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SHARE CAPITAL, OPTION PLANS AND SHARE-BASED PAYMENTS | 12 Months Ended
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Jun. 30, 2024
Share-Based Payment Arrangement [Abstract] |
SHARE CAPITAL, OPTION PLANS AND SHARE-BASED PAYMENTS | SHARE CAPITAL, OPTION PLANS AND SHARE-BASED PAYMENTS Cash Dividends For the year ended June 30, 2024, pursuant to the Company’s dividend policy, we declared total non-cumulative dividends of $1.00 per Common Share in the aggregate amount of $267.4 million, which we paid during the same period (year ended June 30, 2023 and 2022—$0.9720 and $0.8836 per Common Share, respectively, in the aggregate amount of $259.5 million and $237.7 million, respectively). Share Capital Our authorized share capital includes an unlimited number of Common Shares and an unlimited number of Preference Shares. No Preference Shares have been issued. Treasury Stock From time to time we may provide funds to an independent agent to facilitate repurchases of our Common Shares in connection with the settlement of awards under the Long-Term Incentive Plans (LTIP) or other plans. During the year ended June 30, 2024, we repurchased 1,400,000 Common Shares on the open market at a cost of $53.1 million for potential settlement of awards under “Long-Term Incentive Plans” and “Restricted Share Units” or other plans as described below (year ended June 30, 2023 and 2022—521,136 and 2,630,000 Common Shares, respectively, at a cost of $21.9 million and $111.6 million, respectively). During the year ended June 30, 2024, we delivered to eligible participants 1,800,395 Common Shares that were purchased in the open market in connection with the settlement of awards and other plans (year ended June 30, 2023 and 2022—691,181 and 491,244 Common Shares, respectively). Share Repurchase Plan On November 4, 2021, the Board authorized a share repurchase plan (Fiscal 2022 Repurchase Plan), pursuant to which we were authorized to purchase in open market transactions, from time to time over the 12-month period commencing November 12, 2021, up to an aggregate of $350 million of our Common Shares. . On April 30, 2024, the Board authorized a share repurchase plan (Fiscal 2024 Repurchase Plan) pursuant to which we were authorized to purchase for cancellation, in open market transactions from time to time over the 12-month period commencing on May 7, 2024 until May 6, 2025, up to $250 million of our Common Shares. The Fiscal 2024 Repurchase Plan includes a normal course issuer bid to provide means to execute purchases over the Toronto Stock Exchange (TSX). During the year ended June 30, 2024, we repurchased and cancelled 5,073,913 Common Shares for $152.3 million, inclusive of 2% Canadian excise taxes recorded (year ended June 30, 2023 and 2022— nil and 3,809,559 Common Shares for nil and $177.0 million, respectively). Share-Based Payments Share-based compensation expense for the periods indicated below is detailed as follows:
| Year Ended June 30,
| 2024 |  | 2023 |  | 2022
Stock options | $ | 18,167 |  |  | $ | 20,144 |  |  | $ | 17,091 |
Performance Share Units (issued under LTIP) | 26,415 |  |  | 18,631 |  |  | 13,844 |
Restricted Share Units (issued under LTIP) | 10,677 |  |  | 9,762 |  |  | 7,799 |
Restricted Share Units (other) | 75,642 |  |  | 72,149 |  |  | 20,859 |
Deferred Share Units (directors) | 3,162 |  |  | 4,036 |  |  | 3,993 |
Employee Stock Purchase Plan | 6,016 |  |  | 5,580 |  |  | 5,970 |
Total share-based compensation expense | $ | 140,079 |  |  | $ | 130,302 |  |  | $ | 69,556 |
No cash was used by us to settle equity instruments granted under share-based compensation arrangements in any of the periods presented. We have not capitalized any share-based compensation costs as part of the cost of an asset in any of the periods presented. A summary of unrecognized compensation cost for unvested shared-based payment awards is as follows:
| As of June 30, 2024
| Unrecognized Compensation Cost |  | Weighted Average Recognition Period (years)
Stock Options (issued under Stock Option Plans) | $ | 41,261 |  |  | 2.5
Performance Share Units (issued under LTIP) | 42,486 |  |  | 1.7
Restricted Share Units (issued under LTIP) | 17,058 |  |  | 1.9
Restricted Share Units (other) | 66,999 |  |  | 1.6
Total unrecognized share-based compensation cost | $ | 167,804 |  |  |
Stock Option Plans A summary of stock options outstanding under our 2004 Stock Option Plan is set forth below.
| 2004 Stock Option Plan
Date of inception | Oct-04
Eligibility | Eligible employees, as determined by the Board of Directors
Options granted to date | 48,015,347
Options exercised to date | (22,937,101)
Options cancelled to date | (12,870,834)
Options outstanding | 12,207,412
Options available for issuance | 5,018,767
Termination grace periods | Immediately “for cause”; 90 days for any other reason; 180 days due to death
Vesting schedule | 25% per year, unless otherwise specified
Exercise price range | $26.81 - $52.62
Expiration dates | 7/5/2024 - 5/06/2031
Our stock options generally vest over four years and expire between seven and ten years from the date of the grant. Currently we also have options outstanding that vest over five years, as well as options outstanding that vest based on meeting certain market conditions. The exercise price of all our options is set at an amount that is not less than the closing price of our Common Shares on the NASDAQ on the trading day immediately preceding the applicable grant date. We estimate the fair value of stock options using the Black-Scholes option-pricing model or, where appropriate, the Monte Carlo pricing model, consistent with the provisions of ASC Topic 718, “Compensation—Stock Compensation” (Topic 718) and SEC Staff Accounting Bulletin No. 107. The option-pricing models require input of subjective assumptions, including the estimated life of the option and the expected volatility of the underlying stock over the estimated life of the option. We use historical volatility as a basis for projecting the expected volatility of the underlying stock and estimate the expected life of our stock options based upon historical data. We believe that the valuation techniques and the approach utilized to develop the underlying assumptions are appropriate in calculating the fair value of our stock option grants. Estimates of fair value are not intended, however, to predict actual future events or the value ultimately realized by employees who receive equity awards. A summary of activity under our stock option plans for the year ended June 30, 2024 is as follows:
| Options |  | Weighted- Average Exercise Price |  | Weighted- Average Remaining Contractual Term (years) |  | Aggregate Intrinsic Value ($’000’s)
Outstanding at June 30, 2023 | 12,219,439 |  |  | $ | 38.44 |  |  | 4.68 |  | $ | 62,473 |
Granted | 2,148,780 |  |  | 36.55 |  |  |  |  |
Exercised | (944,092) |  |  | 33.21 |  |  |  |  |
Forfeited or expired | (1,216,715) |  |  | 38.46 |  |  |  |  |
Outstanding at June 30, 2024 | 12,207,412 |  |  | $ | 38.51 |  |  | 4.31 |  | $ | 6,142 |
Exercisable at June 30, 2024 | 4,616,707 |  |  | $ | 41.22 |  |  | 2.93 |  | $ | 280 |
For the periods indicated, the weighted-average fair value of options and weighted-average assumptions estimated under the Black-Scholes option-pricing model were as follows:
| Year Ended June 30,
| 2024 |  | 2023 |  | 2022
Weighted–average fair value of options granted | $ | 9.00 |  |  | $ | 6.75 |  |  | $ | 9.02 |
Weighted-average assumptions used: |  |  |  |  |
Expected volatility | 30.46 | % |  | 28.73 | % |  | 26.39 | %
Risk–free interest rate | 4.44 | % |  | 3.98 | % |  | 1.15 | %
Expected dividend yield | 2.73 | % |  | 3.07 | % |  | 1.78 | %
Expected life (in years) | 4.26 |  | 4.20 |  | 4.15
Forfeiture rate (based on historical rates) | 7 | % |  | 7 | % |  | 7 | %
Average exercise share price | $ | 36.55 |  |  | $ | 31.13 |  |  | $ | 48.20 |
Performance Options During the year ended June 30, 2024, we did not grant performance options (year ended June 30, 2023 and 2022—1,000,000 and nil performance options, respectively). For the periods in which performance options were granted, as indicated, the weighted-average fair value of performance options and weighted-average assumptions estimated under the Monte Carlo pricing model were as follows:
| Year Ended June 30,
| 2024 |  | 2023 |  | 2022
Weighted–average fair value of options granted | $ | — |  |  | $ | 8.09 |  |  | $ | — |
Derived service period (in years) | — |  | 1.70 |  | —
Weighted-average assumptions used: |  |  |  |  |
Expected volatility | — | % |  | 26.00 | % |  | — | %
Risk–free interest rate | — | % |  | 3.21 | % |  | — | %
Expected dividend yield | — | % |  | 2.00 | % |  | — | %
Average exercise share price | $ | — |  |  | $ | 31.89 |  |  | $ | — |
Summary of Stock Options and Performance Options The aggregate intrinsic value of options exercised during the year ended June 30, 2024 was $7.0 million (year ended June 30, 2023 and 2022—$1.8 million and $17.0 million, respectively). For the year ended June 30, 2024, cash in the amount of $31.4 million was received as the result of the exercise of options granted under share-based payment arrangements (year ended June 30, 2023 and 2022—$7.8 million and $32.7 million, respectively). The tax benefit realized by us during the year ended June 30, 2024 from the exercise of options eligible for a tax deduction was $1.5 million (year ended June 30, 2023 and 2022—$0.3 million and $2.8 million, respectively). Long-Term Incentive Plans We incentivize certain eligible employees, in part, with long-term compensation pursuant to our LTIP. The LTIP is a rolling three-year program that grants eligible employees a certain number of target Performance Share Units (PSUs) and/or Restricted Share Units (RSUs). Target PSUs become vested upon the achievement of certain financial and/or operational performance criteria (the Performance Conditions) that are determined at the time of the grant. The Performance Conditions for vesting of the outstanding PSUs are based on market conditions or performance based revenue conditions. RSUs become vested when an eligible employee remains employed throughout the vesting period. For the year ended June 30, 2024, we settled LTIP awards that vested by delivering to eligible participants 223,577 Common Shares that were purchased in the open market at a cost of $10.7 million. PSUs and RSUs granted under the LTIP have been measured at fair value as of the effective date, consistent with ASC Topic 718, and will be charged to share-based compensation expense over the remaining life of the plan. We estimate the fair value of PSUs with market based conditions using the Monte Carlo pricing model and RSUs have been valued based upon their grant date fair value. The fair value of PSUs with performance based conditions have been valued based upon their grant date fair value. Beginning in Fiscal 2024 certain PSU and RSU grants were eligible to receive dividend equivalent units that vest under the same conditions as the underlying grants. Performance Share Units (Issued Under LTIP) A summary of activity under our performance share units issued under the LTIP for the year ended June 30, 2024 is as follows:
| Units |  | Weighted-Average Grant Date Fair Value |  | Weighted- Average Remaining Contractual Term (years) |  | Aggregate Intrinsic Value ($’000’s)
Outstanding at June 30, 2023 | 1,013,385 |  |  | $ | 61.64 |  |  | 1.75 |  | $ | 42,106 |
Granted (1) | 1,006,609 |  |  | 51.13 |  |  |  |  |
Vested (1) | (240,741) |  |  | 61.23 |  |  |  |  |
Forfeited or expired | (174,137) |  |  | 55.64 |  |  |  |  |
Outstanding at June 30, 2024 | 1,605,116 |  |  | $ | 56.09 |  |  | 1.70 |  | $ | 48,218 |
______________________ (1)PSUs are earned based on market or performance conditions and the actual number of PSUs earned, if any, is dependent upon performance and may range from 0 to 200 percent. For the periods indicated, the weighted-average fair value of market based PSUs issued under LTIP, and weighted-average assumptions estimated under the Monte Carlo pricing model were as follows:
| Year Ended June 30,
| 2024 |  | 2023 |  | 2022
Weighted–average fair value of performance share units granted | $21.17 - $59.48 |  | $43.10 - $55.06 |  | $69.78 - $75.15
Weighted-average assumptions used: |  |  |  |  |
Expected volatility | 28.05 | % |  | 29.00 | % |  | 28.00 | %
Risk–free interest rate | 4.38% - 4.95% |  | 3.13% - 3.39% |  | 0.45% - 0.71%
Expected dividend yield | — | % |  | — | % |  | 1.7% - 1.8%
Expected life (in years) | 3.00 |  | 3.11 |  | 3.10
Forfeiture rate (based on historical rates) | 7 | % |  | 7 | % |  | 7 | %
Weighted–average fair value of performance share units vested | $ | — |  |  | $ | 41.75 |  |  | $ | 30.39 |
Aggregate intrinsic value of performance share units vested ($ in ‘000’s) | $ | — |  |  | $ | 6,216 |  |  | $ | 10,370 |
The weighted average fair value of the performance based PSUs granted was $40.14 for the year ended June 30, 2024. Restricted Share Units (Issued Under LTIP) A summary of activity under our RSUs issued under the LTIP for the year ended June 30, 2024 is as follows:
| Units |  | Weighted-Average Grant Date Fair Value |  | Weighted- Average Remaining Contractual Term (years) |  | Aggregate Intrinsic Value ($’000’s)
Outstanding at June 30, 2023 | 774,360 |  |  | $ | 42.83 |  |  | 1.68 |  | $ | 32,175 |
Granted | 535,801 |  |  | 35.07 |  |  |  |  |
Vested | (223,577) |  |  | 43.40 |  |  |  |  |
Forfeited or expired | (130,259) |  |  | 39.23 |  |  |  |  |
Outstanding at June 30, 2024 | 956,325 |  |  | $ | 39.61 |  |  | 1.77 |  | $ | 28,728 |
For the periods indicated, the weighted-average fair value and aggregate intrinsic value of RSUs (issued under LTIP) were as follows:
| Year Ended June 30,
| 2024 |  | 2023 |  | 2022
Weighted–average fair value of restricted share units granted | $ | 35.07 |  |  | $ | 38.82 |  |  | $ | 49.91 |
Weighted–average fair value of restricted share units vested | $ | 43.40 |  |  | $ | 36.83 |  |  | $ | 37.36 |
Aggregate intrinsic value of restricted share units vested ($ in ‘000’s) | $ | 9,093 |  |  | $ | 3,947 |  |  | $ | 9,139 |
Restricted Share Units (Other) In addition to the grants made in connection with the LTIP plans discussed above, from time to time, we may grant RSUs to certain employees in accordance with employment and other non-LTIP related agreements. RSUs (other) vest over a specified contract date, typically two or three years from the respective date of grants. A summary of activity under our RSUs (other) issued for the year ended June 30, 2024 is as follows:
| Units |  | Weighted-Average Grant Date Fair Value |  | Weighted- Average Remaining Contractual Term (years) |  | Aggregate Intrinsic Value ($’000’s)
Outstanding at June 30, 2023 | 5,310,595 |  |  | $ | 36.43 |  |  | 1.97 |  | $ | 220,655 |
Granted | 1,419,810 |  |  | 38.04 |  |  |  |  |
Vested | (1,576,565) |  |  | 40.94 |  |  |  |  |
Forfeited or expired | (597,885) |  |  | 35.76 |  |  |  |  |
Outstanding at June 30, 2024 | 4,555,955 |  |  | $ | 35.87 |  |  | 1.79 |  | $ | 136,861 |
For the periods indicated, the weighted-average fair value and intrinsic value of RSUs (other) were as follows:
| Year Ended June 30,
| 2024 |  | 2023 |  | 2022
Weighted–average fair value of restricted share units granted | $ | 38.04 |  |  | $ | 30.46 |  |  | $ | 44.81 |
Weighted–average fair value of restricted share units vested | $ | 40.94 |  |  | $ | 36.33 |  |  | $ | 45.73 |
Aggregate intrinsic value of restricted share units vested ($ in ‘000’s) | $ | 62,821 |  |  | $ | 15,755 |  |  | $ | 7,406 |
During the year ended June 30, 2024, we delivered to eligible participants 1,576,565 Common Shares that were purchased in the open market in connection with the settlement of vested RSUs, at a cost of $70.7 million (year ended June 30, 2023 and 2022—400,210 and 141,452 Common Shares, respectively, with a cost of $17.6 million and $5.9 million). Deferred Share Units (DSUs) The DSUs are granted to certain non-employee directors. DSUs are issued under our Deferred Share Unit Plan. DSUs granted as compensation for director fees vest immediately, whereas all other DSUs granted vest at our next annual general meeting following the granting of the DSUs. No DSUs are payable by us until the director ceases to be a member of the Board. A summary of activity under our deferred share units issued for the year ended June 30, 2024 is as follows:
| Units |  | Weighted-Average Price |  | Weighted- Average Remaining Contractual Term (years) |  | Aggregate Intrinsic Value ($’000’s)
Outstanding at June 30, 2023 (1) | 994,568 |  |  | $ | 29.98 |  |  | 0.36 |  | $ | 41,324 |
Granted (2) | 87,903 |  |  | 38.43 |  |  |  |  |
Outstanding at June 30, 2024 (2) | 1,082,471 |  |  | $ | 30.67 |  |  | 0.42 |  | $ | 32,517 |
______________________ (1) Includes 90,906 unvested DSUs. (2) Includes 47,871 unvested DSUs. For the periods indicated, the weighted-average fair value and intrinsic value of DSUs were as follows:
| Year Ended June 30,
| 2024 |  | 2023 |  | 2022
Weighted–average fair value of deferred share units granted | $ | 38.43 |  |  | $ | 29.72 |  |  | $ | 50.04 |
Weighted–average fair value of deferred share units vested | $ | 36.81 |  |  | $ | 32.44 |  |  | $ | 41.24 |
Aggregate intrinsic value of deferred share units vested ($ in ‘000’s) | $ | 1,461 |  |  | $ | 1,565 |  |  | $ | 4,133 |
During the year ended June 30, 2024, we settled no DSUs at a cost of nil (year ended June 30, 2023 and 2022—30,273 and nil Common Shares, respectively, with a cost of $1.1 million and nil, respectively). Employee Stock Purchase Plan (ESPP) Our ESPP offers employees the opportunity to purchase our Common Shares at a purchase price discount of 15%. During the year ended June 30, 2024, 1,176,466 Common Shares were eligible for issuance to employees enrolled in the ESPP (year ended June 30, 2023 and 2022—1,089,120 and 931,036 Common Shares, respectively). During the year ended June 30, 2024, cash in the amount of $33.9 million was received from employees relating to the ESPP (year ended June 30, 2023 and 2022—$31.0 million and $34.5 million, respectively).

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- Definition The entire disclosure for shareholders' equity and share-based payment arrangement. Includes, but is not limited to, disclosure of policy and terms of share-based payment arrangement, deferred compensation arrangement, and employee stock purchase plan (ESPP). + References Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef -Topic 505 -Name Accounting Standards Codification -Publisher FASB -URI https://asc.fasb.org/505/tableOfContent Reference 2: http://fasb.org/us-gaap/role/ref/legacyRef -Topic 718 -Name Accounting Standards Codification -Publisher FASB -URI https://asc.fasb.org/718/tableOfContent + Details
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