Delaware
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46-5743146
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(State or other jurisdiction of incorporation or
organization)
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(IRS Employer Identification No.)
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1950 Hassell Road, Hoffman Estates, IL
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60169
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(Address of principal executive offices)
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(Zip Code)
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Securities registered pursuant to Section 12(b) of the Act:
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Title of class
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Name of each exchange on which registered
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Common Stock, $0.01 Par Value
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NASDAQ Global Select Market
|
|
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Securities registered pursuant to Section 12(g) of the Act:
|
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None
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Large accelerated filer
ý
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Accelerated filer
o
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Non-accelerated filer
o
(Do not check if a smaller reporting company)
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Smaller reporting company
o
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Page
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Part I
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Item 1.
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Item 1A.
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Item 1B.
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Item 2.
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Item 3.
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Item 4.
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Part II
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Item 5.
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Item 6.
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Item 7.
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Item 7A.
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Item 8.
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Item 9.
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Item 9A.
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Item 9B.
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Part III
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Item 10.
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Item 11.
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Item 12.
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Item 13.
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Item 14.
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Part IV
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Item 15.
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•
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the Company's success in obtaining, retaining, and selling additional services to customers;
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•
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the pricing of our products and services;
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•
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overall market and economic conditions, including interest rate and foreign currency trends, and technology trends;
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•
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auto sales and advertising and related industry changes;
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•
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competitive conditions;
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•
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changes in regulation;
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•
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changes in technology, security breaches, interruptions, failures, and other errors involving our systems;
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•
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availability of skilled technical employees/labor/personnel;
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•
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the impact of new acquisitions and divestitures;
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•
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employment and wage levels;
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•
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availability of capital for the payment of debt service obligations or dividends or the repurchase of shares;
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•
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our ability to timely and effectively implement our business transformation plan, which is intended to increase operating efficiency and improve our global cost structure, while limiting or mitigating business disruption; and
|
•
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the ability of our significant stockholders and their affiliates to significantly influence our decisions.
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•
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Public Franchised Automotive Retail Groups
- customers in this group are publicly traded companies that own multiple automotive retail locations and have multiple franchises;
|
•
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Private Franchised Automotive Retail Groups -
customers in this group own two or more automotive retail locations consisting of two or more franchises;
|
•
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Private Single-Location Franchised Automotive Retailers -
customers in this group own and manage a single automotive retail location consisting of one or more franchises;
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•
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OEM Company-Owned Retail Locations -
customers in this group are OEMs which own and operate one or more automotive retail locations; and
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•
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Independent Used Car Retailers -
customers in this group own and manage one or more retail locations. Independent used car retailers do not have OEM franchises for new vehicle sales and authorized services and instead sell only used cars and related financing, insurance, parts, repair, and maintenance services.
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Solutions
|
|
Description
|
Dealer Management Systems
|
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Integrated suite of features and services to manage the information systems and process workflows involved in running automotive retail operations
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Front Office/Vehicle Sales Solutions
(1)(2)
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Technology tools and services to streamline the entire vehicle inventory, sales, and finance and insurance (“F&I”) process
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Fixed Operations Solutions
(1)(2)
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Solutions to manage the parts and service profit center of dealerships including customer targeting appointment scheduling, on-site workflow and billing
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Customer Relationship Management Solutions
(1)(3)
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A system that provides instant access to manage interactions with current and prospective customers
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Financial Management Solutions
(1)(3)
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Value-added capabilities for accounts payable, payments, and payroll
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Document Management Solutions
(1)(3)
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Document creation and archiving solutions to address the complex automotive retail sales process
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Network Management Solutions
(1)(2)
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Wired and wireless network solutions to support dealer connectivity and security efforts
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Integrated Telephony Management Solutions
(1)(3)
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Integrated telephony solutions that allow automotive retailers to connect and communicate via presence, instant messaging, voice, and video
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Data Management & Business Intelligence Solutions
(1)(2)
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Solutions to extract, cleanse, normalize, enhance, and distribute data and to provide actionable insights
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Implementation and Training Solutions
(3)
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Solution delivery and configuration services and development of end user utilization skills and productivity
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Customer Support
(1)(3)
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Full range of support services
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Professional Services
(1)(2)
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Consulting services that provide in-depth analysis and recommendations on optimizing retail operations
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Websites
(4)
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Proprietary internet content delivery platform
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Solutions
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|
Description
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Advertising
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Multi-channel advertising delivered through a proprietary advertising technology platform
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Business Intelligence
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Actionable insights delivered through advanced dashboards that use performance indicators
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Marketing Services and Expertise
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Advertising strategy consultancy and execution
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•
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OEM Relationships—
we have a team of professionals assigned to establish relationships with automotive OEMs, sell our solutions, and manage our relationships beyond the initial sale, with targets for account performance and satisfaction.
|
•
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Public Franchised Automotive Retail Groups, Private Franchised Automotive Retail Groups, Private Single-Location Automotive Retailers, OEM Company-Owned Retail Locations, and Independent Used Car Retailers—
we target these automotive retailers through our sales force and marketing programs to drive demand generation and ensure retention. We operate this way in North America and internationally.
|
•
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DMS providers, including Reynolds and Reynolds, Dealertrack (Cox Automotive), Auto/Mate, AutoSoft, and various local and regional providers globally;
|
•
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sales, marketing inventory, and F&I software and service providers, including Dealertrack (Cox Automotive), First Look, Market Scan Information Systems, StoneEagle Group, vAuto (Cox Automotive), VinSolutions (Cox Automotive), and various local and regional providers globally;
|
•
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providers of vehicle electronic registration solutions that compete with CVR, including ELS, MVSC, TitleTec, and triVIN (Cox Automotive); and
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•
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providers of web-based automotive finance credit applications and eContracting processors that compete with our Open Dealer Exchange joint venture with Reynolds and Reynolds, including Dealertrack (Cox Automotive) and RouteOne.
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•
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our automotive retail solutions compete with integrated providers of automotive retailing technology solutions, such as Reynolds and Reynolds Company, Cox Automotive (DealerTrak, Autotrader.com, and others), RouteOne LLC, and Dominion Enterprises; and
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•
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our advertising and website solutions compete with integrated providers of automotive digital marketing/advertising solutions, such as Cox Automotive, Dominion Enterprises, and Reynolds and Reynolds Company.
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•
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the adverse effect of long-term wage stagnation on the purchasing power of vehicle purchasers and the number of vehicle purchasers;
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•
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pricing and purchase incentives for vehicles;
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•
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disruption in the available inventory of vehicles;
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•
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disruption in the retail automobile dealership model;
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•
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the expectation that consumers will be purchasing fewer vehicles overall during their lifetime as a result of better quality vehicles and longer warranties and the development of shared-use mobility;
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•
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the cost of gasoline and other forms of energy;
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•
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the availability and cost of credit to finance the purchase of vehicles;
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•
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increased federal and other taxation; and
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•
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reductions in business and consumer confidence.
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•
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executing on our business transformation plan;
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•
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deepening relationships with our existing customer base;
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•
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continuing to expand our customer base;
|
•
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strengthening and extending our solutions portfolio;
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•
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driving additional operational efficiency; and
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•
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selectively pursuing strategic acquisitions.
|
•
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the ability to obtain additional financing, if necessary, for working capital, capital expenditures, acquisitions, or other purposes may be impaired or the financing may not be available on favorable terms, or at all;
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•
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any failure to comply with the obligations of any of our debt instruments could result in an event of default under the agreements governing such indebtedness;
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•
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a portion of cash flows will be required to make payment of principal of, and interest on, our indebtedness, reducing the funds that would otherwise be available for operations, future business opportunities, and potential dividends to our stockholders;
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•
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our indebtedness will make us more vulnerable to competitive pressures or a downturn in our business or the economy generally; and
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•
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our indebtedness may limit our flexibility in responding to changing business and economic conditions.
|
•
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our ability to timely and effectively implement our business transformation plan;
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•
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the timing, size, and nature of our customer revenues (particularly with respect to our advertising business) and any losses with respect thereto;
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•
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product and price competition regarding our products and services;
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•
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the timing of introduction and market acceptance of new products, services or product enhancements by us, or our competitors;
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•
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changes in our operating expenses;
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•
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foreign currency fluctuations;
|
•
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the timing of acquisitions or divestitures of businesses, products, and services;
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•
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the seasonality of car sales;
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•
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personnel changes; and
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•
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fluctuations in economic and financial market conditions.
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•
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integration and restructuring costs, both one-time and ongoing;
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•
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developing and maintaining sufficient controls, policies, and procedures;
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•
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diversion of management’s attention from ongoing business operations;
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•
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establishing new informational, operational, and financial systems to meet the needs of our business;
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•
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losing key employees, customers, and vendors;
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•
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failing to achieve anticipated synergies, including with respect to complementary solutions; and
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•
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unanticipated or unknown liabilities.
|
•
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our financial performance;
|
•
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our credit ratings;
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•
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the liquidity of the overall capital markets; and
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•
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the state of the economy.
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•
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issuing, redeeming or being involved in other significant acquisitions of our equity securities;
|
•
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transferring significant amounts of our assets;
|
•
|
amending our certificate of incorporation or by-laws;
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•
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failing to engage in the active conduct of a trade or business; or
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•
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engaging in certain other actions or transactions that could jeopardize the tax-free status of the spin-off.
|
•
|
direct or indirect acquisitions of our stock or assets (regardless of whether we consent to such acquisitions);
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•
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negotiations, understandings, agreements, or arrangements in respect of such acquisitions; or
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•
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our failure to comply with certain representations and undertakings from us, including the restrictions described in the preceding risk factor.
|
•
|
our business profile and market capitalization may not fit the investment objectives of our stockholders, and our common stock may not be included in some indices, causing certain holders to sell their shares;
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•
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a shift in our investor base;
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•
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the actions of significant stockholders;
|
•
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our quarterly or annual earnings, or those of other companies in our industry;
|
•
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actual or anticipated fluctuations in our operating results;
|
•
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announcements and strategic moves, such as acquisitions or restructurings, by us or our competitors of significant acquisitions or dispositions;
|
•
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the failure of securities analysts to cover our common stock;
|
•
|
the operating and stock price performance of other comparable companies;
|
•
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changes in expectations concerning our future financial performance and the future performance of our industry in general, including financial estimates and recommendations by securities analysts;
|
•
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differences between our actual financial and operating results and those expected by investors and analysts;
|
•
|
changes in the regulatory framework of our industry and regulatory action;
|
•
|
changes in general economic or market conditions; and
|
•
|
the other factors described in these “Risk Factors” and elsewhere in this Annual Report on Form 10-K.
|
•
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the inability of our stockholders to act by written consent; and
|
•
|
the right of our Board of Directors to issue preferred stock without stockholder approval.
|
|
Price Per Share
|
|
Dividends
|
||||||||
|
High
|
|
Low
|
|
Per Share
|
||||||
Year ended June 30, 2016
|
|
|
|
|
|
||||||
First Quarter
|
$
|
55.25
|
|
|
$
|
40.52
|
|
|
$
|
0.120
|
|
Second Quarter
|
$
|
51.36
|
|
|
$
|
45.02
|
|
|
$
|
0.135
|
|
Third Quarter
|
$
|
47.68
|
|
|
$
|
39.67
|
|
|
$
|
0.135
|
|
Fourth Quarter
|
$
|
58.16
|
|
|
$
|
45.12
|
|
|
$
|
0.135
|
|
|
|
|
|
|
|
||||||
Year ended June 30, 2015
|
|
|
|
|
|
||||||
Second Quarter
|
$
|
43.16
|
|
|
$
|
25.00
|
|
|
$
|
0.120
|
|
Third Quarter
|
$
|
49.80
|
|
|
$
|
38.83
|
|
|
$
|
0.120
|
|
Fourth Quarter
|
$
|
57.89
|
|
|
$
|
44.69
|
|
|
$
|
0.120
|
|
|
October 1, 2014
|
|
December 31, 2014
|
|
March 31, 2015
|
|
June 30, 2015
|
|
September 30, 2015
|
|
December 31, 2015
|
|
March 31, 2016
|
|
June 30, 2016
|
||||||||||||||||
CDK Global, Inc.
|
$
|
100.00
|
|
|
$
|
131.90
|
|
|
$
|
151.71
|
|
|
$
|
175.51
|
|
|
$
|
156.27
|
|
|
$
|
154.95
|
|
|
$
|
152.39
|
|
|
$
|
182.09
|
|
S&P 500 Index
|
$
|
100.00
|
|
|
$
|
106.32
|
|
|
$
|
107.34
|
|
|
$
|
107.63
|
|
|
$
|
100.73
|
|
|
$
|
107.60
|
|
|
$
|
109.01
|
|
|
$
|
111.68
|
|
S&P MidCap 400 Index
|
$
|
100.00
|
|
|
$
|
107.84
|
|
|
$
|
113.57
|
|
|
$
|
112.36
|
|
|
$
|
102.40
|
|
|
$
|
105.26
|
|
|
$
|
109.21
|
|
|
$
|
113.56
|
|
NASDAQ Composite Index
|
$
|
100.00
|
|
|
$
|
107.46
|
|
|
$
|
111.61
|
|
|
$
|
113.90
|
|
|
$
|
105.28
|
|
|
$
|
114.31
|
|
|
$
|
111.56
|
|
|
$
|
111.31
|
|
•
|
The investment of $
100
at the close of business on October 1, 2014 in CDK common stock, the S&P 500 Index, the S&P MidCap 400 Index, and the NASDAQ Composite Index.
|
•
|
Reinvestment of dividends.
|
Period
|
|
Total Number of Shares Purchased
(1)
|
|
Average Price Paid per Share
|
|
Total Number of Shares as Part of Publicly Announced Programs
(2)
|
|
Maximum Number (or Approximate Dollar Value) that May Yet Be Purchased Under the Program
(3)
|
||||||
April 1 - 30, 2016
|
|
2,556
|
|
|
$
|
46.37
|
|
|
—
|
|
|
$
|
750,000,000
|
|
May 1 - 31, 2016
|
|
207
|
|
|
$
|
51.22
|
|
|
—
|
|
|
$
|
750,000,000
|
|
June 1 - 30, 2016
(4)
|
|
5,294,554
|
|
|
$
|
54.11
|
|
|
5,294,554
|
|
|
$
|
450,000,000
|
|
Total
|
|
5,297,317
|
|
|
$
|
54.11
|
|
|
5,294,554
|
|
|
|
|
|
Years Ended June 30,
|
||||||||||||||||||
(In millions, except per share amounts)
|
|
2016
|
|
2015
|
|
2014
|
|
2013
|
|
2012
|
||||||||||
Income Statement Data
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Revenues
|
|
$
|
2,114.6
|
|
|
$
|
2,063.5
|
|
|
$
|
1,976.5
|
|
|
$
|
1,839.4
|
|
|
$
|
1,695.6
|
|
Earnings before income taxes
|
|
369.1
|
|
|
299.9
|
|
|
353.3
|
|
|
320.7
|
|
|
256.4
|
|
|||||
Provision for income taxes
|
|
122.3
|
|
|
113.6
|
|
|
117.4
|
|
|
115.0
|
|
|
91.3
|
|
|||||
Net earnings
|
|
246.8
|
|
|
186.3
|
|
|
235.9
|
|
|
205.7
|
|
|
165.1
|
|
|||||
Net earnings attributable to noncontrolling interest
|
|
7.5
|
|
|
7.9
|
|
|
8.0
|
|
|
6.3
|
|
|
5.0
|
|
|||||
Net earnings attributable to CDK/Dealer Services
|
|
239.3
|
|
|
178.4
|
|
|
227.9
|
|
|
199.4
|
|
|
160.1
|
|
|||||
Basic net earnings attributable to CDK/Dealer Services per share
|
|
$
|
1.52
|
|
|
$
|
1.11
|
|
|
$
|
1.42
|
|
|
$
|
1.24
|
|
|
$
|
1.00
|
|
Diluted net earnings attributable to CDK/Dealer Services per share
|
|
$
|
1.51
|
|
|
$
|
1.10
|
|
|
$
|
1.42
|
|
|
$
|
1.24
|
|
|
$
|
1.00
|
|
Weighted-average basic shares outstanding
(1)
|
|
157.0
|
|
|
160.6
|
|
|
160.6
|
|
|
160.6
|
|
|
160.6
|
|
|||||
Weighted-average diluted shares outstanding
(1)
|
|
158.0
|
|
|
161.6
|
|
|
160.6
|
|
|
160.6
|
|
|
160.6
|
|
|||||
Cash dividends declared per share
|
|
$
|
0.525
|
|
|
$
|
0.360
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Balance Sheet Data
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Cash and cash equivalents
|
|
$
|
219.1
|
|
|
$
|
408.2
|
|
|
$
|
402.8
|
|
|
$
|
276.3
|
|
|
$
|
223.1
|
|
Total current assets
|
|
738.7
|
|
|
885.2
|
|
|
918.2
|
|
|
783.6
|
|
|
686.5
|
|
|||||
Property, plant and equipment, net
|
|
118.6
|
|
|
100.0
|
|
|
82.6
|
|
|
68.4
|
|
|
64.0
|
|
|||||
Total assets
|
|
2,365.0
|
|
|
2,518.5
|
|
|
2,598.6
|
|
|
2,436.8
|
|
|
2,347.2
|
|
|||||
Total current liabilities
|
|
523.4
|
|
|
498.4
|
|
|
497.5
|
|
|
532.5
|
|
|
528.9
|
|
|||||
Long-term debt
|
|
1,190.3
|
|
|
971.1
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||
Total liabilities
|
|
1,988.8
|
|
|
1,734.4
|
|
|
789.3
|
|
|
882.1
|
|
|
873.6
|
|
|||||
Total equity
|
|
376.2
|
|
|
784.1
|
|
|
1,809.3
|
|
|
1,554.7
|
|
|
1,473.6
|
|
Workstream
|
|
Description
|
|
EBITDA Savings Goal
|
MoveUp!
|
|
Migrate customers to latest software versions; engineer to reduce customizations
|
|
$15 - 20 million
|
Streamline implementation
|
|
Streamline installation and training process through improved technology, process, tools, and workflow
|
|
$25 - 30 million
|
Enhance customer service
|
|
Decrease resolution times through optimized case management and technology-enabled, intelligent, user-driven support
|
|
$10 - 15 million
|
Optimize sales and product offering
|
|
Adjust sales structure; reduce product complexity; expand bundling; optimize discount management; standardize pricing
|
|
$65 - 75 million
|
Simplify quote to cash
|
|
Reduce business complexity through integrated go-to-market model that leverages an automated contracting process, SKU rationalization, and streamlined invoicing
|
|
$25 - 30 million
|
Workforce efficiency and footprint
|
|
Increase efficiency through fewer layers and larger spans of control, geographic wage arbitrage, and reduced facility footprint
|
|
$55 - 60 million
|
Strategic sourcing
|
|
Disciplined vendor management and vendor consolidation
|
|
$15 - 20 million
|
Automotive Retail International
|
|
Comprehensive optimization across back office, R&D, implementation, and support
|
|
$10 - 15 million
|
Other
|
|
|
|
$20 million
|
Target
|
|
|
|
$250 - 275 million
|
|
Employee-Related Costs
|
|
Contract Termination Costs
|
|
Total
|
||||||
Balance as of June 30, 2015
|
$
|
2.4
|
|
|
$
|
—
|
|
|
$
|
2.4
|
|
Charges
|
17.7
|
|
|
2.9
|
|
|
20.6
|
|
|||
Cash payments
|
(10.6
|
)
|
|
(2.0
|
)
|
|
(12.6
|
)
|
|||
Adjustments
|
(0.4
|
)
|
|
—
|
|
|
(0.4
|
)
|
|||
Foreign exchange
|
(0.1
|
)
|
|
—
|
|
|
(0.1
|
)
|
|||
Balance as of June 30, 2016
|
$
|
9.0
|
|
|
$
|
0.9
|
|
|
$
|
9.9
|
|
•
|
Our revenues, operating earnings, and profitability have varied in the past as a result of these trends and uncertainties and are likely to continue to vary from quarter to quarter, which may lead to volatility in our stock price. These trends or uncertainties could occur in a variety of different areas of our business and the marketplace.
|
•
|
Changing market trends, including changes in the automotive marketplace, both in North America and internationally, could have a material impact on our business. From time to time, the economic trends of a region could have an impact on the volume of automobiles sold at retail within one or more of the geographic markets in which we operate. To some extent, our business is impacted by these trends, either directly through a shift in the number of transactions processed by customers of our transactional business, or indirectly through changes in our customers’ spending habits based on their own changes in profitability.
|
•
|
Our presence in multiple markets internationally could pose challenges that would impact our business or results of operations. We currently operate in over
100
countries and derive a significant amount of our overall revenues from markets outside of North America. The geographic breadth of our presence exposes us to potential economic, social, regulatory, and political shifts.
|
•
|
Our ability to bring new solutions to market, research and develop, or acquire the data and technology that enables those solutions is important to our continued success. During fiscal
2016
,
2015
, and
2014
, we incurred
$161.0 million
,
$170.1 million
, and
$165.7 million
, respectively, of expenses to research, develop, and deploy new and enhanced solutions for our customers. In addition, our strategy includes the selective pursuit of acquisitions that support or complement our existing technology and solution set. An inability to invest in the continued development of new solutions for the automotive marketplace, or an inability to acquire new technology or solutions due to a lack of liquidity or resources, could impair our strategic position.
|
•
|
Along with our development and acquisition expenditures, our success depends on our ability to maintain the security of our data and intellectual property, as well as our customers’ data. Although we maintain a clear focus on data and system security, and we incur significant costs securing our infrastructure annually in support of that focus, we may experience interruptions of service or potential security issues that may be beyond our control.
|
•
|
cost of certain systems, such as for procurement and expense management, which were supported by ADP’s corporate information technology group, were allocated based on the approximate usage of information technology systems by the Company in relation to ADP’s total usage;
|
•
|
corporate human resources costs were allocated based on the estimated percentage of usage by the Company, including benefits, recruiting, global learning and development, employee relocation services, and other human resources shared services;
|
•
|
travel department costs were allocated based on the estimated percentage of travel directly related to the Company;
|
•
|
security department costs were allocated based on the estimated percentage of usage of security for the Company in relation to ADP’s total security usage;
|
•
|
real estate department costs were allocated based on the estimated percentage of square footage of facilities for the Company that were managed by the ADP corporate real estate department in relation to ADP’s total managed facilities; and
|
•
|
all other allocations were based on an estimated percentage of support staff time related to the Company in comparison to ADP as a whole.
|
•
|
compensation of corporate headquarters management and of directors;
|
•
|
corporate finance functions including accounting, treasury, internal audit, investor relations, and tax;
|
•
|
annual meetings of stockholders;
|
•
|
board of directors and committee meetings;
|
•
|
Exchange Act annual, quarterly, and current report preparation and filing, including reports to stockholders;
|
•
|
SEC and stock exchange corporate governance compliance;
|
•
|
stock exchange listing fees and transfer agent fees; and
|
•
|
directors and officers insurance.
|
|
Years Ended June 30,
|
|
Change
|
|||||||||||
|
2016
|
|
2015
|
|
$
|
|
%
|
|||||||
Revenues
|
$
|
2,114.6
|
|
|
$
|
2,063.5
|
|
|
$
|
51.1
|
|
|
2
|
%
|
Costs of revenues
|
1,243.4
|
|
|
1,273.2
|
|
|
(29.8
|
)
|
|
(2
|
)%
|
|||
Selling, general and administrative expenses
|
448.5
|
|
|
431.1
|
|
|
17.4
|
|
|
4
|
%
|
|||
Restructuring expenses
|
20.2
|
|
|
2.4
|
|
|
17.8
|
|
|
n/m
|
|
|||
Separation costs
|
—
|
|
|
34.6
|
|
|
(34.6
|
)
|
|
(100
|
)%
|
|||
Total expenses
|
1,712.1
|
|
|
1,741.3
|
|
|
(29.2
|
)
|
|
(2
|
)%
|
|||
Operating earnings
|
402.5
|
|
|
322.2
|
|
|
80.3
|
|
|
25
|
%
|
|||
Interest expense
|
(40.2
|
)
|
|
(28.8
|
)
|
|
(11.4
|
)
|
|
(40
|
)%
|
|||
Other income, net
|
6.8
|
|
|
6.5
|
|
|
0.3
|
|
|
5
|
%
|
|||
Earnings before income taxes
|
369.1
|
|
|
299.9
|
|
|
69.2
|
|
|
23
|
%
|
|||
Margin %
|
17.5
|
%
|
|
14.5
|
%
|
|
|
|
|
|||||
Provision for income taxes
|
(122.3
|
)
|
|
(113.6
|
)
|
|
(8.7
|
)
|
|
(8
|
)%
|
|||
Effective tax rate
|
33.1
|
%
|
|
37.9
|
%
|
|
|
|
|
|||||
Net earnings
|
246.8
|
|
|
186.3
|
|
|
60.5
|
|
|
32
|
%
|
|||
Less: net earnings attributable to noncontrolling interest
|
7.5
|
|
|
7.9
|
|
|
(0.4
|
)
|
|
(5
|
)%
|
|||
Net earnings attributable to CDK
|
$
|
239.3
|
|
|
$
|
178.4
|
|
|
$
|
60.9
|
|
|
34
|
%
|
|
Years Ended June 30,
|
|
Change
|
|||||||||||
|
2016
|
|
2015
|
|
$
|
|
%
|
|||||||
Revenues
|
$
|
2,114.6
|
|
|
$
|
2,063.5
|
|
|
$
|
51.1
|
|
|
2
|
%
|
Internet sales leads revenues
(1)
|
—
|
|
|
(46.2
|
)
|
|
46.2
|
|
|
|
||||
Adjusted revenues
|
$
|
2,114.6
|
|
|
$
|
2,017.3
|
|
|
$
|
97.3
|
|
|
5
|
%
|
Impact of exchange rates
|
39.1
|
|
|
—
|
|
|
39.1
|
|
|
|
||||
Constant currency adjusted revenues
|
$
|
2,153.7
|
|
|
$
|
2,017.3
|
|
|
$
|
136.4
|
|
|
7
|
%
|
|
|
|
|
|
|
|
|
|||||||
Earnings before income taxes
|
$
|
369.1
|
|
|
$
|
299.9
|
|
|
$
|
69.2
|
|
|
23
|
%
|
Margin %
|
17.5
|
%
|
|
14.5
|
%
|
|
|
|
|
|||||
Separation costs
(2)
|
—
|
|
|
34.6
|
|
|
(34.6
|
)
|
|
|
||||
Accelerated trademark amortization
(3)
|
—
|
|
|
15.6
|
|
|
(15.6
|
)
|
|
|
||||
Stand-alone public company costs
(4)
|
—
|
|
|
(16.8
|
)
|
|
16.8
|
|
|
|
||||
Trademark royalty fee
(5)
|
—
|
|
|
5.7
|
|
|
(5.7
|
)
|
|
|
||||
Stock-based compensation
(4)
|
—
|
|
|
(0.4
|
)
|
|
0.4
|
|
|
|
||||
Interest expense
(4)
|
—
|
|
|
(8.2
|
)
|
|
8.2
|
|
|
|
||||
Restructuring expenses
(6)
|
20.2
|
|
|
2.4
|
|
|
17.8
|
|
|
|
||||
Other business transformation expenses
(6)
|
39.7
|
|
|
1.9
|
|
|
37.8
|
|
|
|
||||
Tax matters indemnification (gain)/loss, net
(7)
|
(2.6
|
)
|
|
1.1
|
|
|
(3.7
|
)
|
|
|
||||
Internet sales leads earnings
(1)
|
—
|
|
|
(2.5
|
)
|
|
2.5
|
|
|
|
||||
Adjusted earnings before income taxes
|
$
|
426.4
|
|
|
$
|
333.3
|
|
|
$
|
93.1
|
|
|
28
|
%
|
Adjusted margin %
|
20.2
|
%
|
|
16.5
|
%
|
|
|
|
|
|||||
Impact of exchange rates
|
10.2
|
|
|
—
|
|
|
10.2
|
|
|
|
||||
Constant currency adjusted earnings before income taxes
|
$
|
436.6
|
|
|
$
|
333.3
|
|
|
$
|
103.3
|
|
|
31
|
%
|
|
|
|
|
|
|
|
|
|||||||
Provision for income taxes
|
$
|
122.3
|
|
|
$
|
113.6
|
|
|
$
|
8.7
|
|
|
8
|
%
|
Effective tax rate
|
33.1
|
%
|
|
37.9
|
%
|
|
|
|
|
|||||
Income tax effect of pre-tax adjustments
(8)
|
21.6
|
|
|
6.4
|
|
|
15.2
|
|
|
|
||||
Income tax expense due to bonus depreciation law change
(9)
|
—
|
|
|
(4.6
|
)
|
|
4.6
|
|
|
|
||||
Pre spin-off filed tax return adjustment
(10)
|
0.4
|
|
|
(0.5
|
)
|
|
0.9
|
|
|
|
||||
Adjusted provision for income taxes
|
$
|
144.3
|
|
|
$
|
114.9
|
|
|
$
|
29.4
|
|
|
26
|
%
|
Adjusted effective tax rate
|
33.8
|
%
|
|
34.5
|
%
|
|
|
|
|
|
Years Ended June 30,
|
|
Change
|
|||||||||||
|
2016
|
|
2015
|
|
$
|
|
%
|
|||||||
Net earnings attributable to CDK
|
$
|
239.3
|
|
|
$
|
178.4
|
|
|
$
|
60.9
|
|
|
34
|
%
|
Separation costs
(2)
|
—
|
|
|
34.6
|
|
|
(34.6
|
)
|
|
|
||||
Accelerated trademark amortization
(3)
|
—
|
|
|
15.6
|
|
|
(15.6
|
)
|
|
|
||||
Stand-alone public company costs
(4)
|
—
|
|
|
(16.8
|
)
|
|
16.8
|
|
|
|
||||
Trademark royalty fee
(5)
|
—
|
|
|
5.7
|
|
|
(5.7
|
)
|
|
|
||||
Stock-based compensation
(4)
|
—
|
|
|
(0.4
|
)
|
|
0.4
|
|
|
|
||||
Interest expense
(4)
|
—
|
|
|
(8.2
|
)
|
|
8.2
|
|
|
|
||||
Restructuring expenses
(6)
|
20.2
|
|
|
2.4
|
|
|
17.8
|
|
|
|
||||
Other business transformation expenses
(6)
|
39.7
|
|
|
1.9
|
|
|
37.8
|
|
|
|
||||
Tax matters indemnification (gain)/loss, net
(7)
|
(2.6
|
)
|
|
1.1
|
|
|
(3.7
|
)
|
|
|
||||
Internet sales leads earnings
(1)
|
—
|
|
|
(2.5
|
)
|
|
2.5
|
|
|
|
||||
Income tax effect of pre-tax adjustments
(8)
|
(21.6
|
)
|
|
(6.4
|
)
|
|
(15.2
|
)
|
|
|
||||
Income tax expense due to bonus depreciation law change
(9)
|
—
|
|
|
4.6
|
|
|
(4.6
|
)
|
|
|
||||
Pre spin-off filed tax return adjustment
(10)
|
(0.4
|
)
|
|
0.5
|
|
|
(0.9
|
)
|
|
|
||||
Adjusted net earnings attributable to CDK
|
$
|
274.6
|
|
|
$
|
210.5
|
|
|
$
|
64.1
|
|
|
30
|
%
|
|
|
|
|
|
|
|
|
|||||||
Net earnings attributable to CDK per common share:
|
|
|
|
|
|
|
|
|||||||
Basic
|
$
|
1.52
|
|
|
$
|
1.11
|
|
|
|
|
37
|
%
|
||
Diluted
|
$
|
1.51
|
|
|
$
|
1.10
|
|
|
|
|
37
|
%
|
||
|
|
|
|
|
|
|
|
|||||||
Adjusted net earnings attributable to CDK per common share:
|
|
|
|
|
|
|
|
|||||||
Basic
|
$
|
1.75
|
|
|
$
|
1.31
|
|
|
|
|
34
|
%
|
||
Diluted
|
$
|
1.74
|
|
|
$
|
1.30
|
|
|
|
|
34
|
%
|
||
|
|
|
|
|
|
|
|
|||||||
Weighted-average common shares outstanding:
|
|
|
|
|
|
|
|
|||||||
Basic
(11)
|
157.0
|
|
|
160.6
|
|
|
|
|
|
|||||
Diluted
(11)
|
158.0
|
|
|
161.6
|
|
|
|
|
|
|
Years Ended June 30,
|
|
Change
|
|||||||||||
|
2016
|
|
2015
|
|
$
|
|
%
|
|||||||
Net earnings attributable to CDK
|
$
|
239.3
|
|
|
$
|
178.4
|
|
|
$
|
60.9
|
|
|
34
|
%
|
Margin %
|
11.3
|
%
|
|
8.6
|
%
|
|
|
|
|
|||||
Net earnings attributable to noncontrolling interest
(1)
|
7.5
|
|
|
7.9
|
|
|
(0.4
|
)
|
|
|
||||
Provision for income taxes
(2)
|
122.3
|
|
|
113.6
|
|
|
8.7
|
|
|
|
||||
Interest expense
(3)
|
40.2
|
|
|
28.8
|
|
|
11.4
|
|
|
|
||||
Depreciation and amortization
(4)
|
64.0
|
|
|
76.5
|
|
|
(12.5
|
)
|
|
|
||||
Separation costs
(5)
|
—
|
|
|
34.6
|
|
|
(34.6
|
)
|
|
|
||||
Stand-alone public company costs
(6)
|
—
|
|
|
(16.8
|
)
|
|
16.8
|
|
|
|
||||
Trademark royalty fee
(7)
|
—
|
|
|
5.7
|
|
|
(5.7
|
)
|
|
|
||||
Total stock-based compensation
(8)
|
36.4
|
|
|
30.4
|
|
|
6.0
|
|
|
|
||||
Restructuring expenses
(9)
|
20.2
|
|
|
2.4
|
|
|
17.8
|
|
|
|
||||
Other business transformation expenses
(9)
|
34.8
|
|
|
1.9
|
|
|
32.9
|
|
|
|
||||
Tax matters indemnification (gain)/loss, net
(10)
|
(2.6
|
)
|
|
1.1
|
|
|
(3.7
|
)
|
|
|
||||
Internet sales leads earnings
(11)
|
—
|
|
|
(2.5
|
)
|
|
2.5
|
|
|
|
||||
Adjusted EBITDA
|
$
|
562.1
|
|
|
$
|
462.0
|
|
|
$
|
100.1
|
|
|
22
|
%
|
Adjusted margin %
|
26.6
|
%
|
|
22.9
|
%
|
|
|
|
|
|
Years Ended June 30,
|
|
Change
|
|||||||||||
|
2016
|
|
2015
|
|
$
|
|
%
|
|||||||
Revenue
|
$
|
313.6
|
|
|
$
|
319.2
|
|
|
$
|
(5.6
|
)
|
|
(2
|
)%
|
Impact of exchange rates
|
25.9
|
|
|
—
|
|
|
25.9
|
|
|
|
||||
Constant currency revenues
|
$
|
339.5
|
|
|
$
|
319.2
|
|
|
$
|
20.3
|
|
|
6
|
%
|
|
|
|
|
|
|
|
|
|||||||
Earnings before income taxes
|
$
|
61.1
|
|
|
$
|
47.3
|
|
|
$
|
13.8
|
|
|
29
|
%
|
Margin %
|
19.5
|
%
|
|
14.8
|
%
|
|
|
|
|
|||||
Impact of exchange rates
|
4.8
|
|
|
—
|
|
|
4.8
|
|
|
|
||||
Constant currency earnings before income taxes
|
$
|
65.9
|
|
|
$
|
47.3
|
|
|
$
|
18.6
|
|
|
39
|
%
|
|
Years Ended June 30,
|
|
Change
|
|||||||||||
|
2016
|
|
2015
|
|
$
|
|
%
|
|||||||
Revenues
|
$
|
448.2
|
|
|
$
|
412.9
|
|
|
$
|
35.3
|
|
|
9
|
%
|
Impact of exchange rates
|
1.3
|
|
|
—
|
|
|
1.3
|
|
|
|
||||
Constant currency revenues
|
$
|
449.5
|
|
|
$
|
412.9
|
|
|
$
|
36.6
|
|
|
9
|
%
|
|
|
|
|
|
|
|
|
|||||||
Earnings before income taxes
|
$
|
58.4
|
|
|
$
|
24.5
|
|
|
$
|
33.9
|
|
|
138
|
%
|
Margin %
|
13.0
|
%
|
|
5.9
|
%
|
|
|
|
|
|||||
Accelerated trademark amortization
|
—
|
|
|
15.6
|
|
|
(15.6
|
)
|
|
|
||||
Adjusted earnings before income taxes
|
$
|
58.4
|
|
|
$
|
40.1
|
|
|
$
|
18.3
|
|
|
46
|
%
|
Adjusted margin %
|
13.0
|
%
|
|
9.7
|
%
|
|
|
|
|
|||||
Impact of exchange rates
|
0.9
|
|
|
—
|
|
|
0.9
|
|
|
|
||||
Constant currency adjusted earnings before income taxes
|
$
|
59.3
|
|
|
$
|
40.1
|
|
|
$
|
19.2
|
|
|
48
|
%
|
|
Years Ended June 30,
|
|
Change
|
|||||||||||
|
2016
|
|
2015
|
|
$
|
|
%
|
|||||||
Loss before income taxes
|
$
|
(200.8
|
)
|
|
$
|
(158.0
|
)
|
|
$
|
(42.8
|
)
|
|
(27
|
)%
|
Separation costs
|
—
|
|
|
34.6
|
|
|
(34.6
|
)
|
|
|
||||
Stand-alone public company costs
|
—
|
|
|
(14.7
|
)
|
|
14.7
|
|
|
|
||||
Trademark royalty fee
|
—
|
|
|
5.7
|
|
|
(5.7
|
)
|
|
|
||||
Stock-based compensation
|
—
|
|
|
(0.4
|
)
|
|
0.4
|
|
|
|
||||
Interest expense
|
—
|
|
|
(8.2
|
)
|
|
8.2
|
|
|
|
||||
Restructuring expenses
|
20.2
|
|
|
2.4
|
|
|
17.8
|
|
|
|
||||
Other business transformation expenses
|
39.7
|
|
|
1.9
|
|
|
37.8
|
|
|
|
||||
Tax matters indemnification (gain)/loss
|
(2.6
|
)
|
|
1.1
|
|
|
(3.7
|
)
|
|
|
||||
Adjusted loss before income taxes
|
$
|
(143.5
|
)
|
|
$
|
(135.6
|
)
|
|
$
|
(7.9
|
)
|
|
(6
|
)%
|
Impact of exchange rates
|
(0.1
|
)
|
|
—
|
|
|
(0.1
|
)
|
|
|
||||
Constant currency adjusted loss before income taxes
|
$
|
(143.6
|
)
|
|
$
|
(135.6
|
)
|
|
$
|
(8.0
|
)
|
|
(6
|
)%
|
|
Years Ended June 30,
|
|
Change
|
|||||||||||
|
2015
|
|
2014
|
|
$
|
|
%
|
|||||||
Revenues
|
$
|
2,063.5
|
|
|
$
|
1,976.5
|
|
|
$
|
87.0
|
|
|
4
|
%
|
Costs of revenues
|
1,273.2
|
|
|
1,204.5
|
|
|
68.7
|
|
|
6
|
%
|
|||
Selling, general and administrative expenses
|
431.1
|
|
|
411.8
|
|
|
19.3
|
|
|
5
|
%
|
|||
Restructuring expenses
|
2.4
|
|
|
—
|
|
|
2.4
|
|
|
100
|
%
|
|||
Separation costs
|
34.6
|
|
|
9.3
|
|
|
25.3
|
|
|
n/m
|
|
|||
Total expenses
|
1,741.3
|
|
|
1,625.6
|
|
|
115.7
|
|
|
7
|
%
|
|||
Operating earnings
|
322.2
|
|
|
350.9
|
|
|
(28.7
|
)
|
|
(8
|
)%
|
|||
Interest expense
|
(28.8
|
)
|
|
(1.0
|
)
|
|
(27.8
|
)
|
|
n/m
|
|
|||
Other income, net
|
6.5
|
|
|
3.4
|
|
|
3.1
|
|
|
91
|
%
|
|||
Earnings before income taxes
|
299.9
|
|
|
353.3
|
|
|
(53.4
|
)
|
|
(15
|
)%
|
|||
Margin %
|
14.5
|
%
|
|
17.9
|
%
|
|
|
|
|
|||||
Provision for income taxes
|
(113.6
|
)
|
|
(117.4
|
)
|
|
3.8
|
|
|
3
|
%
|
|||
Effective tax rate
|
37.9
|
%
|
|
33.2
|
%
|
|
|
|
|
|||||
Net earnings
|
186.3
|
|
|
235.9
|
|
|
(49.6
|
)
|
|
(21
|
)%
|
|||
Less: net earnings attributable to noncontrolling interest
|
7.9
|
|
|
8.0
|
|
|
(0.1
|
)
|
|
(1
|
)%
|
|||
Net earnings attributable to CDK
|
$
|
178.4
|
|
|
$
|
227.9
|
|
|
$
|
(49.5
|
)
|
|
(22
|
)%
|
|
Years Ended June 30,
|
|
Change
|
|||||||||||
|
2015
|
|
2014
|
|
$
|
|
%
|
|||||||
Revenues
|
$
|
2,063.5
|
|
|
$
|
1,976.5
|
|
|
$
|
87.0
|
|
|
4
|
%
|
Internet sales leads revenues
(1)
|
(46.2
|
)
|
|
(70.9
|
)
|
|
24.7
|
|
|
|
||||
Adjusted revenues
|
$
|
2,017.3
|
|
|
$
|
1,905.6
|
|
|
$
|
111.7
|
|
|
6
|
%
|
Impact of exchange rates
|
31.9
|
|
|
—
|
|
|
31.9
|
|
|
|
||||
Constant currency adjusted revenues
|
$
|
2,049.2
|
|
|
$
|
1,905.6
|
|
|
$
|
143.6
|
|
|
8
|
%
|
|
|
|
|
|
|
|
|
|||||||
Earnings before income taxes
|
$
|
299.9
|
|
|
$
|
353.3
|
|
|
$
|
(53.4
|
)
|
|
(15
|
)%
|
Margin %
|
14.5
|
%
|
|
17.9
|
%
|
|
|
|
|
|||||
Separation costs
(2)
|
34.6
|
|
|
9.3
|
|
|
25.3
|
|
|
|
||||
Accelerated trademark amortization
(3)
|
15.6
|
|
|
—
|
|
|
15.6
|
|
|
|
||||
Stand-alone public company costs
(4)
|
—
|
|
|
(30.3
|
)
|
|
30.3
|
|
|
|
||||
Trademark royalty fee
(5)
|
—
|
|
|
16.6
|
|
|
(16.6
|
)
|
|
|
||||
Stock-based compensation
(4)
|
—
|
|
|
(7.9
|
)
|
|
7.9
|
|
|
|
||||
Interest expense
(4)
|
—
|
|
|
(27.8
|
)
|
|
27.8
|
|
|
|
||||
Restructuring expenses
(6)
|
2.4
|
|
|
—
|
|
|
2.4
|
|
|
|
||||
Other business transformation expenses
(6)
|
1.9
|
|
|
—
|
|
|
1.9
|
|
|
|
||||
Tax matters indemnification loss
(7)
|
1.1
|
|
|
—
|
|
|
1.1
|
|
|
|
||||
Internet sales leads earnings
(1)
|
(2.5
|
)
|
|
(12.1
|
)
|
|
9.6
|
|
|
|
||||
Adjusted earnings before income taxes
|
$
|
353.0
|
|
|
$
|
301.1
|
|
|
$
|
51.9
|
|
|
17
|
%
|
Adjusted margin %
|
17.5
|
%
|
|
15.8
|
%
|
|
|
|
|
|||||
Impact of exchange rates
|
5.8
|
|
|
—
|
|
|
5.8
|
|
|
|
||||
Constant currency adjusted earnings before income taxes
|
$
|
358.8
|
|
|
$
|
301.1
|
|
|
$
|
57.7
|
|
|
19
|
%
|
|
|
|
|
|
|
|
|
|||||||
Provision for income taxes
|
$
|
113.6
|
|
|
$
|
117.4
|
|
|
$
|
(3.8
|
)
|
|
(3
|
)%
|
Effective tax rate
|
37.9
|
%
|
|
33.2
|
%
|
|
|
|
|
|||||
Income tax effect of pre-tax adjustments
(8)
|
14.0
|
|
|
(23.7
|
)
|
|
37.7
|
|
|
|
||||
Income tax expense due to bonus depreciation law change
(9)
|
(4.6
|
)
|
|
—
|
|
|
(4.6
|
)
|
|
|
||||
Valuation allowance adjustment
(10)
|
—
|
|
|
7.2
|
|
|
(7.2
|
)
|
|
|
||||
Pre spin-off filed tax return adjustment
(11)
|
(0.5
|
)
|
|
—
|
|
|
(0.5
|
)
|
|
|
||||
Adjusted provision for income taxes
|
$
|
122.5
|
|
|
$
|
100.9
|
|
|
$
|
21.6
|
|
|
21
|
%
|
Adjusted effective tax rate
|
34.7
|
%
|
|
33.5
|
%
|
|
|
|
|
|
Years Ended June 30,
|
|
Change
|
|||||||||||
|
2015
|
|
2014
|
|
$
|
|
%
|
|||||||
Net earnings attributable to CDK
|
$
|
178.4
|
|
|
$
|
227.9
|
|
|
$
|
(49.5
|
)
|
|
(22
|
)%
|
Separation costs
(2)
|
34.6
|
|
|
9.3
|
|
|
25.3
|
|
|
|
||||
Accelerated trademark amortization
(3)
|
15.6
|
|
|
—
|
|
|
15.6
|
|
|
|
||||
Stand-alone public company costs
(4)
|
—
|
|
|
(30.3
|
)
|
|
30.3
|
|
|
|
||||
Trademark royalty fee
(5)
|
—
|
|
|
16.6
|
|
|
(16.6
|
)
|
|
|
||||
Stock-based compensation
(4)
|
—
|
|
|
(7.9
|
)
|
|
7.9
|
|
|
|
||||
Interest expense
(4)
|
—
|
|
|
(27.8
|
)
|
|
27.8
|
|
|
|
||||
Restructuring expenses
(6)
|
2.4
|
|
|
—
|
|
|
2.4
|
|
|
|
||||
Other business transformation expenses
(6)
|
1.9
|
|
|
—
|
|
|
1.9
|
|
|
|
||||
Tax matters indemnification loss
(7)
|
1.1
|
|
|
—
|
|
|
1.1
|
|
|
|
||||
Internet sales leads earnings
(1)
|
(2.5
|
)
|
|
(12.1
|
)
|
|
9.6
|
|
|
|
||||
Income tax effect of pre-tax adjustments
(8)
|
(14.0
|
)
|
|
23.7
|
|
|
(37.7
|
)
|
|
|
||||
Income tax expense due to bonus depreciation law change
(9)
|
4.6
|
|
|
—
|
|
|
4.6
|
|
|
|
||||
Valuation allowance adjustment
(10)
|
—
|
|
|
(7.2
|
)
|
|
7.2
|
|
|
|
||||
Pre spin-off filed tax return adjustment
(11)
|
0.5
|
|
|
—
|
|
|
0.5
|
|
|
|
||||
Adjusted net earnings attributable to CDK
|
$
|
222.6
|
|
|
$
|
192.2
|
|
|
$
|
30.4
|
|
|
16
|
%
|
|
|
|
|
|
|
|
|
|||||||
Net earnings attributable to CDK per common share:
|
|
|
|
|
|
|
|
|||||||
Basic
|
$
|
1.11
|
|
|
$
|
1.42
|
|
|
|
|
(22
|
)%
|
||
Diluted
|
$
|
1.10
|
|
|
$
|
1.42
|
|
|
|
|
(23
|
)%
|
||
|
|
|
|
|
|
|
|
|||||||
Adjusted net earnings attributable to CDK per common share:
|
|
|
|
|
|
|
|
|||||||
Basic
|
$
|
1.39
|
|
|
$
|
1.20
|
|
|
|
|
16
|
%
|
||
Diluted
|
$
|
1.38
|
|
|
$
|
1.20
|
|
|
|
|
15
|
%
|
||
|
|
|
|
|
|
|
|
|||||||
Weighted-average common shares outstanding:
|
|
|
|
|
|
|
|
|||||||
Basic
|
160.6
|
|
|
160.6
|
|
|
|
|
|
|||||
Diluted
|
161.6
|
|
|
160.6
|
|
|
|
|
|
|
Years Ended June 30,
|
|
Change
|
|||||||||||
|
2015
|
|
2014
|
|
$
|
|
%
|
|||||||
Net earnings attributable to CDK
|
$
|
178.4
|
|
|
$
|
227.9
|
|
|
$
|
(49.5
|
)
|
|
(22
|
)%
|
Margin %
|
8.6
|
%
|
|
11.5
|
%
|
|
|
|
|
|||||
Net earnings attributable to noncontrolling interest
(1)
|
7.9
|
|
|
8.0
|
|
|
(0.1
|
)
|
|
|
||||
Provision for income taxes
(2)
|
113.6
|
|
|
117.4
|
|
|
(3.8
|
)
|
|
|
||||
Interest expense
(3)
|
28.8
|
|
|
1.0
|
|
|
27.8
|
|
|
|
||||
Depreciation and amortization
(4)
|
76.5
|
|
|
52.3
|
|
|
24.2
|
|
|
|
||||
Separation costs
(5)
|
34.6
|
|
|
9.3
|
|
|
25.3
|
|
|
|
||||
Stand-alone public company costs
(6)
|
—
|
|
|
(30.3
|
)
|
|
30.3
|
|
|
|
||||
Trademark royalty fee
(7)
|
—
|
|
|
16.6
|
|
|
(16.6
|
)
|
|
|
||||
Total stock-based compensation
(8)
|
30.4
|
|
|
21.0
|
|
|
9.4
|
|
|
|
||||
Restructuring expenses
(9)
|
2.4
|
|
|
—
|
|
|
2.4
|
|
|
|
||||
Other business transformation expenses
(9)
|
1.9
|
|
|
—
|
|
|
1.9
|
|
|
|
||||
Tax matters indemnification loss
(10)
|
1.1
|
|
|
—
|
|
|
1.1
|
|
|
|
||||
Internet sales leads earnings
(11)
|
(2.5
|
)
|
|
(12.1
|
)
|
|
9.6
|
|
|
|
||||
Adjusted EBITDA
|
$
|
473.1
|
|
|
$
|
411.1
|
|
|
$
|
62.0
|
|
|
15
|
%
|
Adjusted margin %
|
23.5
|
%
|
|
21.6
|
%
|
|
|
|
|
|
Years Ended June 30,
|
|
Change
|
|||||||||||
|
2015
|
|
2014
|
|
$
|
|
%
|
|||||||
Revenue
|
$
|
319.2
|
|
|
$
|
335.5
|
|
|
$
|
(16.3
|
)
|
|
(5
|
)%
|
Impact of exchange rates
|
22.3
|
|
|
—
|
|
|
22.3
|
|
|
|
||||
Constant currency revenues
|
$
|
341.5
|
|
|
$
|
335.5
|
|
|
$
|
6.0
|
|
|
2
|
%
|
|
|
|
|
|
|
|
|
|||||||
Earnings before income taxes
|
$
|
47.3
|
|
|
$
|
45.7
|
|
|
$
|
1.6
|
|
|
4
|
%
|
Margin %
|
14.8
|
%
|
|
13.6
|
%
|
|
|
|
|
|||||
Impact of exchange rates
|
2.7
|
|
|
—
|
|
|
2.7
|
|
|
|
||||
Constant currency earnings before income taxes
|
$
|
50.0
|
|
|
$
|
45.7
|
|
|
$
|
4.3
|
|
|
9
|
%
|
|
Years Ended June 30,
|
|
Change
|
|||||||||||
|
2015
|
|
2014
|
|
$
|
|
%
|
|||||||
Revenues
|
$
|
412.9
|
|
|
$
|
373.2
|
|
|
$
|
39.7
|
|
|
11
|
%
|
Impact of exchange rates
|
0.9
|
|
|
—
|
|
|
0.9
|
|
|
|
||||
Constant currency revenues
|
$
|
413.8
|
|
|
$
|
373.2
|
|
|
$
|
40.6
|
|
|
11
|
%
|
|
|
|
|
|
|
|
|
|||||||
Earnings before income taxes
|
$
|
24.5
|
|
|
$
|
25.6
|
|
|
$
|
(1.1
|
)
|
|
(4
|
)%
|
Margin %
|
5.9
|
%
|
|
6.9
|
%
|
|
|
|
|
|||||
Accelerated trademark amortization
|
15.6
|
|
|
—
|
|
|
15.6
|
|
|
|
||||
Adjusted earnings before income taxes
|
$
|
40.1
|
|
|
$
|
25.6
|
|
|
$
|
14.5
|
|
|
57
|
%
|
Adjusted margin %
|
9.7
|
%
|
|
6.9
|
%
|
|
|
|
|
|||||
Impact of exchange rates
|
0.8
|
|
|
—
|
|
|
0.8
|
|
|
|
||||
Constant currency adjusted earnings before income taxes
|
$
|
40.9
|
|
|
$
|
25.6
|
|
|
$
|
15.3
|
|
|
60
|
%
|
|
Years Ended June 30,
|
|
Change
|
|||||||||||
|
2015
|
|
2014
|
|
$
|
|
%
|
|||||||
Loss before income taxes
|
$
|
(158.0
|
)
|
|
$
|
(78.0
|
)
|
|
$
|
(80.0
|
)
|
|
(103
|
)%
|
Separation costs
|
34.6
|
|
|
9.3
|
|
|
25.3
|
|
|
|
||||
Stand-alone public company costs
|
—
|
|
|
(22.3
|
)
|
|
22.3
|
|
|
|
||||
Trademark royalty fee
|
—
|
|
|
16.6
|
|
|
(16.6
|
)
|
|
|
||||
Stock-based compensation
|
—
|
|
|
(7.9
|
)
|
|
7.9
|
|
|
|
||||
Interest expense
|
—
|
|
|
(27.8
|
)
|
|
27.8
|
|
|
|
||||
Restructuring expenses
|
2.4
|
|
|
—
|
|
|
2.4
|
|
|
|
||||
Other business transformation expenses
|
1.9
|
|
|
—
|
|
|
1.9
|
|
|
|
||||
Tax matters indemnification loss
|
1.1
|
|
|
—
|
|
|
1.1
|
|
|
|
||||
Adjusted loss before income taxes
|
$
|
(118.0
|
)
|
|
$
|
(110.1
|
)
|
|
$
|
(7.9
|
)
|
|
(7
|
)%
|
Impact of exchange rates
|
(0.5
|
)
|
|
—
|
|
|
(0.5
|
)
|
|
|
||||
Constant currency adjusted loss before income taxes
|
$
|
(118.5
|
)
|
|
$
|
(110.1
|
)
|
|
$
|
(8.4
|
)
|
|
(8
|
)%
|
Three Months Ended
|
|
Record Date
|
|
Payment Date
|
|
Dividend Per Share
|
|
Amount
|
||||
September 30, 2015
|
|
9/1/2015
|
|
9/29/2015
|
|
$
|
0.120
|
|
|
$
|
19.2
|
|
December 31, 2015
|
|
12/1/2015
|
|
12/30/2015
|
|
0.135
|
|
|
21.6
|
|
||
March 31, 2016
|
|
3/1/2016
|
|
3/29/2016
|
|
0.135
|
|
|
21.1
|
|
||
June 30, 2016
|
|
6/20/2016
|
|
6/30/2016
|
|
0.135
|
|
|
20.4
|
|
||
Total
|
|
|
|
|
|
$
|
0.525
|
|
|
$
|
82.3
|
|
|
Years Ended June 30,
|
|
$ Change
|
||||||||||||||||
|
2016
|
|
2015
|
|
2014
|
|
2016
|
|
2015
|
||||||||||
Cash provided by (used in):
|
|
|
|
|
|
|
|
|
|
||||||||||
Operating activities
|
$
|
320.1
|
|
|
$
|
267.9
|
|
|
$
|
245.9
|
|
|
$
|
52.2
|
|
|
$
|
22.0
|
|
Investing activities
|
(81.6
|
)
|
|
(40.8
|
)
|
|
(74.0
|
)
|
|
(40.8
|
)
|
|
33.2
|
|
|||||
Financing activities
|
(419.3
|
)
|
|
(199.9
|
)
|
|
(48.3
|
)
|
|
(219.4
|
)
|
|
(151.6
|
)
|
|||||
Effect of exchange rate changes on cash and cash equivalents
|
(8.3
|
)
|
|
(21.8
|
)
|
|
2.9
|
|
|
13.5
|
|
|
(24.7
|
)
|
|||||
Net change in cash and cash equivalents
|
$
|
(189.1
|
)
|
|
$
|
5.4
|
|
|
$
|
126.5
|
|
|
$
|
(194.5
|
)
|
|
$
|
(121.1
|
)
|
|
|
Payments Due by Period
|
||||||||||||||||||
Contractual Obligations
|
|
Less than 1 year
|
|
1-3 years
|
|
3-5 years
|
|
More than 5 years
|
|
Total
|
||||||||||
Term loan facilities
(1)
|
|
$
|
25.0
|
|
|
$
|
50.0
|
|
|
$
|
396.9
|
|
|
$
|
—
|
|
|
$
|
471.9
|
|
Senior notes
(2)
|
|
—
|
|
|
—
|
|
|
250.0
|
|
|
500.0
|
|
|
750.0
|
|
|||||
Interest on senior notes
(2)
|
|
30.8
|
|
|
61.5
|
|
|
49.1
|
|
|
78.8
|
|
|
220.2
|
|
|||||
Capital lease obligations
|
|
1.8
|
|
|
1.8
|
|
|
—
|
|
|
—
|
|
|
3.6
|
|
|||||
Operating lease obligations
(3)
|
|
41.9
|
|
|
40.8
|
|
|
20.1
|
|
|
20.4
|
|
|
123.2
|
|
|||||
Purchase obligations
(4)
|
|
1.6
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
1.6
|
|
|||||
Other long-term liabilities reflected within other liabilities on the consolidated balance sheet
(5)
|
|
0.1
|
|
|
21.5
|
|
|
0.2
|
|
|
—
|
|
|
21.8
|
|
|||||
Total
|
|
$
|
101.2
|
|
|
$
|
175.6
|
|
|
$
|
716.3
|
|
|
$
|
599.2
|
|
|
$
|
1,592.3
|
|
Consolidated and Combined Financial Statements
|
|
|
|
Financial Statement Schedule
|
|
|
|
Years Ended June 30,
|
||||||||||
|
2016
|
|
2015
|
|
2014
|
||||||
Revenues
|
$
|
2,114.6
|
|
|
$
|
2,063.5
|
|
|
$
|
1,976.5
|
|
|
|
|
|
|
|
|
|||||
Expenses:
|
|
|
|
|
|
|
|
|
|||
Cost of revenues
|
1,243.4
|
|
|
1,273.2
|
|
|
1,204.5
|
|
|||
Selling, general and administrative expenses
|
448.5
|
|
|
431.1
|
|
|
411.8
|
|
|||
Restructuring expenses
|
20.2
|
|
|
2.4
|
|
|
—
|
|
|||
Separation costs
|
—
|
|
|
34.6
|
|
|
9.3
|
|
|||
Total expenses
|
1,712.1
|
|
|
1,741.3
|
|
|
1,625.6
|
|
|||
Operating earnings
|
402.5
|
|
|
322.2
|
|
|
350.9
|
|
|||
|
|
|
|
|
|
||||||
Interest expense
|
(40.2
|
)
|
|
(28.8
|
)
|
|
(1.0
|
)
|
|||
Other income, net
|
6.8
|
|
|
6.5
|
|
|
3.4
|
|
|||
|
|
|
|
|
|
||||||
Earnings before income taxes
|
369.1
|
|
|
299.9
|
|
|
353.3
|
|
|||
|
|
|
|
|
|
||||||
Provision for income taxes
|
(122.3
|
)
|
|
(113.6
|
)
|
|
(117.4
|
)
|
|||
|
|
|
|
|
|
||||||
Net earnings
|
246.8
|
|
|
186.3
|
|
|
235.9
|
|
|||
Less: net earnings attributable to noncontrolling interest
|
7.5
|
|
|
7.9
|
|
|
8.0
|
|
|||
Net earnings attributable to CDK
|
$
|
239.3
|
|
|
$
|
178.4
|
|
|
$
|
227.9
|
|
|
|
|
|
|
|
||||||
Net earnings attributable to CDK per common share:
|
|
|
|
|
|
||||||
Basic
|
$
|
1.52
|
|
|
$
|
1.11
|
|
|
$
|
1.42
|
|
Diluted
|
$
|
1.51
|
|
|
$
|
1.10
|
|
|
$
|
1.42
|
|
|
|
|
|
|
|
||||||
Weighted-average common shares outstanding:
|
|
|
|
|
|
||||||
Basic
|
157.0
|
|
|
160.6
|
|
|
160.6
|
|
|||
Diluted
|
158.0
|
|
|
161.6
|
|
|
160.6
|
|
|
Years Ended June 30,
|
||||||||||
|
2016
|
|
2015
|
|
2014
|
||||||
Net earnings
|
$
|
246.8
|
|
|
$
|
186.3
|
|
|
$
|
235.9
|
|
Other comprehensive (loss) income:
|
|
|
|
|
|
||||||
Currency translation adjustments
|
(45.8
|
)
|
|
(34.1
|
)
|
|
42.6
|
|
|||
Other comprehensive (loss) income
|
(45.8
|
)
|
|
(34.1
|
)
|
|
42.6
|
|
|||
Comprehensive income
|
201.0
|
|
|
152.2
|
|
|
278.5
|
|
|||
Less: comprehensive income attributable to noncontrolling interest
|
7.5
|
|
|
7.9
|
|
|
8.0
|
|
|||
Comprehensive income attributable to CDK
|
$
|
193.5
|
|
|
$
|
144.3
|
|
|
$
|
270.5
|
|
|
June 30,
|
||||||
|
2016
|
|
2015
|
||||
Assets
|
|
|
|
||||
Current assets:
|
|
|
|
||||
Cash and cash equivalents
|
$
|
219.1
|
|
|
$
|
408.2
|
|
Accounts receivable, net of allowances of $7.1 and $6.8, respectively
|
365.5
|
|
|
314.6
|
|
||
Other current assets
|
154.1
|
|
|
162.4
|
|
||
Total current assets
|
738.7
|
|
|
885.2
|
|
||
Property, plant and equipment, net
|
118.6
|
|
|
100.0
|
|
||
Other assets
|
217.2
|
|
|
224.1
|
|
||
Goodwill
|
1,182.7
|
|
|
1,209.9
|
|
||
Intangible assets, net
|
107.8
|
|
|
99.3
|
|
||
Total assets
|
$
|
2,365.0
|
|
|
$
|
2,518.5
|
|
|
|
|
|
||||
Liabilities and Equity
|
|
|
|
|
|
||
Current liabilities:
|
|
|
|
|
|
||
Current maturities of long-term debt and capital lease obligations
|
$
|
26.8
|
|
|
$
|
13.0
|
|
Accounts payable
|
38.8
|
|
|
21.7
|
|
||
Accrued expenses and other current liabilities
|
165.3
|
|
|
154.4
|
|
||
Accrued payroll and payroll-related expenses
|
115.3
|
|
|
123.2
|
|
||
Short-term deferred revenues
|
177.2
|
|
|
186.1
|
|
||
Total current liabilities
|
523.4
|
|
|
498.4
|
|
||
Long-term debt and capital lease obligations
|
1,190.3
|
|
|
971.1
|
|
||
Long-term deferred revenues
|
157.7
|
|
|
162.9
|
|
||
Deferred income taxes
|
46.9
|
|
|
58.2
|
|
||
Other liabilities
|
70.5
|
|
|
43.8
|
|
||
Total liabilities
|
1,988.8
|
|
|
1,734.4
|
|
||
|
|
|
|
||||
Equity:
|
|
|
|
|
|
||
Preferred stock, $0.01 par value: Authorized, 50.0 shares; issued and outstanding, none
|
—
|
|
|
—
|
|
||
Common stock, $0.01 par value: Authorized, 650.0 shares; issued, 160.3 and 161.3 shares, respectively; outstanding, 150.1 and 160.2 shares, respectively
|
1.6
|
|
|
1.6
|
|
||
Additional paid-in-capital
|
640.7
|
|
|
686.5
|
|
||
Retained earnings
|
238.3
|
|
|
81.2
|
|
||
Treasury stock, at cost: 10.2 and 1.1 shares, respectively
|
(526.6
|
)
|
|
(50.7
|
)
|
||
Accumulated other comprehensive income
|
5.8
|
|
|
51.6
|
|
||
Total CDK stockholders’ equity
|
359.8
|
|
|
770.2
|
|
||
Noncontrolling interest
|
16.4
|
|
|
13.9
|
|
||
Total equity
|
376.2
|
|
|
784.1
|
|
||
Total liabilities and equity
|
$
|
2,365.0
|
|
|
$
|
2,518.5
|
|
|
Years Ended June 30,
|
||||||||||
|
2016
|
|
2015
|
|
2014
|
||||||
Cash Flows from Operating Activities:
|
|
|
|
|
|
||||||
Net earnings
|
$
|
246.8
|
|
|
$
|
186.3
|
|
|
$
|
235.9
|
|
Adjustments to reconcile net earnings to cash flows provided by operating activities:
|
|
|
|
|
|
|
|
||||
Depreciation and amortization
|
64.0
|
|
|
76.5
|
|
|
52.3
|
|
|||
Deferred income taxes
|
(3.6
|
)
|
|
(25.3
|
)
|
|
(15.5
|
)
|
|||
Stock-based compensation expense
|
36.4
|
|
|
30.4
|
|
|
21.0
|
|
|||
Pension expense
|
—
|
|
|
0.8
|
|
|
3.7
|
|
|||
Other
|
(5.6
|
)
|
|
(12.6
|
)
|
|
(3.5
|
)
|
|||
Changes in operating assets and liabilities, net of effects of acquisitions:
|
|
|
|
|
|
|
|
||||
Increase in accounts receivable
|
(57.0
|
)
|
|
(16.9
|
)
|
|
(36.4
|
)
|
|||
Decrease (increase) in other assets
|
3.0
|
|
|
(24.3
|
)
|
|
(24.4
|
)
|
|||
Increase in accounts payable
|
15.3
|
|
|
3.0
|
|
|
0.3
|
|
|||
Increase in accrued expenses and other liabilities
|
20.8
|
|
|
50.0
|
|
|
12.5
|
|
|||
Net cash flows provided by operating activities
|
320.1
|
|
|
267.9
|
|
|
245.9
|
|
|||
|
|
|
|
|
|
||||||
Cash Flows from Investing Activities:
|
|
|
|
|
|
|
|
||||
Capital expenditures
|
(50.8
|
)
|
|
(44.0
|
)
|
|
(36.6
|
)
|
|||
Proceeds from sale of property, plant and equipment
|
1.1
|
|
|
0.9
|
|
|
—
|
|
|||
Capitalized software
|
(13.5
|
)
|
|
(19.9
|
)
|
|
(7.5
|
)
|
|||
Acquisitions of businesses, net of cash acquired
|
(18.1
|
)
|
|
(36.6
|
)
|
|
(25.7
|
)
|
|||
Proceeds from the sale of a business
|
—
|
|
|
24.5
|
|
|
—
|
|
|||
Contributions to investments
|
(10.0
|
)
|
|
(22.9
|
)
|
|
—
|
|
|||
Proceeds from investments
|
9.7
|
|
|
16.6
|
|
|
—
|
|
|||
Proceeds from (advances on) notes receivable from ADP and its affiliates
|
—
|
|
|
40.6
|
|
|
(4.2
|
)
|
|||
Net cash flows used in investing activities
|
(81.6
|
)
|
|
(40.8
|
)
|
|
(74.0
|
)
|
|||
|
|
|
|
|
|
||||||
Cash Flows from Financing Activities:
|
|
|
|
|
|
|
|
||||
Repayments of notes payable to ADP and its affiliates
|
—
|
|
|
(21.9
|
)
|
|
(2.1
|
)
|
|||
Borrowings on notes payable to ADP and its affiliates
|
—
|
|
|
—
|
|
|
1.0
|
|
|||
Net transactions of parent company investment
|
—
|
|
|
(240.8
|
)
|
|
(36.3
|
)
|
|||
Proceeds from long-term debt
|
250.0
|
|
|
1,750.0
|
|
|
—
|
|
|||
Repayments of long-term debt and capital lease obligations
|
(20.0
|
)
|
|
(759.5
|
)
|
|
—
|
|
|||
Dividend paid to ADP at spin-off
|
—
|
|
|
(825.0
|
)
|
|
—
|
|
|||
Dividends paid to stockholders
|
(82.3
|
)
|
|
(58.2
|
)
|
|
—
|
|
|||
Repurchases of common stock
|
(561.0
|
)
|
|
(50.0
|
)
|
|
—
|
|
|||
Proceeds from exercise of stock options
|
6.7
|
|
|
9.8
|
|
|
—
|
|
|||
Excess tax benefit from stock-based compensation awards
|
8.9
|
|
|
11.2
|
|
|
7.1
|
|
|||
Withholding tax payments for stock-based compensation awards
|
(8.7
|
)
|
|
(0.9
|
)
|
|
—
|
|
|||
Dividend payments of CVR to noncontrolling owners
|
(5.0
|
)
|
|
(5.4
|
)
|
|
(8.0
|
)
|
|||
Payments of deferred financing costs
|
(2.1
|
)
|
|
(9.2
|
)
|
|
—
|
|
|||
Acquisition-related payments
|
(6.2
|
)
|
|
—
|
|
|
(10.0
|
)
|
|||
Recovery of dividends paid (Note 1D)
|
0.4
|
|
|
—
|
|
|
—
|
|
|||
Net cash flows used in financing activities
|
(419.3
|
)
|
|
(199.9
|
)
|
|
(48.3
|
)
|
|||
|
|
|
|
|
|
||||||
Effect of exchange rate changes on cash and cash equivalents
|
(8.3
|
)
|
|
(21.8
|
)
|
|
2.9
|
|
|||
|
|
|
|
|
|
||||||
Net change in cash and cash equivalents
|
(189.1
|
)
|
|
5.4
|
|
|
126.5
|
|
|||
|
|
|
|
|
|
||||||
Cash and cash equivalents, beginning of period
|
408.2
|
|
|
402.8
|
|
|
276.3
|
|
|||
|
|
|
|
|
|
||||||
Cash and cash equivalents, end of period
|
$
|
219.1
|
|
|
$
|
408.2
|
|
|
$
|
402.8
|
|
|
|
|
|
|
|
|
Years Ended June 30,
|
||||||||||
|
2016
|
|
2015
|
|
2014
|
||||||
Supplemental Disclosure:
|
|
|
|
|
|
||||||
Cash paid for:
|
|
|
|
|
|
||||||
Income taxes and foreign withholding taxes, net of refunds
|
$
|
109.4
|
|
|
$
|
120.8
|
|
|
$
|
18.1
|
|
Interest
|
37.8
|
|
|
19.2
|
|
|
0.1
|
|
|||
Non-cash transactions:
|
|
|
|
|
|
||||||
Non-cash consideration issued for acquisitions (Note 4)
|
13.5
|
|
|
8.5
|
|
|
—
|
|
|
Common Stock
|
|
Additional Paid-in-Capital
|
|
Retained Earnings
|
|
Treasury Stock
|
|
Net Parent Company Investment
|
|
Accumulated Other Comprehensive Income
|
|
Total CDK Stockholders' Equity
|
|
Non-controlling Interest
|
|
Total Equity
|
|||||||||||||||||||||
|
Shares Issued
|
|
Amount
|
|
|
|
|
|
|
|
|
|||||||||||||||||||||||||||
Balance as of June 30, 2013
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
1,500.2
|
|
|
$
|
43.1
|
|
|
$
|
1,543.3
|
|
|
$
|
11.4
|
|
|
$
|
1,554.7
|
|
Net earnings
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
227.9
|
|
|
—
|
|
|
227.9
|
|
|
8.0
|
|
|
235.9
|
|
|||||||||
Foreign currency translation adjustments
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
42.6
|
|
|
42.6
|
|
|
—
|
|
|
42.6
|
|
|||||||||
Net distributions to Parent
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(15.9
|
)
|
|
—
|
|
|
(15.9
|
)
|
|
—
|
|
|
(15.9
|
)
|
|||||||||
Dividend payments of CVR to noncontrolling owners
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(8.0
|
)
|
|
(8.0
|
)
|
|||||||||
Balance as of June 30, 2014
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
1,712.2
|
|
|
85.7
|
|
|
1,797.9
|
|
|
11.4
|
|
|
1,809.3
|
|
|||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||||||
Net earnings
|
—
|
|
|
—
|
|
|
—
|
|
|
139.4
|
|
|
—
|
|
|
39.0
|
|
|
—
|
|
|
178.4
|
|
|
7.9
|
|
|
186.3
|
|
|||||||||
Foreign currency translation adjustments
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(34.1
|
)
|
|
(34.1
|
)
|
|
—
|
|
|
(34.1
|
)
|
|||||||||
Net distributions to Parent
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(271.8
|
)
|
|
—
|
|
|
(271.8
|
)
|
|
—
|
|
|
(271.8
|
)
|
|||||||||
Dividend paid to ADP
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(825.0
|
)
|
|
—
|
|
|
(825.0
|
)
|
|
—
|
|
|
(825.0
|
)
|
|||||||||
Reclassifications of net parent company investment to common stock and additional paid-in-capital in conjunction with the spin-off
|
160.6
|
|
|
1.6
|
|
|
652.8
|
|
|
—
|
|
|
—
|
|
|
(654.4
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||||||
Stock-based compensation expense
|
—
|
|
|
—
|
|
|
17.5
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
17.5
|
|
|
—
|
|
|
17.5
|
|
|||||||||
Common stock issued for the exercise and vesting of stock-based compensation awards, net
|
0.7
|
|
|
—
|
|
|
8.9
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
8.9
|
|
|
—
|
|
|
8.9
|
|
|||||||||
Excess tax benefit from stock-based compensation awards
|
—
|
|
|
—
|
|
|
7.3
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
7.3
|
|
|
—
|
|
|
7.3
|
|
|||||||||
Cash dividends paid to stockholders
|
—
|
|
|
—
|
|
|
—
|
|
|
(58.2
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(58.2
|
)
|
|
—
|
|
|
(58.2
|
)
|
|||||||||
Repurchases of common stock
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(50.7
|
)
|
|
—
|
|
|
—
|
|
|
(50.7
|
)
|
|
—
|
|
|
(50.7
|
)
|
|||||||||
Dividend payments of CVR to noncontrolling owners
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(5.4
|
)
|
|
(5.4
|
)
|
|||||||||
Balance as of June 30, 2015
|
161.3
|
|
|
1.6
|
|
|
686.5
|
|
|
81.2
|
|
|
(50.7
|
)
|
|
—
|
|
|
51.6
|
|
|
770.2
|
|
|
13.9
|
|
|
784.1
|
|
|||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||||||
Net earnings
|
—
|
|
|
—
|
|
|
—
|
|
|
239.3
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
239.3
|
|
|
7.5
|
|
|
246.8
|
|
|||||||||
Foreign currency translation adjustments
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(45.8
|
)
|
|
(45.8
|
)
|
|
—
|
|
|
(45.8
|
)
|
|||||||||
Stock-based compensation expense and related dividend equivalents
|
—
|
|
|
—
|
|
|
31.7
|
|
|
(0.3
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
31.4
|
|
|
—
|
|
|
31.4
|
|
|||||||||
Common stock issued for the exercise and vesting of stock-based compensation awards, net
|
—
|
|
|
—
|
|
|
(32.6
|
)
|
|
—
|
|
|
30.6
|
|
|
—
|
|
|
—
|
|
|
(2.0
|
)
|
|
—
|
|
|
(2.0
|
)
|
|||||||||
Excess tax benefit from stock-based compensation awards
|
—
|
|
|
—
|
|
|
8.9
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
8.9
|
|
|
—
|
|
|
8.9
|
|
|||||||||
Cash dividends paid to stockholders
|
—
|
|
|
—
|
|
|
—
|
|
|
(82.3
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(82.3
|
)
|
|
—
|
|
|
(82.3
|
)
|
|||||||||
Repurchases of common stock
|
—
|
|
|
—
|
|
|
(53.8
|
)
|
|
—
|
|
|
(506.5
|
)
|
|
—
|
|
|
—
|
|
|
(560.3
|
)
|
|
—
|
|
|
(560.3
|
)
|
|||||||||
Dividend payments of CVR to noncontrolling owners
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(5.0
|
)
|
|
(5.0
|
)
|
|||||||||
Correction of common stock issued in connection with the spin-off and dividends paid (Note 1D)
|
(1.0
|
)
|
|
—
|
|
|
—
|
|
|
0.4
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
0.4
|
|
|
—
|
|
|
0.4
|
|
|||||||||
Balance as of June 30, 2016
|
160.3
|
|
|
$
|
1.6
|
|
|
$
|
640.7
|
|
|
$
|
238.3
|
|
|
$
|
(526.6
|
)
|
|
$
|
—
|
|
|
$
|
5.8
|
|
|
$
|
359.8
|
|
|
$
|
16.4
|
|
|
$
|
376.2
|
|
Buildings
|
20 to 40 years
|
Furniture and fixtures
|
4 to 7 years
|
Data processing equipment
|
2 to 5 years
|
•
|
Level 1: Inputs that are based upon quoted prices in active markets for identical assets or liabilities.
|
•
|
Level 2: Inputs, other than quoted prices included within Level 1, which are observable for the asset or liability, either directly or indirectly.
|
•
|
Level 3: Unobservable inputs where there is little or no market activity for the asset or liability. These inputs reflect management's best estimate of what market participants would use to price the assets or liabilities at the measurement date.
|
Accounts receivable
|
|
$
|
2.6
|
|
Other current assets
|
|
0.4
|
|
|
Property, plant and equipment
|
|
1.1
|
|
|
Intangible assets
|
|
19.3
|
|
|
Accrued expenses and other current liabilities
|
|
(6.6
|
)
|
|
Deferred tax liabilities
|
|
(7.4
|
)
|
|
Total identifiable net assets
|
|
9.4
|
|
|
Goodwill
|
|
35.7
|
|
|
Net assets acquired
|
|
$
|
45.1
|
|
|
June 30,
|
||||||
|
2015
|
|
2014
|
||||
Revenues
|
$
|
46.2
|
|
|
$
|
70.9
|
|
Earnings before income taxes
(1)
|
2.5
|
|
|
12.1
|
|
|
Employee-Related Costs
|
|
Contract Termination Costs
|
|
Total
|
||||||
Balance as of June 30, 2015
|
$
|
2.4
|
|
|
$
|
—
|
|
|
$
|
2.4
|
|
Charges
|
17.7
|
|
|
2.9
|
|
|
20.6
|
|
|||
Cash payments
|
(10.6
|
)
|
|
(2.0
|
)
|
|
(12.6
|
)
|
|||
Adjustments
|
(0.4
|
)
|
|
—
|
|
|
(0.4
|
)
|
|||
Foreign exchange
|
(0.1
|
)
|
|
—
|
|
|
(0.1
|
)
|
|||
Balance as of June 30, 2016
|
$
|
9.0
|
|
|
$
|
0.9
|
|
|
$
|
9.9
|
|
|
June 30,
|
||||||||||
|
2016
|
|
2015
|
|
2014
|
||||||
Cost of revenues
|
$
|
6.2
|
|
|
$
|
7.8
|
|
|
$
|
7.0
|
|
Selling, general and administrative expenses
|
30.2
|
|
|
22.6
|
|
|
14.0
|
|
|||
Total pre-tax stock-based compensation expense
|
$
|
36.4
|
|
|
$
|
30.4
|
|
|
$
|
21.0
|
|
|
|
|
|
|
|
||||||
Income tax benefit
|
$
|
12.9
|
|
|
$
|
10.1
|
|
|
$
|
7.4
|
|
|
Number
of Options
(in thousands)
|
|
Weighted-Average Exercise Price
(in dollars)
|
|
Weighted-Average Remaining Contractual Life (in years)
|
|
Aggregate Intrinsic Value (in millions)
|
|||||
Options outstanding as of June 30, 2015
|
2,021
|
|
|
$
|
24.88
|
|
|
|
|
|
||
Options granted
|
147
|
|
|
50.80
|
|
|
|
|
|
|||
Options exercised
|
(400
|
)
|
|
17.11
|
|
|
|
|
|
|||
Options canceled
|
(174
|
)
|
|
39.31
|
|
|
|
|
|
|||
Options outstanding as of June 30, 2016
|
1,594
|
|
|
$
|
27.64
|
|
|
6.6
|
|
$
|
44.4
|
|
|
|
|
|
|
|
|
|
|||||
Vested and expected to vest as of June 30, 2016
|
1,589
|
|
|
$
|
27.60
|
|
|
6.5
|
|
$
|
44.3
|
|
Exercisable as of June 30, 2016
|
953
|
|
|
$
|
21.97
|
|
|
5.6
|
|
$
|
31.8
|
|
|
Restricted Stock
|
|
Restricted Stock Units
|
||||||||||
|
Number of Shares
(in thousands)
|
|
Weighted-Average Grant Date Fair Value (in dollars)
|
|
Number of Units
(in thousands)
|
|
Weighted-Average Grant Date Fair Value (in dollars)
|
||||||
Non-vested restricted shares/units as of June 30, 2015
|
967
|
|
|
$
|
29.36
|
|
|
300
|
|
|
$
|
31.12
|
|
Restricted shares/units granted
|
263
|
|
|
50.82
|
|
|
183
|
|
|
47.07
|
|
||
Restricted shares/units vested
|
(498
|
)
|
|
26.65
|
|
|
(195
|
)
|
|
31.11
|
|
||
Restricted shares/units forfeited
|
(116
|
)
|
|
38.17
|
|
|
(17
|
)
|
|
34.58
|
|
||
Non-vested restricted shares/units as of June 30, 2016
|
616
|
|
|
$
|
40.93
|
|
|
271
|
|
|
$
|
53.09
|
|
|
Restricted Stock
|
|
Restricted Stock Units
|
||||||||||
|
Number of Shares
(in thousands)
|
|
Weighted-Average Grant Date Fair Value (in dollars)
|
|
Number of Units
(in thousands)
|
|
Weighted-Average Grant Date Fair Value (in dollars)
|
||||||
Non-vested restricted shares/units as of June 30, 2015
|
70
|
|
|
$
|
25.90
|
|
|
222
|
|
|
$
|
32.90
|
|
Restricted shares/units granted
|
—
|
|
|
—
|
|
|
425
|
|
|
50.25
|
|
||
Dividend equivalents
|
—
|
|
|
—
|
|
|
5
|
|
|
47.44
|
|
||
Restricted shares/units vested
|
(70
|
)
|
|
25.90
|
|
|
(114
|
)
|
|
39.63
|
|
||
Restricted shares/units forfeited
|
—
|
|
|
—
|
|
|
(62
|
)
|
|
50.45
|
|
||
Non-vested restricted shares/units as of June 30, 2016
|
—
|
|
|
$
|
—
|
|
|
476
|
|
|
$
|
55.63
|
|
|
|
|
Fiscal 2015
|
|
|
||||||||||
|
Fiscal 2016
|
|
Post Spin-Off
|
|
Spin-Off Conversion
|
|
Fiscal 2014
|
||||||||
Risk-free interest rate
|
1.8
|
%
|
|
1.6
|
%
|
|
1.1
|
%
|
|
1.5% - 1.7%
|
|
||||
Dividend yield
|
0.9
|
%
|
|
1.1
|
%
|
|
1.1
|
%
|
|
2.3% - 2.4%
|
|
||||
Weighted-average volatility factor
|
24.7
|
%
|
|
25.6
|
%
|
|
23.9
|
%
|
|
23.8
|
%
|
||||
Weighted-average expected life (in years)
|
6.3
|
|
|
6.3
|
|
|
3.4
|
|
|
5.4
|
|
||||
Weighted-average fair value (in dollars)
|
$
|
12.55
|
|
|
$
|
10.24
|
|
|
$
|
12.50
|
|
|
$
|
13.53
|
|
|
June 30,
|
||||||||||
|
2016
|
|
2015
|
|
2014
|
||||||
Earnings before income taxes:
|
|
|
|
|
|
||||||
U.S.
|
$
|
293.1
|
|
|
$
|
224.7
|
|
|
$
|
284.4
|
|
Foreign
|
76.0
|
|
|
75.2
|
|
|
68.9
|
|
|||
|
$
|
369.1
|
|
|
$
|
299.9
|
|
|
$
|
353.3
|
|
|
June 30,
|
||||||||||
|
2016
|
|
2015
|
|
2014
|
||||||
Current:
|
|
|
|
|
|
||||||
Federal
|
$
|
84.9
|
|
|
$
|
104.6
|
|
|
$
|
96.0
|
|
Foreign
|
24.5
|
|
|
18.3
|
|
|
20.3
|
|
|||
State
|
16.5
|
|
|
16.0
|
|
|
16.6
|
|
|||
Total current
|
125.9
|
|
|
138.9
|
|
|
132.9
|
|
|||
Deferred:
|
|
|
|
|
|
||||||
Federal
|
(3.3
|
)
|
|
(19.2
|
)
|
|
(6.0
|
)
|
|||
Foreign
|
1.3
|
|
|
(2.3
|
)
|
|
(7.7
|
)
|
|||
State
|
(1.6
|
)
|
|
(3.8
|
)
|
|
(1.8
|
)
|
|||
Total deferred
|
(3.6
|
)
|
|
(25.3
|
)
|
|
(15.5
|
)
|
|||
Total provision for income taxes
|
$
|
122.3
|
|
|
$
|
113.6
|
|
|
$
|
117.4
|
|
|
June 30,
|
|||||||||||||||||||
|
2016
|
|
%
|
|
2015
|
|
%
|
|
2014
|
|
%
|
|||||||||
Provision for taxes at U.S. statutory rate
|
$
|
129.2
|
|
|
35.0
|
%
|
|
$
|
105.0
|
|
|
35.0
|
%
|
|
$
|
123.7
|
|
|
35.0
|
%
|
Increase (decrease) in provision from:
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
State taxes, net of federal benefit
|
9.7
|
|
|
2.6
|
%
|
|
8.8
|
|
|
2.9
|
%
|
|
10.0
|
|
|
2.8
|
%
|
|||
Noncontrolling interest
|
(2.5
|
)
|
|
(0.7
|
)%
|
|
(2.8
|
)
|
|
(0.9
|
)%
|
|
(2.8
|
)
|
|
(0.8
|
)%
|
|||
Foreign tax rate differential
|
(7.8
|
)
|
|
(2.1
|
)%
|
|
(4.3
|
)
|
|
(1.4
|
)%
|
|
(3.3
|
)
|
|
(0.9
|
)%
|
|||
Tax on repatriated foreign earnings
|
0.8
|
|
|
0.2
|
%
|
|
—
|
|
|
—
|
%
|
|
—
|
|
|
—
|
%
|
|||
Foreign tax credits
|
(1.5
|
)
|
|
(0.4
|
)%
|
|
(1.7
|
)
|
|
(0.6
|
)%
|
|
(2.1
|
)
|
|
(0.6
|
)%
|
|||
Resolution of tax matters
|
—
|
|
|
—
|
%
|
|
(3.4
|
)
|
|
(1.1
|
)%
|
|
(3.6
|
)
|
|
(1.0
|
)%
|
|||
Non-deductible separation costs
|
—
|
|
|
—
|
%
|
|
7.8
|
|
|
2.6
|
%
|
|
3.2
|
|
|
0.9
|
%
|
|||
Tax law changes
|
—
|
|
|
—
|
%
|
|
4.6
|
|
|
1.5
|
%
|
|
—
|
|
|
—
|
%
|
|||
Capital losses
|
—
|
|
|
—
|
%
|
|
(29.2
|
)
|
|
(9.7
|
)%
|
|
—
|
|
|
—
|
%
|
|||
Valuation allowances
|
1.1
|
|
|
0.3
|
%
|
|
27.1
|
|
|
9.0
|
%
|
|
(7.2
|
)
|
|
(2.0
|
)%
|
|||
Domestic production activities deduction
|
(6.4
|
)
|
|
(1.7
|
)%
|
|
—
|
|
|
—
|
%
|
|
—
|
|
|
—
|
%
|
|||
Pre spin-off tax return adjustments
|
(0.4
|
)
|
|
(0.1
|
)%
|
|
0.5
|
|
|
0.2
|
%
|
|
—
|
|
|
—
|
%
|
|||
Other
|
0.1
|
|
|
—
|
%
|
|
1.2
|
|
|
0.4
|
%
|
|
(0.5
|
)
|
|
(0.2
|
)%
|
|||
Provision for income taxes
|
$
|
122.3
|
|
|
33.1
|
%
|
|
$
|
113.6
|
|
|
37.9
|
%
|
|
$
|
117.4
|
|
|
33.2
|
%
|
|
June 30,
|
||||||
|
2016
|
|
2015
|
||||
Classification:
|
|
|
|
||||
Current deferred tax assets (included in other current assets)
|
$
|
—
|
|
|
$
|
13.0
|
|
Current deferred tax liabilities (included in accrued expenses and other current liabilities)
|
—
|
|
|
(1.4
|
)
|
||
Long term deferred tax assets (included in other assets)
|
23.9
|
|
|
17.8
|
|
||
Long term deferred tax liabilities (included in deferred income taxes)
|
(46.9
|
)
|
|
(58.2
|
)
|
||
Net deferred tax liabilities
|
$
|
(23.0
|
)
|
|
$
|
(28.8
|
)
|
|
|
|
|
||||
Components:
|
|
|
|
||||
Deferred tax assets:
|
|
|
|
||||
Accrued expenses
|
$
|
15.4
|
|
|
$
|
9.4
|
|
Compensation and benefits
|
57.7
|
|
|
41.2
|
|
||
Deferred revenue
|
57.6
|
|
|
32.0
|
|
||
Net operating losses
|
13.5
|
|
|
15.1
|
|
||
Capital losses
|
28.7
|
|
|
29.2
|
|
||
|
172.9
|
|
|
126.9
|
|
||
Less: valuation allowances
|
(34.3
|
)
|
|
(33.4
|
)
|
||
Net deferred tax assets
|
138.6
|
|
|
93.5
|
|
||
|
|
|
|
||||
Deferred tax liabilities:
|
|
|
|
||||
Deferred expenses
|
76.6
|
|
|
54.5
|
|
||
Property, plant and equipment and intangible assets
|
76.5
|
|
|
62.5
|
|
||
Prepaid expenses
|
5.9
|
|
|
4.9
|
|
||
Other
|
2.6
|
|
|
0.4
|
|
||
Deferred tax liabilities
|
161.6
|
|
|
122.3
|
|
||
Net deferred tax liabilities
|
$
|
(23.0
|
)
|
|
$
|
(28.8
|
)
|
|
June 30,
|
||||||||||
|
2016
|
|
2015
|
|
2014
|
||||||
Beginning of the year balance
|
$
|
1.9
|
|
|
$
|
0.2
|
|
|
$
|
3.7
|
|
Additions for current year tax positions
|
1.9
|
|
|
0.6
|
|
|
—
|
|
|||
Additions for tax positions of prior years
|
1.1
|
|
|
1.1
|
|
|
0.2
|
|
|||
Reductions for tax positions of prior years
|
(0.1
|
)
|
|
—
|
|
|
(3.7
|
)
|
|||
Settlement with tax authorities
|
—
|
|
|
—
|
|
|
—
|
|
|||
Expiration of the statute of limitations
|
—
|
|
|
—
|
|
|
—
|
|
|||
Impact of foreign exchange rate fluctuations
|
(0.1
|
)
|
|
—
|
|
|
—
|
|
|||
End of year balance
|
$
|
4.7
|
|
|
$
|
1.9
|
|
|
$
|
0.2
|
|
Tax Jurisdictions
|
|
Fiscal Years Ended
|
U.S. (IRS)
|
|
9/30/2014 thru 6/30/2015
|
New Jersey
|
|
6/30/2008 thru 6/30/2011
|
Canada
|
|
6/30/2012 thru 6/30/2015
|
Kuwait
|
|
6/30/2011 thru 6/30/2012
|
Spain
|
|
6/30/2010
|
|
June 30,
|
||||||||||
|
2016
|
|
2015
|
|
2014
|
||||||
Net earnings attributable to CDK
|
$
|
239.3
|
|
|
$
|
178.4
|
|
|
$
|
227.9
|
|
|
|
|
|
|
|
||||||
Weighted-average shares outstanding:
|
|
|
|
|
|
||||||
Basic
|
157.0
|
|
|
160.6
|
|
|
160.6
|
|
|||
Effect of employee stock options
|
0.5
|
|
|
0.5
|
|
|
—
|
|
|||
Effect of employee restricted stock
|
0.5
|
|
|
0.5
|
|
|
—
|
|
|||
Diluted
|
158.0
|
|
|
161.6
|
|
|
160.6
|
|
|||
|
|
|
|
|
|
||||||
Basic earnings attributable to CDK per share
|
$
|
1.52
|
|
|
$
|
1.11
|
|
|
$
|
1.42
|
|
Diluted earnings attributable to CDK per share
|
$
|
1.51
|
|
|
$
|
1.10
|
|
|
$
|
1.42
|
|
|
June 30,
|
||||
|
2016
|
|
2015
|
||
Stock-based awards
|
0.5
|
|
|
0.3
|
|
|
June 30,
|
||||||
|
2016
|
|
2015
|
||||
Trade receivables
|
$
|
359.6
|
|
|
$
|
306.5
|
|
Lease receivables
|
13.0
|
|
|
14.9
|
|
||
Accounts receivable, gross
|
372.6
|
|
|
321.4
|
|
||
Less: allowances
|
7.1
|
|
|
6.8
|
|
||
Account receivable, net
|
$
|
365.5
|
|
|
$
|
314.6
|
|
|
June 30,
|
||||||
|
2016
|
|
2015
|
||||
Lease receivables, gross:
|
|
|
|
||||
Minimum lease payments
|
$
|
38.0
|
|
|
$
|
51.6
|
|
Unearned income
|
(3.2
|
)
|
|
(5.1
|
)
|
||
|
34.8
|
|
|
46.5
|
|
||
Less: lease receivables, current (included in accounts receivable, net)
|
13.0
|
|
|
14.9
|
|
||
Lease receivables, long-term (included in other assets)
|
$
|
21.8
|
|
|
$
|
31.6
|
|
|
Amount
|
||
Fiscal year ending 2017
|
$
|
14.8
|
|
Fiscal year ending 2018
|
11.5
|
|
|
Fiscal year ending 2019
|
7.9
|
|
|
Fiscal year ending 2020
|
3.6
|
|
|
Fiscal year ending 2021
|
0.2
|
|
|
|
$
|
38.0
|
|
|
June 30,
|
||||||
|
2016
|
|
2015
|
||||
Property, plant and equipment:
|
|
|
|
||||
Land and buildings
|
$
|
38.7
|
|
|
$
|
41.5
|
|
Data processing equipment
|
188.6
|
|
|
161.7
|
|
||
Furniture and fixtures, leasehold improvements, and other
|
86.2
|
|
|
81.8
|
|
||
Total property, plant and equipment
|
313.5
|
|
|
285.0
|
|
||
Less: accumulated depreciation
|
194.9
|
|
|
185.0
|
|
||
Property, plant and equipment, net
|
$
|
118.6
|
|
|
$
|
100.0
|
|
|
Automotive Retail North America
|
|
Automotive Retail International
|
|
Digital Marketing
|
|
Total
|
||||||||
Balance as of June 30, 2014
|
$
|
400.1
|
|
|
$
|
454.7
|
|
|
$
|
376.1
|
|
|
$
|
1,230.9
|
|
Additions (Note 4)
|
35.7
|
|
|
—
|
|
|
—
|
|
|
35.7
|
|
||||
Sale of internet sales leads business (Note 4)
|
(1.9
|
)
|
|
—
|
|
|
—
|
|
|
(1.9
|
)
|
||||
Currency translation adjustments
|
(3.6
|
)
|
|
(51.2
|
)
|
|
—
|
|
|
(54.8
|
)
|
||||
Balance as of June 30, 2015
|
430.3
|
|
|
403.5
|
|
|
376.1
|
|
|
1,209.9
|
|
||||
Additions (Note 4)
|
16.8
|
|
|
—
|
|
|
—
|
|
|
16.8
|
|
||||
Measurement period adjustment (Note 4)
|
(3.0
|
)
|
|
—
|
|
|
—
|
|
|
(3.0
|
)
|
||||
Currency translation adjustments
|
(1.2
|
)
|
|
(39.8
|
)
|
|
—
|
|
|
(41.0
|
)
|
||||
Balance as of June 30, 2016
|
$
|
442.9
|
|
|
$
|
363.7
|
|
|
$
|
376.1
|
|
|
$
|
1,182.7
|
|
|
June 30,
|
||||||||||||||||||||||
|
2016
|
|
2015
|
||||||||||||||||||||
|
Original Cost
|
|
Accumulated Amortization
|
|
Intangible Assets, net
|
|
Original Cost
|
|
Accumulated Amortization
|
|
Intangible Assets, net
|
||||||||||||
Customer lists
|
$
|
175.5
|
|
|
$
|
(117.5
|
)
|
|
$
|
58.0
|
|
|
$
|
199.1
|
|
|
$
|
(125.5
|
)
|
|
$
|
73.6
|
|
Software
|
141.0
|
|
|
(96.1
|
)
|
|
44.9
|
|
|
115.6
|
|
|
(92.0
|
)
|
|
23.6
|
|
||||||
Trademarks
|
25.0
|
|
|
(23.5
|
)
|
|
1.5
|
|
|
25.0
|
|
|
(22.9
|
)
|
|
2.1
|
|
||||||
Other intangibles
|
6.1
|
|
|
(2.7
|
)
|
|
3.4
|
|
|
2.4
|
|
|
(2.4
|
)
|
|
—
|
|
||||||
|
$
|
347.6
|
|
|
$
|
(239.8
|
)
|
|
$
|
107.8
|
|
|
$
|
342.1
|
|
|
$
|
(242.8
|
)
|
|
$
|
99.3
|
|
|
Amount
|
||
Fiscal year ending 2017
|
$
|
29.4
|
|
Fiscal year ending 2018
|
24.5
|
|
|
Fiscal year ending 2019
|
14.7
|
|
|
Fiscal year ending 2020
|
9.5
|
|
|
Fiscal year ending 2021
|
9.3
|
|
|
Thereafter
|
20.4
|
|
|
|
$
|
107.8
|
|
|
June 30,
|
||||||
|
2016
|
|
2015
|
||||
Revolving credit facility
|
$
|
—
|
|
|
$
|
—
|
|
2019 term loan facility
|
228.1
|
|
|
240.6
|
|
||
2020 term loan facility
|
243.8
|
|
|
—
|
|
||
3.30% senior notes, due 2019
|
250.0
|
|
|
250.0
|
|
||
4.50% senior notes, due 2024
|
500.0
|
|
|
500.0
|
|
||
Capital lease obligations
|
3.6
|
|
|
1.5
|
|
||
Unamortized debt financing costs
|
(8.4
|
)
|
|
(8.0
|
)
|
||
Total debt and capital lease obligations
|
1,217.1
|
|
|
984.1
|
|
||
Current maturities of long-term debt and capital lease obligations
|
26.8
|
|
|
13.0
|
|
||
Total long-term debt and capital lease obligations
|
$
|
1,190.3
|
|
|
$
|
971.1
|
|
|
Amount
|
||
Fiscal year ending 2017
|
$
|
26.8
|
|
Fiscal year ending 2018
|
26.6
|
|
|
Fiscal year ending 2019
|
25.2
|
|
|
Fiscal year ending 2020
|
453.1
|
|
|
Fiscal year ending 2021
|
193.8
|
|
|
Thereafter
|
500.0
|
|
|
Total debt and capital lease obligations
|
1,225.5
|
|
|
Unamortized deferred financing costs
|
(8.4
|
)
|
|
Total debt and capital lease obligations, net of unamortized deferred financing costs
|
$
|
1,217.1
|
|
|
Amount
|
||
Fiscal year ending 2017
|
$
|
41.9
|
|
Fiscal year ending 2018
|
25.4
|
|
|
Fiscal year ending 2019
|
15.4
|
|
|
Fiscal year ending 2020
|
12.2
|
|
|
Fiscal year ending 2021
|
7.9
|
|
|
Thereafter
|
20.4
|
|
|
|
$
|
123.2
|
|
|
Automotive
Retail North America |
|
Automotive Retail International
|
|
Digital Marketing
(1)
|
|
Other
(2) (3)
|
|
Total
|
||||||||||
Year ended June 30, 2016
|
|
|
|
|
|
|
|
|
|
||||||||||
Revenues
|
$
|
1,352.8
|
|
|
$
|
313.6
|
|
|
$
|
448.2
|
|
|
$
|
—
|
|
|
$
|
2,114.6
|
|
Earnings before income taxes
|
450.4
|
|
|
61.1
|
|
|
58.4
|
|
|
(200.8
|
)
|
|
369.1
|
|
|||||
Assets
|
1,019.5
|
|
|
539.4
|
|
|
529.3
|
|
|
276.8
|
|
|
2,365.0
|
|
|||||
Capital expenditures
|
36.8
|
|
|
8.3
|
|
|
0.6
|
|
|
5.1
|
|
|
50.8
|
|
|||||
Depreciation and amortization
|
34.6
|
|
|
12.5
|
|
|
8.4
|
|
|
8.5
|
|
|
64.0
|
|
|||||
|
|
|
|
|
|
|
|
|
|
||||||||||
Year ended June 30, 2015
|
|
|
|
|
|
|
|
|
|
||||||||||
Revenues
|
$
|
1,331.4
|
|
|
$
|
319.2
|
|
|
$
|
412.9
|
|
|
$
|
—
|
|
|
$
|
2,063.5
|
|
Earnings before income taxes
|
386.1
|
|
|
47.3
|
|
|
24.5
|
|
|
(158.0
|
)
|
|
299.9
|
|
|||||
Assets
|
957.2
|
|
|
595.4
|
|
|
501.0
|
|
|
464.9
|
|
|
2,518.5
|
|
|||||
Capital expenditures
|
30.7
|
|
|
7.1
|
|
|
1.4
|
|
|
4.8
|
|
|
44.0
|
|
|||||
Depreciation and amortization
|
33.8
|
|
|
15.0
|
|
|
26.1
|
|
|
1.6
|
|
|
76.5
|
|
|||||
|
|
|
|
|
|
|
|
|
|
||||||||||
Year ended June 30, 2014
|
|
|
|
|
|
|
|
|
|
||||||||||
Revenues
|
$
|
1,267.8
|
|
|
$
|
335.5
|
|
|
$
|
373.2
|
|
|
$
|
—
|
|
|
$
|
1,976.5
|
|
Earnings before income taxes
|
360.0
|
|
|
45.7
|
|
|
25.6
|
|
|
(78.0
|
)
|
|
353.3
|
|
|||||
Assets
|
925.2
|
|
|
709.0
|
|
|
523.8
|
|
|
440.6
|
|
|
2,598.6
|
|
|||||
Capital expenditures
|
22.4
|
|
|
13.1
|
|
|
1.1
|
|
|
—
|
|
|
36.6
|
|
|||||
Depreciation and amortization
|
28.2
|
|
|
13.1
|
|
|
11.0
|
|
|
—
|
|
|
52.3
|
|
|
United States
|
|
Europe
|
|
Canada
|
|
Other
|
|
Total
|
||||||||||
Year ended June 30, 2016
|
|
|
|
|
|
|
|
|
|
||||||||||
Revenues
|
$
|
1,706.4
|
|
|
$
|
227.8
|
|
|
$
|
94.5
|
|
|
$
|
85.9
|
|
|
$
|
2,114.6
|
|
Property, plant and equipment, net
|
91.2
|
|
|
15.3
|
|
|
2.1
|
|
|
10.0
|
|
|
118.6
|
|
|||||
|
|
|
|
|
|
|
|
|
|
||||||||||
Year ended June 30, 2015
|
|
|
|
|
|
|
|
|
|
||||||||||
Revenues
|
$
|
1,641.1
|
|
|
$
|
226.2
|
|
|
$
|
102.9
|
|
|
$
|
93.3
|
|
|
$
|
2,063.5
|
|
Property, plant and equipment, net
|
72.7
|
|
|
16.2
|
|
|
0.4
|
|
|
10.7
|
|
|
100.0
|
|
|||||
|
|
|
|
|
|
|
|
|
|
||||||||||
Year ended June 30, 2014
|
|
|
|
|
|
|
|
|
|
||||||||||
Revenues
|
$
|
1,547.5
|
|
|
$
|
250.4
|
|
|
$
|
92.1
|
|
|
$
|
86.5
|
|
|
$
|
1,976.5
|
|
Property, plant and equipment, net
|
56.3
|
|
|
20.5
|
|
|
0.9
|
|
|
4.9
|
|
|
82.6
|
|
|
First Quarter
|
|
Second Quarter
|
|
Third Quarter
|
|
Fourth Quarter
|
||||||||
Year ended June 30, 2016
|
|
|
|
|
|
|
|
||||||||
Revenues
|
$
|
514.6
|
|
|
$
|
520.1
|
|
|
$
|
537.7
|
|
|
$
|
542.2
|
|
Gross profit
(1)
|
203.8
|
|
|
218.9
|
|
|
221.9
|
|
|
226.6
|
|
||||
Earnings before income taxes
|
95.8
|
|
|
106.8
|
|
|
78.6
|
|
|
87.9
|
|
||||
Net earnings
|
61.2
|
|
|
69.7
|
|
|
55.7
|
|
|
60.2
|
|
||||
Net earnings attributable to noncontrolling interest
|
2.2
|
|
|
1.5
|
|
|
1.9
|
|
|
1.9
|
|
||||
Net earnings attributable to CDK
|
59.0
|
|
|
68.2
|
|
|
53.8
|
|
|
58.3
|
|
||||
Basic earnings attributable to CDK per share
|
$
|
0.37
|
|
|
$
|
0.43
|
|
|
$
|
0.35
|
|
|
$
|
0.38
|
|
Diluted earnings attributable to CDK per share
|
$
|
0.37
|
|
|
$
|
0.43
|
|
|
$
|
0.34
|
|
|
$
|
0.37
|
|
|
|
|
|
|
|
|
|
||||||||
Year ended June 30, 2015
|
|
|
|
|
|
|
|
||||||||
Revenues
|
$
|
517.0
|
|
|
$
|
517.0
|
|
|
$
|
526.4
|
|
|
$
|
503.1
|
|
Gross profit
(1)
|
205.5
|
|
|
193.7
|
|
|
204.6
|
|
|
186.5
|
|
||||
Earnings before income taxes
|
64.5
|
|
|
77.1
|
|
|
91.0
|
|
|
67.3
|
|
||||
Net earnings
|
41.0
|
|
|
44.4
|
|
|
58.2
|
|
|
42.7
|
|
||||
Net earnings attributable to noncontrolling interest
|
2.0
|
|
|
2.0
|
|
|
1.9
|
|
|
2.0
|
|
||||
Net earnings attributable to CDK
|
39.0
|
|
|
42.4
|
|
|
56.3
|
|
|
40.7
|
|
||||
Basic earnings attributable to CDK per share
|
$
|
0.24
|
|
|
$
|
0.26
|
|
|
$
|
0.35
|
|
|
$
|
0.25
|
|
Diluted earnings attributable to CDK per share
|
$
|
0.24
|
|
|
$
|
0.26
|
|
|
$
|
0.35
|
|
|
$
|
0.25
|
|
Column A
|
|
Column B
|
|
Column C
|
|
Column D
|
|
Column E
|
||||||||||||
|
|
|
|
Additions
|
|
|
|
|
||||||||||||
|
|
Balance at beginning of period
|
|
Charged (credited) to costs and expenses
|
|
Charged (credited) to other accounts
|
|
Deductions
|
|
Balance at end of period
|
||||||||||
Year ended June 30, 2016
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Accounts receivable allowances
|
|
$
|
6.8
|
|
|
$
|
2.3
|
|
|
$
|
(0.1
|
)
|
|
$
|
(1.9
|
)
|
(1)
|
$
|
7.1
|
|
Deferred tax valuation allowance
|
|
33.4
|
|
|
1.1
|
|
|
(0.2
|
)
|
(2)
|
—
|
|
|
34.3
|
|
|||||
Year ended June 30, 2015
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Accounts receivable allowances
|
|
$
|
12.2
|
|
|
$
|
(2.8
|
)
|
|
$
|
(0.5
|
)
|
(3)
|
$
|
(2.1
|
)
|
(1)
|
$
|
6.8
|
|
Deferred tax valuation allowance
|
|
7.1
|
|
|
29.8
|
|
(4)
|
(0.8
|
)
|
(2)
|
(2.7
|
)
|
|
33.4
|
|
|||||
Year ended June 30, 2014
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Accounts receivable allowances
|
|
$
|
11.4
|
|
|
$
|
3.3
|
|
|
$
|
—
|
|
|
$
|
(2.5
|
)
|
(1)
|
$
|
12.2
|
|
Deferred tax valuation allowance
|
|
15.1
|
|
|
0.3
|
|
|
(0.4
|
)
|
(2)
|
(7.9
|
)
|
|
7.1
|
|
Name
|
|
Age*
|
|
Position(s)
|
Brian P. MacDonald
|
|
50
|
|
President, Chief Executive Officer and Director
|
Alfred A. Nietzel
|
|
54
|
|
Executive Vice President, Chief Financial Officer
|
Robert N. Karp
|
|
55
|
|
President, CDK North America
|
Andrew Dean
|
|
59
|
|
President, CDK International
|
Scott L. Mathews
|
|
58
|
|
Executive Vice President, North America Sales
|
Yvonne M. Surowiec
|
|
55
|
|
Executive Vice President, Chief People Officer
|
Malcolm Thorne
|
|
44
|
|
Executive Vice President, Global Chief Strategy Officer
|
Lee J. Brunz
|
|
46
|
|
Executive Vice President, General Counsel and Secretary
|
Rajiv K. Amar
|
|
49
|
|
Executive Vice President, Chief Technology Officer
|
Dan Flynn
|
|
46
|
|
Executive Vice President, Business Transformation
|
Dean Crutchfield
|
|
55
|
|
Executive Vice President, Chief Information Officer
|
1.
|
Financial Statements
|
2.
|
Financial Statement Schedule
|
|
|
|
|
|
|
Incorporated by Reference
|
|
|
||||
Exhibit Number
|
|
Exhibit Description
|
|
Form
|
|
File No.
|
|
Exhibit
|
|
Filing Date
|
|
Filed Herewith
|
3.1
|
|
Certificate of Incorporation of CDK Global, Inc.
|
|
8-K
|
|
1-36486
|
|
3.1
|
|
10/1/2014
|
|
|
3.2
|
|
By-laws of CDK Global, Inc.
|
|
8-K
|
|
1-36486
|
|
3.2
|
|
10/1/2014
|
|
|
4.1
|
|
Indenture, dated as of October 14, 2014, among CDK Global, Inc. and U.S. Bank National Association, as trustee, pursuant to which the 3.30% Senior Notes due 2019 were issued
|
|
8-K
|
|
1-36486
|
|
4.1
|
|
10/17/2014
|
|
|
4.2
|
|
Indenture, dated as of October 14, 2014, among CDK Global, Inc. and U.S. Bank National Association, as trustee, pursuant to which the 4.50% Senior Notes due 2024 were issued
|
|
8-K
|
|
1-36486
|
|
4.2
|
|
10/17/2014
|
|
|
10.1
|
|
Form of Stock Option Grant Agreement under the 2014 Omnibus Award Plan (Management Compensatory Plan)
|
|
8-K
|
|
1-36486
|
|
10.1
|
|
9/9/2015
|
|
|
10.2
|
|
Form of UK Sub-Plan Stock Option Grant Agreement under the 2014 Omnibus Award Plan (Management Compensatory Plan)
|
|
8-K
|
|
1-36486
|
|
10.2
|
|
9/9/2015
|
|
|
10.3
|
|
Form of Restricted Stock Unit Award Agreement under the 2014 Omnibus Award Plan (Management Compensatory Plan)
|
|
8-K
|
|
1-36486
|
|
10.3
|
|
9/9/2015
|
|
|
10.4
|
|
Form of Restricted Stock Award Agreement under the 2014 Omnibus Award Plan (Management Compensatory Plan)
|
|
8-K
|
|
1-36486
|
|
10.4
|
|
9/9/2015
|
|
|
10.5
|
|
Form of Performance Stock Unit Award Agreement under the 2014 Omnibus Award Plan (Management Compensatory Plan)
|
|
8-K/A
|
|
1-36486
|
|
10.5
|
|
9/22/2015
|
|
|
10.6
|
|
2014 Omnibus Award Plan
|
|
DEF 14A
|
|
1-36486
|
|
Appendix A
|
|
9/22/2015
|
|
|
10.7
|
|
Form of Restricted Stock Unit Award Agreement under the 2014 Omnibus Award Plan (Form for Non-Employee Director)
|
|
10-Q
|
|
1-36486
|
|
10.7
|
|
11/3/2015
|
|
|
10.8
|
|
Form of Stock Option Grant Agreement under the 2014 Omnibus Award Plan (Form for Non-Employee Director)
|
|
10-Q
|
|
1-36486
|
|
10.8
|
|
11/3/2015
|
|
|
10.90
|
|
Employment Agreement, dated December 11, 2015, between CDK Global, Inc. and Brian P. MacDonald (Management Compensatory Plan)
|
|
8-K
|
|
1-36486
|
|
10.1
|
|
12/11/2015
|
|
|
10.1
|
|
Credit Agreement, dated December 14, 2015, between CDK Global, Inc. and Bank of America, N.A.
|
|
8-K
|
|
1-36486
|
|
10.1
|
|
12/14/2015
|
|
|
10.11
|
|
Transition and Release Agreement dated February 2, 2016, between CDK Global, Inc. and Steven J. Anenen
|
|
10-Q
|
|
1-36486
|
|
10.6
|
|
2/3/2016
|
|
|
10.12
|
|
CDK Global, Inc. Corporate Officer Severance Plan (Management Compensatory Plan)
|
|
10-Q
|
|
1-36486
|
|
10.7
|
|
2/3/2016
|
|
|
10.13
|
|
Form of Stock Option Grant Agreement under the 2014 Omnibus Award Plan (Form for Corporate Officers) (Management Compensatory Plan)
|
|
10-Q
|
|
1-36486
|
|
10.8
|
|
2/3/2016
|
|
|
10.14
|
|
UK Tax Advantaged Sub-Plan Form of Stock Option Grant Agreement under the 2014 Omnibus Award Plan (Form for Corporate Officers) (Management Compensatory Plan)
|
|
10-Q
|
|
1-36486
|
|
10.9
|
|
2/3/2016
|
|
|
10.15
|
|
Form of Restricted Unit Award Agreement under the 2014 Omnibus Award Plan (Form for Corporate Officers) (Management Compensatory Plan)
|
|
10-Q
|
|
1-36486
|
|
10.10
|
|
2/3/2016
|
|
|
10.16
|
|
Form of Restricted Stock Award Agreement under the 2014 Omnibus Award Plan (Form for Corporate Officers) (Management Compensatory Plan)
|
|
10-Q
|
|
1-36486
|
|
10.11
|
|
2/3/2016
|
|
|
10.17
|
|
Form of Performance Stock Unit Award Agreement under the 2014 Omnibus Award Plan (Form for Corporate Officers) (Management Compensatory Plan)
|
|
10-Q
|
|
1-36486
|
|
10.12
|
|
2/3/2016
|
|
|
10.18
|
|
UK Tax Advantaged Sub-Plan (Management Compensatory Plan)
|
|
8-K
|
|
1-36486
|
|
10.1
|
|
1/26/2015
|
|
|
10.19
|
|
Form of Stock Option Agreement Under the UK Tax Advantaged Sub-Plan (Management Compensatory Plan)
|
|
8-K
|
|
1-36486
|
|
10.2
|
|
1/26/2015
|
|
|
10.20
|
|
Second Amended and Restated Change in Control Severance Plan for Corporate Officers (Management Compensatory Plan)
|
|
|
|
|
|
|
|
|
|
X
|
12.1
|
|
Computation of Ratio of Earnings to Fixed Charges
|
|
|
|
|
|
|
|
|
|
X
|
21.1
|
|
Subsidiaries of the Registrant
|
|
|
|
|
|
|
|
|
|
X
|
23.1
|
|
Consent of Deloitte & Touche LLP, independent registered public accounting firm
|
|
|
|
|
|
|
|
|
|
X
|
31.1
|
|
Certification by Brian P. MacDonald pursuant to Rule 13a-14(a) of the Securities Exchange Act of 1934
|
|
|
|
|
|
|
|
|
|
X
|
31.2
|
|
Certification by Alfred A. Nietzel pursuant to Rule 13a-14(a) of the Securities Exchange Act of 1934
|
|
|
|
|
|
|
|
|
|
X
|
32.1
|
|
Certification by Brian P. MacDonald pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
|
|
|
|
|
|
|
|
|
|
X
|
32.2
|
|
Certification by Alfred A. Nietzel pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
|
|
|
|
|
|
|
|
|
|
X
|
101.INS
|
|
XBRL instance document
|
|
|
|
|
|
|
|
|
|
X
|
101.SCH
|
|
XBRL taxonomy extension schema document
|
|
|
|
|
|
|
|
|
|
X
|
101.CAL
|
|
XBRL taxonomy extension calculation linkbase document
|
|
|
|
|
|
|
|
|
|
X
|
101.LAB
|
|
XBRL taxonomy label linkbase document
|
|
|
|
|
|
|
|
|
|
X
|
101.PRE
|
|
XBRL taxonomy extension presentation linkbase document
|
|
|
|
|
|
|
|
|
|
X
|
101.DEF
|
|
XBRL taxonomy extension definition linkbase document
|
|
|
|
|
|
|
|
|
|
X
|
|
|
CDK Global, Inc.
(Registrant)
|
|
|
|
Date:
|
August 9, 2016
|
/s/ Alfred A. Nietzel
Alfred A. Nietzel
|
|
|
|
|
|
Executive Vice President, Chief Financial Officer
(principal financial and accounting officer)
(Title)
|
Signature
|
|
Title
|
|
Date
|
/s/ Brian P. MacDonald
|
|
President, Chief Executive Officer and Director (principal executive officer)
|
|
August 9, 2016
|
Brian P. MacDonald
|
|
|
|
|
/s/ Alfred A. Nietzel
|
|
Executive Vice President, Chief Financial Officer (principal financial and accounting officer)
|
|
August 9, 2016
|
Alfred A. Nietzel
|
|
|
|
|
/s/ Leslie A. Brun
|
|
Director
|
|
August 9, 2016
|
Leslie A. Brun
|
|
|
|
|
/s/ Willie A. Deese
|
|
Director
|
|
August 9, 2016
|
Willie A. Deese
|
|
|
|
|
/s/ Amy J. Hillman
|
|
Director
|
|
August 9, 2016
|
Amy J. Hillman
|
|
|
|
|
/s/ Stephen A. Miles
|
|
Director
|
|
August 9, 2016
|
Stephen A. Miles
|
|
|
|
|
/s/ Robert E. Radway
|
|
Director
|
|
August 9, 2016
|
Robert E. Radway
|
|
|
|
|
/s/ Frank S. Sowinski
|
|
Director
|
|
August 9, 2016
|
Frank S. Sowinski
|
|
|
|
|
/s/ Robert M. Tarkoff
|
|
Director
|
|
August 9, 2016
|
Robert M. Tarkoff
|
|
|
|
|
|
Years Ended June 30,
|
||||||||||||||||||
|
2016
|
|
2015
|
|
2014
|
|
2013
|
|
2012
|
||||||||||
Earnings before income taxes
|
$
|
369.1
|
|
|
$
|
299.9
|
|
|
$
|
353.3
|
|
|
$
|
320.7
|
|
|
$
|
256.4
|
|
Less: (income) loss from equity investees
|
(4.7
|
)
|
|
(3.1
|
)
|
|
(0.6
|
)
|
|
0.6
|
|
|
2.4
|
|
|||||
Add: fixed charges
|
56.5
|
|
|
43.7
|
|
|
12.3
|
|
|
10.0
|
|
|
9.5
|
|
|||||
Earnings before income taxes and fixed charges
|
$
|
420.9
|
|
|
$
|
340.5
|
|
|
$
|
365.0
|
|
|
$
|
331.3
|
|
|
$
|
268.3
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Interest expense
|
$
|
40.2
|
|
|
$
|
28.8
|
|
|
$
|
1.0
|
|
|
$
|
0.9
|
|
|
$
|
1.0
|
|
Interest component of rental expense
(1)
|
16.3
|
|
|
14.9
|
|
|
11.3
|
|
|
9.1
|
|
|
8.5
|
|
|||||
Fixed charges
|
$
|
56.5
|
|
|
$
|
43.7
|
|
|
$
|
12.3
|
|
|
$
|
10.0
|
|
|
$
|
9.5
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
|
|
|
|
|
|
|
|
|
|
||||||||||
Ratio of earnings to fixed charges
|
7.45
|
|
|
7.79
|
|
|
29.67
|
|
|
33.13
|
|
|
28.24
|
|
Name of Subsidiary
|
|
Jurisdiction of Incorporation
|
CDK Global, LLC
|
|
Delaware
|
CDK Global (Canada) Holding Co.
|
|
Nova Scotia
|
CDK Global (Canada) Limited
|
|
Canada
|
CDK Global (Luxembourg) 1 S.à.r.l
|
|
Luxembourg
|
CDK Global (Luxembourg) 2 S.à.r.l
|
|
Luxembourg
|
CDK Global (UK) Limited
|
|
United Kingdom
|
CDK Global Group BV
|
|
Netherlands
|
CDK Global Holdings, Inc.
|
|
Delaware
|
CDK Global Holdings II, LLC
|
|
Delaware
|
CDK Global Holdings (UK) Limited
|
|
United Kingdom
|
IP Networked Services, Inc.
|
|
Delaware
|
CDK Data Services, Inc. (f/k/a Digital Motorworks, Inc.)
|
|
Texas
|
CDK Vehicle Registration, Inc.
|
|
California
|
Computerized Vehicle Registration, Inc.
|
|
California
|
1.
|
I have reviewed this Annual Report on Form 10-K of CDK Global, Inc.;
|
2.
|
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
|
3.
|
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
|
4.
|
The registrant's other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
|
(a)
|
Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
|
(b)
|
Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
|
(c)
|
Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
|
(d)
|
Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and
|
5.
|
The registrant's other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):
|
(a)
|
All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and
|
(b)
|
Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.
|
Date:
|
August 9, 2016
|
/s/ Brian P. MacDonald
|
|
|
Brian P. MacDonald
|
|
|
President, Chief Executive Officer
|
1.
|
I have reviewed this Annual Report on Form 10-K of CDK Global, Inc.;
|
2.
|
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
|
3.
|
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
|
4.
|
The registrant's other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
|
(a)
|
Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
|
(b)
|
Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
|
(c)
|
Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
|
(d)
|
Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and
|
5.
|
The registrant's other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):
|
(a)
|
All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and
|
(b)
|
Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.
|
Date:
|
August 9, 2016
|
/s/ Alfred A. Nietzel
|
|
|
Alfred A. Nietzel
|
|
|
Executive Vice President, Chief Financial Officer
|
(1)
|
The Report fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934; and
|
(2)
|
The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.
|
Date:
|
August 9, 2016
|
/s/ Brian P. MacDonald
|
|
|
Brian P. MacDonald
|
|
|
President, Chief Executive Officer
|
(1)
|
The Report fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934; and
|
(2)
|
The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.
|
Date:
|
August 9, 2016
|
/s/ Alfred A. Nietzel
|
|
|
Alfred A. Nietzel
|
|
|
Executive Vice President, Chief Financial Officer
|