false--06-30Q320192019-03-310001631825falseAccelerated Filerfalse0.010.0125000000025000000092853983826611229285398382661122P10YP5YP10YP5Y10000030000000325000000.00.010.011001000000P7YP7YP5YP3YP3YP3YP3MP1YP1YP1YP1YP4Y 0001631825 2018-07-01 2019-03-31 0001631825 2019-04-30 0001631825 2018-06-30 0001631825 2019-03-31 0001631825 2018-01-01 2018-03-31 0001631825 2019-01-01 2019-03-31 0001631825 us-gaap:ProductMember 2018-01-01 2018-03-31 0001631825 2017-07-01 2018-03-31 0001631825 us-gaap:ServiceMember 2019-01-01 2019-03-31 0001631825 us-gaap:ProductMember 2019-01-01 2019-03-31 0001631825 us-gaap:ServiceMember 2018-01-01 2018-03-31 0001631825 us-gaap:ServiceMember 2017-07-01 2018-03-31 0001631825 us-gaap:ServiceMember 2018-07-01 2019-03-31 0001631825 us-gaap:ProductMember 2017-07-01 2018-03-31 0001631825 us-gaap:ProductMember 2018-07-01 2019-03-31 0001631825 2017-06-30 0001631825 2018-03-31 0001631825 us-gaap:PreferredStockMember 2018-03-31 0001631825 us-gaap:RetainedEarningsMember 2017-07-01 2018-03-31 0001631825 us-gaap:CommonStockMember 2018-03-31 0001631825 us-gaap:AdditionalPaidInCapitalMember 2017-06-30 0001631825 us-gaap:PreferredStockMember 2017-06-30 0001631825 us-gaap:CommonStockMember 2017-07-01 2018-03-31 0001631825 us-gaap:CommonStockMember 2017-06-30 0001631825 us-gaap:AdditionalPaidInCapitalMember 2018-03-31 0001631825 us-gaap:AdditionalPaidInCapitalMember 2017-07-01 2018-03-31 0001631825 us-gaap:RetainedEarningsMember 2017-06-30 0001631825 us-gaap:RetainedEarningsMember 2018-03-31 0001631825 us-gaap:CommonStockMember 2018-12-31 0001631825 us-gaap:CommonStockMember 2019-01-01 2019-03-31 0001631825 us-gaap:CommonStockMember 2019-03-31 0001631825 us-gaap:PreferredStockMember 2019-03-31 0001631825 us-gaap:AdditionalPaidInCapitalMember 2018-12-31 0001631825 us-gaap:AdditionalPaidInCapitalMember 2019-03-31 0001631825 us-gaap:PreferredStockMember 2018-12-31 0001631825 us-gaap:RetainedEarningsMember 2019-01-01 2019-03-31 0001631825 2018-12-31 0001631825 us-gaap:AdditionalPaidInCapitalMember 2019-01-01 2019-03-31 0001631825 us-gaap:RetainedEarningsMember 2019-03-31 0001631825 us-gaap:RetainedEarningsMember 2018-12-31 0001631825 us-gaap:CommonStockMember 2018-01-01 2018-03-31 0001631825 us-gaap:PreferredStockMember 2017-12-31 0001631825 us-gaap:AdditionalPaidInCapitalMember 2018-01-01 2018-03-31 0001631825 us-gaap:CommonStockMember 2017-12-31 0001631825 us-gaap:RetainedEarningsMember 2017-12-31 0001631825 2017-12-31 0001631825 us-gaap:RetainedEarningsMember 2018-01-01 2018-03-31 0001631825 us-gaap:AdditionalPaidInCapitalMember 2017-12-31 0001631825 us-gaap:CommonStockMember 2018-07-01 2019-03-31 0001631825 us-gaap:RetainedEarningsMember 2018-06-30 0001631825 us-gaap:AdditionalPaidInCapitalMember 2018-07-01 2019-03-31 0001631825 us-gaap:RetainedEarningsMember 2018-07-01 2019-03-31 0001631825 us-gaap:CommonStockMember 2018-06-30 0001631825 us-gaap:PreferredStockMember 2018-06-30 0001631825 us-gaap:AdditionalPaidInCapitalMember 2018-06-30 0001631825 us-gaap:CalculatedUnderRevenueGuidanceInEffectBeforeTopic606Member 2018-06-30 0001631825 us-gaap:AccountingStandardsUpdate201409Member us-gaap:DifferenceBetweenRevenueGuidanceInEffectBeforeAndAfterTopic606Member 2018-06-30 0001631825 psdo:SecondaryPublicOfferingMember 2018-09-20 2018-09-20 0001631825 psdo:APVIIIAegisHoldingsL.P.StockRepurchaseAgreementMember 2018-09-06 2018-09-06 0001631825 us-gaap:SubsequentEventMember 2019-05-08 2019-05-08 0001631825 psdo:SecondaryPublicOfferingMember 2018-09-20 0001631825 psdo:SecondaryPublicOfferingMember 2019-02-12 0001631825 psdo:SecondaryPublicOfferingMember 2019-03-15 0001631825 psdo:SecondaryPublicOfferingMember 2019-03-15 2019-03-15 0001631825 psdo:SecondaryPublicOfferingMember 2019-02-12 2019-02-12 0001631825 psdo:IncrementalTermLoanBFacilityMember psdo:APVIIIAegisHoldingsL.P.StockRepurchaseAgreementMember 2018-09-06 2018-09-06 0001631825 us-gaap:CalculatedUnderRevenueGuidanceInEffectBeforeTopic606Member us-gaap:ProFormaMember 2017-07-01 2018-03-31 0001631825 us-gaap:ProductMember us-gaap:CalculatedUnderRevenueGuidanceInEffectBeforeTopic606Member us-gaap:ProFormaMember 2017-07-01 2018-03-31 0001631825 us-gaap:AccountingStandardsUpdate201409Member us-gaap:DifferenceBetweenRevenueGuidanceInEffectBeforeAndAfterTopic606Member us-gaap:ProFormaMember 2017-07-01 2018-03-31 0001631825 us-gaap:ServiceMember us-gaap:ProFormaMember 2017-07-01 2018-03-31 0001631825 us-gaap:ProFormaMember 2017-07-01 2018-03-31 0001631825 us-gaap:CalculatedUnderRevenueGuidanceInEffectBeforeTopic606Member us-gaap:ProFormaMember 2018-01-01 2018-03-31 0001631825 us-gaap:ProFormaMember 2018-01-01 2018-03-31 0001631825 us-gaap:ServiceMember us-gaap:CalculatedUnderRevenueGuidanceInEffectBeforeTopic606Member us-gaap:ProFormaMember 2017-07-01 2018-03-31 0001631825 us-gaap:ProductMember us-gaap:ProFormaMember 2018-01-01 2018-03-31 0001631825 us-gaap:AccountingStandardsUpdate201409Member us-gaap:DifferenceBetweenRevenueGuidanceInEffectBeforeAndAfterTopic606Member us-gaap:ProFormaMember 2018-01-01 2018-03-31 0001631825 us-gaap:ServiceMember us-gaap:AccountingStandardsUpdate201409Member us-gaap:DifferenceBetweenRevenueGuidanceInEffectBeforeAndAfterTopic606Member us-gaap:ProFormaMember 2018-01-01 2018-03-31 0001631825 us-gaap:ProductMember us-gaap:AccountingStandardsUpdate201409Member us-gaap:DifferenceBetweenRevenueGuidanceInEffectBeforeAndAfterTopic606Member us-gaap:ProFormaMember 2018-01-01 2018-03-31 0001631825 us-gaap:ProductMember us-gaap:AccountingStandardsUpdate201409Member us-gaap:DifferenceBetweenRevenueGuidanceInEffectBeforeAndAfterTopic606Member us-gaap:ProFormaMember 2017-07-01 2018-03-31 0001631825 us-gaap:ServiceMember us-gaap:CalculatedUnderRevenueGuidanceInEffectBeforeTopic606Member us-gaap:ProFormaMember 2018-01-01 2018-03-31 0001631825 us-gaap:ProductMember us-gaap:ProFormaMember 2017-07-01 2018-03-31 0001631825 us-gaap:ServiceMember us-gaap:AccountingStandardsUpdate201409Member us-gaap:DifferenceBetweenRevenueGuidanceInEffectBeforeAndAfterTopic606Member us-gaap:ProFormaMember 2017-07-01 2018-03-31 0001631825 us-gaap:ProductMember us-gaap:CalculatedUnderRevenueGuidanceInEffectBeforeTopic606Member us-gaap:ProFormaMember 2018-01-01 2018-03-31 0001631825 us-gaap:ServiceMember us-gaap:ProFormaMember 2018-01-01 2018-03-31 0001631825 2024-07-01 2019-03-31 0001631825 2020-07-01 2019-03-31 0001631825 2019-04-01 2019-03-31 0001631825 2021-07-01 2019-03-31 0001631825 2023-07-01 2019-03-31 0001631825 2022-07-01 2019-03-31 0001631825 psdo:NonDiscountedLeasesMember 2019-03-31 0001631825 psdo:DiscountedLeasesMember 2019-03-31 0001631825 psdo:DiscountedLeasesMember 2018-06-30 0001631825 psdo:NonDiscountedLeasesMember 2018-06-30 0001631825 us-gaap:PropertySubjectToOperatingLeaseMember 2018-07-01 2019-03-31 0001631825 us-gaap:PropertySubjectToOperatingLeaseMember 2019-01-01 2019-03-31 0001631825 us-gaap:PropertySubjectToOperatingLeaseMember 2017-07-01 2018-03-31 0001631825 us-gaap:PropertySubjectToOperatingLeaseMember 2018-01-01 2018-03-31 0001631825 us-gaap:EquipmentMember 2018-06-30 0001631825 us-gaap:EquipmentMember 2019-03-31 0001631825 us-gaap:FurnitureAndFixturesMember 2019-03-31 0001631825 us-gaap:LeaseholdImprovementsMember 2019-03-31 0001631825 us-gaap:SoftwareAndSoftwareDevelopmentCostsMember 2019-03-31 0001631825 us-gaap:SoftwareAndSoftwareDevelopmentCostsMember 2018-06-30 0001631825 us-gaap:FurnitureAndFixturesMember 2018-06-30 0001631825 us-gaap:LeaseholdImprovementsMember 2018-06-30 0001631825 us-gaap:CostOfSalesMember 2017-07-01 2018-03-31 0001631825 psdo:DepreciationandAmortizationMember 2018-01-01 2018-03-31 0001631825 us-gaap:CostOfSalesMember 2018-07-01 2019-03-31 0001631825 us-gaap:CostOfSalesMember 2019-01-01 2019-03-31 0001631825 us-gaap:CostOfSalesMember 2018-01-01 2018-03-31 0001631825 psdo:DepreciationandAmortizationMember 2019-01-01 2019-03-31 0001631825 psdo:DepreciationandAmortizationMember 2018-07-01 2019-03-31 0001631825 psdo:DepreciationandAmortizationMember 2017-07-01 2018-03-31 0001631825 srt:MaximumMember us-gaap:EquipmentMember 2018-07-01 2019-03-31 0001631825 srt:MinimumMember us-gaap:EquipmentMember 2018-07-01 2019-03-31 0001631825 srt:MinimumMember us-gaap:SoftwareAndSoftwareDevelopmentCostsMember 2018-07-01 2019-03-31 0001631825 srt:MinimumMember us-gaap:FurnitureAndFixturesMember 2018-07-01 2019-03-31 0001631825 srt:MaximumMember us-gaap:SoftwareAndSoftwareDevelopmentCostsMember 2018-07-01 2019-03-31 0001631825 srt:MaximumMember us-gaap:FurnitureAndFixturesMember 2018-07-01 2019-03-31 0001631825 us-gaap:CustomerRelationshipsMember 2019-03-31 0001631825 us-gaap:TradeNamesMember 2018-07-01 2019-03-31 0001631825 us-gaap:TradeNamesMember 2019-03-31 0001631825 us-gaap:DevelopedTechnologyRightsMember 2019-03-31 0001631825 us-gaap:TradeNamesMember 2019-03-31 0001631825 us-gaap:DevelopedTechnologyRightsMember 2018-07-01 2019-03-31 0001631825 srt:WeightedAverageMember 2017-07-01 2018-06-30 0001631825 srt:WeightedAverageMember 2018-07-01 2019-03-31 0001631825 us-gaap:DevelopedTechnologyRightsMember 2017-07-01 2018-06-30 0001631825 us-gaap:CustomerRelationshipsMember 2018-06-30 0001631825 us-gaap:TradeNamesMember 2017-07-01 2018-06-30 0001631825 us-gaap:TradeNamesMember 2018-06-30 0001631825 us-gaap:DevelopedTechnologyRightsMember 2018-06-30 0001631825 us-gaap:TradeNamesMember 2018-06-30 0001631825 srt:MaximumMember us-gaap:CustomerRelationshipsMember 2018-07-01 2019-03-31 0001631825 srt:MinimumMember us-gaap:CustomerRelationshipsMember 2018-07-01 2019-03-31 0001631825 srt:MaximumMember us-gaap:CustomerRelationshipsMember 2017-07-01 2018-06-30 0001631825 srt:MinimumMember us-gaap:CustomerRelationshipsMember 2017-07-01 2018-06-30 0001631825 us-gaap:SecuredDebtMember us-gaap:LineOfCreditMember 2018-07-01 2019-03-31 0001631825 us-gaap:SecuredDebtMember us-gaap:LineOfCreditMember 2019-03-31 0001631825 us-gaap:SecuredDebtMember us-gaap:LineOfCreditMember 2018-06-30 0001631825 psdo:ReceivablesSecuritizationLoanMember us-gaap:LineOfCreditMember 2018-06-30 0001631825 us-gaap:RevolvingCreditFacilityMember us-gaap:LineOfCreditMember 2019-03-31 0001631825 us-gaap:RevolvingCreditFacilityMember us-gaap:LineOfCreditMember 2018-06-30 0001631825 psdo:ReceivablesSecuritizationLoanMember us-gaap:LineOfCreditMember 2019-03-31 0001631825 psdo:NewTermLoansMember us-gaap:MediumTermNotesMember 2019-03-31 0001631825 psdo:NewTermLoansMember us-gaap:MediumTermNotesMember 2018-06-30 0001631825 us-gaap:LetterOfCreditMember us-gaap:LineOfCreditMember 2019-03-31 0001631825 us-gaap:RevolvingCreditFacilityMember us-gaap:LineOfCreditMember psdo:NewAgreementMember 2018-07-01 2019-03-31 0001631825 us-gaap:RevolvingCreditFacilityMember us-gaap:LineOfCreditMember psdo:NewAgreementMember 2019-03-31 0001631825 us-gaap:RevolvingCreditFacilityMember us-gaap:LineOfCreditMember psdo:ExistingAgreementMember 2019-03-31 0001631825 us-gaap:LetterOfCreditMember us-gaap:LineOfCreditMember 2018-06-30 0001631825 us-gaap:MediumTermNotesMember 2018-07-01 2019-03-31 0001631825 psdo:NewTermLoansMember us-gaap:MediumTermNotesMember 2019-01-01 2019-03-31 0001631825 us-gaap:FairValueInputsLevel3Member us-gaap:EstimateOfFairValueFairValueDisclosureMember 2019-03-31 0001631825 us-gaap:CarryingReportedAmountFairValueDisclosureMember 2019-03-31 0001631825 us-gaap:FairValueInputsLevel1Member us-gaap:EstimateOfFairValueFairValueDisclosureMember 2019-03-31 0001631825 us-gaap:FairValueInputsLevel2Member us-gaap:EstimateOfFairValueFairValueDisclosureMember 2019-03-31 0001631825 us-gaap:FairValueInputsLevel1Member us-gaap:EstimateOfFairValueFairValueDisclosureMember 2018-06-30 0001631825 us-gaap:CarryingReportedAmountFairValueDisclosureMember 2018-06-30 0001631825 us-gaap:FairValueInputsLevel2Member us-gaap:EstimateOfFairValueFairValueDisclosureMember 2018-06-30 0001631825 us-gaap:FairValueInputsLevel3Member us-gaap:EstimateOfFairValueFairValueDisclosureMember 2018-06-30 0001631825 psdo:ServiceBasedOptionsandRollOverOptionsMember 2018-07-01 2019-03-31 0001631825 psdo:PerformancebasedStockOptionsandMarketOptionsMember 2018-07-01 2019-03-31 0001631825 psdo:NonqualifiedStockOptionsMember psdo:LongTermIncentivePlan2017and2015Member 2019-03-31 0001631825 psdo:PerformancebasedStockOptionsandMarketOptionsMember 2019-03-31 0001631825 us-gaap:RestrictedStockUnitsRSUMember 2019-03-31 0001631825 psdo:EmployeeStockPurchasePlanMember us-gaap:SubsequentEventMember 2019-04-09 2019-04-09 0001631825 psdo:EmployeeStockPurchasePlanMember 2018-09-04 2018-09-04 0001631825 psdo:NonqualifiedStockOptionsMember psdo:LongTermIncentivePlan2017Member 2018-07-01 2019-03-31 0001631825 psdo:RestrictedStockUnitsUnvestedMember psdo:LongTermIncentivePlan2017Member psdo:RestrictedStockUnitsVestedMember 2018-07-01 2019-03-31 0001631825 psdo:NonqualifiedStockOptionsMember 2019-03-31 0001631825 psdo:EmployeeStockPurchasePlanMember 2019-03-31 0001631825 psdo:EmployeeStockPurchasePlanMember 2018-03-31 2018-03-31 0001631825 psdo:ServiceBasedOptionsandRollOverOptionsMember 2019-03-31 0001631825 us-gaap:RestrictedStockUnitsRSUMember psdo:LongTermIncentivePlan2017Member psdo:RestrictedStockUnitsVestedMember 2018-07-01 2019-03-31 0001631825 psdo:EmployeeStockPurchasePlanMember 2018-09-05 2018-09-05 0001631825 us-gaap:GeneralAndAdministrativeExpenseMember 2017-07-01 2018-03-31 0001631825 us-gaap:GeneralAndAdministrativeExpenseMember 2018-01-01 2018-03-31 0001631825 us-gaap:GeneralAndAdministrativeExpenseMember 2019-01-01 2019-03-31 0001631825 us-gaap:SellingAndMarketingExpenseMember 2017-07-01 2018-03-31 0001631825 us-gaap:SellingAndMarketingExpenseMember 2018-07-01 2019-03-31 0001631825 us-gaap:SellingAndMarketingExpenseMember 2018-01-01 2018-03-31 0001631825 us-gaap:SellingAndMarketingExpenseMember 2019-01-01 2019-03-31 0001631825 us-gaap:GeneralAndAdministrativeExpenseMember 2018-07-01 2019-03-31 0001631825 us-gaap:PerformanceSharesMember 2018-01-01 2018-03-31 0001631825 us-gaap:EmployeeStockOptionMember 2018-07-01 2019-03-31 0001631825 us-gaap:EmployeeStockOptionMember 2017-07-01 2018-03-31 0001631825 us-gaap:PerformanceSharesMember 2017-07-01 2018-03-31 0001631825 us-gaap:EmployeeStockOptionMember 2019-01-01 2019-03-31 0001631825 us-gaap:PerformanceSharesMember 2019-01-01 2019-03-31 0001631825 us-gaap:PerformanceSharesMember 2018-07-01 2019-03-31 0001631825 us-gaap:EmployeeStockOptionMember 2018-01-01 2018-03-31 0001631825 2017-07-01 2018-06-30 0001631825 us-gaap:ScenarioForecastMember 2018-07-01 2019-06-30 0001631825 psdo:ApolloGlobalManagementLLCMember srt:AffiliatedEntityMember 2018-07-01 2019-03-31 0001631825 psdo:ApolloGlobalManagementLLCMember srt:AffiliatedEntityMember 2018-06-30 0001631825 psdo:ApolloGlobalManagementLLCMember srt:AffiliatedEntityMember 2019-01-01 2019-03-31 0001631825 psdo:ApolloGlobalManagementLLCMember srt:AffiliatedEntityMember 2017-07-01 2018-03-31 0001631825 us-gaap:ManagementMember 2019-01-01 2019-03-31 0001631825 psdo:ApolloGlobalManagementLLCMember srt:AffiliatedEntityMember 2019-03-31 0001631825 us-gaap:ManagementMember 2018-07-01 2019-03-31 0001631825 us-gaap:ManagementMember 2017-07-01 2018-03-31 0001631825 us-gaap:ManagementMember 2018-01-01 2018-03-31 0001631825 psdo:DigitalInfrastructureSolutionsMember 2018-01-01 2018-03-31 0001631825 psdo:DigitalInfrastructureSolutionsMember 2017-07-01 2018-03-31 0001631825 psdo:SecuritySolutionsMember 2019-01-01 2019-03-31 0001631825 psdo:SecuritySolutionsMember 2017-07-01 2018-03-31 0001631825 psdo:CloudSolutionsMember 2019-01-01 2019-03-31 0001631825 psdo:DigitalInfrastructureSolutionsMember 2018-07-01 2019-03-31 0001631825 psdo:CloudSolutionsMember 2017-07-01 2018-03-31 0001631825 psdo:SecuritySolutionsMember 2018-07-01 2019-03-31 0001631825 psdo:CloudSolutionsMember 2018-01-01 2018-03-31 0001631825 psdo:SecuritySolutionsMember 2018-01-01 2018-03-31 0001631825 psdo:DigitalInfrastructureSolutionsMember 2019-01-01 2019-03-31 0001631825 psdo:CloudSolutionsMember 2018-07-01 2019-03-31 0001631825 us-gaap:TransferredOverTimeMember 2017-07-01 2018-03-31 0001631825 us-gaap:TransferredAtPointInTimeMember 2019-01-01 2019-03-31 0001631825 us-gaap:TransferredAtPointInTimeMember 2018-07-01 2019-03-31 0001631825 us-gaap:TransferredOverTimeMember 2019-01-01 2019-03-31 0001631825 us-gaap:TransferredAtPointInTimeMember 2018-01-01 2018-03-31 0001631825 us-gaap:TransferredOverTimeMember 2018-07-01 2019-03-31 0001631825 us-gaap:TransferredAtPointInTimeMember 2017-07-01 2018-03-31 0001631825 us-gaap:TransferredOverTimeMember 2018-01-01 2018-03-31 0001631825 psdo:CustomerVerticalMidMarketMember 2017-07-01 2018-03-31 0001631825 psdo:CustomerVerticalLargeMember 2018-01-01 2018-03-31 0001631825 psdo:CustomerVerticalGovernmentMember 2018-07-01 2019-03-31 0001631825 psdo:CustomerVerticalMidMarketMember 2019-01-01 2019-03-31 0001631825 psdo:CustomerVerticalLargeMember 2017-07-01 2018-03-31 0001631825 psdo:CustomerVerticalMidMarketMember 2018-07-01 2019-03-31 0001631825 psdo:CustomerVerticalGovernmentMember 2017-07-01 2018-03-31 0001631825 psdo:CustomerVerticalMidMarketMember 2018-01-01 2018-03-31 0001631825 psdo:CustomerVerticalLargeMember 2018-07-01 2019-03-31 0001631825 psdo:CustomerVerticalLargeMember 2019-01-01 2019-03-31 0001631825 psdo:CustomerVerticalGovernmentMember 2019-01-01 2019-03-31 0001631825 psdo:CustomerVerticalGovernmentMember 2018-01-01 2018-03-31 0001631825 psdo:RecurringRevenueMember 2017-07-01 2018-03-31 0001631825 psdo:NonRecurringRevenueMember 2017-07-01 2018-03-31 0001631825 psdo:RecurringRevenueMember 2018-07-01 2019-03-31 0001631825 psdo:NonRecurringRevenueMember 2018-07-01 2019-03-31 0001631825 psdo:RecurringRevenueMember 2019-01-01 2019-03-31 0001631825 psdo:RecurringRevenueMember 2018-01-01 2018-03-31 0001631825 psdo:NonRecurringRevenueMember 2018-01-01 2018-03-31 0001631825 psdo:NonRecurringRevenueMember 2019-01-01 2019-03-31 0001631825 srt:ParentCompanyMember srt:ReportableLegalEntitiesMember 2019-03-31 0001631825 srt:ConsolidationEliminationsMember 2019-03-31 0001631825 srt:GuarantorSubsidiariesMember srt:ReportableLegalEntitiesMember 2019-03-31 0001631825 srt:ConsolidationEliminationsMember 2018-06-30 0001631825 srt:ParentCompanyMember srt:ReportableLegalEntitiesMember 2018-06-30 0001631825 srt:GuarantorSubsidiariesMember srt:ReportableLegalEntitiesMember 2018-06-30 0001631825 srt:GuarantorSubsidiariesMember srt:ReportableLegalEntitiesMember 2018-01-01 2018-03-31 0001631825 srt:ParentCompanyMember srt:ReportableLegalEntitiesMember 2018-01-01 2018-03-31 0001631825 srt:ConsolidationEliminationsMember 2018-01-01 2018-03-31 0001631825 srt:ParentCompanyMember srt:ReportableLegalEntitiesMember 2019-01-01 2019-03-31 0001631825 srt:GuarantorSubsidiariesMember srt:ReportableLegalEntitiesMember 2019-01-01 2019-03-31 0001631825 srt:ConsolidationEliminationsMember 2019-01-01 2019-03-31 0001631825 srt:ConsolidationEliminationsMember 2017-07-01 2018-03-31 0001631825 srt:ParentCompanyMember srt:ReportableLegalEntitiesMember 2017-07-01 2018-03-31 0001631825 srt:GuarantorSubsidiariesMember srt:ReportableLegalEntitiesMember 2017-07-01 2018-03-31 0001631825 srt:GuarantorSubsidiariesMember srt:ReportableLegalEntitiesMember 2018-07-01 2019-03-31 0001631825 srt:ConsolidationEliminationsMember 2018-07-01 2019-03-31 0001631825 srt:ParentCompanyMember srt:ReportableLegalEntitiesMember 2018-07-01 2019-03-31 0001631825 srt:GuarantorSubsidiariesMember srt:ReportableLegalEntitiesMember 2018-03-31 0001631825 srt:ConsolidationEliminationsMember 2017-06-30 0001631825 srt:ParentCompanyMember srt:ReportableLegalEntitiesMember 2017-06-30 0001631825 srt:GuarantorSubsidiariesMember srt:ReportableLegalEntitiesMember 2017-06-30 0001631825 srt:ConsolidationEliminationsMember 2018-03-31 0001631825 srt:ParentCompanyMember srt:ReportableLegalEntitiesMember 2018-03-31 xbrli:pure xbrli:shares iso4217:USD iso4217:USD xbrli:shares psdo:segment

false--06-30Q1202000016318250.010.01250000000250000000828523408337176982852340833717690.1025300000P10YP5YP10YP5Y100000014000000325000000.00000.010.011001000000P7YP7YP5YP3YP3YP3YP9MP1YP1YP1YP1Y 0001631825 2019-07-01 2019-09-30 0001631825 2019-10-29 0001631825 2019-06-30 0001631825 2019-09-30 0001631825 2018-07-01 2018-09-30 0001631825 us-gaap:ProductMember 2019-07-01 2019-09-30 0001631825 us-gaap:ServiceMember 2019-07-01 2019-09-30 0001631825 us-gaap:ServiceMember 2018-07-01 2018-09-30 0001631825 us-gaap:ProductMember 2018-07-01 2018-09-30 0001631825 2018-06-30 0001631825 2018-09-30 0001631825 us-gaap:RetainedEarningsMember 2019-07-01 2019-09-30 0001631825 us-gaap:CommonStockMember 2019-06-30 0001631825 us-gaap:PreferredStockMember 2019-09-30 0001631825 us-gaap:CommonStockMember 2019-07-01 2019-09-30 0001631825 us-gaap:PreferredStockMember 2019-06-30 0001631825 us-gaap:CommonStockMember 2019-09-30 0001631825 us-gaap:AdditionalPaidInCapitalMember 2019-09-30 0001631825 us-gaap:AdditionalPaidInCapitalMember 2019-07-01 2019-09-30 0001631825 us-gaap:RetainedEarningsMember 2019-09-30 0001631825 us-gaap:AdditionalPaidInCapitalMember 2019-06-30 0001631825 us-gaap:RetainedEarningsMember 2019-06-30 0001631825 us-gaap:PreferredStockMember 2018-09-30 0001631825 us-gaap:PreferredStockMember 2018-06-30 0001631825 us-gaap:RetainedEarningsMember 2018-06-30 0001631825 us-gaap:AdditionalPaidInCapitalMember 2018-06-30 0001631825 us-gaap:CommonStockMember 2018-06-30 0001631825 us-gaap:AdditionalPaidInCapitalMember 2018-07-01 2018-09-30 0001631825 us-gaap:CommonStockMember 2018-07-01 2018-09-30 0001631825 us-gaap:AdditionalPaidInCapitalMember 2018-09-30 0001631825 us-gaap:RetainedEarningsMember 2018-07-01 2018-09-30 0001631825 us-gaap:CommonStockMember 2018-09-30 0001631825 us-gaap:RetainedEarningsMember 2018-09-30 0001631825 us-gaap:SubsequentEventMember 2019-10-04 2019-10-04 0001631825 2019-08-28 2019-08-28 0001631825 us-gaap:SubsequentEventMember 2019-11-06 2019-11-06 0001631825 psdo:NonDiscountedLeasesMember 2019-06-30 0001631825 psdo:DiscountedLeasesMember 2019-06-30 0001631825 psdo:DiscountedLeasesMember 2019-09-30 0001631825 psdo:NonDiscountedLeasesMember 2019-09-30 0001631825 us-gaap:PropertySubjectToOperatingLeaseMember 2019-07-01 2019-09-30 0001631825 us-gaap:PropertySubjectToOperatingLeaseMember 2018-07-01 2018-09-30 0001631825 us-gaap:SoftwareAndSoftwareDevelopmentCostsMember 2019-09-30 0001631825 us-gaap:EquipmentMember 2019-09-30 0001631825 us-gaap:LeaseholdImprovementsMember 2019-06-30 0001631825 us-gaap:EquipmentMember 2019-06-30 0001631825 us-gaap:SoftwareAndSoftwareDevelopmentCostsMember 2019-06-30 0001631825 us-gaap:FurnitureAndFixturesMember 2019-09-30 0001631825 us-gaap:LeaseholdImprovementsMember 2019-09-30 0001631825 us-gaap:FurnitureAndFixturesMember 2019-06-30 0001631825 us-gaap:CostOfSalesMember 2019-07-01 2019-09-30 0001631825 psdo:DepreciationandAmortizationMember 2019-07-01 2019-09-30 0001631825 psdo:DepreciationandAmortizationMember 2018-07-01 2018-09-30 0001631825 us-gaap:CostOfSalesMember 2018-07-01 2018-09-30 0001631825 srt:MaximumMember us-gaap:SoftwareAndSoftwareDevelopmentCostsMember 2019-07-01 2019-09-30 0001631825 srt:MinimumMember us-gaap:SoftwareAndSoftwareDevelopmentCostsMember 2019-07-01 2019-09-30 0001631825 srt:MinimumMember us-gaap:FurnitureAndFixturesMember 2019-07-01 2019-09-30 0001631825 srt:MinimumMember us-gaap:EquipmentMember 2019-07-01 2019-09-30 0001631825 srt:MaximumMember us-gaap:EquipmentMember 2019-07-01 2019-09-30 0001631825 srt:MaximumMember us-gaap:FurnitureAndFixturesMember 2019-07-01 2019-09-30 0001631825 us-gaap:CustomerRelationshipsMember 2019-06-30 0001631825 us-gaap:TradeNamesMember 2019-06-30 0001631825 us-gaap:TradeNamesMember 2019-06-30 0001631825 us-gaap:DevelopedTechnologyRightsMember 2018-07-01 2019-06-30 0001631825 us-gaap:TradeNamesMember 2018-07-01 2019-06-30 0001631825 us-gaap:DevelopedTechnologyRightsMember 2019-06-30 0001631825 srt:WeightedAverageMember 2018-07-01 2019-06-30 0001631825 srt:WeightedAverageMember 2019-07-01 2019-09-30 0001631825 us-gaap:CustomerRelationshipsMember 2019-09-30 0001631825 us-gaap:DevelopedTechnologyRightsMember 2019-09-30 0001631825 us-gaap:TradeNamesMember 2019-09-30 0001631825 us-gaap:DevelopedTechnologyRightsMember 2019-07-01 2019-09-30 0001631825 us-gaap:TradeNamesMember 2019-09-30 0001631825 us-gaap:TradeNamesMember 2019-07-01 2019-09-30 0001631825 srt:MinimumMember us-gaap:CustomerRelationshipsMember 2019-07-01 2019-09-30 0001631825 srt:MaximumMember us-gaap:CustomerRelationshipsMember 2018-07-01 2019-06-30 0001631825 srt:MaximumMember us-gaap:CustomerRelationshipsMember 2019-07-01 2019-09-30 0001631825 srt:MinimumMember us-gaap:CustomerRelationshipsMember 2018-07-01 2019-06-30 0001631825 us-gaap:SecuredDebtMember us-gaap:LineOfCreditMember 2019-09-30 0001631825 us-gaap:SecuredDebtMember us-gaap:LineOfCreditMember 2019-07-01 2019-09-30 0001631825 us-gaap:SecuredDebtMember us-gaap:LineOfCreditMember 2019-06-30 0001631825 psdo:ReceivablesSecuritizationLoanMember us-gaap:LineOfCreditMember 2019-09-30 0001631825 psdo:NewTermLoansMember us-gaap:MediumTermNotesMember 2019-09-30 0001631825 psdo:ReceivablesSecuritizationLoanMember us-gaap:LineOfCreditMember 2019-06-30 0001631825 us-gaap:RevolvingCreditFacilityMember us-gaap:LineOfCreditMember 2019-09-30 0001631825 psdo:NewTermLoansMember us-gaap:MediumTermNotesMember 2019-06-30 0001631825 us-gaap:RevolvingCreditFacilityMember us-gaap:LineOfCreditMember 2019-06-30 0001631825 us-gaap:MediumTermNotesMember 2018-07-01 2018-09-30 0001631825 us-gaap:LetterOfCreditMember us-gaap:LineOfCreditMember 2019-09-30 0001631825 psdo:NewTermLoansMember us-gaap:MediumTermNotesMember 2019-07-01 2019-09-30 0001631825 psdo:NewTermLoansMember us-gaap:MediumTermNotesMember 2018-07-01 2018-09-30 0001631825 us-gaap:MediumTermNotesMember 2019-07-01 2019-09-30 0001631825 us-gaap:LetterOfCreditMember us-gaap:LineOfCreditMember 2019-06-30 0001631825 us-gaap:SeniorNotesMember 2019-06-30 0001631825 us-gaap:CarryingReportedAmountFairValueDisclosureMember 2019-09-30 0001631825 us-gaap:FairValueInputsLevel1Member us-gaap:EstimateOfFairValueFairValueDisclosureMember 2019-09-30 0001631825 us-gaap:FairValueInputsLevel3Member us-gaap:EstimateOfFairValueFairValueDisclosureMember 2019-09-30 0001631825 us-gaap:FairValueInputsLevel2Member us-gaap:EstimateOfFairValueFairValueDisclosureMember 2019-09-30 0001631825 us-gaap:FairValueInputsLevel3Member us-gaap:EstimateOfFairValueFairValueDisclosureMember 2019-06-30 0001631825 us-gaap:FairValueInputsLevel2Member us-gaap:EstimateOfFairValueFairValueDisclosureMember 2019-06-30 0001631825 us-gaap:FairValueInputsLevel1Member us-gaap:EstimateOfFairValueFairValueDisclosureMember 2019-06-30 0001631825 us-gaap:CarryingReportedAmountFairValueDisclosureMember 2019-06-30 0001631825 psdo:ServiceBasedOptionsandRollOverOptionsMember 2019-07-01 2019-09-30 0001631825 us-gaap:RestrictedStockUnitsRSUMember psdo:LongTermIncentivePlan2017Member psdo:RestrictedStockUnitsVestedMember 2019-07-01 2019-09-30 0001631825 psdo:EmployeeStockPurchasePlanMember 2019-07-01 2019-09-30 0001631825 psdo:RestrictedStockUnitsUnvestedMember psdo:LongTermIncentivePlan2017Member psdo:RestrictedStockUnitsVestedMember 2019-07-01 2019-09-30 0001631825 psdo:EmployeeStockPurchasePlanMember us-gaap:SubsequentEventMember 2019-10-02 2019-10-02 0001631825 psdo:EmployeeStockPurchasePlanMember 2019-09-30 0001631825 psdo:ServiceBasedOptionsandRollOverOptionsMember 2019-09-30 0001631825 psdo:NonqualifiedStockOptionsMember 2019-09-30 0001631825 psdo:PerformancebasedStockOptionsandMarketOptionsMember 2019-07-01 2019-09-30 0001631825 psdo:PerformancebasedStockOptionsandMarketOptionsMember 2019-09-30 0001631825 us-gaap:GeneralAndAdministrativeExpenseMember 2019-07-01 2019-09-30 0001631825 us-gaap:SellingAndMarketingExpenseMember 2019-07-01 2019-09-30 0001631825 us-gaap:GeneralAndAdministrativeExpenseMember 2018-07-01 2018-09-30 0001631825 us-gaap:SellingAndMarketingExpenseMember 2018-07-01 2018-09-30 0001631825 us-gaap:EmployeeStockOptionMember 2018-07-01 2018-09-30 0001631825 us-gaap:PerformanceSharesMember 2018-07-01 2018-09-30 0001631825 us-gaap:PerformanceSharesMember 2019-07-01 2019-09-30 0001631825 us-gaap:EmployeeStockOptionMember 2019-07-01 2019-09-30 0001631825 2021-07-01 2019-09-30 0001631825 2024-07-01 2019-09-30 0001631825 2020-07-01 2019-09-30 0001631825 2019-10-01 2019-09-30 0001631825 2023-07-01 2019-09-30 0001631825 2022-07-01 2019-09-30 0001631825 psdo:DigitalInfrastructureSolutionsMember 2018-07-01 2018-09-30 0001631825 psdo:CloudSolutionsMember 2018-07-01 2018-09-30 0001631825 psdo:SecuritySolutionsMember 2019-07-01 2019-09-30 0001631825 psdo:SecuritySolutionsMember 2018-07-01 2018-09-30 0001631825 psdo:DigitalInfrastructureSolutionsMember 2019-07-01 2019-09-30 0001631825 psdo:CloudSolutionsMember 2019-07-01 2019-09-30 0001631825 psdo:NonRecurringRevenueMember 2018-07-01 2018-09-30 0001631825 psdo:RecurringRevenueMember 2018-07-01 2018-09-30 0001631825 psdo:RecurringRevenueMember 2019-07-01 2019-09-30 0001631825 psdo:NonRecurringRevenueMember 2019-07-01 2019-09-30 0001631825 2015-10-22 2019-09-30 0001631825 us-gaap:TransferredAtPointInTimeMember 2018-07-01 2018-09-30 0001631825 us-gaap:TransferredOverTimeMember 2018-07-01 2018-09-30 0001631825 us-gaap:TransferredOverTimeMember 2019-07-01 2019-09-30 0001631825 us-gaap:TransferredAtPointInTimeMember 2019-07-01 2019-09-30 0001631825 psdo:CustomerVerticalMidMarketMember 2018-07-01 2018-09-30 0001631825 psdo:CustomerVerticalMidMarketMember 2019-07-01 2019-09-30 0001631825 psdo:CustomerVerticalLargeMember 2019-07-01 2019-09-30 0001631825 psdo:CustomerVerticalLargeMember 2018-07-01 2018-09-30 0001631825 psdo:CustomerVerticalGovernmentMember 2019-07-01 2019-09-30 0001631825 psdo:CustomerVerticalGovernmentMember 2018-07-01 2018-09-30 0001631825 srt:MaximumMember 2019-09-30 0001631825 srt:MinimumMember 2019-09-30 0001631825 psdo:ApolloGlobalManagementLLCMember srt:AffiliatedEntityMember 2019-09-30 0001631825 psdo:ApolloGlobalManagementLLCMember srt:AffiliatedEntityMember 2019-06-30 0001631825 psdo:ApolloGlobalManagementLLCMember srt:AffiliatedEntityMember 2018-07-01 2018-09-30 0001631825 psdo:ApolloGlobalManagementLLCMember srt:AffiliatedEntityMember 2019-07-01 2019-09-30 0001631825 srt:ManagementMember 2019-07-01 2019-09-30 0001631825 srt:ManagementMember 2018-07-01 2018-09-30 0001631825 srt:ParentCompanyMember srt:ReportableLegalEntitiesMember 2019-06-30 0001631825 srt:GuarantorSubsidiariesMember srt:ReportableLegalEntitiesMember 2019-06-30 0001631825 srt:ConsolidationEliminationsMember 2019-06-30 0001631825 srt:ConsolidationEliminationsMember 2019-09-30 0001631825 srt:GuarantorSubsidiariesMember srt:ReportableLegalEntitiesMember 2019-09-30 0001631825 srt:ParentCompanyMember srt:ReportableLegalEntitiesMember 2019-09-30 0001631825 srt:GuarantorSubsidiariesMember srt:ReportableLegalEntitiesMember 2018-07-01 2018-09-30 0001631825 srt:ParentCompanyMember srt:ReportableLegalEntitiesMember 2018-07-01 2018-09-30 0001631825 srt:ConsolidationEliminationsMember 2018-07-01 2018-09-30 0001631825 srt:ConsolidationEliminationsMember 2019-07-01 2019-09-30 0001631825 srt:GuarantorSubsidiariesMember srt:ReportableLegalEntitiesMember 2019-07-01 2019-09-30 0001631825 srt:ParentCompanyMember srt:ReportableLegalEntitiesMember 2019-07-01 2019-09-30 0001631825 srt:GuarantorSubsidiariesMember srt:ReportableLegalEntitiesMember 2018-06-30 0001631825 srt:ParentCompanyMember srt:ReportableLegalEntitiesMember 2018-06-30 0001631825 srt:GuarantorSubsidiariesMember srt:ReportableLegalEntitiesMember 2018-09-30 0001631825 srt:ConsolidationEliminationsMember 2018-09-30 0001631825 srt:ConsolidationEliminationsMember 2018-06-30 0001631825 srt:ParentCompanyMember srt:ReportableLegalEntitiesMember 2018-09-30 xbrli:pure psdo:segment xbrli:shares iso4217:USD iso4217:USD xbrli:shares

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

☒		QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended March 31, 2019
OR
☐		TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from ________ to ________
Commission File Number: 001-38028



☒		QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended September 30, 2019



OR
☐		TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from ________ to ________

Commission File Number: 001-38028

Presidio, Inc.

(Exact name of registrant as specified in its charter)



Delaware				47-2398593
(State or other jurisdiction of incorporation or organization)				(I.R.S. Employer Identification Number)

One Penn Plaza, Suite 2832

New York, New York 10119

(212) 652-5700

(Address, including zip code, and telephone number, including area code, of registrant’s principal executive offices)

Securities registered pursuant to Section 12(b) of the Act:



Title of each class	Trading Symbol	Name of each exchange on which registered
Common Stock, par value $0.01 per share	PSDO	NASDAQ Global Select Market

Securities registered pursuant to section 12(g) of the Act: None

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

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

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



☐	Large accelerated filer	☒	Accelerated filer
☐	Non-accelerated filer	☐	Smaller reporting company
☐	Emerging growth company

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

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

As of ~~April~~October 3029, 2019, there were 8283,~~759~~583,~~330~~849 shares of common stock, $0.01 par value, outstanding.

PRESIDIO, INC.

TABLE OF CONTENTS

PART I - FINANCIAL INFORMATION
Item 1.	Financial Statements		3
		Consolidated Balance Sheets as of March 31, 2019 and June 30, 2018	3
		Consolidated Balance Sheets as of September 30, 2019 and June 30, 2019	3
		Consolidated Statements of Operations for the three and nine months ended March 31, 2019 and 2018	4
		Consolidated Statements of Operations for the three months ended September 30, 2019 and 2018	4
		Consolidated Statements of Cash Flows for the nine months ended March 31, 2019 and 2018	5
		Consolidated Statements of Cash Flows for the three months ended September 30, 2019 and 2018	5
		Consolidated Statements of Stockholders' Equity for the three and nine months ended March 31, 2019 and 2018	6
		Consolidated Statement of Stockholders' Equity for the three months ended September 30, 2019 and 2018	6
		Notes to the Consolidated Financial Statements	7
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations		3025
Item 3.	Quantitative and Qualitative Disclosures About Market Risk		5040
Item 4.	Controls and Procedures		5141
PART II - OTHER INFORMATION
Item 1.	Legal Proceedings		5242
Item 1A.	Risk Factors		5242
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds		5342
Item 3.	Defaults Upon Senior Securities		5342
Item 4.	Mine Safety Disclosures		5342
Item 5.	Other Information		5342
Item 6.	Exhibits		5342
	Exhibit Index		5443
	Signatures		5443

PART I - FINANCIAL INFORMATION

Item 1. Financial Statements

PRESIDIO, INC.

Consolidated Balance Sheets

(in millions, except share data)

(unaudited)

	As ofJune 30, 2018		As ofMarch 31, 2019
	As ofSeptember 30, 2019		As ofJune 30, 2019
	(as adjusted)
Assets
Current Assets
Cash and cash equivalents	$	3728.0	$	2930.07
Accounts receivable, net	~~608~~681.70		~~600~~674.56
Unbilled accounts receivable, net	~~171~~226.58		~~210~~205.23
Financing receivables, current portion	88103.32		9796.04
Inventory	2726.72		2725.42
Prepaid expenses and other current assets	~~112~~134.59		~~112~~123.81
Total current assets	1,~~045~~200.71		1,~~076~~155.93
Property and equipment, net	3534.9		36.4
Financing receivables, less current portion	~~116~~137.87		~~148~~140.43
Goodwill	803.7		803.7
Identifiable intangible assets, net	~~700~~606.3		~~643~~625.81
Other assets	33170.93		92110.91
Total assets	$	2,~~736~~953.30	$	2,~~802~~870.19
Liabilities and Stockholders’ Equity
Current Liabilities
Current maturities of long-term debt	$	—	$	—
Accounts payable – trade	~~457~~485.79		~~493~~497.07
Accounts payable – floor plan	~~210~~256.67		~~182~~212.47
Accrued expenses and other current liabilities	~~228~~284.20		~~255~~294.96
Discounted financing receivables, current portion	8599.29		9593.19
Total current liabilities	~~981~~1,126.75		1,~~026~~098.49
Long-term debt, net of debt issuance costs and current maturities	~~671~~724.26		~~757~~733.78
Discounted financing receivables, less current portion	~~108~~127.60		~~138~~131.92
Deferred income tax liabilities	~~180~~178.52		~~179~~180.6
Other liabilities	34131.09		7188.60
Total liabilities	12,~~976~~288.02		2,~~174~~232.25
Commitments and contingencies (Note 11)
Commitments and contingencies (Note 10)
Stockholders’ Equity
Preferred stock:
$0.01 par value; 100 shares authorized and zero shares issued and outstanding at March 31, 2019 and June 30, 2018	—		—
$0.01 par value; 100 shares authorized and zero shares issued and outstanding at September 30, 2019 and June 30, 2019	—		—
Common stock:
$0.01 par value; 250,000,000 shares authorized, 82,661,122 shares issued and outstanding at March 31, 2019 and 92,853,983 shares issued and outstanding at June 30, 2018	0.9		0.8
$0.01 par value; 250,000,000 shares authorized, 83,371,769 shares issued and outstanding at September 30, 2019 and 82,852,340 shares issued and outstanding at June 30, 2019	0.8		0.8
Additional paid-in capital	~~644~~506.31		~~496~~500.54
Retained earnings	~~115~~157.19		~~130~~137.62
Total stockholders’ equity	~~760~~664.38		~~627~~638.94
Total liabilities and stockholders’ equity	$	2,~~736~~953.30	$	2,~~802~~870.19

See Notes to the Consolidated Financial Statements.

PRESIDIO, INC.

Consolidated Statements of Operations

(in millions, except share and per-share data)

(unaudited)

	Three months ended March 31,						Nine months ended March 31,
	Three months ended September 30,
	2018			2019			2018			2019
	2019			2018
	(as adjusted)						(as adjusted)
Revenue
Revenue
Product	$	642.5		$	619.6
Product	$	528.8		$	574.6		$	1,658.5		$	1,841.4
Service	129.5			130.3
Service	124.6			130.6			375.4			381.5
Total revenue	772.0			749.9
Total revenue	653.4			705.2			2,033.9			2,222.9
Cost of revenue
Cost of revenue
Product	496.2			485.7
Product	413.3			442.9			1,303.7			1,445.5
Service	100.5			105.2
Service	100.5			105.6			296.6			307.0
Total cost of revenue	596.7			590.9
Total cost of revenue	513.8			548.5			1,600.3			1,752.5
Gross margin	175.3			159.0
Gross margin	139.6			156.7			433.6			470.4
Operating expenses
Operating expenses
Selling expenses	74.8			70.8
Selling expenses	70.5			79.8			201.0			225.9
General and administrative expenses	30.7			29.7
General and administrative expenses	26.1			30.3			77.8			87.4
Transaction costs	3.5			5.5
Transaction costs	4.2			4.7			6.3			19.2
Depreciation and amortization	21.8			21.5
Depreciation and amortization	20.6			21.7			62.3			64.6
Total operating expenses	130.8			127.5
Total operating expenses	121.4			136.5			347.4			397.1
Operating income	44.5			31.5
Operating income	18.2			20.2			86.2			73.3
Interest and other (income) expense
Interest and other (income) expense
Interest expense	11.6			11.2
Interest expense	10.1			13.1			35.3			37.4
Loss on extinguishment of debt	0.2			0.5
Loss on extinguishment of debt	13.3			0.5			14.8			1.5
Other (income) expense, net	(0.2		)	(0.1		)
Other (income) expense, net	(0.1		)	(0.3		)	(0.3		)	(0.4		)
Total interest and other (income) expense	11.6			11.6
Total interest and other (income) expense	23.3			13.3			49.8			38.5
Income before income taxes	32.9			19.9
Income (loss) before income taxes	(5.1		)	6.9			36.4			34.8
Income tax expense	8.9			5.2
Income tax expense (benefit)	(5.6		)	1.9			(83.3		)	9.4
Net income	$	24.0		$	14.7
Net income	$	0.5		$	5.0		$	119.7		$	25.4
Earnings per share:
Earnings per share:
Basic	$	0.29		$	0.16
Basic	$	0.01		$	0.06		$	1.31		$	0.30
Diluted	$	0.28		$	0.15
Diluted	$	0.01		$	0.06		$	1.24		$	0.28
Weighted-average common shares outstanding:
Weighted-average common shares outstanding:
Basic	83,139,912			90,846,817
Basic	92,015,710			82,551,383			91,629,703			85,263,588
Diluted	86,653,092			95,034,251
Diluted	96,916,782			86,484,348			96,567,883			89,252,594
Cash dividends per common share	$	0.04		$	0.04
Cash dividends per common share	$	—		$	0.04		$	—		$	0.12

See Notes to the Consolidated Financial Statements.

PRESIDIO, INC.

Consolidated Statements of Cash Flows

(in millions)

(unaudited)

	Nine months ended March 31,
	Three months ended September 30,
	2018			2019
	2019			2018
	(as adjusted)
Cash flows from operating activities:
Net income	$	~~119~~24.70		$	2514.47
Adjustments to reconcile net income to net cash provided by operating activities
Adjustments to reconcile net income to net cash provided by (used in) operating activities
Amortization of intangible assets	5518.58			5618.49
Depreciation of property and equipment in operating expenses	63.71			8.2.6
Depreciation of property and equipment in cost of revenue	40.49			31.52
Provision for sales returns and credit losses	1(0.5		)	10.36
Amortization of debt issuance costs	30.68			20.79
Loss on extinguishment of debt	140.82			10.5
Noncash lease income	(21.20		)	(51.8		)
Share-based compensation expense	51.6			62.91
Deferred income tax benefit	(872.84		)	(03.9		)
Other	0.21			~~0.1~~—
Change in assets and liabilities, net of acquisitions and dispositions:
Unbilled and accounts receivable	9(27.64		)	(3047.92		)
Inventory	(1.0		)	0(7.34		)
Prepaid expenses and other assets	(2836.42		)	(5930.7		)
Accounts payable – trade	74(11.58		)	3523.32
Accrued expenses and other liabilities	(361.05		)	6229.30
Net cash provided by operating activities	142.7			106.6
Net cash provided by (used in) operating activities	(32.3		)	2.7
Cash flows from investing activities:
Acquisition of businesses, net of cash and cash equivalents acquired	(9.5		)	—
Additions of equipment under sales-type and direct financing leases	(32.9		)	(33.3		)
Proceeds from collection of escrow related to acquisition of business	0.2			—
Proceeds from collection of financing receivables	0.9			1.2
Additions of equipment under sales-type and direct financing leases	(80.6		)	(122.8		)
Additions to equipment under operating leases	(0.2		)	—
Proceeds from collection of financing receivables	3.0			6.8
Proceeds from disposition of equipment under operating leases	0.4			—
Additions to equipment under operating leases	(1.5		)	(0.3		)
Purchases of property and equipment	(2.2		)	(3.8		)
Proceeds from disposition of equipment under operating leases	0.7			0.6
Net cash used in investing activities	(34.0		)	(35.9		)
Purchases of property and equipment	(10.5		)	(11.3		)
Net cash used in investing activities	(98.2		)	(127.0		)
Cash flows from financing activities:
Proceeds from issuance of common stock under share-based compensation plans	54.91			31.80
Common stock repurchased	—			(158.6		)
Dividends paid	—(3.3		)	~~(6.6~~—		)
Proceeds from the discounting of financing receivables	8129.52			~~141~~41.41
Retirements of discounted financing receivables	(50.74		)	(214.69		)
Deferred financing costs	~~(1.2~~—		)	(0.83		)
Repayments of senior and subordinated notes	(135.7		)	—
Borrowings of term loans, net of original issue discount	—			158.1
Borrowings of term loans, net of original issue discount	138.2			158.1
Repayments of term loans	(10.0		)	(25.0		)
Repayments of term loans	(75.0		)	(75.0		)
Net change in accounts payable — floor plan	44.0			15.0
Net change in accounts payable — floor plan	(55.1		)	(28.3		)
Net cash provided by financing activities	63.6			26.4
Net cash provided by (used in) financing activities	(47.1		)	12.4
Net decrease in cash and cash equivalents	(2.7		)	(6.8		)
Net decrease in cash and cash equivalents	(2.6		)	(8.0		)
Cash and cash equivalents:
Beginning of the period	2730.57			37.0
End of the period	$	2428.90		$	2930.02
Supplemental disclosures of cash flow information:
Cash paid during the period for:
Interest	$	3611.07		$	329.37
Income taxes, net of refunds	$	293.96		$	155.97
Reduction of discounted lease assets and liabilities	$	80.2		$	87.1
Right-of-use assets obtained in exchange for lease obligations	$	0.9		$	—
Reduction of discounted lease assets and liabilities	$	29.6		$	28.0

See Notes to the Consolidated Financial Statements.

PRESIDIO, INC.

Consolidated ~~Statements~~Statement of Stockholders’ Equity

(in millions, except share data)

(unaudited)

	Three months ended March 31, 2018
	Preferred stock			Common stock					Additionalpaid-incapital			Retained earnings			Total
	Shares	Amount		Shares		Amount
Balance, December 31, 2017 (as adjusted)	—	$	—	91,821,644		$	0.9		$	632.3		$	100.4		$	733.6
Balance, June 30, 2018	—	$	—	92,853,983		$	0.9		$	644.3		$	115.1		$	760.3
Common stock issued under share-based compensation plans	—	—		~~417~~194,~~165~~329		—			1.50			—			1.50
Net income	—	—		—		—			—			0.5			0.5
Common stock repurchased	—	—		(10,750,000	)	(0.1		)	(158.5		)	—			(158.6		)
Share-based compensation expense	—	—		—		—			3.0			—			3.0
Common stock cash dividend	—	—		—		—			—			(3.2		)	(3.2		)
Balance, March 31, 2018 (as adjusted)	—	$	—	92,238,809		$	0.9		$	636.8		$	100.9		$	738.6
Share-based compensation expense	—	—		—		—			2.1			—			2.1
Net income	—	—		—		—			—			14.7			14.7
Balance, September 30, 2018	—	$	—	82,298,312		$	0.8		$	488.9		$	126.6		$	616.3

	Three months ended March 31, 2019
	Preferred stock			Common stock			Additionalpaid-incapital		Retained earnings			Total
	Shares	Amount		Shares	Amount
Balance, December 31, 2018	—	$	—	82,338,143	$	0.8	$	492.0	$	128.9		$	621.7
Balance, June 30, 2019	—	$	—	82,852,340	$	0.8	$	500.4	$	137.2		$	638.4
Common stock issued under share-based compensation plans	—	—		~~322~~519,~~979~~429	—		24.21		—			24.21
Common stock cash dividend declared	—	—		—	—		—		(3.3		)	(3.3		)
Common stock cash dividend	—	—		—	—		—		(3.3		)	(3.3		)
Net income	—	—		—	—		—		5.0			5.0
Share-based compensation expense	—	—		—	—		1.6		—			1.6
Share-based compensation expense	—	—		—	—		2.3		—			2.3
Net income	—	—		—	—		—		24.0			24.0
Balance, March 31, 2019	—	$	—	82,661,122	$	0.8	$	496.5	$	130.6		$	627.9
Balance, September 30, 2019	—	$	—	83,371,769	$	0.8	$	506.1	$	157.9		$	664.8

	Nine months ended March 31, 2018
	Preferred stock			Common stock			Additionalpaid-incapital		Retained earnings (deficit)			Total
	Shares	Amount		Shares	Amount
Balance, June 30, 2017 (as adjusted)	—	$	—	90,969,919	$	0.9	$	625.3	$	(18.8	)	$	607.4
Common stock issued under share-based compensation plans	—	—		1,268,890	—		5.9		—			5.9
Net income	—	—		—	—		—		119.7			119.7
Share-based compensation expense	—	—		—	—		5.6		—			5.6
Balance, March 31, 2018 (as adjusted)	—	$	—	92,238,809	$	0.9	$	636.8	$	100.9		$	738.6

	Nine months ended March 31, 2019
	Preferred stock			Common stock					Additionalpaid-incapital			Retained earnings			Total
	Shares	Amount		Shares		Amount
Balance, June 30, 2018 (as adjusted)	—	$	—	92,853,983		$	0.9		$	644.3		$	115.1		$	760.3
Common stock issued under share-based compensation plans	—	—		557,139		—			3.8			—			3.8
Common stock repurchased	—	—		(10,750,000	)	(0.1		)	(158.5		)	—			(158.6		)
Common stock cash dividend declared	—	—		—		—			—			(9.9		)	(9.9		)
Net income	—	—		—		—			—			25.4			25.4
Share-based compensation expense	—	—		—		—			6.9			—			6.9
Balance, March 31, 2019	—	$	—	82,661,122		$	0.8		$	496.5		$	130.6		$	627.9

See Notes to the Consolidated Financial Statements.

PRESIDIO, INC.

Notes to the Consolidated Financial Statements

(unaudited)

Note 1. Nature of Business and Significant Accounting Policies

Description of the Company

Presidio, Inc., a Delaware corporation, through its subsidiaries (collectively, the “Company”, “we” and “our”) is a leading provider of information technology (“IT”) solutions ~~to its clients~~ in North America. We ~~enable~~deliver ~~business~~technology ~~transformation~~expertise through ~~our~~a ~~expertise~~full inlife-cycle ITmodel ~~solutions~~of ~~for agile~~professional, ~~secure~~managed ~~infrastructure~~and ~~solution~~support ~~sets~~services including strategy, ~~with~~consulting, aimplementation ~~specific~~and ~~focus~~design. onThe ~~Digital~~Company's ~~Infrastructure,~~solutions ~~Cloud~~consists ~~and~~of ~~Security~~the ~~solutions.~~resale ~~Our~~of ~~solutions~~hardware, ~~are~~software, ~~delivered~~and ~~through~~third-party asupport ~~broad~~service ~~suite~~contracts and the sale of ~~professional~~internal and third-party services,. ~~including~~We ~~strategy,~~help ~~consulting~~clients harness technology advances, ~~design~~simplify ~~and~~IT ~~implementation.~~complexity Weand ~~complement~~optimize ~~our~~their ~~professional~~environments ~~services~~today ~~with~~while ~~project~~enabling ~~management~~future applications, ~~technology~~user ~~acquisition~~experiences, ~~managed~~and ~~services,~~revenue ~~maintenance~~models. ~~and~~The ~~support~~Company toimplements ~~offer~~IT asolutions ~~full~~for ~~lifecycle~~its ~~model.~~customers ~~Our~~on ~~services-led~~a national and international basis, ~~lifecycle~~although ~~model~~the ~~leads~~Company's toprincipal ~~ongoing~~markets ~~client~~are ~~engagement~~located in the continental United States.

The Company is headquartered in New York, New York and all of its direct and indirect subsidiaries are located in the United States.

~~Public~~Merger ~~Offerings~~Agreement

On ~~March 15~~August 14, 2019, ~~the~~we ~~Company~~entered ~~completed~~into aan ~~secondary~~Agreement ~~public~~and ~~offering~~Plan of 5Merger,~~000~~ as amended on September 25,~~000~~ ~~shares~~2019, of(as ~~the~~it ~~Company’s~~may ~~common~~be ~~stock~~further bymodified, ~~certain~~supplemented ofor ~~its~~modified ~~stockholders~~from time to time, the ~~including~~“Merger APAgreement”) ~~VIII~~with ~~Aegis~~BCEC – Port Holdings (Delaware), ~~L.P.~~LP, a Delaware limited partnership (“~~Aegis LP~~Parent”), anand ~~affiliate~~Port ofMerger ~~investment~~Sub, ~~funds~~Inc., ~~managed~~a byDelaware ~~affiliates~~corporation and wholly owned subsidiary of ~~Apollo~~Parent ~~Global~~(“Merger ~~Management~~Sub”), ~~LLC~~pursuant atto awhich ~~price~~Merger toSub ~~the~~will ~~public~~merge ofwith ~~$15.25~~and ~~per~~into ~~share.~~the ~~The~~Company (the “Merger”), with the Company ~~did~~continuing ~~not~~as ~~sell~~the ~~any~~surviving ~~shares~~company ~~and~~of ~~did~~the ~~not~~Merger, ~~receive~~and ~~any~~an ~~proceeds~~indirect ~~from~~wholly ~~the~~owned ~~offering~~subsidiary of Parent. InParent ~~conjunction~~and ~~with~~Merger ~~this~~Sub ~~secondary~~are ~~offering,~~affiliates ~~the~~of ~~Company~~funds ~~incurred~~advised $0by BC Partners Advisors L.2P. ~~million~~Completion of ~~expenses,~~the ~~which~~Merger is ~~presented~~subject ~~within~~to ~~transaction~~customary ~~costs~~closing onconditions. If the ~~consolidated~~Merger ~~statement~~is ofconsummated, ~~operations~~the ~~for~~Company’s common stock will be delisted from the ~~three~~NASDAQ ~~and~~Global ~~nine~~Select ~~months~~Market ~~ended~~and ~~March~~deregistered ~~31,~~under ~~2019~~the Exchange Act.

On ~~February~~September 1226, 2019, a putative class action lawsuit was filed in the United States District Court for the District of Delaware against the Company ~~completed~~and athe ~~secondary~~individual ~~public~~members ~~offering~~of the Board of Directors alleging that the defendants violated federal securities laws by making allegedly false and misleading statements and failing to disclose certain information in the preliminary proxy statement, which was filed on September 10, 2019. On September 30, 2019, and October 4,~~000~~ 2019,~~000~~ ~~shares~~two ofpurported ~~the~~class ~~Company’s~~actions ~~common~~were ~~stock~~filed byin ~~Aegis~~the LPUnited atStates aDistrict ~~price~~Court for the Southern District of ~~$15.11~~New ~~per~~York ~~share~~making similar allegations. ~~The~~On October 7, 2019, the Company ~~did~~filed ~~not~~the ~~sell~~definitive ~~any~~proxy ~~shares~~statement. On October 10, 2019, and ~~did~~October ~~not~~17, ~~receive~~2019, ~~any~~two ~~proceeds~~purported ~~from~~class actions were filed in the ~~offering.~~United InStates ~~conjunction~~District ~~with~~Court ~~this~~for ~~secondary~~the ~~offering~~Northern District of California and the United States District Court for the Eastern District of New York, respectively, against the Company ~~incurred~~and ~~$0.1~~the ~~million~~individual members of ~~expenses,~~the ~~which~~Board isof ~~presented~~Directors ~~within~~alleging ~~transaction~~violations ~~costs~~of the federal securities laws based on allegedly false and misleading statements and failing to disclose certain information in the ~~consolidated~~definitive proxy statement. These actions sought, among other relief, to enjoin the Merger (or, in the alternative, an award of ~~operations~~rescissory ~~for~~damages in the ~~three~~event the Merger is completed), and ~~nine~~an ~~months~~award ~~ended~~of ~~March~~costs ~~31,~~and ~~2019~~attorneys' fees.

AsOn aOctober ~~result~~21, ~~of the completion of this secondary offering~~2019, ~~Aegis~~another LPputative noclass ~~longer~~action ~~controls~~complaint awas ~~majority~~filed ofin ~~our common stock and~~ the ~~Company~~Court ~~therefore~~of noChancery ~~longer~~of ~~qualifies as a “controlled company” within~~ the ~~meaning~~State of ~~the~~Delaware ~~NASDAQ~~against ~~corporate~~the ~~governance~~Company, ~~requirements.~~its ~~The~~directors, ~~NASDAQ~~Parent ~~rules~~and ~~require~~Merger ~~that~~Sub weunder ~~appoint~~the acaption ~~majority~~Firefighters' ofPension ~~independent~~System ~~directors to our Board~~ of ~~Directors~~City ~~within one year~~ of ~~the~~Kansas ~~completion~~City, ofMissouri ~~the~~Trust ~~secondary offering~~v. AsPresidio, ~~required~~Inc. byet ~~the NASDAQ rules~~al, weC.A. ~~appointed~~No. ~~one~~2019-0839-JTL. ~~independent~~The ~~member~~Complaint toalleges ~~each~~breaches of ~~our~~fiduciary ~~compensation~~duty ~~and~~by ~~nominating~~the ~~and~~directors ~~corporate~~in ~~governance~~connection ~~committees~~with ~~prior to~~ the ~~completion~~negotiation of the ~~secondary~~Merger ~~offering on February 12, 2019,~~ and ~~then reconstituted~~ the ~~committees~~disclosures onmade ~~May~~in 6,the ~~2019~~definitive soproxy ~~that~~statement ~~they~~and ~~are~~aiding ~~each~~and ~~comprised~~abetting of athose ~~majority~~alleged ofbreaches ~~independent~~by ~~members.~~Parent ~~The NASDAQ rules require that we appoint compensation~~ and ~~nominating~~Merger ~~and~~Sub. ~~corporate~~The ~~governance~~action ~~committees~~sought, ~~composed~~among ~~entirely~~other ofrelief, ~~independent~~an ~~directors~~injunction ~~within~~against ~~one year of~~ the ~~completion~~Merger ofand the ~~secondary~~stockholder ~~offering. During these transition periods~~vote, wewhich ~~may~~the ~~elect~~Court ~~not~~of toChancery ~~comply~~denied ~~with~~on ~~certain~~November ~~NASDAQ corporate governance requirements as permitted by the NASDAQ rules~~5.

On September 20, 2018, the Company completed a secondary public offering of 3,000,000 shares of the Company’s common stock by Aegis LP at a price of $15.24 per share. The Company did not sell any shares and did not receive any proceeds from the offering. In conjunction with this secondary offering, the Company incurred $0.3 million of expenses, which is presented within transaction costs on the consolidated statement of operations for the nine months ended March, 31 2019.Dividend

~~Share~~On ~~Repurchase~~August 28, 2019, the Company declared a quarterly cash dividend of $0.04 per share of common stock. The total dividend of $3.3 million was paid on October 4, 2019 to stockholders of record as of the close of business on September 25, 2019. Accordingly, the Company had a $3.3 million liability recorded in accrued expenses and other current liabilities as of September 30, 2019.

On September 6, 2018, the Company, entered into a stock repurchase agreement (the “Stock Repurchase Agreement”) with Aegis LP. Pursuant to the Stock Repurchase Agreement, the Company agreed to repurchase 10,750,000 shares of our common stock from Aegis LP for aggregate consideration of $158.6 million, representing a purchase price of $14.75 per share of common stock (the “Repurchase”). The Stock Repurchase Agreement, the Repurchase and the related transactions were approved by the Company’s Board of Directors and a committee of independent directors. On September 13, 2018, the Repurchase was completed using the net proceeds of $160 million of incremental term loans that were issued on terms substantially identical to the then existing term loans outstanding under our credit agreement (except with respect to issue price).

PRESIDIO, INC.

Notes to the Consolidated Financial Statements

(unaudited)

~~Dividend~~On November 6, 2019, the Company declared a quarterly cash dividend of $0.04 per share of common stock. The dividend will be paid on January 6, 2020 to stockholders of record as of the close of business on December 26, 2019. In the event that the Merger closes prior to December 26, 2019, the dividend will not be paid.

On May 8, 2019, the Company declared a quarterly cash dividend of $0.04 per share of common stock. The dividend is payable on July 5, 2019 to stockholders of record as of the close of business on June 26, 2019.

Basis of Presentation

The accompanying consolidated financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and Securities and Exchange Commission ("SEC") rules and regulations for interim reporting periods. The consolidated financial statements do not include all disclosures normally made in annual financial statements. These consolidated financial statements should be read in conjunction with the audited consolidated financial statements included within the Company's Annual Report on Form 10-K for the fiscal year ended June 30, ~~2018~~2019. All financial information presented in the financial statements and notes herein is presented in millions except for share and per-share information and percentages.

In management’s opinion, all adjustments necessary for a fair presentation of the results of operations, financial position and cash flows for the periods shown have been made. All other adjustments are of a normal recurring nature.

The Company has evaluated subsequent events through the issue date of these consolidated financial statements.

Revenue Recognition

The Company’s revenue is generally derived from the sale of IT solutions to customers. The solutions we sell include products manufactured by third-parties including IT hardware equipment, software and support service contracts, as well as, services that are delivered directly by the Company or via third-party providers. The Company’s sales of IT solutions to customers are recognized in accordance with Accounting Standards Codification (“ASC”) Topic 606, Revenue from Contracts with Customers, which was adopted on July 1, 2018.

Under ASC 606, the Company recognizes revenue when it has a contract with a customer and when, or as, it satisfies the performance obligations in the arrangement. Revenue for each performance obligation is recognized either at a point in time or over a period of time in a manner that depicts the transfer of control of the goods or services to the customer at an amount that reflects the consideration that the Company expects to be entitled to in exchange for those goods or services, net of sales taxes collected from customers, which are subsequently remitted to governmental entities. Such recognition requires the Company to use its judgment in accordance with ASC 606 and other applicable rules.

The Company has a contract with a customer when there is an agreement that creates legally enforceable rights and obligations that includes: the approval of the parties to the contract, the identification of each party’s rights regarding the goods or services to be transferred, the establishment of payment terms for the goods or services to be transferred, the existence of commercial substance of the contract and the determination that it is probable that the Company will collect substantially all of the consideration to which it will be entitled in the arrangement. Generally, the Company determines it has a legally enforceable contract with the customer when it has a valid purchase order from the customer or it has a confirmatory customer approval of a quote, statement of work, or other binding agreement that individually, or in combination with other arrangements with the customer, satisfies the criteria above.

As a provider of third-party products and services, the Company must assess whether it has promised to provide the customer the specific goods or services itself (as a principal) in which case revenue is recognized on a gross basis, or to arrange for those specified goods and services to be provided by another party (as an agent) in which revenue is recognized on a net basis. In applying the principal versus agent accounting guidance, the Company considers several factors and indicators including an assessment of the Company’s role in fulfilling the promise to provide the specific goods or services, the Company’s inventory risk before or after the goods and services are transferred to the customer and the Company’s discretion in establishing prices for the specified goods or services. The Company may be a principal in the fulfillment of some goods and services and an agent for other goods and services within the same contract.

PRESIDIO, INC.

Notes to the Consolidated Financial Statements

(unaudited)

The Company’s solutions may consist of a combination of performance obligations including third-party products along with services delivered by the Company and/or third-parties. Contracts that contain multiple performance obligations may have revenue recognized at different times or over different periods of time as discussed in the policies below. For contracts that contain multiple performance obligations, the total transaction price of the contract is allocated to the separate performance obligations based on each performance obligation’s relative standalone selling price. To determine standalone selling prices of the Company’s performance obligations, the Company generally applies a cost-plus margin approach to determine a range of reasonable prices for each performance obligation.

When a contract includes variable consideration such as usage-based or user-based fees, service level agreements, or volume-based pricing, the Company estimates the amount which the Company believes it will be entitled in exchange for transferring the promised goods or services to the customer. The Company uses either the expected value method or the most likely amount method to estimate variable consideration based on the facts and circumstances in each contract. The Company updates its estimates as facts and circumstances change throughout the contract.

Revenue for each performance obligation is recognized as control of the performance obligation is transferred to the customer. For performance obligations satisfied at a point in time, the Company determines when control has been transferred based on an evaluation of the following indicators: the Company has a present right to payment, the customer has legal title, the Company has transferred physical possession, the customer has the significant risk and rewards of ownership and the customer has accepted the assets. For performance obligations satisfied over a period of time, the Company recognizes revenue using an appropriate method to estimate the progress toward complete satisfaction of the performance obligation.

The Company generally does not provide customers with payment terms that would result in the existence of a significant financing component within the transaction price.

Revenue for hardware and general software - Revenue from the sale of third-party hardware and general software products is recognized on a gross basis with the associated transaction price recorded as product revenue and the acquisition cost of the product recorded as cost of product revenue, net of vendor rebates. Hardware and general software can be delivered to customers in a variety of ways including drop-shipped by the vendor or supplier, or shipped through one of the Company’s staging warehouses or via electronic delivery for general software licenses.

Regardless of the delivery method, revenue from the sale of hardware is recognized at a point in time based on the shipping terms specified in the contract which is when title and the risk of loss are passed to the customer. Our standard shipping terms are freight on board (“FOB”) origin and accordingly, we generally recognize revenue when product ships from our vendor or supplier. In transactions where the shipping terms are FOB destination, revenue is recognized when the promised hardware is delivered to the customer’s specified location.

For general software that is pre-installed on hardware products, revenue is recognized at a point in time based on the shipping terms specified in the contract; while general software that is delivered to the customer via electronic download is recognized at a point in time when the information the customer needs to download and install the software has been provided to the customer.

Revenue for software as a service (“SaaS”), enterprise license agreements (“ELAs”) or software sold with critical software assurance - In certain software arrangements, we recognize the related revenue on a net basis, with product revenue being equal to the gross margin on the transaction. Third-party software products that are recognized on a net basis include: SaaS to customers whereby the customer receives the right to access software directly from the vendor; ELAs that provide customers with access to manage their software license needs; and software that is accompanied by third-party delivered software assurance that is deemed to be critical or essential to the core functionality of the software license. As we are under no obligation to perform additional services, such as post-customer support or upgrades, revenue is recognized at a point in time as opposed to over the life of the software license. Revenue from these software products is recognized on a net basis at a point in time when the Company has satisfied its agency obligation which is generally when the Company has arranged for the delivery of the software from the third-party to the customer.

Revenue for third-party support service contracts - Revenue from the sale of third-party support service contracts is recognized on a net basis, with product revenue being equal to the gross margin on the transaction. As we are under no obligation to perform additional services, revenue is recognized at a point in time as opposed to over the life of the third-party support

PRESIDIO, INC.

Notes to the Consolidated Financial Statements

(unaudited)

agreement. Revenue is recognized at a point in time when the Company has satisfied its agency obligation which is generally when the Company has arranged for the support service contract on the customer’s behalf with the third-party.

Revenue for professional services - Revenue from professional services is recognized over a period of time as the services are performed and recorded as service revenue with the associated cost recorded as service cost of revenue. For time and material contracts, where the Company has the right to invoice for work performed as completed, the Company recognizes revenue using the “right to invoice” practical expedient as the amount that can be invoiced directly corresponds with satisfaction of the performance obligation. For time and material contracts and fixed priced contracts where invoicing is linked to the achievement of milestones, the Company uses an input based percentage of completion method based on labor hours completed compared to the total estimated hours for the scope of work with revenue accrued or deferred as appropriate. Management bases its estimates on the scope of work being performed, our historical experience performing similar work and the risks and uncertainties surrounding that work. These estimates are adjusted throughout the performance of the contract as work is completed.

Revenue for managed services - Revenue from managed services are recognized over a period of time using a time-lapsed method and recorded as service revenue with the associated cost recorded as service cost of revenue. The Company’s managed services are considered to be a series of distinct services due to the services performed being either repetitive on a recurring basis or for being a stand-ready obligation and accordingly are accounted for as a single performance obligation. Accordingly, the Company believes that using a time-based method for recognition is the most appropriate as the services are satisfied evenly over the stated period of performance.

Sales returns and credit losses

A customer’s ability to return goods and services is considered a form of variable consideration. The Company maintains an estimate for sales returns at the most likely amount based on historical experience. The Company also maintains an estimate for credit losses for uncollectible accounts which is based on historical experience.

Warranties

Our vendor partners provide warranties to our customers on equipment sold and, as such, we have not estimated a warranty reserve or deferred revenue for potential warranty work. These manufacturer warranties are assurance-type warranties that ensure that products will conform to manufacturer’s specifications and are not considered separate performance obligations. Extended warranties sold separately by manufacturers are considered to be separate performance obligations and are accounted for as third-party support service contracts described above.

Contract assets and liabilities

Revenue recognized in excess of the amount the Company has invoiced the customer is recorded as unbilled receivables or other assets on the consolidated balance sheet. Unbilled receivables are primarily comprised of professional services with milestone invoicing and contracts with bill in-full invoicing provisions.

Payments received from customers in advance of transferring goods or services to customers is recorded as unearned revenue within accrued and other current liabilities or other liabilities on the consolidated balance sheet. Unearned revenue is primarily comprised of payments for professional and managed services which are being provided over a period of time.

Freight

The Company considers freight billed to its customers as part of the transaction price in the arrangement which is allocated to the product performance obligations in the arrangement. Freight costs are recorded as a cost of product revenue. The Company does not consider shipping to be a separate performance obligation.

Contract costs

Generally, the only incremental costs of obtaining a contract that the Company incurs are sales commissions paid to our employees. The Company’s sales commission structures are complex and a majority of our sales commission are based on substantive operating metrics in addition to obtaining the contract. Sales commissions that are solely associated with obtaining a contract are capitalized when the amortization period would be one-year or greater; which primarily occurs in sales commissions

PRESIDIO, INC.

Notes to the Consolidated Financial Statements

(unaudited)

paid on our managed services contracts. Capitalized sales commissions are amortized over the period they are expected to contribute directly or indirectly to future cash flows. Sales commissions paid on new managed services arrangements are amortized over a period that includes anticipated renewals while sales commissions paid on renewal services are amortized over the contract period.

The Company may incur costs to fulfill a contract associated with our professional or managed services, including, but not limited to, turn-up services, purchasing support service contracts and software licenses. These costs are initially deferred as prepaid expenses or other assets and expensed over the period that services are being provided.

Principles of Consolidation

The Company’s consolidated financial statements include the accounts of Presidio, Inc. and its subsidiaries. All significant intercompany accounts and transactions have been eliminated in consolidation.

Use of Estimates

The preparation of the Company’s consolidated financial statements requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities at the date of the financial statements, and reported amounts of revenue and expenses during the reporting period. Estimates are used when accounting for items and matters including, but not limited to, revenue recognition, asset residual values, vendor rebates and consideration, goodwill, identifiable intangibles, measurement of income tax assets and liabilities and provisions for doubtful accounts, credit losses, inventory obsolescence, and other contingencies. Actual results could differ from management’s estimates.

Other Comprehensive Income

The Company did not have any components of other comprehensive income for any of the periods presented.

~~Recent~~Lease Accounting ~~Pronouncements Adopted~~

InThe ~~May~~Company ~~2014~~enters into lease agreements, which provide the ~~FASB~~Company ~~issued~~with ~~ASU~~the ~~2014-09,~~right ~~Revenue~~to ~~from~~control ~~Contracts~~an ~~with~~identified ~~Customers~~asset, ~~(Topic~~primarily ~~606)~~for office, ~~along~~warehouse ~~with~~and ~~subsequent~~other ~~clarifying~~real ~~ASUs~~estate needs. The Company determines whether or not a contract contains a lease at the inception date, ~~which~~while ~~outline~~classification, recognition and measurement are determined at the lease commencement date. Classifying a ~~single~~lease requires judgment, ~~comprehensive~~based ~~model~~on ~~for~~an ~~accounting~~assessment ~~for~~of ~~revenue~~the ~~from~~terms, ~~contracts~~nature ~~with~~of ~~customers~~the underlying asset, consideration and lease term. ~~Under~~Our lease agreements are generally classified as operating leases and do not have residual value guarantees. At the ~~standard~~lease commencement date, ~~revenue~~the isCompany torecords beoperating ~~recognized~~lease ~~upon~~liabilities based on the ~~transfer~~present value of ~~promised~~the ~~goods~~future orlease ~~services~~payments. The Company has elected to anot ~~customer~~separate non-lease components and, inaccordingly, ancash ~~amount~~flows ~~that~~associated ~~reflects~~with the ~~consideration~~non-lease ~~the~~components ~~entity~~are ~~expects~~allocated to ~~receive~~the inrelated ~~exchange~~lease ~~for~~component. ~~those~~In ~~goods~~determining orthe ~~services~~present value of future lease payments, the Company uses its incremental borrowing rate based on the information available at the commencement date. In ~~addition~~assessing the lease term, the ~~standard~~Company ~~requires~~includes ~~disclosure~~options to renew only when it is reasonably certain that it will be exercised; a determination which is at the sole discretion of the ~~nature,~~Company. ~~amount~~Generally, ~~timing~~for leases with an initial term of 12 months or less, the Company has elected to not record a right-of-use asset and ~~uncertainty~~lease liability. On the consolidated balance sheet, operating lease right-of-use ~~revenue~~assets are included in other assets, the current portion of operating lease liabilities are included in accrued expenses and ~~cash~~other ~~flows~~current ~~arising~~liabilities ~~from~~and ~~contracts~~the ~~with~~long-term ~~customers~~portion of operating lease liabilities are included in other liabilities. ~~See~~The ~~“Revenue~~Company ~~Recognition”~~records ~~above~~lease ~~for~~expense ~~additional~~on ~~information~~a ~~regarding~~straight-line basis over the ~~Company's~~lease ~~revenue~~term ~~recognition~~beginning ~~policies.~~on the commencement date.

~~On July 1, 2018, the Company adopted ASC 606 utilizing the full retrospective method. The adoption of ASC 606 impacted the Company's results as follows (in millions, except per-share data):~~8

PRESIDIO, INC.

Notes to the Consolidated Financial Statements

(unaudited)

	Three months ended March 31, 2018									Nine months ended March 31, 2018
	As Reported			ASU 2014-09 Adjustment			As Adjusted			As Reported			ASU 2014-09 Adjustment			As Adjusted
Revenue
Product	$	545.2		$	(16.4	)	$	528.8		$	1,714.1		$	(55.6	)	$	1,658.5
Service	119.9			4.7			124.6			377.6			(2.2		)	375.4
Total revenue	665.1			(11.7		)	653.4			2,091.7			(57.8		)	2,033.9
Cost of revenue
Product	429.7			(16.4		)	413.3			1,359.3			(55.6		)	1,303.7
Service	96.0			4.5			100.5			299.2			(2.6		)	296.6
Total cost of revenue	525.7			(11.9		)	513.8			1,658.5			(58.2		)	1,600.3
Gross margin	$	139.4		$	0.2		$	139.6		$	433.2		$	0.4		$	433.6
Selling expenses	$	70.2		$	0.3		$	70.5		$	201.0		$	—		$	201.0
Operating income	$	18.3		$	(0.1	)	$	18.2		$	85.8		$	0.4		$	86.2
Income tax benefit	$	(5.6	)	$	—		$	(5.6	)	$	(83.5	)	$	0.2		$	(83.3	)
Net income	$	0.6		$	(0.1	)	$	0.5		$	119.5		$	0.2		$	119.7
Earnings per share:
Basic	$	0.01		$	—		$	0.01		$	1.30		$	0.01		$	1.31
Diluted	$	0.01		$	—		$	0.01		$	1.24		$	—		$	1.24

Recent Accounting Pronouncements Adopted

	As of June 30, 2018
	As Reported		ASU 2014-09 Adjustment			As Adjusted
Accounts receivable, net	$	613.3	$	(4.6	)	$	608.7
Unbilled accounts receivable, net	$	156.7	$	14.8		$	171.5
Prepaid expenses and other current assets	$	80.7	$	31.8		$	112.5
Total assets	$	2,694.3	$	42.0		$	2,736.3
Accrued expenses and other current liabilities	$	193.2	$	35.0		$	228.2
Deferred income tax liabilities	$	177.7	$	2.8		$	180.5
Total liabilities	$	1,938.2	$	37.8		$	1,976.0
Retained earnings	$	110.9	$	4.2		$	115.1
Total stockholders’ equity	$	756.1	$	4.2		$	760.3
Total liabilities and stockholders’ equity	$	2,694.3	$	42.0		$	2,736.3

In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842), which changes the accounting for leases in order to increase transparency and comparability among organizations by recognizing lease assets and lease liabilities on the balance sheet and disclosing key information about leasing arrangements. The standard has an effective date for fiscal years beginning after December 15, 2018 and interim periods within those fiscal years, with early adoption permitted. The Company adopted this standard under the modified retrospective method as of July 1, 2019 with prior periods not adjusted. The standard provides for the election of certain practical expedients during implementation. The Company elected to apply the package of practical expedients in its implementation which allowed the entity to, among other things, not reassess the following: 1) whether the contract contains a lease, 2) previous lease classification (e.g. operating vs. financing) and 3) the accounting for any initial direct costs (e.g. capitalization vs. expensing). The adoption of the new standard had an immaterial impact on our lessor business with our lessor's accounting policies remaining materially unchanged from the previous standard. Refer to Note 15 for additional detail surrounding our lessee accounting.

~~The~~In ~~adoption~~August of2018, ~~ASC~~the ~~606~~FASB ~~impacted~~issued ~~net~~ASU ~~income~~2018-15, asIntangibles ~~noted~~- ~~above~~Goodwill and Other - Internal-Use Software (Topic 350-40), aswhich ~~well~~amends current guidance to align the requirements for capitalizing implementation costs incurred in a hosting arrangement that is a service contract with the requirements for capitalizing implementation costs incurred to develop or obtain internal-use software (and hosting arrangements that include an internal-use software license). Capitalized implementation costs must be expensed over the term of the hosting arrangement and presented in the same line item in the statement of income as ~~elements~~the fees associated with the hosting element (service) of ~~working~~the ~~capital~~arrangement. ~~Total~~The ~~cash~~guidance ~~flows~~in ASU ~~from~~2018-15 is ~~operating~~effective ~~activities,~~for ~~investing~~annual ~~activities~~reporting periods beginning after December 15, 2019 and ~~financing~~interim ~~activities~~periods ~~remained~~within ~~unchanged~~those ~~for~~fiscal ~~the~~years, ~~nine~~with ~~months~~early ~~ended~~adoption ~~March~~permitted. 31The Company adopted this standard as of July 1, ~~2018~~2019 on a prospective basis with no material effect to the consolidated financial statements.

Recent Accounting Pronouncements Not Yet Adopted

The Company is still evaluating the impact of the following additional accounting ~~pronouncements~~pronouncement not yet adopted as of ~~March~~September 3130, 2019.

PRESIDIO, INC.

Notes to the Consolidated Financial Statements

(unaudited)

The Company has formed an implementation committee to evaluate the impact of this standard, and the Company's analysis of the new standard will continue through the standard's effective date. The implementation committee is in the process of determining completeness of the Company’s lease portfolio and interpreting the policy elections provisioned by the standard. In addition, the Company is currently in the process of implementing appropriate changes to its business processes, systems and controls to support recognition and disclosure under the standard. The adoption of the standard is not expected to have a material impact on the Company’s leasing business from a lessor perspective. Furthermore, we expect the adoption of the standard to impact the Company’s balance sheet through the recognition of right-of-use assets and lease obligation liabilities; with the vast majority of these balances related to operating leases for our offices and warehouses. The Company does not expect the standard to materially impact the consolidated statement of operations or the consolidated statement of cash flows.

In June 2016, the FASB issued ASU 2016-13, Financial Instruments - Credit Losses (Topic 326), which changes the current incurred loss impairment methodology with a methodology that reflects expected credit losses and requires consideration of a broader range of reasonable and supportable information. This standard requires a modified-retrospective adoption approach and has an effective date for fiscal years beginning after December 15, 2019. The Company does not believe this standard will have a material impact on the consolidated financial statements.

InNote August 2017, the FASB issued ASU 2017-12, Derivatives and Hedging (Topic 815), which changes the accounting for derivatives and hedging to better align an entity's risk management activities and financial reporting for hedging relationships through changes to both the designation and measurement guidance for qualifying hedging relationships and the presentation of hedge results2. Prepaid ~~The~~Expenses ~~standard has an effective date for fiscal years beginning after December 15, 2018~~ and ~~interim~~Other ~~periods~~Current ~~within those fiscal years, with early adoption permitted. The Company does not believe this standard will have a material impact on the consolidated financial statements.~~ Assets

In October 2018, the FASB issued ASU 2018-16, Derivatives and Hedging (Topic 815), which provides guidance on the eligible benchmark interest rates. The amendments in this ASU permit the use of the Overnight Index Swap (“OIS”) rate based on the Secured Overnight Financing Rate (“SOFR”) as the benchmark interest rate for hedge accounting purposes under Topic 815, in addition to the Treasury obligations of the U.S. government (“UST”), the LIBOR swap rate, the OIS rate based on the Fed Funds Effective Rate and the Securities Industry and Financial Markets Association (“SIFMA”) Municipal Swap Rate. The amendments in this Update are required to be adopted concurrently with the amendments in ASU 2017-12. The Company does not believe this standard will have a material impact on the consolidated financial statements.

Note 2. Revenue Recognition

Contract Assets and Liabilities – Contract assets consist of revenue recognized in excess of the amount the Company has the right to invoice a customer. Contract assets primarily relate to the Company's current and long-term unbilled receivables. As of March 31, 2019 and June 30, 2018, the current unbilled receivables balance was $210.2 million and $171.5 million, respectively. As of March 31, 2019 and June 30, 2018, the long-term unbilled receivables balance was $56.9 million and $28.3 million, respectively.

Contract liabilities consist of payments received from customers, or such consideration that is contractually due, in advance of transferring goods or services. Contract liabilities primarily relate to the Company's current and long-term unearned revenue. As of March 31, 2019 and June 30, 2018, the current unearned revenue balance was $62.1 million and $73.0 million, respectively. As of March 31, 2019 and June 30, 2018, the long-term unearned revenue balance was $17.1 million and $3.8 million, respectively. During the nine months ended March 31, 2019, the Company recognized $52.6 million of revenue related to its contract liabilities.

PRESIDIO, INC.

Notes to the Consolidated Financial Statements

(unaudited)

For contracts greater than one year, the table below discloses the aggregate amount of the transaction price allocated to performance obligations that are unsatisfied (or partially unsatisfied) as of March 31, 2019 and when the Company expects to recognize this revenue, by fiscal year. These performance obligations primarily relate to managed service and public cloud contracts.

(in millions)	Years ending June 30,
2019 (remaining three months)	$	40.3
2020	134.0
2021	103.7
2022	34.5
2023	11.7
2024 and thereafter	7.0
Total	$	331.2

Disaggregation of revenue

Refer to Note 16 for additional information detailing disaggregation of revenue for the three and nine months ended March 31, 2019 and 2018.

Note 3. Prepaid Expenses and Other Current Assets

Prepaid expenses and other current assets consisted of the following (in millions):

	June 30, 2018		March 31, 2019
	September 30, 2019		June 30, 2019
Deferred product costs	$	2920.51	$	18.43
Partner incentive program receivable	3239.75		2725.85
Prepaid professional services	2537.86		2534.38
Prepaid reserved instances	220.07		1822.6
Prepaid income taxes	~~4.9~~—		5.3
Other prepaid expenses and current assets	17.60		1716.46
Total prepaid expenses and other current assets	$	~~112~~134.59	$	~~112~~123.81

Note 43. Financing Receivables and Operating Leases

The Company records the lease receivables related to sales-type or direct financing leases as financing receivables, and the related liability resulting from discounting customer payment streams as discounted financing receivables, in the Company’s consolidated balance sheets. Discounted customer payment streams are typically collateralized by a security interest in the underlying assets being leased.

149

PRESIDIO, INC.

Notes to the Consolidated Financial Statements

(unaudited)

Financing receivables – The assets and related liabilities for discounted and not discounted sales-type and direct financing leases to financial institutions were as follows as of ~~June~~September 30, ~~2018~~2019 (in millions):

	Discounted tofinancial institutions			Not discounted tofinancial institutions			Total
Financing receivables:
Minimum lease payments	$	~~207~~245.54		$	24.79		$	~~210~~250.23
Estimated net residual values	—			75.67			75.67
Unearned income	(1113.49		)	(0.9		)	(1214.38		)
Provision for credit losses	—			(0.43		)	(0.43		)
Total, net	$	~~196~~231.15		$	9.04		$	~~205~~240.19
Reported as:
Current	$	85100.45		$	2.97		$	88103.32
Long-term	~~110~~131.70			6.17			~~116~~137.87
Total, net	$	~~196~~231.15		$	9.04		$	~~205~~240.19
Discounted financing receivables:
Nonrecourse	$	~~192~~225.64		$	—		$	~~192~~225.64
Recourse	—			—			—
Total	$	~~192~~225.64		$	—		$	~~192~~225.64
Reported as:
Current	$	8499.51		$	—		$	8499.51
Long-term	~~108~~126.13			—			~~108~~126.13
Total	$	~~192~~225.64		$	—		$	~~192~~225.64

The assets and related liabilities for discounted and not discounted sales-type and direct financing leases to financial institutions were as follows as of ~~March~~June 3130, 2019 (in millions):

	Discounted tofinancial institutions			Not discounted tofinancial institutions			Total
Financing receivables:
Minimum lease payments	$	~~252~~243.92		$	3.0		$	~~255~~246.92
Estimated net residual values	—			65.29			65.29
Unearned income	(1514.53		)	(0.98		)	(1615.41		)
Provision for credit losses	—			(0.3		)	(0.3		)
Total, net	$	~~237~~228.49		$	87.08		$	~~245~~236.47
Reported as:
Current	$	95.41		$	1.63		$	9796.04
Long-term	~~142~~133.08			6.45			~~148~~140.43
Total, net	$	~~237~~228.49		$	87.08		$	~~245~~236.47
Discounted financing receivables:
Nonrecourse	$	~~233~~223.15		$	—		$	~~233~~223.15
Recourse	—			—			—
Total	$	~~233~~223.15		$	—		$	~~233~~223.15
Reported as:
Current	$	9493.63		$	—		$	9493.63
Long-term	~~138~~130.52			—			~~138~~130.52
Total	$	~~233~~223.15		$	—		$	~~233~~223.15

1510

PRESIDIO, INC.

Notes to the Consolidated Financial Statements

(unaudited)

The discounted financing receivables associated with sales-type and direct financing type leases are presented in the consolidated balance sheets together with the discounted financing receivables associated with operating leases which is discussed below.

Operating leases – Equipment under operating leases and accumulated depreciation are reported as part of other assets in the consolidated balance sheets and were as follows (in millions):

	June 30, 2018			March 31, 2019
	September 30, 2019			June 30, 2019
Equipment under operating leases	$	3.42		$	2.19
Accumulated depreciation	(1.92		)	(01.91		)
Total equipment under operating leases, net	$	12.50		$	1.28

Depreciation expense associated with equipment under operating leases that is included in cost of product revenue within the Company’s consolidated statements of operations was $0.3 million ~~and $0.4 million~~ for both the three months ended ~~March~~September 3130, 2019 and 2018~~, respectively, and $0~~.~~9 million and $1.0 million for the nine months ended March 31, 2019 and 2018, respectively.~~

Liabilities for discounted operating leases to financial institutions were as follows (in millions):

	June 30, 2018		March 31, 2019
	September 30, 2019		June 30, 2019
Discounted operating leases:
Current	$	0.78	$	0.56
Noncurrent	0.56		01.30
Total	$	1.24	$	01.86

The discounted financing receivables associated with operating leases are presented on the consolidated balance sheets together with the discounted financing receivables associated with sales-type and direct financing type leases which are discussed above.

Note 54. Property and Equipment

Property and equipment and accumulated depreciation and amortization were as follows (in millions):

	Estimateduseful lives	~~June~~September 30, ~~2018~~2019			~~March~~June 3130, 2019
Furniture and fixtures	3 to 7 years	$	8.4		$	87.59
Equipment	3 to 7 years	2831.57			31.96
Software	3 to 5 years	2427.48			27.52
Leasehold improvements	Life of lease	1618.4			1917.08
Total property and equipment		7786.73			8684.95
Accumulated depreciation and amortization		(4151.84		)	(5048.51		)
Total property and equipment, net		$	3534.9		$	36.4

Depreciation and amortization associated with property and equipment that is included in depreciation and amortization within the Company’s consolidated statements of operations was $23.91 million and $2.36 million for the three months ended ~~March~~September 3130, 2019 and 2018, respectively~~, and $8~~.~~2 million and $6.7 million for the nine months ended March 31, 2019 and 2018, respectively.~~

Depreciation and amortization expense associated with property and equipment directly utilized in support of managed services and cloud services that is included in cost of service revenue within the Company’s consolidated statements of operations was $0.86 million and $10.29 million for the three months ended ~~March~~September 3130, 2019 and 2018, respectively~~, and $2~~.~~6 million and $3.4 million for the nine months ended March 31, 2019 and 2018, respectively.~~

1611

PRESIDIO, INC.

Notes to the Consolidated Financial Statements

(unaudited)

Note 65. Goodwill and Identifiable Intangible Assets

Goodwill

From June 30, ~~2018~~2019 through the date of the consolidated financial statements, no ~~significant~~triggering events have ~~occurred~~been noted that would lead us to believe that ~~goodwill~~the ~~was~~fair ~~more~~value ~~likely~~of ~~than~~the ~~not~~underlying ~~impaired~~assets may be below their carrying amount.

Identifiable Intangible Assets

Identifiable intangible assets consisted of the following as of September 30, 2019 (in millions):

Identifiable intangible assets consisted of the following as of June 30, 2018 (in millions):



	Range of life (years)	Gross amount		Accumulated amortization			Total, net
Finite-lived intangible assets:
Customer relationships	5 – 10	$	724.2	$	(323.3	)	$	400.9
Developed technology	5	3.6		(3.2		)	0.4
Trade names	2	1.3		(1.3		)	—
Indefinite-lived intangible assets:
Trade names	Indefinite	205.0		—			205.0
Total intangible assets		$	934.1	$	(327.8	)	$	606.3

	Range of life (years)	Gross amount		Accumulatedamortization			Total, net
Finite-lived intangible assets:
Customer relationships	5 – 10	$	724.2	$	(231.4	)	$	492.8
Developed technology	5	3.6		(2.3		)	1.3
Trade names	2	1.8		(0.6		)	1.2
Indefinite-lived intangible assets:
Trade names	Indefinite	205.0		—			205.0
Total intangible assets		$	934.6	$	(234.3	)	$	700.3

Identifiable intangible assets consisted of the following as of June 30, 2019 (in millions):

	Range of life(years)	Gross amount		Accumulatedamortization			Total, net
	Range of life (years)	Gross amount		Accumulatedamortization			Total, net
Finite-lived intangible assets:
Customer relationships	5 – 10	$	724.2	$	(~~286~~304.69	)	$	~~437~~419.63
Developed technology	5	3.6		(23.80		)	0.86
Trade names	2	1.3		(01.91		)	0.42
Indefinite-lived intangible assets:
Trade names	Indefinite	205.0		—			205.0
Total intangible assets		$	934.1	$	(~~290~~309.30	)	$	~~643~~625.81

Amortization associated with intangible assets was $18.8 million and $18.39 million for the three months ended ~~March~~September 3130, 2019 and 2018, respectively~~, and $56~~.4 ~~million and $55.5 million for the nine months ended March 31, 2019 and 2018, respectively.~~ The weighted-average remaining useful life of the finite-lived intangible assets was 5.94 years and 65.6 years as of ~~March~~September 3130, 2019 and June 30, ~~2018~~2019, respectively.

Based on the finite-lived intangible assets recorded at ~~March~~September 3130, 2019, the future amortization expense is expected to be as follows (in millions):

	Years ending June 30,
2019 (remaining three months)	$	18.8
2020 (remaining nine months)	$	55.4
2020	74.3
2021	73.7
2021	73.6
2022	73.5
2023	72.98
2024 and thereafter	125.7
2024	72.8
Total	$	438.8
2025 and thereafter	53.1
Total	$	401.3

1712

~~Note~~PRESIDIO, 7INC. ~~Accounts Payable – Floor Plan~~

~~The~~Notes ~~accounts payable – floor plan balances on the consolidated balance sheets relate~~ to ~~an agreement with a financial institution that provides an indirect wholly-owned subsidiary of~~ the ~~Company~~Consolidated ~~with~~Financial funding for discretionary inventory purchases from approved vendors. Payables are due within 90 days and are noninterest bearing, provided they are paid when due. In accordance with the agreement, the financial institution has been granted a senior security interest in the indirect wholly-owned subsidiary’s inventory purchased under the agreement and accounts receivable arising from the sale thereof. Payments on the facility are guaranteed by Presidio LLC and subsidiaries. As of March 31, 2019 and June 30, 2018, the aggregate availability for purchases under the floor plan was the lesser of $325.0 million or the liquidation value of the pledged assets. The balances outstanding under the accounts payable - floor plan facility were $182.4 million and $210.6 million as of March 31, 2019 and June 30, 2018, respectively.Statements

~~Note 8. Accrued Expenses and Other Current Liabilities~~(unaudited)

Note 6. Accounts Payable – Floor Plan

The accounts payable – floor plan balances on the consolidated balance sheets relate to an agreement with a financial institution that provides an indirect wholly-owned subsidiary of the Company with funding for discretionary inventory purchases from approved vendors. Payables are due within 90 days and are noninterest bearing, provided they are paid when due. In accordance with the agreement, the financial institution has been granted a senior security interest in the indirect wholly-owned subsidiary’s inventory purchased under the agreement and accounts receivable arising from the sale thereof. Payments on the facility are guaranteed by Presidio LLC and subsidiaries. As of September 30, 2019 and June 30, 2019, the aggregate availability for purchases under the floor plan was the lesser of $325.0 million or the liquidation value of the pledged assets. The balances outstanding under the accounts payable - floor plan facility were $256.7 million and $212.7 million as of September 30, 2019 and June 30, 2019, respectively.

Note 7. Accrued Expenses and Other Current Liabilities

Accrued expenses and other current liabilities consisted of the following (in millions):

	June 30, 2018		March 31, 2019
	September 30, 2019		June 30, 2019
	(as adjusted)
Accrued compensation	$	38.8	$	59.1
Accrued compensation	$	54.1	$	45.6
Accrued equipment purchases/vendor expenses	133.4		117.9
Accrued equipment purchases/vendor expenses	67.9		106.0
Accrued income taxes	5.5		3.2
Accrued income taxes	5.1		—
Accrued interest	9.0		10.0
Accrued interest	8.3		10.5
Dividend payable	3.3		3.3
Dividend payable	—		3.3
Operating lease liability	9.6		—
Stay, retention and earnout bonuses	52.84		2019.85
Unearned revenue	73.08		6270.15
Other accrued expenses and current liabilities	148.02		711.61
Total accrued expenses and other current liabilities	$	~~228~~284.20	$	~~255~~294.96

Note 98. Long-Term Debt and Credit Agreements

Long-term debt consisted of the following (in millions):

	June 30, 2018			March 31, 2019
	September 30, 2019			June 30, 2019
Revolving credit facility	$	—		$	—
Receivables securitization facility	—			—
Term loan facility, due February 2024	~~686~~736.6			~~771~~746.6
Total long-term debt	~~686~~736.6			~~771~~746.6
Unamortized debt issuance costs	(1512.40		)	(1312.98		)
Total long-term debt, net of debt issuance costs	$	~~671~~724.26		$	~~757~~733.78
Reported as:
Current	$	—		$	—
Long-term	~~671~~724.26			~~757~~733.78
Total long-term debt, net of debt issuance costs	$	~~671~~724.26		$	~~757~~733.78

Receivables Securitization Facility

As of ~~March~~September 3130, 2019 and June 30, ~~2018~~2019, there were no outstanding borrowings under the receivables securitization facility. The Company had $250.0 million available under the receivables securitization facility based on the collateral available as of ~~March~~September 3130, 2019.

1813

PRESIDIO, INC.

Notes to the Consolidated Financial Statements

(unaudited)

Credit Agreement

OnAs ~~March~~of 29September 30, 2019, ~~Presidio LLC~~ and ~~Presidio Networked Solutions LLC (together~~June 30, ~~the “Borrowers”)~~2019, ~~subsidiaries~~there ofwere ~~Presidio,~~no ~~Inc.,~~borrowings ~~entered~~outstanding ~~into~~under anthe ~~Incremental~~Company's ~~Assumption~~revolving ~~Agreement~~credit facility and ~~Amendment No~~$1.4 8million ~~(the~~in ~~“Eighth~~letters ~~Amendment”) amending the Credit Agreement, dated as~~ of ~~February~~credit 2outstanding, ~~2015~~in ~~(as~~each incase ~~effect~~under ~~from~~the ~~time~~Company’s toexisting ~~time,~~credit agreement (the “Credit Agreement”),. byAs ~~and~~of ~~among the Borrowers~~September 30, ~~the~~2019 ~~guarantors party thereto, the lenders party thereto~~ and ~~Credit Suisse AG~~June 30, ~~Cayman Islands Branch~~2019, asthere ~~administrative~~was ~~agent~~$736.6 ~~Pursuant~~million toand ~~the Eighth Amendment, the Borrowers~~ $50746.06 million, respectively, of ~~existing~~Term ~~revolving~~Loans ~~facility commitments~~ (~~the~~as ~~“Existing~~defined ~~Revolving Facility Commitments”~~below) ~~were~~outstanding ~~replaced with $50~~thereunder.0 ~~million~~As of ~~new~~September 30, ~~revolving facility commitments (the “New Revolving Facility Commitments”)~~2019, ~~having substantially similar terms as~~ the ~~Existing~~Company ~~Revolving~~was ~~Facility~~in ~~Commitments,~~compliance ~~except~~ with ~~respect to~~ the ~~interest~~covenants ~~rate and maturity date. The interest rate applicable to the New Revolving Facility Commitments was reduced to 2.75% from 4.25%~~ in ~~the~~its ~~case~~Credit ofAgreement ~~LIBOR loans,~~ and ~~1.75%~~had ~~from 3~~$48.~~25%~~6 inmillion ~~the~~available ~~case~~for ofrevolver ~~base~~borrowings ~~rate loans~~thereunder. The New Revolving Facility Commitments will mature on August 2, 2023, approximately 3.5 years later than the February 2, 2020 maturity date that was applicable to the Existing Revolving Facility Commitments.

AsDuring ~~of March~~the ~~31,~~three ~~2019~~months ~~and~~ended ~~June~~ September 30, 2018, ~~there were no borrowings outstanding under~~ the Company's ~~revolving~~made ~~credit~~aggregate ~~facility~~voluntary ~~and~~prepayments of $125.40 million on ~~and $1.8 million in letters of credit outstanding under~~ the ~~Credit~~term ~~Agreement~~loan, ~~respectively.~~resulting Asin ofa $0.5 ~~March~~million ~~31,~~loss ~~2019,~~on ~~the~~extinguishment ~~Company~~of ~~was~~debt in ~~compliance with~~ the ~~covenants~~Company’s inconsolidated ~~its~~statements ~~Credit~~of ~~Agreement~~operations ~~and~~associated ~~had~~with ~~$48.6~~the ~~million~~write-off ~~available~~of ~~for~~debt ~~revolver~~issuance ~~borrowings thereunder~~costs.

~~As of March 31, 2019, there were $771.6 million of Term Loans outstanding under the Credit Agreement.~~ During the ~~nine~~three months ended ~~March~~September 3130, 2019, the Company made aggregate voluntary prepayments of $7510.0 million on the term loan ~~facility under the Credit Agreement~~, resulting in a $10.52 million loss on extinguishment of debt in the Company’s consolidated statements of operations associated with the write-off of debt issuance costs.

Note 109. Fair Value Measurements

For certain of the Company’s financial instruments, including cash and cash equivalents, accounts and unbilled receivables, accounts payable – trade, accounts payable – floor plan, and other accrued liabilities, the carrying amount approximates fair value due to the short-term maturities of these instruments. Additionally, the Company’s financing receivables were measured at their respective fair values upon initial recognition.

The fair value hierarchy for the Company’s financial assets and liabilities measured at fair value were as follows as of ~~June~~September 30, ~~2018~~2019 (in millions):

Fair value measurement

Carrying value

Level 1

Level 2

Level 3

Term loans

~~686~~736.6

—

~~684~~737.16

—

The fair value hierarchy for the Company’s financial ~~assets and~~ liabilities measured at fair value were as follows as of ~~March~~June 3130, 2019 (in millions):

Fair value measurement

Carrying value

Level 1

Level 2

Level 3

Term loans

~~771~~746.6

—

~~758~~742.19

—

The fair value of the Company’s term loans are estimated based on quoted market prices for the debt which is traded in over-the-counter secondary markets that are not considered active. The carrying value of the Company’s term loans exclude unamortized debt issuance costs.

For certain of the Company’s nonfinancial assets, including goodwill, intangible assets, and property and equipment, the Company may be required to assess the fair values of these assets, on a recurring or nonrecurring basis, and record an impairment if the carrying value exceeds the fair value. In determining the fair value of these assets, the Company may use a combination of valuation methods which include Level 3 inputs. For the periods presented, there were no impairments charges.

19Note 10. Commitments and Contingencies

Claims and assessments- In the normal course of business, the Company is subject to certain claims and assessments that arise in the ordinary course of business. The Company records a liability when the Company believes that it is both probable that a loss has been incurred and the amount can be reasonably estimated. Significant judgment is required to determine the outcome and the estimated amount of a loss related to such matters. Management believes that there are no claims or assessments outstanding which would materially affect the consolidated results of operations or financial position of the Company.

PRESIDIO, INC.

Notes to the Consolidated Financial Statements

(unaudited)

~~Note~~We 11may become subject to lawsuits arising out of or relating to the proposed Merger. ~~Commitments~~ ~~and~~One ~~Contingencies~~of the conditions to completion of the Merger is the absence of an order, injunction or law prohibiting the Merger. Accordingly, if a plaintiff were to be successful in obtaining an order prohibiting completion of the Merger, then such order may prevent the Merger from being completed. Refer to Note 1 for additional information regarding lawsuits filed related to the Merger.

~~Claims~~Note ~~and assessments~~11. Share-based In the normal course of business, the Company is subject to certain claims and assessments that arise in the ordinary course of business. The Company records a liability when the Company believes that it is both probable that a loss has been incurred and the amount can be reasonably estimated. Significant judgment is required to determine the outcome and the estimated amount of a loss related to such matters. Management believes that there are no claims or assessments outstanding which would materially affect the consolidated results of operations or financial position of the Company.Compensation

~~Note~~During 12the three months ended September 30, 2019, the Company did not grant any service-based non-qualified stock options. ~~Share~~ During the three months ended September 30, 2019, 75,000 service-based ~~Compensation~~restricted stock units vested and there were no remaining service-based restricted stock units unvested and outstanding as of September 30, 2019.

During the ~~nine~~three months ended ~~March~~September 3130, 2019, ~~the~~there ~~Company~~were ~~granted 2~~376,~~303,035~~144 service-based ~~non-qualified~~and ~~stock~~rolled options ~~that~~exercised ~~vest~~and ~~in four equal installments on each of the first four anniversaries of the grant date~~183,419 ~~all of which were issued pursuant to the Company's 2017 Long~~service-~~Term~~based ~~Incentive~~and ~~Plan~~rolled ~~(the~~options ~~"2017~~expired ~~LTIP")~~or forfeited. ~~During~~As ~~the~~of ~~nine~~September ~~months ended March 31~~30, 2019, 756,~~000~~327,730 service-based ~~restricted stock units vested~~ and ~~there~~rolled options were 75outstanding,~~000~~ ~~service-based restricted stock units unvested and outstanding as~~ of ~~March~~which 313,212,753 ~~2019.~~were vested.

During the ~~nine~~three months ended ~~March~~September 3130, 2019, there were ~~328~~97,~~441~~500 ~~service~~performance-based and ~~rolled~~market-based options ~~exercised~~forfeited. As ~~and~~of ~~262~~September 30,~~796~~ ~~service-based~~2019, ~~and~~the ~~rolled~~performance ~~options~~condition ~~expired~~for orthese ~~forfeited.~~options Aswas ofdeemed ~~March~~met; 31however, ~~2019,~~as ~~7,087,062~~the ~~service-based~~market ~~and~~condition ~~rolled~~for ~~options~~vesting ~~were~~had ~~outstanding~~not yet been realized, ofthe ~~which~~total 3balance of 2,~~101~~564,~~425~~972 options outstanding were ~~vested~~unvested.

~~During~~As ~~the~~of ~~nine~~September ~~months ended March 31~~30, 2019, there were ~~214~~993,~~354~~743 ~~performance-based~~remaining ~~and~~shares ~~market-based~~available ~~options~~for ~~forfeited. As~~issuance ofunder ~~March~~the 31Presidio, ~~2019,~~Inc. ~~the~~Employee ~~performance~~Stock ~~condition~~Purchase ~~for~~Plan ~~these~~(the ~~options~~"ESPP"). ~~was~~On ~~deemed~~September ~~met;~~30, ~~however~~2019, as the ~~market~~Company ~~condition~~held ~~for~~$0.8 ~~vesting~~million ~~had~~of ~~not~~contributions ~~yet~~made ~~been~~by ~~realized,~~employees ~~the~~that ~~total~~were ~~balance~~used ofto 2purchase 53,~~811,614~~032 ~~options~~shares ~~outstanding~~under ~~were~~the ~~unvested~~ESPP on October 2, 2019.

As of March 31, 2019, there were 1,120,478 remaining shares available for issuance under the Presidio, Inc. Employee Stock Purchase Plan (the "ESPP"). On September 5, 2018, the Compensation Committee of the Board of Directors approved an increase to the purchase price discount under the ESPP from 5% to 10%, causing the plan to be deemed compensatory. The Company enacted this change for all ESPP offering periods beginning on or after October 1, 2018. Subsequent to October 1, 2018, we record share-based compensation expense associated with the shares purchased by employees. On March 31, 2019, the Company held $0.8 million of contributions made by employees that were used to purchase 58,838 shares under the ESPP on April 9, 2019.

Share-Based Compensation Expense

The following table summarizes the share-based compensation expense recorded in our operating expenses, as follows (in millions):

	Three months ended March 31,				Nine months ended March 31,
	Three months ended September 30,
	2018		2019		2018		2019
	2019		2018
Selling expenses	$	0.43	$	0.45	$	~~1.1~~	$	~~1.5~~
General and administrative expenses	21.73		1.96		~~4.5~~		~~5.4~~
Total	$	3.1.6	$	2.31	$	~~5.6~~	$	~~6.9~~

As of ~~March~~September 3130, 2019, there was $117.61 million of unrecognized share-based compensation expense, ~~$11.4 million of~~ which relates to service-based awards from the 2015 LTIP and 2017 LTIP grants ~~and $0~~.~~2 million of which relates to the restricted stock unit grants.~~

2015

PRESIDIO, INC.

Notes to the Consolidated Financial Statements

(unaudited)

Note 1312. Earnings Per Share

The following is a reconciliation of the weighted-average number of shares used to compute basic and diluted earnings per share (in millions, except share and per-share data):

	Three months ended March 31,				Nine months ended March 31,
	Three months ended September 30,
	2018		2019		2018		2019
	2019		2018
	(as adjusted)				(as adjusted)
Numerator:
Numerator:
Earnings	$	24.0	$	14.7
Earnings	$	0.5	$	5.0	$	119.7	$	25.4
Denominator:
Denominator:
Weighted-average shares – basic	83,139,912		90,846,817
Weighted-average shares – basic	92,015,710		82,551,383		91,629,703		85,263,588
Effect of dilutive securities:
Effect of dilutive securities:
Share-based awards	3,513,180		4,187,434
Share-based awards	4,901,072		3,932,965		4,938,180		3,989,006
Weighted-average shares – diluted	86,653,092		95,034,251
Weighted-average shares – diluted	96,916,782		86,484,348		96,567,883		89,252,594
Earnings per share:
Earnings per share:
Basic	$	0.29	$	0.16
Basic	$	0.01	$	0.06	$	1.31	$	0.30
Diluted	$	0.28	$	0.15
Diluted	$	0.01	$	0.06	$	1.24	$	0.28

Potentially dilutive securities that have been excluded from the computation of diluted weighted-average common shares outstanding because their inclusion would have been anti-dilutive consisted of the following:

	Three months ended March 31,		Nine months ended March 31,
	Three months ended September 30,
	2018	2019	2018	2019
	2019	2018
Share-based awards excluded from EPS because of anti-dilution	~~246~~2,~~793~~493,091	24,~~702~~379,~~068~~799	~~2,151,086~~	~~4,246,681~~
Share-based awards excluded from EPS because performance or market condition had not been met(1)	—	~~75,029~~—	—	~~75,029~~
Total share-based awards excluded from EPS	~~246~~2,~~793~~493,091	24,~~777~~379,~~097~~799	~~2,151,086~~	~~4,321,710~~

(1) For the three and nine months ended March 31, 2019, the performance condition for all performance and market stock options had been deemed met due to the completion of the Company's IPO. As a result, the performance and market stock options are included in the Company's EPS calculation to the extent the market condition was deemed to have been met on March 31, 2019 as if it was the end of the contingency period.___________________________________

~~Note~~(1) ~~14. Income~~For ~~Taxes~~the three months ended September 30, 2019 and 2018, the performance and market stock options are included in the Company's EPS calculation to the extent the market condition was deemed to have been met as if it was the end of the contingency period.

~~The~~Note ~~Company recorded income tax expense of $1~~13.9 Revenue million and $9.4 million for the three and nine months ended March 31, 2019, respectively, compared to an income tax benefit of $5.6 million and an income tax benefit of $83.3 million for the three and nine months ended March 31, 2018, respectively. The Company's effective tax rates for the three months ended March 31, 2019 and 2018 were 27.5% and 109.8%, respectively, and 27.0% and (228.8)% for the nine months ended March 31, 2019 and 2018, respectively. The Company’s effective tax rates for both periods differed from the U.S. federal statutory tax rate primarily due to the impact of state taxes, permanent differences, and the impact of favorable excess tax benefit deduction related to share-based compensation, as well as, the impact of the legislative tax changes described below.Recognition

~~The~~Contract ~~difference~~Assets ~~in the effective tax rate for the three~~ and ~~nine~~Liabilities months ended March 31, 2018 is primarily due to the impact of the revaluation of deferred tax assets and liabilities as a result of the Tax Cuts and Jobs Act (“TCJA”) enacted on December 22, 2017 that was recorded on a provisional basis in the three and nine months ended March 31, 2018. The TCJA, among other things, reduced the U.S. federal corporate income tax rate from 35% to 21%. As the Company has a June 30 fiscal year-end, the U.S. federal corporate tax rate for our fiscal year ended June 30, 2019 and 2018 were 21.0% and 28.1%, respectively.

21Contract assets consist of revenue being recognized in excess of the amount the Company has the right to invoice a customer. Contract assets primarily relate to the Company's current and long-term unbilled receivables. As of September 30, 2019 and June 30, 2019, the current unbilled receivables balance was $226.8 million and $205.3 million, respectively. As of September 30, 2019 and June 30, 2019, the long-term unbilled receivables balance was $93.4 million and $77.2 million, respectively.

~~Note~~Contract 15liabilities consist of payments received from customers, or such consideration that is contractually due, in advance of providing the product or performing services. ~~Related~~ ~~Party~~Contract ~~Transactions~~liabilities primarily relate to the Company's current and long-term unearned revenue. As of September 30, 2019 and June 30, 2019, the current unearned revenue balance was $73.8 million and $70.5 million, respectively. As of September 30, 2019 and June 30, 2019, the long-term unearned revenue balance was $16.5 million and $13.5 million, respectively. During the three months ended September 30, 2019, the Company recognized $16.7 million of revenue related to its contract liabilities.

Apollo Global Management, LLC (together with its subsidiaries, “Apollo”) is a leading global alternative investment management firm which owns and operates businesses across a variety of industries. The Company recorded revenue to parties affiliated with Apollo or our directors of $0.6 million for both the three months ended March 31, 2019 and 2018, respectively, and $5.0 million and $1.4 million for the nine months ended March 31, 2019 and 2018, respectively. The outstanding receivables associated with parties affiliated with Apollo or our directors were $1.8 million and $1.7 million at March 31, 2019 and June 30, 2018, respectively.16

The Company leases an office that is owned by members of the Company’s management. The office location was carried over from a prior acquisition and the Company has continued to renew the lease. Rent expense for the office was $0.1 million for both the three months ended March 31PRESIDIO, ~~2019 and 2018, respectively, and $0~~INC.~~3 million for both the nine months ended March 31, 2019 and 2018, respectively.~~

~~Note~~Notes ~~16. Segment~~to ~~and~~the ~~Disaggregation~~Consolidated ofFinancial ~~Revenue Information~~Statements

(unaudited)

Unsatisfied Performance Obligations

For contracts greater than one year, the table below discloses the aggregate amount of the transaction price allocated to performance obligations that are unsatisfied (or partially unsatisfied) as of September 30, 2019 and when the Company expects to recognize this revenue, by fiscal year. These performance obligations primarily relate to managed service and public cloud contracts.



(in millions)	Years ending June 30,
2020 (remaining nine months)	$	120.0
2021	122.5
2022	58.4
2023	12.4
2024	3.1
2025 and thereafter	0.3
Total	$	316.7

Disaggregation of Revenue

Refer to Note 14 for additional information detailing disaggregation of revenue for the three months ended September 30, 2019 and 2018.

Note 14. Segment and Disaggregation of Revenue Information

Since October 22, 2015, the Company has operated as one reportable segment based on our assessment of how our chief operating decision maker allocates resources and assesses performance across the Company.

Geographic Areas

Revenue earned by the Company from customers outside of the United States is not material for any of the periods presented. Additionally, the Company does not have long-lived assets outside of the United States.

Disaggregation of Revenue

We disaggregate our revenue in a number of different ways. The following table presents total revenue disaggregated into recurring and all other revenue (in millions):

	Three months ended March 31,				Nine months ended March 31,
	Three months ended September 30,
	2018		2019		2018		2019
	2019		2018
Recurring revenue	$	3969.32	$	5942.97	$	~~112.4~~	$	~~151.9~~
All other revenue	~~614~~702.18		~~645~~707.32		~~1,921.5~~		~~2,071.0~~
Total revenue	$	~~653~~772.40	$	~~705~~749.29	$	~~2,033.9~~	$	~~2,222.9~~

The following table presents revenue recognized at a point-in-time and revenue recognized over a period of time (in millions):

	Three months ended March 31,				Nine months ended March 31,
	Three months ended September 30,
	2018		2019		2018		2019
	2019		2018
Revenue recognized at a point-in-time	$	~~523~~611.19	$	~~551~~611.15	$	~~1,645.2~~	$	~~1,794.0~~
Revenue recognized over a period of time	~~130~~160.31		~~154~~138.14		~~388.7~~		~~428.9~~
Total revenue	$	~~653~~772.40	$	~~705~~749.29	$	~~2,033.9~~	$	~~2,222.9~~

PRESIDIO, INC.

Notes to the Consolidated Financial Statements

(unaudited)

The following table presents total revenue by solution area (in millions):

	Three months ended March 31,				Nine months ended March 31,
	Three months ended September 30,
	2018		2019		2018		2019
	2019		2018
	(as adjusted)				(as adjusted)
Cloud	$	111.3	$	110.5
Cloud	$	99.9	$	129.4	$	335.3	$	360.1
Security	91.8		94.6
Security	72.4		84.2		239.6		260.9
Digital Infrastructure	568.9		544.8
Digital Infrastructure	481.1		491.6		1,459.0		1,601.9
Total revenue	$	772.0	$	749.9
Total revenue	$	653.4	$	705.2	$	2,033.9	$	2,222.9

The type of solution sold by the Company to its customers is based upon internal classifications.

22The following table presents total revenue by customer horizontal (in millions):



	Three months ended September 30,
	2019		2018
Government	$	147.0	$	127.6
Large	119.0		126.2
Mid-market	506.0		496.1
Total revenue	$	772.0	$	749.9

Note 15. Lease Accounting

The Company enters into operating lease contracts primarily for real estate. The lease terms generally range from 1 to 10 years, with a weighted-average remaining lease term of 2.8 years and a weighted-average discount rate of 3.9% as of September 30, 2019.

The following table summarizes the consolidated balance sheet information related to the Company's operating leases (in millions):



	Balance Sheet Presentation	September 30, 2019
Right-of-use assets	Other assets	$	35.9

Short-term operating lease liabilities	Accrued expenses and other current liabilities	$	9.6
Long-term operating lease liabilities	Other liabilities	34.0
Total operating lease liabilities		$	43.6

The following table summarizes the Company's operating lease expense, which is presented within general and administrative expense on the Company's consolidated statement of operations (in millions):



	Three months ended September 30, 2019
Operating lease cost	2.6
Variable lease cost	0.2
Total lease cost	$	2.8

PRESIDIO, INC.

Notes to the Consolidated Financial Statements

(unaudited)

The following table ~~presents~~summarizes ~~total~~the ~~revenue~~Company's byfuture ~~customer~~minimum ~~horizontal~~operating lease payments (in millions):

	Three months ended March 31,					Nine months ended March 31,
	Years ending June 30,
	2018			2019		2018		2019
2020 (remaining nine months)	$	8.1
Government	$	103.7		$	120.4	$	291.1	$	376.9
2021	10.1
Large	87.0			107.1		310.8		382.0
2022	8.2
Mid-market	462.7			477.7		1,432.0		1,464.0
2023	6.6
Total revenue	$	653.4		$	705.2	$	2,033.9	$	2,222.9
2024	5.0
2025 and thereafter	10.8
Total	$	48.8
Less: Interest	(5.2		)
Present value of future lease payments	$	43.6

Note 1716. ~~Supplemental~~Income ~~Consolidating Information~~Taxes

The Company recorded income tax expense of $8.9 million for the three months ended September 30, 2019, compared to income tax expense of $5.2 million for the three months ended September 30, 2018. The Company's effective tax rates for the three months ended September 30, 2019 and 2018 were 27.1% and 26.1%, respectively. The Company’s effective tax rates for both periods differed from the U.S. federal statutory tax rate primarily due to the impact of state taxes and permanent differences, as well as the impact of favorable excess tax benefit deduction related to share-based compensation.

Note 17. Related Party Transactions

Apollo Global Management, LLC (together with its subsidiaries, “Apollo”) is a leading global alternative investment management firm which owns and operates businesses across a variety of industries. The Company recorded revenue sold to parties affiliated with Apollo or our directors of $2.0 million and $0.8 million for the three months ended September 30, 2019 and 2018, respectively. The outstanding receivables associated with parties affiliated with Apollo or our directors were $1.9 million and $2.8 million at September 30, 2019 and June 30, 2019, respectively.

Note 18. Supplemental Consolidating Information

The following financial statements set forth condensed consolidating financial information for the Company. The condensed consolidating financial information presents Presidio, Inc. on a standalone basis, Presidio Holdings Inc. and subsidiaries on a consolidated basis as guarantors of the Credit Agreement and the consolidating intercompany adjustments between the entities.

The following condensed consolidating financing information was prepared on the same basis as the consolidated financial statements (in millions):

2319

PRESIDIO, INC.

Notes to the Consolidated Financial Statements

(unaudited)

Condensed Consolidating Balance Sheet
As of June 30, 2018
As of September 30, 2019
(as adjusted)
	Presidio, Inc.		Presidio Holdings Inc. & Subsidiaries		Intercompany Adjustments			Consolidated
Assets
Current Assets
Cash and cash equivalents	$	0.15	$	3627.95	$	—		$	3728.0
Accounts receivable, net	—		~~608~~681.70		—			~~608~~681.70
Unbilled accounts receivable, net	—		~~171~~226.58		—			~~171~~226.58
Financing receivables, current portion	—		88103.32		—			88103.32
Inventory	—		2726.72		—			2726.72
Prepaid expenses and other current assets	210.93		~~111~~129.42		(14.86		)	~~112~~134.59
Total current assets	310.08		1,~~044~~193.59		(14.86		)	1,~~045~~200.71
Property and equipment, net	—		3534.9		—			3534.9
Deferred tax asset	10.5		—		(10.5		)	—
Financing receivables, less current portion	—		~~116~~137.87		—			~~116~~137.87
Goodwill	—		803.7		—			803.7
Identifiable intangible assets, net	—		~~700~~606.3		—			~~700~~606.3
Other assets	~~755~~657.86		33170.93		(~~755~~657.86		)	33170.93
Total assets	$	~~760~~668.39	$	2,~~735~~946.18	$	(~~759~~662.17	)	$	2,~~736~~953.30
Liabilities and Stockholders’ Equity
Current Liabilities
Accounts payable – trade	$	—	$	~~457~~485.79	$	—		$	~~457~~485.79
Accounts payable – floor plan	—		~~210~~256.67		—			~~210~~256.67
Accrued expenses and other current liabilities	—4.1		~~230~~284.05		(14.86		)	~~228~~284.20
Discounted financing receivables, current portion	—		8599.29		—			8599.29
Total current liabilities	—4.1		~~983~~1,127.50		(14.86		)	~~981~~1,126.75
Long-term debt, net of debt issuance costs and current maturities	—		~~671~~724.26		—			~~671~~724.26
Discounted financing receivables, less current portion	—		~~108~~127.60		—			~~108~~127.60
Deferred income tax liabilities	—		~~182~~178.07		(10.5		)	~~180~~178.52
Other liabilities	—		34131.09		—			34131.09
Total liabilities	—4.1		12,~~979~~289.32		(35.31		)	12,~~976~~288.02
Total stockholders’ equity	~~760~~664.38		~~755~~657.86		(~~755~~657.86		)	~~760~~664.38
Total liabilities and stockholders’ equity	$	~~760~~668.39	$	2,~~735~~946.18	$	(~~759~~662.17	)	$	2,~~736~~953.30

2420

PRESIDIO, INC.

Notes to the Consolidated Financial Statements

(unaudited)

Condensed Consolidating Balance Sheet
As of March 31, 2019
As of June 30, 2019
	Presidio, Inc.		Presidio Holdings Inc. & Subsidiaries		Intercompany Adjustments			Consolidated
Assets
Current Assets
Cash and cash equivalents	$	0.31	$	2830.76	$	—		$	2930.07
Accounts receivable, net	—		~~600~~674.56		—			~~600~~674.56
Unbilled accounts receivable, net	—		~~210~~205.23		—			~~210~~205.23
Financing receivables, current portion	—		9796.04		—			9796.04
Inventory	—		2725.42		—			2725.42
Prepaid expenses and other current assets	68.7		~~110~~119.02		(34.98		)	~~112~~123.81
Total current assets	78.08		1,~~073~~151.83		(34.98		)	1,~~076~~155.93
Property and equipment, net	—		36.4		—			36.4
Deferred tax asset	10.43		—		(10.43		)	—
Financing receivables, less current portion	—		~~148~~140.43		—			~~148~~140.43
Goodwill	—		803.7		—			803.7
Identifiable intangible assets, net	—		~~643~~625.81		—			~~643~~625.81
Other assets	~~622~~632.97		92110.91		(~~622~~632.97		)	92110.91
Total assets	$	~~631~~641.38	$	2,~~799~~866.09	$	(~~628~~637.28	)	$	2,~~802~~870.19
Liabilities and Stockholders’ Equity
Current Liabilities
Accounts payable – trade	$	—	$	~~493~~497.07	$	—		~~493.0~~$	497.7
Accounts payable – floor plan	—		~~182~~212.47		—			~~182~~212.47
Accrued expenses and other current liabilities	3.4		~~256~~296.40		(34.98		)	~~255~~294.96
Discounted financing receivables, current portion	—		9593.19		—			9593.19
Total current liabilities	3.4		1,~~026~~100.93		(34.98		)	1,~~026~~098.49
Long-term debt, net of debt issuance costs and current maturities	—		~~757~~733.78		—			~~757~~733.78
Discounted financing receivables, less current portion	—		~~138~~131.92		—			~~138~~131.92
Deferred income tax liabilities	—		~~181~~180.09		(10.43		)	~~179~~180.6
Other liabilities	—		7188.60		—			7188.60
Total liabilities	3.4		2,~~176~~234.12		(5.31		)	2,~~174~~232.25
Total stockholders’ equity	~~627~~638.94		~~622~~632.97		(~~622~~632.97		)	~~627~~638.94
Total liabilities and stockholders’ equity	$	~~631~~641.38	$	2,~~799~~866.09	$	(~~628~~637.28	)	$	2,~~802~~870.19

2521

PRESIDIO, INC.

Notes to the Consolidated Financial Statements

(unaudited)

Condensed Consolidating Statement of Operations
Three months ended March 31, 2018
Three months ended September 30, 2019
(as adjusted)
	Presidio, Inc.			Presidio Holdings Inc. & Subsidiaries			Intercompany Adjustments			Consolidated
Total revenue	$	—		$	~~653~~772.40		$	—		$	~~653~~772.40
Total cost of revenue	—			~~513~~596.87			—			~~513~~596.87
Gross margin	—			~~139~~175.63			—			~~139~~175.63
Operating expenses
Selling, general and administrative, and transaction costs	03.46			~~100~~105.4			—			~~100~~109.80
Depreciation and amortization	—			2021.68			—			2021.68
Total operating expenses	03.46			~~121~~127.02			—			~~121~~130.48
Operating income (loss)	(03.46		)	1848.61			—			1844.25
Interest and other (income) expense
Interest expense	—			1011.16			—			1011.16
Loss on extinguishment of debt	—			130.32			—			130.32
Other income, net	(0.8		)	(0.1		)	0.8			(0.1		)
Other (income) expense, net	(26.7		)	(0.2		)	26.7			(0.2		)
Total interest and other (income) expense	(026.87		)	2311.36			026.87			2311.36
Income before income taxes	023.41			(436.75		)	(026.87		)	(532.19		)
Income tax expense	(0.1		)	(5.5		)	—			(5.6		)
Income tax expense (benefit)	(0.9		)	9.8			—			8.9
Net income	$	024.50		$	026.87		$	(026.87	)	$	024.50

Condensed Consolidating Statement of Operations
Three months ended March 31, 2019
Three months ended September 30, 2018
	Presidio, Inc.			Presidio Holdings Inc. & Subsidiaries			Intercompany Adjustments			Consolidated
Total revenue	$	—		$	~~705~~749.29		$	—		$	~~705~~749.29
Total cost of revenue	—			~~548~~590.59			—			~~548~~590.59
Gross margin	—			~~156~~159.70			—			~~156~~159.70
Operating expenses
Selling, general and administrative, and transaction costs	01.62			~~114~~104.28			—			~~114~~106.80
Depreciation and amortization	—			21.75			—			21.75
Total operating expenses	01.62			~~135~~126.93			—			~~136~~127.5
Operating income (loss)	(01.62		)	2032.87			—			2031.25
Interest and other (income) expense
Interest expense	—			1311.12			—			1311.12
Loss on extinguishment of debt	—			0.5			—			0.5
Other income, net	(5.5		)	(0.3		)	5.5			(0.3		)
Other (income) expense, net	(15.6		)	(0.1		)	15.6			(0.1		)
Total interest and other (income) expense	(515.56		)	1311.36			515.56			1311.36
Income before income taxes	414.94			721.51			(515.56		)	619.9
Income tax expense (benefit)	(0.13		)	25.05			—			15.92
Net income	$	514.07		$	515.56		$	(515.56	)	$	514.07

2622

PRESIDIO, INC.

Notes to the Consolidated Financial Statements

(unaudited)

Condensed Consolidating Statement of Operations
Condensed Consolidating Statement of Cash Flows
Nine months ended March 31, 2018
Three months ended September 30, 2019
(as adjusted)
	Presidio, Inc.			Presidio Holdings Inc. & Subsidiaries			Intercompany Adjustments			Consolidated
Total revenue	$	—		$	2,033.9		$	—		$	2,033.9
Net cash provided by (used in) operating activities	$	(3.7	)	$	(28.6	)	$	—		$	(32.3	)
Total cost of revenue	—			1,600.3			—			1,600.3
Cash flows from investing activities:
Gross margin	—			433.6			—			433.6
Dividends received	3.3			—			(3.3		)	—
Operating expenses
Additions of equipment under sales-type and direct financing leases	—			(32.9		)	—			(32.9		)
Selling, general and administrative, and transaction costs	1.5			283.6			—			285.1
Proceeds from collection of financing receivables	—			0.9			—			0.9
Depreciation and amortization	—			62.3			—			62.3
Additions to equipment under operating leases	—			(0.2		)	—			(0.2		)
Total operating expenses	1.5			345.9			—			347.4
Proceeds from disposition of equipment under operating leases	—			0.4			—			0.4
Operating income (loss)	(1.5		)	87.7			—			86.2
Purchases of property and equipment	—			(2.2		)	—			(2.2		)
Interest and other (income) expense
Net cash provided by (used in) investing activities	3.3			(34.0		)	(3.3		)	(34.0		)
Interest expense	—			35.3			—			35.3
Cash flows from financing activities:
Loss on extinguishment of debt	—			14.8			—			14.8
Proceeds from issuance of common stock under share-based compensation plans	4.1			—			—			4.1
Other income, net	(121.7		)	(0.3		)	121.7			(0.3		)
Dividends paid	(3.3		)	(3.3		)	3.3			(3.3		)
Total interest and other (income) expense	(121.7		)	49.8			121.7			49.8
Proceeds from the discounting of financing receivables	—			29.2			—			29.2
Income before income taxes	120.2			37.9			(121.7		)	36.4
Retirements of discounted financing receivables	—			(0.4		)	—			(0.4		)
Income tax expense (benefit)	0.5			(83.8		)	—			(83.3		)
Repayments of term loans	—			(10.0		)	—			(10.0		)
Net income	$	119.7		$	121.7		$	(121.7	)	$	119.7
Net change in accounts payable — floor plan	—			44.0			—			44.0
Net cash provided by (used in) financing activities	0.8			59.5			3.3			63.6
Net increase (decrease) in cash and cash equivalents	0.4			(3.1		)	—			(2.7		)
Cash and cash equivalents:
Beginning of the period	0.1			30.6			—			30.7
End of the period	$	0.5		$	27.5		$	—		$	28.0

Condensed Consolidating Statement of Operations
Nine months ended March 31, 2019
	Presidio, Inc.			Presidio Holdings Inc. & Subsidiaries			Intercompany Adjustments			Consolidated
Total revenue	$	—		$	2,222.9		$	—		$	2,222.9
Total cost of revenue	—			1,752.5			—			1,752.5
Gross margin	—			470.4			—			470.4
Operating expenses
Selling, general and administrative, and transaction costs	2.0			330.5			—			332.5
Depreciation and amortization	—			64.6			—			64.6
Total operating expenses	2.0			395.1			—			397.1
Operating income (loss)	(2.0		)	75.3			—			73.3
Interest and other (income) expense
Interest expense	—			37.4			—			37.4
Loss on extinguishment of debt	—			1.5			—			1.5
Other income, net	(26.9		)	(0.4		)	26.9			(0.4		)
Total interest and other (income) expense	(26.9		)	38.5			26.9			38.5
Income before income taxes	24.9			36.8			(26.9		)	34.8
Income tax expense (benefit)	(0.5		)	9.9			—			9.4
Net income	$	25.4		$	26.9		$	(26.9	)	$	25.4

PRESIDIO, INC.

Notes to the Consolidated Financial Statements

(unaudited)

Condensed Consolidating Statement of Cash Flows
Nine months ended March 31, 2018
Three months ended September 30, 2018
(as adjusted)
	Presidio, Inc.			Presidio Holdings Inc. & Subsidiaries			Intercompany Adjustments			Consolidated
Net cash provided by (used in) operating activities)	$	(3.7	)	$	146.4		$	—		$	142.7
Net cash provided by (used in) operating activities	$	(0.9	)	$	3.6		$	—		$	2.7
Cash flows from investing activities:
Acquisition of businesses, net of cash and cash equivalents acquired	—			(9.5		)	—			(9.5		)
Return of capital from subsidiary	158.6			—			(158.6		)	—
Proceeds from collection of escrow related to acquisition of business	—			0.2			—			0.2
Additions of equipment under sales-type and direct financing leases	—			(33.3		)	—			(33.3		)
Additions of equipment under sales-type and direct financing leases	—			(80.6		)	—			(80.6		)
Proceeds from collection of financing receivables	—			1.2			—			1.2
Proceeds from collection of financing receivables	—			3.0			—			3.0
Purchases of property and equipment	—			(3.8		)	—			(3.8		)
Additions to equipment under operating leases	—			(1.5		)	—			(1.5		)
Net cash used in investing activities	158.6			(35.9		)	(158.6		)	(35.9		)
Proceeds from disposition of equipment under operating leases	—			0.7			—			0.7
Purchases of property and equipment	—			(10.5		)	—			(10.5		)
Net cash used in investing activities	—			(98.2		)	—			(98.2		)
Cash flows from financing activities:
Proceeds from issuance of comment stock under share-based compensation plans	3.3			2.6			—			5.9
Proceeds from issuance of common stock under share- based compensation plans	1.0			—			—			1.0
Proceeds from the discounting of financing receivables	—			81.5			—			81.5
Common stock repurchased	(158.6		)	—			—			(158.6		)
Retirements of discounted financing receivables	—			(5.7		)	—			(5.7		)
Return of capital to parent	—			(158.6		)	158.6			—
Deferred financing cost on receivables securitization facility	—			(1.2		)	—			(1.2		)
Proceeds from the discounting of financing receivables	—			41.1			—			41.1
Repayments of senior and subordinated notes	—			(135.7		)	—			(135.7		)
Retirements of discounted financing receivables	—			(4.9		)	—			(4.9		)
Borrowings on term loans, net of original issue discount	—			138.2			—			138.2
Deferred financing costs	—			(0.3		)	—			(0.3		)
Repayments of term loans	—			(75.0		)	—			(75.0		)
Borrowings on term loans, net of original issue discount	—			158.1			—			158.1
Net change in accounts payable — floor plan	—			(55.1		)	—			(55.1		)
Repayments of term loans	—			(25.0		)	—			(25.0		)
Net cash provided by (used in) financing activities	3.3			(50.4		)	—			(47.1		)
Net change in accounts payable — floor plan	—			15.0			—			15.0
Net decrease in cash and cash equivalents	(0.4		)	(2.2		)	—			(2.6		)
Net cash provided by (used in) financing activities	(157.6		)	25.4			158.6			26.4
Net increase (decrease) in cash and cash equivalents	0.1			(6.9		)	—			(6.8		)
Cash and cash equivalents:
Beginning of the period	0.71			2636.89			—			2737.50
End of the period	$	0.32		$	2430.60		$	—		$	2430.92

2824

PRESIDIO, INC.

Notes to the Consolidated Financial Statements

(unaudited)

Condensed Consolidating Statement of Cash Flows
Nine months ended March 31, 2019
	Presidio, Inc.			Presidio Holdings Inc. & Subsidiaries			Intercompany Adjustments			Consolidated
Net cash provided by (used in) operating activities)	$	(3.6	)	$	110.2		$	—		$	106.6
Cash flows from investing activities:
Return of capital from subsidiary	158.6			—			(158.6		)	—
Dividends received	6.6			—			(6.6		)	—
Additions to equipment under operating leases	—			(0.3		)	—			(0.3		)
Proceeds from disposition of equipment under operating leases	—			0.6			—			0.6
Additions of equipment under sales-type and direct financing leases	—			(122.8		)	—			(122.8		)
Proceeds from collection of financing receivables	—			6.8			—			6.8
Purchases of property and equipment	—			(11.3		)	—			(11.3		)
Net cash provided by (used in) investing activities)	165.2			(127.0		)	(165.2		)	(127.0		)
Cash flows from financing activities:
Proceeds from issuance of comment stock under share-based compensation plans	3.8			—			—			3.8
Common stock repurchased	(158.6		)	—						(158.6		)
Return of capital to parent	—			(158.6		)	158.6			—
Dividends paid	(6.6		)	(6.6		)	6.6			(6.6		)
Proceeds from the discounting of financing receivables	—			141.4						141.4
Retirements of discounted financing receivables	—			(21.6		)				(21.6		)
Deferred financing costs	—			(0.8		)	—			(0.8		)
Borrowings on term loans, net of original issue discount	—			158.1			—			158.1
Repayments of term loans	—			(75.0		)	—			(75.0		)
Net change in accounts payable — floor plan	—			(28.3		)	—			(28.3		)
Net cash provided by (used in) financing activities	(161.4		)	8.6			165.2			12.4
Net increase (decrease) in cash and cash equivalents	0.2			(8.2		)	—			(8.0		)
Cash and cash equivalents:
Beginning of the period	0.1			36.9			—			37.0
End of the period	$	0.3		$	28.7		$	—		$	29.0

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

Unless otherwise indicated or the context otherwise requires, as used in this “Management’s Discussion and Analysis of Financial Condition and Results of Operations,” the terms “we,” “us,” “the Company,” “our,” “Presidio,” and similar terms refer to Presidio, Inc. and its subsidiaries. You should read the following discussion in conjunction with the historical consolidated financial statements of Presidio, Inc. and its subsidiaries and the related notes included elsewhere in this Quarterly Report on Form 10-Q and our Annual Report on Form 10-K for the fiscal year ended June 30, ~~2018~~2019. This discussion contains forward-looking statements and involves numerous risks and uncertainties, including, but not limited to, those described in "Part I, Item 1A. Risk Factors" of our Annual Report on Form 10-K for the fiscal year ended June 30, ~~2018~~2019. Our actual results may differ materially from those contained in any forward-looking statements.

Cautionary Statements Concerning Forward-Looking Statements

This quarterly report contains “forward-looking statements” that involve risks and uncertainties. You can identify forward-looking statements because they contain words such as “believes,” “expects,” “may,” “will,” “should,” “would,” “could,” “seeks,” “approximately,” “intends,” “plans,” “estimates,” or “anticipates” or similar expressions that relate to our strategy, plans or intentions. All statements we make relating to our estimated and projected earnings, margins, costs, expenditures, cash flows, growth rates, and financial results or to our expectations regarding future industry trends are forward-looking statements. In addition, we, through our senior management, from time to time make forward-looking public statements concerning our expected future operations and performance and other developments. These forward-looking statements are subject to risks and uncertainties that may change at any time and, therefore, our actual results may differ materially from those that we expected. We derive many of our forward-looking statements from our operating budgets and forecasts, which are based upon many detailed assumptions. While we believe that our assumptions are reasonable, we caution that it is very difficult to predict the impact of known factors and it is impossible for us to anticipate all factors that could affect our actual results. All forward-looking statements are based upon information available to us on the date of this quarterly report.

Important factors that could cause actual results to differ materially from our expectations, which we refer to as “cautionary statements,” are disclosed under “Part I, Item 1A. Risk Factors” of our Annual Report on Form 10-K for the fiscal year ended June 30, ~~2018~~2019 and elsewhere in this quarterly report. All forward-looking information in this quarterly report and subsequent written and oral forward-looking statements attributable to us, or to persons acting on our behalf, are expressly qualified in their entirety by the cautionary statements. Some of the factors that we believe could affect our results include:


•	general economic conditions;


•	a reduced demand for our information technology solutions;


•	a decrease in spending on technology products by our federal and local government clients;


•	the availability of products from vendor partners and maintenance of vendor relationships;


•	the role of rapid innovation and the introduction of new products in our industry;


•	our ability to compete effectively in a competitive industry;


•	the termination of our client contracts;


•	the failure to effectively develop, maintain and operate our information technology systems;


•	our inability to adequately maintain the security of our information technology systems and clients’ confidential information;


•	unsuccessful investments in new services and technologies;


•	the costs of litigation and losses if we infringe on the intellectual property rights of third parties;


•	inaccurate estimates of pricing terms with our clients;


•	failure to comply with the terms of our public sector contracts;


•	any failures by third-party contractors upon whom we rely to provide our services;


•	any failures by third-party commercial delivery services;


•	our inability to retain or hire skilled technology professionals and key personnel;


•	the disruption to our supply chain if suppliers fail to provide products;


•	the risks associated with accounts receivables and inventory exposure;


•	the failure to realize the entire investment in leased equipment;


•	our inability to realize the full amount of our backlog;


•	the failure to achieve the expectations we have for our acquisitions;


•	fluctuations in our operating results;


•	potential litigation and claims;


•	changes in accounting rules, tax legislation and other legislation;

3025


•	the potential impact on our suppliers of possible new taxes on imports and new tariffs and trade restrictions and changes in tariff rates and trade restrictions;


•	increased costs of labor and benefits;


•	our inability to focus our resources, maintain our business structure and manage costs effectively;


•	the failure to deliver technical support services of sufficient quality;


•	the failure to meet our growth objectives and strategies;


•	ineffectiveness of our internal controls;


•	the risks pertaining to our substantial level of indebtedness;

• the ability to manage cybersecurity risks; ~~and~~

• ~~other~~failure ~~risks and uncertainties described in Part I, Item 1A. "Risk Factors," in our Annual Report on Form 10-K for the fiscal year ended June 30, 2018 and, from time~~ to ~~time,~~consummate ~~in our other reports filed with~~ the ~~SEC.~~Merger;


•	a delay in consummation of the Merger, or a termination of the Merger Agreement; and


•	other risks and uncertainties described in Part I, Item 1A. "Risk Factors," in our Annual Report on Form 10-K for the fiscal year ended June 30, 2019 and, from time to time, in our other reports filed with the SEC.

We caution you that the foregoing list of important factors may not contain all of the material factors that are important to you. In addition, in light of these risks and uncertainties, the matters referred to in the forward-looking statements contained in this quarterly report may not, in fact, occur. Moreover, we operate in a rapidly changing and competitive environment. New risk factors emerge from time to time, and it is not possible for management to predict all such risk factors. Accordingly, investors should not place undue reliance on those statements. We undertake no obligation to publicly update or revise any forward-looking statement as a result of new information, future events or otherwise, except as otherwise required by law.

Overview

Presidio, Inc. is a leading provider of ITinformation technology solutions ~~to its customers~~ in North America. We ~~enable~~deliver ~~business~~this ~~transformation~~technology ~~through our~~ expertise inthrough ITa ~~solutions~~full ~~for~~life-cycle ~~agile,~~model ~~secure~~of ~~infrastructure solution sets~~professional, ~~with a specific focus on Digital Infrastructure~~managed, ~~Cloud~~ and ~~Security~~support ~~solutions. Our solutions are delivered through a broad suite of professional~~ services, including strategy, consulting, ~~design~~implementation and ~~implementation~~design. WeBy ~~complement~~taking ~~our~~the ~~professional~~time ~~services~~to ~~with~~deeply ~~project~~understand ~~management,~~how ~~technology~~our ~~acquisition,~~clients ~~managed~~define ~~services~~success, ~~maintenance~~we ~~and~~help ~~support~~them toharness ~~offer~~technology ~~a full lifecycle model. Our services-led~~advances, ~~lifecycle~~simplify ~~model~~IT ~~leads~~complexity toand ~~ongoing~~optimize ~~client~~their ~~engagement.~~environments Astoday ofwhile ~~June 30,~~enabling ~~2018,~~future ~~we served approximately 8~~applications,~~000~~ ~~middle-market,~~user ~~large~~experiences, and ~~government~~revenue ~~organizations across a diverse range of industries~~models.

WeOur ~~develop~~mission ~~and~~is ~~maintain~~to enable our ~~long-term~~clients ~~client~~to ~~relationships~~capture ~~through~~economic avalue ~~localized~~from ~~direct~~the ~~sales~~digital ~~force~~transformation of ~~approximately~~their ~~500~~businesses ~~employees~~by ~~based in over 60 offices across the United States as of June 30~~developing, ~~2018.~~implementing ~~As a strategic partner~~ and ~~trusted~~managing ~~advisor~~world toclass, ~~our~~cloud ~~clients~~ready, wesecure ~~provide~~and ~~the~~agile ~~expertise~~IT toInfrastructure ~~implement new~~ solutions,. asBy ~~well~~investing asin ~~optimize~~the ~~and~~future ~~better~~of ~~leverage existing~~ IT ~~resources.~~solutions Wewe ~~provide~~stay ~~strategy,~~at ~~consulting,~~the ~~design,~~forefront ~~customized~~of ~~deployment,~~technology ~~integration~~trends and ~~lifecycle~~to ~~management~~ensure ~~through~~ our ~~team~~clients ofhave ~~over~~access ~~1,600~~to ~~engineers~~a aswide range of ~~June 30,~~technologies ~~2018, enabling us to architect~~ and ~~manage~~best-of-breed ~~the~~solutions, ~~ideal~~we ITpartner ~~solutions~~with ~~for~~over ~~our~~500 ~~clients.~~original ~~Our~~equipment ~~local~~manufacturers ~~delivery~~(“OEMs”) ~~model,~~including ~~combining~~market ~~relationship~~leaders ~~managers~~ and ~~expert~~emerging ~~engineering~~providers ~~teams,~~to ~~allows~~bring usour toclients ~~win~~integrated, ~~retain~~multi ~~and~~technology ~~expand our client relationships~~solutions.

Our clients are increasingly dependent on Presidio to develop best of breed, vendor-agnostic agile, secure ~~infrastructure~~multi-cloud ~~solution~~digital ~~sets comprised of Digital Infrastructure, Cloud, and Security~~ solutions. ~~Through~~We ~~our increasing focus on agile, secure infrastructure sets, we believe we~~ are well positioned to benefit from the rapid growth in demand for ~~Digital Infrastructure, Cloud and Security technologies. Within~~ our ~~three solutions areas, we offer~~ customers' ~~enterprise-class solutions that are critical to driving~~ digital ~~transformation and expanding business capabilities~~journey. Examples of such solutions include ~~advanced~~software defined networking, Internet of Things ("“IoT"”), data analytics, unified communications, data center modernization, hybrid and multi-cloud, cyber risk management and enterprise mobility. These solutions are enabled by our expertise in foundational technologies, built upon our investments in network, cloud, data center, security, collaboration and mobility.

~~The~~As ~~middle market is~~ a ~~highly~~strategic ~~attractive~~partner ~~segment~~and oftrusted ~~the~~advisor ITto ~~services~~our ~~market~~clients, ~~and~~ we ~~are~~provide ~~differentiated~~the byexpertise ~~our~~to ~~strategic~~implement ~~focus~~new onsolutions, ~~this~~as ~~attractive~~well ~~segment.~~as ~~The~~optimize ~~increasing potential~~ and ~~complexity~~better ofleverage ~~emerging~~existing ~~technologies~~IT ~~and~~resources. ~~digital~~Our ~~transformation~~services-led, ~~are~~lifecycle ~~creating~~model ~~more~~leads ~~demand~~to ~~for~~ongoing ~~our~~client ~~solutions and services~~engagement. ~~Customers~~We inprovide ~~the~~strategy, ~~middle~~consulting, ~~market~~design, ~~are~~customized ~~usually~~deployment, ~~large~~integration ~~enough~~and tolifecycle ~~have~~management ~~substantial~~through ~~technology~~our ~~needs~~team ~~but~~of ~~typically~~over ~~have~~1,600 ~~fewer~~engineers ITas ~~resources~~of ~~and~~June ~~lack~~30, ~~the~~2019, ~~broad~~enabling ~~expertise~~us ~~required~~ to ~~develop~~architect ~~the~~and ~~necessary~~manage ~~solutions~~the asideal ~~compared~~IT tosolutions ~~larger~~for ~~companies~~our clients. AsWe adevelop ~~trusted~~and ~~solutions~~maintain ~~provider,~~ our ~~clients~~long-term ~~rely~~client onrelationships usthrough ~~for~~a ~~IT investment~~localized ~~decisions.~~direct Wesales ~~simplify~~force ITof ~~for~~approximately ~~them~~500 byemployees ~~building~~based ~~solutions~~in ~~utilizing~~over ~~what~~60 weoffices ~~view~~across as the ~~best~~United ~~possible~~States ~~technologies.~~as ~~Since~~of ~~many~~June ~~large-scale~~30, IT2019. ~~service~~Our ~~providers~~local ~~focus~~delivery onmodel, ~~larger~~combining ~~enterprises,~~relationship managers and ~~because~~expert ~~many~~engineering ~~resellers~~teams, ~~are~~allows ~~unable~~us to ~~provide end-to-end solutions~~win, weretain ~~believe~~and ~~the~~expand ~~middle~~our ~~market~~client ~~has remained under-penetrated and under-served~~relationships.

InThe ~~December~~Company ~~2018,~~focuses on serving the ~~Company~~middle ~~launched~~market aas ~~sales~~it ~~transformation~~is ~~project~~a ~~aimed~~highly toattractive ~~optimize~~segment ~~our~~of ~~sales~~the ~~organization,~~IT ~~campaigns~~services market, and ~~initiatives~~we byare ~~empowering~~differentiated by our ~~sales~~strategic ~~resources~~focus ~~with~~on athis ~~combination~~attractive ofsegment. ~~timely~~The increasing potential and ~~actionable~~complexity ~~data~~of emerging technologies and ~~dynamic~~digital ~~sales~~transformation ~~enablement~~are ~~training.~~creating ~~The~~more ~~sales~~demand ~~transformation~~for ~~project~~our issolutions ~~being~~and ~~led~~services. Customers byin athe ~~team~~middle ofmarket ~~senior~~are ~~sales~~usually ~~leaders~~large ~~assisted~~enough byto ahave ~~third~~substantial ~~party~~technology ~~consulting~~needs ~~firm~~but intypically ~~coordination~~have ~~with~~fewer ~~senior~~IT ~~management,~~resources and ~~during~~lack the ~~nine~~broad ~~months~~expertise ~~ended~~required ~~March~~to ~~31,~~develop ~~2019~~the necessary solutions as compared to larger companies. As a trusted solutions provider, our clients rely on us for IT investment decisions. We simplify IT for them by building solutions utilizing what we ~~recognized~~view $3as the best possible technologies.2 ~~million~~Since ofmany ~~sales~~large-scale ~~transformation~~IT ~~and~~service ~~business~~providers ~~optimization~~focus ~~expenses~~on ~~that~~larger enterprises, and because many resellers are ~~included~~unable into ~~our~~provide ~~statement~~end-to-end ofsolutions, ~~operations~~we asbelieve ~~part~~the ofmiddle market has remained underpenetrated and underserved.

3126

~~general~~As of June 30, 2019, we serve approximately 7,900 middle-market, large, and ~~administrative~~government ~~expenses.~~organizations Weacross ~~expect~~a ~~this~~diverse ~~project~~range toof ~~expand~~industries. In our ~~offerings~~fiscal ~~and~~year ~~deepen~~ended June 30, 2019, only 20% of our ~~relationships~~revenue ~~with~~was attributable to our ~~clients~~top ~~through~~25 ~~enhanced~~clients ~~on-boarding~~by revenue and ~~training~~no industry vertical accounted for more than 20% of our revenue. Among the verticals that we serve, ~~improved~~healthcare, ~~targeting~~government, ~~data~~financial ~~and~~services, ~~systems~~education, and ~~more~~professional ~~effective~~services ~~deployment~~are our largest categories. We believe that our diversified client profile is a key driver of ~~both~~our ~~sales~~ability to generate growth across different economic and ~~engineering~~technology ~~capacity~~cycles.

Factors Affecting Our Operating Performance

We believe that the financial performance of our business and our future success are dependent upon many factors, including those highlighted in this section. Our operating performance will depend upon many variables, including the success of our growth strategies and the timing and size of investments and expenditures that we choose to undertake, as well as market growth and other factors that are not within our control.

Macroeconomic environment: Weak economic conditions generally, U.S. federal or other government spending cuts, a rising interest rate environment, uncertain tax and regulatory policies, weakening business confidence or a tightening of credit markets could cause our clients and potential clients to postpone or reduce spending on technology solutions, products or services. Our clients are diverse, including both public and private sector parties, but any long-term, severe or sustained economic downturn may adversely affect all of our clients.

Competitive markets: We believe that we are uniquely positioned to take advantage of the markets in which we operate because of our expertise and specialization. We focus on the middle-market segment of the IT services market. Since most large-scale IT service providers focus on larger enterprises and because smaller regional competitors are typically unable to provide end-to-end solutions, we believe the middle market is under-penetrated and under-served. Strategic and investment decisions by our competitors may affect our operating performance.

Delivery of complex technology solutions: Our vendor agnostic approach to the market allows us to develop optimal IT solutions for our clients based on what we view as the best mix of technologies. We deliver our end-to-end solutions through a full lifecycle model, which combines consulting, engineering, managed services, and technology to give us a significant competitive advantage compared to other IT providers. Our ability to effectively manage project engagements, including logistics, product availability, client requirements, engineering resources, and service levels, will affect our financial performance.

Vendor relationships: We are focused on developing and strengthening our relationships with OEMs. We partner with OEMs to deploy product offerings. Pricing and incentive programs are subject to change, and the loss of, change in business relationship with or change in the behavior, including the timing of fulfillment, of any key vendor partners, or the diminished availability of their products, may impact the timing of our sales or could reduce the supply and increase the cost of the products we sell. While we maintain existing relationships with large vendors, there is no guarantee that our vendor partners will continue to develop or produce information technology products that are popular with our clients. We maintain the ability to evolve our vendor relationships as necessary to respond to market trends.

Seasonality: Our results may be affected by slight variances as a result of seasonality we may experience across our business. This seasonality is typically driven by budget cycles and spending patterns across our diverse client base. For example, our local, state and federal government clients operate on an annual budget cycle, most often on the basis of a fiscal year that begins October 1. Our private sector clients operate on an annual budget cycle, most often on the basis of a fiscal year that begins January 1. It is not uncommon to experience a higher level of contract awards, funding actions and overall government and private demand for services in the final months and weeks of the government and private fiscal years, respectively. Consequently, our revenue in the first ~~half~~and second quarters of our fiscal year may be greater than revenue recognized in the ~~second~~third ~~half~~and fourth quarters of our fiscal year.

Components of Results of Operations

There are a number of factors that impact the revenue and margin profile of the solutions we provide, including, but not limited to, solution and technology complexity, technical expertise requiring the combination of products and value-added services provided, as well as other elements that may be specific to a particular engagement.

Revenue and cost of revenue: Revenue from the sale of our solutions is primarily comprised of the sale of third-party products, software, and third-party support service contracts along with the sale of Company and third-party services. We separately present product revenue and service revenue, along with the associated cost of revenue, in our consolidated statements of operations.

Product revenue: Our product revenue includes:

Revenue for hardware and general software: Revenue from the sale of hardware and general software products is generally recognized on a gross basis with the selling price to the client recorded as revenue and the acquisition cost 27

32Revenue for hardware and general software: Revenue from the sale of hardware and general software products is generally recognized on a gross basis with the selling price to the client recorded as revenue and the acquisition cost of the product recorded as cost of revenue, net of vendor rebates. Hardware and general software items can be delivered to clients in a variety of ways including drop-shipped by the vendor or supplier, or shipped through one of the Company’s staging warehouse or via electronic delivery for general software licenses. Hardware revenue and pre-installed general software revenue is normally recognized when the title and risk of loss are passed to the client while revenue for general software delivered electronically is normally recognized when the client has the information needed to download and install the software.

ofRevenue ~~the~~for ~~product~~software ~~recorded~~ as ~~cost~~a ofservice ~~revenue~~(“SaaS”), ~~net~~enterprise oflicense ~~vendor~~agreements ~~rebates.~~(“ELA”) ~~Hardware~~or ~~and~~software ~~general~~sold with critical software ~~items~~assurance: ~~can~~In becertain ~~delivered~~software toarrangements, ~~clients~~we inrecognize the related revenue on a ~~variety~~net ofbasis, ~~ways~~with ~~including~~product ~~drop~~revenue being equal to the gross margin on the transaction. Third-~~shipped~~party bysoftware products that are recognized on a net basis include: SaaS to customers whereby the ~~vendor~~customer orreceives ~~supplier,~~the orright ~~shipped~~to ~~through~~access ~~one~~software ofdirectly from the ~~Company’s~~vendor; ~~staging~~ELAs ~~warehouse~~that orprovide ~~via~~customers ~~electronic~~with ~~delivery~~access ~~for~~to ~~general~~manage their software ~~licenses. Hardware~~license ~~revenue~~needs; and ~~pre~~software that is accompanied by third-~~installed~~party ~~general~~delivered software ~~revenue~~assurance that is ~~normally~~deemed ~~recognized~~to ~~when~~be ~~the~~critical ~~title~~or ~~and~~essential ~~risk~~to the core functionality of ~~loss~~the software license. As we are ~~passed~~under no obligation to ~~the~~perform ~~client~~additional ~~while~~services, such as post-customer support or upgrades, revenue ~~for~~is ~~general~~recognized at a point in time as opposed to over the life of the software ~~delivered~~license. ~~electronically~~Revenue isfrom ~~normally~~these software products is recognized on a net basis at the point in time when the ~~client~~Company has satisfied its agency obligation which is generally when the ~~information~~Company ~~needed~~has toarranged ~~download~~for ~~and~~the ~~install~~delivery of the software from the third-party to the customer.

Revenue for ~~software~~third-party assupport a service ~~(“SaaS”),~~contracts: ~~enterprise~~Revenue ~~license~~from ~~agreements~~the ~~(“ELA”)~~sale orof ~~software~~third-party ~~sold~~support ~~with~~service ~~critical~~contracts ~~software~~is ~~assurance:~~recognized ~~The~~on ~~Company~~a ~~sells:~~net ~~(i)~~basis, ~~SaaS~~with toproduct ~~customers~~revenue ~~whereby~~being ~~the~~equal ~~customer~~to ~~receives~~ the ~~right~~gross tomargin ~~access~~on ~~software directly from~~ the ~~vendor;~~transaction. ~~(ii)~~As ~~ELAs~~we ~~that~~are ~~provide~~under ~~customers~~no ~~with~~obligation ~~access~~ to ~~manage~~perform ~~their~~additional ~~software~~services, ~~license~~revenue ~~needs; and (iii) software that~~ is ~~accompanied~~recognized byat ~~third-party~~a ~~delivered~~point ~~software~~in ~~assurance~~time ~~that~~as isopposed ~~deemed~~ to beover ~~critical or essential to~~ the ~~core~~life ~~functionality~~ of the ~~software~~third-party ~~license;~~support ~~and~~agreement. inRevenue ~~each case the Company~~ is ~~acting~~recognized asat anthe ~~agent~~point ~~and~~in ~~therefore~~time ~~recognizes~~when ~~revenue from these transactions on a net basis. As~~ the Company ishas ~~under~~satisfied noits agency obligation towhich ~~perform additional services, such as post-customer support or upgrades, revenue~~ is ~~recognized~~generally atwhen the ~~time the~~ Company has arranged for the ~~delivery~~support ofservice contract on the ~~software~~customer’s ~~from~~behalf with the third-party ~~to the customer~~.

Revenue from leasing arrangements: Revenue recognition for ~~third-party~~products ~~support~~leased ~~service~~to ~~contracts:~~clients ~~Revenue~~is ~~from~~based on the ~~sale~~type of ~~third-party~~the ~~support~~lease. ~~service~~Each ~~contracts~~lease is ~~recognized~~classified ~~net~~as ofeither ~~the~~a ~~related~~direct ~~cost~~financing oflease, ~~revenue~~sales-type lease or operating lease. InThe amajority ~~third~~of our leases are sales-~~party~~type ~~support~~leases. ~~service~~At ~~contract~~the inception of a direct financing lease, ~~all~~the ~~services~~difference ~~are~~between ~~provided~~the bycost ~~our~~of ~~third-party~~the ~~providers~~equipment and the present value of the non-cancelable rentals is recorded as aunearned ~~result~~income, wewhich ~~are~~is ~~acting~~amortized asto product revenue over the lease term using an ~~agent~~effective ~~and~~interest ~~recognize~~rate ~~revenue~~method. onAt the inception of a ~~net~~sales-type ~~basis~~lease, ~~with~~the present value of the non-cancelable rentals is recorded as product revenue ~~being~~with ~~equal~~equipment tocosts, less the ~~gross~~present ~~margin~~value onof the ~~transaction~~estimated residual values, ~~when~~are recorded in cost of product revenue. At the ~~Company~~inception ~~has~~of ~~arranged~~an ~~for~~operating lease, the ~~support~~equipment ~~service~~assigned ~~contract~~to the lease is recorded at cost as equipment under operating leases within other assets in our consolidated balance sheets and is depreciated on a straight-line basis over its useful life. Monthly payments are recorded as revenue within our consolidated statements of operations, with the ~~customer’s~~depreciation ~~behalf~~expense associated with the ~~third-party~~equipment recorded in cost of product revenue.

Revenue from ~~leasing~~public cloud arrangements: Revenue ~~recognition~~from ~~for~~public ~~information~~cloud ~~technology~~arrangements ~~hardware and software products leased to clients~~ is ~~based~~recognized on ~~the~~a ~~type~~gross ofbasis ~~the~~over ~~lease. Each lease is classified as either~~ a ~~direct~~period ~~financing lease, sales-type lease or operating lease. The majority~~ of ~~our~~time ~~leases~~using ~~are sales-type leases. At the inception of~~ a ~~sales~~time-~~type~~lapsed ~~lease,~~method ~~the~~and ~~present value of the non-cancelable rentals is~~ recorded as product revenue ~~and~~with ~~equipment costs, less~~ the ~~present~~associated ~~value~~cost ~~of the estimated residual values, are~~ recorded inas product cost of revenue. AtAny ~~the~~variable ~~inception~~based ofusage anincurred ~~operating~~above ~~lease,~~contractually ~~the~~stated ~~equipment~~minimums ~~assigned~~are torecognized in the ~~lease~~period ~~is recorded at cost as equipment under operating leases presented within other assets~~ in ~~our~~which ~~consolidated~~the ~~balance~~customer ~~sheets~~consumes and ~~is depreciated on a straight-line basis over its useful life. Monthly payments are recorded as revenue within our consolidated statements of operations, with~~ the ~~depreciation~~Company ~~expense~~provides ~~associated with~~ the ~~equipment~~additional ~~recorded~~platform ~~in cost of product revenue~~capacity.

Service revenue: Our service revenue includes consulting and integration services, project management, managed services, and support services and includes:

Revenue for professional services: Revenue ~~for~~from professional services is ~~generally~~ recognized asover the period of time that the services are performed and recorded as service revenue with the associated cost recorded as service cost of revenue. For time and material ~~service~~ contracts, ~~revenue~~where isthe ~~recognized~~Company athas the ~~contractual~~right ~~hourly~~to ~~rates~~invoice for ~~the~~work ~~hours~~ performed ~~during~~as completed, the ~~period~~Company ~~using~~recognizes ~~the~~revenue ~~right~~as tothe ~~invoice~~services ~~practical~~are ~~expedient~~delivered. For ~~fixed~~time ~~price~~and ~~service~~material contracts and ~~time~~fixed ~~and~~priced ~~material~~ contracts ~~with~~linked ~~milestone~~to ~~invoicing,~~the ~~revenue~~achievement isof ~~recognized~~milestones, onthe Company uses a percentage of completion ~~basis~~method based on ~~the~~ labor hours completed compared to the total estimated hours for the scope of work ~~under contract~~ with revenue accrued or deferred as appropriate. Cost of revenue associated with professional services includes the compensation, benefits, and other costs associated with our delivery and project management engineering team, as well as costs charged by subcontractors. In addition, the Company performs professional service engagements that include subcontractors performing the services. Revenue is recognized over the period of performance using an appropriate input method aligned with when control transfers to the customer.

Revenue for managed services: Revenue ~~for~~from managed services isare ~~generally~~ recognized onover a ~~straight-line~~period ~~basis over the term~~ of ~~the~~time ~~arrangement.~~using Wea ~~may incur upfront costs associated with managed services including, but not limited to, purchasing third~~time-~~party~~lapsed ~~support~~method ~~service arrangements~~ and ~~software~~recorded ~~licenses. These costs are initially deferred~~ as ~~prepaid~~service ~~expenses~~revenue orwith ~~other assets and expensed over~~ the ~~period~~associated ~~that~~cost ~~services~~recorded ~~are being provided~~ as service cost of revenue. InThe ~~addition,~~Company’s ~~cost~~managed ofservices ~~revenue~~are ~~includes~~performed ~~the~~on ~~compensation,~~a ~~benefits~~repetitive ~~and~~or ~~other~~recurring ~~costs~~basis. ~~associated~~Accordingly, ~~with~~the ~~our~~Company ~~managed~~believes ~~services~~that ~~engineering~~using ~~team,~~a ~~costs~~time-based ~~charged~~method byfor ~~subcontractors,~~recognition ~~and~~is ~~depreciation~~the ofmost ~~the~~appropriate ~~software~~as ~~used~~the toservices ~~deliver~~are ~~our~~satisfied ~~managed~~evenly ~~services~~over ~~and~~the ~~managed~~stated ~~cloud~~period ~~contracts~~of performance.

Gross margin: Our product gross margin is impacted by the types of technology sold in our solutions, as well as the mix of ~~hardware, software, and~~ third-party support service contracts. ~~As described previously, SaaS, ELAs~~ and software ~~with critical assurance, as well as, our third-party support service sales are~~ recognized on a net basis~~, resulting in the gross margin being recognized as revenue~~. ~~Accordingly,~~As adescribed ~~higher proportion of solutions sold including SaaS~~previously, ~~ELAs,~~our ~~software~~third-party ~~with critical assurance or~~ support ~~services is expected to have a favorable impact on our gross margin percentage.~~

Our service gross margin is primarily impacted by our ability to deliver on fixed price professional services engagements within scope, the ability to keep our delivery engineers utilized and the hourly bill rate charged to clients. The complexity of the solutions sold to our clients may require specialized engineering capabilities that can favorably impact the bill rate we charge. Our service revenue and cost of revenue also includes third-party services. Generally, a higher mix of professional services delivered 28

33service contracts, SaaS, ELAs and software sold with critical assurance are recognized on a net basis, resulting in the gross margin being recognized as revenue. Accordingly, higher attach rates of third-party support service contracts to the sale of hardware, an increase in software sales recognized on a net basis and more successful renewals of expiring contracts have a significant favorable impact to our gross margin percentage.

Our service gross margin is primarily impacted by our ability to deliver on fixed price professional services engagements within scope, the ability to keep our delivery engineers utilized, the hourly bill rate charged to clients and the mix of internal versus third-party provided services. The complexity of the solutions sold to our clients may require specialized engineering capabilities that can favorably impact the bill rate we charge. Generally, a higher mix of professional services delivered by our delivery engineers has a favorable impact on service gross margin. In addition, our managed services gross margins are favorably impacted by our ability to negotiate longer contracts with our clients, as well as renewing contracts at a high rate, which improves our operating efficiency. Generally, a higher percentage of our overall revenue relates to services sold to our clients when the technology complexity of our solutions increases. Accordingly, our gross margins are favorably impacted by our ability to deliver more complex solutions, which include professional and managed services.

Operating expenses: Our operating expenses include selling expenses, general and administrative expenses, transaction costs, and depreciation and amortization.

Selling expenses are comprised of compensation (including share-based compensation), variable incentive pay, and benefits related to our sales personnel along with travel expenses and other employee related costs. Variable incentive pay is largely driven by our gross margin performance. We expect selling expenses to increase ~~over time~~ as a result of higher gross margin, as well as continued investment in our direct and indirect sales resources. Additionally, we expect selling expenses as a percentage of revenue to increase as more revenue is recognized on a net basis.

General and administrative expenses are comprised of compensation (including share-based compensation) and benefits of administrative and operational support personnel, including variable incentive pay and other administrative costs such as facilities expenses, professional fees, and bad debt expense. We expect general and administrative expenses to increase ~~over time~~ due to our growth., however, we expect general and administrative expenses to decline as a percentage of our total revenue as we realize the benefits of scale.

Transaction costs include acquisition-related expenses (such as stay, retention and earnout bonuses), certain severance charges, transaction-related advisory and diligence fees, transaction-related legal, accounting, and tax fees, as well as professional fees and related out-of-pocket expenses associated with refinancing of debt and credit agreements and ~~securities~~equity offerings.

Depreciation and amortization primarily includes the amortization of acquired intangible assets associated with our acquisitions and depreciation associated with our property and equipment.

Total interest and other (income) expense: Total interest and other (income) expense primarily includes interest expense associated with our outstanding debt. In addition, we include losses on extinguishment of debt and other noncash gains or losses within total interest and other (income) expense.

Key Business Metrics

Our management regularly monitors certain financial measures to track the progress of our business against internal goals and targets. In addition to financial information presented in accordance with GAAP, our management uses Adjusted EBITDA and Adjusted Net Income (each of which are non-GAAP measures defined below) in its evaluation of past performance and prospects for the future. Our non-GAAP measures should be considered in addition to, not as a substitute for, or superior to, financial measures calculated in accordance with GAAP. They are not measurements of our financial performance under GAAP and should not be considered as alternatives to net income or revenue, as applicable, or any other performance measures derived in accordance with GAAP and may not be comparable to other similarly titled measures of other businesses. These non-GAAP measures have limitations as analytical tools and you should not consider them in isolation or as a substitute for analysis of our operating results as reported under GAAP and they include adjustments for items that may occur in future periods. However, we believe these adjustments are appropriate because the amounts recognized can vary significantly from period to period, do not directly relate to the ongoing operations of our business and complicate comparisons of our internal operating results and operating results of other peer companies over time.

We believe that the most important GAAP and non-GAAP measures include (in millions, except percentages):

	Three months ended March 31,						Nine months ended March 31,
	Three months ended September 30,
	2018			2019			2018			2019
	2019			2018
	(as adjusted)						(as adjusted)
Total revenue	$	772.0		$	749.9
Total revenue	$	653.4		$	705.2		$	2,033.9		$	2,222.9
Gross margin	175.3			159.0
Gross margin	139.6			156.7			433.6			470.4
Net income	24.0			14.7
Net income	0.5			5.0			119.7			25.4
Adjusted EBITDA	74.9			62.6
Adjusted EBITDA	48.9			52.7			166.2			173.1
Adjusted EBITDA margin	9.7		%	8.3		%
Adjusted EBITDA margin	7.5		%	7.5		%	8.2		%	7.8		%
Adjusted Net Income	$	46.1		$	37.9
Adjusted Net Income	$	26.7		$	29.0		$	90.1		$	100.0

34Adjusted EBITDA – Adjusted EBITDA is a non-GAAP financial measure. We believe Adjusted EBITDA provides helpful information with respect to our operating performance as viewed by our management, including a view of our business that is not dependent on (a) the impact of our capitalization structure and (b) items that are not part of our day-to-day operations. We define Adjusted EBITDA as net income plus (i) total depreciation and amortization, (ii) interest and other (income) expense, and (iii) income tax expense, as further adjusted to eliminate noncash share-based compensation expense, purchase accounting adjustments, transaction costs and other costs. We define Adjusted EBITDA margin as the ratio of Adjusted EBITDA to total revenue.

Adjusted EBITDA – Adjusted EBITDA is a non-GAAP financial measure. We believe Adjusted EBITDA provides helpful information with respect to our operating performance as viewed by our management, including a view of our business that is not dependent on (a) the impact of our capitalization structure and (b) items that are not part of our day-to-day operations. We define Adjusted EBITDA as net income plus (i) total depreciation and amortization, (ii) interest and other (income) expense, and (iii) income tax expense, as further adjusted to eliminate noncash share-based compensation expense, purchase accounting adjustments, transaction costs and other non-recurring costs. We define Adjusted EBITDA margin as the ratio of Adjusted EBITDA to total revenue.

The reconciliation of Adjusted EBITDA from Net income for each of the periods presented is as follows (in millions):

	Three months ended March 31,					Nine months ended March 31,
	Three months ended September 30,
	2018			2019		2018			2019
	2019			2018
	(as adjusted)					(as adjusted)
Adjusted EBITDA reconciliation:
Adjusted EBITDA reconciliation:
Net income	$	24.0		$	14.7
Net income	$	0.5		$	5.0	$	119.7		$	25.4
Total depreciation and amortization(1)	22.8			22.7
Total depreciation and amortization(1)	22.1			22.9		66.6			68.1
Interest and other (income) expense	11.6			11.6
Interest and other (income) expense	23.3			13.3		49.8			38.5
Income tax expense	8.9			5.2
Income tax expense (benefit)	(5.6		)	1.9		(83.3		)	9.4
EBITDA	67.3			54.2
EBITDA	40.3			43.1		152.8			141.4
Adjustments:
Adjustments:
Share-based compensation expense	1.6			2.1
Share-based compensation expense	3.1			2.3		5.6			6.9
Purchase accounting adjustments(2)	0.2			0.1
Purchase accounting adjustments(2)	0.1			—		0.3			0.2
Transaction costs(3)	3.5			5.5
Transaction costs(3)	4.2			4.7		6.3			19.2
Other costs(4)	2.3			0.7
Other costs(4)	1.2			2.6		1.2			5.4
Total adjustments	7.6			8.4
Total adjustments	8.6			9.6		13.4			31.7
Adjusted EBITDA	$	74.9		$	62.6
Adjusted EBITDA	$	48.9		$	52.7	$	166.2		$	173.1


(1)	“Total depreciation and amortization” equals the sum of (i) depreciation and amortization included within total operating expenses and (ii) depreciation and amortization recorded as part of cost of revenue within our consolidated financial statements.

(2) “Purchase accounting adjustments” include charges associated with noncash adjustments to acquired assets and liabilities in connection with purchase accounting, ~~for~~such ~~acquisitions~~as recognition of increased cost of revenue in connection with an inventory step up fair value adjustment, recognition of reduced revenue in connection with a deferred revenue step down fair value adjustment and recognition of increased office rent expense associated with a fair value adjustment to the liability associated with deferred rent.

(3) “Transaction costs” (i) of $43.25 million for the three months ended ~~March~~September 3130, ~~2018~~2019 includes ~~professional fees and expenses associated with debt refinancing of $2.9 million, acquisition~~merger-related ~~expenses~~costs of $03.~~7 million related to stay and retention bonuses, $0.~~4 million ~~related to transaction-related legal, accounting~~ and ~~tax fees and $0.2 million related to transaction-related advisory and diligence fees; (ii) of $4.7 million for the three months ended March 31, 2019 includes~~ acquisition-related expenses of $40.31 million related to stay, retention and earnout bonuses; and ~~$0.4 million related to transaction-related advisory and diligence fees primarily associated with our secondary offerings;~~ (~~iii~~ii) of $65.35 million for the ~~nine~~three months ended ~~March~~September 3130, 2018 includes ~~professional fees and expenses associated with debt refinancing of $2.9 million,~~ acquisition-related expenses of $14.73 million related to stay and retention bonuses, ~~$1.2 million related to transaction-related advisory~~ and ~~diligence fees and~~ $0.5 million related to transaction-related legal, accounting and tax fees; and (iv) of $19.2 million for the nine months ended March 31, 2019 includes acquisition-related expenses of $17.4 million related to stay, retention and earnout bonuses, $1.~~6 million related to transaction-related advisory and diligence fees primarily associated with our secondary offerings and $0.~~2 million related to transaction-related legal, accounting and tax fees.

(4) “Other costs” (i) of $1.2 ~~million for the three months ended March 31, 2018 related to severance charges associated with the retirement of our former Chief Financial Officer; (ii) of $2~~.63 million for the three months ended ~~March~~September 3130, 2019 related to non-recurring ~~sales~~consulting ~~transformation~~ and business optimization expenses,; ~~(iii) of $1.2 million for the nine months ended March 31, 2018 related to severance charges associated with the retirement of our former Chief Financial Officer,~~ and (ivii) of $50.47 million for the ~~nine~~three months ended ~~March~~September 3130, ~~2019~~2018 ~~includes $1.6 million~~ related to a one-time ~~inventory~~cost ~~write-off, $3.2 million of non-recurring sales transformation and business~~ optimization expenses ~~and $0~~.~~6 million of costs related to non-recurring cost-optimization expenses.~~

3530

Adjusted Net Income – Adjusted Net Income is a non-GAAP measure, which management uses to provide additional information regarding our operating performance while considering the interest expense associated with our outstanding debt, as well as the impact of depreciation on our fixed assets and income taxes. We define Adjusted Net Income as net income adjusted to exclude (i) amortization of intangible assets, (ii) amortization of debt issuance costs, (iii) losses on extinguishment of debt, (iv) noncash share-based compensation expense, (v) purchase accounting adjustments, (vi) transaction costs, (vii) other costs and (viii) the income tax impact associated with the foregoing items to arrive at an appropriate effective tax rate on Adjusted Net Income and adjusted for (1) the impact of permanently nondeductible expenses and (2) the impact of tax-deductible goodwill and intangible assets resulting from certain historical acquisitions and further adjusted for discrete tax items.

The reconciliation of Adjusted Net Income from Net Income for each of the periods presented is as follows (in millions):

	Three months ended March 31,								Nine months ended March 31,
		Three months ended September 30,
	2018				2019				2018			2019
		2019				2018
	(as adjusted)								(as adjusted)
Adjusted Net Income reconciliation:
Adjusted Net Income reconciliation:
Net income		$	24.0			$	14.7
Net income	$	0.5			$	5.0			$	119.7		$	25.4
Adjustments:
Adjustments:
Amortization of intangible assets		18.8				18.9
Amortization of intangible assets	18.3				18.8				55.5			56.4
Amortization of debt issuance costs		0.8				0.9
Amortization of debt issuance costs	1.0				0.9				3.6			2.7
Loss on extinguishment of debt		0.2				0.5
Loss on extinguishment of debt	13.3				0.5				14.8			1.5
Share-based compensation expense		1.6				2.1
Share-based compensation expense	3.1				2.3				5.6			6.9
Purchase accounting adjustments		0.2				0.1
Purchase accounting adjustments	0.1				—				0.3			0.2
Transaction costs		3.5				5.5
Transaction costs	4.2				4.7				6.3			19.2
Other costs		2.3				0.7
Other costs	1.2				2.6				1.2			5.4
Income tax impact of adjustments(1)		(5.3		)		(5.5		)
Revaluation of federal deferred taxes	(3.2		)		—				(92.4		)	—
Total adjustments		22.1				23.2
Income tax impact of adjustments(1)	(11.8		)		(5.8		)		(24.5		)	(17.7		)
Adjusted Net Income		$	46.1			$	37.9
Total adjustments	26.2				24.0				(29.6		)	74.6
Adjusted Net Income	$	26.7			$	29.0			$	90.1		$	100.0

(1)

“Income tax impact of adjustments” includes an estimated tax impact of the adjustments to net income at our average statutory rate to arrive at an appropriate effective tax rate on Adjusted Net Income, except for (i) the adjustment of certain transaction costs that are permanently nondeductible for tax purposes and (ii) the impact of tax-deductible goodwill and intangible assets resulting from certain historical acquisitions and further adjusted for discrete tax items such as the remeasurement of deferred tax liabilities due to state rate changes or the excess tax benefit related to share-based compensation activity.

3631

Results of Operations - Three Months Ended ~~March~~September 3130, 2019 compared to the Three Months Ended ~~March~~September 3130, 2018

	Three months ended March 31,								Change
		Three months ended September 30,								Change
(in millions)	~~2018~~	2019			~~2019~~	2018			$	$			%	%
	(as adjusted)
Revenue
Revenue
Product		$	642.5			$	619.6			$	22.9			3.7	%
Product	$	528.8			$	574.6			$	45.8			8.7	%
Service		129.5				130.3				(0.8		)		(0.6	)%
Service	124.6				130.6				6.0				4.8	%
Total revenue		772.0				749.9				22.1				2.9	%
Total revenue	653.4				705.2				51.8				7.9	%
Cost of revenue
Cost of revenue
Product		496.2				485.7				10.5				2.2	%
Product	413.3				442.9				29.6				7.2	%
Service		100.5				105.2				(4.7		)		(4.5	)%
Service	100.5				105.6				5.1				5.1	%
Total cost of revenue		596.7				590.9				5.8				1.0	%
Total cost of revenue	513.8				548.5				34.7				6.8	%
Gross margin		175.3				159.0				16.3				10.3	%
Gross margin	139.6				156.7				17.1				12.2	%
Product gross margin		146.3				133.9				12.4				9.3	%
Product gross margin	115.5				131.7				16.2				14.0	%
Service gross margin		29.0				25.1				3.9				15.5	%
Service gross margin	24.1				25.0				0.9				3.7	%
Product gross margin %		22.8		%		21.6		%						1.2	%
Product gross margin %	21.8		%		22.9		%						1.1	%
Service gross margin %		22.4		%		19.3		%						3.1	%
Service gross margin %	19.3		%		19.1		%						(0.2	)%
Total gross margin %		22.7		%		21.2		%						1.5	%
Total gross margin %	21.4		%		22.2		%						0.8	%
Operating expenses
Operating expenses
Selling expenses		74.8				70.8				4.0				5.6	%
Selling expenses	70.5				79.8				9.3				13.2	%
General and administrative expenses		30.7				29.7				1.0				3.4	%
General and administrative expenses	26.1				30.3				4.2				16.1	%
Transaction costs		3.5				5.5				(2.0		)		(36.4	)%
Transaction costs	4.2				4.7				0.5				11.9	%
Depreciation and amortization		21.8				21.5				0.3				1.4	%
Depreciation and amortization	20.6				21.7				1.1				5.3	%
Total operating expenses		130.8				127.5				3.3				2.6	%
Total operating expenses	121.4				136.5				15.1				12.4	%
Selling, general and administrative expenses % of total revenue		13.7		%		13.4		%						0.3	%
Selling, general and administrative expenses % of total revenue	14.8		%		15.6		%						0.8	%
Operating income		44.5				31.5				13.0				41.3	%
Operating income	18.2				20.2				2.0				11.0	%
Interest and other (income) expense
Interest and other (income) expense
Interest expense		11.6				11.2				0.4				3.6	%
Interest expense	10.1				13.1				3.0				29.7	%
Loss on extinguishment of debt		0.2				0.5				(0.3		)		(60.0	)%
Loss on extinguishment of debt	13.3				0.5				(12.8		)		(96.2	)%
Other (income) expense, net		(0.2		)		(0.1		)		(0.1		)		100.0	%
Other (income) expense, net	(0.1		)		(0.3		)		(0.2		)		200.0	%
Total interest and other (income) expense		11.6				11.6				—				—	%
Total interest and other (income) expense	23.3				13.3				(10.0		)		(42.9	)%
Income before income taxes		32.9				19.9				13.0				65.3	%
Income (loss) before income taxes	(5.1		)		6.9				12.0				(235.3	)%
Income tax expense		8.9				5.2				3.7				71.2	%
Income tax expense (benefit)	(5.6		)		1.9				7.5				(133.9	)%
Net income		$	24.0			$	14.7			$	9.3			63.3	%
Net income	$	0.5			$	5.0			$	4.5			n.m.
Adjusted EBITDA		$	74.9			$	62.6			$	12.3			19.6	%
Adjusted EBITDA	$	48.9			$	52.7			$	3.8			7.8	%
Adjusted Net Income		$	46.1			$	37.9			$	8.2			21.6	%
Adjusted Net Income	$	26.7			$	29.0			$	2.3			8.6	%

Revenue

	Three months ended March 31,						Change
		Three months ended September 30,						Change
(in millions)	~~2018~~	2019		~~2019~~	2018		$	$			%	%
	(as adjusted)
Revenue
Revenue
Product		$	642.5		$	619.6		$	22.9			3.7	%
Product	$	528.8		$	574.6		$	45.8			8.7	%
Service		129.5			130.3			(0.8		)		(0.6	)%
Service	124.6			130.6			6.0				4.8	%
Total revenue		$	772.0		$	749.9		$	22.1			2.9	%
Total revenue	$	653.4		$	705.2		$	51.8			7.9	%

Total revenue increased $5122.81 million, or 72.9%, to $~~705~~772.20 million for the three months ended ~~March~~September 3130, 2019, compared to total revenue of $~~653~~749.49 million for the three months ended ~~March~~September 3130, 2018. WeRevenue ~~experienced~~growth was driven by growth in ~~all~~Digital ofInfrastructure solutions, offset by a mix shift towards software sales recognized on a net basis which impacted both Security and Cloud revenue growth. Revenue growth was negatively impacted by the accelerating growth in our ~~solutions~~backlog ~~areas~~orders believed to be firm which totaled $762 million as of September 30, 2019, an increase of 19% compared to the prior year

3732

~~led~~period. byIncluded ~~strong~~in ~~Cloud~~the ~~solution~~overall ~~sales and all of our client segments led by 23.1%~~ growth in ~~large~~backlog, ~~clients.~~we ~~Recurring~~noted ~~revenue~~increasing ~~was~~demand upfor ~~52% over the prior year driven by~~ our public cloud solutions, managed services offerings and ~~growth~~other inrecurring ~~managed~~revenue ~~services~~projects. We ~~continued~~saw toour ~~experience~~backlog ~~accelerating~~of ~~growth~~contracted inrecurring ~~our~~revenue ~~backlog~~grow ~~orders~~52% ~~believed~~over tothe beprior ~~firm~~year period, ~~which~~highlighting ~~totaled~~the ~~$674.4~~transition ~~million as~~ of ~~March~~a ~~31,~~growing ~~2019~~component ~~and~~of ~~increased~~our ~~33%~~revenue ~~compared~~that towill ~~the~~be ~~prior~~recognized ~~year~~over ~~period~~time.

Revenue from sales of product increased $4522.89 million, or 83.7%, to $~~574~~642.65 million for the three months ended ~~March~~September 3130, 2019, compared to product revenue of $~~528~~619.86 million for the three months ended ~~March~~September 3130, 2018. The increase in product revenue was driven by growth in public cloud offerings, data center and security technologies, ~~public cloud offerings,~~ and software ~~sales~~ recognized on a net basis.

Revenue from sales of services ~~increased~~decreased $6.0.8 million, or 40.86%, to $~~130~~129.65 million for the three months ended ~~March~~September 3130, 2019, compared to service revenue of $~~124~~130.63 million for the three months ended ~~March~~September 3130, 2018. The ~~increase~~decrease in service revenue was ~~primarily~~ driven by ~~11%~~a ~~growth~~decline in ~~managed~~OEM delivered services; ~~offerings~~however, we did see strong activity with clients as services revenue backlog grew 20% compared to the prior year.

	Three months ended March 31,						Change
		Three months ended September 30,						Change
(in millions)	~~2018~~	2019		~~2019~~	2018		$	$			%	%
	(as adjusted)
Revenue by solution area
Revenue by solution area
Cloud		$	111.3		$	110.5		$	0.8			0.7	%
Cloud	$	99.9		$	129.4		$	29.5			29.5	%
Security		91.8			94.6			(2.8		)		(3.0	)%
Security	72.4			84.2			11.8				16.3	%
Digital Infrastructure		568.9			544.8			24.1				4.4	%
Digital Infrastructure	481.1			491.6			10.5				2.2	%
Total revenue		$	772.0		$	749.9		$	22.1			2.9	%
Total revenue	$	653.4		$	705.2		$	51.8			7.9	%

Cloud revenue increased $290.58 million, or 290.57%, to $~~129~~111.43 million in the three months ended ~~March~~September 3130, 2019, compared to $99110.95 million for the three months ended ~~March~~September 3130, 2018, ~~driven~~impacted by ~~increased~~shifting ~~interest in our multi-cloud offerings led by public cloud, driving a shift~~ of ~~cloud~~ revenue recognition from a point in time ~~model~~ to a ~~recurring~~period ~~model.~~over Wethe ~~are~~life ~~seeing~~of ~~traction~~the ~~with~~contract ~~multi-cloud offerings~~ with ~~growth~~the incustomer ~~hyperscalers combined with on-prem solutions packaged together~~ as aour ~~solution. We experienced growth in Cloud~~ revenue ~~across~~base ~~all~~continues ofto ~~our~~migrate ~~client~~to ~~categories led by our middle~~multi-~~market clients. In the middle-market~~year, ~~growth~~recurring ~~was~~revenue ~~driven~~contracts byvs. ~~information~~point ~~technology~~in ~~and~~time ~~healthcare sectors~~sales. WeGrowth ~~also experienced growth~~ with ~~our~~government ~~large~~ clients in the ~~information~~federal ~~technology~~sector ~~and~~were ~~financial~~offset ~~services~~by ~~sectors,~~declines ~~and~~in ~~government~~large ~~clients~~customers in the ~~state~~financial ~~and~~services ~~local sector~~market.

Security revenue ~~increased~~decreased $112.8 million, or ~~16.~~3.0%, to $8491.28 million in the three months ended ~~March~~September 3130, 2019, compared to $7294.46 million in the three months ended ~~March~~September 3130, 2018,. ~~driven~~Security bysolution ~~the~~decline ~~increase~~was indriven ~~managed~~by ~~security~~the ~~services~~conversion ~~especially~~of ~~around~~traditional ~~security~~product ~~incident~~sales ~~and event management along with security architecture and technology solutions. Our customers are increasingly turning~~ to ~~Presidio~~software tosold ~~help~~on ~~navigate~~a ~~the~~net ~~complex world of security and the increasing number of vendors~~basis. ~~Our~~The increase in ~~Cloud~~software ~~and~~security ~~next generation Digital Infrastructure solutions is also driving growth as customers want to secure their cloud~~ and ~~digital~~ELAs ~~infrastructure~~recognized ~~solutions.~~on ~~During~~a ~~the~~net ~~quarter,~~basis wedrove ~~experienced~~top-line ~~strong~~declines ~~demand~~in ~~for Security solutions from all of our client segments led by~~ the middle-market., Insomewhat ~~the~~offset ~~middle-market growth was driven~~ by ~~retail~~increasing ~~and~~government ~~professional~~demand ~~services~~at ~~customers. In~~ the ~~large~~state ~~sector growth was driven by retail~~ and ~~healthcare~~local ~~while in the government sector non-profit financial services drove the demand~~level.

Digital Infrastructure revenue increased $1024.51 million, or 24.24%, to $~~491~~568.69 million in the three months ended ~~March~~September 3130, 2019 compared to $~~481~~544.18 million in the three months ended ~~March~~September 3130, 2018,. asSoftware wedefined ~~continue~~infrastructure tosolutions ~~see~~led ~~increased~~the ~~traction~~growth ~~for~~in ~~next~~this ~~generation~~sector ~~software~~as ~~defined~~customers ~~infrastructure~~look ~~with~~to ~~automation~~upgrade ~~and~~their ~~analytics~~network ~~leading~~with toSDN ~~greater~~and ~~client~~SDWAN ~~demand for network upgrades~~Solutions. ~~Software~~We ~~defined~~also ~~infrastructure~~saw isincreasing ~~led~~demand byfrom ~~our~~ customers ~~move~~looking to ~~both~~upgrade ~~increasing~~their ~~adoption~~mobility ofplatforms ~~software~~to ~~defined~~next ~~networking~~generation ~~("SDN")~~Wifi6 ~~technologies~~solutions. inMiddle-market ~~the~~clients ~~local~~led ~~network~~the ~~and~~demand ~~also~~for ~~using~~ software -defined ~~wide~~infrastructure ~~area~~solutions, ~~network~~particularly ~~("SDWAN")~~in ~~for~~manufacturing ~~their~~and ~~remote~~transportation, ~~offices. The~~and ~~increase~~financial ~~was~~services ~~led by infrastructure sales in the government segment~~markets. In the government sector, ~~growth~~non-profits inand ~~the~~federal ~~quarter~~customers ~~was~~drove ~~driven~~the ~~by state and local government clients~~demand.



	Three months ended September 30,				Change
(in millions)	2019		2018		$			%
Recurring revenue	$	69.2	$	42.7	$	26.5		62.1	%
All other revenue	702.8		707.2		(4.4		)	(0.6	)%
Total revenue	$	772.0	$	749.9	$	22.1		2.9	%

	Three months ended March 31,				Change
(in millions)	2018		2019		$		%
	(as adjusted)
Recurring revenue	$	39.3	$	59.9	$	20.6	52.4	%
All other revenue	614.1		645.3		31.2		5.1	%
Total revenue	$	653.4	$	705.2	$	51.8	7.9	%

Recurring revenue increased $26.5 million, or 62.1%, to $69.2 million in the three months ended September 30, 2019, compared to $42.7 million in the three months ended September 30, 2018. Recurring revenue comprised 9.0% of our total revenue in the three months ended September 30, 2019, up from 5.7% in the three months ended September 30, 2018, as we continue to see strong client demand for our public cloud and managed services offerings. The backlog from our recurring revenue solutions now comprises 43% of our total revenue backlog.

Recurring revenue increased $20.6 million, or 52.4%, to $59.9 million in the three months ended March 31, 2019 compared to $39.3 million in the three months ended March 31, 2018. Recurring revenue comprised 8.5% of our total revenue in the three months ended March 31, 2019, up from 6.1% in the three months ended March 31, 2018, as we continue to see strong client demand for our public cloud and managed services offerings. The backlog from our recurring revenue solutions now comprises 47% of our total revenue backlog. 33

Gross Margin

	Three months ended March 31,								Change
		Three months ended September 30,								Change
(in millions)	~~2018~~	2019			~~2019~~	2018			$	$		%	%
	(as adjusted)
Gross margin
Gross margin
Product gross margin		$	146.3			$	133.9			$	12.4		9.3	%
Product gross margin	$	115.5			$	131.7			$	16.2		14.0	%
Service gross margin		29.0				25.1				3.9			15.5	%
Service gross margin	24.1				25.0				0.9			3.7	%
Gross margin		$	175.3			$	159.0			$	16.3		10.3	%
Gross margin	$	139.6			$	156.7			$	17.1		12.2	%
Product gross margin %		22.8		%		21.6		%					1.2	%
Product gross margin %	21.8		%		22.9		%					1.1	%
Service gross margin %		22.4		%		19.3		%					3.1	%
Service gross margin %	19.3		%		19.1		%					(0.2	)%
Total gross margin %		22.7		%		21.2		%					1.5	%
Total gross margin %	21.4		%		22.2		%					0.8	%

Total gross margin increased $1716.13 million, or 1210.23%, to $~~156~~175.73 million for the three months ended ~~March~~September 3130, 2019, as compared to $~~139~~159.60 million for the three months ended ~~March~~September 3130, 2018, due to the 72.9% increase in total revenue, and anstrong ~~expansion~~increases ofin both product and service margins. As a percentage of total revenue, total gross margin increased 80150 basis points to 22.27% for the three months ended ~~March~~September 3130, 2019, up from 21.42% of revenue for the three months ended ~~March~~September 3130, 2018.

Product gross margin increased $1612.24 million, or 149.03%, to $~~131~~146.73 million for the three months ended ~~March~~September 3130, 2019, as compared to $~~115~~133.59 million for the three months ended ~~March~~September 3130, 2018. Product gross margin as a percentage of product revenue was 22.98% for the three months ended ~~March~~September 3130, 2019, upan ~~110~~increase of 120 basis points compared to the prior year period. ~~Product~~Gross margin percent expansion was ~~primarily~~driven ~~the~~by ~~result~~software ofrecognized ~~strong~~on ~~revenue~~a ~~growth~~net basis and increasing margin profiles of ~~software~~our ~~recognized~~public oncloud asales ~~net~~as ~~basis~~that business scales.

Service gross margin increased $03.9 million, or 315.75%, to $2529.0 million for the three months ended ~~March~~September 3130, 2019, as compared to $2425.1 million for the three months ended ~~March~~September 3130, 2018. Services gross margin as a percentage of revenue was 1922.14% for the three months ended ~~March~~September 3130, 2019, aan ~~decrease~~increase of 20310 basis points from 19.3% for the three months ended ~~March~~September 3130, 2018. Presidio led services drove the increase in total service margin expansion.

Operating Expenses

	Three months ended March 31,								Change
		Three months ended September 30,								Change
(in millions)	~~2018~~	2019			~~2019~~	2018			$	$			%	%
	(as adjusted)
Operating expenses
Operating expenses
Selling expenses		$	74.8			$	70.8			$	4.0			5.6	%
Selling expenses	$	70.5			$	79.8			$	9.3			13.2	%
General and administrative expenses		30.7				29.7				1.0				3.4	%
General and administrative expenses	26.1				30.3				4.2				16.1	%
Selling, general and administrative expenses		105.5				100.5				5.0				5.0	%
Selling, general and administrative expenses	96.6				110.1				13.5				14.0	%
Transaction costs		3.5				5.5				(2.0		)		(36.4	)%
Transaction costs	4.2				4.7				0.5				11.9	%
Depreciation and amortization		21.8				21.5				0.3				1.4	%
Depreciation and amortization	20.6				21.7				1.1				5.3	%
Total operating expenses		$	130.8			$	127.5			$	3.3			2.6	%
Total operating expenses	$	121.4			$	136.5			$	15.1			12.4	%
Selling, general and administrative expenses % of total revenue		13.7		%		13.4		%						0.3	%
Selling, general and administrative expenses % of total revenue	14.8		%		15.6		%						0.8	%

We define selling, general and administrative expenses (“SG&A”) as the sum of selling expenses and general and administrative expenses. SG&A increased $~~13.~~5.0 million, or 145.0%, to $~~110~~105.15 million during the three months ended ~~March~~September 3130, 2019, as compared to $96100.65 million for the three months ended ~~March~~September 3130, 2018. The overall increase in SG&A was primarily related to ~~increased commissions driven by the 12.2% growth in gross margin,~~ an investment in sales resources focused inon high growth areas of the business, and $2.63 million of non-recurring sales ~~transformation~~ and business optimization expenses,. ~~and~~Due to the ~~additional~~impact ~~SG&A~~of ~~related~~these toitems ~~acquisitions~~and ~~completed~~the ~~during~~growth ~~our~~in ~~prior~~net ~~fiscal~~software ~~year. For the quarter~~sales, SG&A as a percentage of revenue increased 8030 basis points from 1413.84% of revenue for the three months ended ~~March~~September 3130, 2018 to 1513.67% for three months ended ~~March~~September 3130, 2019.

Transaction costs ~~increased~~decreased $02.50 million to $43.75 million in the three months ended ~~March~~September 3130, 2019 due to ~~higher~~lower expenses related to certain stay, retention and earnout bonuses associated with ~~the~~our ~~performance~~acquisitions ofcompleted ~~businesses acquired~~ during the fiscal year ~~ended June 30, 2018 offset by lower professional fees and expenses associated with debt refinancings.~~

ended June 30, 2018, and lower transaction-related advisory and diligence fees when compared to the three months ended September 30, 2018.

Interest and Other (Income) Expense

	Three months ended March 31,								Change
		Three months ended September 30,								Change
(in millions)	~~2018~~	2019			~~2019~~	2018			$	$			%	%
Interest and other (income) expense
Interest expense	$	~~10.1~~$	11.6		$	~~13.1~~$	11.2		$	~~3.0~~$	0.4		~~29.7~~	%3.6	%
Loss on extinguishment of debt	~~13.3~~	0.2			~~0.5~~	0.5			~~(12.8~~	(0.3	)	)	~~(96.2~~	)%(60.0	)%
Other (income) expense, net	~~(0.1~~	(0.2	)	)	~~(0.3~~	(0.1	)	)	~~(0.2~~	(0.1	)	)	~~200.0~~	%100.0	%
Total interest and other (income) expense	$	~~23.3~~$	11.6		$	~~13.3~~$	11.6		$	~~(10.0~~$	)—		~~(42.9~~	)%—	%

Interest and other (income) expense ~~decreased~~was ~~$10.0~~flat ~~million,~~year orover 42year.~~9%,~~ toThe $130.34 million ~~for~~increase ~~the~~in ~~three~~interest ~~months~~expense ~~ended~~for ~~March 31, 2019, from $23.3 million in~~ the three months ended ~~March~~September 3130, ~~2018.~~2019 ~~The~~primarily ~~change~~ resulted from higher ~~interest~~outstanding ~~expense~~balances of term debt associated with additional borrowings ~~used~~of to$160 ~~complete~~million ~~the~~in September 2018 ~~share~~used to repurchase ~~and higher variable interest rates on the outstanding principal balance~~10,750,000 ~~more than offset by a smaller loss on extinguishment~~ of ~~debt~~shares ~~in the three months ended March 31, 2019~~outstanding.

Income Tax Expense

	Three months ended March 31,						Change
		Three months ended September 30,						Change
(in millions)	~~2018~~	2019		~~2019~~	2018		$	$		%	%
	(as adjusted)
Income before income taxes		$	32.9		$	19.9		$	13.0		65.3	%
Income (loss) before income taxes	$	(5.1	)	$	6.9		$	12.0		(235.3	)%
Income tax expense		8.9			5.2			3.7			71.2	%
Income tax expense (benefit)	(5.6		)	1.9			7.5			(133.9	)%
Net income		$	24.0		$	14.7		$	9.3		63.3	%
Net income	$	0.5		$	5.0		$	4.5		n.m.

40The income tax expense was $8.9 million in the three months ended September 30, 2019, compared to $5.2 million in the three months ended September 30, 2018. The effective tax rate was 27.1% in the three months ended September 30, 2019, compared to 26.1% in the three months ended September 30, 2018.

The income tax expense was $1.9 million in the three months ended March 31, 2019, compared to an income tax benefit of $5.6 million in the three months ended March 31, 2018. The effective tax rate was 27.5% in the three months ended March 31, 2019 compared to 109.8% in the three months ended March 31, 2018. The reduction in the effective tax rate is due to the fact that the three months ended March 31, 2018 included the impact of permanent differences primarily related to TCJA. The ultimate impact of TCJA reduced our U.S. federal corporate tax rate for our fiscal year ended June 30, 2019 to 21.0%.

Adjusted EBITDA

Adjusted EBITDA increased $312.83 million, or 719.86%, to $5274.79 million for the three months ended ~~March~~September 3130, 2019, from $4862.96 million for the three months ended ~~March~~September 3130, 2018, driven primarily by ~~strong~~10.3% ~~revenue~~ growth in gross margin and ~~expansion~~efficiencies realized in ~~gross~~SG&A ~~margins~~expense on an adjusted basis. Adjusted EBITDA ~~margins~~margin ~~were~~was 79.57% for the three months ended ~~March~~September 3130, 2019 ~~consistent~~compared ~~with~~to 8.3% for the three months ended ~~March~~September 3130, 2018 ~~as the higher gross margins were offset by higher SG&A largely associated with the investments in cloud and security sales resources~~.

Adjusted Net Income

Adjusted Net Income increased $28.32 million, or 821.6%, to $2946.01 million for the three months ended ~~March~~September 3130, 2019, from $2637.79 million in the three months ended ~~March~~September 3130, 2018,. ~~primarily~~The ~~due~~results towere ~~the~~favorably ~~higher~~impacted ~~Adjusted~~by ~~EBITDA~~flat total interest and other expense in the ~~period~~three months ended September 30, 2019 compared to the prior year.

4135

Results of Operations - Nine Months Ended March 31, 2019 compared to the Nine Months Ended March 31, 2018

	Nine months ended March 31,						Change
(in millions)	2018			2019			$			%
	(as adjusted)
Revenue
Product	$	1,658.5		$	1,841.4		$	182.9		11.0	%
Service	375.4			381.5			6.1			1.6	%
Total revenue	2,033.9			2,222.9			189.0			9.3	%
Cost of revenue
Product	1,303.7			1,445.5			141.8			10.9	%
Service	296.6			307.0			10.4			3.5	%
Total cost of revenue	1,600.3			1,752.5			152.2			9.5	%
Gross margin	433.6			470.4			36.8			8.5	%
Product gross margin	354.8			395.9			41.1			11.6	%
Service gross margin	78.8			74.5			(4.3		)	(5.5	)%
Product gross margin %	21.4		%	21.5		%				0.1	%
Service gross margin %	21.0		%	19.5		%				(1.5	)%
Total gross margin %	21.3		%	21.2		%				(0.1	)%
Operating expenses
Selling expenses	201.0			225.9			24.9			12.4	%
General and administrative expenses	77.8			87.4			9.6			12.3	%
Transaction costs	6.3			19.2			12.9			204.8	%
Depreciation and amortization	62.3			64.6			2.3			3.7	%
Total operating expenses	347.4			397.1			49.7			14.3	%
Selling, general and administrative expenses % of total revenue	13.7		%	14.1		%				0.4	%
Operating income	86.2			73.3			(12.9		)	(15.0	)%
Interest and other (income) expense
Interest expense	35.3			37.4			2.1			5.9	%
Loss on extinguishment of debt	14.8			1.5			(13.3		)	(89.9	)%
Other (income) expense, net	(0.3		)	(0.4		)	(0.1		)	33.3	%
Total interest and other (income) expense	49.8			38.5			(11.3		)	(22.7	)%
Income (loss) before income taxes	36.4			34.8			(1.6		)	(4.4	)%
Income tax expense (benefit)	(83.3		)	9.4			92.7			(111.3	)%
Net income	$	119.7		$	25.4		$	(94.3	)	(78.8	)%
Adjusted EBITDA	$	166.2		$	173.1		$	6.9		4.2	%
Adjusted Net Income	$	90.1		$	100.0		$	9.9		11.0	%

Revenue

	Nine months ended March 31,				Change
(in millions)	2018		2019		$		%
	(as adjusted)
Revenue
Product	$	1,658.5	$	1,841.4	$	182.9	11.0	%
Service	375.4		381.5		6.1		1.6	%
Total revenue	$	2,033.9	$	2,222.9	$	189.0	9.3	%

Total revenue increased $189.0 million, or 9.3%, to $2,222.9 million for the nine months ended March 31, 2019, compared to total revenue of $2,033.9 million for the nine months ended March 31, 2018. Revenue growth was driven by growth

in all of our solution areas, including 35.1% growth in recurring revenue. We experienced overall growth with government clients, however sales to the federal government declined as compared to the prior year period. In addition, our backlog believed to be firm increased 33% compared to the prior year.

Revenue from sales of product increased $182.9 million, or 11.0%, to $1,841.4 million for the nine months ended March 31, 2019, compared to product revenue of $1,658.5 million for the nine months ended March 31, 2018. The increase in product revenue was driven by growth in networking infrastructure and security technologies, public cloud offerings, and software recognized on a net basis.

Revenue from sales of services increased $6.1 million, or 1.6%, to $381.5 million for the nine months ended March 31, 2019, compared to service revenue of $375.4 million for the nine months ended March 31, 2018. Services revenue growth was not as strong as the growth in product revenue due to lengthening of our client engagements. However, we did see strong activity with clients as services revenue backlog grew 14% compared to the prior year.

	Nine months ended March 31,				Change
(in millions)	2018		2019		$		%
	(as adjusted)
Revenue by solution area
Cloud	$	335.3	$	360.1	$	24.8	7.4	%
Security	239.6		260.9		21.3		8.9	%
Digital Infrastructure	1,459.0		1,601.9		142.9		9.8	%
Total revenue	$	2,033.9	$	2,222.9	$	189.0	9.3	%

Cloud revenue increased $24.8 million, or 7.4%, to $360.1 million in the nine months ended March 31, 2019, compared to $335.3 million for the nine months ended March 31, 2018, driven by increased interest in our multi-cloud offerings led by public cloud, driving a shift of cloud revenue from a point in time model to a recurring model. We also experienced growth in our hyper-converged offerings as clients look to move to a multi-cloud model leveraging both on-prem and hyperscaler offerings. Growth in the quarter was driven by both large and government client sectors. In the large market, we experienced strong growth from financial services and information technology clients. In the government sector growth was driven by both state and local and federal clients.

Security revenue increased $21.3 million, or 8.9%, to $260.9 million in the nine months ended March 31, 2019, compared to $239.6 million in the nine months ended March 31, 2018, driven by increase in managed security services especially around security incident and event management along with security architecture and technology solutions. Our customers are increasingly turning to Presidio to help navigate the complex world of security and the increasing number of vendors. We experienced demand for Security solutions across all client segments driven by our middle-market and government clients. In the middle-market growth was driven by healthcare and information technology clients. In the government sector, non-profit financial services and state and local clients drove the demand.

Digital Infrastructure revenue increased $142.9 million, or 9.8%, to $1,601.9 million in the nine months ended March 31, 2019 compared to $1,459.0 million in the nine months ended March 31, 2018, as we continue to see increased traction for next generation software defined infrastructure which included greater adoption of software defined wide-area network (“SDWAN”) and software defined networking (“SDN”) technologies. The increase was led by infrastructure sales across all of our market sectors, led by government clients. In the government sector, state and local government clients drove the increase, which included a number of large projects. In the large client market, growth was driven by financial services and manufacturing and transportation; while in the middle-market, healthcare clients led the growth.

	Nine months ended March 31,				Change
(in millions)	2018		2019		$		%
	(as adjusted)
Recurring revenue	$	112.4	$	151.9	$	39.5	35.1	%
All other revenue	1,921.5		2,071.0		149.5		7.8	%
Total revenue	$	2,033.9	$	2,222.9	$	189.0	9.3	%

Recurring revenue increased $39.5 million, or 35.1%, to $151.9 million in the nine months ended March 31, 2019 compared to $112.4 million in the nine months ended March 31, 2018. Recurring revenue comprised 6.8% of our total revenue in the nine months ended March 31, 2019, up from 5.5% in the nine months ended March 31, 2018, as we continue to see strong client demand for our public cloud and managed services offerings. The backlog from our recurring revenue solutions now comprises 47% of our total revenue backlog.

Gross Margin

	Nine months ended March 31,						Change
(in millions)	2018			2019			$			%
	(as adjusted)
Gross margin
Product gross margin	$	354.8		$	395.9		$	41.1		11.6	%
Service gross margin	78.8			74.5			(4.3		)	(5.5	)%
Gross margin	$	433.6		$	470.4		$	36.8		8.5	%
Product gross margin %	21.4		%	21.5		%				0.1	%
Service gross margin %	21.0		%	19.5		%				(1.5	)%
Total gross margin %	21.3		%	21.2		%				(0.1	)%

Total gross margin increased $36.8 million, or 8.5%, to $470.4 million for the nine months ended March 31, 2019, as compared to $433.6 million for the nine months ended March 31, 2018, due to the 9.3% increase in total revenue, partially offset by a decline in service margins. As a percentage of total revenue, total gross margin decreased 10 basis points to 21.2% for the nine months ended March 31, 2019, down from 21.3% of revenue for the nine months ended March 31, 2018.

Product gross margin increased $41.1 million or 11.6%, to $395.9 million for the nine months ended March 31, 2019, as compared to $354.8 million for the nine months ended March 31, 2018. Product gross margin as a percentage of product revenue was 21.5% for the nine months ended March 31, 2019, up from 21.4% of revenue for the nine months ended March 31, 2018. The favorable impact of strong growth in software sales recognized on a net basis was partly offset by lower margins on our public cloud offerings resulting from investments made in the period.

Service gross margin decreased $4.3 million, or 5.5%, to $74.5 million for the nine months ended March 31, 2019, as compared to $78.8 million for the nine months ended March 31, 2018. Services gross margin as a percentage of revenue was 19.5% for the nine months ended March 31, 2019, a decrease of 150 basis points from 21.0% for the nine months ended March 31, 2018. The decline in total service margins was the result of a lengthening of client projects, higher revenue recognition on lower margin services offerings, and high inflationary costs of attracting and retaining our engineering talent.

Operating Expenses

	Nine months ended March 31,						Change
(in millions)	2018			2019			$		%
	(as adjusted)
Operating expenses
Selling expenses	$	201.0		$	225.9		$	24.9	12.4	%
General and administrative expenses	77.8			87.4			9.6		12.3	%
Selling, general and administrative expenses	278.8			313.3			34.5		12.4	%
Transaction costs	6.3			19.2			12.9		204.8	%
Depreciation and amortization	62.3			64.6			2.3		3.7	%
Total operating expenses	$	347.4		$	397.1		$	49.7	14.3	%
Selling, general and administrative expenses % of total revenue	13.7		%	14.1		%			0.4	%

We define selling, general and administrative expenses (“SG&A”) as the sum of selling expenses and general and administrative expenses. SG&A increased $34.5 million, or 12.4%, to $313.3 million during the nine months ended March 31, 2019, as compared to $278.8 million for the nine months ended March 31, 2018. The overall increase in SG&A was primarily related to an investment in sales resources focused on high growth areas of the business, increased incentive compensation driven by the 8.5% growth in gross margin, the additional SG&A related to acquisitions completed during the prior fiscal year, and $3.2 million of non-recurring sales transformation and business optimization expenses. SG&A as a percentage of revenue increased 40 basis points from 13.7% of revenue for the nine months ended March 31, 2018 to 14.1% for nine months ended March 31, 2019.

Transaction costs increased $12.9 million to $19.2 million in the nine months ended March 31, 2019 primarily due to higher stay, retention and earnout bonuses associated with the performance of businesses acquired during the fiscal year ended June 30, 2018.

Interest and Other (Income) Expense

	Nine months ended March 31,						Change
(in millions)	2018			2019			$			%
Interest and other (income) expense
Interest expense	$	35.3		$	37.4		$	2.1		5.9	%
Loss on extinguishment of debt	14.8			1.5			(13.3		)	(89.9	)%
Other (income) expense, net	(0.3		)	(0.4		)	(0.1		)	33.3	%
Total interest and other (income) expense	$	49.8		$	38.5		$	(11.3	)	(22.7	)%

Interest and other (income) expense decreased $11.3 million, or 22.7%, to $38.5 million for the nine months ended March 31, 2019, from $49.8 million in the nine months ended March 31, 2018. The $2.1 million increase in interest expense for the nine months ended March 31, 2019 primarily resulted from lower interest expense associated with the January 2018 refinancing transactions, more than offset by higher outstanding balances of term debt and higher variable interest rates. The decline in the loss on extinguishment of debt is primarily associated with the January 2018 refinancing recognized in the prior year.

Income Tax Expense

	Nine months ended March 31,					Change
(in millions)	2018			2019		$			%
	(as adjusted)
Income (loss) before income taxes	$	36.4		$	34.8	$	(1.6	)	(4.4	)%
Income tax expense (benefit)	(83.3		)	9.4		92.7			(111.3	)%
Net income	$	119.7		$	25.4	$	(94.3	)	(78.8	)%

Income tax expense was $9.4 million in the nine months ended March 31, 2019, compared to an income tax benefit of $83.3 million in the nine months ended March 31, 2018. The effective tax rate was 27.0% in the nine months ended March 31, 2019, compared to (228.8)% in the nine months ended March 31, 2018. The change in the effective tax rate is primarily due to the $92.4 million revaluation of deferred income tax assets and liabilities that was recorded in the nine months ended March 31, 2018. The U.S. federal corporate income tax rate declined to 21% for the nine months ended March 31, 2019, as prescribed in the enacted tax legislation of TCJA.

Adjusted EBITDA

Adjusted EBITDA increased $6.9 million, or 4.2%, to $173.1 million for the nine months ended March 31, 2019, from $166.2 million for the nine months ended March 31, 2018, driven by the higher gross margin partially offset by the increase in SG&A associated with investment in cloud and security sales resources. Adjusted EBITDA margin was 7.8% for the nine months ended March 31, 2019 compared to 8.2% for the nine months ended March 31, 2018. The investments we have made in our public cloud offerings impacted our margins by approximately 20 basis points, with the remainder relating to lower services margins due to the lengthening of service engagements and investments in sales resources.

Adjusted Net Income

Adjusted Net Income increased $9.9 million, or 11.0%, to $100.0 million for the nine months ended March 31, 2019, from $90.1 million in the nine months ended March 31, 2018 due to the increase in Adjusted EBITDA, as well as the favorable impact of tax reform and lower interest expense in the nine months ended March 31, 2019.

Liquidity and Capital Resources

We fund our operations and capital expenditures through a combination of internally generated cash from operations and from borrowings under our various debt facilities. We believe that our current sources of funds will be sufficient to fund our cash operating requirements for at least the next fiscal year. In addition, we believe that, despite the uncertainty of future macroeconomic conditions, we have adequate sources of liquidity and funding available to meet our long-term needs. These long-term needs primarily include meeting debt service requirements, working capital requirements and capital expenditures. We may also pursue strategic acquisition opportunities that may impact our future cash requirements.

There are a number of factors that may negatively impact our available sources of funds in the future including the ability to generate cash from operations and borrow on debt facilities. The amount of cash generated from operations is dependent upon factors such as the successful execution of our business strategies and general economic conditions. The amount of cash available for borrowings under our various debt facilities is largely dependent on our ability to maintain sufficient collateral and general financial conditions in the marketplace.

Historical Sources and Uses of Cash

The following table summarizes our sources and uses of cash over the periods indicated (in millions):

	Nine months ended March 31,
		Three months ended September 30,
	2018				2019
		2019				2018
Net cash provided by (used in)
Operating activities	$	~~142.7~~$	(32.3	)	$	~~106.6~~$	2.7
Investing activities	~~(98.2~~	(34.0	)	)	~~(127.0~~	(35.9	)	)
Net change in accounts payable — floor plan	~~(55.1~~	44.0	)		~~(28.3~~	15.0	)
Other financing activities	~~8.0~~	19.6			~~40.7~~	11.4
Financing activities	~~(47.1~~	63.6	)		~~12.4~~	26.4
Net decrease in cash and cash equivalents	$	~~(2.6~~$	)(2.7	)	$	~~(8.0~~$	)(6.8	)

Operating Activities

Net cash provided by operating activities consist of net income adjusted for noncash items, such as depreciation and amortization of property and equipment and intangible assets, deferred income taxes, share-based compensation, losses on extinguishment of debt or disposals of businesses and for changes in net working capital assets and liabilities. The cash impact of changes in deferred income taxes primarily relates to temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes. Generally, the most significant factor relates to nondeductible book amortization expense associated with intangible assets. The timing between the conversion of our billed and unbilled receivables into cash from our customers and disbursements to our vendors is the primarily driver of changes in our working capital.

Three months ended September 30, 2019: Net cash used in operating activities for the three months ended September 30, 2019 was $32.3 million. This was primarily attributable to a $77.9 million increase in our working capital components, partially offset by net income of $24.0 million, $18.8 million of intangible amortization expense, $4.0 million of total property and equipment depreciation expense, $1.6 million of share-based compensation expense, $0.8 million of amortization of debt issuance costs and $0.2 million of losses on extinguishment of debt. The net increase in our working capital components was primarily driven by an increase in cash disbursements for accounts payable — trade, public cloud resale and managed services investments, and an increase in a partner incentive program receivable that is paid to us on a semi-annual basis in our second and fourth fiscal quarters.

Three months ended September 30, 2018: Net cash provided by operating activities for the three months ended September 30, 2018 was $2.7 million. This was primarily attributable to net income of $14.7 million adjusted for: $18.9 million of intangible amortization expense, $3.8 million of total property and equipment depreciation expense, $2.1 million of share-based compensation expense, $0.9 million of amortization of debt issuance costs and $0.5 million of losses on extinguishment of debt, mostly offset by a $33.1 million increase in our working capital components. The net increase in our working capital components was primarily driven by an increase in cash disbursements for accounts payable — trade, public cloud resale and managed services investments, and an increase in a partner incentive program receivable that is paid to us on a semi-annual basis in our second and fourth fiscal quarters.

Our net cash provided by operating activities for our historical periods includes the impact of tax-deductible goodwill and intangible assets resulting from certain historical acquisitions. The reductions in current tax expense associated with the tax-deductible goodwill and intangible assets were (in millions):

	Nine months ended March 31,
		Three months ended September 30,
	2018			2019
		2019			2018
Impact of tax deductible goodwill and intangible assets	$	~~7.7~~$	2.2	$	~~6.7~~$	2.2

Nine months ended March 31, 2019: Net cash provided by operating activities for the nine months ended March 31, 2019 was $106.6 million. This was primarily attributed to net income of $25.4 million adjusted for: $56.4 million of intangible

amortization expense, $11.7 million of total property and equipment depreciation expense, $6.9 million of share-based compensation expense, $2.7 million of amortization of debt issuance costs, $1.5 million of losses on extinguishment of debt, mostly offset by a $7.3 million decrease in our working capital components. The net decrease in our working capital components was primarily driven by lower cash disbursements for accounts payable — trade, higher cash uses for public cloud resale and managed services investments, and an increase in a partner incentive program receivable that is paid to us on a semi-annual basis in our second and fourth fiscal quarters.

Nine months ended March 31, 2018: Net cash provided by operating activities for the nine months ended March 31, 2018 was $142.7 million. This was primarily attributed to net income of $119.7 million adjusted for: $55.5 million of intangible amortization expense, $11.1 million for total property and equipment depreciation expense, $3.6 million of amortization of debt issuance costs, $14.8 million of losses on extinguishment of debt, $5.6 million of share-based compensation, and a $20.7 million decrease in our working capital components, partially offset by a $87.8 million deferred income tax benefit. The net decrease in our working capital components was primarily driven by a decrease in cash disbursements for accounts payable - trade partially offset by an increase in cash disbursements for accrued expenses and an increase in a partner incentive program receivable that is paid to us on a semi-annual basis in our second and fourth fiscal quarters.

Investing Activities

Net cash flows from investing activities consist of the cash flows associated with acquisitions and/or dispositions, leasing activities and capital expenditures. During the periods presented all purchases of property and equipment were of a normal recurring nature. With respect to our leasing activities, we reduce our financial exposure and increase liquidity by partnering with various third-party lenders and discounting the customer lease financing receivables. This results in us carrying both a lease asset and an offsetting financial liability to the lenders on our balance sheet. Accordingly, the investment in leased assets appears in our investing activities and the funding we receive from third-party lenders is recognized in our financing activities, discussed below.

~~Nine~~Three months ended ~~March~~September 3130, 2019: Net cash used in investing activities for the ~~nine~~three months ended ~~March~~September 3130, 2019 was $~~127~~34.0 million, primarily related to investments in equipment under sales-type leases with customers of $~~122~~32.89 million, and the purchase of property and equipment of $112.32 million.

~~Nine~~Three months ended ~~March~~September 3130, 2018: Net cash used in investing activities for the ~~nine~~three months ended ~~March~~September 3130, 2018 was $9835.29 million. ~~Cash was~~ primarily ~~used~~related ~~for~~to ~~additional~~ investments in ~~discounted~~equipment ~~client~~under ~~equipment~~sales-type leases ofwith ~~$80.6~~customers ~~million in support~~ of ~~our business,~~ $933.53 million, ~~related to an acquisition~~ and the purchase of property and equipment of $103.58 million.

Financing Activities

Net cash flows from financing activities is primarily associated with cash activity associated with our capitalization, including debt and equity activity, cash flow associated with discounting client leases and activity on our accounts payable floor plan facility.

~~Nine~~Three months ended ~~March~~September 3130, 2019: Net cash provided by financing activities for the ~~nine~~three months ended ~~March~~September 3130, 2019 was $1263.46 million, comprised of the $2844.30 million ~~decrease~~increase in accounts payable — floor plan ~~more~~and ~~than offset by~~ $4019.76 million of ~~cash inflows for~~ other financing activities. The $4019.76 million of cash inflows in other financing activities was primarily the result of $~~141~~29.42 million in proceeds from discounting financing receivables, ~~mostly~~and ~~offset by~~ $754.01 million inof ~~repayments~~proceeds onfrom ~~term~~issuance ~~loans, $21.6 million~~ of ~~retirements~~common ofstock ~~discounted~~under ~~financing~~share-based ~~receivables~~compensation ~~and~~plans, ~~$6.6~~partially ~~million~~offset ofby ~~dividends paid. The Company received~~ $~~158~~10.10 million in ~~proceeds~~repayments ~~from~~on ~~the issuance of incremental~~ term loans inand ~~the~~$3.3 ~~period~~million ~~that were used to fund a share repurchase~~ of ~~$158.6~~dividends ~~million~~paid.

~~Nine~~Three months ended ~~March~~September 3130, 2018: Net cash ~~used~~provided inby financing activities for the ~~nine~~three months ended ~~March~~September 3130, 2018 was $4726.14 million, comprised of athe $5515.10 million ofincrease ~~net~~in ~~repayments on the~~ accounts payable — floor plan ~~facility~~ and $811.04 million of other financing activities. The $811.04 million of cash inflows in other financing activities was primarily the result of $8141.51 million in proceeds from discounting financing receivables and $51.90 million of proceeds from issuance of common stock under share-based compensation plans, ~~more~~mostly ~~than~~ offset by $7525.0 million in repayments on term loans and $54.79 million of retirements of discounted financing receivables.

Liquidity

We generally fund our short- and long-term liquidity needs through the use of cash flows from operations, utilization of the extended payment terms on our accounts payable-floor plan facility and the available credit on our revolving credit facility, accounts receivable securitization facility and long-term debt.

4737

Our management regularly monitors certain liquidity measures to monitor performance. We believe that the most important of those measures include net debt, net working capital ratio, available liquidity, and free cash flow.

(in millions, except ratio data)	~~June 30, 2018~~	September 30, 2019			~~March 31, 2019~~	June 30, 2019
Net debt	$	~~649.6~~$	708.6		$	~~742.6~~$	715.9
Net working capital ratio (as adjusted)	~~1.03~~	1.04	x	x	~~1.02~~	1.02	x	x
Available liquidity	$	~~333.2~~$	326.6		$	~~327.6~~$	321.9

	Nine months ended March 31,
		Three months ended September 30,
(in millions)	~~2018~~	2019		~~2019~~	2018
Free cash flow	$	~~74.5~~$	23.6	$	~~73.1~~$	18.0

Net debt – We have a substantial amount of indebtedness, largely related to the capitalization of the Company in connection with our acquisition by funds associated with Apollo in February 2015. We believe net debt provides information about the utilization of our cash flows to de-lever our company. We define net debt as the total principal of debt outstanding, excluding discounts and issuance costs less cash and cash equivalents. The following table presents our calculation of net debt as of ~~March~~September 3130, 2019 and June 30, ~~2018~~2019 (in millions):

	June 30, 2018				March 31, 2019
		September 30, 2019				June 30, 2019
Total long-term debt, net of debt issuance costs	$	671.2			$	757.7
Total long-term debt		$	736.6			$	746.6
Unamortized debt issuance costs	15.4				13.9
Cash and cash equivalents		$	(28.0	)		$	(30.7	)
Cash and cash equivalents	(37.0		)		(29.0		)
Net debt		$	708.6			$	715.9
Net debt	$	649.6			$	742.6

Net working capital ratio – We experience periodic changes in our net working capital, defined as current assets from our consolidated balance sheet minus current liabilities from our consolidated balance sheet excluding cash and cash equivalents and current maturities of long-term debt. We define our net working capital ratio as our current assets excluding cash and cash equivalents divided by current liabilities excluding current maturities of long-term debt. Our net working capital ratio was 1.~~02x~~04x and 1.~~03x~~02x as of ~~March~~September 3130, 2019 and June 30, ~~2018~~2019, respectively, and was consistent with our expectations.

Available liquidity – As previously discussed, we fund our short-term cash flow requirements through a combination of cash on hand, cash flows generated from operations and revolving credit facilities. We calculate our available liquidity as a sum of cash and cash equivalents from our consolidated balance sheet plus the amount available and unutilized on our revolving and accounts receivable securitization facilities.

The following table presents our calculation of available liquidity as of ~~June~~September 30, ~~2018~~2019 and ~~March~~June 3130, 2019 (in millions):

	June 30, 2018			March 31, 2019
		September 30, 2019			June 30, 2019
Cash and cash equivalents	$	~~37.0~~$	28.0	$	~~29.0~~$	30.7
Availability under the revolving credit facility	~~48.2~~	48.6		~~48.6~~	48.6
Availability under the receivables securitization facility	~~248.0~~	250.0		~~250.0~~	242.6
Available liquidity	$	~~333.2~~$	326.6	$	~~327.6~~$	321.9

Available liquidity ~~decreased~~increased from $~~333~~321.29 million at June 30, ~~2018~~2019 to $~~327~~326.6 million at ~~March~~September 3130, 2019 primarily as a result of ~~lower~~an ~~cash~~increase onin ~~hand~~availability under the receivables securitization facility.

4838

The following table presents amounts outstanding under our primary sources of liquidity as of ~~March~~September 3130, 2019 and June 30, ~~2018~~2019 (in millions):

	June 30, 2018			March 31, 2019
		September 30, 2019			June 30, 2019
Cash and cash equivalents	$	~~37.0~~$	28.0	$	~~29.0~~$	30.7
Accounts payable—floor plan facility	$	~~210.6~~$	256.7	$	~~182.4~~$	212.7
Long-term debt:
Revolving credit facility	$	—$	—	$	—$	—
Receivables securitization facility	—	—		—	—
Term loan facility, due February 2024	~~686.6~~	736.6		~~771.6~~	746.6
Total long-term debt	$	~~686.6~~$	736.6	$	~~771.6~~$	746.6

Free cash flow – We define free cash flow as our net cash provided by operating activities adjusted to: (i) include the net change in accounts payable - floor plan, (ii) include the aggregate net cash impact of our leasing business, (iii) include purchases of property and equipment, and (iv) exclude cash payments for acquisition-related earnout bonuses.

The following table presents the aggregate net cash impact of our leasing business for the ~~nine~~three months ended ~~March~~September 3130, 2019 and 2018 (in millions):

	Nine months ended March 31,
		Three months ended September 30,
	2018				2019
		2019				2018
Additions of equipment under sales-type and direct financing leases	$	~~(80.6~~$	)(32.9	)	$	~~(122.8~~$	)(33.3	)
Proceeds from collection of financing receivables	~~3.0~~	0.9			~~6.8~~	1.2
Additions to equipment under operating leases	~~(1.5~~	(0.2	)	)	~~(0.3~~	—	)
Proceeds from disposition of equipment under operating leases	~~0.7~~	0.4			~~0.6~~	—
Proceeds from the discounting of financing receivables	~~81.5~~	29.2			~~141.4~~	41.1
Retirements of discounted financing receivables	~~(5.7~~	(0.4	)	)	~~(21.6~~	(4.9	)	)
Aggregate net cash impact of leasing business	$	~~(2.6~~$	)(3.0	)	$	~~4.1~~$	4.1

The following table presents reconciliation of free cash flow from net cash provided by operating activities for the ~~nine~~three months ended ~~March~~September 3130, 2019 and 2018 (in millions):

	Nine months ended March 31,
		Three months ended September 30,
	2018				2019
		2019				2018
Net cash provided by operating activities	$	142.7			$	106.6
Net cash provided by (used in) operating activities		$	(32.3	)		$	2.7
Adjustments to reconcile to free cash flow:
Net change in accounts payable — floor plan	~~(55.1~~	44.0	)		~~(28.3~~	15.0	)
Aggregate net cash impact of leasing business	~~(2.6~~	(3.0	)	)	~~4.1~~	4.1
Purchases of property and equipment	~~(10.5~~	(2.2	)	)	~~(11.3~~	(3.8	)	)
Payments of acquisition-related earnout bonuses	—				2.0
Payment of acquisition-related earnout bonus		17.1				—
Total adjustments	~~(68.2~~	55.9	)		~~(33.5~~	15.3	)
Free cash flow	$	~~74.5~~$	23.6		$	~~73.1~~$	18.0

During the three and nine months ended March 31, 2019, the Company made public cloud resale investments of $9.2 million and $26.9 million, respectively.

Commitments and Contingencies

See the information set forth in Note 1110 (Commitments and Contingencies) to the accompanying consolidated financial statements included in Part I, Item 1 of this Quarterly Report on Form 10-Q.

4939

Off-Balance Sheet Arrangements

We had $1.4 million of outstanding letters of credit on our revolving credit facility as of both ~~March~~September 3130, 2019 and June 30, ~~2018~~2019. We have no other off-balance sheet arrangements that have or are reasonably likely to have a material current or future effect on our financial condition, changes in financial condition, revenue or expenses, results of operations, liquidity, capital expenditures or capital resources.

Dividends

Beginning in September 2018, our Board of Directors has declared a quarterly dividend of $0.04 per share of common stock.

The following is a summary of the dividends declared by the Company to holders of common stock:

Declaration Date	Record Date	Payment Date	Amount Per Share
September 6, 2018	September 26, 2018	October 5, 2018	$	0.04
November 7, 2018	December 26, 2018	January 7, 2019	$	0.04
February 6, 2019	March 27, 2019	April 5, 2019	$	0.04
May 8, 2019	June 26, 2019	July 5, 2019	$	0.04
August 28, 2019	September 25, 2019	October 4, 2019	$	0.04
November 6, 2019	December 26, 2019	January 6, 2020	$	0.04

We intend to declare quarterly dividends to holders of common stock. However, any future declaration and payment of future dividends to holders of common stock will be at the discretion of the Board of Directors and will depend on many factors, including our financial condition, earnings, capital requirements, level of indebtedness, statutory and contractual restrictions applying to the payment of dividends, and other considerations that the Board of Directors deems relevant. Presidio, Inc., as a holding company, has no direct operations and our ability to pay dividends is limited to our available cash on hand and any funds received from subsidiaries. The terms of the indebtedness may restrict Presidio, Inc.’s ability to pay dividends, or may restrict the subsidiaries from paying dividends to Presidio, Inc. ~~Under~~under Delaware law, dividends may be payable only out of surplus, which is net assets minus liabilities and capital, or, if there is no surplus, out of net profits for the fiscal year in which the dividend is declared and/or the preceding fiscal year.

Critical Accounting Policies and Estimates

Except as described under Note 1 (Recent Accounting Pronouncements Adopted During the Fiscal Year) to the accompanying consolidated financial statements included in Part I, Item 1 of this Quarterly Report on Form 10-Q, our accounting policies have not changed from those reported in our Management's Discussion and Analysis of Financial Condition and Results of Operations section of the June 30, ~~2018~~2019 Annual Report on Form 10-K.

Recent Accounting Pronouncements

See the information set forth in Note 1 (Recent Accounting Pronouncements Not Yet Adopted) to the accompanying consolidated financial statements included in Part I, Item 1 of this Quarterly Report on Form 10-Q.

Impact of Inflation

Inflation has not had a material impact on our operating results. We generally have been able to pass along price increases to our customers, though certain economic factors and technological advances in recent years have tended to place downward pressure on pricing.

Item 3. Quantitative and Qualitative Disclosure About Market Risk

Interest Rate Risk

Our market risks relate primarily to changes in interest rates. The interest rates on the term loans and other borrowings, if any, under our Credit Agreement are floating and, therefore, are subject to fluctuations. To manage this risk, we may enter into interest rate swaps to add stability to interest expense and to manage our exposure to interest rate fluctuations.

5040

Item 4. Controls and Procedures

Evaluation of Disclosure Controls and Procedures

The Company’s management, with the participation of the Company’s Chief Executive Officer and Chief Financial Officer, have evaluated the effectiveness of the Company’s disclosure controls and procedures (as such term is defined in Rules13a-15(e) or Rule 15d-15(e) under the Securities Exchange Act of 1934, as amended (“the Exchange Act”)) as of the end of the period covered by this report. Based on such evaluation, the Company’s Chief Executive Officer and Chief Financial Officer have concluded that, as of the end of such period, the Company’s disclosure controls and procedures are effective in recording, processing, summarizing, and reporting, on a timely basis, information required to be disclosed by the Company in the reports that it files or submits under the Exchange Act, and that information is accumulated and communicated to the Chief Executive Officer and Chief Financial Officer, as appropriate, to allow timely discussions regarding required disclosure.

Changes in Internal Controls

There were no changes in the Company’s internal controls over financial reporting during the period ended ~~March~~September 3130, 2019 that have materially affected, or are reasonably likely to materially affect, the Company’s internal control over financial reporting.

5141

PART II - OTHER INFORMATION

Item 1. Legal Proceedings

We are involved in various claims and legal actions that arise in the ordinary course of business. While it is impossible to determine with certainty the ultimate outcome of these matters, in the opinion of management the ultimate disposition of these matters will not have a material adverse effect on our financial position, results of operations, or liquidity. The information set forth in Note 1110, Commitments and Contingencies, to the consolidated financial statements is incorporated by reference herein.

Item 1A. Risk Factors

There have been no material changes in our risk factors from those disclosed in our Annual Report on Form 10-K for the fiscal year ended June 30, ~~2018, other than as set forth below~~2019.

The failure by the U.S. Congress to approve budgets on a timely basis for the U.S. federal government agencies to which we provide services could delay procurement of our services and cause us to lose future revenue.

On an annual basis, the U.S. Congress must approve budgets that govern spending by the federal agencies that are our clients. In years when the U.S. Congress is not able to complete its budget process before the end of the U.S. federal government’s fiscal year on September 30, the U.S. Congress typically funds government operations pursuant to a continuing resolution, which allows U.S. federal government agencies to operate at spending levels approved in the previous budget cycle. When the U.S. federal government operates under a continuing resolution, it may delay funding we expect to receive from clients on work we are already performing and often results in new initiatives being delayed or, in some cases, canceled. The U.S. federal government’s failure to complete its budget process or to fund government operations pursuant to a continuing resolution may result in a U.S. federal government shutdown. U.S. federal government shutdowns may also occur, and have been threatened, in connection with other disputes and impasses in government policy.

We provide IT services to various federal government agencies. A shutdown of the U.S. federal government could cause us to have to delay work or limit the scope of our work, could lead to us being paid more slowly, and could result in our federal clients reducing their purchases and terminating their service contracts, which could adversely impact our business, financial condition or results of operations.

Although we are no longer a “controlled company” within the meaning of NASDAQ rules, AP VIII Aegis Holdings, L.P. (“Aegis LP”) continues to hold approximately 42.5% of our common stock and continues to have the ability to exert significant influence over us, and its interests may conflict with or differ from your interests as a stockholder.

As of March 31, 2019, Aegis LP holds approximately 42.5% of our common stock. The interests of Aegis LP could conflict with or differ from the interests of other holders of our common stock. For example, the concentration of ownership held by Aegis LP could delay, defer or prevent a change of control of the Company or impede a merger, takeover or other business combination that a stockholder may otherwise view favorably. In addition, a sale of a substantial number of shares of stock in the future by Aegis LP could cause our stock price to decline.

In addition, the stockholders’ agreement with Aegis LP that we entered into in connection with our IPO provides that, except as otherwise required by applicable law, if Aegis LP and Apollo Investment Fund VIII, L.P. (“Apollo Fund VIII”), along with their parallel investment funds (collectively, the “Apollo Funds”), hold (a) at least 50% of our outstanding common stock, they will have the right to designate up to five nominees to our Board of Directors, (b) at least 30% but less than 50% of our outstanding common stock, they will have the right to designate up to four nominees to our Board of Directors, (c) at least 20% but less than 30% of our outstanding common stock, they will have the right to designate up to three nominees to our Board of Directors and (d) at least 10% but less than 20% of our outstanding common stock, they will have the right to designate two nominees to our Board of Directors. The agreement provides that if the size of our Board of Directors is increased or decreased at any time, the nomination rights of the Apollo Funds will be proportionately increased or decreased, respectively, rounded up to the nearest whole number.

Additionally, the group of (a) Apollo Global Management, LLC (“Apollo”), (b) the Apollo Funds, (c) any other investment fund or other collective investment vehicle affiliated with or managed by affiliates of Apollo or whose general partner or managing member is owned, directly or indirectly, by Apollo and (d) any affiliate of the foregoing (in each case, other than the Company and its subsidiaries) (collectively, the “Apollo Group”) is in the business of making or advising on investments in companies and holds (and may from time to time in the future acquire) interests in or provides advice to businesses that directly or indirectly

compete with certain portions of our business or are suppliers or customers of ours. The Apollo Group may also pursue acquisitions that may be complementary to our business and, as a result, those acquisition opportunities may not be available to us.

Our certificate of incorporation provides that no officer or director of the Company who is also an officer, director, employee, managing director or other affiliate of any member of the Apollo Group will be liable to us or our stockholders for breach of any fiduciary duty by reason of the fact that any such individual pursues or acquires a corporate opportunity for its own account or the account of an affiliate, as applicable, instead of us, directs a corporate opportunity to any other person, instead of us or does not communicate information regarding a corporate opportunity to us.

So long as the Apollo Funds continue to beneficially own a significant amount of our equity, the Apollo Funds may continue to be able to strongly influence or effectively control our decisions.

The foregoing and other issues related to the Apollo Funds’ influence over any of the foregoing may adversely impact prevailing market prices for our common stock.

Although we are no longer a “controlled company” within the meaning of NASDAQ rules, we may continue to rely on exemptions from certain corporate governance requirements during a permitted transition period.

The Apollo Funds no longer control a majority of our voting common stock. As a result, we no longer qualify as a “controlled company” within the meaning of the NASDAQ corporate governance requirements. The NASDAQ rules require that we appoint a majority of independent directors to the Board of Directors within one year of the date we no longer qualify as a “controlled company.” As required by the NASDAQ rules, we appointed one independent member to each of the compensation and nominating and corporate governance committees prior to the completion of the secondary offering by Aegis L.P. on February 12, 2019, and then reconstituted the committees on May 6, 2019 so that they are each composed of a majority of independent members. The NASDAQ rules also require that we appoint compensation and nominating and corporate governance committees composed entirely of independent directors within one year of the date of such secondary offering. During these transition periods, we may elect not to comply with certain NASDAQ corporate governance requirements as permitted by the NASDAQ rules, including:

•the requirement that a majority of the Board of Directors consists of independent directors;

•the requirement that we have a nominating and corporate governance committee that is composed entirely of independent directors with a written charter addressing the committee’s purpose and responsibilities; and

•the requirement that we have a compensation committee that is composed entirely of independent directors with a written charter addressing the committee’s purpose and responsibilities.

Accordingly, during these transition periods, you will not have the same protections afforded to stockholders of companies that are subject to such corporate governance requirements of the NASDAQ. Additionally, if within the phase-in periods, we are not able to recruit additional directors who would qualify as independent, or otherwise comply with NASDAQ rules, we may be subject to enforcement actions by NASDAQ. In addition, although we are no longer be a controlled company within the meaning of the NASDAQ rules, Apollo will continue to be able to significantly influence or effectively control our decisions.

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

None.

Item 3. Defaults Upon Senior Securities

None.

Item 4. Mine Safety Disclosures

Not applicable.

Item 5. Other Information

None.

Item 6. Exhibits

See exhibits listed under the Exhibit Index below.

5342

EXHIBIT INDEX

		Incorporated by Reference
Exhibit Number	Exhibit Description	Form	Exhibit	Filing Date
2.1	Agreement and Plan of Merger among Presidio, Inc., BCEC - Port Holdings (Delaware), LP and Port Merger Sub, Inc., dated as of August 14, 2019.	8-K	2.1	8/14/2019
2.2	Amendment No. 1, dated as of September 25, 2019, to Agreement and and Plan of Merger among Presidio, Inc., BCEC - Port Holdings (Delaware), LP and Port Merger Sub, Inc.	8-K	2.1	9/26/2019
3.1	Amended and Restated Certificate of Incorporation of Presidio, Inc., effective March 10, 2017.	S-8	3.1	3/13/2017
3.2	Amended and Restated Bylaws of Presidio, Inc., effective March 10, 2017.	S-8	3.2	3/13/2017
10.1	~~Incremental Assumption Agreement and~~ Amendment ~~No.~~to 8,Employment ~~dated~~Agreement ~~March 29, 2019,~~ by and ~~among~~between Presidio, ~~LLC~~Inc. and ~~Presidio~~Robert ~~Networked Solutions LLC~~Cagnazzi, asdated ~~borrowers,~~August ~~the guarantors party thereto~~26, ~~the lenders party thereto and Credit Suisse AG, Cayman Islands Branch, as administrative agent~~2019.	810-K	10.122a	38/29/2019
10.2	First Amendment to Employment Agreement by and between Presidio, Inc. and David Hart, dated August 26, 2019	10-K	10.23a	8/29/2019
10.3	First Amendment to Employment Agreement by and between Presidio, Inc. and Vinu Thomas, dated August 26, 2019	10-K	10.24a	8/29/2019
10.4	First Amendment to Employment Agreement by and between Presidio, Inc. and Elliot Brecher, dated August 26, 2019	10-K	10.25a	8/29/2019
10.5	First Amendment to Employment Agreement by and between Presidio, Inc. and Neil O. Johnston, dated August 26, 2019	10-K	10.32a	8/29/2019
*31.1	Certification of Chief Executive Officer pursuant to Rule 13a-14(a) or Rule 15d-14(a) of the Securities Exchange Act of 1934, as amended.
*31.2	Certification of Chief Financial Officer pursuant to Rule 13a-14(a) or Rule 15d-14(a) of the Securities Exchange Act of 1934, as amended.
**32.1	Certification of Chief Executive Officer pursuant to 18 U.S.C. 1350.
**32.2	Certification of Chief Financial Officer pursuant to 18 U.S.C. 1350.
*101.INS	XBRL Instance Document - the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document.
*101.SCH	XBRL Taxonomy Extension Schema Linkbase Document.
*101.CAL	XBRL Taxonomy Calculation Linkbase Document.
*101.DEF	XBRL Taxonomy Extension Definition Linkbase Document.
*101.LAB	XBRL Taxonomy Label Linkbase Document.
*101.PRE	XBRL Taxonomy Presentation Linkbase Document.

* Filed herewith.

** Furnished herewith.

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

		PRESIDIO, INC.
Dated: May 8, 2019	By:	/s/ NEIL O. JOHNSTON
Dated: November 6, 2019	By:	/s/ NEIL O. JOHNSTON
		Neil O. Johnston
		Executive Vice President and Chief Financial Officer
		(Principal Financial Officer)

5443

Filing Compare · Presidio, Inc.