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Document and Entity Information - USD ($)	12 Months Ended
Document and Entity Information - USD ($)	Sep. 30, 2016	Nov. 17, 2016	Mar. 31, 2016
Document and Entity Information
Entity Registrant Name	LIQUIDITY SERVICES INC
Entity Central Index Key	0001235468
Document Type	10-K
Document Period End Date	Sep. 30, 2016
Amendment Flag	false
Current Fiscal Year End Date	--09-30
Entity Well-known Seasoned Issuer	No
Entity Voluntary Filers	No
Entity Current Reporting Status	Yes
Entity Filer Category	Accelerated Filer
Entity Public Float			$ 127,314,180
Entity Common Stock, Shares Outstanding		31,288,551
Document Fiscal Year Focus	2016
Document Fiscal Period Focus	FY

Consolidated Balance Sheets - USD ($) $ in Thousands	Sep. 30, 2016	Sep. 30, 2015
Current assets:
Cash and cash equivalents	$ 134,513	$ 95,465
Accounts receivable, net of allowance for doubtful accounts of $718 and $471 in 2016 and 2015, respectively	10,355	6,194
Inventory	27,610	25,510
Tax refund receivable	1,205	33,491
Prepaid and deferred taxes	2,166	19,903
Prepaid expenses and other current assets	9,063	7,826
Total current assets	184,912	188,389
Property and equipment, net	14,376	13,356
Intangible assets, net	2,650	4,051
Goodwill	45,134	64,073
Deferred long-term tax assets	1,021	5,871
Other assets	12,016	12,748
Total assets	260,109	288,488
Current liabilities:
Accounts payable	9,732	9,500
Accrued expenses and other current liabilities	45,133	27,350
Profit-sharing distributions payable	1,722	2,512
Customer payables	28,901	29,802
Total current liabilities	85,488	69,164
Deferred taxes and other long term liabilities	12,010	3,322
Total liabilities	97,498	72,486
Commitments and contingencies (Note 9 and 19)
Stockholders' equity:
Common stock, $0.001 par value; 120,000,000 shares authorized; 30,742,662 shares issued and outstanding at September 30, 2016; 30,026,223 shares issued and outstanding at September 30, 2015	29	29
Additional paid-in capital	220,192	210,712
Accumulated other comprehensive loss	(8,571)	(5,626)
Retained earnings (accumulated deficit)	(49,039)	10,887
Total stockholders' equity	162,611	216,002
Total liabilities and stockholders' equity	$ 260,109	$ 288,488

Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands	Sep. 30, 2016	Sep. 30, 2015
Consolidated Balance Sheets
Accounts receivable, allowance for doubtful accounts (in dollars)	$ 718	$ 471
Common stock, par value (in dollars per share)	$ 0.001	$ 0.001
Common stock, shares authorized	120,000,000	120,000,000
Common stock, shares issued	30,742,662	30,026,223
Common stock, shares outstanding	30,742,662	30,026,223

Consolidated Statements of Operations - USD ($) $ in Thousands	12 Months Ended
	Sep. 30, 2016	Sep. 30, 2015	Sep. 30, 2014
Consolidated Statements of Operations
Revenue	$ 233,828	$ 315,668	$ 388,671
Fee revenue	82,626	81,457	106,990
Total revenue from operations	316,454	397,125	495,661
Costs and expenses from operations:
Cost of goods sold (excluding amortization)	143,127	166,009	211,659
Profit-sharing distributions	11,214	28,093	35,055
Technology and operations	93,405	99,743	108,940
Sales and marketing	37,570	41,465	41,951
General and administrative	39,717	41,418	49,428
Depreciation and amortization	6,502	9,235	16,595
Acquisition costs and related fair value adjustments and impairment of goodwill and long-lived assets	19,037	147,414	(18,384)
Business disposition loss		7,963
Total costs and expenses	350,572	541,340	445,244
(Loss) income from operations	(34,118)	(144,215)	50,417
Interest and other income (expense), net	1,217	(171)	(370)
(Loss) income before provision for income taxes	(32,901)	(144,386)	50,047
Provision (benefit) for income taxes	27,025	(39,571)	19,657
Net (loss) income	$ (59,926)	$ (104,815)	$ 30,390
Basic (loss) earnings per common share	$ (1.96)	$ (3.50)	$ 0.97
Diluted (loss) earnings per common share	$ (1.96)	$ (3.50)	$ 0.97
Basic weighted average shares outstanding (in shares)	30,638,163	29,987,985	31,243,932
Diluted weighted average shares outstanding (in shares)	30,638,163	29,987,985	31,395,301

Consolidated Statements of Comprehensive (Loss) Income - USD ($) $ in Thousands	12 Months Ended
	Sep. 30, 2016	Sep. 30, 2015	Sep. 30, 2014
Consolidated Statements of Comprehensive (Loss) Income
Net (loss) income	$ (59,926)	$ (104,815)	$ 30,390
Other comprehensive (loss) income:
Defined benefit pension plan- unrecognized amounts, net of taxes	(2,547)	1,101	(927)
Foreign currency translation	(398)	(3,276)	(3,042)
Other comprehensive (loss), net of taxes	(2,945)	(2,175)	(3,969)
Comprehensive (loss) income	$ (62,871)	$ (106,990)	$ 26,421

Consolidated Statements of Changes in Stockholders' Equity - USD ($)	Common Stock	Additional Paid-in Capital	Accumulated Other Comprehensive Loss	Retained Earnings (Accumulated Loss)	Treasury Stock	Total
Balance at Sep. 30, 2013	$ 31,000	$ 206,861,000	$ 518,000	$ 107,469,000		$ 314,879,000
Balance (in shares) at Sep. 30, 2013	31,811,764
Increase (Decrease) in Stockholders' Equity
Common stock repurchase	$ (3,000)				$ (44,870,000)	$ (44,873,000)
Common stock repurchase (in shares)					(2,962,978)	(2,962,978)
Common stock retired		(22,713,000)		(22,157,000)	$ 44,870,000
Common stock retired (in shares)	(2,962,978)				2,962,978
Exercise of common stock options and restricted stock		4,146,000				$ 4,146,000
Exercise of common stock options and restricted stock (in shares)	819,364
Compensation expense and incremental tax benefit from grant of common stock options and issuance of restricted stock		16,410,000				16,410,000
Net (loss) income				30,390,000		30,390,000
Defined benefit pension plan- unrecognized amounts, net of taxes			(927,000)			(927,000)
Foreign currency translation			(3,042,000)			(3,042,000)
Balance at Sep. 30, 2014	$ 28,000	204,704,000	(3,451,000)	115,702,000		316,983,000
Balance (in shares) at Sep. 30, 2014	29,668,150
Increase (Decrease) in Stockholders' Equity
Exercise of common stock options and restricted stock	$ 1,000	105,000				106,000
Exercise of common stock options and restricted stock (in shares)	358,073
Compensation expense and incremental tax benefit from grant of common stock options and issuance of restricted stock		5,903,000				5,903,000
Net (loss) income				(104,815,000)		(104,815,000)
Defined benefit pension plan- unrecognized amounts, net of taxes			1,101,000			1,101,000
Foreign currency translation			(3,276,000)			(3,276,000)
Balance at Sep. 30, 2015	$ 29,000	210,712,000	(5,626,000)	10,887,000		216,002,000
Balance (in shares) at Sep. 30, 2015	30,026,223
Increase (Decrease) in Stockholders' Equity
Exercise of common stock options and restricted stock		9,000				9,000
Exercise of common stock options and restricted stock (in shares)	716,439
Compensation expense and incremental tax benefit from grant of common stock options and issuance of restricted stock		9,471,000				9,471,000
Net (loss) income				(59,926,000)		(59,926,000)
Defined benefit pension plan- unrecognized amounts, net of taxes			(2,547,000)			(2,547,000)
Foreign currency translation			(398,000)			(398,000)
Balance at Sep. 30, 2016	$ 29,000	$ 220,192,000	$ (8,571,000)	$ (49,039,000)		$ 162,611,000
Balance (in shares) at Sep. 30, 2016	30,742,662

Consolidated Statements of Cash Flows - USD ($) $ in Thousands	12 Months Ended
	Sep. 30, 2016	Sep. 30, 2015	Sep. 30, 2014
Operating activities
Net (loss) income	$ (59,926)	$ (104,815)	$ 30,390
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization	6,502	9,235	16,595
Business disposition loss		7,963
Change in fair value of earn out liability			(18,390)
Stock compensation expense	12,247	12,405	12,605
Provision (benefit) for inventory allowance	2,676	(575)	271
Provision for doubtful accounts	247	1,109	151
Deferred tax expense (benefit)	26,177	(6,282)	828
Impairment of goodwill and intangible assets	18,998	147,414
Incremental tax loss (benefit) from exercise of common stock options and restricted stock	229	38	(3,805)
Changes in operating assets and liabilities:
Accounts receivable	(4,408)	12,651	2,211
Inventory	(4,776)	43,101	(49,488)
Prepaid and deferred taxes	27,057	(38,545)	(2,829)
Prepaid expenses and other assets	(160)	(1,499)	2,735
Accounts payable	232	(4,534)	(545)
Accrued expenses and other current liabilities	17,151	(18,895)	9,659
Profit-sharing distributions payable	(790)	(2,228)	425
Customer payables	(901)	(11,742)	12,046
Other liabilities	5,283	(1,310)	(1,003)
Net cash provided by operating activities	45,838	43,491	11,856
Investing activities
Cash paid in divestiture		(2,372)
Cash paid for acquisitions and increase in intangibles	(62)	(137)	(141)
Purchases of property and equipment, including capitalized software	(6,090)	(7,312)	(7,539)
Net cash used in investing activities	(6,152)	(9,821)	(7,680)
Financing activities
Repurchases of common stock			(44,873)
Proceeds from exercise of common stock options (net of tax)	9	106	4,146
Incremental tax benefit from exercise of common stock options and restricted stock	(229)	(38)	3,805
Net cash (used in) provided by financing activities	(220)	68	(36,922)
Effect of exchange rate differences on cash and cash equivalents	(418)	(871)	235
Net increase (decrease) in cash and cash equivalents	39,048	32,867	(32,511)
Cash and cash equivalents at beginning of period	95,465	62,598	95,109
Cash and cash equivalents at end of period	134,513	95,465	62,598
Supplemental disclosure of cash flow information
Cash received (paid) for income taxes	$ 33,966	$ (5,678)	$ (18,108)

Organization	12 Months Ended
Organization	Sep. 30, 2016
Organization
Organization	1. Organization Liquidity Services (the "Company") employs innovative e-commerce marketplace solutions to manage, value, and sell inventory and equipment for business and government clients. The Company operates a network of leading e-commerce marketplaces that enable buyers and sellers to transact in an efficient, automated environment offering over 500 product categories. The Company's marketplaces provide professional buyers access to a global, organized supply of new, surplus, and scrap assets presented with digital images and other relevant product information. Additionally, the Company enables its corporate and government sellers to enhance their financial return on offered assets by providing a liquid marketplace and value-added services that encompass the consultative management, valuation, and sale of surplus assets. The Company's broad range of services include program management, valuation, asset management, reconciliation, RTV and RMA ("Return to Vendor" and "Returns Management Authorization"), refurbishment and recycling, fulfillment, marketing and sales, warehousing and transportation, buyer customer support, and compliance and risk mitigation. The Company organizes the products on its marketplaces into categories across major industry verticals such as consumer electronics, general merchandise, apparel, scientific equipment, aerospace parts and equipment, technology hardware, energy equipment, industrial capital assets, fleet and transportation equipment and specialty equipment. The Company's marketplaces are www.liquidation.com, www.govliquidation.com, www.govdeals.com, www.networkintl.com, www.truckcenter.com, www.secondipity.com, www.unclesamsretailoutlet.com, www.go-dove.com, and www.irondirect.com. We have over 8,000 clients, including Fortune 1000 and Global 500 organizations as well as government agencies. The Company has one reportable segment consisting of an aggregation of five operating segments that manage e-commerce marketplaces for sellers and buyers of new, surplus, and scrap assets. The Company's operations are subject to certain risks and uncertainties associated with technology-oriented companies including, but not limited to, the Company's dependence on use of the Internet, the effect of general business and economic trends, its susceptibility to rapid technological change, actual and potential competition by entities with greater financial resources, and the potential for the U.S. Government agencies from which the Company has derived a significant portion of its inventory to change the way they conduct their surplus disposition or to otherwise not renew their contracts with the Company. The Company has evaluated subsequent events through the date that these financial statements were issued and filed with the Securities and Exchange Commission.

Summary of Significant Accounting Policies

12 Months Ended

Sep. 30, 2016

Summary of Significant Accounting Policies

Summary of Significant Accounting Policies

2. Summary of Significant Accounting Policies

Use of Estimates

The preparation of financial statements in conformity with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect amounts in the consolidated financial statements and accompanying notes. Actual results could differ from those estimates.

Principles of Consolidation and Basis of Presentation

The accompanying consolidated financial statements include the accounts of the Company and its wholly-owned subsidiaries. Certain prior period amounts have been reclassified to conform to the current year's presentation. All intercompany balances and transactions have been eliminated in consolidation.

The accompanying consolidated financial statements have been prepared pursuant to the rules and regulations of the Securities and Exchange Commission. In addition, in the opinion of management, all adjustments (consisting of normal, recurring accruals) considered necessary for a fair presentation of the results for the periods presented have been included.

Business Combinations

The Company recognizes all of the assets acquired, liabilities assumed, contractual contingencies, and contingent consideration at their fair value on the acquisition date. Acquisition-related costs are recognized separately from the acquisition and expensed as incurred. Restructuring costs incurred in periods subsequent to the acquisition date are expensed when incurred. Subsequent changes to the purchase price (i.e., working capital adjustments) or other fair value adjustments determined during the measurement period are recorded as an adjustment to goodwill, with the exception of contingent consideration, which is recognized in the statement of operations in the period it is modified. All subsequent changes to a valuation allowance or uncertain tax position that relate to the acquired company and existed at the acquisition date that occur both within the measurement period and as a result of facts and circumstances that existed at the acquisition date are recognized as an adjustment to goodwill. All other changes in valuation allowances are recognized as a reduction or increase to income tax expense or as a direct adjustment to additional paid-in capital as required.

Cash and Cash Equivalents

The Company considers all highly liquid securities purchased with an initial maturity of three months or less to be cash equivalents.

Accounts Receivable

Accounts receivable are recorded at the invoiced amount and are non-interest bearing. The Company maintains an allowance for doubtful accounts to reserve for potentially uncollectible receivables. Allowances are based on management's judgment, which considers historical experience and specific knowledge of accounts where collectability may not be probable. The Company makes provisions based on historical bad debt experience, a specific review of all significant outstanding invoices and an assessment of general economic conditions.

Inventory

Inventory consists of property obtained for resale, generally through the online auction process, and is stated at the lower of cost or market. Cost is determined using the specific identification method. Charges for unsellable inventory, as well as for inventory written down to expected market price, are included in cost of goods sold in the period in which they have been determined to occur. As of September 30, 2016 and 2015, the Company's inventory reserve was approximately $3.4 million and $0.8 million, respectively.

Property and Equipment

Property and equipment is recorded at cost, and depreciated and amortized on a straight-line basis over the following estimated useful lives:

Computers and purchased software		One to five years
Office equipment		Three to five years
Furniture and fixtures		Five to seven years
Leasehold improvements		Shorter of lease term or useful life
Buildings		Thirty-nine years
Land		Not depreciated

Intangible Assets

Intangible assets primarily consist of contract acquisition costs, covenants not to compete, customer relationships and other intangible assets associated with acquisitions. Intangible assets are amortized using the straight-line method over their estimated useful lives, ranging from three to ten years.

Impairment of Long-Lived Assets

Long-lived assets, including definite lived intangible assets, are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be fully recoverable. If an impairment indicator is present, the Company evaluates recoverability by comparing the carrying amount of the assets to future undiscounted net cash flows expected to be generated by the assets. If the assets are impaired, the impairment recognized is measured by the amount by which the carrying amount exceeds the estimated fair value of the assets.

Goodwill

Goodwill is reviewed for impairment annually or more frequently if events or circumstances indicate impairment may exist. Examples of such events or circumstances could include a significant change in business climate or the loss of a significant customer. In evaluating goodwill for impairment, the Company first assesses qualitative factors to determine whether it is more than likely than not (that is, a likelihood of more than 50 percent) that the fair value of a reporting unit is less than its carrying amount. If the Company concludes that it is not more likely than not that the fair value of the reporting unit is less than its carrying value, no further testing of goodwill assigned to the reporting unit is required. However, if the Company concludes that it is more likely than not that the fair value of a reporting unit is less than its carrying value, the Company applies a two-step fair value-based test to assess goodwill for impairment. The first step compares the fair value of a reporting unit to its carrying amount, including goodwill. If the carrying amount of the reporting unit exceeds its fair value, the second step is then performed. The second step compares the carrying amount of the reporting unit's goodwill to the implied fair value of the goodwill. If the implied fair value of the goodwill is less than the carrying amount, an impairment loss would be recorded in the statement of operations.

During fiscal year 2016, the Company made a voluntary change in the method of applying an accounting principle to change the date of the annual goodwill impairment assessment. The date was changed from September 30 to July 1. As a result, the annual goodwill impairment assessment was performed as of July 1, 2016 for fiscal year 2016.

Revenue Recognition

The Company recognizes revenue when all of the following criteria are met:


	•	a buyer submits the winning bid in an auction and, as a result, evidence of an arrangement exists and the sale price has been determined;
	•	the buyer has assumed the risks and rewards of ownership; and
	•	collection is reasonably assured.

Revenue is also evaluated to determine whether to report the gross proceeds as revenue (when we act as the principal in the arrangement) or report our net commissions and related fees as revenue (when we act as an agent). In arrangements in which the Company is deemed to be the primary obligor, bears physical and general inventory risk, and credit risk, the Company recognizes as revenue the gross proceeds from the sale, including buyer's premiums. The Company has evaluated its revenue recognition policy related to sales under its profit-sharing model and determined it is appropriate to account for these sales on a gross basis. In the Company's evaluation, the Company relied most heavily upon its status as primary obligor in the sales relationship and the fact that the Company has general inventory risk.

In arrangements in which the Company acts as an agent or broker on a consignment basis, without taking physical or general inventory risk, revenue is recognized based on the sales commissions that are paid to the Company by the sellers for utilizing the Company's services; in this situation, sales commissions represent a percentage of the gross proceeds from the sale that the seller pays to the Company upon completion of the transaction. Such revenue as well as other fee revenue is presented as Fee Revenue in the Consolidated Statements of Operations.

The Company collects and remits sales taxes on merchandise that it purchases and sells, and reports such amounts under the net method in its Consolidated Statements of Operations.

Cost of Goods Sold

Cost of goods sold includes the costs of purchasing and transporting property for auction as well as credit card transaction fees. The Company purchases the majority of its inventory at a percentage of the supplier's original acquisition cost under the Surplus Contract and certain commercial contracts, at a percentage of the supplier's last retail price under certain commercial contracts, and at a fixed price per pound that varies depending on the type of the inventory purchased under the Scrap Contract. Title for the inventory passes to the Company at the time of purchase and the Company bears the risks and rewards of ownership. The Company does not have title to assets sold on behalf of its commercial or government customers when it receives only sales commission revenue and, as such, recognizes no cost of goods sold associated with those sales. Cost of goods sold also includes shipping and handling costs.

Risk Associated with Certain Concentrations

The Company does not perform credit evaluations for the majority of its buyers. However, substantially all sales are recorded subsequent to payment authorization being received. As a result, the Company is not subject to significant collection risk, as most goods are not shipped before payment is received.

For consignment sales transactions, funds are collected from buyers and are held by the Company on the sellers' behalf. The funds are included in cash and cash equivalents in the consolidated financial statements. The Company releases the funds to the seller, less the Company's commission and other fees due, after the buyer has accepted the goods or within 30 days, depending on the state where the buyer and seller conduct business. The amount of cash held on behalf of the sellers is recorded as customer payables in the accompanying Consolidated Balance Sheets.

Financial instruments that potentially subject the Company to significant concentrations of credit risk consist principally of cash and cash equivalents in banks over FDIC limits, and accounts receivable. The Company deposits its cash with financial institutions that the Company considers to be of high credit quality.

The Company has two material contracts with the DoD under which it acquires, manages and sells government property. Revenue from the current Surplus Contract accounted for 26.8%, 24.7%, and 31.0% of the Company's consolidated revenue for the fiscal years ended September 30, 2014, 2015, and 2016, respectively. Revenue from the Scrap contract accounted for approximately 14.4%, 15.3% and 10.2% of our total revenue for the fiscal years ended September 30, 2014, 2015 and 2016, respectively.

Additionally, the Company has a contract with a commercial client under which it acquires and sells commercial merchandise. Revenue generated from the arrangement represented approximately 9.7% of revenue during fiscal year 2016.

Income Taxes

The Company accounts for income taxes using an asset and liability approach for measuring deferred taxes based on temporary differences between the financial statement and income tax bases of assets and liabilities existing at each balance sheet date using enacted tax rates for the years in which the taxes are expected to be paid or recovered. We recognize deferred tax assets to the extent that we believe that these assets are more likely than not to be realized. In making such determination, we consider all available positive and negative evidence to estimate whether future taxable income will be generated to permit use of the existing deferred tax asset. The resulting net tax asset reflects management's estimate of the amount that will be realized.

The Company applies the authoritative guidance related to uncertainty in income taxes. ASC 740 states that a benefit from an uncertain tax position may be recognized when it is more likely than not that the position will be sustained upon examination, including resolutions of any related appeals or litigation processes, on the basis of the technical merits. We record unrecognized tax benefits as a reduction to our deferred tax asset for our net operating loss carryforward. We have reduced our net operating loss carryforward by $0.7 million for unrecognized tax benefits related to federal and state exposures.

Stock-Based Compensation

The Company estimates the fair value of share-based awards on the date of grant. The fair value of stock options and stock appreciation rights is determined using the Black-Scholes option-pricing model. The fair value of restricted stock awards is based on the closing price of the Company's common stock on the date of grant. The determination of the fair value of the Company's stock option awards and stock appreciation rights is based on a variety of factors including, but not limited to, the Company's common stock price, expected stock price volatility over the expected life of awards, and actual and projected exercise behavior. Additionally, the Company has estimated forfeitures for share-based awards at the dates of grant based on historical experience, adjusted for future expectation. The forfeiture estimate is revised as necessary if actual forfeitures differ from these estimates.

The Company issues stock options, restricted stock, and stock appreciation rights where restrictions lapse upon either the passage of time (service vesting), achievement of performance targets, or some combination thereof. For those awards with only service vesting conditions, the Company recognizes compensation cost on a straight-line basis over the explicit service period. For awards with both performance and service conditions, the Company starts recognizing compensation cost over the remaining service period, when it is probable the performance condition will be met.

For stock options and stock awards that contain performance vesting conditions, the Company excludes these awards from diluted earnings per share computations until the contingency is met as of the end of that reporting period.

The Company presents the cash flows from the tax benefits resulting from tax deductions in excess of the compensation cost recognized for those options (excess tax benefits) as a financing activity with a corresponding operating cash outflow in the Consolidated Statements of Cash Flows.

Advertising Costs

Advertising expenditures are expensed as incurred. Advertising costs charged to expense were $7.2 million, $5.3 million, and $6.0 million for the years ended September 30, 2014, 2015 and 2016, respectively.

Fair Value of Financial Instruments

Cash and cash equivalents, accounts receivable, accounts payable, profit-sharing distributions payable, and customer payables reported in the Consolidated Balance Sheets approximate their fair values.

Foreign Currency Translation

The functional currency of the Company's foreign subsidiaries is primarily the local currency. The translation of the subsidiary's financial statements into U.S. dollars is performed for balance sheet accounts using exchange rates in effect at the balance sheet date and for revenue and expense accounts using an average exchange rate during the period. The resulting translation adjustments are recognized in accumulated other comprehensive (loss) income, a separate component of stockholders' equity. Realized foreign currency transaction gains and losses for 2014, 2015 and 2016 are included in interest and other income (expense), net in the Consolidated Statements of Operations.

Accumulated Other Comprehensive Income (loss)
(Net of taxes, amount in dollars)

The following table shows the changes in accumulated other comprehensive income (loss), net of taxes (in thousands):

	Foreign Currency Translation Adjustments		Net Change Pension and Other Postretirement Benefit Plans		Accumulated Other Comprehensive Income (Loss)
Balance at 09/30/13		(629)		1,147		518
Current-period other comprehensive (loss) income		(3,042)		(927)		(3,969)
Balance at 09/30/14		(3,671)		220		(3,451)
Current-period other comprehensive (loss) income		(3,276)		1,101		(2,175)
Balance at 09/30/15		(6,947)		1,321		(5,626)
Current-period other comprehensive (loss) income		(398)		(2,547)		(2,945)

Balance at 09/30/16		(7,345)		(1,226)		(8,571)

Earnings per Share

The Company calculates net income (loss) per share in accordance with FASB Accounting Standards Codification ("ASC") Topic 260 Earnings Per Share ("ASC 260"). Under ASC 260, basic net income (loss) per common share is calculated by dividing net income (loss) by the weighted-average number of common shares outstanding during the reporting period. The weighted average number of shares of common stock outstanding includes vested restricted stock awards. Diluted net income (loss) per share ("EPS") reflects the potential dilution that could occur assuming conversion or exercise of all dilutive unexercised stock options and unvested restricted stock awards. The dilutive effect of unexercised stock options and unvested restricted stock awards was determined using the treasury stock method. Under the treasury stock method, the proceeds received from the exercise of stock options, the amount of compensation cost for future service not yet recognized by the Company and the amount of tax benefits that would be recorded in additional paid-in capital when stock options become deductible for income tax purposes are all assumed to be used to repurchase shares of the Company's common stock. Stock options and restricted stock awards are not included in the computation of diluted net income (loss) per share when they are antidilutive.

The Company has not included the following stock options in the calculation of diluted income per share because the option exercise prices were greater than the average market prices for the applicable periods:

(a) for the fiscal year ended September 30, 2016 - 1,284,689 options;

(b) for the fiscal year ended September 30, 2015 - 1,256,345 options; and

For the twelve months ended September 30, 2016 and 2015, the basic and diluted weighted average common shares were the same because the inclusion of dilutive securities would have been anti-dilutive. Diluted net income attributable to common stockholders per share includes the potential dilution that could occur if securities or other contracts to issue common stock were exercised or converted into common stock. See Note 12 for outstanding stock options and unvested restricted stock, all of which are anti-dilutive as of September 30, 2016.

The following summarizes the potential outstanding common stock of the Company as of the dates set forth below:

	September 30,
	2016		2015		2014
	(amounts in thousands except per share and share data)
Weighted average shares calculation:
Basic weighted average shares outstanding		30,638,163		29,987,985		31,243,932
Treasury stock effect of options and restricted stock		—		—		151,369

Diluted weighted average common shares outstanding		30,638,163		29,987,985		31,395,301


Net (loss) income	$	(59,926)	$	(104,815)	$	30,390


Basic (loss) earnings per common share	$	(1.96)	$	(3.50)	$	0.97


Diluted (loss) earnings per common share	$	(1.96)	$	(3.50)	$	0.97

Recent Accounting Pronouncements

In August 2014, the FASB issued Accounting Standards Update ("ASU") 2014-15, Presentation of Financial Statements—Going Concern, which requires management to evaluate whether there are conditions and events that raise substantial doubt about the entity's ability to continue as a going concern and to provide disclosures in certain circumstances. The new guidance was issued to reduce diversity in the timing and content of footnote disclosures. This guidance is effective for fiscal years, and interim reporting periods therein, beginning after December 15, 2016. The Company expects to adopt this standard in its fiscal year ending September 30, 2018 and does not expect the adoption of this guidance to have a material effect upon its consolidated financial statements.

In May 2014, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update ("ASU") 2014-09, Revenue from Contracts with Customers, which supersedes most existing revenue recognition guidance under GAAP. The new standard will change the way the Company recognizes revenue and significantly expand the disclosure requirements for revenue arrangements. In July 2015, the FASB delayed the effective date of the new standard such that the new standard will be effective for the Company beginning on October 1, 2018, and may be adopted either retrospectively or on a modified retrospective basis whereby the new standard would be applied to new and existing arrangements with remaining performance obligations as of the effective date, with a cumulative catch-up adjustment recorded to retained earnings at the effective date for existing arrangements with remaining performance obligations. The Company is currently evaluating the methods of adoption allowed by the new standard and the effect that adoption of the standard is expected to have on the Company's consolidated financial statements and related disclosures.

In April 2015, the FASB issued Accounting Standards Update ("ASU") 2015-05, "Intangibles—Goodwill and Other—Internal-Use Software (Subtopic 350-40): Customer's Accounting for Fees Paid in a Cloud Computing Arrangement. ASU 2015-05 provides guidance regarding whether a cloud computing arrangement includes a software license. If a cloud computing arrangement includes a software license, the software license element of the arrangement must be accounted for in a manner consistent with the acquisition of other software licenses. If a cloud computing arrangement does not include a software license, the arrangement must be accounted for as a service contract. ASU 2015-05 does not change the accounting for service contracts. ASU 2015-05 is effective for fiscal years, including interim periods within those fiscal years, beginning after December 15, 2015. The Company will apply the amendments in this Update beginning in fiscal year 2017.

In November, 2015, the FASB issued Accounting Standards Update ("ASU") 2015-17, "Income Taxes—Balance Sheet Classification of Deferred Taxes."ASU 2015-17 requires that deferred tax liabilities and assets be classified as noncurrent in a classified statement of financial position. The current requirement that deferred tax liabilities and assets of a tax-paying component of an entity be offset and presented as a single amount is not affected by the amendments in this update. For public entities, the amendments in this Update are effective for financial statements issued for annual periods beginning after December 15, 2016, and interim periods within those annual periods. Early application is permitted for all entities as of the beginning of an interim or annual period. The amendments in the Update may be applied either prospectively to all deferred tax liabilities and assets or retrospectively to all periods presented. The Company has early adopted and chosen to apply the amendments in this Update prospectively effective to the fiscal year 2016.

In February 2016, the FASB issued Accounting Standards Update ("ASU") 2016-02, Leases. ASU 2016-02 will change the way the Company recognizes its leased assets. ASU 2016-02 will require organizations that lease assets—referred to as "lessees"—to recognize on the balance sheet the assets and liabilities representing the rights and obligations created by those leases. ASU 2016-02 will also require disclosures to help investors and other financial statement users better understand the amount, timing, and uncertainty of cash flows arising from leases. The standard will be effective for the Company beginning on October 1, 2019. The Company is currently evaluating the methods of adoption allowed by the new standard and the effect that adoption of the standard is expected to have on the Company's consolidated financial statements and related disclosures.

Significant Contracts	12 Months Ended
Significant Contracts	Sep. 30, 2016
Significant Contracts
Significant Contracts	3. Significant Contracts DLA Disposition Services The Company has a Surplus Contract with the DLA Disposition Services (DLA) under which the Company is the remarketer of all Department of Defense (DoD) non-rolling stock surplus turned into the DLA available for sale within the United States, Puerto Rico, and Guam. The Surplus Contract requires the Company to purchase all usable surplus property offered to the Company by the DoD at a fixed percentage of the DoD's original acquisition value (OAV). This fixed percentage is 4.35%; prior to the date the current Surplus Contract became effective, this fixed percentage was 1.8%. The Company retains 100% of the profits from the resale of the property and bears all of the costs for the merchandising and sale of the property. Included in accrued expenses and other current liabilities in the Consolidated Balance Sheet is a liability to the DoD of $16.1 million and $2.0 million for inventory as of September 30, 2016 and 2015, respectively. The Surplus Contract permits either party to terminate the contract for convenience. The initial two-year base period ends in December 2016. There are four one-year options to extend, exercisable by DLA. Revenue from the current Surplus Contract accounted for 26.8%, 24.7%, and 31.0% of the Company's consolidated revenue for the fiscal years ended September 30, 2014, 2015, and 2016, respectively. The Company has a Scrap Contract with the DLA under which the Company is the remarketer of all DoD non electronic scrap turned into the DLA available for sale within the United States, Puerto Rico, and Guam. The DLA initiated an Invitation to Bid for the next Scrap Contract. Bids were solicited in February 2016, and the contract was awarded to the Company in April 2016. The contract is a three-year contract with two one-year options. The Company will pay a revenue-sharing payment to the DLA under this contract equal to 64.5% of the gross resale proceeds of the scrap property, and the Company will bear all of the costs for the sorting, merchandising and sale of the property. The contract contains a provision permitting the DLA to terminate the contract for convenience upon written notice to the Company from the DLA. The Company has commenced operations under this contract in the first fiscal quarter of 2017. Revenue from the Scrap contract accounted for approximately 14.4%, 15.3% and 10.2% of the Company's total revenue for the fiscal years ended September 30, 2014, 2015 and 2016, respectively.

National Electronic Service Association (NESA) Acquisition	12 Months Ended
	Sep. 30, 2016
National Electronic Service Association (NESA) Acquisition
National Electronic Service Association (NESA) Acquisition	4. National Electronic Service Association (NESA)Acquisition On November 1, 2012, the Company acquired the assets and assumed liabilities of NESA in an all-cash transaction. The acquisition price included an upfront cash payment of approximately $18.3 million and an earn-out payment. The Company's estimate of the fair value of the earn-out as of the date of acquisition was $18.0 million. Based upon revised projections, the Company determined that the fair value of the earn-out as of June 30, 2014 was zero and reversed the liability of $18.6 million with a corresponding reduction (credit) in the acquisition costs and related fair value adjustments and impairment of goodwill and long-lived assets line in the Consolidated Statements of Operations for the year ended September 30, 2014. NESA ceased operations in fiscal 2015. The Company has no further contractual obligations regarding the earn-out payment.

- Definition

The entire disclosure for a business combination (or series of individually immaterial business combinations) completed during the period, including background, timing, and recognized assets and liabilities. The disclosure may include leverage buyout transactions (as applicable).

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 805
-SubTopic 10
-Section 50
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-URI http://asc.fasb.org/extlink&oid=56956515&loc=d3e1497-128463

Reference 2: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 805
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-Section 50
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Reference 3: http://www.xbrl.org/2003/role/presentationRef
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Reference 4: http://www.xbrl.org/2003/role/presentationRef
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Reference 5: http://www.xbrl.org/2003/role/presentationRef
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Reference 6: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
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Reference 7: http://www.xbrl.org/2003/role/presentationRef
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-URI http://asc.fasb.org/extlink&oid=56956791&loc=d3e4845-128472

Reference 8: http://www.xbrl.org/2003/role/presentationRef
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Reference 10: http://www.xbrl.org/2003/role/presentationRef
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-Name Accounting Standards Codification
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Reference 12: http://www.xbrl.org/2003/role/presentationRef
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Reference 13: http://www.xbrl.org/2003/role/presentationRef
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-URI http://asc.fasb.org/extlink&oid=56956791&loc=d3e4926-128472

Reference 14: http://www.xbrl.org/2003/role/presentationRef
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Reference 15: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
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+ Details

Property and Equipment

12 Months Ended

Sep. 30, 2016

Property and Equipment

Property and Equipment

5. Property and Equipment

Property and equipment, including equipment under capital lease obligations, consists of the following:

	September 30,
	2016		2015
	(in thousands)
Computers and purchased software	$	24,584	$	24,140
Office/Operational equipment		6,700		6,922
Furniture and fixtures		1,356		1,260
Vehicles		981		1,015
Leasehold improvements		5,139		5,301
Building		2,257		1,849
Land		754		754
Construction in progress		3,926		425

Total property and equipment		45,697		41,666
Less: Accumulated depreciation and amortization		(31,321)		(28,310)

Total property and equipment, net	$	14,376	$	13,356

Depreciation and amortization expense related to property and equipment for the years ended September 30, 2014, 2015 and 2016 was $5.6 million, $6.1 million, and $5.1 million, respectively.

Goodwill

12 Months Ended

Sep. 30, 2016

Goodwill.

Goodwill

6. Goodwill

The goodwill of acquired companies is primarily related to the acquisition of an experienced and knowledgeable workforce.

A reporting unit represents a component of an operating segment that (a) constitutes a business, (b) has discrete financial information, and (c) its performance is reviewed by management. At fiscal year-end 2015, the Company had two reporting units—LSI-Retail Supply Chain Group (RSCG) and LSI-Capital Assets Group (CAG). During fiscal year 2016, in light of new business ventures and management restructuring, the Company concluded it now has five reporting units—RSCG, CAG, LSI-GovDeals, LSI-Truckcenter, and LSI-IronDirect.

As part of the Company's fiscal year 2016 annual impairment assessment, the Company identified indicators of impairment and as a result performed step one of the goodwill impairment test. The Company performed the step one test using a discounted cash flow method. The Company concluded that the carrying value exceeded fair value for one of the Company's five reporting units that had goodwill. Accordingly, the Company performed the step two test to derive the fair value of the goodwill, and as a result the Company recorded a $19.0 million impairment charge during the fourth quarter of fiscal year 2016. The goodwill impairment was due to updated assumptions used in the fair value calculation.

As of December 31, 2014, the Company identified indicators of impairment and as a result performed an impairment test and concluded as part of the step one test that the carrying values of both of the Company's two reporting units exceeded their estimated fair values. The Company performed the step one test using the discounted cash flow method. As a result of the step two test, the Company recorded an impairment charge of $85.1 million during the first quarter of fiscal year 2015. As of September 30, 2015, as part of the Company's annual impairment test, the Company identified indicators of impairment and as a result performed an impairment test and concluded as part of the step one test that the carrying values of both of the Company's two reporting units exceeded their estimated fair values. As a result of the step two test, the Company recorded an impairment charge of $51.2 million during the fourth quarter of fiscal year 2015. Goodwill impairment losses for fiscal 2015 totaled $136.2 million and were the result of the termination of the Wal-Mart Agreement, cessation of operations of NESA, and decline in market capitalization.

The following summarizes the goodwill activity for the periods indicated:

	Goodwill
	(in thousands)
Balance at September 30, 2014	$	209,656
Impairment charge		(136,248)
Business disposition		(6,733)
Translation adjustments		(2,602)

Balance at September 30, 2015		64,073
Impairment charge		(18,998)
Translation adjustments		59

Balance at September 30, 2016	$	45,134

No goodwill impairments were recorded prior to September 30, 2014.

Intangible Assets

12 Months Ended

Sep. 30, 2016

Intangible Assets

Intangible Assets

7. Intangible Assets

As a result of the acquisition of Jacobs Trading Company on October 1, 2011, the Company assumed the rights and obligations of Jacobs Trading Company under the seller's Master Merchandise Salvage Contract with Wal-Mart Stores, Inc. (the "Wal-Mart Agreement") dated May 13, 2011. On December 1, 2014, Wal-Mart provided the Company with written notice terminating the Wal-Mart Agreement effective December 8, 2014. As a result of the termination of the Wal-Mart Agreement, the Company concluded that the intangible asset related to the Wal-Mart Agreement was impaired and reduced the remaining unamortized contract intangible asset of $10.3 million to zero during the fiscal year ended September 30, 2015. This impairment charge is recorded in the Acquisition costs and the related fair value adjustments and impairment of goodwill and long-lived assets line item in the Consolidated Statements of Operations. Intangible assets at September 30, 2016 and September 30, 2015 consisted only of definite-lived intangible assets, and were the following:

			September 30, 2016						September 30, 2015
	Useful Life (in years)		Gross Carrying Amount		Accumulated Amortization		Net Carrying Amount		Gross Carrying Amount		Accumulated Amortization		Net Carrying Amount
	(dollars in thousands)
Contract intangibles		10	$	1,500	$	(150)	$	1,350	$	1,500	$	—	$	1,500
Brand and technology		3 - 5		5,749		(5,018)		731		5,749		(3,926)		1,823
Covenants not to compete		3 - 5		700		(533)		167		700		(433)		267
Patent and trademarks		3 - 10		820		(418)		402		792		(331)		461

Total intangible assets, net			$	8,769	$	(6,119)	$	2,650	$	8,741	$	(4,690)	$	4,051

Future expected amortization of intangible assets at September 30, 2016 is as follows:

Years ending September 30,	Amortization
	(in thousands)
2017	$	1,073
2018		281
2019		207
2020		957
2021 and after		132

Total	$	2,650

Amortization expense related to intangible assets for the years ended September 30, 2016, 2015 and 2014 was $1.4 million, $3.1 million, and $11.0 million, respectively. In prior years the Company presented amortization of contract intangibles on a separate line item within the Consolidated Statements of Operations. During fiscal year 2016, the Company reclassified amortization of contract intangibles to the depreciation and amortization line item.

Debt	12 Months Ended
Debt	Sep. 30, 2016
Debt
Debt	8. Debt Senior Credit Facility In 2010, the Company entered into a senior credit facility (the Agreement) with a bank, which provided for borrowings up to $75.0 million, as amended. On May 1, 2015, the Company amended this credit facility extending the term to May 31, 2018. Borrowings under the Agreement bore interest at an annual rate equal to the 30 day LIBOR rate plus 1.25% (1.451% at September 30, 2015) due monthly. As of September 30, 2015, the Company had no outstanding borrowings under the Agreement, and the Company's borrowing availability was $37.5 million, of which the Company had used $13.9 million for issued letters of credit. Borrowings under the Agreement were secured by substantially all of the assets of the Company. The Agreement contained certain financial and non-financial restrictive covenants including, among others, the requirements to maintain a minimum level of earnings before interest, income taxes, depreciation and amortization (EBITDA) and a minimum debt coverage ratio. Effective March 25, 2016, the Company terminated its $75 million senior credit facility. There were no outstanding borrowings under the Agreement at the time of its termination.

Commitments

12 Months Ended

Sep. 30, 2016

Commitments

Commitments

9. Commitments

Leases

The Company leases certain office space and equipment under non-cancelable operating lease agreements, which expire at various dates through 2021. Certain of the leases contain escalation clauses and provide for the pass-through of increases in operating expenses and real estate taxes. Rent related to leases that have escalation clauses is recognized on a straight-line basis. Resulting deferred rent charges are included in other long-term liabilities and were $1.0 million and $1.2 million, at September 30, 2016 and 2015, respectively. Future minimum payments under the leases as of September 30, 2016 are as follows:

Years ending September 30,	Operating Lease Payments
	(in thousands)
2017	$	9,406
2018		8,645
2019		6,607
2020		3,434
2021		1,639
2022		49

Total future minimum lease payments	$	29,780

Rent expense for the years ended September 30, 2016, 2015 and 2014 was $11.5 million, $12.5 million, and $12.1 million, respectively.

401(k) Benefit Plan	12 Months Ended
401(k) Benefit Plan	Sep. 30, 2016
401(k) Benefit Plan
401(k) Benefit Plan	10. 401(k) Benefit Plan The Company has a retirement plan (the Plan), which is intended to be a qualified plan under Section 401(k) of the Internal Revenue Code. The Plan is a defined contribution plan available to all eligible employees and allows participants to contribute up to the legal maximum of their eligible compensation, not to exceed the maximum tax-deferred amount allowed by the Internal Revenue Service. The Plan also allows the Company to make discretionary matching contributions. For the years ended September 30, 2016, 2015 and 2014, the Company contributed and recorded expense of approximately $1.7 million, $2.4 million, and $2.7 million, respectively, to the Plan.

Income Taxes

12 Months Ended

Sep. 30, 2016

Income Taxes

Income Taxes

11. Income Taxes

The components of the provision for income taxes of continuing operations are as follows:

	Year ended September 30,
	2016		2015			2014
	(in thousands)
Current tax provision (benefit):
U.S. Federal	$	—	$	(32,116	)	$	14,328
State		672		(1,375)			2,613
Foreign		176		203			1,888

		848		(33,288)			18,829
Deferred tax (benefit) expense:
U.S. Federal		25,338		326			(2,886)
State		3,890		(4,422)			(526)
Foreign		(3,051)		(2,187)			4,240

		26,177		(6,283)			828

Total provision	$	27,025	$	(39,571)		$	19,657

Deferred taxes reflect the net tax effect of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes. Significant components of the Company's deferred tax assets and liabilities are as follows:

	September 30,
	2016		2015
	(in thousands)
Deferred tax assets:
Net operating losses—Foreign	$	8,964	$	8,586
Net operating losses—U.S.		17,086		11,208
Accrued vacation and bonus		1,305		4,251
Inventory capitalization		1,906		2,817
Inventory reserves		1,311		299
Allowance for doubtful accounts		120		83
Stock compensation expense		8,105		7,135
Amortization of intangibles		2,286		2,808
Amortization of goodwill		1,021		—
Pension liability		133		—
Other		3,699		530

Total deferred tax assets before valuation allowance		45,936		37,717
Less: valuation allowance		(44,257)		(8,474)

Net deferred tax assets		1,679		29,243
Deferred tax liabilities:
Amortization of goodwill		9,444		14,760
Depreciation		658		472
Pension liability		—		112

Total deferred tax liabilities	$	10,102	$	15,344

Net deferred taxes	$	(8,423)	$	13,899

To simplify the presentation of the deferred income taxes, the FASB issued Accounting Standards Update 2015-17. The amendments in this Update require that deferred tax liabilities and assets be classified as noncurrent in our Consolidated Balance Sheets. The Company has early adopted and chosen to apply the new amendments prospectively effective fiscal year 2016. Prior periods have not been retroactively adjusted. The net current deferred tax asset of $10.1 million is recorded in prepaid and deferred taxes on the Consolidated Balance Sheets as of September 30, 2015. The net non-current deferred tax asset of approximately $1.0 million and $5.9 million is recorded in deferred tax assets and other assets on the consolidated balance sheets as of September 30, 2016 and 2015, respectively. The net non-current deferred tax liability of approximately $9.4 million and $2.0 million is recorded in other liabilities in the Consolidated Balance Sheets as of September 30, 2016 and 2015 respectively.

The reconciliation of the U.S. federal statutory rate to the effective rate for continuing operations is as follows:

	Year ended September 30,
	2016			2015			2014
U.S. statutory rate		35.0	%		35.0	%		35.0	%
Permanent items		(4.2)			(6.3)			0.5
State taxes		1.9			2.6			2.7
Net foreign rate differential		(3.8)			(3.0)			(2.5)
Unrecognized tax benefits		(2.2)
Change in valuation allowance		(108.8)			(0.9)			3.6

Provision for income taxes		(82.1)	%		27.4	%		39.3	%

At September 30, 2016 and 2015, the Company had federal and state deferred tax assets of $35.8 million and $28.3 million, respectively, related to available federal and state net operating loss (NOL) carryforwards and other U.S. deductible temporary differences. The NOL carryforwards expire beginning in 2035 through 2036. At September 30, 2016 and 2015, the Company had deferred tax assets related to available foreign NOL carryforwards of approximately $9.0 million and $8.6 million respectively. All but approximately $0.3 million of our foreign NOLs maintain an indefinite carry forward life. The NOLs with limited carryforward periods will expire beginning in 2017 through 2036.

The Company assesses available positive and negative evidence to estimate whether sufficient future taxable income will be generated to permit use of the existing deferred tax assets. A significant piece of objective negative evidence evaluated was the cumulative loss incurred over the three-year period ended September 30, 2016. Such objective evidence limits the ability to consider other evidence such as our projections for future growth. On the basis of this evaluation, the Company recorded a valuation allowance charge of $35.8 million to bring the total valuation allowance to $44.3 million at September 2016.

The Company has not recorded a provision for deferred U.S. tax expense on the undistributed earnings of foreign subsidiaries since the Company intends to indefinitely reinvest the earnings of these foreign subsidiaries outside the U.S. The amount of such undistributed foreign earnings was approximately $10.7 million as of September 30, 2016. As of September 30, 2016 and 2015, approximately $21.5 million and $23.6 million, respectively, of cash and cash equivalents was held overseas and not available to fund domestic operations without incurring taxes upon repatriation.

The following is a tabular reconciliation of the total amounts of unrecognized tax benefits:

	Year ended September 30 (In thousands)
	2016		2015		2014
Beginning balance at October 1	$	—		—		—
Additions based on positions related to the current year		—		—		—
Additions for tax positions of prior years		725		—		—
Reductions for tax positions of prior years		—		—		—
Settlements		—		—		—

Balance at September 30	$	725		—		—

The Company's policy is to recognize interest and penalties in the period in which they occur in the income tax provision. The Company and its subsidiaries file income tax returns in the U.S. federal jurisdiction, various state and local jurisdictions and in foreign jurisdictions, primarily Canada and the U.K. Currently, the Company is subject to income tax examinations for fiscal years 2012 through 2015. The Company anticipates no material tax liability to arise from these examinations. The statute of limitations for years prior to fiscal 2013 is now closed. However, certain tax attribute carryforwards that were generated prior to fiscal 2013 may be adjusted upon examination by tax authorities if they are utilized.

Equity Transactions

12 Months Ended

Sep. 30, 2016

Equity Transactions

Equity Transactions

12. Equity Transactions

2006 Omnibus Long-Term Incentive Plan

In conjunction with the Company's initial public offering, the board of directors and the Company's stockholders approved the 2006 Omnibus Long-Term Incentive Plan, or the 2006 Plan, on December 2, 2005. The 2005 Stock Option and Incentive Plan was terminated when the 2006 Plan became effective, immediately after the closing of the initial public offering.

A portion of the options and restricted shares granted to employees vest based on certain performance conditions being satisfied by the Company. Performance-based stock options are tied to the Company's annual performance against pre-established internal targets and the actual payout under these awards may vary from zero to 100% of an employee's target payout, based upon the Company's actual performance during the previous twelve months. The performance-based stock options are also subject to vesting requirements and generally vest when the performance condition has been satisfied. The fair value for stock options granted during the period was estimated at the grant date using the Black-Scholes option pricing model, as described in Note 2, and the fair value of restricted shares granted is based on the closing price of the shares on the grant date. Compensation cost is recognized when the performance condition has been satisfied or when it becomes probable that the performance condition will be satisfied.

Under the 2006 Plan, as amended, 10,000,000 shares of common stock were available for issuance. At September 30, 2014, there were 772,227 shares remaining reserved for issuance in connection with awards under the 2006 Plan. In February 2015, at the Company's annual meeting of stockholders, the stockholders approved an amendment to the 2006 Plan which increased the shares available for issuance under the 2006 Plan by 3,000,000 shares and established a fungible share pool so that awards other than options or stock appreciation rights granted after January 9, 2015, would be counted as 1.5 shares from the shares reserved for issuance under the 2006 Plan. During the twelve months ended September 30, 2016, the Company canceled 92,499 options and 214,014 restricted shares with performance conditions because the Compensation Committee, which administers the 2006 Plan, determined the performance goals had become unachievable. At September 30, 2016, there were 456,424 shares remaining reserved for issuance in connection with awards under the 2006 Plan.

During fiscal year 2015, the Company issued 737,972 cash-settled stock appreciation rights at the price of $9.35, and 59,156 cash-settled stock appreciation rights were forfeited. During the twelve months ended September 30, 2016, the Company issued 1,062,668 cash-settled stock appreciation rights at a price of $4.57 and 153,338 cash-settled stock appreciation rights were forfeited. Stock appreciation rights are recorded as liability awards. The maximum number of shares subject to options or stock appreciation rights that can be awarded under the 2006 Plan to any person is 1,000,000 per year. The maximum number of shares that can be awarded under the 2006 Plan to any person, other than pursuant to an option or stock appreciation right, is 700,000 per year. The Company issues stock appreciation rights where restrictions lapse upon either the passage of time (service vesting), achievement of performance targets, or some combination of these conditions. For those stock appreciation rights with only service conditions, the Company recognizes compensation cost on a straight-line basis over the explicit service period. For awards with both performance and service conditions, the Company starts recognizing compensation cost over the remaining service period, when it is probable the performance condition will be met. The stock appreciation rights that include only service conditions generally vest over a period of one to four years conditioned on continued employment for the incentive period.

For the years ended September 30, 2016, 2015 and 2014 the Company recorded stock-based compensation of $12.3 million, $12.4 million, and $12.6 million, respectively. The total costs related to unvested awards, not yet recognized, as of September 30, 2016 was $17.1 million, which will be recognized over the weighted average vesting period of 34.1 months.

The 2006 Plan permits the granting of options to purchase shares of common stock intended to qualify as incentive stock options under the Internal Revenue Code and stock options that do not qualify as incentive stock options ("non-qualified stock options"). The exercise price of each stock option may not be less than 100% of the fair market value of the common stock on the date of grant. However, if a grant recipient, who holds at least 10% of the common stock of the Company, receives an incentive stock option, the exercise price of such incentive stock option may not be less than 110% of the fair market value of the common stock on the date of grant. The term of each stock option is fixed by the compensation committee and may not exceed 10 years from the date of grant.

The compensation committee may also award under the 2006 Plan:


	•	restricted stock, which are shares of common stock subject to restrictions;
	•	stock units, which are common stock units subject to restrictions;
	•	dividend equivalent rights, which are rights entitling the recipient to receive credits for dividends that would be paid if the recipient had held a specified number of shares of common stock;
	•	stock appreciation rights, which are rights to receive a number of shares or, in the discretion of the compensation committee and subject to applicable law, an amount in cash or a combination of shares and cash, based on the increase in the fair market value of the shares underlying the right during a stated period specified by the compensation committee;
	•	unrestricted stock, which are shares of common stock granted without restrictions as a bonus; and
	•	performance and annual incentive awards, ultimately payable in common stock or cash, as determined by the compensation committee (the compensation committee may grant multi-year and annual incentive awards subject to achievement of specified goals tied to business criteria set forth in the 2006 Plan).

Share Repurchase Program

The Company is authorized to repurchase issued and outstanding shares of its common stock under a share repurchase program approved by our Board of Directors. Share repurchases may be made through open market purchases, privately negotiated transactions or otherwise, at times and in such amounts as management deems appropriate. The timing and actual number of shares repurchased will depend on a variety of factors including price, corporate and regulatory requirements and other market conditions. The repurchase program may be discontinued or suspended at any time, and will be funded using our available cash. The Company's Board of Directors reviews the share repurchase program periodically, the last such review having occurred in May 2016. We did not repurchase shares under this program during the twelve months ended September 30, 2016. As of September 30, 2016, we may repurchase an additional $10.1 million shares under this program. A summary of the Company's share repurchase activity from fiscal year 2009 to the year ended September 30, 2016 is as follows:

Fiscal Year Period	Total Number of Shares Purchased		Average Price Paid per Share		Total Cash Paid for Shares Purchased		Approximate Dollar Value of Shares that May Yet Be Purchased Under the Plans or Programs(1)
2013		—		—		—		31,000,000
2014		2,962,978	$	15.90		44,873,000		5,127,000
2015		—		—		—		5,127,000
2016		—		—		—	$	10,127,000


(1)	On February 5, 2014, our Board of Directors approved an additional $19.0 million for the share repurchase program. On May 5, 2016, the Company's Board of Directors approved the repurchase of an additional $5.0 million in shares raising the current amount approved for repurchase, that may yet be expended up to $10.1 million.

Stock Option Activity

A summary of the Company's stock option activity for the years ended September 30, 2016, 2015, and 2014 is as follows:

	Options		Weighted- Average Exercise Price
Options outstanding at September 30, 2013		1,592,406	$	16.46
Options granted		437,755		22.41
Options exercised		(383,160)		10.83
Options canceled		(181,094)		18.14

Options outstanding at September 30, 2014		1,465,907		19.50
Options granted		310,177		9.92
Options exercised		(14,869)		7.09
Options canceled		(288,572)		20.26

Options outstanding at September 30, 2015		1,472,643		17.46
Options granted		583,228		6.68
Options exercised		(1,251)		7.48
Options canceled		(346,133)		16.99

Options outstanding at September 30, 2016		1,708,487		13.91


Options exercisable at September 30, 2016		979,633		17.76

The following table summarizes information about options outstanding at September 30, 2016:

	Options Outstanding
Range of Exercise Price	Number Outstanding		Weighted- Average Remaining Contractual Life		Weighted- Average Exercise Price
$5.53 - $11.24		939,057		7.83	$	7.85
$11.25 - $46.72		769,430		5.02		21.31

The following table summarizes information about options exercisable at September 30, 2016:

	Options Exercisable
Range of Exercise Price	Number Exercisable		Weighted- Average Remaining Contractual Life		Weighted- Average Exercise Price
$5.53 - $11.24		319,733		5.12	$	9.42
$11.25 - $46.72		659,900		4.57		21.80

The following table summarizes information about assumptions used in valuing options granted:

	Year ended September 30
	2016		2015		2014
Dividend yield		—		—		—
Expected volatility		51.5% - 58.6%		71.9% - 77.9%		50.9%
Risk-free interest rate		0.5% - 1.5%		0.26% - 1.4%		0.1% - 1.2%
Expected forfeiture rate		23.5%		22.2% - 22.8%		22.8%

The intrinsic value of outstanding and exercisable options at September 30, 2016 was approximately $3.2 million and $0.6 million, respectively, based on a stock price of $11.24 on September 30, 2016.

The weighted average grant date fair value of options granted during 2016, 2015, and 2014 was $2.07, $4.89, and $7.89, respectively.

The intrinsic value of options exercised at September 30, 2016, 2015, and 2014 was approximately $3,128, $4,000, and $1,119,000, respectively. Approximately 0.4 million unvested service-based stock options are expected to vest.

Restricted Share Activity

A summary of the Company's restricted share activity for the years ended September 30, 2016, 2015, and 2014 is as follows:

	Restricted Shares		Weighted- Average Fair Value
Unvested restricted shares at September 30, 2013		1,543,869	$	28.89
Restricted shares granted		1,040,748		18.78
Restricted shares vested		(436,204)		24.72
Restricted shares canceled		(250,586)		23.87

Unvested restricted shares at September 30, 2014		1,897,827		24.96
Restricted shares granted		1,298,604		10.04
Restricted shares vested		(343,204)		27.50
Restricted shares canceled		(486,040)		26.54

Unvested restricted shares at September 30, 2015		2,367,187		16.08
Restricted shares granted		1,504,655		5.54
Restricted shares vested		(715,188)		16.09
Restricted shares canceled		(495,409)		20.25

Unvested restricted shares at September 30, 2016		2,661,245		9.34

The intrinsic value and weighted average remaining contractual life in years of unvested restricted shares at September 30, 2016 is approximately $29.9 million and 8.68, respectively, based on a stock price of $11.24 on September 30, 2016. Approximately 1.6 million unvested service-based restricted stock shares are expected to vest.

Fair Value Measurement

12 Months Ended

Sep. 30, 2016

Fair Value Measurement

Fair Value Measurement

13. Fair Value Measurement

The Company measures and records in the accompanying consolidated financial statements certain liabilities at fair value on a recurring basis. Authoritative guidance issued by the FASB establishes a fair value hierarchy for those instruments measured at fair value that distinguishes between assumptions based on market data (observable inputs) and the Company's assumptions (unobservable inputs). The hierarchy consists of three levels:

Level 1		Quoted market prices in active markets for identical assets or liabilities;
Level 2		Inputs other than Level 1 inputs that are either directly or indirectly observable; and
Level 3		Unobservable inputs developed using estimates and assumptions developed by the Company, which reflect those that a market participant would use.

As of September 30, 2016 and 2015, the Company had no Level 1, Level 2 or Level 3 assets or liabilities measured at fair value.

The Company's financial assets not measured at fair value are cash and cash equivalents (which includes cash and commercial paper with original maturities of less than 90 days). The Company believes the carrying value approximates fair value due to the short term maturity of these instruments.

- Definition

The entire disclosure for the fair value of financial instruments (as defined), including financial assets and financial liabilities (collectively, as defined), and the measurements of those instruments as well as disclosures related to the fair value of non-financial assets and liabilities. Such disclosures about the financial instruments, assets, and liabilities would include: (1) the fair value of the required items together with their carrying amounts (as appropriate); (2) for items for which it is not practicable to estimate fair value, disclosure would include: (a) information pertinent to estimating fair value (including, carrying amount, effective interest rate, and maturity, and (b) the reasons why it is not practicable to estimate fair value; (3) significant concentrations of credit risk including: (a) information about the activity, region, or economic characteristics identifying a concentration, (b) the maximum amount of loss the entity is exposed to based on the gross fair value of the related item, (c) policy for requiring collateral or other security and information as to accessing such collateral or security, and (d) the nature and brief description of such collateral or security; (4) quantitative information about market risks and how such risks are managed; (5) for items measured on both a recurring and nonrecurring basis information regarding the inputs used to develop the fair value measurement; and (6) for items presented in the financial statement for which fair value measurement is elected: (a) information necessary to understand the reasons for the election, (b) discussion of the effect of fair value changes on earnings, (c) a description of [similar groups] items for which the election is made and the relation thereof to the balance sheet, the aggregate carrying value of items included in the balance sheet that are not eligible for the election; (7) all other required (as defined) and desired information.

+ References + Details

Defined Benefit Pension Plan

12 Months Ended

Sep. 30, 2016

Defined Benefit Pension Plan

Defined Benefit Pension Plan

14. Defined Benefit Pension Plan

Certain employees of GoIndustry (UK) Limited ("GoIndustry"), which the Company acquired in July 2012, are covered by the Henry Butcher Pension Fund and Life Assurance Scheme (the "Scheme"), a qualified defined benefit pension plan.

The Company recognizes the funded status of its postretirement benefit plans, with a corresponding noncash adjustment to accumulated other comprehensive loss, net of tax, in stockholders' equity. The funded status is measured as the difference between the fair value of the plan's assets and the benefit obligation of the plan.

The net periodic benefit cost recognized for the years ended September 30, 2016, 2015 and 2014, included the following components: