      
Borrowing capacity under credit facility   $ 350,000,000      
Line of credit facility, accordion feature, higher borrowing capacity option   250,000,000      
Letters of credit outstanding     $ 0   $ 0
Debt issuance costs, gross   $ 1,400,000      
Amount of unrestricted domestic cash     $ 30,000,000    
Percentage of spread in effect Interest rate     1.25%    
Line of credit facility, unused capacity, commitment fee percentage     0.20%    
Average daily balance on revolving credit facility     $ 138,700,000 $ 219,500,000  
Line of credit facility, remaining borrowing capacity     $ 329,100,000   $ 171,000,000
Effective interest rate     6.70%   6.74%
Multi-Currency Revolving Credit Facility, Amended Credit Agreement | Minimum          
Debt Instrument [Line Items]          
Percentage spread points on variable rate debt instrument     1.00%    
Line of credit facility, interest coverage ratio     3.00    
Multi-Currency Revolving Credit Facility, Amended Credit Agreement | Maximum          
Debt Instrument [Line Items]          
Percentage spread points on variable rate debt instrument     1.75%    
Line of credit facility, leverage ratio     3.50    
Multi-Currency Revolving Credit Facility, Amended Credit Agreement | SOFR          
Debt Instrument [Line Items]          
Percentage spread points on variable rate debt instrument     0.10%    
Multi-Currency Revolving Credit Facility, Amended Credit Agreement | SOFR | Minimum          
Debt Instrument [Line Items]          
Percentage spread points on variable rate debt instrument     1.00%    
Multi-Currency Revolving Credit Facility, Amended Credit Agreement | SOFR | Maximum          
Debt Instrument [Line Items]          
Percentage spread points on variable rate debt instrument     1.75%    
Multi-Currency Revolving Credit Facility, Amended Credit Agreement | Alternate Base Rate Loans          
Debt Instrument [Line Items]          
Percentage spread points on variable rate debt instrument     0.25%    
Multi-Currency Revolving Credit Facility, Amended Credit Agreement | Alternate Base Rate Loans | Minimum          
Debt Instrument [Line Items]          
Percentage spread points on variable rate debt instrument     0.00%    
Multi-Currency Revolving Credit Facility, Amended Credit Agreement | Alternate Base Rate Loans | Maximum          
Debt Instrument [Line Items]          
Percentage spread points on variable rate debt instrument     0.75%    
Term Loan Facility          
Debt Instrument [Line Items]          
Line of credit facility, expiration period   5 years      
Borrowing capacity under credit facility   $ 150,000,000      
Letter of Credit          
Debt Instrument [Line Items]          
Letters of credit outstanding   $ 50,000,000      
v3.24.0.1
Derivatives and Hedging Activities (Narrative) (Details) - USD ($)
Dec. 31, 2023
Jun. 30, 2023
Mar. 31, 2023
Sep. 28, 2022
Foreign exchange contracts        
Derivative [Line Items]        
Derivative, notional amount $ 27,300,000 $ 34,300,000    
Interest rate swap agreement        
Derivative [Line Items]        
Derivative, notional amount       $ 100,000,000
Interest Rate Swap, Maturing April 30, 2024        
Derivative [Line Items]        
Derivative, notional amount       50,000,000
Interest Rate Swap, Maturing April 30, 2026        
Derivative [Line Items]        
Derivative, notional amount       $ 50,000,000
Interest Rate Swap, Maturing March 31, 2028        
Derivative [Line Items]        
Derivative, notional amount     $ 25,000,000  
v3.24.0.1
Derivatives and Hedging Activities (Derivative Contracts and Changes in Underlying Value of the Foreign Currency Exposures) (Details) - USD ($)
$ in Thousands
3 Months Ended 6 Months Ended
Dec. 31, 2023
Dec. 31, 2022
Dec. 31, 2023
Dec. 31, 2022
General Discussion of Derivative Instruments and Hedging Activities [Abstract]        
Net foreign exchange derivative contract losses $ 1,025 $ 871 $ 658 $ 1,309
Net foreign currency transactional and re-measurement (gains) losses (596) (524) 466 (39)
Net foreign currency exchange losses $ 429 $ 347 $ 1,124 $ 1,270
v3.24.0.1
Derivatives and Hedging Activities (Schedule of Cash Flow Hedge Included in Accumulated Other Comprehensive Income (Loss), Net of Income Taxes) (Details) - USD ($)
$ in Thousands
3 Months Ended 6 Months Ended
Dec. 31, 2023
Sep. 30, 2023
Dec. 31, 2022
Sep. 30, 2022
Dec. 31, 2023
Dec. 31, 2022
Derivative Instruments, Gain (Loss) [Line Items]            
Net (decrease) increase in accumulated other comprehensive income, net of tax $ (1,547) $ 153 $ 3 $ 1,879 $ (1,395) $ 1,882
Interest rate swap agreement            
Derivative Instruments, Gain (Loss) [Line Items]            
Net interest income recognized as a result of interest rate swap (903)   (345)   (1,781) (313)
Unrealized (loss) gain in fair value of interest rate swap (1,165)   349   (72) 2,847
Net (decrease) increase in accumulated other comprehensive income (2,068)   4   (1,853) 2,534
Income tax effect (521)   1   (458) 652
Net (decrease) increase in accumulated other comprehensive income, net of tax $ (1,547)   $ 3   $ (1,395) $ 1,882
v3.24.0.1
Derivatives and Hedging Activities (Derivative Instruments) (Details) - USD ($)
$ in Thousands
Dec. 31, 2023
Jun. 30, 2023
Foreign exchange contracts | Prepaid expenses and other current assets | Fair Value  of Derivatives Designated  as Hedge Instruments    
Derivatives, Fair Value [Line Items]    
Derivative assets $ 0 $ 0
Foreign exchange contracts | Prepaid expenses and other current assets | Fair Value  of Derivatives Not Designated as  Hedge Instruments    
Derivatives, Fair Value [Line Items]    
Derivative assets 0 1
Foreign exchange contracts | Accrued expenses and other current liabilities | Fair Value  of Derivatives Designated  as Hedge Instruments    
Derivatives, Fair Value [Line Items]    
Derivative liabilities 0 0
Foreign exchange contracts | Accrued expenses and other current liabilities | Fair Value  of Derivatives Not Designated as  Hedge Instruments    
Derivatives, Fair Value [Line Items]    
Derivative liabilities 4 0
Foreign currency hedge | Prepaid expenses and other current assets | Fair Value  of Derivatives Designated  as Hedge Instruments    
Derivatives, Fair Value [Line Items]    
Derivative assets 27 100
Foreign currency hedge | Prepaid expenses and other current assets | Fair Value  of Derivatives Not Designated as  Hedge Instruments    
Derivatives, Fair Value [Line Items]    
Derivative assets 0 0
Interest rate swap agreement | Other non-current assets | Fair Value  of Derivatives Designated  as Hedge Instruments    
Derivatives, Fair Value [Line Items]    
Derivative assets 2,834 4,687
Interest rate swap agreement | Other non-current assets | Fair Value  of Derivatives Not Designated as  Hedge Instruments    
Derivatives, Fair Value [Line Items]    
Derivative assets $ 0 $ 0
v3.24.0.1
Fair Value of Financial Instruments (Details) - USD ($)
$ in Thousands
Dec. 31, 2023
Jun. 30, 2023
Foreign exchange contracts    
Assets:    
Derivative asset   $ 1
Quoted prices in active markets (Level 1) | Foreign exchange contracts    
Assets:    
Derivative asset   0
Significant other observable inputs (Level 2) | Foreign exchange contracts    
Assets:    
Derivative asset   1
Fair Value, Recurring    
Assets:    
Deferred compensation plan investments, current and non-current portion $ 31,343 28,209
Total assets at fair value 34,204 32,997
Liabilities:    
Deferred compensation plan investments, current and non-current portion 31,343 28,229
Total liabilities at fair value 31,347 28,229
Fair Value, Recurring | Foreign exchange contracts    
Liabilities:    
Forward foreign currency exchange contracts 4  
Fair Value, Recurring | Interest rate swap agreement    
Assets:    
Derivative asset 2,834 4,687
Fair Value, Recurring | Foreign currency hedge    
Assets:    
Derivative asset 27 100
Fair Value, Recurring | Quoted prices in active markets (Level 1)    
Assets:    
Deferred compensation plan investments, current and non-current portion 31,343 28,209
Total assets at fair value 31,343 28,209
Liabilities:    
Deferred compensation plan investments, current and non-current portion 31,343 28,229
Total liabilities at fair value 31,343 28,229
Fair Value, Recurring | Quoted prices in active markets (Level 1) | Foreign exchange contracts    
Liabilities:    
Forward foreign currency exchange contracts 0  
Fair Value, Recurring | Quoted prices in active markets (Level 1) | Interest rate swap agreement    
Assets:    
Derivative asset 0 0
Fair Value, Recurring | Quoted prices in active markets (Level 1) | Foreign currency hedge    
Assets:    
Derivative asset 0 0
Fair Value, Recurring | Significant other observable inputs (Level 2)    
Assets:    
Deferred compensation plan investments, current and non-current portion 0 0
Total assets at fair value 2,861 4,788
Liabilities:    
Deferred compensation plan investments, current and non-current portion 0 0
Total liabilities at fair value 4 0
Fair Value, Recurring | Significant other observable inputs (Level 2) | Foreign exchange contracts    
Liabilities:    
Forward foreign currency exchange contracts 4  
Fair Value, Recurring | Significant other observable inputs (Level 2) | Interest rate swap agreement    
Assets:    
Derivative asset 2,834 4,687
Fair Value, Recurring | Significant other observable inputs (Level 2) | Foreign currency hedge    
Assets:    
Derivative asset $ 27 $ 100
v3.24.0.1
Segment Information (Narrative) (Details)
6 Months Ended
Dec. 31, 2023
segment
Segment Reporting, Measurement Disclosures [Abstract]  
Number of reportable segments 2
v3.24.0.1
Segment Information (Financial Information by Segment) (Details) - USD ($)
$ in Thousands
3 Months Ended 6 Months Ended
Dec. 31, 2023
Dec. 31, 2022
Dec. 31, 2023
Dec. 31, 2022
Segment Reporting Information [Line Items]        
Sales $ 884,792 $ 1,011,241 $ 1,761,098 $ 1,955,054
Depreciation and amortization 7,258 7,057 14,475 14,285
Operating income (loss) 26,826 39,432 50,911 74,319
Capital expenditures (2,550) (2,504) (4,865) (4,262)
Specialty Technology Solutions        
Segment Reporting Information [Line Items]        
Sales 520,651 627,548 1,030,222 1,203,878
Modern Communications & Cloud        
Segment Reporting Information [Line Items]        
Sales 364,141 383,693 730,876 751,176
Operating Segments | Specialty Technology Solutions        
Segment Reporting Information [Line Items]        
Sales 520,651 627,548 1,030,222 1,203,878
Depreciation and amortization 2,897 2,758 5,654 5,462
Operating income (loss) 13,368 19,682 25,240 41,534
Capital expenditures (304) (524) (1,565) (1,026)
Operating Segments | Modern Communications & Cloud        
Segment Reporting Information [Line Items]        
Sales 364,141 383,693 730,876 751,176
Depreciation and amortization 3,593 3,738 7,334 7,385
Operating income (loss) 14,602 19,750 27,014 32,785
Capital expenditures (2,246) (1,980) (3,300) (3,236)
Corporate        
Segment Reporting Information [Line Items]        
Depreciation and amortization 768 561 1,487 1,438
Operating income (loss) (1,144) 0 (1,343) 0
Reportable Geographical Components | United States and Canada        
Segment Reporting Information [Line Items]        
Sales 797,580 911,033 1,590,045 1,772,637
Reportable Geographical Components | International        
Segment Reporting Information [Line Items]        
Sales 89,410 102,020 174,714 186,294
Geography Eliminations        
Segment Reporting Information [Line Items]        
Sales $ (2,198) $ (1,812) $ (3,661) $ (3,877)
v3.24.0.1
Segment Information (Assets By Segment) (Details) - USD ($)
$ in Thousands
Dec. 31, 2023
Jun. 30, 2023
Segment Reporting Information [Line Items]    
Assets $ 1,780,805 $ 2,068,169
Property and equipment, net by Geography Category 36,546 37,379
United States and Canada    
Segment Reporting Information [Line Items]    
Property and equipment, net by Geography Category 24,703 27,323
International    
Segment Reporting Information [Line Items]    
Property and equipment, net by Geography Category 11,843 10,056
Continuing Operations | Corporate    
Segment Reporting Information [Line Items]    
Assets 0 0
Continuing Operations | Specialty Technology Solutions | Operating Segments    
Segment Reporting Information [Line Items]    
Assets 908,674 1,104,103
Continuing Operations | Modern Communications & Cloud | Operating Segments    
Segment Reporting Information [Line Items]    
Assets $ 872,131 $ 964,066
v3.24.0.1
Leases (Narrative) (Details)
Dec. 31, 2023
Lessee, Lease, Description [Line Items]  
Finance Lease, Right-of-Use Asset, Statement of Financial Position [Extensible List] Property and equipment, net
Finance Lease, Liability, Current, Statement of Financial Position [Extensible List] Accrued expenses and other current liabilities
Finance Lease, Liability, Noncurrent, Statement of Financial Position [Extensible List] Other long-term liabilities
Minimum  
Lessee, Lease, Description [Line Items]  
Lease term 1 year
Maximum  
Lessee, Lease, Description [Line Items]  
Lease term 10 years
v3.24.0.1
Leases (Supplemental Balance Sheet Information) (Details) - USD ($)
$ in Thousands
Dec. 31, 2023
Jun. 30, 2023
Leases [Abstract]    
Operating lease right-of-use assets $ 10,586 $ 12,539
Current operating lease liabilities 3,877 4,355
Long-term operating lease liabilities $ 7,703 $ 9,329
Operating Lease, Right-of-Use Asset, Statement of Financial Position [Extensible List] Other non-current assets Other non-current assets
Operating Lease, Liability, Current, Statement of Financial Position [Extensible List] Accrued expenses and other current liabilities Accrued expenses and other current liabilities
Operating Lease, Liability, Noncurrent, Statement of Financial Position [Extensible List] Other long-term liabilities Other long-term liabilities
v3.24.0.1
Leases (Schedule of Lease Cost) (Details) - USD ($)
$ in Thousands
3 Months Ended 6 Months Ended
Dec. 31, 2023
Dec. 31, 2022
Dec. 31, 2023
Dec. 31, 2022
Leases [Abstract]        
Operating lease cost $ 1,434 $ 1,291 $ 2,643 $ 2,577
Variable lease cost 322 419 705 763
Total cost $ 1,756 $ 1,710 $ 3,348 $ 3,340
v3.24.0.1
Leases (Supplemental Cash Flow Information) (Details) - USD ($)
$ in Thousands
6 Months Ended
Dec. 31, 2023
Dec. 31, 2022
Leases [Abstract]    
Cash paid for amounts in the measurement of lease liabilities $ 2,793 $ 2,697
Right-of-use assets obtained in exchange for lease obligations $ 232 $ 286
v3.24.0.1
Leases (Weighted Average Remaining Term and Discount Rate) (Details)
Dec. 31, 2023
Leases [Abstract]  
Weighted-average remaining lease term (in years) 3 years 3 months 10 days
Weighted-average discount rate 4.53%
v3.24.0.1
Leases (Maturities of Operating Lease Liabilities) (Details)
$ in Thousands
Dec. 31, 2023
USD ($)
Leases [Abstract]  
2024 $ 2,372
2025 3,667
2026 3,088
2027 2,675
2028 632
Thereafter 0
Total future payments 12,434
Less: amounts representing interest 854
Present value of lease payments $ 11,580
v3.24.0.1
Commitments and Contingencies (Narrative) (Details) - USD ($)
$ in Millions
Dec. 31, 2023
Jun. 30, 2023
Network1    
Other Commitments [Line Items]    
Cash held in escrow $ 3.6 $ 3.4
v3.24.0.1
Commitments and Contingencies (Schedule of Pre-acquisition Contingencies and Corresponding Indemnification Receivables) (Details) - Network1 - USD ($)
$ in Thousands
Dec. 31, 2023
Jun. 30, 2023
Assets    
Prepaid expenses and other current assets $ 16 $ 16
Other non-current assets 4,131 4,150
Liabilities    
Accrued expenses and other current liabilities 16 16
Other long-term liabilities $ 4,131 $ 4,150
v3.24.0.1
Income Taxes (Details) - USD ($)
$ in Millions
3 Months Ended 6 Months Ended
Dec. 31, 2023
Dec. 31, 2022
Dec. 31, 2023
Dec. 31, 2022
Jun. 30, 2023
Income Tax Disclosure [Abstract]          
Discrete net tax benefit $ 3.8        
Effective income tax rate 18.30% 28.90% 18.60% 27.30%  
Unrecognized tax benefits $ 1.2   $ 1.2   $ 1.2
Unrecognized tax benefits that would impact effective tax rate if recognized 1.0   1.0    
Income tax penalties and interest accrued $ 1.2   $ 1.2   $ 1.2
v3.24.0.1
Business Sale (Details) - Discontinued Operations, Held-for-sale or Disposed of by Sale - UK-based intY Business
$ in Millions
Dec. 19, 2023
USD ($)
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]  
Cash payment received $ 18.0
Gain (loss) on disposal group $ 14.5

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