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Document and Entity Information
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3 Months Ended | |
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Dec. 31, 2012
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Feb. 04, 2013
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| Document and Entity Information | ||
| Entity Registrant Name | LIQUIDITY SERVICES INC | |
| Entity Central Index Key | 0001235468 | |
| Document Type | 10-Q | |
| Document Period End Date | Dec. 31, 2012 | |
| Amendment Flag | false | |
| Current Fiscal Year End Date | --09-30 | |
| Entity Current Reporting Status | Yes | |
| Entity Filer Category | Large Accelerated Filer | |
| Entity Common Stock, Shares Outstanding | 31,554,043 | |
| Document Fiscal Year Focus | 2013 | |
| Document Fiscal Period Focus | Q1 |
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- Definition
If the value is true, then the document is an amendment to previously-filed/accepted document. No definition available.
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- Definition
End date of current fiscal year in the format --MM-DD. No definition available.
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- Definition
This is focus fiscal period of the document report. For a first quarter 2006 quarterly report, which may also provide financial information from prior periods, the first fiscal quarter should be given as the fiscal period focus. Values: FY, Q1, Q2, Q3, Q4, H1, H2, M9, T1, T2, T3, M8, CY. No definition available.
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- Definition
This is focus fiscal year of the document report in CCYY format. For a 2006 annual report, which may also provide financial information from prior periods, fiscal 2006 should be given as the fiscal year focus. Example: 2006. No definition available.
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- Definition
The end date of the period reflected on the cover page if a periodic report. For all other reports and registration statements containing historical data, it is the date up through which that historical data is presented. If there is no historical data in the report, use the filing date. The format of the date is CCYY-MM-DD. No definition available.
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- Definition
The type of document being provided (such as 10-K, 10-Q, 485BPOS, etc). The document type is limited to the same value as the supporting SEC submission type, or the word "Other". No definition available.
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| X | ||||||||||
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- Definition
A unique 10-digit SEC-issued value to identify entities that have filed disclosures with the SEC. It is commonly abbreviated as CIK. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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| X | ||||||||||
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- Definition
Indicate number of shares or other units outstanding of each of registrant's classes of capital or common stock or other ownership interests, if and as stated on cover of related periodic report. Where multiple classes or units exist define each class/interest by adding class of stock items such as Common Class A [Member], Common Class B [Member] or Partnership Interest [Member] onto the Instrument [Domain] of the Entity Listings, Instrument. No definition available.
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- Definition
Indicate "Yes" or "No" whether registrants (1) have 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 registrants were required to file such reports), and (2) have been subject to such filing requirements for the past 90 days. This information should be based on the registrant's current or most recent filing containing the related disclosure. No definition available.
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- Definition
Indicate whether the registrant is one of the following: (1) Large Accelerated Filer, (2) Accelerated Filer, (3) Non-accelerated Filer, (4) Smaller Reporting Company (Non-accelerated) or (5) Smaller Reporting Accelerated Filer. Definitions of these categories are stated in Rule 12b-2 of the Exchange Act. This information should be based on the registrant's current or most recent filing containing the related disclosure. No definition available.
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- Definition
The exact name of the entity filing the report as specified in its charter, which is required by forms filed with the SEC. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- Details
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| X | ||||||||||
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- Definition
Carrying value as of the balance sheet date of obligations incurred and payable, pertaining to costs that are statutory in nature, are incurred on contractual obligations, or accumulate over time and for which invoices have not yet been received or will not be rendered. Examples include taxes, interest, rent, utilities, PTO and accrued bonuses and commissions. It also includes aggregate carrying amount, as of the balance sheet date, of current obligations not separately disclosed in the balance sheet due to materiality considerations. Current liabilities are expected to be paid within one year (or the normal operating cycle, if longer). No definition available.
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| X | ||||||||||
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- Definition
The current liability associated with a portion of the acquisition purchase price that is based on estimated future performance of the acquired entity. No definition available.
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| X | ||||||||||
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- Definition
The non-current liability associated with a portion of the acquisition purchase price that is based on estimated future performance of the acquired entity. No definition available.
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- Definition
Cash held on behalf of seller for consignment sales. No definition available.
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| X | ||||||||||
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- Definition
The aggregate of the (i) carrying amount as of the balance sheet date of payments made in advance for income and other taxes, which will be charged against earnings within one year or the normal operating cycle, if longer; and (ii) amount after allocation of valuation allowances of deferred tax asset attributable to deductible temporary differences and carryforwards, net of deferred tax liability attributable to taxable temporary differences expected to be realized or consumed within one year or operating cycle, if longer. No definition available.
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- Definition
This element represents the current portion of the profit sharing distributions payable. No definition available.
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| X | ||||||||||
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- Definition
Carrying value as of the balance sheet date of liabilities incurred (and for which invoices have typically been received) and payable to vendors for goods and services received that are used in an entity's business. Used to reflect the current portion of the liabilities (due within one year or within the normal operating cycle if longer). Reference 1: http://www.xbrl.org/2003/role/presentationRef
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| X | ||||||||||
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- Definition
Amount due from customers or clients, within one year of the balance sheet date (or the normal operating cycle, whichever is longer), for goods or services (including trade receivables) that have been delivered or sold in the normal course of business, reduced to the estimated net realizable fair value by an allowance established by the entity of the amount it deems uncertain of collection. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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| X | ||||||||||
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- Definition
Accumulated change in equity from transactions and other events and circumstances from non-owner sources, net of tax effect, at period end. Excludes Net Income (Loss), and accumulated changes in equity from transactions resulting from investments by owners and distributions to owners. Includes foreign currency translation items, certain pension adjustments, unrealized gains and losses on certain investments in debt and equity securities, other than temporary impairment (OTTI) losses related to factors other than credit losses on available-for-sale and held-to-maturity debt securities that an entity does not intend to sell and it is not more likely than not that the entity will be required to sell before recovery of the amortized cost basis, as well as changes in the fair value of derivatives related to the effective portion of a designated cash flow hedge. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- Definition
Value received from shareholders in common stock-related transactions that are in excess of par value or stated value and amounts received from other stock-related transactions. Includes only common stock transactions (excludes preferred stock transactions). May be called contributed capital, capital in excess of par, capital surplus, or paid-in capital. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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| X | ||||||||||
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- Definition
Sum of the carrying amounts as of the balance sheet date of all assets that are recognized. Assets are probable future economic benefits obtained or controlled by an entity as a result of past transactions or events. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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| X | ||||||||||
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- Definition
Sum of the carrying amounts as of the balance sheet date of all assets that are expected to be realized in cash, sold, or consumed within one year (or the normal operating cycle, if longer). Assets are probable future economic benefits obtained or controlled by an entity as a result of past transactions or events. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- Details
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| X | ||||||||||
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- Definition
Amount of currency on hand as well as demand deposits with banks or financial institutions. Includes other kinds of accounts that have the general characteristics of demand deposits. Also includes short-term, highly liquid investments that are both readily convertible to known amounts of cash and so near their maturity that they present insignificant risk of changes in value because of changes in interest rates. Excludes cash and cash equivalents within disposal group and discontinued operation. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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| X | ||||||||||
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- Definition
Aggregate par or stated value of issued nonredeemable common stock (or common stock redeemable solely at the option of the issuer). This item includes treasury stock repurchased by the entity. Note: elements for number of nonredeemable common shares, par value and other disclosure concepts are in another section within stockholders' equity. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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| X | ||||||||||
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- Definition
The noncurrent portion of deferred tax liabilities, which result from applying the applicable tax rate to net taxable temporary differences pertaining to each jurisdiction to which the entity is obligated to pay income tax. Also includes the aggregate carrying amount, as of the balance sheet date, of noncurrent obligations not separately disclosed in the balance sheet. Noncurrent liabilities are expected to be paid after one year (or the normal operating cycle, if longer). No definition available.
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| X | ||||||||||
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- Definition
Carrying amount as of the balance sheet date, which is the cumulative amount paid and (if applicable) the fair value of any noncontrolling interest in the acquiree, adjusted for any amortization recognized prior to the adoption of any changes in generally accepted accounting principles (as applicable) and for any impairment charges, in excess of the fair value of net assets acquired in one or more business combination transactions. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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| X | ||||||||||
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- Definition
Sum of the carrying amounts of all intangible assets, excluding goodwill, as of the balance sheet date, net of accumulated amortization and impairment charges. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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| X | ||||||||||
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- Definition
Carrying amount (lower of cost or market) as of the balance sheet date of inventories less all valuation and other allowances. Excludes noncurrent inventory balances (expected to remain on hand past one year or one operating cycle, if longer). Reference 1: http://www.xbrl.org/2003/role/presentationRef
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| X | ||||||||||
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- Definition
Sum of the carrying amounts as of the balance sheet date of all liabilities that are recognized. Liabilities are probable future sacrifices of economic benefits arising from present obligations of an entity to transfer assets or provide services to other entities in the future. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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| X | ||||||||||
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- Definition
Total of all Liabilities and Stockholders' Equity items (or Partners' Capital, as applicable), including the portion of equity attributable to noncontrolling interests, if any. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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| X | ||||||||||
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- Definition
Total obligations incurred as part of normal operations that are expected to be paid during the following twelve months or within one business cycle, if longer. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- Details
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| X | ||||||||||
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- Definition
Carrying value as of the balance sheet date of notes payable (with maturities initially due after one year or beyond the operating cycle if longer), excluding current portion. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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| X | ||||||||||
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- Definition
Sum of the carrying values as of the balance sheet date of the portions of long-term notes payable due within one year or the operating cycle if longer. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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| X | ||||||||||
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- Definition
Aggregate carrying amount, as of the balance sheet date, of noncurrent assets not separately disclosed in the balance sheet. Noncurrent assets are expected to be realized or consumed after one year (or the normal operating cycle, if longer). Reference 1: http://www.xbrl.org/2003/role/presentationRef
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| X | ||||||||||
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- Definition
The total of the amounts paid in advance for capitalized costs that will be expensed with the passage of time or the occurrence of a triggering event, and will be charged against earnings within one year or the normal operating cycle, if longer, and the aggregate carrying amount of current assets, as of the balance sheet date, not separately presented elsewhere in the balance sheet. Current assets are expected to be realized or consumed within one year (or the normal operating cycle, if longer). Reference 1: http://www.xbrl.org/2003/role/presentationRef
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| X | ||||||||||
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- Definition
Amount, net of accumulated depreciation, depletion and amortization, of long-lived physical assets used in the normal conduct of business and not intended for resale. Examples include, but are not limited to, land, buildings, machinery and equipment, office equipment, furniture and fixtures, and computer equipment. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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| X | ||||||||||
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- Definition
The cumulative amount of the reporting entity's undistributed earnings or deficit. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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| X | ||||||||||
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- Definition
Total of all stockholders' equity (deficit) items, net of receivables from officers, directors, owners, and affiliates of the entity which are attributable to the parent. The amount of the economic entity's stockholders' equity attributable to the parent excludes the amount of stockholders' equity which is allocable to that ownership interest in subsidiary equity which is not attributable to the parent (noncontrolling interest, minority interest). This excludes temporary equity and is sometimes called permanent equity. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- Details
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Consolidated Balance Sheets (Parenthetical) (USD $)
In Thousands, except Share data, unless otherwise specified |
Dec. 31, 2012
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Sep. 30, 2012
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| Consolidated Balance Sheets | ||
| Accounts receivable, allowance for doubtful accounts (in dollars) | $ 1,127 | $ 1,248 |
| Common stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
| Common stock, shares authorized | 120,000,000 | 120,000,000 |
| Common stock, shares issued | 31,501,381 | 31,138,111 |
| Common stock, shares outstanding | 31,501,381 | 31,138,111 |
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- Definition
A valuation allowance for trade and other receivables due to an Entity within one year (or the normal operating cycle, whichever is longer) that are expected to be uncollectible. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- Definition
Face amount or stated value of common stock per share; generally not indicative of the fair market value per share. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- Definition
The maximum number of common shares permitted to be issued by an entity's charter and bylaws. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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| X | ||||||||||
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- Definition
Total number of common shares of an entity that have been sold or granted to shareholders (includes common shares that were issued, repurchased and remain in the treasury). These shares represent capital invested by the firm's shareholders and owners, and may be all or only a portion of the number of shares authorized. Shares issued include shares outstanding and shares held in the treasury. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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| X | ||||||||||
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- Definition
Number of shares of common stock outstanding. Common stock represent the ownership interest in a corporation. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- Details
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| X | ||||||||||
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- Definition
This element represents acquisition-related costs incurred to effect a business combination which costs have been expensed during the period. Such costs include finder's fees; advisory, legal, accounting, valuation, and other professional or consulting fees; general administrative costs, and earn-out payments. No definition available.
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- Definition
The aggregate expense charged against earnings to allocate the cost of contract intangible assets (nonphysical assets not used in production) in a systematic and rational manner to the periods expected to benefit from such assets. As a noncash expense, this element is added back to net income when calculating cash provided by or used in operations using the indirect method. No definition available.
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- Definition
Total costs related to goods sold during the reporting period excluding amortization. It also includes the costs of purchasing and transporting property for auction as well as credit card transaction fees also included is the costs for shipping and handling paid by the customers. No definition available.
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| X | ||||||||||
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- Definition
The net amount of other income and expense amounts, the components of which are not separately disclosed on the income statement, resulting from ancillary business-related activities (that is, excluding major activities considered part of the normal operations of the business) also known as other nonoperating income (expense) recognized for the period. Such amounts may include: (a) dividends, (b) interest on securities, (c) net gains or losses on securities, (d) unusual costs, (e) gains or losses on foreign exchange transactions, (f) miscellaneous other income and expense items, and interest on notes payable. No definition available.
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- Definition
This element represents the disbursement made as per the profit sharing arrangements after deducting the allowable operating expenses. No definition available.
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| X | ||||||||||
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- Definition
Sales and marketing expenses include the cost of sales and marketing personnel as well as the cost of marketing and promotional activities. These activities include online marketing campaigns such as paid search advertising. No definition available.
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| X | ||||||||||
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- Definition
Includes technology expenses which consist primarily of personnel costs related to programming staff who develop and deploy new marketplaces and continuously enhance existing marketplaces. These personnel also develop and upgrade the software systems that support operations, such as sales processing. It also includes operations expenses which consist primarily of operating costs, including buyer relations, shipping logistics and distribution center operating costs. No definition available.
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| X | ||||||||||
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- Definition
Total costs of sales and operating expenses for the period. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- Details
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| X | ||||||||||
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- Definition
The current period expense charged against earnings on long-lived, physical assets not used in production, and which are not intended for resale, to allocate or recognize the cost of such assets over their useful lives; or to record the reduction in book value of an intangible asset over the benefit period of such asset; or to reflect consumption during the period of an asset that is not used in production. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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| X | ||||||||||
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- Definition
The amount of net income (loss) for the period per each share of common stock or unit outstanding during the reporting period. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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| X | ||||||||||
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- Definition
The amount of net income (loss) for the period available to each share of common stock or common unit outstanding during the reporting period and to each share or unit that would have been outstanding assuming the issuance of common shares or units for all dilutive potential common shares or units outstanding during the reporting period. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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| X | ||||||||||
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- Definition
The aggregate total of expenses of managing and administering the affairs of an entity, including affiliates of the reporting entity, which are not directly or indirectly associated with the manufacture, sale or creation of a product or product line. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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| X | ||||||||||
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- Definition
Sum of operating profit and nonoperating income or expense before Income or Loss from equity method investments, income taxes, extraordinary items, and noncontrolling interest. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- Details
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| X | ||||||||||
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- Definition
The sum of the current income tax expense or benefit and the deferred income tax expense or benefit pertaining to continuing operations. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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| X | ||||||||||
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- Definition
Net income after adjustments for dividends on preferred stock (declared in the period) and/or cumulative preferred stock (accumulated for the period). Reference 1: http://www.xbrl.org/2003/role/presentationRef
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| X | ||||||||||
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- Definition
The net result for the period of deducting operating expenses from operating revenues. No definition available.
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| X | ||||||||||
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- Definition
Aggregate revenue during the period from the sale of goods in the normal course of business, after deducting returns, allowances and discounts. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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| X | ||||||||||
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- Definition
Total revenue from sale of goods and services rendered during the reporting period, in the normal course of business, reduced by sales returns and allowances, and sales discounts. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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| X | ||||||||||
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- Definition
Aggregate revenue during the period from services rendered in the normal course of business, after deducting allowances and discounts. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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| X | ||||||||||
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- Definition
The average number of shares or units issued and outstanding that are used in calculating diluted EPS or earnings per unit (EPU), determined based on the timing of issuance of shares or units in the period. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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| X | ||||||||||
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- Definition
Number of [basic] shares or units, after adjustment for contingently issuable shares or units and other shares or units not deemed outstanding, determined by relating the portion of time within a reporting period that common shares or units have been outstanding to the total time in that period. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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Consolidated Statements of Comprehensive Income (USD $)
In Thousands, unless otherwise specified |
3 Months Ended | |
|---|---|---|
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Dec. 31, 2012
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Dec. 31, 2011
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| Consolidated Statements of Comprehensive Income | ||
| Net income | $ 6,709 | $ 9,126 |
| Other comprehensive income (loss): | ||
| Foreign currency translation and other | (268) | 1 |
| Other comprehensive income (loss), net of taxes | (268) | 1 |
| Comprehensive income | $ 6,441 | $ 9,127 |
| X | ||||||||||
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- Definition
The change in equity [net assets] of a business enterprise during a period from transactions and other events and circumstances from non-owner sources which are attributable to the reporting entity. It includes all changes in equity during a period except those resulting from investments by owners and distributions to owners, but excludes any and all transactions which are directly or indirectly attributable to that ownership interest in subsidiary equity which is not attributable to the parent. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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| X | ||||||||||
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- Details
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| X | ||||||||||
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- Definition
Net income after adjustments for dividends on preferred stock (declared in the period) and/or cumulative preferred stock (accumulated for the period). Reference 1: http://www.xbrl.org/2003/role/presentationRef
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| X | ||||||||||
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- Definition
Amount after tax and reclassification adjustments, resulting from the process of expressing in the reporting currency of the reporting entity those amounts that are denominated or measured in a different currency, and from transactions whose terms are denominated in a currency other than the entity's functional currency, which is attributable to the parent entity. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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| X | ||||||||||
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- Definition
Net of tax amount of other comprehensive income (loss) attributable to the parent entity. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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| X | ||||||||||
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- Details
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Consolidated Statement of Changes in Stockholders' Equity (USD $)
In Thousands, except Share data, unless otherwise specified |
Total
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Common Stock
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Additional Paid-in Capital
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Accumulated Other Comprehensive Income
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Retained Earnings
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|---|---|---|---|---|---|
| Balance at Sep. 30, 2012 | $ 250,003 | $ 31 | $ 182,361 | $ 1,246 | $ 66,365 |
| Balance (in shares) at Sep. 30, 2012 | 31,138,111 | ||||
| Increase (Decrease) in Stockholders' Equity | |||||
| Exercise of common stock options and restricted stock | 209 | 209 | |||
| Exercise of common stock options and restricted stock (in shares) | 363,270 | ||||
| Compensation expense and incremental tax benefit from grants of common stock options and restricted stock | 9,372 | 9,372 | |||
| Comprehensive income: | |||||
| Net income | 6,709 | 6,709 | |||
| Foreign currency translation and other | (268) | (268) | |||
| Balance at Dec. 31, 2012 | $ 266,025 | $ 31 | $ 191,942 | $ 978 | $ 73,074 |
| Balance (in shares) at Dec. 31, 2012 | 31,501,381 |
| X | ||||||||||
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- Definition
Represents the aggregate of (i) the amount of recognized equity-based compensation during the period, that is, the amount recognized as expense in the income statement (or as asset if compensation is capitalized). Alternate captions include the words "stock-based compensation"; and (ii) adjustment to additional paid in capital related to the net effect of excess tax benefits and tax deficiencies associated with an equity-based compensation plan other than an employee stock ownership plan (ESOP). No definition available.
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| X | ||||||||||
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- Details
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| X | ||||||||||
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- Details
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| X | ||||||||||
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- Definition
Net income after adjustments for dividends on preferred stock (declared in the period) and/or cumulative preferred stock (accumulated for the period). Reference 1: http://www.xbrl.org/2003/role/presentationRef
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| X | ||||||||||
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- Definition
Amount after tax and reclassification adjustments, resulting from the process of expressing in the reporting currency of the reporting entity those amounts that are denominated or measured in a different currency, and from transactions whose terms are denominated in a currency other than the entity's functional currency, which is attributable to the parent entity. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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| X | ||||||||||
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- Definition
Number of shares of stock issued as of the balance sheet date, including shares that had been issued and were previously outstanding but which are now held in the treasury. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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| X | ||||||||||
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- Definition
Total of all stockholders' equity (deficit) items, net of receivables from officers, directors, owners, and affiliates of the entity which are attributable to the parent. The amount of the economic entity's stockholders' equity attributable to the parent excludes the amount of stockholders' equity which is allocable to that ownership interest in subsidiary equity which is not attributable to the parent (noncontrolling interest, minority interest). This excludes temporary equity and is sometimes called permanent equity. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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| X | ||||||||||
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- Definition
Number of shares (or other type of equity) issued during the period as a result of any equity-based compensation plan other than an employee stock ownership plan (ESOP), net of any shares forfeited. Shares issued could result from the issuance of restricted stock, the exercise of stock options, stock issued under employee stock purchase plans, and/or other employee benefit plans. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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| X | ||||||||||
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- Definition
Value of stock (or other type of equity) issued during the period as a result of any equity-based compensation plan other than an employee stock ownership plan (ESOP), net of stock value of such awards forfeited. Stock issued could result from the issuance of restricted stock, the exercise of stock options, stock issued under employee stock purchase plans, and/or other employee benefit plans. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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| X | ||||||||||
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- Definition
The increase (decrease) during the reporting period in the current liability associated with a portion of the acquisition purchase price that is based on the estimated future performance of the acquired entity. No definition available.
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| X | ||||||||||
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- Definition
The net change during the reporting period in the amount of cash held on behalf of the sellers in the case of consignment sales transactions. No definition available.
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| X | ||||||||||
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- Definition
The Net change in disbursement made as per the profit sharing arrangements after deducting the allowable operating expenses. No definition available.
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| X | ||||||||||
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- Definition
This element represents the cash paid on account of acquisitions for the goodwill and intangible assets as a consideration for acquisition of business. No definition available.
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| X | ||||||||||
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- Definition
The amount of estimated liability, as of the balance sheet date, of potential payments under the contingent consideration arrangement, including cash and shares, in acquiring a business in a noncash (or part noncash) acquisition. No definition available.
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| X | ||||||||||
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- Definition
The cash outflow associated with contingent liabilities to acquire business. No definition available.
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| X | ||||||||||
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- Details
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| X | ||||||||||
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- Definition
For the entity and the disposal group, cash includes currency on hand as well as demand deposits with banks or financial institutions. It also includes other kinds of accounts that have the general characteristics of demand deposits in that the Entity may deposit additional funds at any time and also effectively may withdraw funds at any time without prior notice or penalty. Cash equivalents, excluding items classified as marketable securities, include short-term, highly liquid investments that are both readily convertible to known amounts of cash, and so near their maturity that they present minimal risk of changes in value because of changes in interest rates. Generally, only investments with original maturities of three months or less qualify under that definition. Original maturity means original maturity to the entity holding the investment. For example, both a three-month US Treasury bill and a three-year Treasury note purchased three months from maturity qualify as cash equivalents. However, a Treasury note purchased three years ago does not become a cash equivalent when its remaining maturity is three months. Compensating balance arrangements that do not legally restrict the withdrawal or usage of cash amounts may be reported as Cash and Cash Equivalents, while legally restricted deposits held as compensating balances against borrowing arrangements, contracts entered into with others, or company statements of intention with regard to particular deposits are not generally reported as cash and cash equivalents. No definition available.
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| X | ||||||||||
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- Definition
Amount of increase (decrease) in cash and cash equivalents. Cash and cash equivalents are the amount of currency on hand as well as demand deposits with banks or financial institutions. Includes other kinds of accounts that have the general characteristics of demand deposits. Also includes short-term, highly liquid investments that are both readily convertible to known amounts of cash and so near their maturity that they present insignificant risk of changes in value because of changes in interest rates. Excludes cash and cash equivalents within disposal group and discontinued operation. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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| X | ||||||||||
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- Definition
The aggregate expense recognized in the current period that allocates the cost of tangible assets, intangible assets, or depleting assets to periods that benefit from use of the assets. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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| X | ||||||||||
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- Definition
The effect of exchange rate changes on cash balances held in foreign currencies. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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| X | ||||||||||
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- Definition
Amount of excess tax benefit (tax deficiency) that arises when compensation cost from non-qualified share-based compensation recognized on the entity's tax return exceeds (is less than) compensation cost from equity-based compensation recognized in financial statements. Excess tax benefit (tax deficiency) increases (decreases) net cash provided by financing activities. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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| X | ||||||||||
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- Definition
Amount of excess tax benefit (tax deficiency) that arises when compensation cost from non-qualified equity-based compensation recognized on the entity's tax return exceeds (is less than) compensation cost from equity-based compensation recognized in financial statements. Excess tax benefit (tax deficiency) reduces (increases) net cash provided by operating activities. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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| X | ||||||||||
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- Definition
Difference between the fair value of payments made and the carrying amount of debt which is extinguished prior to maturity. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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| X | ||||||||||
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- Definition
The amount of cash paid during the current period to foreign, federal, state, and local authorities as taxes on income. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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| X | ||||||||||
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- Definition
The increase (decrease) during the reporting period in the aggregate amount of liabilities incurred (and for which invoices have typically been received) and payable to vendors for goods and services received that are used in an entity's business. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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| X | ||||||||||
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- Definition
The increase (decrease) during the reporting period in amount due within one year (or one business cycle) from customers for the credit sale of goods and services. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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| X | ||||||||||
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- Definition
The increase (decrease) during the reporting period in the aggregate value of all inventory held by the reporting entity, associated with underlying transactions that are classified as operating activities. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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| X | ||||||||||
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- Details
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| X | ||||||||||
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- Definition
The increase (decrease) during the reporting period in other expenses incurred but not yet paid. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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| X | ||||||||||
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- Definition
The increase (decrease) during the reporting period in other liabilities used in operating activities not separately disclosed in the statement of cash flows. May include changes in other current liabilities, other noncurrent liabilities, or a combination of other current and noncurrent liabilities. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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| X | ||||||||||
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- Definition
The increase (decrease) during the reporting period in the value of prepaid expenses and other assets not separately disclosed in the statement of cash flows, for example, deferred expenses, intangible assets, or income taxes. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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| X | ||||||||||
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- Definition
The amount of cash paid for interest during the period. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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| X | ||||||||||
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- Definition
Charge to cost of goods sold that represents the reduction of the carrying amount of inventory, generally attributable to obsolescence or market conditions. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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| X | ||||||||||
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- Definition
The net cash inflow or outflow from financing activity for the period. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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| X | ||||||||||
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- Details
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| X | ||||||||||
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- Definition
The net cash inflow or outflow from investing activity. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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| X | ||||||||||
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- Details
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| X | ||||||||||
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- Definition
The net cash from (used in) all of the entity's operating activities, including those of discontinued operations, of the reporting entity. Operating activities generally involve producing and delivering goods and providing services. Operating activity cash flows include transactions, adjustments, and changes in value that are not defined as investing or financing activities. While for technical reasons this element has no balance attribute, the default assumption is a debit balance consistent with its label. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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| X | ||||||||||
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- Details
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| X | ||||||||||
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- Definition
Net income after adjustments for dividends on preferred stock (declared in the period) and/or cumulative preferred stock (accumulated for the period). Reference 1: http://www.xbrl.org/2003/role/presentationRef
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| X | ||||||||||
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- Definition
The fair value of notes issued in noncash investing and financing activities. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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| X | ||||||||||
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- Definition
The cash outflow associated with the acquisition of long-lived, physical assets that are used in the normal conduct of business to produce goods and services and not intended for resale; includes cash outflows to pay for construction of self-constructed assets. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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| X | ||||||||||
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- Definition
The cash inflow associated with the amount received from holders exercising their stock options. This item inherently excludes any excess tax benefit, which the entity may have realized and reported separately. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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| X | ||||||||||
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- Definition
Amount of the current period expense charged against operations, the offset which is generally to the allowance for doubtful accounts for the purpose of reducing receivables, including notes receivable, to an amount that approximates their net realizable value (the amount expected to be collected). Reference 1: http://www.xbrl.org/2003/role/presentationRef
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| X | ||||||||||
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- Definition
The cash outflow for a borrowing supported by a written promise to pay an obligation. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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| X | ||||||||||
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- Definition
The aggregate amount of noncash, equity-based employee remuneration. This may include the value of stock or unit options, amortization of restricted stock or units, and adjustment for officers' compensation. As noncash, this element is an add back when calculating net cash generated by operating activities using the indirect method. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- Details
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Organization
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3 Months Ended |
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Dec. 31, 2012
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| Organization | |
| Organization | 1. Organization
Liquidity Services, Inc. and subsidiaries (LSI or the Company) operates leading auction marketplaces for surplus and salvage assets. LSI enables buyers and sellers to transact in an efficient, automated online auction environment offering over 500 product categories. The Company’s marketplaces provide professional buyers access to a global, organized supply of surplus and salvage assets presented with digital images and other relevant product information. Additionally, LSI enables its corporate and government sellers to enhance their financial return on excess assets by providing a liquid marketplace and value-added services that integrate sales and marketing, logistics and transaction settlement into a single offering. LSI organizes its products into categories across major industry verticals such as consumer electronics, general merchandise, apparel, scientific equipment, aerospace parts and equipment, technology hardware, energy equipment, industrial capital assets, fleet and transportation equipment and specialty equipment. The Company’s marketplaces are www.liquidation.com, www.govliquidation.com, www.govdeals.com, www.networkintl.com, www.truckcenter.com, www.secondipity.com, and www.go-dove.com. LSI has one reportable segment consisting of operating auction marketplaces for sellers and buyers of surplus, salvage and scrap assets. |
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- Definition
The entire disclosure for the nature of an entity's business, the major products or services it sells or provides and its principal markets, including the locations of those markets. If the entity operates in more than one business, the disclosure also indicates the relative importance of its operations in each business and the basis for the determination (for example, assets, revenues, or earnings). Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- Details
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Summary of Significant Accounting Policies
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3 Months Ended | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
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Dec. 31, 2012
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| Summary of Significant Accounting Policies | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Summary of Significant Accounting Policies | 2. Summary of Significant Accounting Policies
Unaudited Interim Financial Information
The accompanying unaudited consolidated financial statements have been prepared in accordance with generally accepted accounting principles (GAAP) for interim financial information. Accordingly, they do not include all of the information and notes required by generally accepted accounting principles for complete financial statements. In the opinion of management, all adjustments, consisting of normal, recurring adjustments, considered necessary for a fair presentation have been included. The information disclosed in the notes to the consolidated financial statements for these periods is unaudited. Operating results for the three months ended December 31, 2012 are not necessarily indicative of the results that may be expected for the year ending September 30, 2013 or any future period. Certain prior period amounts have been reclassified to conform to the current period presentation. Revenue includes revenue earned under the profit-sharing model and the purchase model. Fee revenue is revenue earned under the consignment model and is presented separately as it accounts for more than 10% of the total revenue for certain periods presented. The incremental tax benefit of common stock options is presented separately in the operating section of the statement of cash flows. Activity from discontinued operations is immaterial in both periods and therefore not disclosed separately from continuing operations.
The Company has evaluated subsequent events through the date that these financial statements were issued and filed with the Securities and Exchange Commission.
New Accounting Pronouncements
In June 2011, the FASB issued ASU 2011-05, Comprehensive Income (Topic 220)—Presentation of Comprehensive Income, to require an entity to present the total of comprehensive income, the components of net income, and the components of other comprehensive income either in a single continuous statement of comprehensive income or in two separate but consecutive statements. ASU 2011-05 eliminates the option to present the components of other comprehensive income as part of the statement of equity. ASU 2011-05 is effective for the first quarter of fiscal 2013 (quarter ending December 31, 2012) and should be applied retrospectively. Adoption of the disclosure requirements did not have a significant impact on the consolidated financial statements.
Business Combinations
The Company recognizes all of the assets acquired, liabilities assumed, contractual contingencies, and contingent consideration at their fair value on the acquisition date. Acquisition-related costs are recognized separately from the acquisition and expensed as incurred. Generally, restructuring costs incurred in periods subsequent to the acquisition date are expensed when incurred. Subsequent changes to the purchase price (i.e., working capital adjustments) or other fair value adjustments determined during the measurement period are recorded as an adjustment to goodwill, with the exception of contingent consideration, which is expensed in the period it is modified. All subsequent changes to a valuation allowance or uncertain tax position that relate to the acquired company and existed at the acquisition date that occur both within the measurement period and as a result of facts and circumstances that existed at the acquisition date are recognized as an adjustment to goodwill. All other changes in valuation allowances are recognized as a reduction or increase to income tax expense or as a direct adjustment to additional paid-in capital as required.
Accounts Receivable
Accounts receivable are recorded at the invoiced amount and are non-interest bearing. The Company maintains an allowance for doubtful accounts to reserve for potentially uncollectible receivables. Allowances are based on management’s judgment, which considers historical experience and specific knowledge of accounts where collectability may not be probable. The Company makes provisions based on historical bad debt experience, a specific review of all significant outstanding invoices and an assessment of general economic conditions.
Earnings per Share
Basic net income attributable to common stockholders per share is computed by dividing net income attributable to common stockholders by the weighted average number of common shares outstanding for the period. Diluted net income attributable to common stockholders per share includes the potential dilution that could occur if securities or other contracts to issue common stock were exercised or converted into common stock. The Company had 1,621,741 unvested restricted shares outstanding at December 31, 2012, which were issued at prices ranging from $7.48 to $52.55, of which 837,092 and 902,136 shares have been included in the calculation of diluted income per share for the three months ended December 31, 2012 and 2011, respectively, due to the difference between the issuance price and the average market price for the period in which they have been outstanding. The Company has also excluded the following stock options in its calculation of diluted income per share because the option exercise prices were greater than the average market prices for the applicable period:
(a) for the three months ended December 31, 2012, 61,358 options; and
(b) for the three months ended December 31, 2011, 32,139 options.
The following summarizes the potential outstanding common stock of the Company as of the dates set forth below:
Stock-Based Compensation
The Company estimates the fair value of share-based awards on the date of grant. The fair value of stock options is determined using the Black-Scholes option-pricing model. The fair value of restricted stock awards is based on the closing price of the Company’s common stock on the date of grant. The determination of the fair value of the Company’s stock option awards and restricted stock awards is based on a variety of factors including, but not limited to, the Company’s common stock price, expected stock price volatility over the expected life of awards, and actual and projected exercise behavior. Additionally, the Company has estimated forfeitures for share-based awards at the dates of grant based on historical experience, adjusted for future expectation. The forfeiture estimate is revised as necessary if actual forfeitures differ from these estimates.
The Company issues restricted stock awards where restrictions lapse upon either the passage of time (service vesting), achieving performance targets, or some combination of these restrictions. For those restricted stock awards with only service conditions, the Company recognizes compensation cost on a straight-line basis over the explicit service period. For awards to employees with both performance and service conditions, the Company starts recognizing compensation cost over the remaining service period, when it is probable the performance condition will be met. For awards to non-employees (who are not directors), the Company records compensation cost when the performance condition is met.
The Company presents the cash flows resulting from the tax benefits resulting from tax deductions in excess of the compensation cost recognized for those options (excess tax benefits) as a financing activity with a corresponding operating cash outflow in the Consolidated Statements of Cash Flows. |
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- Definition
The entire disclosure for all significant accounting policies of the reporting entity. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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Defense Logistics Agency (DLA) Disposition Services Contracts
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3 Months Ended |
|---|---|
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Dec. 31, 2012
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| Defense Logistics Agency (DLA) Disposition Services Contracts | |
| Defense Logistics Agency (DLA) Disposition Services Contracts | 3. Defense Logistics Agency (DLA) Disposition Services Contracts
The Company has a Surplus Contract with the DLA Disposition Services in which the base term expired in February 2012 with two one year renewal options. The DoD has exercised both renewal options. Under the Surplus Contract, the Company is required to purchase all usable surplus property offered to the Company by the Department of Defense at a fixed percentage equal to 1.8% of the DoD’s original acquisition value. The Company retains 100% of the profits from the resale of the property and bears all of the costs for the merchandising and sale of the property. The Surplus Contract contains a provision providing for a mutual termination of the contract for convenience.
As a result of the Surplus Contract, the Company is the sole remarketer of all DoD surplus turned into the DLA Disposition Services available for sale within the United States, Puerto Rico, and Guam.
The Company has a Scrap Contract with the DLA Disposition Services in which the base term expired in June 2012 with three one year renewal options. The DoD has exercised the first two renewal options. Under the terms of the Scrap Contract, the Company is required to purchase all scrap government property referred to it by the DLA Disposition Services. The Company distributes to the DLA Disposition Services 77% of the profits realized from the ultimate sale of the inventory, after deduction for allowable expenses, as provided for under the terms of the contract. The Contract also has a performance incentive that allows the Company to receive up to an additional 2% of the profit sharing distribution. This incentive is measured annually on June 30th, and is applied to the prior 12 months. For the three months ended December 31, 2012 and 2011, profit-sharing distributions to the DLA Disposition Services under the Scrap Contract were $8,410,000 and $12,487,000, including accrued amounts, as of December 31, 2012 and 2011, of $3,508,000 and $6,308,000, respectively. The Scrap Contract may be terminated by either the Company or the DLA Disposition Services if the rate of return performance ratio does not exceed specified benchmark ratios for two consecutive quarterly periods and the preceding twelve months. The Company has performed in excess of the benchmark ratios throughout the contract period through December 31, 2012.
As a result of the Scrap Contract, the Company is the sole remarketer of all U.S. Department of Defense scrap turned into the DLA Disposition Services available for sale within the United States, Puerto Rico, and Guam. |
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- Details
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- Definition
The entire disclosure for long-term contracts or programs. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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Acquisitions
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3 Months Ended | ||||||||||||||||||||||||||||||||||||||||||||||||||
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Dec. 31, 2012
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| Acquisitions | |||||||||||||||||||||||||||||||||||||||||||||||||||
| Acquisitions | 4. Acquisitions
National Electronic Service Association (NESA)
On November 1, 2012, the Company acquired the assets and assumed liabilities of National Electronic Service Association (NESA) in an all cash transaction. The acquisition price included an upfront cash payment of approximately $18.3 million and an earn-out payment. Under the terms of the agreement, the earn-out is based on EBITDA earned by NESA during the 36-48 months after closing. EBITDA growth used in the calculation is capped at 20% of prior period. The Company’s estimate for the total payout ranges from zero to a maximum $37.7 million. The Company’s estimate of the fair value of the earn-out as of the date of acquisition was $18.0 million. NESA is a Canadian provider of returns management, refurbishment and reverse logistics services for high-value consumer products. NESA provides expertise and focused services to Fortune 1000 companies in the management of Consumer Electronics, Telecommunications, and Information Technology products.
Under the acquisition method of accounting, the total estimated purchase price is allocated to NESA’s net tangible and intangible assets acquired based on their estimated fair values as of November 1, 2012. Based on management’s preliminary valuation, as the Company is waiting for additional information and analysis relating to accrued expenses, of the fair value of tangible and intangible assets acquired and liabilities assumed, the purchase price was allocated as follows:
Goodwill was created as part of the acquisition as the Company acquired an experienced and knowledgeable workforce, 75% of which is expected to be tax deductable as a result of the asset purchase structure of the transaction.
Jacobs Trading Company
On October 1, 2011, LSI completed its acquisition of the assets of Jacobs Trading, LLC. The acquisition price included an upfront cash payment of $80.0 million, a seller subordinated 5% unsecured note of $40.0 million, the issuance of 900,171 shares of restricted stock (valued at $24.5 million by applying a 15% discount to the Company’s closing share price on September 30, 2011) and an earn-out payment. The stock consideration contained a restriction that it is not freely tradable for six months following the acquisition date and the Company used the put option analysis method to fair value the stock. Under the terms of the agreement, the earn-out is based on EBITDA earned by Jacobs during the trailing 12 months ending December 31, 2012 and 2013. The Company’s estimate of the fair value of the earn-out as of October 1, 2011 was $8.3 million out of a possible total earn out payment of $30.0 million. During 2012, based on the performance of the business and revised projections, the Company accrued an additional $6.2 million for the earn-out. As of September 30, 2012, the fair value of the earn-out was $14.5 million. During the three months ended December 31, 2012, based on the performance of the business and revised projections, the Company accrued an additional $5.1 million and paid out $17.4 million. As of December 31, 2012, the fair value of the remaining earn-out was $2.2 million. The Company paid in full the $40.0 million seller subordinated note in November 2012. |
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- Definition
The entire disclosure for a business combination (or series of individually immaterial business combinations) completed during the period, including background, timing, and recognized assets and liabilities. The disclosure may include leverage buyout transactions (as applicable). Reference 1: http://www.xbrl.org/2003/role/presentationRef
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Goodwill
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3 Months Ended | |||||||||||||||||||||||||
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Dec. 31, 2012
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| Goodwill | 5. Goodwill
The goodwill of acquired companies is primarily related to the acquisition of an experienced and knowledgeable workforce. The following summarizes our goodwill activity for the periods indicated:
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- Definition
The entire disclosure for goodwill. No definition available.
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Intangible Assets
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Dec. 31, 2012
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| Intangible Assets | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Intangible Assets | 6. Intangible Assets
Intangible assets at December 31, 2012 and September 30, 2012 consisted of the following:
Future expected amortization of intangible assets at December 31, 2012 was as follows:
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- Definition
The entire disclosure for all or part of the information related to intangible assets. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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Debt
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3 Months Ended |
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Dec. 31, 2012
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| Debt | |
| Debt | 7. Debt
Senior Credit Facility
On April 30, 2010, the Company entered into a three year term senior credit facility (the Agreement) with a bank, which provides for borrowings up to $30.0 million. Borrowings under the Agreement bear interest at an annual rate equal to the 30 day LIBOR rate plus 1.25% (1.461% at December 31, 2012) due monthly. On March 13, 2012, the Company amended this credit facility extending the term to May 31, 2014 and increasing the borrowing capacity up to $75.0 million. As of September 30, 2012 and December 31, 2012, the Company had no outstanding borrowings under the Agreement, and the Company’s borrowing availability was $70.5 million, due to issued letters of credit for $4.5 million.
Borrowings under the Agreement are secured by substantially all of the assets of the Company. The Agreement contains certain financial and non-financial restrictive covenants including, among others, the requirements to maintain a minimum level of earnings before interest, income taxes, depreciation and amortization (EBITDA) and a minimum debt coverage ratio. As of December 31, 2012, the Company was in compliance with these covenants.
Subordinated Note
In conjunction with the Jacobs Trading acquisition, the Company issued a $40,000,000 seller subordinated 5% unsecured note. The note was repaid in full in November 2012. In conjunction with the repayment, the Company received a $1.0 million discount on the principal. This gain on the early extinguishment of debt has been reflected in interest expense and other income (expense) in the Consolidated Statement of Operations. |
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- Definition
The entire disclosure for information about short-term and long-term debt arrangements, which includes amounts of borrowings under each line of credit, note payable, commercial paper issue, bonds indenture, debenture issue, own-share lending arrangements and any other contractual agreement to repay funds, and about the underlying arrangements, rationale for a classification as long-term, including repayment terms, interest rates, collateral provided, restrictions on use of assets and activities, whether or not in compliance with debt covenants, and other matters important to users of the financial statements, such as the effects of refinancing and noncompliance with debt covenants. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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Income Taxes
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3 Months Ended |
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Dec. 31, 2012
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| Income Taxes | |
| Income Taxes | 8. Income Taxes
The Company’s interim effective income tax rate is based on management’s best current estimate of the expected annual effective income tax rate. The Company estimates that its fiscal year 2013 tax rate will be approximately 40%.
The Company applies the guidance related to uncertainty in income taxes. The Company has concluded that there were no uncertain tax positions identified during its analysis. The Company’s policy is to recognize interest and penalties in the period in which they occur in the income tax provision. The Company and its subsidiaries file income tax returns in the U.S. federal jurisdiction, various state and local jurisdictions and in foreign jurisdictions, primarily the U.K. Currently, the Company is not subject to any income tax examinations. The statute of limitations for years prior to fiscal 2009 is now closed. However, certain tax attribute carryforwards that were generated prior to fiscal 2009 may be adjusted upon examination by tax authorities if they are utilized. |
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The entire disclosure for income taxes. Disclosures may include net deferred tax liability or asset recognized in an enterprise's statement of financial position, net change during the year in the total valuation allowance, approximate tax effect of each type of temporary difference and carryforward that gives rise to a significant portion of deferred tax liabilities and deferred tax assets, utilization of a tax carryback, and tax uncertainties information. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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Stockholders' Equity
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Dec. 31, 2012
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| Stockholders' Equity | 9. Stockholders’ Equity
Share Repurchase Program
On December 2, 2008, the Company’s Board of Directors approved a $10.0 million share repurchase program. Under the program, the Company is authorized to repurchase the issued and outstanding shares of common stock. Share repurchases may be made through open market purchases, privately negotiated transactions or otherwise, at times and in such amounts as management deems appropriate. The timing and actual number of shares repurchased will depend on a variety of factors including price, corporate and regulatory requirements and other market conditions. The repurchase program may be discontinued or suspended at any time, and will be funded using our available cash. On each of February 2, 2010, November 30, 2010 and May 3, 2011, the Company’s Board of Directors approved the repurchase of up to an additional $10.0 million in shares under the share repurchase program, and on May 17, 2012, the Company’s Board of Directors approved the repurchase of up to an additional $30.0 million in shares under the share repurchase program.. The Company’s Board of Directors reviews the share repurchase program periodically, the last such review having occurred in May 2012. During the year ended September 30, 2009, 707,462 shares were purchased under the program for approximately $3,874,000. During the year ended September 30, 2010, 1,225,019 shares were purchased under the program for approximately $14,471,000. During the year ended September 30, 2011, 229,575 shares were purchased under the program for approximately $3,541,000. During the year ended September 30, 2012, 505,067 shares were purchased under the program for approximately $30,000,000. All repurchased shares have been retired. During the three months ended December 31, 2012, no shares were purchased under the program. As of December 31, 2012, approximately $18,114,000 may yet be expended under the program.
2006 Omnibus Long-Term Incentive Plan (the 2006 Plan)
Under the 2006 Plan, as amended, 10,000,000 shares of common stock were available for issuance. At September 30, 2011, there were 3,152,804 shares remaining reserved for issuance in connection with awards under the 2006 Plan. During fiscal year 2012, the Company granted options to purchase 181,783 shares to employees and directors with exercise prices between $31.37 and $42.31, and options to purchase 78,148 shares were forfeited. During fiscal year 2012, the Company granted 633,647 restricted shares to employees and directors at prices ranging from $31.37 to $52.55, and 138,052 restricted shares were forfeited. At September 30, 2012, there were 2,553,574 shares remaining reserved for issuance in connection with awards under the 2006 Plan. During the three months ended December 31, 2012, the Company issued options to purchase 59,322 shares to employees and directors at prices ranging from $38.09 to $46.72, and options to purchase 3,208 shares were forfeited. During the three months ended December 31, 2012, the Company issued 469,509 restricted shares to employees and directors at prices ranging from $38.09 to $42.47, and 14,883 restricted shares were forfeited. During the three months ended December 31, 2012, the Company cancelled 100,000 and issued 210,000 restricted shares to a non-employee that vest based on performance conditions. At December 31, 2012, there were 1,932,834 shares remaining reserved for issuance in connection with awards under the 2006 Plan. The maximum number of shares subject to options or stock appreciation rights that can be awarded under the 2006 Plan to any person is 1,000,000 per year. The maximum number of shares that can be awarded under the 2006 Plan to any person, other than pursuant to an option or stock appreciation right, is 700,000 per year. These shares and options generally vest over a period of one to four years conditioned on continued employment for the incentive period.
Stock Option Activity
A summary of the Company’s stock option activity for the year ended September 30, 2012 and the three months ended December 31, 2012 is as follows:
The intrinsic value and weighted average remaining contractual life in years of outstanding and exercisable options at December 31, 2012 is approximately $44,716,000 and 6.36 and $31,034,000 and 5.79, respectively, based on a stock price of $40.86 on December 31, 2012. Over the last three years, volatility rates have ranged from 53.50% - 69.03%, a dividend rate of 0%, risk free interest rates have ranged from 0.26% - 1.75% and expected forfeiture rates have ranged from 18.42% - 19.70%.
Restricted Share Activity
A summary of the Company’s restricted share activity for the year ended September 30, 2012 and the three months ended December 31, 2012 is as follows:
The intrinsic value and weighted average remaining contractual life in years of unvested restricted shares at December 31, 2012 is approximately $66,264,000 and 8.87, respectively, based on a stock price of $40.86 on December 31, 2012. |
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- Definition
The entire disclosure for accounts comprising shareholders' equity, comprised of portions attributable to the parent entity and noncontrolling interest, if any, including other comprehensive income (as applicable). Also includes disclosure of compensation-related costs for equity-based compensation which may include disclosure of policies, compensation plan details, allocation of equity compensation, incentive distributions, equity-based arrangements to obtain goods and services, deferred compensation arrangements, employee stock ownership plan details, and employee stock purchase plan details. No definition available.
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Fair Value Measurement
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| Fair Value Measurement | 10. Fair Value Measurement
The Company measures and records in the accompanying consolidated financial statements certain liabilities at fair value on a recurring basis. Authoritative guidance issued by the FASB establishes a fair value hierarchy for those instruments measured at fair value that distinguishes between assumptions based on market data (observable inputs) and the Company’s assumptions (unobservable inputs). On January 1, 2012, the Company adopted Accounting Standards Update 2011-04, Fair Value Measurement: Amendments to Achieve Common Fair Value Measurement and Disclosure Requirements in U.S. GAAP and IRFS, which amended FASB ASC Topic 820, Fair Value Measurement. Adoption of the disclosure requirements did not have a material impact on our financial position or results of operations. The hierarchy consists of three levels:
As of December 31, 2012 and September 30, 2012, the Company had no Level 1 or Level 2 assets or liabilities that were recorded at fair value on a recurring basis. As of September 30, 2012, the Company’s $14,511,000 liability for the earn-out related to the Jacobs Trading Company acquisition, and, as of December 31, 2012, the $2,200,000 and $18,113,000 liabilities for the earn-outs related to the Jacobs Trading Company and National Electronic Service Association acquisitions, respectively, are the only liabilities measured at fair value on a recurring basis and are classified as Level 3 within the fair value hierarchy. The changes in liabilities measured at fair value for which the Company has used Level 3 inputs to determine fair value for the year ended September 30, 2012 and the three months ended December 31, 2012 are as follows ($ in thousands):
When valuing its Level 3 liabilities, the Company gives consideration to operating results, financial condition, economic and/or market events, and other pertinent information that would impact its estimate of the expected earn-out payment. The valuation procedures are primarily based on management’s projection of EBITDA for the acquired businesses and applying a discount to the expected earn out payments to estimate fair value. Discount rates range from 2.0% to 6.0% and are based on the Company’s cost of borrowing. Changes in the discount rate are not expected to have a material impact on the fair value of these liabilities. Because of the inherent uncertainty, this estimated value may differ significantly from the value that would have been used had a ready market for the liability existed, and it is reasonably possible that the difference could be material. Changes in fair value of the Company’s Level 3 liabilities are recorded in Acquisition Costs in the Consolidated Statements of Operations. As it relates to financial liabilities still held as of December 31, 2012, the Company recorded into earnings an additional $5,097,000 of contingent consideration for Jacobs Trading.
The Company’s financial assets not measured at fair value are cash and cash equivalents (which includes cash and commercial paper with original maturities of less than 90 days). We believe the carrying value approximates fair value due to the short term maturity of these instruments. |
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The entire disclosure for the fair value of financial instruments (as defined), including financial assets and financial liabilities (collectively, as defined), and the measurements of those instruments as well as disclosures related to the fair value of non-financial assets and liabilities. Such disclosures about the financial instruments, assets, and liabilities would include: (1) the fair value of the required items together with their carrying amounts (as appropriate); (2) for items for which it is not practicable to estimate fair value, disclosure would include: (a) information pertinent to estimating fair value (including, carrying amount, effective interest rate, and maturity, and (b) the reasons why it is not practicable to estimate fair value; (3) significant concentrations of credit risk including: (a) information about the activity, region, or economic characteristics identifying a concentration, (b) the maximum amount of loss the entity is exposed to based on the gross fair value of the related item, (c) policy for requiring collateral or other security and information as to accessing such collateral or security, and (d) the nature and brief description of such collateral or security; (4) quantitative information about market risks and how such risks are managed; (5) for items measured on both a recurring and nonrecurring basis information regarding the inputs used to develop the fair value measurement; and (6) for items presented in the financial statement for which fair value measurement is elected: (a) information necessary to understand the reasons for the election, (b) discussion of the effect of fair value changes on earnings, (c) a description of [similar groups] items for which the election is made and the relation thereof to the balance sheet, the aggregate carrying value of items included in the balance sheet that are not eligible for the election; (7) all other required (as defined) and desired information. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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Defined Benefit Pension Plan
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| Defined Benefit Pension Plan | 11. Defined Benefit Pension Plan
Certain employees of GoIndustry, which the Company acquired in July 2012, are covered by a qualified defined benefit pension plan.
The net periodic benefit cost recognized for the three months ended December 31, 2012, included the following components:
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The entire disclosure for an entity's defined benefit pension. No definition available.
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Summary of Significant Accounting Policies (Policies)
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Dec. 31, 2012
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| New Accounting Pronouncements | New Accounting Pronouncements
In June 2011, the FASB issued ASU 2011-05, Comprehensive Income (Topic 220)—Presentation of Comprehensive Income, to require an entity to present the total of comprehensive income, the components of net income, and the components of other comprehensive income either in a single continuous statement of comprehensive income or in two separate but consecutive statements. ASU 2011-05 eliminates the option to present the components of other comprehensive income as part of the statement of equity. ASU 2011-05 is effective for the first quarter of fiscal 2013 (quarter ending December 31, 2012) and should be applied retrospectively. Adoption of the disclosure requirements did not have a significant impact on the consolidated financial statements. |
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| Business Combinations | Business Combinations
The Company recognizes all of the assets acquired, liabilities assumed, contractual contingencies, and contingent consideration at their fair value on the acquisition date. Acquisition-related costs are recognized separately from the acquisition and expensed as incurred. Generally, restructuring costs incurred in periods subsequent to the acquisition date are expensed when incurred. Subsequent changes to the purchase price (i.e., working capital adjustments) or other fair value adjustments determined during the measurement period are recorded as an adjustment to goodwill, with the exception of contingent consideration, which is expensed in the period it is modified. All subsequent changes to a valuation allowance or uncertain tax position that relate to the acquired company and existed at the acquisition date that occur both within the measurement period and as a result of facts and circumstances that existed at the acquisition date are recognized as an adjustment to goodwill. All other changes in valuation allowances are recognized as a reduction or increase to income tax expense or as a direct adjustment to additional paid-in capital as required. |
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| Accounts Receivable | Accounts Receivable
Accounts receivable are recorded at the invoiced amount and are non-interest bearing. The Company maintains an allowance for doubtful accounts to reserve for potentially uncollectible receivables. Allowances are based on management’s judgment, which considers historical experience and specific knowledge of accounts where collectability may not be probable. The Company makes provisions based on historical bad debt experience, a specific review of all significant outstanding invoices and an assessment of general economic conditions. |
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| Earnings per Share | Earnings per Share
Basic net income attributable to common stockholders per share is computed by dividing net income attributable to common stockholders by the weighted average number of common shares outstanding for the period. Diluted net income attributable to common stockholders per share includes the potential dilution that could occur if securities or other contracts to issue common stock were exercised or converted into common stock. The Company had 1,621,741 unvested restricted shares outstanding at December 31, 2012, which were issued at prices ranging from $7.48 to $52.55, of which 837,092 and 902,136 shares have been included in the calculation of diluted income per share for the three months ended December 31, 2012 and 2011, respectively, due to the difference between the issuance price and the average market price for the period in which they have been outstanding. The Company has also excluded the following stock options in its calculation of diluted income per share because the option exercise prices were greater than the average market prices for the applicable period:
(a) for the three months ended December 31, 2012, 61,358 options; and
(b) for the three months ended December 31, 2011, 32,139 options.
The following summarizes the potential outstanding common stock of the Company as of the dates set forth below:
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| Stock-Based Compensation | Stock-Based Compensation
The Company estimates the fair value of share-based awards on the date of grant. The fair value of stock options is determined using the Black-Scholes option-pricing model. The fair value of restricted stock awards is based on the closing price of the Company’s common stock on the date of grant. The determination of the fair value of the Company’s stock option awards and restricted stock awards is based on a variety of factors including, but not limited to, the Company’s common stock price, expected stock price volatility over the expected life of awards, and actual and projected exercise behavior. Additionally, the Company has estimated forfeitures for share-based awards at the dates of grant based on historical experience, adjusted for future expectation. The forfeiture estimate is revised as necessary if actual forfeitures differ from these estimates.
The Company issues restricted stock awards where restrictions lapse upon either the passage of time (service vesting), achieving performance targets, or some combination of these restrictions. For those restricted stock awards with only service conditions, the Company recognizes compensation cost on a straight-line basis over the explicit service period. For awards to employees with both performance and service conditions, the Company starts recognizing compensation cost over the remaining service period, when it is probable the performance condition will be met. For awards to non-employees (who are not directors), the Company records compensation cost when the performance condition is met.
The Company presents the cash flows resulting from the tax benefits resulting from tax deductions in excess of the compensation cost recognized for those options (excess tax benefits) as a financing activity with a corresponding operating cash outflow in the Consolidated Statements of Cash Flows. |
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Disclosure of accounting policy for completed business combinations (purchase method, acquisition method or combination of entities under common control). This accounting policy may include a general discussion of the purchase method or acquisition method of accounting (including for example, the treatment accorded contingent consideration, the identification of assets and liabilities, the purchase price allocation process, how the fair values of acquired assets and liabilities are determined) and the entity's specific application thereof. An entity that acquires another entity in a leveraged buyout transaction generally discloses the accounting policy followed by the acquiring entity in determining the basis used to value its interest in the acquired entity, and the rationale for that accounting policy. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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Disclosure of accounting policy for computing basic and diluted earnings or loss per share for each class of common stock and participating security. Addresses all significant policy factors, including any antidilutive items that have been excluded from the computation and takes into account stock dividends, splits and reverse splits that occur after the balance sheet date of the latest reporting period but before the issuance of the financial statements. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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Disclosure of the adoption of new accounting pronouncements that may impact the entity's financial reporting. No definition available.
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Disclosure of accounting policy for stock option and stock incentive plans. This disclosure may include (1) the types of stock option or incentive plans sponsored by the entity (2) the groups that participate in (or are covered by) each plan (3) significant plan provisions and (4) how stock compensation is measured, and the methodologies and significant assumptions used to determine that measurement. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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Disclosure of accounting policy for trade and other accounts receivables. This disclosure may include the basis at which such receivables are carried in the entity's statements of financial position (for example, net realizable value), how the entity determines the level of its allowance for doubtful accounts, when impairments, charge-offs or recoveries are recognized, and the entity's income recognition policies for such receivables, including its treatment of related fees and costs, its treatment of premiums, discounts or unearned income, when accrual of interest is discontinued, how the entity records payments received on nonaccrual receivables and its policy for resuming accrual of interest on such receivables. If the enterprise holds a large number of similar loans, disclosure may include the accounting policy for the anticipation of prepayments and significant assumptions underlying prepayment estimates for amortization of premiums, discounts, and nonrefundable fees and costs. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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Summary of Significant Accounting Policies (Tables)
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Tabular disclosure of an entity's basic and diluted earnings per share calculations. No definition available.
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Acquisitions (Tables)
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Tabular disclosure of all of the fair values of the purchase price and assets and liabilities acquired in a business combination. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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Goodwill (Tables)
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Tabular disclosure of goodwill by reportable segment and in total which includes a rollforward schedule. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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Intangible Assets (Tables)
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| Schedule of future expected amortization of intangible assets |
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Tabular disclosure of the amount of amortization expense expected to be recorded in succeeding fiscal years for finite-lived intangible assets. No definition available.
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Tabular disclosure of assets, excluding financial assets and goodwill, lacking physical substance with a finite life, by either major class or business segment. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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Stockholders' Equity (Tables)
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3 Months Ended | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
|
Dec. 31, 2012
|
|||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Stockholders' Equity | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Schedule of summary of stock options activity |
|
||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Schedule of summary of restricted share activity |
|
||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| X | ||||||||||
|
- Definition
Tabular disclosure of the changes in outstanding nonvested shares. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
| X | ||||||||||
|
- Definition
Tabular disclosure of the number and weighted-average exercise prices (or conversion ratios) for share options (or share units) that were outstanding at the beginning and end of the year, vested and expected to vest, exercisable or convertible at the end of the year, and the number of share options or share units that were granted, exercised or converted, forfeited, and expired during the year. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
| X | ||||||||||
|
- Details
|
|
Fair Value Measurement (Tables)
|
3 Months Ended | ||||||||||||||||||||||||||||||||||||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
|
Dec. 31, 2012
|
|||||||||||||||||||||||||||||||||||||||||||||||||||
| Fair Value Measurement | |||||||||||||||||||||||||||||||||||||||||||||||||||
| Schedule of changes in liabilities measured at fair value for which the Company has used Level 3 inputs to determine fair value | The changes in liabilities measured at fair value for which the Company has used Level 3 inputs to determine fair value for the year ended September 30, 2012 and the three months ended December 31, 2012 are as follows ($ in thousands):
|
||||||||||||||||||||||||||||||||||||||||||||||||||
| X | ||||||||||
|
- Details
|
| X | ||||||||||
|
- Definition
Tabular disclosure of the fair value measurement of liabilities using significant unobservable inputs (Level 3), a reconciliation of the beginning and ending balances, separately presenting changes attributable to the following: (1) total gains or losses for the period (realized and unrealized), segregating those gains or losses included in earnings (or changes in net assets), and gains or losses recognized in other comprehensive income (loss) and a description of where those gains or losses included in earnings (or changes in net assets) are reported in the statement of income (or activities); (2) purchases, sales, issues, and settlements (each type disclosed separately); and (3) transfers in and transfers out of Level 3 (for example, transfers due to changes in the observability of significant inputs) by class of liability. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
|
Defined Benefit Pension Plan (Tables)
|
3 Months Ended | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
|
Dec. 31, 2012
|
||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Defined Benefit Pension Plan | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Schedule of net periodic benefit cost recognized |
|
|||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| X | ||||||||||
|
- Details
|
| X | ||||||||||
|
- Definition
Tabular disclosure of the components of net benefit costs for pension plans and/or other employee benefit plans including service cost, interest cost, expected return on plan assets, gain (loss), prior service cost or credit, transition asset or obligation, and gain (loss) recognized due to settlements or curtailments. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
|
Organization (Details)
|
3 Months Ended |
|---|---|
|
Dec. 31, 2012
segment
productcategory
|
|
| Organization | |
| Product categories offered, number | 500 |
| Reportable segment, number | 1 |
| X | ||||||||||
|
- Definition
Represents the number of product categories offered by the entity. No definition available.
|
| X | ||||||||||
|
- Definition
Number of segments reported by the entity. A reportable segment is a component of an entity for which there is an accounting requirement to report separate financial information on that component in the entity's financial statements. No definition available.
|
| X | ||||||||||
|
- Details
|
|
Summary of Significant Accounting Policies (Details) (USD $)
|
3 Months Ended | |||
|---|---|---|---|---|
|
Dec. 31, 2012
|
Dec. 31, 2011
|
Sep. 30, 2012
|
Sep. 30, 2011
|
|
| Earnings per Share | ||||
| Shares that have been included in the calculation of diluted income per share | 1,571,411 | 1,989,209 | ||
|
Restricted shares
|
||||
| Earnings per Share | ||||
| Unvested restricted shares | 1,621,741 | 1,399,609 | 1,294,082 | |
| Issue price (in dollars per share) | $ 30.08 | $ 22.51 | $ 13.13 | |
| Shares that have been included in the calculation of diluted income per share | 837,092 | 902,136 | ||
|
Restricted shares | Minimum
|
||||
| Earnings per Share | ||||
| Issue price (in dollars per share) | $ 7.48 | $ 7.48 | ||
|
Restricted shares | Maximum
|
||||
| Earnings per Share | ||||
| Issue price (in dollars per share) | $ 52.55 | $ 52.55 | ||
| X | ||||||||||
|
- Details
|
| X | ||||||||||
|
- Definition
Additional shares included in the calculation of diluted EPS as a result of the potentially dilutive effect of share based payment arrangements using the treasury stock method. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
| X | ||||||||||
|
- Definition
The number of non-vested equity-based payment instruments, excluding stock (or unit) options, that validly exist and are outstanding as of the balance sheet date. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
| X | ||||||||||
|
- Definition
The weighted average fair value of nonvested awards on equity-based plans excluding option plans (for example, phantom stock or unit plan, stock or unit appreciation rights plan, revenue or profit achievement stock award plan) for which the employer is contingently obligated to issue equity instruments or transfer assets to an employee who has not yet satisfied service or performance criteria necessary to gain title to proceeds from the sale of the award or underlying shares or units. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
|
Summary of Significant Accounting Policies (Details 2) (Stock options)
|
3 Months Ended | |
|---|---|---|
|
Dec. 31, 2012
|
Dec. 31, 2011
|
|
|
Stock options
|
||
| Stock options excluded from the calculation of diluted income per share | ||
| Stock options excluded from the calculation of diluted income per share (in shares) | 61,358 | 32,139 |
| X | ||||||||||
|
- Definition
Securities (including those issuable pursuant to contingent stock agreements) that could potentially dilute basic earnings per share (EPS) or earnings per unit (EPU) in the future that were not included in the computation of diluted EPS or EPU because to do so would increase EPS or EPU amounts or decrease loss per share or unit amounts for the period presented. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
| X | ||||||||||
|
- Details
|
|
Summary of Significant Accounting Policies (Details 3) (USD $)
In Thousands, except Share data, unless otherwise specified |
3 Months Ended | |
|---|---|---|
|
Dec. 31, 2012
|
Dec. 31, 2011
|
|
| Weighted average shares calculation: | ||
| Basic weighted average shares outstanding | 31,482,853 | 30,393,309 |
| Treasury stock effect of options and restricted stock (in shares) | 1,571,411 | 1,989,209 |
| Diluted weighted average common shares outstanding | 33,054,264 | 32,382,518 |
| Net income | $ 6,709 | $ 9,126 |
| Basic earnings per common share (in dollars per share) | $ 0.21 | $ 0.30 |
| Diluted earnings per common share (in dollars per share) | $ 0.20 | $ 0.28 |
| X | ||||||||||
|
- Definition
The amount of net income (loss) for the period per each share of common stock or unit outstanding during the reporting period. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
| X | ||||||||||
|
- Definition
The amount of net income (loss) for the period available to each share of common stock or common unit outstanding during the reporting period and to each share or unit that would have been outstanding assuming the issuance of common shares or units for all dilutive potential common shares or units outstanding during the reporting period. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
| X | ||||||||||
|
- Definition
Additional shares included in the calculation of diluted EPS as a result of the potentially dilutive effect of share based payment arrangements using the treasury stock method. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
| X | ||||||||||
|
- Definition
Net income after adjustments for dividends on preferred stock (declared in the period) and/or cumulative preferred stock (accumulated for the period). Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
| X | ||||||||||
|
- Definition
The average number of shares or units issued and outstanding that are used in calculating diluted EPS or earnings per unit (EPU), determined based on the timing of issuance of shares or units in the period. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
| X | ||||||||||
|
- Definition
Number of [basic] shares or units, after adjustment for contingently issuable shares or units and other shares or units not deemed outstanding, determined by relating the portion of time within a reporting period that common shares or units have been outstanding to the total time in that period. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
| X | ||||||||||
|
- Details
|
| X | ||||||||||
|
- Definition
Represents the additional percentage of profit sharing distribution to be received by the entity as a performance incentive, as stated in the contract. No definition available.
|
| X | ||||||||||
|
- Details
|
| X | ||||||||||
|
- Definition
Represents the number of consecutive quarterly periods in which performance ratio does not exceed benchmark ratios resulting in contract termination. No definition available.
|
| X | ||||||||||
|
- Definition
Represents the number of preceding months in which performance ratio does not exceed benchmark ratios resulting in contract termination. No definition available.
|
| X | ||||||||||
|
- Definition
Represents the number of renewal options in a contract entered into by the entity. No definition available.
|
| X | ||||||||||
|
- Definition
Represents the percentage of profits realized from the ultimate sale and distribution of inventory to the DLA Disposition Services by the entity. No definition available.
|
| X | ||||||||||
|
- Definition
Represents the percentage of profits from resale of the property retained by the entity. No definition available.
|
| X | ||||||||||
|
- Definition
Represents the period over which the performance incentive is measured prior to a specified date. No definition available.
|
| X | ||||||||||
|
- Definition
This element represents the disbursement made as per the profit sharing arrangements after deducting the allowable operating expenses. No definition available.
|
| X | ||||||||||
|
- Definition
This element represents the current portion of the profit sharing distributions payable. No definition available.
|
| X | ||||||||||
|
- Definition
Represents the term of renewal options in a contract entered into by the entity. No definition available.
|
| X | ||||||||||
|
- Definition
Represents the fixed percentage of DoD's original acquisition value at which the entity is required to purchase all usable surplus property offered to it by the Department of Defense. No definition available.
|
|
Acquisitions (Details) (USD $)
|
0 Months Ended | 0 Months Ended | 3 Months Ended | 6 Months Ended | 12 Months Ended | 0 Months Ended | 1 Months Ended | ||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
|
Nov. 02, 2012
Acquisition of NESA
|
Nov. 02, 2012
Acquisition of NESA
Vendor contract intangible asset
|
Nov. 02, 2012
Acquisition of NESA
Covenants not to compete
|
Nov. 02, 2012
Acquisition of NESA
Other intangible asset
|
Nov. 02, 2012
Acquisition of NESA
Minimum
|
Nov. 02, 2012
Acquisition of NESA
Maximum
|
Oct. 02, 2011
Jacobs Trading, LLC
|
Dec. 31, 2012
Jacobs Trading, LLC
|
Mar. 31, 2012
Jacobs Trading, LLC
|
Dec. 31, 2013
Jacobs Trading, LLC
|
Dec. 31, 2012
Jacobs Trading, LLC
|
Sep. 30, 2012
Jacobs Trading, LLC
|
Oct. 02, 2011
Jacobs Trading, LLC
Restricted shares
|
Nov. 30, 2012
Jacobs Trading, LLC
Seller subordinated unsecured note
|
Oct. 02, 2011
Jacobs Trading, LLC
Seller subordinated unsecured note
|
|
| Acquisitions | |||||||||||||||
| Upfront cash payment | $ 18,300,000 | $ 80,000,000 | |||||||||||||
| Period after the closing date of acquisition during which EBITDA earned is used to calculate the earn-out | P36M | P48M | |||||||||||||
| Percentage EBITDA growth capped | 20.00% | ||||||||||||||
| Estimated fair value of earn-out, acquisition date | 18,000,000 | ||||||||||||||
| Purchase consideration allocated to acquired tangible assets, identifiable intangible assets, liabilities assumed and goodwill | |||||||||||||||
| Cash | 3,760,000 | ||||||||||||||
| Goodwill | 27,009,000 | ||||||||||||||
| Finite-lived intangible assets | 3,936,000 | 1,400,000 | 225,000 | ||||||||||||
| Property and equipment | 234,000 | ||||||||||||||
| Accrued liabilities | (204,000) | ||||||||||||||
| Total consideration | 36,360,000 | ||||||||||||||
| Percentage of expected tax deductable of goodwill | 75.00% | ||||||||||||||
| Fixed interest rate (as a percent) | 5.00% | ||||||||||||||
| Note issued to seller | 40,000,000 | ||||||||||||||
| Stock consideration paid for acquisition (in shares) | 900,171 | ||||||||||||||
| Stock consideration | 24,500,000 | ||||||||||||||
| Discount rate (as a percent) | 15.00% | ||||||||||||||
| Number of months for which stock is not freely tradable | 6 months | ||||||||||||||
| Period of actual performance of the acquiree entity after the closing date of acquisition to calculate the earn-out | 12 months | 12 months | |||||||||||||
| Estimated fair value of earn-out, end of period | 8,300,000 | 2,200,000 | 2,200,000 | 14,500,000 | |||||||||||
| Possible total earn out payment, low end of range | 0 | ||||||||||||||
| Possible total earn out payment, high end of range | 37,700,000 | 30,000,000 | |||||||||||||
| Additional liability accrued (liability reversed) | 5,100,000 | 6,200,000 | |||||||||||||
| Earn-out payments made | 17,400,000 | ||||||||||||||
| Debt paid in full | $ 40,000,000 | ||||||||||||||
| X | ||||||||||
|
- Definition
Fair value, as of the balance sheet date, of potential payments under the contingent consideration arrangement including cash and shares. No definition available.
|
| X | ||||||||||
|
- Definition
Represents the period of actual performance of the acquiree entity after the closing date of acquisition to calculate the earn-out. No definition available.
|
| X | ||||||||||
|
- Definition
Represents the number of months, following the acquisition date, for which stock is not freely tradable. No definition available.
|
| X | ||||||||||
|
- Definition
Represents the percentage of prior period EBITDA for which EBITDA growth is capped. No definition available.
|
| X | ||||||||||
|
- Definition
Represents the percentage of goodwill arising from a business combination that is expected to be deductible for tax purposes. No definition available.
|
| X | ||||||||||
|
- Definition
This element represents the portion of the amount of the change in the liability arising from an item of contingent consideration, assumed in a business combination, attributable to cash payments during the reporting period. No definition available.
|
| X | ||||||||||
|
- Definition
This element represents the amount of any change, including any differences arising upon settlement, recognized during the reporting period in the value of a liability, arising from an item of contingent consideration, assumed in a business combination, excluding cash payments. No definition available.
|
| X | ||||||||||
|
- Definition
Represents the period after the closing date of acquisition during which earnings before interest, taxes, depreciation and amortization (EBITDA) earned by the acquiree entity are used to calculate the earn-out. No definition available.
|
| X | ||||||||||
|
- Definition
Fair value, as of the acquisition date, of potential payments under the contingent consideration arrangement including cash and shares. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
| X | ||||||||||
|
- Definition
Amount of cash paid to acquire the entity. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
| X | ||||||||||
|
- Definition
Fair Value of the liabilities incurred by the acquirer to former owners of the acquiree, including the fair value of any contingent consideration. If liabilities transferred as consideration remain within the combined entity after the business combination (for example, because the assets or liabilities were transferred to the acquiree rather than to its former owners), and the acquirer therefore retains control of them; in that situation, the acquirer measures those liabilities at their carrying amounts immediately before the acquisition date. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
| X | ||||||||||
|
- Definition
Value of equity interests (such as common shares, preferred shares, or partnership interest) issued or issuable to acquire the entity. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
| X | ||||||||||
|
- Definition
Number of shares of equity interests issued or issuable to acquire entity. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
| X | ||||||||||
|
- Details
|
| X | ||||||||||
|
- Details
|
| X | ||||||||||
|
- Definition
The amount of acquisition cost of a business combination allocated to an identifiable intangible asset that will be amortized. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
| X | ||||||||||
|
- Definition
The total purchase price of the acquired entity. This includes cash paid to equity interest holders of the acquired entity, fair value of debt and equity securities issued to equity holders of the acquired entity, and transaction costs paid to third parties to consummate the acquisition. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
| X | ||||||||||
|
- Definition
The amount of cash and cash equivalents acquired in a business combination. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
| X | ||||||||||
|
- Definition
The amount of acquisition cost of a business combination allocated to accrued expenses of the acquired entity. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
| X | ||||||||||
|
- Definition
Amount of goodwill arising from a business combination, which is the excess of the cost of the acquired entity over the amounts assigned to assets acquired and liabilities assumed. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
| X | ||||||||||
|
- Definition
The amount of acquisition cost of a business combination allocated to property, plant and equipment to be used in ongoing operations. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
| X | ||||||||||
|
- Definition
For contingent consideration arrangements recognized in connection with a business combination, this element represents an estimate of the high-end of the potential range (undiscounted) of the consideration which may be paid. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
| X | ||||||||||
|
- Definition
For contingent consideration arrangements and indemnification assets recognized in connection with a business combination, this element represents an estimate of the low-end of the potential range (undiscounted) of the consideration which may be paid. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
| X | ||||||||||
|
- Definition
Decrease for amounts repaid on the debt instrument for the period. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
| X | ||||||||||
|
- Definition
Interest rate stated in the contractual debt agreement. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
| X | ||||||||||
|
- Definition
Interest rate used to find the present value of an amount to be paid or received in the future as an input to measure fair value. For example, but not limited to, weighted average cost of capital (WACC), cost of capital, cost of equity and cost of debt. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
|
Goodwill (Details) (USD $)
In Thousands, unless otherwise specified |
3 Months Ended |
|---|---|
|
Dec. 31, 2012
|
|
| Goodwill | |
| Balance at the beginning of the period | $ 185,771 |
| New acquisitions | 27,009 |
| Translation adjustments | (116) |
| Balance at the end of the period | $ 212,664 |
| X | ||||||||||
|
- Definition
Carrying amount as of the balance sheet date, which is the cumulative amount paid and (if applicable) the fair value of any noncontrolling interest in the acquiree, adjusted for any amortization recognized prior to the adoption of any changes in generally accepted accounting principles (as applicable) and for any impairment charges, in excess of the fair value of net assets acquired in one or more business combination transactions. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
| X | ||||||||||
|
- Definition
The aggregate amount of goodwill acquired in the period and allocated to the reportable segment. The value is stated at fair value based on the purchase price allocation. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
| X | ||||||||||
|
- Details
|
| X | ||||||||||
|
- Definition
The increase (decrease) to the recorded value of goodwill for foreign currency translation adjustments. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
|
Intangible Assets (Details) (USD $)
In Thousands, unless otherwise specified |
3 Months Ended | |
|---|---|---|
|
Dec. 31, 2012
|
Sep. 30, 2012
|
|
| Intangible Assets | ||
| Net Carrying Amount | $ 37,075 | $ 34,204 |
|
Contract intangibles
|
||
| Intangible Assets | ||
| Gross Carrying Amount | 37,235 | 33,300 |
| Accumulated Amortization | (9,475) | (7,266) |
| Net Carrying Amount | 27,760 | 26,034 |
|
Contract intangibles | Minimum
|
||
| Intangible Assets | ||
| Useful Life | 2 years | |
|
Contract intangibles | Maximum
|
||
| Intangible Assets | ||
| Useful Life | 5 years | |
|
Brand and technology
|
||
| Intangible Assets | ||
| Useful Life | 5 years | |
| Gross Carrying Amount | 6,546 | 6,325 |
| Accumulated Amortization | (1,346) | (1,023) |
| Net Carrying Amount | 5,200 | 5,302 |
|
Covenants not to compete
|
||
| Intangible Assets | ||
| Useful Life | 5 years | |
| Gross Carrying Amount | 5,482 | 4,400 |
| Accumulated Amortization | (1,728) | (1,770) |
| Net Carrying Amount | 3,754 | 2,630 |
|
Patent and trademarks
|
||
| Intangible Assets | ||
| Gross Carrying Amount | 458 | 374 |
| Accumulated Amortization | (97) | (136) |
| Net Carrying Amount | $ 361 | $ 238 |
|
Patent and trademarks | Minimum
|
||
| Intangible Assets | ||
| Useful Life | 5 years | |
|
Patent and trademarks | Maximum
|
||
| Intangible Assets | ||
| Useful Life | 10 years |
| X | ||||||||||
|
- Definition
Accumulated amount of amortization of assets, excluding financial assets and goodwill, lacking physical substance with a finite life. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
| X | ||||||||||
|
- Definition
Amount before amortization of assets, excluding financial assets and goodwill, lacking physical substance with a finite life. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
| X | ||||||||||
|
- Details
|
| X | ||||||||||
|
- Definition
Useful life of finite-lived intangible assets, in 'PnYnMnDTnHnMnS' format, for example, 'P1Y5M13D' represents the reported fact of one year, five months, and thirteen days. No definition available.
|
| X | ||||||||||
|
- Definition
Sum of the carrying amounts of all intangible assets, excluding goodwill, as of the balance sheet date, net of accumulated amortization and impairment charges. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
|
Intangible Assets (Details 2) (USD $)
In Thousands, unless otherwise specified |
Dec. 31, 2012
|
Sep. 30, 2012
|
|---|---|---|
| Future expected amortization of intangible assets | ||
| 2013 | $ 8,879 | |
| 2014 | 11,146 | |
| 2015 | 9,371 | |
| 2016 | 6,450 | |
| 2017 and after | 1,229 | |
| Net Carrying Amount | $ 37,075 | $ 34,204 |
| X | ||||||||||
|
- Definition
Represents the amount of amortization expense expected to be recognized during the fourth fiscal year following the latest fiscal year and thereafter for assets, excluding financial assets and goodwill, lacking physical substance with a finite life. No definition available.
|
| X | ||||||||||
|
- Definition
Amount of amortization expense expected to be recognized during the next fiscal year following the latest fiscal year for assets, excluding financial assets and goodwill, lacking physical substance with a finite life. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
| X | ||||||||||
|
- Definition
Amount of amortization expense expected to be recognized in the remainder of the fiscal year following the latest fiscal year ended for assets, excluding financial assets and goodwill, lacking physical substance with a finite life. No definition available.
|
| X | ||||||||||
|
- Definition
Amount of amortization expense expected to be recognized during the third fiscal year following the latest fiscal year for assets, excluding financial assets and goodwill, lacking physical substance with a finite life. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
| X | ||||||||||
|
- Definition
Amount of amortization expense expected to be recognized during the second fiscal year following the latest fiscal year for assets, excluding financial assets and goodwill, lacking physical substance with a finite life. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
| X | ||||||||||
|
- Details
|
| X | ||||||||||
|
- Definition
Sum of the carrying amounts of all intangible assets, excluding goodwill, as of the balance sheet date, net of accumulated amortization and impairment charges. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
|
Debt (Details) (USD $)
|
3 Months Ended | 0 Months Ended | 3 Months Ended | ||||
|---|---|---|---|---|---|---|---|
|
Dec. 31, 2012
|
Dec. 31, 2012
Senior Credit Facility, expiring April 30, 2013
|
Dec. 31, 2012
Amended Senior Credit Facility, expiring May 31, 2014
|
Apr. 30, 2010
Subordinated Note
|
Mar. 13, 2012
Subordinated Note
|
Oct. 02, 2011
Subordinated Note
Jacobs Trading
|
Dec. 31, 2012
Subordinated Note
Jacobs Trading
Subsequent event
Repayment of debt
|
|
| Debt | |||||||
| Term | 3 years | ||||||
| Maximum borrowings | $ 30,000,000 | $ 75,000,000 | |||||
| Interest rate basis | 30 day LIBOR | ||||||
| Percentage added to reference rate | 1.25% | ||||||
| Interest rate at period end (as a percent) | 1.461% | ||||||
| Available borrowing capacity | 70,500,000 | ||||||
| Issued letters of credit | 4,500,000 | ||||||
| Principal amount of debt issued | 40,000,000 | ||||||
| Interest rate (as a percent) | 5.00% | ||||||
| Gain on the early extinguishment of debt | $ 1,000,000 | $ 1,000,000 | |||||
| X | ||||||||||
|
- Definition
Represents the term of the debt instrument. No definition available.
|
| X | ||||||||||
|
- Definition
Fair Value of the liabilities incurred by the acquirer to former owners of the acquiree, including the fair value of any contingent consideration. If liabilities transferred as consideration remain within the combined entity after the business combination (for example, because the assets or liabilities were transferred to the acquiree rather than to its former owners), and the acquirer therefore retains control of them; in that situation, the acquirer measures those liabilities at their carrying amounts immediately before the acquisition date. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
| X | ||||||||||
|
- Definition
The percentage points added to the reference rate to compute the variable rate on the debt instrument. No definition available.
|
| X | ||||||||||
|
- Definition
The reference rate for the variable rate of the debt instrument, such as LIBOR or the US Treasury rate and the maturity of the reference rate used, such as three months or six months LIBOR. No definition available.
|
| X | ||||||||||
|
- Definition
Interest rate stated in the contractual debt agreement. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
| X | ||||||||||
|
- Details
|
| X | ||||||||||
|
- Definition
Difference between the fair value of payments made and the carrying amount of debt which is extinguished prior to maturity. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
| X | ||||||||||
|
- Definition
The total amount of the contingent obligation under letters of credit outstanding as of the reporting date. No definition available.
|
| X | ||||||||||
|
- Definition
The effective interest rate at the end of the reporting period. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
| X | ||||||||||
|
- Definition
Maximum borrowing capacity under the credit facility without consideration of any current restrictions on the amount that could be borrowed or the amounts currently outstanding under the facility. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
| X | ||||||||||
|
- Definition
Amount of borrowing capacity currently available under the credit facility (current borrowing capacity less the amount of borrowings outstanding). Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
|
Income Taxes (Details)
|
Dec. 31, 2012
|
|---|---|
| Income Taxes | |
| Estimated effective tax rate (as a percent) | 40.00% |
| X | ||||||||||
|
- Definition
Represents the estimated effective tax rate for the current fiscal year. No definition available.
|
| X | ||||||||||
|
- Details
|
|
Stockholders' Equity (Details) (USD $)
|
0 Months Ended | 3 Months Ended | 12 Months Ended | |||||||
|---|---|---|---|---|---|---|---|---|---|---|
|
May 17, 2012
|
May 03, 2011
|
Nov. 30, 2010
|
Feb. 02, 2010
|
Dec. 02, 2008
|
Dec. 31, 2012
|
Sep. 30, 2012
|
Sep. 30, 2011
|
Sep. 30, 2010
|
Sep. 30, 2009
|
|
| Stockholders' Equity | ||||||||||
| Share repurchase program approved amount | $ 30,000,000 | $ 10,000,000 | ||||||||
| Additional amount authorized under share repurchase program | 10,000,000 | 10,000,000 | 10,000,000 | |||||||
| Shares purchased | 505,067 | 229,575 | 1,225,019 | 707,462 | ||||||
| Shares purchased amount | 30,000,000 | 3,541,000 | 14,471,000 | 3,874,000 | ||||||
| Amount yet to be expended under the program | $ 18,114,000 | |||||||||
| X | ||||||||||
|
- Definition
Represents the additional amount authorized by an entity's Board of Director's under a stock repurchase plan. No definition available.
|
| X | ||||||||||
|
- Details
|
| X | ||||||||||
|
- Definition
The amount authorized by an entity's Board of Directors under a stock repurchase plan. No definition available.
|
| X | ||||||||||
|
- Definition
The remaining repurchase amount authorized by an entity's Board of Directors under a stock repurchase plan. No definition available.
|
| X | ||||||||||
|
- Definition
Number of shares that have been repurchased during the period and are being held in treasury. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
| X | ||||||||||
|
- Definition
Equity impact of the cost of common and preferred stock that were repurchased during the period. Recorded using the cost method. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
|
Stockholders' Equity (Details 2) (USD $)
|
3 Months Ended | 12 Months Ended | 3 Months Ended | 12 Months Ended | 3 Months Ended | 12 Months Ended | 3 Months Ended | 12 Months Ended | 3 Months Ended | 12 Months Ended | 3 Months Ended | 12 Months Ended | 3 Months Ended | 12 Months Ended | 3 Months Ended | ||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
|
Dec. 31, 2012
|
Sep. 30, 2012
|
Sep. 30, 2011
|
Dec. 31, 2006
|
Dec. 31, 2012
Minimum
|
Dec. 31, 2012
Maximum
|
Dec. 31, 2012
Options
|
Sep. 30, 2012
Options
|
Dec. 31, 2012
Options
Minimum
|
Sep. 30, 2012
Options
Minimum
|
Dec. 31, 2012
Options
Maximum
|
Sep. 30, 2012
Options
Maximum
|
Dec. 31, 2012
Restricted shares
|
Sep. 30, 2012
Restricted shares
|
Dec. 31, 2012
Restricted shares
Employees and directors
|
Sep. 30, 2012
Restricted shares
Employees and directors
|
Dec. 31, 2012
Restricted shares
Minimum
Employees and directors
|
Sep. 30, 2012
Restricted shares
Minimum
Employees and directors
|
Dec. 31, 2012
Restricted shares
Maximum
Employees and directors
|
Sep. 30, 2012
Restricted shares
Maximum
Employees and directors
|
Dec. 31, 2012
Restricted shares
Performance-based
Non-employee
|
Dec. 31, 2012
Options or stock appreciation rights
Maximum
|
Dec. 31, 2012
Other than options or stock appreciation rights
Maximum
|
|
| 2006 Omnibus Long-Term Incentive Plan (the 2006 Plan) | |||||||||||||||||||||||
| Shares initially reserved for issuance | 10,000,000 | ||||||||||||||||||||||
| Remaining shares reserved for issuance | 1,932,834 | 2,553,574 | 3,152,804 | ||||||||||||||||||||
| Options granted (in shares) | 59,322 | 181,783 | |||||||||||||||||||||
| Options granted, exercise prices (in dollars per share) | $ 42.37 | $ 34.42 | $ 38.09 | $ 31.37 | $ 46.72 | $ 42.31 | |||||||||||||||||
| Options forfeited (in shares) | 3,208 | 781,148 | |||||||||||||||||||||
| Restricted shares granted (in shares) | 679,509 | 633,647 | 469,509 | 633,647 | 210,000 | ||||||||||||||||||
| Restricted shares granted, price (in dollars per share) | $ 39.48 | $ 34.05 | $ 38.09 | $ 31.37 | $ 42.47 | $ 52.55 | |||||||||||||||||
| Restricted shares forfeited (in shares) | 114,883 | 138,052 | 14,883 | 138,052 | 100,000 | ||||||||||||||||||
| Number of shares awarded per person per year | 1,000,000 | 700,000 | |||||||||||||||||||||
| Shares and options vesting period | 1 year | 4 years | |||||||||||||||||||||
| X | ||||||||||
|
- Definition
Represents the number of shares that can be awarded to any person under the stock based compensation plan per year. No definition available.
|
| X | ||||||||||
|
- Definition
Period which an employee's right to exercise an award is no longer contingent on satisfaction of either a service condition, market condition or a performance condition, in 'PnYnMnDTnHnMnS' format, for example, 'P1Y5M13D' represents the reported fact of one year, five months, and thirteen days. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
| X | ||||||||||
|
- Definition
The number of equity-based payment instruments, excluding stock (or unit) options, that were forfeited during the reporting period. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
| X | ||||||||||
|
- Definition
The number of grants made during the period on other than stock (or unit) option plans (for example, phantom stock or unit plan, stock or unit appreciation rights plan, performance target plan). Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
| X | ||||||||||
|
- Definition
The weighted average fair value at grant date for nonvested equity-based awards issued during the period on other than stock (or unit) option plans (for example, phantom stock or unit plan, stock or unit appreciation rights plan, performance target plan). Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
| X | ||||||||||
|
- Details
|
| X | ||||||||||
|
- Definition
The maximum number of shares (or other type of equity) originally approved (usually by shareholders and board of directors), net of any subsequent amendments and adjustments, for awards under the equity-based compensation plan. As stock or unit options and equity instruments other than options are awarded to participants, the shares or units remain authorized and become reserved for issuance under outstanding awards (not necessarily vested). Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
| X | ||||||||||
|
- Definition
The difference between the maximum number of shares (or other type of equity) authorized for issuance under the plan (including the effects of amendments and adjustments), and the sum of: 1) the number of shares (or other type of equity) already issued upon exercise of options or other equity-based awards under the plan; and 2) shares (or other type of equity) reserved for issuance on granting of outstanding awards, net of cancellations and forfeitures, if applicable. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
| X | ||||||||||
|
- Definition
The number of shares under options that were cancelled during the reporting period as a result of occurrence of a terminating event specified in contractual agreements pertaining to the stock option plan. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
| X | ||||||||||
|
- Definition
Gross number of share options (or share units) granted during the period. No definition available.
|
| X | ||||||||||
|
- Definition
Weighted average price at which grantees can acquire the shares reserved for issuance on stock options awarded. No definition available.
|
|
Stockholders' Equity (Details 3) (Options, USD $)
|
3 Months Ended | 12 Months Ended |
|---|---|---|
|
Dec. 31, 2012
|
Sep. 30, 2012
|
|
|
Options
|
||
| Stock option activity | ||
| Options outstanding at the beginning of the period (in shares) | 1,675,795 | 2,894,547 |
| Options granted (in shares) | 59,322 | 181,783 |
| Options exercised (in shares) | (20,776) | (1,322,387) |
| Options cancelled (in shares) | (3,208) | (78,148) |
| Options outstanding at the end of the period (in shares) | 1,711,133 | 1,675,795 |
| Options exercisable at the end of the period (in shares) | 1,091,473 | |
| Weighted-Average Exercise Price | ||
| Options outstanding at the beginning of the period (in dollars per share) | $ 13.84 | $ 11.55 |
| Options granted (in dollars per share) | $ 42.37 | $ 34.42 |
| Options exercised (in dollars per share) | $ 10.04 | $ 11.72 |
| Options cancelled (in dollars per share) | $ 25.06 | $ 12.72 |
| Options outstanding at the end of the period (in dollars per share) | $ 14.86 | $ 13.84 |
| Options exercisable at the end of the period (in dollars per share) | $ 12.43 |
| X | ||||||||||
|
- Definition
The number of shares into which fully or partially vested stock options outstanding as of the balance sheet date can be currently converted under the option plan. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
| X | ||||||||||
|
- Definition
The weighted-average price as of the balance sheet date at which grantees can acquire the shares reserved for issuance on vested portions of options outstanding and currently exercisable under the stock option plan. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
| X | ||||||||||
|
- Definition
For presentations that combine terminations, the number of shares under options that were cancelled during the reporting period as a result of occurrence of a terminating event specified in contractual agreements pertaining to the stock option plan or that expired. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
| X | ||||||||||
|
- Definition
Weighted average price of options that were either forfeited or expired. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
| X | ||||||||||
|
- Definition
Gross number of share options (or share units) granted during the period. No definition available.
|
| X | ||||||||||
|
- Definition
The number of shares reserved for issuance under stock option agreements awarded under the plan that validly exist and are outstanding as of the balance sheet date, including vested options. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
| X | ||||||||||
|
- Details
|
| X | ||||||||||
|
- Definition
Weighted average price at which grantees can acquire the shares reserved for issuance under the stock option plan. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
| X | ||||||||||
|
- Details
|
| X | ||||||||||
|
- Definition
Weighted average price at which option holders acquired shares when converting their stock options into shares. No definition available.
|
| X | ||||||||||
|
- Definition
Weighted average price at which grantees can acquire the shares reserved for issuance on stock options awarded. No definition available.
|
| X | ||||||||||
|
- Definition
Number of share options (or share units) exercised during the current period. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
| X | ||||||||||
|
- Definition
Represents the forfeiture rate that is used in valuing an option. No definition available.
|
| X | ||||||||||
|
- Details
|
| X | ||||||||||
|
- Details
|
| X | ||||||||||
|
- Definition
The estimated dividend rate (a percentage of the share price) to be paid (expected dividends) to holders of the underlying shares over the option's term. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
| X | ||||||||||
|
- Definition
The estimated measure of the maximum percentage by which a share price is expected to fluctuate during a period. Volatility also may be defined as a probability-weighted measure of the dispersion of returns about the mean. The volatility of a share price is the standard deviation of the continuously compounded rates of return on the share over a specified period. That is the same as the standard deviation of the differences in the natural logarithms of the stock prices plus dividends, if any, over the period. No definition available.
|
| X | ||||||||||
|
- Definition
The estimated measure of the minimum percentage by which a share price is expected to fluctuate during a period. Volatility also may be defined as a probability-weighted measure of the dispersion of returns about the mean. The volatility of a share price is the standard deviation of the continuously compounded rates of return on the share over a specified period. That is the same as the standard deviation of the differences in the natural logarithms of the stock prices plus dividends, if any, over the period. No definition available.
|
| X | ||||||||||
|
- Definition
The maximum risk-free interest rate assumption that is used in valuing an option on its own shares. No definition available.
|
| X | ||||||||||
|
- Definition
The minimum risk-free interest rate assumption that is used in valuing an option on its own shares. No definition available.
|
| X | ||||||||||
|
- Definition
Amount of difference between fair value of the underlying shares reserved for issuance and exercise price of vested portions of options outstanding and currently exercisable. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
| X | ||||||||||
|
- Definition
Weighted average remaining contractual term for vested portions of options outstanding and currently exercisable or convertible, in 'PnYnMnDTnHnMnS' format, for example, 'P1Y5M13D' represents the reported fact of one year, five months, and thirteen days. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
| X | ||||||||||
|
- Definition
Amount of difference between fair value of the underlying shares reserved for issuance and exercise price of options outstanding. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
| X | ||||||||||
|
- Definition
Weighted average remaining contractual term for option awards outstanding, in 'PnYnMnDTnHnMnS' format, for example, 'P1Y5M13D' represents the reported fact of one year, five months, and thirteen days. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
| X | ||||||||||
|
- Definition
Price of a single share of a number of saleable stocks of a company. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
| X | ||||||||||
|
- Definition
Represents the aggregate intrinsic value of nonvested awards on equity-based plans excluding option plans (for example, phantom stock or unit plan, stock or unit appreciation rights plan, revenue or profit achievement stock award plan) for which the employer is contingently obligated to issue equity instruments or transfer assets to an employee who has not yet satisfied service or performance criteria necessary to gain title to proceeds from the sale of the award or underlying shares or units, as calculated by applying the disclosed pricing methodology. No definition available.
|
| X | ||||||||||
|
- Details
|
| X | ||||||||||
|
- Definition
The number of equity-based payment instruments, excluding stock (or unit) options, that were forfeited during the reporting period. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
| X | ||||||||||
|
- Definition
Weighted average fair value as of the grant date of equity-based award plans other than stock (unit) option plans that were not exercised or put into effect as a result of the occurrence of a terminating event. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
| X | ||||||||||
|
- Definition
The number of grants made during the period on other than stock (or unit) option plans (for example, phantom stock or unit plan, stock or unit appreciation rights plan, performance target plan). Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
| X | ||||||||||
|
- Definition
The weighted average fair value at grant date for nonvested equity-based awards issued during the period on other than stock (or unit) option plans (for example, phantom stock or unit plan, stock or unit appreciation rights plan, performance target plan). Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
| X | ||||||||||
|
- Definition
The number of non-vested equity-based payment instruments, excluding stock (or unit) options, that validly exist and are outstanding as of the balance sheet date. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
| X | ||||||||||
|
- Details
|
| X | ||||||||||
|
- Definition
The weighted average fair value of nonvested awards on equity-based plans excluding option plans (for example, phantom stock or unit plan, stock or unit appreciation rights plan, revenue or profit achievement stock award plan) for which the employer is contingently obligated to issue equity instruments or transfer assets to an employee who has not yet satisfied service or performance criteria necessary to gain title to proceeds from the sale of the award or underlying shares or units. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
| X | ||||||||||
|
- Details
|
| X | ||||||||||
|
- Definition
Weighted average remaining contractual term for equity-based awards excluding options, in 'PnYnMnDTnHnMnS' format, for example, 'P1Y5M13D' represents the reported fact of one year, five months, and thirteen days. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
| X | ||||||||||
|
- Definition
The number of equity-based payment instruments, excluding stock (or unit) options, that vested during the reporting period. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
| X | ||||||||||
|
- Definition
The weighted average fair value as of grant date pertaining to an equity-based award plan other than a stock (or unit) option plan for which the grantee gained the right during the reporting period, by satisfying service and performance requirements, to receive or retain shares or units, other instruments, or cash in accordance with the terms of the arrangement. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
| X | ||||||||||
|
- Definition
Price of a single share of a number of saleable stocks of a company. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
|
Fair Value Measurement (Details) (USD $)
|
Dec. 31, 2012
|
Sep. 30, 2012
|
Oct. 02, 2011
|
|---|---|---|---|
|
Jacobs Trading, LLC
|
|||
| Fair value measurement | |||
| Acquisition contingent consideration | $ 2,200,000 | $ 14,500,000 | $ 8,300,000 |
|
Recurring basis | Level 3 | Jacobs Trading, LLC
|
|||
| Fair value measurement | |||
| Acquisition contingent consideration | 2,200,000 | 14,511,000 | |
|
Recurring basis | Level 3 | Network International, Inc.
|
|||
| Fair value measurement | |||
| Acquisition contingent consideration | $ 18,113,000 |
| X | ||||||||||
|
- Definition
Fair value, as of the balance sheet date, of potential payments under the contingent consideration arrangement including cash and shares. No definition available.
|
| X | ||||||||||
|
- Details
|
|
Fair Value Measurement (Details 2) (USD $)
In Thousands, unless otherwise specified |
0 Months Ended | 3 Months Ended | 12 Months Ended | 3 Months Ended | |
|---|---|---|---|---|---|
|
Oct. 02, 2011
Jacobs Trading
|
Dec. 31, 2012
Contingent consideration
|
Sep. 30, 2012
Contingent consideration
|
Dec. 31, 2012
Contingent consideration
Minimum
|
Dec. 31, 2012
Contingent consideration
Maximum
|
|
| Changes in liabilities measured at fair value for which the Company has used Level 3 inputs to determine fair value | |||||
| Balance at the beginning of the period | $ 14,511 | $ 10,151 | |||
| Acquisition contingent consideration | 18,113 | 8,185 | |||
| Settlements | (17,400) | (3,162) | |||
| Increase (decrease) of contingent consideration | 5,097 | (663) | |||
| Balance at the end of the period | $ 20,321 | $ 14,511 | |||
| Discount rate (as a percent) | 15.00% | 2.00% | 6.00% | ||
| X | ||||||||||
|
- Definition
Acquisitions that have taken place during the period in relation to liabilities measured at fair value and categorized within Level 3 of the fair value hierarchy. No definition available.
|
| X | ||||||||||
|
- Definition
Amount of increase (decrease) of liabilities related to contingent consideration measured at fair value on a recurring basis using unobservable inputs (level 3) which have taken place during the period. Such increase (decrease) may be comprised of changes in fair value (gains or losses) whether realized or unrealized that have been included in earnings, changed net asset value, or other comprehensive income (a separate component of shareholders' equity); purchases, sales, issues, or settlements of assets; and net transfers into or out of this category within the fair value hierarchy. No definition available.
|
| X | ||||||||||
|
- Definition
Interest rate used to find the present value of an amount to be paid or received in the future as an input to measure fair value. For example, but not limited to, weighted average cost of capital (WACC), cost of capital, cost of equity and cost of debt. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
| X | ||||||||||
|
- Details
|
| X | ||||||||||
|
- Definition
Settlements that have taken place during the period in relation to liabilities measured at fair value and categorized within Level 3 of the fair value hierarchy. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
| X | ||||||||||
|
- Definition
This element represents a liability measured at fair value using significant unobservable inputs (Level 3) which is required for reconciliation purposes of beginning and ending balances. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
|
Defined Benefit Pension Plan (Details) (Defined benefit pension plan, USD $)
In Thousands, unless otherwise specified |
3 Months Ended |
|---|---|
|
Dec. 31, 2012
|
|
|
Defined benefit pension plan
|
|
| Net periodic benefit cost recognized | |
| Interest cost | $ 273 |
| Expected return on plan assets | (267) |
| Total net periodic benefit cost | $ 6 |
| X | ||||||||||
|
- Definition
An amount calculated as a basis for determining the extent of delayed recognition of the effects of changes in the fair value of assets. The expected return on plan assets is determined based on the expected long-term rate of return on plan assets and the market-related value of plan assets. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
| X | ||||||||||
|
- Definition
The increase in a defined benefit pension plan's projected benefit obligation or a defined benefit postretirement plan's accumulated postretirement benefit obligation due to the passage of time. Reference 1: http://www.xbrl.org/2003/role/presentationRef
|
| X | ||||||||||
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- Definition
The total amount of net periodic benefit cost for defined benefit plans for the period. Periodic benefit costs include the following components: service cost, interest cost, expected return on plan assets, gain (loss), prior service cost or credit, transition asset or obligation, and gain (loss) due to settlements or curtailments. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- Details
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