UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
☒QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended December 31, 2019
September 30, 2020
OR
☐TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from ______________ to ________________
Commission file number 0-14112
JACK HENRY & ASSOCIATES, INC.
(Exact name of registrant as specified in its charter)
Delaware43-1128385
(State or Other Jurisdiction of Incorporation)(I.R.S Employer Identification No.)
663 Highway 60, P.O. Box 807,, Monett,, MO65708
(Address of Principle Executive Offices)
(Zip Code)
417-235-6652417-235-6652
(Registrant’s telephone number, including area code)

Securities registered pursuant to Section 12(b) of the Act:
Title of each classTrading SymbolName of each exchange on which registered
Common Stock ($0.01 par value)JKHYNasdaq Global Select Market

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.
Yes ☒  No ☐
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).
Yes ☒  No ☐
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” ”accelerated filer,” “smaller reporting company,” and "emerging growth company" in Rule 12b-2 of the Exchange Act.
Large accelerated filer☒Accelerated filer☐
Non-accelerated filer☐Smaller reporting company☐
Large accelerated filer☒Accelerated filer☐
Non-accelerated filer☐Smaller reporting company☐
Emerging growth company☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act)  
Yes ☐ No ☒
As of January 28,October 26, 2020, the Registrant had 76,719,59576,316,170 shares of Common Stock outstanding ($0.01 par value).



TABLE OF CONTENTS
Page Reference
PART IFINANCIAL INFORMATION
Page Reference
PART IFINANCIAL INFORMATION
ITEM 1.Condensed Consolidated Balance Sheets as of December 31, 2019September 30, 2020 and June 30, 20192020 (Unaudited)
43
Condensed Consolidated Statements of Income for the Three and Six Months Ended December 31,September 30, 2020 and 2019 and 2018 (Unaudited)
5
Condensed Consolidated Statements of Changes in Stockholders' Equity for the Three and Six Months Ended December 31,September 30, 2020 and 2019 and 2018 (Unaudited)
6
Condensed Consolidated Statements of Cash Flows for the SixThree Months Ended December 31,September 30, 2020 and 2019 and 2018 (Unaudited)
76
Notes to Condensed Consolidated Financial Statements (Unaudited)
8
ITEM 2.Management's Discussion and Analysis of Financial Condition and Results of Operations
2319
ITEM 3.Quantitative and Qualitative Disclosures about Market Risk
3026
ITEM 4.Controls and Procedures
3026
PART IIOTHER INFORMATION
3026
ITEM1.ITEM 1.Legal Proceedings
3026
ITEM 2.Unregistered Sales of Equity Securities and Use of Proceeds
3026
ITEM 6.Exhibits
3228
Signatures
3329

In this report, all references to “JHA”,"Jack Henry," “JKHY,” the “Company”, “we”, “us”,“Company,” “we,” “us,” and “our”,“our,” refer to Jack Henry & Associates, Inc., and its wholly owned subsidiaries.
FORWARD LOOKING STATEMENTS
Certain statements in this report, other than purely historical information, including estimates, projections, statements relating to our business plans, objectives and expected operating results, and the assumptions upon which those statements are based, are “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995, Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934 (the "Exchange Act"). Forward-looking statements may appear throughout this report, including without limitation, in Management's Discussion and Analysis of Financial Condition and Results of Operations. Forward-looking statements generally are identified by the words “believe,” “project,” “expect,” “seek,” “anticipate,” “estimate,” “future,” “intend,” “plan,” “strategy,” “predict,” “likely,” “should,” “will,” “would,” “could,” “can,” “may,” and similar expressions. Forward-looking statements are based only on management’s current beliefs, expectations and assumptions regarding the future of the Company, future plans and strategies, projections, anticipated events and trends, the economy and other future conditions. Because forward-looking statements relate to the future, they are subject to inherent risks and uncertainties that could cause actual results to differ materially from those expressed or implied by such statements. Such risks and uncertainties include, but are not limited to, those discussed in this Quarterly Report on Form 10-Q, those discussed in our Annual Report on Form 10-K for the year ended June 30, 2019,2020, in particular, those included in Item 1A, “Risk Factors” of such report, and those discussed in other documents we file with the Securities and Exchange Commission (“SEC”). Any forward-looking statement made in this report speaks only as of the date of this report, and the Company expressly disclaims any obligation to publicly update or revise any forward-looking statement, whether because of new information, future events or otherwise.



3
2


PART I. FINANCIAL INFORMATION
ITEM I. FINANCIAL STATEMENTS

3
Table of Contents
JACK HENRY & ASSOCIATES, INC. AND SUBSIDIARIESJACK HENRY & ASSOCIATES, INC. AND SUBSIDIARIESJACK HENRY & ASSOCIATES, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETSCONDENSED CONSOLIDATED BALANCE SHEETSCONDENSED CONSOLIDATED BALANCE SHEETS
(In Thousands, Except Share and Per Share Data)(In Thousands, Except Share and Per Share Data)(In Thousands, Except Share and Per Share Data)
(Unaudited)(Unaudited)(Unaudited)
December 31,
2019		 June 30,
2019		 September 30,
2020		June 30,
2020
   
ASSETS   ASSETS  
CURRENT ASSETS:   CURRENT ASSETS:  
Cash and cash equivalents$72,513
 $93,628
Cash and cash equivalents$195,320 $213,345 
Receivables, net204,703
 310,080
Receivables, net223,013 300,945 
Income tax receivable—
 17,817
Income tax receivable0 21,051 
Prepaid expenses and other99,298
 106,466
Prepaid expenses and other103,098 95,525 
Deferred costs44,862
 35,102
Deferred costs53,108 38,235 
Assets held for sale6,355
 6,355
Total current assets427,731
 569,448
Total current assets574,539 669,101 
PROPERTY AND EQUIPMENT, net278,695
 272,474
PROPERTY AND EQUIPMENT, net263,710 273,432 
OTHER ASSETS:   OTHER ASSETS:  
Non-current deferred costs101,304
 90,084
Non-current deferred costs116,994 113,525 
Computer software, net of amortization337,602
 318,969
Computer software, net of amortization348,094 340,466 
Other non-current assets218,564
 134,743
Other non-current assets225,154 220,591 
Customer relationships, net of amortization102,807
 100,653
Customer relationships, net of amortization91,701 95,108 
Other intangible assets, net of amortization34,404
 31,514
Other intangible assets, net of amortization28,550 29,917 
Goodwill686,332
 666,944
Goodwill686,334 686,334 
Total other assets1,481,013
 1,342,907
Total other assets1,496,827 1,485,941 
Total assets$2,187,439
 $2,184,829
Total assets$2,335,076 $2,428,474 
LIABILITIES AND STOCKHOLDERS' EQUITY   LIABILITIES AND STOCKHOLDERS' EQUITY  
CURRENT LIABILITIES:   CURRENT LIABILITIES:  
Accounts payable$10,670
 $9,850
Accounts payable$6,835 $9,880 
Accrued expenses116,383
 120,360
Accrued expenses144,774 166,689 
Accrued income taxes676
 —
Accrued income taxes878 0 
Notes payable and current maturities of long-term debtNotes payable and current maturities of long-term debt126 115 
Deferred revenues215,425
 339,752
Deferred revenues254,764 318,161 
Total current liabilities343,154
 469,962
Total current liabilities407,377 494,845 
LONG-TERM LIABILITIES:   LONG-TERM LIABILITIES:  
Non-current deferred revenues61,579
 54,554
Non-current deferred revenues67,745 71,461 
Non-current deferred income tax liability223,737
 217,010
Deferred income tax liabilityDeferred income tax liability246,391 243,998 
Debt, net of current maturitiesDebt, net of current maturities169 208 
Other long-term liabilities72,223
 14,290
Other long-term liabilities69,644 68,274 
Total long-term liabilities357,539
 285,854
Total long-term liabilities383,949 383,941 
Total liabilities700,693
 755,816
Total liabilities791,326 878,786 
STOCKHOLDERS' EQUITY   STOCKHOLDERS' EQUITY  
Preferred stock - $1 par value; 500,000 shares authorized, none issued—
 —
Preferred stock - $1 par value; 500,000 shares authorized, none issued0 0 
Common stock - $0.01 par value; 250,000,000 shares authorized;
103,572,129 shares issued at December 31, 2019;
103,496,026 shares issued at June 30, 2019		1,036
 1,035
Common stock - $0.01 par value; 250,000,000 shares authorized;
103,696,962 shares issued at September 30, 2020;
103,622,563 shares issued at June 30, 2020		Common stock - $0.01 par value; 250,000,000 shares authorized;
103,696,962 shares issued at September 30, 2020;
103,622,563 shares issued at June 30, 2020		1,037 1,036 
Additional paid-in capital481,005
 472,029
Additional paid-in capital497,031 495,005 
Retained earnings2,166,039
 2,066,073
Retained earnings2,293,228 2,235,320 
Less treasury stock at cost
26,857,903 shares at December 31, 2019;
26,507,903 shares at June 30, 2019		(1,161,334) (1,110,124)
Less treasury stock at cost
27,392,903 shares at September 30, 2020;
26,992,903 shares at June 30, 2020		Less treasury stock at cost
27,392,903 shares at September 30, 2020;
26,992,903 shares at June 30, 2020		(1,247,546)(1,181,673)
Total stockholders' equity1,486,746
 1,429,013
Total stockholders' equity1,543,750 1,549,688 
Total liabilities and equity$2,187,439
 $2,184,829
Total liabilities and equity$2,335,076 $2,428,474 
See notes to condensed consolidated financial statements

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Table of Contents
JACK HENRY & ASSOCIATES, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF INCOME
(In Thousands, Except Per Share Data)
(Unaudited)
Three Months Ended
 September 30,
 20202019
REVENUE$451,800 $438,005 
EXPENSES  
Cost of Revenue262,929 245,791 
Research and Development26,057 24,591 
Selling, General, and Administrative45,226 49,436 
Total Expenses334,212 319,818 
OPERATING INCOME117,588 118,187 
INTEREST INCOME (EXPENSE)  
Interest Income68 508 
Interest Expense(117)(156)
Total Interest Income (Expense)(49)352 
INCOME BEFORE INCOME TAXES117,539 118,539 
PROVISION FOR INCOME TAXES26,323 29,169 
NET INCOME$91,216 $89,370 
Basic earnings per share$1.19 $1.16 
Basic weighted average shares outstanding76,507 76,972 
Diluted earnings per share$1.19 $1.16 
Diluted weighted average shares outstanding76,713 77,067 

JACK HENRY & ASSOCIATES, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF INCOME
(In Thousands, Except Per Share Data)
(Unaudited)
 Three Months Ended Six Months Ended
 December 31, December 31,
 2019 2018 2019 2018
        
REVENUE$419,119
 $386,275
 $857,124
 $778,818
        
EXPENSES       
Cost of Revenue249,267
 227,284
 495,058
 447,396
Research and Development27,187
 23,990
 51,778
 48,016
Selling, General, and Administrative48,961
 46,797
 98,396
 91,979
Total Expenses325,415
 298,071
 645,232
 587,391
        
OPERATING INCOME93,704
 88,204
 211,892
 191,427
        
INTEREST INCOME (EXPENSE)       
Interest Income346
 252
 853
 542
Interest Expense(156) (148) (312) (295)
Total Interest Income (Expense)190
 104
 541
 247
        
INCOME BEFORE INCOME TAXES93,894
 88,308
 212,433
 191,674
        
PROVISION FOR INCOME TAXES21,796
 20,219
 50,965
 40,034
        
NET INCOME$72,098
 $68,089
 $161,468
 $151,640
        
Basic earnings per share$0.94
 $0.88
 $2.10
 $1.96
Basic weighted average shares outstanding76,879
 77,216
 76,926
 77,202
        
Diluted earnings per share$0.94
 $0.88
 $2.10
 $1.96
Diluted weighted average shares outstanding76,935
 77,409
 77,001
 77,474

See notes to condensed consolidated financial statements


JACK HENRY & ASSOCIATES, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY
(In Thousands, Except Share and Per Share Data)
(Unaudited)
 Three Months Ended Six Months Ended
 December 31, December 31,
 2019 2018 2019 2018
PREFERRED SHARES:—
 —
 —
 —
        
COMMON SHARES:       
Shares, beginning of period103,535,828
 103,398,501
 103,496,026
 103,278,562
Shares issued for equity-based payment arrangements18,594
 13,303
 38,482
 115,397
Shares issued for Employee Stock Purchase Plan17,707
 16,612
 37,621
 34,457
Shares, end of period103,572,129
 103,428,416
 103,572,129
 103,428,416
        
COMMON STOCK - PAR VALUE $0.01 PER SHARE:       
Balance, beginning of period$1,035
 $1,034
 $1,035
 $1,033
Shares issued for equity-based payment arrangements1
 —
 1
 1
Balance, end of period$1,036
 $1,034
 $1,036
 $1,034
        
ADDITIONAL PAID-IN CAPITAL:       
Balance, beginning of period$475,222
 $454,869
 $472,030
 $464,138
Shares issued for equity-based payment arrangements—
 —
 (1) (1)
Tax withholding related to share based compensation(553) (227) (2,625) (13,484)
Shares issued for Employee Stock Purchase Plan2,191
 1,972
 4,603
 4,189
Stock-based compensation expense4,145
 3,374
 6,998
 5,146
Balance, end of period$481,005
 $459,988
 $481,005
 $459,988
        
RETAINED EARNINGS:       
Balance, beginning of period$2,124,672
 $1,967,921
 $2,066,073
 $1,912,933
Net income72,098
 68,089
 161,468
 151,640
Dividends(30,731) (28,541) (61,502) (57,104)
Balance, end of period$2,166,039
 $2,007,469
 $2,166,039
 $2,007,469
        
TREASURY STOCK:       
Balance, beginning of period$(1,124,269) $(1,055,260) $(1,110,124) $(1,055,260)
Purchase of treasury shares(37,065) (21,276) (51,210) (21,276)
Balance, end of period$(1,161,334) $(1,076,536) $(1,161,334) $(1,076,536)
        
TOTAL STOCKHOLDERS' EQUITY$1,486,746
 $1,391,955
 $1,486,746
 $1,391,955
        
Dividends declared per share$0.40
 $0.37
 $0.80
 $0.74
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JACK HENRY & ASSOCIATES, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY
(In Thousands, Except Share and Per Share Data)
(Unaudited)
Three Months Ended
 September 30,
 20202019
PREFERRED SHARES:0 0 
COMMON SHARES:
Shares, beginning of period103,622,563 103,496,026 
Shares issued for equity-based payment arrangements55,002 19,888 
Shares issued for Employee Stock Purchase Plan19,397 19,914 
Shares, end of period103,696,962 103,535,828 
COMMON STOCK - PAR VALUE $0.01 PER SHARE:
Balance, beginning of period$1,036 $1,035 
Shares issued for equity-based payment arrangements1 0 
Balance, end of period$1,037 $1,035 
ADDITIONAL PAID-IN CAPITAL:
Balance, beginning of period$495,005 $472,030 
Shares issued for equity-based payment arrangements(1)(1)
Tax withholding related to share based compensation(5,505)(2,072)
Shares issued for Employee Stock Purchase Plan2,907 2,412 
Stock-based compensation expense4,625 2,853 
Balance, end of period$497,031 $475,222 
RETAINED EARNINGS:
Balance, beginning of period$2,235,320 $2,066,073 
Cumulative effect of Accounting Standards Update adoption (Note 2)(493)0 
Net income91,216 89,370 
Dividends(32,815)(30,771)
Balance, end of period$2,293,228 $2,124,672 
TREASURY STOCK:
Balance, beginning of period$(1,181,673)$(1,110,124)
Purchase of treasury shares(65,873)(14,145)
Balance, end of period$(1,247,546)$(1,124,269)
TOTAL STOCKHOLDERS' EQUITY$1,543,750 $1,476,660 
Dividends declared per share$0.43 $0.40 
See notes to condensed consolidated financial statements.


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JACK HENRY & ASSOCIATES, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(In Thousands)
(Unaudited)
 Three Months Ended
 September 30,
 20202019
CASH FLOWS FROM OPERATING ACTIVITIES:  
Net Income$91,216 $89,370 
Adjustments to reconcile net income from operations
to net cash from operating activities:		  
Depreciation13,391 12,708 
Amortization30,352 29,380 
Change in deferred income taxes2,393 2,359 
Expense for stock-based compensation4,625 2,853 
(Gain)/loss on disposal of assets(159)8 
Changes in operating assets and liabilities:  
Change in receivables  77,439 77,123 
Change in prepaid expenses, deferred costs and other(30,522)(13,486)
Change in accounts payable(2,244)1,865 
Change in accrued expenses(27,896)(35,270)
Change in income taxes22,995 25,081 
Change in deferred revenues(67,113)(68,939)
Net cash from operating activities114,477 123,052 
CASH FLOWS FROM INVESTING ACTIVITIES:  
Payment for acquisitions, net of cash acquired0 (30,285)
Capital expenditures(4,478)(13,101)
Proceeds from completed and pending dispositions6,115 10 
Purchased software(1,374)(2,424)
Computer software developed(31,451)(28,475)
Purchase of investments0 (1,150)
Net cash from investing activities(31,188)(75,425)
CASH FLOWS FROM FINANCING ACTIVITIES:  
Repayments on financing leases(28)0 
Purchase of treasury stock(65,873)(14,145)
Dividends paid(32,815)(30,771)
Tax withholding payments related to share based compensation(5,505)(2,072)
Proceeds from sale of common stock2,907 2,412 
Net cash from financing activities(101,314)(44,576)
NET CHANGE IN CASH AND CASH EQUIVALENTS$(18,025)$3,051 
CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD$213,345 $93,628 
CASH AND CASH EQUIVALENTS, END OF PERIOD$195,320 $96,679 

See notes to condensed consolidated financial statements.statements


7
JACK HENRY & ASSOCIATES, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(In Thousands)
(Unaudited)
 Six Months Ended
 December 31,
 2019 2018
    
CASH FLOWS FROM OPERATING ACTIVITIES:   
Net Income$161,468
 $151,640
Adjustments to reconcile net income from operations
     to net cash from operating activities:
   
Depreciation25,364
 22,470
Amortization58,873
 56,146
Change in deferred income taxes4,134
 1,256
Expense for stock-based compensation6,998
 5,146
(Gain)/loss on disposal of assets(103) (22)
Changes in operating assets and liabilities:   
Change in receivables  106,782
 113,563
Change in prepaid expenses, deferred costs and other(21,911) (49,918)
Change in accounts payable(262) (10,535)
Change in accrued expenses(28,702) 4,658
Change in income taxes19,861
 12,654
Change in deferred revenues(117,489) (115,014)
Net cash from operating activities215,013
 192,044
    
CASH FLOWS FROM INVESTING ACTIVITIES:   
Payment for acquisitions, net of cash acquired(30,376) (19,981)
Capital expenditures(30,758) (32,968)
Proceeds from the sale of assets326
 76
Purchased software(5,551) (2,694)
Computer software developed(57,886) (54,086)
Purchase of investments(1,150) —
Net cash from investing activities(125,395) (109,653)
    
CASH FLOWS FROM FINANCING ACTIVITIES:   
Purchase of treasury stock(51,210) (21,276)
Dividends paid(61,502) (57,104)
Proceeds from issuance of common stock upon exercise of stock options—
 1
Tax withholding payments related to share based compensation(2,624) (13,485)
Proceeds from sale of common stock4,603
 4,189
Net cash from financing activities(110,733) (87,675)
NET CHANGE IN CASH AND CASH EQUIVALENTS$(21,115) $(5,284)
CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD$93,628
 $31,440
CASH AND CASH EQUIVALENTS, END OF PERIOD$72,513
 $26,156

Table of Contents
See notes to condensed consolidated financial statements


JACK HENRY & ASSOCIATES, INC. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(In Thousands, Except Per Share Amounts)
(Unaudited)

NOTE 1.NATURE OF OPERATIONS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
NOTE 1.    NATURE OF OPERATIONS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Description of the Company
Jack Henry & Associates, Inc. and subsidiaries (“JHA”("Jack Henry," "JKHY," or the “Company”"Company") is a provider of integrated computer systems and services. The Company has developed and acquired a number of banking and credit union software systems. The Company's revenues are predominately earned by marketing those systems to financial institutions nationwide together with computer equipment (hardware), by providing the conversion and implementation services for financial institutions to utilize JHAJKHY systems, and by providing other related services. JHAJKHY also provides continuing support and services to customers using on-premise or outsourced systems.
Consolidation
The condensed consolidated financial statements include the accounts of JHAJKHY and all of its subsidiaries, which are wholly-owned, and all intercompany accounts and transactions have been eliminated.
Comprehensive Income
Comprehensive income for the three and six months ended December 31,September 30, 2020 and 2019 and 2018 equals the Company’s net income.
Change in Accounting Policy
The Company adopted FASB Accounting Standards Codification ("ASC") Topic 326, Financial Instruments - Credit Losses, ("CECL") with an adoption date of July 1, 2020 (see Note 2). As a result, the Company changed its accounting policy for allowance for credit losses. The accounting policy pursuant to CECL is disclosed below. The adoption of CECL resulted in an immaterial cumulative effect adjustment recorded in retained earnings as of July 1, 2020.
Allowance for Credit Losses
The Company monitors trade and other receivable balances and contract assets and estimates the allowance for lifetime expected credit losses. Estimates of expected credit losses are based on historical collection experience and other factors, including those related to current market conditions and events.
The following table summarizes allowance for credit losses activity for the quarter ended September 30, 2020:
Allowance for credit losses at June 30, 2020$6,719 
Cumulative effect of accounting standards update adoption493 
Current quarter provision for expected credit losses540 
Write-offs charged against allowance(1,023)
Recoveries of amounts previously written off(3)
Other5 
Allowance for credit losses at September 30, 2020$6,731
While the novel coronavirus ("COVID-19") pandemic did not result in a significant increase in the Company’s expected credit loss allowance recorded as of September 30, 2020, the Company believes it is reasonably possible that future developments related to the economic impact of the COVID-19 pandemic could have a material impact on management’s estimates (see Use of Estimates below).
Property and Equipment
Property and equipment is recorded at cost and depreciated using the straight-line method over the estimated useful lives of the assets.  Accumulated depreciation at December 31, 2019September 30, 2020 totaled $397,244$417,121 and at June 30, 20192020 totaled $388,481.$404,388.
Intangible Assets
Intangible assets consist of goodwill, customer relationships, computer software, and trade names acquired in business acquisitions in addition to internally developed computer software. The amounts are amortized, with the exception of those intangible assets with an indefinite life (such as goodwill), over an estimated economic benefit
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period, generally three to twenty years.  Accumulated amortization of intangible assets totaled $766,312$846,659 and $707,518$812,856 at December 31, 2019September 30, 2020 and June 30, 2019,2020, respectively.
Purchase of Investments
At June 30, 2019, theThe Company had an investment in the preferred stock of Automated Bookkeeping, Inc ("Autobooks") of $5,000. During the first quarter of fiscal$6,000 at September 30, 2020 the Company made an additional investment in Autobooks of $1,000, for a total investment at December 31, 2019 of $6,000, representingand June 30, 2020, which represented a non-controlling share of the voting equity as of that date.each of those dates. The total investment was recorded at cost and is included within other non-current assets on the Company's balance sheet. There have been no events or changes in circumstances that would indicate an impairment and no price changes resulting from observing a similar or identical investment. An impairment and/or an observable price change would be an adjustment to recorded cost. Fair value will not be estimated unless there are identified events or changes in circumstances that may have a significant adverse effect on the fair value of the investment.
Common Stock
The Board of Directors has authorized the Company to repurchase shares of its common stock. Under this authorization, the Company may finance its share repurchases with available cash reserves or borrowings on its existing line-of-credit. The share repurchase program does not include specific price targets or timetables and may be suspended at any time. At December 31, 2019,September 30, 2020, there were 26,85827,393 shares in treasury stock and the Company had the remaining authority to repurchase up to 3,1332,598 additional shares. The total cost of treasury shares at December 31, 2019September 30, 2020 is $1,161,334.$1,247,546. During the first sixthree months of fiscal 2020,2021, the Company repurchased 350400 treasury shares. At June 30, 2019,2020, there were 26,50826,993 shares in treasury stock and the Company had authority to repurchase up to 3,4832,998 additional shares.
Income Taxes
Deferred tax liabilities and assets are recognized for the tax effects of differences between the financial statement and tax basis of assets and liabilities. A valuation allowance would be established to reduce deferred tax assets if it is more likely than not that a deferred tax asset will not be realized.

The Company recognizes the tax benefit from an uncertain tax position only if it is more likely than not that the tax position will be sustained on examination by the taxing authorities, based upon the technical merits of the position. The tax benefit recognized in the financial statements from such a position is measured based on the largest benefit that has a greater than 50% likelihood of being realized upon ultimate settlement. Also, interest and penalties expenses are recognized on the full amount of deferred benefits for uncertain tax positions. The Company's policy is to include interest and penalties related to unrecognized tax benefits in income tax expense.
Interim Financial Statements
The accompanying condensed consolidated financial statements have been prepared in accordance with the instructions to Form 10-Q of the Securities and Exchange Commission ("SEC") and in accordance with accounting principles generally accepted in the United States of America ("U.S. GAAP") applicable to interim condensed consolidated financial statements, and do not include all of the information and footnotes required by accounting principles generally accepted in the United States of America for complete consolidated financial statements. The condensed consolidated financial statements should be read in conjunction with the Company’s audited consolidated financial statements and accompanying notes, which are included in its Annual Report on Form 10-K (“Form 10-K”) for the fiscal year ended June 30, 2019.2020. The accounting policies followed by the Company are set forth in Note 1 to the Company's consolidated financial statements included in its Form 10-K for the fiscal year ended June 30, 2019,2020, with updates to certain policies included in this Note 1.
In the opinion of the management of the Company, the accompanying unaudited condensed consolidated financial statements reflect all adjustments necessary (consisting of normal recurring adjustments) to state fairly in all material respects the financial position of the Company as of December 31, 2019,September 30, 2020, the results of its operations for the three and six months ended December 31,September 30, 2020 and 2019, and 2018, changes in stockholders' equity for the three and six months ended December 31,September 30, 2020 and 2019, and 2018, and its cash flows for the sixthree months ended December 31, 2019September 30, 2020 and 2018.2019. The condensed consolidated balance sheet at June 30, 20192020 was derived from audited annual financial statements, but does not contain all of the footnote disclosures from the annual financial statements.
The results of operations for the three and six months ended December 31, 2019September 30, 2020 are not necessarily indicative of the results to be expected for the entire year.

Use of Estimates
The extent to which the COVID-19 pandemic will directly or indirectly impact our business and financial results, including revenue, expenses, cost of revenues, research and development, and selling, general and administrative
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expenses, will depend on future developments that are highly uncertain, such as new information that may emerge concerning COVID-19 and the actions taken to contain or treat COVID-19, as well as the economic impact on local, regional, national and international customers and markets. The Company assessed certain accounting matters that generally require consideration of forecasted financial information in context with the information reasonably available to the Company and the unknown future impacts of COVID-19 as of September 30, 2020 and through the date of this report. The accounting matters assessed included, but were not limited to, the Company’s allowance for credit losses, as well as the carrying value of goodwill and other long-lived assets. While there was not a material impact to the Company’s consolidated financial statements as of and for the quarter ended September 30, 2020, the Company’s future assessment of the magnitude and duration of COVID-19, as well as other factors, could result in material impacts to the Company’s consolidated financial statements in future reporting periods.
NOTE 2:     RECENT ACCOUNTING PRONOUNCEMENTS
Recently Adopted Accounting Guidance
TheIn January 2017, the FASB issued Accounting StandardsStandard Update (ASU)("ASU") No. 2016-02, Leases, in February 2016. This ASU aims2017-04, Intangibles - Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment, which eliminates Step 2 of the goodwill impairment test that had required a hypothetical purchase price allocation. Rather, entities should apply the same impairment assessment to increase transparencyall reporting units and comparability among organizations by recognizing lease assets and liabilities on the balance sheet and requiring disclosure of key information regarding leasing arrangements to enable users of financial statements to assessrecognize an impairment loss for the amount timing, and uncertaintyby which a reporting unit’s carrying amount exceeds its fair value, without exceeding the total amount of cash flows arising from leases. Specifically,goodwill allocated to that reporting unit. Entities will continue to have the standard requires operating lease commitmentsoption to be recorded onperform a qualitative assessment for a reporting unit to determine if the balance sheet as operating lease liabilities and right-of-use assets, and the cost of those operating leases to be amortized on a straight-line basis.
quantitative impairment test is necessary. The Company adopted the new standard effectiveASU No. 2017-04 on July 1, 2019 using2020 and the optional transition method in ASU 2018-11. Under this method, the Company did not adjust its comparative period financial statements for the effects of the new standard or make the new, expanded required disclosures for periods prior to the effective date. The Company elected the package of practical expedients permitted under the new standard, which among other things, allows it to carry forward its historical lease classifications. In addition, the Company has made a policy election to keep leases with an initial term of twelve months or less off of the balance sheet. The Company also elected the practical expedient to not separate the non-lease components of a contract from the lease component to which they relate.
The adoption of standard resulted in the recognition of lease liabilities of $77,393 and right-to-use assets of $74,084 as of July 1, 2019. Adoption of the standard did not have a material impact on the Company’sits condensed consolidated statementsfinancial statements.
In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments - Credit Losses (Topic 326), or CECL, which prescribes an impairment model for most financial instruments based on expected losses rather than incurred losses. Under this model, an estimate of income or condensed consolidated statementsexpected credit losses over the contractual life of cash flows.the instrument is to be recorded as of the end of a reporting period as an allowance to offset the amortized cost basis, resulting in a net presentation of the amount expected to be collected on the financial instrument. For most instruments, entities must apply the standard using a cumulative-effect adjustment to beginning retained earnings as of the beginning of the fiscal year of adoption.
The Company adopted CECL effective July 1, 2020 using the required modified retrospective approach, which resulted in a cumulative-effect decrease to beginning retained earnings of $493. Financial assets and liabilities held by the Company subject to the “expected credit loss” model prescribed by CECL include trade and other receivables as well as contract assets (see Note 1).
Not Yet Adopted
In December of 2019, the FASB issued ASU No. 2019-12, Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes, which removes certain exceptions and simplifies other requirements of Topic 740 guidance. The ASU will be effective for the Company on July 1, 2021. Early adoption of the amendments is permitted, including adoption in any interim period for public business entities for periods for which financial statements have not yet been issued. An entity that elects to early adopt the amendments in an interim period should reflect any adjustments as of the beginning of the annual period that includes that interim period. Additionally, an entity that elects early adoption must adopt all the amendments in the same period. The Company will adopt ASU No. 2019-12 when required, or sooner as allowed, and is assessing the timing of adoption and evaluating the impact on its consolidated financial statements.

In August of 2018, the FASB issued ASU No. 2018-15, Intangibles, Goodwill and Other - Internal-Use Software (Subtopic 350-40), which broadens the scope of Subtopic 350-40 to include costs incurred to implement a hosting arrangement that is a service contract. The costs are capitalized or expensed depending on the nature of the costs and the project stage during which they are incurred, consistent with costs for internal-use software. The amendments in this update can be applied either retrospectively or prospectively to all implementation costs incurred after the date of adoption. The ASU will be effective for the Company on July 1, 2020, with early adoption permitted. The Company plans to early adopt ASU No. 2018-15 for its fiscal 2020 third quarter and, since the adoption will be prospective, there will be no material impact on its consolidated financial statements.
In January 2017, the FASB issued ASU No. 2017-04, Intangibles - Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment, which eliminates Step 2 of the goodwill impairment test that had required a hypothetical purchase price allocation. Rather, entities should apply the same impairment assessment to all reporting units and recognize an impairment loss for the amount by which a reporting unit’s carrying amount exceeds its fair value, without exceeding the total amount of goodwill allocated to that reporting unit. Entities will continue to have the option to perform a qualitative assessment for a reporting unit to determine if the quantitative impairment test is necessary. ASU No. 2017-04 will be effective prospectively for annual or interim goodwill impairment tests in fiscal years beginning after December 15, 2019, with early adoption permitted. The Company plans to adopt ASU No. 2017-04 when required2019-12 effective July 1, 2021 and does not expect the adoption to have a material impact on its consolidated financial statements.
In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments—Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments, which requires financial assets measured at amortized cost basis to be presented at the net amount expected to be collected, with an allowance for credit losses valuation account that is deducted to present the net carrying value at the amount expected to be collected. The amendments in this update are effective for fiscal years beginning after December 15, 2019, including interim periods within those fiscal years, with early adoption permitted. The Company plans to adopt ASU No. 2016-13 when required and is evaluating the impact on its consolidated financial statements.

NOTE 3.    REVENUE AND DEFERRED COSTS
Revenue Recognition
The Company generates revenue from data processing, transaction processing, software licensing and related services, professional services, and hardware sales.
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Disaggregation of Revenue
The tables below present the Company's revenue disaggregated by type of revenue. Refer to Note 11,10, Reportable Segment Information, for disaggregated revenue by type and reportable segment. The majority of the Company’s revenue is earned domestically, with revenue from customers outside the United States comprising less than 1% of total revenue.
 Three Months Ended December 31, Six Months Ended December 31,
 2019 2018 2019 2018
Outsourcing & Cloud$115,897
 $100,066
 $224,480
 $197,425
Product Delivery & Services61,709
 58,794
 133,070
 116,758
In-House Support77,598
 78,462
 176,462
 169,707
Services & Support255,204
 237,322
 534,012
 483,890
        
Processing163,915
 148,953
 323,112
 294,928
        
Total Revenue$419,119
 $386,275
 $857,124
 $778,818


Three Months Ended September 30,
20202019
Outsourcing & Cloud$120,959 $108,583 
Product Delivery & Services56,897 71,361 
In-House Support103,141 98,864 
Services & Support280,997 278,808 
Processing170,803 159,197 
Total Revenue$451,800 $438,005 
Contract Balances
The following table provides information about contract assets and contract liabilities from contracts with customers.
 December 31,
2019		 June 30,
2019
Receivables, net$204,703
 $310,080
Contract Assets- Current21,872
 21,446
Contract Assets- Non-current60,168
 50,640
Contract Liabilities (Deferred Revenue)- Current215,425
 339,752
Contract Liabilities (Deferred Revenue)- Non-current$61,579
 $54,554

September 30,
2020		June 30,
2020
Receivables, net$223,013 $300,945 
Contract Assets- Current21,136 21,609 
Contract Assets- Non-current53,788 54,293 
Contract Liabilities (Deferred Revenue)- Current254,764 318,161 
Contract Liabilities (Deferred Revenue)- Non-current67,745 71,461 
Contract assets primarily result from revenue being recognized when or as control of a solution or service is transferred to the customer, but where invoicing is contingent upon the completion of other performance obligations or payment terms differ from the provisioning of services. The current portion of contract assets is reported within prepaid expenses and other in the condensed consolidated balance sheet, and the non-current portion is included in other non-current assets. Contract liabilities (deferred revenue) primarily relate to consideration received from customers in advance of delivery of the related goods and services to the customer. Contract balances are reported in a net contract asset or liability position on a contract-by-contract basis at the end of each reporting period.
The Company analyzes contract language to identify if a significant financing component does exist, and would adjust the transaction price for any material effects of the time value of money if the timing of payments provides either party to the contract with a significant benefit of financing the transaction.
DuringFor the three months ended December 31,September 30, 2020 and 2019, and 2018, the Company recognized revenue of $84,613$93,047 and $93,656, respectively, that was included in the corresponding deferred revenue balance at the beginning of the periods. For the six months ended December 31, 2019 and 2018, the Company recognized revenue of $155,625 and $164,051,$94,054, respectively, that was included in the corresponding deferred revenue balance at the beginning of the periods.
Amounts recognized that relate to performance obligations satisfied (or partially satisfied) in prior periods were immaterial for each period presented. These adjustments are primarily the result of transaction price re-allocations due to changes in estimates of variable consideration.
Transaction Price Allocated to Remaining Performance Obligations
As of December 31, 2019,September 30, 2020, estimated revenue expected to be recognized in the future related to performance obligations that are unsatisfied (or partially unsatisfied) at the end of the reporting period totaled $3,901,517.$4,063,582. The Company expects to recognize approximately 27%28.21% over the next 12 months, 20%19.52% in 13-24 months, and the balance thereafter.
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Contract Costs
The Company incurs incremental costs to obtain a contract as well as costs to fulfill contracts with customers that are expected to be recovered. These costs consist primarily of sales commissions, which are incurred only if a contract is obtained, and customer conversion or implementation-related costs. Capitalized costs are amortized based on the transfer of goods or services to which the asset relates, in line with the percentage of revenue recognized for each performance obligation to which the costs are allocated.
Capitalized costs totaled $255,922$288,917 and $231,273,$271,010, at December 31, 2019September 30, 2020 and June 30, 2019,2020, respectively.
ForDuring the three months ended December 31,September 30, 2020 and 2019, and 2018, amortization of deferred contract costs was $27,821 and $25,435, respectively. During the six months ended December 31, 2019 and 2018, amortization of deferred contract costs totaled $59,214$33,825 and $52,257,$31,393, respectively. There were no impairment losses in relation to capitalized costs for the periods presented.

NOTE 4.    FAIR VALUE OF FINANCIAL INSTRUMENTS
For cash equivalents, amounts receivable or payable and short-term borrowings, fair values approximate carrying value, based on the short-term nature of the assets and liabilities.
The Company's estimates of the fair value for financial assets and financial liabilities are based on the framework established in the fair value accounting guidance. The framework is based on the inputs used in valuation, gives the highest priority to quoted prices in active markets, and requires that observable inputs be used in the valuations when available. The three levels of the hierarchy are as follows:
Level 1: inputs to the valuation are quoted prices in an active market for identical assets

Level 2: inputs to the valuation include quoted prices for similar assets in active markets that are observable either directly or indirectly
Level 3: valuation is based on significant inputs that are unobservable in the market and the Company's own estimates of assumptions that we believe market participants would use in pricing the asset
Fair value of financial assets, included in cash and cash equivalents, and financial liabilities is as follows:
  Estimated Fair Value Measurements Total Fair
  Level 1 Level 2 Level 3 Value
December 31, 2019        
Financial Assets:        
Money market funds $55,376
 $—
 $—
 $55,376
June 30, 2019  
      
Financial Assets:        
Money market funds $81,945
 $—
 $—
 $81,945

Non-Recurring Fair Value Measurements        
December 31, 2019        
Long-lived assets held for sale $—
 $1,300
 $—
 $1,300
June 30, 2019        
Long-lived assets held for sale (a)
 $—
 $1,300
 $—
 $1,300
(a) In accordance with ASC Subtopic 360-10, long-lived assets held for sale with a carrying value of $4,575 were written down to their fair value of $1,300, resulting in an impairment totaling $3,275, which was included in earnings for the period ended June 30, 2017. These assets are expected to be disposed of by sale in the third quarter of fiscal 2020.

NOTE 5.    LEASES
The Company adopted ASU 2016-02 and its related amendments (collectively known as “ASC 842”) on July 1, 2019 using the optional transition method in ASU 2018-11. Therefore, the reported results for the three and six months ended December 31, 2019 reflect the application of ASC 842 while the reported results for the three and six months ended December 31, 2018 were not adjusted and continue to be reported under the accounting guidance, ASC 840, Leases (“ASC 840”), in effect for the prior period.
The Company determines if an arrangement is a lease at inception. The lease term begins on the commencement date, which is the date the Company takes possession of the property and may include options to extend or terminate the lease when it is reasonably certain that the option will be exercised. The lease term is used to determine lease classification as an operating or finance lease and is used to calculate straight-line expense for operating leases. The Company elected the package of practical expedients permitted under the transition guidance within ASU 2016-02 to not reassess prior conclusions related to contracts containing leases, lease classification and initial direct costs.
Right-of-use (“ROU”) assets represent the Company’s right to use an underlying asset for the lease term and lease liabilities represent the Company’s obligation to make lease payments arising from the lease. As a practical expedient, leaseLease agreements with lease and non-lease components are accounted for as a single lease component for all asset classes, which are comprised of real estate leases and equipment leases. ROU assets and lease liabilities are recognized at the commencement date based uponon the present value of lease payments over the lease term. ROU assets also include prepaid lease payments and exclude lease incentives received. The Company estimates contingent lease incentives when it is probable that the Company is entitled to the incentive at lease commencement. Since the Company’s leases do not typically provide an implicit rate, the Company uses its incremental borrowing rate based upon the information available at commencement date for both real estate and equipment leases.date. The determination of the incremental borrowing rate requires judgment. The Company determines the incremental borrowing ratejudgment and is determined by using the Company’s current unsecured borrowing rate, adjusted for various factors such as collateralization and term to align with the terms of the lease. The Company elected the short-term lease recognition exemption for all leases that qualify. Therefore, leases with an initial term of 12 months or less are not recorded on the balance sheet; instead, lease payments are recognized as lease expense on a straight-line basis over the lease term.

The Company leases certain office space, data centers and equipment. The Company’s leases haveequipment with remaining terms of 1 to 1113 years. Certain leases contain renewal options for varying periods, which are at the Company’s sole discretion. For leases where the Company is reasonably certain to exercise a renewal option, such option periods have been included in the determination of the Company’s ROU assets and lease liabilities. Certain leases require the Company to pay taxes, insurance, maintenance, and other operating expenses associated with the leased asset. Such amounts are not included in the measurement of the lease liability to the extent they are variable in nature. These variableVariable lease costs are recognized as a variable lease expense when incurred. Certain leases include options to purchase the leased asset at the end of the lease term, which is assessed as a part of the Company’s lease classification determination. The depreciable life of the ROU asset and leasehold improvements are limited by the expected lease term unless the Company is reasonably certain of a transfer of title or purchase option.
At December 31, 2019,September 30, 2020 and June 30, 2020, the Company had operating lease assets of $67,727. Total$65,242 and $63,948 and financing lease assets of $356 and $355, respectively. At September 30, 2020, total operating lease liabilities of $70,971$69,913 were comprised of current operating lease liabilities of $12,094$13,012 and noncurrent operating lease liabilities of $58,877.$56,901, and total financing lease liabilities of $295 were comprised of current financing lease liabilities of $126 and noncurrent financing lease liabilities of $169. At June 30, 2020, total operating lease liabilities of $68,309 were comprised of current operating lease liabilities of $11,712 and noncurrent operating lease liabilities of $56,597, and total financing lease liabilities of $323 were comprised of current financing lease liabilities of $115 and noncurrent financing lease liabilities of $208.
Operating lease assets are included within other non-current assets and operating lease liabilities are included withwithin accrued expenses (current portion) and other long-term liabilities (noncurrent portion) in the Company’s condensed consolidated balance sheet. Operating lease assets were recorded net of accumulated amortization of $6,826$16,911 and $13,719 as of December 31, 2019.September 30, 2020 and June 30, 2020, respectively. Financing lease assets are included within property and equipment, net and financing lease liabilities are included within notes payable (current portion) and long-term debt (noncurrent portion) in the Company’s condensed consolidated balance sheet. Financing lease assets were recorded net of accumulated amortization of $67 and $38 as of September 30, 2020 and June 30, 2020, respectively.
Operating lease costs for the three and six months ended December 31,September 30, 2020 and 2019 were $4,024$3,909 and $8,031, respectively,$4,007, respectively. Financing lease costs for the three months ended September 30, 2020 and included approximately $7802019 were $31 and $1,659, respectively, of$0, respectively. Total operating and financing lease costs for the respective quarters included variable lease costs.
costs of approximately $1,380 and $879. Operating and financing lease expense isare included within cost of services, research and development, and selling, general & administrative expense, dependent upon the nature and use of the ROU asset, in the Company’s condensed consolidated statement of income.
Operating
12

For the three months ended September 30, 2020 and 2019, the Company had operating cash flows fromfor payments on operating leases for the six months ended December 31, 2019 were $7,803of $3,298 and $3,927, and right-of-use assets obtained in exchange for operating lease liabilities of $4,485 and $1,370, respectively. Operating cash flows for interest paid on financing leases for the three months ended September 30, 2020 and 2019 were $1,370.$2 and $0, respectively.
As of December 31, 2019,September 30, 2020 and June 30, 2020, the weighted-average remaining lease term for the Company's operating leases was 8386 months and 88 months and the weighted-average discount rate was 2.96%.2.66% and 2.76%, respectively. As of September 30, 2020 and June 30, 2020 the weighted-average remaining lease term for the Company's financing leases was 30 months and 33 months, respectively. The weighted-average discount rate for the Company's financing leases was 2.42% as of September 30, 2020 and June 30, 2020.
Maturity of Lease Liabilities under ASC 842
Future minimum rental payments on leases with initial non-cancellable lease terms in excess of one year were due as follows at December 31, 2019:
Due dates Future Minimum Rental Payments
   
2020 (remaining period) $6,944
2021 13,678
2022 12,442
2023 10,785
2024 8,635
Thereafter 26,608
Total lease payments $79,092
Less: interest (8,121)
Present value of lease liabilities $70,971
Operating lease payments include $4,750 related to options to extend lease terms that are reasonably certain of being exercised. At December 31, 2019, there were no legally binding lease payments for leases signed but not yet commenced.

Maturity of Lease Liabilities under ASC 840
Future minimum rental payments on operating leases with initial non-cancellable lease terms in excess of one year were due as follows at JuneSeptember 30, 2019:2020*:
Due Dates (fiscal year)Future Minimum Rental Payments
2021 (remaining period)$10,174 
202213,233 
202311,772 
20249,640 
20256,899 
Thereafter25,164 
Total lease payments$76,882 
Less: interest(6,969)
Present value of lease liabilities$69,913 
Due dates Future Minimum Rental Payments
   
2020 $15,559
2021 13,539
2022 11,860
2023 10,169
2024 8,835
Thereafter 11,671
Total lease payments $71,633
*Financing leases were immaterial to the quarter, so a maturity of lease liabilities table has only been included for operating leases.
Rent expenseLease payments include $10,078 related to options to extend lease terms that are reasonably certain of being exercised. At September 30, 2020 and 2019, there were 0 legally binding lease payments for all operating leases was $15,196 during the year ended June 30, 2019.signed but not yet commenced.

NOTE 6.5.    DEBT
Revolving credit facility
On February 10, 2020, the Company entered into a five-year senior, unsecured revolving credit facility. The revolving credit facility allows for borrowings of up to $300,000,$300,000, which may be increased by the Company at any time until maturity to $600,000.$700,000. The credit facility bears interest at a variable rate equal to (a) a rate based on LIBORa eurocurrency rate or (b) an alternate base rate (the highest of (i) 0%, (ii) the U.S. Bank prime rate ("Prime RateRate") for such day, (ii)(iii) the sum of the Federal Funds Effective Rate for such day plus 0.50% and (iii)(iv) the Eurocurrency Rateeurocurrency rate for a one-month Interest Periodinterest period on such day for dollars plus 1.0%), plus an applicable percentage in each case determined by the Company's leverage ratio. The credit facility is guaranteed by certain subsidiaries of the Company. The credit facilityCompany and is subject to various financial covenants that require the Company to maintain certain financial ratios as defined in the credit facility agreement. As of December 31, 2019,September 30, 2020, the Company was in compliance with all such covenants. The revolving credit facility terminates February 20, 2020. A new 5-year revolving credit facility is anticipated to be in place prior to the termination date.10, 2025. There was 0 outstanding balance under the credit facility balance at either December 31, 2019September 30, 2020 or at June 30, 2019.2020.
Other lines of credit
The Company has an unsecured bank credit line which provides for funding of up to $5,000$5,000 and bears interest at the prime rate less 1%. The credit line was renewed in May 2019 and expires on April 30, 2021. At December 31, 2019, 0 amount was outstanding.2021. There was also 0 balance outstanding at September 30, 2020 or June 30, 2019.2020.
Interest
The Company paid interest of $193$79 and $192$97 during the sixthree months ended December 31,September 30, 2020 and 2019, and 2018, respectively.

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NOTE 7.6.    INCOME TAXES
The effective tax rate was 23.2%22.4% of income before income taxes for the quarter ended December 31, 2019,September 30, 2020, compared to 22.9%24.6% for the same quarter of the priorin fiscal year. For the six months ended December 31, 2019, the effective tax rate was 24.0% compared to 20.9% for the six months ended December 31, 2018. 2020. The increase todecrease in the Company's tax rate was primarily due to the difference in impact of stock-based compensation. The tax benefits recognized from stock-basedshare-based compensation inthat vested during each of the prior year significantly exceeded the tax benefits recognized in the current year.periods.
The Company paid income taxes, net of refunds, of $26,262$455 and $1,090 in the sixthree months ended December 31,September 30, 2020 and 2019, and paid income taxes, net of refunds, of $25,211 in the six months ended December 31, 2018.respectively.
At December 31, 2019,September 30, 2020, the Company had $11,463$10,969 of gross unrecognized tax benefits, $10,762$10,167 of which, if recognized, would affect our effective tax rate. WeThe Company had accrued interest and penalties of $1,883$1,774 and $1,431$1,771 related to uncertain tax positions at December 31,September 30, 2020 and 2019, and 2018, respectively.
The U.S. federal and state income tax returns for fiscal 20162017 and all subsequent years remain subject to examination as of December 31, 2019September 30, 2020 under statute of limitations rules. We anticipate potential changes due to lapsing statutes of limitations and examination closures could reduce the unrecognized tax benefits balance by $3,000 - $4,000$3,500 to $4,500 within twelve months of December 31, 2019.September 30, 2020.

NOTE 8.7.    STOCK-BASED COMPENSATION
Our operating income for the three months ended December 31,September 30, 2020 and 2019 included $4,625 and 2018 included $4,145 and $3,374$2,853 of stock-based compensation costs, respectively. For the six months ended December 31, 2019 and 2018, stock-based compensation costs included in operating income totaled $6,998 and $5,146, respectively.
Stock Options
On November 10, 2015, the Company adopted the 2015 Equity Incentive Plan ("2015 EIP") for its employees and non-employee directors. The plan allows for grants of stock options, stock appreciation rights, restricted stock shares or units, and performance shares or units. The maximum number of shares authorized for issuance under the plan is 3,000. For stock options, terms and vesting periods of the options are determined by the Compensation Committee of the Board of Directors when granted. The option period must expire not more than ten years from the option grant date. The options granted under this plan are exercisable beginning three years after the grant date at an exercise price equal to 100% of the fair market value of the stock at the grant date. The options terminate upon surrender of the option, ninety days after termination of employment, upon the expiration of one year following notification of a deceased optionee, or ten years after grant.
The Company previously issued options to outside directors under the 2005 Non-Qualified Stock Option Plan (“2005 NSOP”). No additional stock options may be issued under this plan.
A summary of option plan activity under these plansthis plan is as follows:
 Number of Shares Weighted Average Exercise Price 
Aggregate
 Intrinsic
 Value
Outstanding July 1, 201932
 $87.27
  
Granted—
 —
  
Forfeited—
 —
  
Exercised—
 —
  
Outstanding December 31, 201932
 $87.27
 $1,850
Vested and Expected to Vest December 31, 201932
 $87.27
 $1,850
Exercisable December 31, 201932
 $87.27
 $1,850

 Number of SharesWeighted Average Exercise PriceAggregate
Intrinsic
Value
Outstanding July 1, 202022 $87.27  
Granted0 0  
Forfeited0 0  
Exercised0 0  
Outstanding September 30, 202022 $87.27 $1,633 
Vested and Expected to Vest September 30, 202022 $87.27 $1,633 
Exercisable September 30, 202022 $87.27 $1,633 
At December 31, 2019,September 30, 2020, there was 0 compensation cost yet to be recognized related to outstanding options. For options currently exercisable, the weighted average remaining contractual term (remaining period of exercisability) as of December 31, 2019September 30, 2020 was 6.505.75 years.
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Restricted Stock Unit Awards
The Company issues both share awards and unit awards under the 2015 EIP, and previously issued these awards through the 2005 Restricted Stock Plan. The following table summarizes non-vested share awards as of December 31, 2019, as well as activity for the six months then ended:
Share awardsShares 
Weighted
Average
Grant Date
Fair Value
Outstanding July 1, 20196
 $87.27
Granted—
 —
Vested(6) 87.27
Forfeited—
 —
Outstanding December 31, 2019—
 $—

At December 31, 2019, there was 0 compensation expense yet to be recognized related to non-vested restricted stock share awards.

EIP. The following table summarizes non-vested restricted stock unit awards as of December 31, 2019, as well as activity for the six months then ended:September 30, 2020:
Unit awardsUnits 
Weighted
Average
Grant Date
Fair Value
 Aggregate Intrinsic Value
Outstanding July 1, 2019298
 $107.00
  
Granted92
 159.68
  
Vested(53) 92.61
  
Forfeited(54) 78.92
  
Outstanding December 31, 2019283
 $132.16
 $41,238

Unit awardsUnitsWeighted
Average
Grant Date
Fair Value		Aggregate Intrinsic Value
Outstanding July 1, 2020307 $136.41 
Granted63 190.03 
Vested(73)90.52 
Forfeited0 0 
Outstanding September 30, 2020297 $158.95 $48,251 
For 52 of theThe 63 unit awards granted in fiscal 2020 with only2021 had service requirements the Companyand performance targets, with 28 only having service requirements. Those 28 were valued the awards at the weighted-average fair value of the non-vested units based on the fair market value of the Company’s equity shares on the grant date, less the present value of expected future dividends to be declared during the vesting period, consistent with the methodology for calculating compensation expense on such awards.
For 38 of the The remaining 4035 unit awards granted in fiscal 2020 with2021 had performance targets the Company utilizedalong with service requirements, all of which were valued using a Monte Carlo pricing model as of the measurement date customized to the specific provisions of the Company’s plan design to value the unit awards as of the grant date. The remaining 2 unit awards granted in fiscal 2020 had other performance targets. Per the Company's award vesting and settlement provisions, approximately half of the awards utilizingthat utilize a Monte Carlo pricing model were valued at grant on the basis of Total Shareholder Return (TSR) in comparison to the compensation peer group made up of participants approved by the Company's Compensation Committee of the Company's Board of Directors for fiscal year 2020,2021, and the other half of the awards utilizing a Monte Carlo pricing model were valued at grant on the basis of Total Shareholder Return in comparison to the Standard & Poor's 1500 Information Technology Index (S&P 1500 IT Index) participants. The weighted average assumptionsMonte Carlo inputs used in the model to estimate fair value at the measurement date and resulting values for these performance unit awards are as follows.
 Compensation Peer Group S&P 1500 IT Index
Volatility16.7% 16.7%
Risk free interest rate1.68% 1.68%
Dividend yield1.1% 1.1%
    
Stock Beta0.713
 0.538

Compensation Peer GroupS&P 1500 IT Index
Volatility25.17 %25.17 %
Risk free interest rate0.11 %0.11 %
Annual dividend based on most recent quarterly dividend1.72 1.72 
Beginning TSR37 %30 %
At December 31, 2019,September 30, 2020, there was $21,457$26,847 of compensation expense, excluding forfeitures, that has yet to be recognized related to non-vested restricted stock unit awards, which will be recognized over a weighted average period of 1.431.60 years.

NOTE 9.��8.    EARNINGS PER SHARE
The following table reflects the reconciliation between basic and diluted earnings per share.
 Three Months Ended December 31, Six Months Ended December 31,
 2019 2018 2019 2018
Net Income$72,098
 $68,089
 $161,468
 $151,640
Common share information:       
Weighted average shares outstanding for basic earnings per share76,879
 77,216
 76,926
 77,202
Dilutive effect of stock options and restricted stock56
 193
 75
 272
Weighted average shares outstanding for diluted earnings per share76,935
 77,409
 77,001
 77,474
Basic earnings per share$0.94
 $0.88
 $2.10
 $1.96
Diluted earnings per share$0.94
 $0.88
 $2.10
 $1.96


Three Months Ended September 30,
 20202019
Net Income$91,216 $89,370 
Common share information:
Weighted average shares outstanding for basic earnings per share76,507 76,972 
Dilutive effect of stock options and restricted stock206 95 
Weighted average shares outstanding for diluted earnings per share76,713 77,067 
Basic earnings per share$1.19 $1.16 
Diluted earnings per share$1.19 $1.16 
Per share information is based on the weighted average number of common shares outstanding for the three and six months ended December 31, 2019September 30, 2020 and 2018.2019. Stock options restricted stock, and restricted stock units have been included in the
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calculation of earnings per share to the extent they are dilutive. There were 500 anti-dilutive stock options or restricted stock shares or units excluded for the quarter ended December 31, 2019September 30, 2020 and 5 anti-dilutive stock options or restricted stock shares or units excluded for the quarter ended December 31, 2018. There were 37 anti-dilutive stock options or restricted stock shares or units excluded for the six months ended December 31, 2019 compared to 1 for the six months ended December 31, 2018.2019.

NOTE 10.9.    BUSINESS ACQUISITIONS
Geezeo
On July 1, 2019,, the Company acquired all of the equity interest of GeezeoDebtFolio, Inc. ("Geezeo") for $37,776 paid in cash. The primary reason for the acquisition was to expand the Company's digital financial management solutions and the purchase was funded by cash generated from operations. Geezeo is a Boston-based provider of retail and business digital financial management solutions.
Management has completed a preliminary purchase price allocation and its assessment of the fair value of acquired assets and liabilities assumed. The recognized amounts of identifiable assets acquired and liabilities assumed, based on their fair values as of July 1, 2019 are set forth below:
Current assets$8,927
Long-term assets397
Identifiable intangible assets19,114
Non-current deferred income tax liability(2,593)
Total other liabilities assumed(7,457)
Total identifiable net assets18,388
Goodwill19,388
Net assets acquired$37,776
Measurement period adjustments were made during the second quarter of fiscal 2020 relating to accrued expenses and working capital, which resulted in adjustments to the goodwill amount recorded. The amounts shown above may change as management finalizes its assessment of the fair value of acquired assets and liabilities and continues to evaluate the income tax implications of this business combination.
Current assets$8,925 
Long-term assets397 
Identifiable intangible assets19,114 
Deferred income tax liability(2,593)
Total other liabilities assumed(7,457)
Total identifiable net assets18,386 
Goodwill19,390 
Net assets acquired$37,776 
The goodwill of $19,388$19,390 arising from this acquisition consists largely of the growth potential, synergies and economies of scale expected from combining the operations of the Company with those of Geezeo, together with the value of Geezeo's assembled workforce. The goodwill from this acquisition has been allocated to our Complementary segment and is not deductible for income tax purposes.
Identifiable intangible assets from this acquisition consist of customer relationships of $10,522, computer software of $5,791, and other intangible assets of $2,801. The amortization period for acquired customer relationships, computer software, and other intangible assets is 15 years for each.
Current assets were inclusive of cash acquired of $7,400. The fair value of current assets acquired included accounts receivable of $1,373, NaN of which were expected to be uncollectible.
Costs incurred related to the acquisition of Geezeo in fiscal 2020 totaled $30 for professional services, travel, and other fees, and were expensed as incurred and reported within cost of revenue and selling, general, and administrative expense.
The Company's condensed consolidated statements of income for the three months ended December 31, 2019September 30, 2020 included revenue of $2,040$3,213 and after-tax net income of $140$1,265 resulting from Geezeo's operations. The Company's condensed consolidated statements of income for the sixthree months ended December 31,September 30, 2019 included revenue of $4,432$2,392 and after-tax net income of $178$38 resulting from Geezeo's operations.
The accompanying condensed consolidated statements of income for the three and six months ended December 31,September 30, 2020 and 2019 and 2018 do not include any revenues and expenses related to this acquisition prior to the acquisition date. The impact of this acquisition was considered immaterial to both the current and prior periods of our condensed consolidated financial statements and pro forma financial information has not been provided.

BOLTS Technologies, Inc
On October 5, 2018, the Company acquired all of the equity interest of BOLTS Technologies, Inc. ("BOLTS") for $15,046 paid in cash. The acquisition was funded by cash generated from operations. BOLTS is the developer of boltsOPEN, a next-generation digital account opening solution.
Management has completed a purchase price allocation and its assessment of the fair value of acquired assets and liabilities assumed. The recognized amounts of identifiable assets acquired and liabilities assumed, based on their fair values as of October 5, 2018 are set forth below:
Current assets$1,384
Identifiable intangible assets2,274
Total other liabilities assumed(1,505)
Total identifiable net assets2,153
Goodwill12,893
Net assets acquired$15,046

The amounts shown above include measurement period adjustments made during fiscal 2019 related to income taxes.
The goodwill of $12,893 arising from this acquisition consists largely of the growth potential, synergies and economies of scale expected from combining the operations of the Company with those of BOLTS, together with the value of BOLTS' assembled workforce. The goodwill from this acquisition has been allocated to our Complementary segment and is not deductible for income tax purposes.
Identifiable intangible assets from this acquisition consist of customer relationships of $567, computer software of $1,409, and other intangible assets of $298. The weighted average amortization period for acquired customer relationships, computer software, and other intangible assets is 15 years, 10 years, and 10 years, respectively.
Current assets were inclusive of cash acquired of $1,365. The fair value of current assets acquired included accounts receivable of $14, NaN of which were expected to be uncollectible.
Costs incurred related to the acquisition of BOLTS in fiscal 2019 totaled $23 for legal, valuation, and other fees, and were expensed as incurred within selling, general, and administrative expense.
The Company's condensed consolidated statements of income for the three months ended December 31, 2019 included revenue of $43 and after-tax net loss of $188 resulting from BOLTS' operations. The Company's condensed consolidated statements of income for the three months ended December 31, 2018 included revenue of $35 and after-tax net loss of $246 resulting from BOLTS' operations.
The Company's condensed consolidated statements of income for the six months ended December 31, 2019 included revenue of $87 and after-tax net loss of $361 resulting from BOLTS' operations. The Company's condensed consolidated statements of income for the six months ended December 31, 2018 included revenue of $35 and after-tax net loss of $246 resulting from BOLTS' operations.
The accompanying condensed consolidated statements of income for the three and six months ended December 31, 2019 and 2018 do not include any revenues and expenses related to this acquisition prior to the acquisition date. The impact of this acquisition was considered immaterial to both the current and prior periods of our condensed consolidated financial statements and pro forma financial information has not been provided.

Agiletics, Inc.
On October 1, 2018, the Company acquired all of the equity interest of Agiletics, Inc. ("Agiletics") for $7,649 paid in cash. The acquisition was funded by cash generated from operations. Agiletics is a provider of escrow, investment, and liquidity management solutions for banks serving commercial customers.
Management has completed a purchase price allocation and its assessment of the fair value of acquired assets and liabilities assumed. The recognized amounts of identifiable assets acquired and liabilities assumed, based on their fair values as of October 1, 2018 are set forth below:
Current assets$2,170
Identifiable intangible assets3,090
Non-current deferred income tax liability(872)
Total other liabilities assumed(738)
Total identifiable net assets3,650
Goodwill3,999
Net assets acquired$7,649

The amounts shown above include measurement period adjustments made during fiscal 2019 related to income taxes.
The goodwill of $3,999 arising from this acquisition consists largely of the growth potential, synergies and economies of scale expected from combining the operations of the Company with those of Agiletics. The goodwill from this acquisition has been allocated to our Core segment and is not deductible for income tax purposes.
Identifiable intangible assets from this acquisition consist of customer relationships of $2,198, computer software of $701, and other intangible assets of $191. The weighted average amortization period for acquired customer relationships, computer software, and other intangible assets is 15 years, 10 years, and 10 years, respectively.
Current assets were inclusive of cash acquired of $1,349. The fair value of current assets acquired included accounts receivable of $302, NaN of which were expected to be uncollectible.
Costs incurred related to the acquisition of Agiletics in fiscal 2019 totaled $36 for legal, valuation, and other fees, and were expensed as incurred within selling, general, and administrative expense.
The Company's condensed consolidated statements of income for the three months ended December 31, 2019 included revenue of $347 and after-tax net income of $72resulting from Agiletics' operations. The Company's condensed consolidated statements of income for the three months ended December 31, 2018 included revenue of $193 and after-tax net loss of $111 resulting from Agiletics' operations.
The Company's condensed consolidated statements of income for the six months ended December 31, 2019 included revenue of $897 and after-tax net income of $237 resulting from Agiletics' operations. The Company's condensed consolidated statements of income for the six months ended December 31, 2018 included revenue of $193 and after-tax net loss of $111 resulting from Agiletics' operations.
The accompanying condensed consolidated statements of income for the three and six months ended December 31, 2019 and 2018 do not include any revenues and expenses related to this acquisition prior to the acquisition date. The impact of this acquisition was considered immaterial to both the current and prior periods of our condensed consolidated financial statements and pro forma financial information has not been provided.

NOTE 11.10.    REPORTABLE SEGMENT INFORMATION
The Company is a provider of integrated computer systems that perform data processing (available for on-premise installations or outsourced services) for banks and credit unions.
The Company’s operations are classified into 4 reportable segments: Core, Payments, Complementary, and Corporate & Other. The Core segment provides core information processing platforms to banks and credit unions, which consist of integrated applications required to process deposit, loan, and general ledger transactions, and maintain centralized customer/member information. The Payments segment provides secure payment processing tools and services, including:including ATM, debit, and credit card transaction processing services;services, online and mobile bill pay solutions; ACHsolutions, Automated Clearing House ("ACH") origination and remote deposit capture processing;processing, and risk management products and services. The Complementary segment provides additional software and services that can be integrated with our Core solutions or used independently. The Corporate & Other segment includes hardware revenue and costs, as well as operating costs not directly attributable to the other three segments.
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The Company evaluates the performance of its segments and allocates resources to them based on various factors, including performance against trend, budget, and forecast. Only revenue and costs of revenue are considered in the evaluation for each segment.
An immaterial adjustment was made during the first quarter of fiscal 2020 to reclassify revenue recognized in fiscal 2019 from the Complementary to the Core segment to be consistent with the current year's allocation of revenue by segment. The amount reclassified totaled $1,603 and is reflected in the segment table below for the six months ended December 31, 2018 .
Three Months Ended
September 30, 2020
CorePaymentsComplementaryCorporate & OtherTotal
REVENUE
Services and Support$150,461 $16,304 $102,675 $11,557 $280,997 
Processing8,569 140,429 21,805 0 170,803 
Total Revenue159,030 156,733 124,480 11,557 451,800 
Cost of Revenue67,589 86,328 48,325 60,687 262,929 
Research and Development26,057 
Selling, General, and Administrative45,226 
Total Expenses334,212 
SEGMENT INCOME$91,441 $70,405 $76,155 $(49,130)
OPERATING INCOME117,588 
INTEREST INCOME (EXPENSE)(49)
INCOME BEFORE INCOME TAXES$117,539 

 Three Months Ended
 December 31, 2019
 Core Payments Complementary Corporate & Other Total
REVENUE         
Services and Support$130,782
 $14,829
 $94,478
 $15,115
 $255,204
Processing7,587
 137,215
 19,006
 107
 163,915
Total Revenue138,369
 152,044
 113,484
 15,222
 419,119
          
Cost of Revenue61,243
 79,135
 48,019
 60,870
 249,267
Research and Development        27,187
Selling, General, and Administrative        48,961
Total Expenses        325,415
          
SEGMENT INCOME$77,126
 $72,909
 $65,465
 $(45,648)  
          
OPERATING INCOME        93,704
          
INTEREST INCOME (EXPENSE)        190
          
INCOME BEFORE INCOME TAXES        $93,894


Three Months Ended
September 30, 2019
CorePaymentsComplementaryCorporate & OtherTotal
REVENUE
Services and Support$148,090 $17,308 $98,451 $14,959 $278,808 
Processing7,806 132,438 18,744 209 159,197 
Total Revenue155,896 149,746 117,195 15,168 438,005 
Cost of Revenue63,306 76,624 46,674 59,187 245,791 
Research and Development24,591 
Selling, General, and Administrative49,436 
Total Expenses319,818 
SEGMENT INCOME$92,590 $73,122 $70,521 $(44,019)
OPERATING INCOME118,187 
INTEREST INCOME (EXPENSE)352 
INCOME BEFORE INCOME TAXES$118,539 

 Three Months Ended
 December 31, 2018
 Core Payments Complementary Corporate & Other Total
REVENUE         
Services and Support$122,721
 $13,108
 $86,386
 $15,107
 $237,322
Processing7,008
 124,911
 16,864
 170
 148,953
Total Revenue129,729
 138,019
 103,250
 15,277
 386,275
    ��     
Cost of Revenue60,288
 65,100
 44,167
 57,729
 227,284
Research and Development        23,990
Selling, General, and Administrative        46,797
Total Expenses        298,071
          
SEGMENT INCOME$69,441
 $72,919
 $59,083
 $(42,452)  
          
OPERATING INCOME        88,204
          
INTEREST INCOME (EXPENSE)        104
          
INCOME BEFORE INCOME TAXES        $88,308



 Six Months Ended
 December 31, 2019
 Core Payments Complementary Corporate & Other Total
REVENUE         
Services and Support$278,873
 $32,137
 $192,929
 $30,073
 $534,012
Processing15,392
 269,654
 37,750
 316
 323,112
Total Revenue294,265
 301,791
 230,679
 30,389
 857,124
          
Cost of Revenue124,549
 155,759
 94,693
 120,057
 495,058
Research and Development        51,778
Selling, General, and Administrative        98,396
Total Expenses        645,232
          
SEGMENT INCOME$169,716
 $146,032
 $135,986
 $(89,668)  
          
OPERATING INCOME        211,892
          
INTEREST INCOME (EXPENSE)        541
          
INCOME BEFORE INCOME TAXES        $212,433



 Six Months Ended
 December 31, 2018
 Core Payments Complementary Corporate & Other Total
REVENUE         
Services and Support$254,712
 $25,878
 $174,846
 $28,454
 $483,890
Processing14,172
 246,338
 34,109
 309
 294,928
Total Revenue268,884
 272,216
 208,955
 28,763
 778,818
          
Cost of Revenue119,504
 130,807
 85,998
 111,087
 447,396
Research and Development        48,016
Selling, General, and Administrative        91,979
Total Expenses        587,391
          
SEGMENT INCOME$149,380
 $141,409
 $122,957
 $(82,324)  
          
OPERATING INCOME        191,427
          
INTEREST INCOME (EXPENSE)        247
          
INCOME BEFORE INCOME TAXES        $191,674


The Company has not disclosed any additional asset information by segment, as the information is not generated for internal management reporting to the Chief Operating Decision Maker.

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NOTE 12:11: SUBSEQUENT EVENTS
DividendNone.
On 


February 7, 2020

18
, the Company's BoardTable of Directors declared a cash dividend of $0.43 per share on its common stock, payable on March 19, 2020 to shareholders of record on March 2, 2020.Contents







ITEM 2.  MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
This discussion and analysis should be read in conjunction with the condensed consolidated financial statements and the accompanying notes to the condensed consolidated financial statements included in this Form 10-Q for the quarter ended December 31, 2019.September 30, 2020.
OVERVIEW
Jack Henry & Associates, Inc. ("JHA"JKHY") is a leading provider of technology solutions and payment processing services primarily for financial services organizations. Its solutions are marketed and supported through three primary brands. Jack Henry Banking® is a top provider of information and transaction processing solutions to U.S. banks ranging from community banks to multi-billion-dollar asset institutions.  Symitar® is a leading provider of information and transaction processing solutions for credit unions of all sizes.  ProfitStars® provides specialized products and services that enable financial institutions of every asset size and charter, and diverse corporate entities outside the financial services industry, to mitigate and control risks, optimize revenue and growth opportunities, and contain costs. JHA'sJKHY's integrated solutions are available for on-premise installation and outsourced delivery in our private cloud.
Our two primary revenue streams are "Services"services and support" and "Processing."processing." Services and support includes: "Outsourcing"outsourcing and cloud" fees that predominantly have contract terms of five years or longer at inception; "Product"product delivery and services" revenue, which includes revenue from the sales of licenses, implementation services, deconversion fees, consulting, and hardware; and "In-house"in-house support" revenue, which is composed of maintenance fees which primarily contain annual contract terms. Processing revenue includes: "Remittance""remittance" revenue from payment processing, remote capture, and automated clearing house (ACH)ACH transactions; "Card""card" fees, including card transaction processing and monthly fees; and "Transaction"transaction and digital" revenue, which includes transaction and mobile processing fees. We continually seek opportunities to increase revenue while at the same time containing costs to expand margins.
All dollar amounts in the following discussion are in thousands, except per share amounts.
COVID-19 Impact and Response
In March 2020, the World Health Organization declared the outbreak of COVID-19 as a pandemic and the President of the United States declared the outbreak as a national emergency. As COVID-19 has rapidly spread, federal, state and local governments have responded by imposing varying degrees of restrictions, including widespread “stay-at-home” orders, social distancing requirements, travel limitations, quarantines, and forced closures or limitations on operations of non-essential businesses. Such restrictions have resulted in significant economic disruptions and uncertainty.
The health, safety, and well-being of our employees and customers is of paramount importance to us. In March 2020, we established an internal task force composed of executive officers and other members of management to frequently assess updates to the COVID-19 situation and recommend Company actions. We offered remote working as a recommended option to employees whose job duties allow them to work off-site. This recommended remote working option is currently extended until at least January 4, 2021, and our internal task force will continue to evaluate recommending further extensions. Based on guidance from the U.S. Department of Homeland Security’s Cybersecurity and Infrastructure Security Agency, the Company was designated as essential critical infrastructure because of our support of the financial services industry. As of October 26, 2020, the majority of our employees were continuing to work remotely. Our internal task force considers federal, state and local guidance, as well as employee-specific and facility-specific factors, when recommending Company actions. At such time that our internal task force recommends that our remote employees begin to return to our facilities, we have prepared procedures to assist with a safe, gradual and deliberate approach, including a return-to-office training, enhanced sanitation procedures and face mask requirements, which are currently being utilized by our employees who are required to be on-site to perform their required job functions.
We have suspended all non-essential business travel until at least January 4, 2021, and our internal task force will continue to evaluate the need for further extensions. We have put additional safety precautions into place for travel that is essential. We have also updated the health benefits available to our employees by waiving out-of-pocket expenses related to testing and treatment of COVID-19. Despite the move to a principally remote workforce, we honored our 2020 summer internship program through virtual methods.
Customers
We are working closely with our customers who are scheduled for on-site visits to ensure their needs are met while taking necessary safety precautions when our employees are required to be at a customer site. Delays of customer system installations due to COVID-19 have been limited, and we have developed processes to handle remote
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installations when available. We expect these processes to provide flexibility and value both during and after the COVID-19 pandemic. However, we have experienced delays related to continuing customer migrations to our new card processing platform. We completed the migrations of our core customers and are on track for the revised schedule for non-core customers by March 31, 2021. We continue to work with our customers to support them during this difficult time, and, to that end, have waived certain late fees in connection with our products and services. We have also enhanced our lending service offerings to support the Paycheck Protection Program that was introduced by the Coronavirus Aid, Relief, and Economic Security (CARES) Act, which was signed into law on March 27, 2020. Even though a substantial portion of our workforce has worked remotely during the outbreak and business travel has been curtailed, we have not yet experienced significant disruption to our operations. We believe our technological capabilities are well positioned to allow our employees to work remotely for the foreseeable future without materially impacting our business.
Financial impact
We have seen delays in certain product installations due to COVID-19 with the associated revenue pushed from the current period to future periods. These headwinds may continue to impact our license, hardware, installation and pass-through revenues throughout fiscal 2021. Despite the changes and restrictions caused by COVID-19, the overall financial and operational impact on our business has been limited and our liquidity, balance sheet, and business trends remain strong. We experienced positive operating cash flows during the first quarter of fiscal 2021, and we do not expect that to change in the near term. However, we are unable to accurately predict the future impact of COVID-19 due to a number of uncertainties, including further government actions; the duration, severity and recurrence of the outbreak; the speed of economic recovery; the potential impact to our customers, vendors, and employees; and how the potential impact might affect future customer services, processing and installation-related revenue, and processes and efficiencies within the Company directly or indirectly impacting financial results. We will continue to monitor COVID-19 and its possible impact on the Company and to take steps necessary to protect the health and safety of our employees and customers.
RESULTS OF OPERATIONS
In the secondfirst quarter of fiscal 2020,2021, total revenue increased 9%3%, or $32,844,$13,795, compared to the same quarter in the prior fiscal year. Excluding an increase of $1,105Adjusting total revenue in both periods for deconversion fees quarter over quarter, and excludingfee revenue, of $2,040 from the company acquired in fiscal 2020, adjustedwhich decreased $9,004 to $5,882, total revenue would have increased 8%5% for the quarter compared to the prior-year quarter.same period a year ago.
Operating expenses increased 9%5% compared to the secondfirst quarter of fiscal 2019. Direct cost of revenue increased, primarily2020, due to increased direct costs and higher personnel costs partially offset by travel expense savings. The increased direct costs were primarily related to our new card payment processing platform and faster payments initiatives.platform. Higher personnel costs were primarily duerelated to a headcount increase of 3%4% at December 31, 2019September 30, 2020 compared to December 31, 2018, contributing to increased salaries and benefits. Other reasons for the increase included higher depreciation and amortization expense primarily related to internally-developed software.September 30, 2019.
Operating income increased 6%decreased 1% for the secondfirst quarter of fiscal 20202021 compared to the secondfirst quarter of fiscal 2019. Excluding2020. Adjusting operating income for both periods for the effect of deconversion fees of $5,219 in the current fiscal quarter and income from$13,649 in the prior fiscal 2020 acquisition,year first quarter, would have resulted in an increase of 7% for the adjusted operating income increasefirst quarter over quarter wasof fiscal 2021 compared to the same at 6%.period a year ago.
The provision for income taxes increased 8%decreased 10% compared to the prior-year secondprior fiscal year first quarter, primarily due to the increase in operating income as stated above, and an increaseda decreased effective tax rate caused by differencesmainly attributable to the difference in impact of share-based compensation that vested during each of the tax impacts of stock-based compensation quarter over quarter.periods. The effective tax rate for the secondfirst quarter of fiscal 2021 was 23.2%22.4% compared to 22.9%24.6% in the same quarter a year ago.
The above changes led to an increase in net income of 6%2% for the first quarter of fiscal 2021 compared to the first quarter of fiscal 2020.
We move into the second quarter of fiscal 2020 compared to the second quarter of fiscal 2019.
In the six months ended December 31, 2019, total revenue increased 10%, or $78,306, over the six months ended December 31, 2018. Deconversion fees in the fiscal year-to-date period increased $8,108 compared to the same six months in the prior fiscal year. Revenue from the fiscal 2020 acquisition totaled $4,432. Excluding deconversion revenue and revenue from the fiscal 2020 acquisition from each period, adjusted total revenue increased 9% period over period.
Operating expenses for the six months ended December 31, 2019 increased 10% compared to the equivalent period in the prior year, primarily due to costs related to our new card payment processing platform, increased headcount, and increased depreciation and amortization expense.
Operating income increased 11% for the fiscal year-to-date period compared to the same period last year. Excluding deconversion fees and income from the fiscal 2020 acquisition, adjusted operating income increased 8% period over period.

Provision for income taxes increased 27% compared to the prior year-to-date period, primarily due to to an increased effective tax rate caused by differences in the tax impacts of stock-based compensation, as well as the increase in operating income as stated above, period over period. The effective tax rate for the six months ended December 31, 2019 was 24.0% compared to 20.9% in the prior-year period.
The result of the above changes led to an increase in net income of 6% for the six months ended December 31, 2019 compared to the same period in fiscal 2019.
We move into the third quarter of fiscal 20202021 with optimism following strong performance in the second quarter.first quarter, but with limited visibility of the future impact of the COVID-19 pandemic. Significant portions of our business continue to come from recurring revenues and our healthy sales pipeline is also remains encouraging. Our customers continue to face regulatory and operational challenges which our products and services address, and in these uncertain times, we believe they have an even greater need for our solutions that directly address institutional profitability, efficiency, and security. Our strong balance sheet, access to extensive lines of credit, the continued strength of our existing lines of revenue, and an unwavering commitment to superior customer service should position us well to address current and future opportunities.
A detailed discussion of the major components of the results of operations for the three and six months ending December 31, 2019ended September 30, 2020 follows. Discussions compare the current fiscal year's three and six months ending December 31, 2019ended September 30, 2020 to the prior year's three and six months ending December 31, 2018.ended September 30, 2019.
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REVENUE
Services and SupportThree Months Ended December 31, %
Change		 Six Months Ended December 31, %
Change		Services and SupportThree Months Ended September 30,%
Change
2019 2018   2019 2018   20202019
Services and Support$255,204
 $237,322
 8% $534,012
 $483,890
 10%Services and Support$280,997 $278,808 1 %
Percentage of total revenue61% 61%   62% 62%  
Percentage of total revenue62 %64 % 
Services and Supportsupport revenue increased 8%1% in the secondfirst quarter of fiscal 20202021 compared to the same quarter last year. Excludinga year ago. Adjusting services and support revenue for deconversion feesfee revenue from each period, which increased $1,105 compared towas $5,882 in the prior-yearcurrent fiscal year quarter and $2,040 of revenue from Geezeo, acquired$14,886 in fiscal 2020, services and support revenue grew 6% quarter over quarter. The adjusted increase was primarily driven by the growth in data processing and hosting fees, as well as increased implementation fees primarily related to our private cloud offerings and consulting fee revenue, quarter over quarter.
In the six months ended December 31, 2019, services and support revenue grew 10% over the six months ended December 31, 2018. Excluding deconversion fees from each period presented, which increased $8,108 compared to the prior year-to-date period, and $4,432 offiscal year quarter, this revenue fromline would have grown 4% for the acquisition in fiscal 2020, services and support revenue grew 8% period over period. The adjusted increase was driven primarily by growth in data processing and hosting fees, as well as increased software usage, hardware revenue, implementation fees primarily related to our private cloud offerings, and consulting fee revenue when compared to the prior year-to-date period.
ProcessingThree Months Ended December 31, 
%
Change
 Six Months Ended December 31, 
%
Change
 2019 2018   2019 2018  
Processing$163,915
 $148,953
 10% $323,112
 $294,928
 10%
Percentage of total revenue39% 39%   38% 38%  
Processing revenue increased 10% in the second quarter of fiscal 2020 compared to the same quarter last fiscal year,year. Services and support revenue growth was primarily driven by data processing and hosting fees and software usage fees reflecting customer favorability of our term license model, partially offset by a decrease in product delivery and services revenue, particularly deconversion fee revenue, quarter over quarter.
ProcessingThree Months Ended September 30,%
Change
 20202019 
Processing$170,803 $159,197 7 %
Percentage of total revenue38 %36 % 
Processing revenue increased 7% in the first quarter of fiscal 2021 compared to the same quarter last fiscal year. The increase was primarily driven by higher card and Jack Henry digital revenue due to increased transactionexpanding volumes, within card processing complemented by increases in each of the other two components.processing components, quarter over quarter.
Each component also experienced volume growth in the fiscal year-to-date period, leading to an increase in processing revenue of 10% for the six months ended December 31, 2019 as compared to the six months ended December 31, 2018.


OPERATING EXPENSES
Cost of RevenueThree Months Ended December 31, 
%
Change
 Six Months Ended December 31, %
Change		Cost of RevenueThree Months Ended September 30,%
Change
2019 2018   2019 2018   20202019 
Cost of Revenue$249,267
 $227,284
 10% $495,058
 $447,396
 11%Cost of Revenue$262,929 $245,791 7 %
Percentage of total revenue59% 59%   58% 57%  Percentage of total revenue58 %56 % 
Cost of revenue for the secondfirst quarter of fiscal 20202021 increased 10%7% over the prior fiscal year secondfirst quarter but remained consistentand increased as a percentage of total revenue. Excluding costs related to deconversions and the fiscal 2020 acquisition, the cost of revenueThe increase was 9% quarter over quarter. The adjusted increase wasprimarily due to higher costs associated with our card processing platform and higher salaries and benefits duepersonnel costs related to increased headcount and increased depreciation and amortizationat September 30, 2020 compared to a year ago due to organic growth within our product lines. The increase in costs was partially offset by travel expense primarily related to developed software.
For the fiscal year-to-date period, cost of revenue increased 11% over the same prior-year period and increased 1%savings as a percentageresult of revenue. Excluding costs related to deconversions and the fiscal 2020 acquisition, cost of revenue increased 10% period over period. The adjusted increase was due to the factors discussed above for the quarter, as well as increased cost of hardware related to higher revenue.COVID-19 travel limitations.
Research and DevelopmentThree Months Ended December 31, 
%
Change
 Six Months Ended December 31, %
Change		Research and DevelopmentThree Months Ended September 30,%
Change
2019 2018   2019 2018   20202019 
Research and Development$27,187
 $23,990
 13% $51,778
 $48,016
 8%Research and Development$26,057 $24,591 6 %
Percentage of total revenue6% 6%   6% 6%  Percentage of total revenue6 %6 % 
Research and development expense increased 13%6% for the secondfirst quarter of fiscal 20202021 over the prior fiscal year secondfirst quarter. Excluding costs related to the fiscal 2020 acquisition, the research and development increase was 11% quarter over quarter. The adjusted increase was primarily due to increasedhigher personnel costs duerelated to aincreased headcount increase at December 31, 2019September 30, 2020 compared to a year agoago. Research and pay raises occurring withindevelopment expense for the trailing twelve-month period. The quarter remained consistent withcompared to the prior fiscal year quarter as a percentage of total revenue.
For the fiscal year-to-date period, research and development expense increased 8% over the prior fiscal year-to-date period. Excluding costs related to the fiscal 2020 acquisition, the research and development increase was 6% period over period. The adjusted increase for the fiscal year-to-date period was also primarily due to increased personnel costs due to the headcount increase discussed above for the quarter and pay raises occurring within the trailing twelve-month period. The six months ended December 31, 2019 remained consistent with the same period a year ago as a percentage of total revenue.
Selling, General, and AdministrativeThree Months Ended December 31, 
%
Change
 Six Months Ended December 31, %
Change		Selling, General, and AdministrativeThree Months Ended September 30,%
Change
2019 2018   2019 2018   20202019 
Selling, General, and Administrative$48,961
 $46,797
 5% $98,396
 $91,979
 7%Selling, General, and Administrative$45,226 $49,436 (9)%
Percentage of total revenue12% 12%   11% 12%  Percentage of total revenue10 %11 % 
Selling, general, and administrative expense increased 5%decreased 9% in the secondfirst quarter of fiscal 20202021 over the same quarter in the prior fiscal year. Excluding costsPersonnel cost increases for the quarter were more than offset by travel expense savings as a result of COVID-19 travel limitations and lower expenses related to deconversionsboth our national sales meeting and the fiscal 2020 acquisition, the selling, Symitar Education Conference being held virtually this year (see "COVID-19 Impact and Response" section above). Selling,
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general, and administrative expense increase was 3% quarter over quarter. The adjusted increase was mainly due to increased salaries and benefits primarily due to a 2% increase in headcount over the prior-year quarter and pay raises occurring within the trailing twelve-month period. Selling, general, and administrative expense remained consistentdecreased as a percentage of total revenue this quarter versus the prior-year quarter.
For the fiscal year-to-date period, selling, general, and administrative expense increased 7% over the prior fiscal year-to-date period. Excluding costs related to deconversions and the fiscal 2020 acquisition, the selling, general and administrative expense increase was 5% period over period. The adjusted increase was primarily due to the factors listed above for the quarter. Selling, general, and administrative expense for the year-to-date period decreased 1% as a percentage of total revenueyear quarter versus the prior fiscal year-to-date period due to ongoing cost control efforts.year quarter.

INTEREST INCOME (EXPENSE)Three Months Ended September 30,%
Change
 20202019 
Interest Income$68 $508 (87)%
Interest Expense$(117)$(156)(25)%
INTEREST INCOME (EXPENSE)Three Months Ended December 31, 
%
Change
 Six Months Ended December 31, 
%
Change
 2019 2018   2019 2018  
Interest Income$346
 $252
 37% $853
 $542
 57%
Interest Expense$(156) $(148) 5% $(312) $(295) 6%
•Interest income fluctuated due to changes in invested balances and yields on invested balances during the secondfirst quarter and fiscal year-to-date period of fiscal 2020 and 2019.2021 compared to the same quarter a year ago. Interest expense remained substantially consistentdecreased when compared to the prior-yearprior fiscal year period due to interest rate fluctuations and length of borrowing time. There was no outstanding borrowings on our revolvingbalance under the credit facility which resulted in payment of only commitment fees under the revolving credit facility.at September 30, 2020 and no outstanding balance at September 30, 2019.
PROVISION FOR INCOME TAXESThree Months Ended December 31, 
%
Change
 Six Months Ended December 31, 
%
Change
PROVISION FOR INCOME TAXESThree Months Ended September 30,%
Change
2019 2018   2019 2018   20202019
Provision for Income Taxes$21,796
 $20,219
 8% $50,965
 $40,034
 27%Provision for Income Taxes$26,323 $29,169 (10)%
Effective Rate23.2% 22.9%   24.0% 20.9%  Effective Rate22.4 %24.6 %
The increasedecrease in effective tax rate infor the three and six months ended December 31, 2019September 30, 2020 compared to the prior fiscal year quarter was primarily due to the changedifference in the impact of stock-basedshare-based compensation quarter over quarter and period over period. The tax benefits recognized from stock-based compensation inthat vested during each of the prior-year periods significantly exceeded the tax benefits recognized in the current-year periods.
NET INCOME
Net income increased 6%2% to $72,098,$91,216, or $0.94$1.19 per diluted share, for the secondfirst quarter of fiscal 20202021 compared to $68,089,$89,370, or $0.88$1.16 per diluted share, in the same period of fiscal 2019,2020, resulting in a 7% increase in diluted earnings per share. The increase in net income is primarily attributable to the growth in our lines of revenue and higher deconversion fees, partially offset by the increase in cost of revenue and income taxes as discussed above.
Net income increased 6% to $161,468, or $2.10 per diluted share, for the six months ended December 31, 2019, compared to $151,640, or $1.96 per diluted share, for the six months ended December 31, 2018, resulting in a 7%3% increase in diluted earnings per share. The increase in net income was primarily attributabledriven by the above factors and a decrease in effective tax rate compared to the growth in our lines of revenue and higher deconversion fees, partially offset by the increase in cost of revenue and income taxes as discussed above.prior fiscal year quarter.
REPORTABLE SEGMENT DISCUSSION
The Company is a leading provider of technology solutions and payment processing services primarily for financial services organizations.
The Company’s operations are classified into four reportable segments: Core, Payments, Complementary, and Corporate and Other. The Core segment provides core information processing platforms to banks and credit unions, which consist of integrated applications required to process deposit, loan, and general ledger transactions, and maintain centralized customer/member information. The Payments segment provides secure payment processing tools and services, including ATM, debit, and credit card processing services; online and mobile bill pay solutions; ACH origination and remote deposit capture processing; and risk management products and services. The Complementary segment provides additional software, processing platforms, and services that can be integrated with our core solutions or used independently. The Corporate and Other segment includes revenue and costs from hardware and other products not attributed to any of the other three segments, as well as operating costs not directly attributable to the other three segments.
CoreCoreCore
Three Months Ended December 31, % Change Six Months Ended December 31, % ChangeThree Months Ended September 30,% Change
2019 2018   2019 2018   20202019
Revenue$138,369
 $129,729
 7% $294,265
 $268,884
 9%Revenue$159,030 $155,896 2 %
Cost of Revenue$61,243
 $60,288
 2% $124,549
 $119,504
 4%Cost of Revenue$67,589 $63,306 7 %
Revenue in the Core segment increased 7%2% and cost of revenue increased 2%7% for the three months ended December 31, 2019September 30, 2020 compared to the three months ended December 31, 2018. ExcludingSeptember 30, 2019. Adjusting Core revenue for deconversion fees,fee revenue in both periods, which totaled

$3,629 $2,332 for the secondfirst quarter of fiscal 2021 and $7,133 for the first quarter of fiscal 2020, and $2,744 for the second quarter of fiscal 2019, revenue in the Core segment revenue would have increased 6%5% quarter over quarter. The adjusted increasedincrease in Core revenue was primarily driven by the growth in data processing and hosting fees,fee revenue, as well as increased implementation fees primarily related to our private cloud offerings and consulting fee revenue, partially offset by decreased on-premisecustomer call support as customers continue to migrate to the outsourced delivery model.revenue. Cost of revenue decreased 2% quarter over quarter as a percentage of revenue.
For the six months ended December 31, 2019, revenue in the Core segment increased 9% compared to the prior year-to-date period. Excluding deconversion fees, which totaled $10,762 and $6,729 for the year-to-date periods of fiscal 2020 and fiscal 2019, respectively, revenue in the Core segment increased 8% period over period. The adjusted revenue increase was primarily driven by the growth in data processing, customer call support, and hosting fees, as well as increased consulting fee revenue and implementation fees primarily related to our private cloud offerings. Cost of revenue decreased 2% as a percentage of revenue for the year-to-date periodfirst quarter of fiscal 2021 compared to the prior year-to-date period due to ongoing cost control efforts.same quarter of fiscal 2020.
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Payments           Payments
Three Months Ended December 31, % Change Six Months Ended December 31, % ChangeThree Months Ended September 30,% Change
2019 2018   2019 2018   20202019
Revenue$152,044
 $138,019
 10% $301,791
 $272,216
 11%Revenue$156,733 $149,746 5 %
Cost of Revenue$79,135
 $65,100
 22% $155,759
 $130,807
 19%Cost of Revenue$86,328 $76,624 13 %
Revenue in the Payments segment increased 10%5% for the secondfirst quarter of fiscal 20202021 compared to the equivalent quarter of the prior fiscal year. ExcludingAdjusting Payments revenue for deconversion fee revenue in both periods, which totaled $1,847 for the first quarter of $2,065 fromfiscal 2021 and $4,970 for the secondfirst quarter of fiscal 2020, and $2,274 from the second quarter of fiscal 2019,Payments revenue stillwould have increased 10%7% quarter over quarter. ThePayments revenue growth was primarily due to increased card and remittance revenue within the processing line of revenue. Cost of revenue increased 22%13% quarter over quarter primarily due to increased costs related to our credit and debit card processing platform, as well as increased personnel costs. Cost of revenue as a percentage of revenue increased 5% for the second quarter of fiscal 2020 compared to the same quarter of fiscal 2019.
For the six months ended December 31, 2019 compared to the same prior-year period, revenue in the Payments segment increased 11%, and 10% after excluding deconversion revenue of $7,036 and $4,347 from each period, respectively. The adjusted increase in revenue period over period was primarily driven by increased card and remittance revenue within the processing line of revenue, as well as an increase in services and support revenue. Cost of revenue increased 19% for the year-to-date period over the prior year-to-date period, primarily due to the same factors as the quarter increase.platform. Cost of revenue as a percentage of revenue increased 4% period over period.for the first quarter of fiscal 2021 compared to the same quarter of fiscal 2020.
ComplementaryComplementaryComplementary
Three Months Ended December 31, % Change Six Months Ended December 31, % ChangeThree Months Ended September 30,% Change
2019 2018   2019 2018   20202019
Revenue$113,484
 $103,250
 10% $230,679
 $208,955
 10%Revenue$124,480 $117,195 6 %
Cost of Revenue$48,019
 $44,167
 9% $94,693
 $85,998
 10%Cost of Revenue$48,325 $46,674 4 %
Revenue in the Complementary segment increased 10%6% for the secondfirst quarter of fiscal 20202021 compared to the equivalent quarter of the prior fiscal year, and 8%7% after excludingadjusting Complementary revenue of $2,040 from the fiscal 2020 acquisition andfor deconversion fee revenue from each period,both periods, which totaled $1,987$1,721 and $1,587$2,768 for the quarters ended December 31,September 30, 2020 and 2019, and 2018, respectively. The adjusted increase in Complementary revenue was primarily driven by increased hosting fees as well as an increase in on-premise support revenue and transaction andhigher Jack Henry digital processing revenue. Cost of revenue increased 9% for the second quarter of fiscal 2020 compared to the second quarter of fiscal 2019 and decreased 1% as a percentage of revenue, quarter over quarter, due to ongoing cost control efforts.
For the year-to-date period compared to the prior year-to-date period, Complementary segment revenue increased 10%. Excluding $4,432 of revenue related to the fiscal 2020 acquisition and deconversion fees totaling $4,754 and $3,379 for the current and prior year-to-date periods, respectively, Complementary revenue increased 8% period over period. The adjusted increase was primarily driven by increased hosting fees, as well as an increase in on-premise support revenue and transaction and digital processing revenue. Cost of revenue for the year-to-date period increased 10% over the prior year-to-date period, which was in line with the revenue increase, and remained a consistent percentage of revenue for each year-to-date period.

Corporate and OtherCorporate and OtherCorporate and Other
Three Months Ended December 31, % Change Six Months Ended December 31, % ChangeThree Months Ended September 30,% Change
2019 2018   2019 2018   20202019
Revenue$15,222
 $15,277
 — % $30,389
 $28,763
 6%Revenue$11,557 $15,168 (24)%
Cost of Revenue$60,870
 $57,729
 5 % $120,057
 $111,087
 8%Cost of Revenue$60,687 $59,187 3 %
Revenue in the Corporate and Other segment remained consistentdecreased 24% for the secondfirst quarter of fiscal 20202021 compared to the equivalent quarter of the prior fiscal year, and increased 6% for the fiscal year-to-date period compared to the prior fiscal year-to-date period.year. The increase period over perioddecrease was primarily due to increasedlower other revenue and hardware revenue. Revenue classified in the Corporate and Other segment includes revenue from hardware and other products and services and hardware not specifically attributed to any of the other three segments.
Cost of revenue for the Corporate and Other segment includes operating cost not directly attributable to any of the other three segments. The increased cost of revenue in the secondfirst quarter of fiscal 20202021 of 5% and fiscal year-to-date period of 8%3% compared to the equivalent quarter and year-to-date period in the prior fiscal year werewas primarily related to increased salaries and benefits frompersonnel costs related to an increase in headcount over the prior-year quarter and year-to-date period and pay raises occurring within the trailing twelve-month period, as well as increased direct costs.prior fiscal year quarter.

LIQUIDITY AND CAPITAL RESOURCES
The Company's cash and cash equivalents decreased to $72,513$195,320 at December 31, 2019September 30, 2020 from $93,628$213,345 at June 30, 2019.2020.
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The following table summarizes net cash from operating activities in the statement of cash flows:
Six Months EndedThree Months Ended
December 31,September 30,
2019 201820202019
Net income$161,468
 $151,640
Net income$91,216 $89,370 
Non-cash expenses95,266
 84,996
Non-cash expenses50,602 47,308 
Change in receivables106,782
 113,563
Change in receivables77,439 77,123 
Change in deferred revenue(117,489) (115,014)Change in deferred revenue(67,113)(68,939)
Change in other assets and liabilities(31,014) (43,141)Change in other assets and liabilities(37,667)(21,810)
Net cash provided by operating activities$215,013
 $192,044
Net cash provided by operating activities$114,477 $123,052 
Cash provided by operating activities for the first sixthree months of fiscal 2020 increased 12%2021 decreased 7% compared to the same period last year. Cash from operations is primarily used to repay debt, pay dividends, repurchase stock, and for capital expenditures.
Cash used in investing activities for the first sixthree months of fiscal 20202021 totaled $125,395$31,188 and included: a payment for the acquisition of Geezeo totaling $30,376, net of cash acquired; $57,886$31,451 for the ongoing enhancements and development of existing and new product and service offerings; capital expenditures on facilities and equipment of $30,758; $5,551$4,478; and $1,374 for the purchase and development of internal use software. This was partially offset by $6,115 of proceeds from completed and pending dispositions. Cash used in investing activities for the first three months of fiscal 2020 totaled $75,425 and included $30,285, net of cash acquired, for the acquisition of Geezeo; $28,475 for the development of software; capital expenditures of $13,101; $2,424 for the purchase and development of internal use software; and $1,150 for the purchase of investments. This was partially offset by $326 of proceeds from asset sales. Cash used in investing activities for the first six months of fiscal 2019 totaled $109,653 and included $54,086 for the development of software; capital expenditures of $32,968; $19,981, net of cash acquired, for the acquisitions of BOLTS and Agiletics, and $2,694 for the purchase and development of internal use software, partially offset by $76$10 of proceeds from the sale of assets.
Financing activities used cash of $110,733$101,314 for the first sixthree months of fiscal 2020,2021, including dividends paid to stockholders of $61,502, $51,210$65,873 for the purchase of treasury shares, and $1,979dividends paid to stockholders of $32,815, $2,598 net cash inflowoutflow from the issuance of stock and tax withholding related to stock-based compensation.compensation, and $28 for payments on financing leases. Financing activities used cash in the first sixthree months of fiscal 2019 totaling $87,675,2020 totaled $44,576, which included $57,104$30,771 for the payment of dividends, $21,276$14,145 for the purchase of treasury shares, and $9,295$340 net cash outflowinflow from the issuance of stock and tax withholding related to stock-based compensation.
Capital Requirements and Resources
The Company generally uses existing resources and funds generated from operations to meet its capital requirements. Capital expenditures totaling $30,758$4,478 and $32,968$13,101 for the sixthree months ending December 31,ended September 30, 2020 and September 30, 2019, and December 31,

2018, respectively, were made primarily for additional equipment and the improvement of existing facilities. These additions were funded from cash generated by operations. Total consolidated capital expenditures on facilities and equipment for the Company for fiscal year 20202021 are not expected to exceed $50,000$63,000 and will be funded from cash generated by operations.
The Board of Directors has authorized the Company to repurchase shares of its common stock. Under this authorization, the Company may finance its share repurchases with available cash reserves or borrowings on its existing line-of-credit. The share repurchase program does not include specific price targets or timetables and may be suspended at any time. At December 31, 2019,September 30, 2020, there were 26,85827,393 shares in treasury stock and the Company had the remaining authority to repurchase up to 3,1332,598 additional shares. The total cost of treasury shares at December 31, 2019September 30, 2020 is $1,161,334.$1,247,546. During the first sixthree months of fiscal 2020,2021, the Company repurchased 350400 treasury shares. At June 30, 2019,2020, there were 26,50826,993 shares in treasury stock and the Company had authority to repurchase up to 3,4832,998 additional shares.
Revolving credit facility
On February 10, 2020, the Company entered into a five-year senior, unsecured revolving credit facility. The revolving credit facility allows for borrowings of up to $300,000, which may be increased by the Company at any time until maturity to $600,000.$700,000. The credit facility bears interest at a variable rate equal to (a) a rate based on LIBORa eurocurrency rate or (b) an alternate base rate (the highest of (i) 0%, (ii) the Prime Rate for such day, (ii)(iii) the sum of the Federal Funds Effective Rate for such day plus 0.50% and (iii)(iv) the Eurocurrency Rateeurocurrency rate for a one month Interest Periodone-month interest period on such day for dollars plus 1.0%), plus an applicable percentage in each case determined by the Company's leverage ratio. The credit facility is guaranteed by certain subsidiaries of the Company. The credit facilityCompany and is subject to various financial covenants that require the Company to maintain certain financial ratios as defined in the credit facility agreement. As of December 31, 2019,September 30, 2020, the Company was in compliance with all such covenants. The revolving credit facility
24

terminates February 20, 2020. A new 5-year revolving credit facility is anticipated to be in place prior to the termination date.10, 2025. There was no outstanding balance under the credit facility balance at either December 31, 2019September 30, 2020 or at June 30, 2019.2020.
Other lines of credit
The Company has an unsecured bank credit line which provides for funding of up to $5,000 and bears interest at the prime rate less 1%. The credit line was renewed in May 2019 and expires on April 30, 2021. At December 31, 2019,September 30, 2020 and June 30, 2020, no amount was outstanding. There was also no balance outstanding at June 30, 2019.



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ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
Dollar amounts in this item are in thousands.
Market risk refers to the risk that a change in the level of one or more market prices, interest rates, indices, volatilities, correlations or other market factors such as liquidity, will result in losses for a certain financial instrument or group of financial instruments. We are currently exposed to credit risk on credit extended to customers and at times are exposed to interest rate risk on outstanding debt. We do not currently use any derivative financial instruments. We actively monitor these risks through a variety of controlled procedures involving senior management.
Based on the controls in place and the credit worthiness of the customer base, we believe the credit risk associated with the extension of credit to our customers will not have a material adverse effect on our consolidated financial position, results of operations, or cash flows.
We have no outstanding debt with variable interest rates as of December 31, 2019,September 30, 2020 and are therefore not currently exposed to interest rate risk.

ITEM 4. CONTROLS AND PROCEDURES
As of the end of the period covered by this Quarterly Report on Form 10-Q, an evaluation was carried out under the supervision and with the participation of our management, including the Company's Chief Executive Officer ("CEO") and Chief Financial Officer ("CFO"), of the effectiveness of the design and operation of our disclosure controls and procedures pursuant to Exchange Act Rules 13a-1513a-15(e) and 15d-15.15d-15(e). Based upon that evaluation, the CEO and CFO concluded that our disclosure controls and procedures are effective to ensure that information we are required to disclose in reports that we file or submit under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in SEC rules and forms. For this purpose, disclosure controls and procedures include controls and procedures designed to ensure that information that is required to be disclosed under the Exchange Act is accumulated and communicated to the Company's management, including the CEO and CFO, as appropriate, to allow timely decisions regarding required disclosure.
Changes in Internal Control over Financial Reporting
During the fiscal quarter ended December 31, 2019,September 30, 2020, there were no changes in internal control over financial reporting that have materially affected, or are reasonably likely to materially affect, the Company's internal control over financial reporting.

PART II. OTHER INFORMATION
ITEM 1.     LEGAL PROCEEDINGS
We are subject to various routine legal proceedings and claims arising in the ordinary course of our business. In the opinion of management, any liabilities resulting from current lawsuits are not expected, either individually or in the aggregate, to have a material adverse effect on our consolidated financial statements. In accordance with U.S. GAAP, we record a liability when it is both probable that a liability has been incurred and the amount of the loss can be reasonably estimated. These liabilities are reviewed at least quarterly and adjusted to reflect the impacts of negotiations, settlements, rulings, advice of legal counsel, and other information and events pertaining to a particular case or proceeding.

ITEM 2.     UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS
Issuer Purchases of Equity Securities
The following shares of the Company were repurchased during the quarter ended December 31, 2019:September 30, 2020:
 
Total Number of Shares Purchased (1)
 Average Price of Share 
Total Number of Shares Purchased as Part of Publicly Announced Plans (1)
 
Maximum Number of Shares that May Yet Be Purchased Under the Plans (2)
October 1 - October 31, 2019—
 $—
 —
 3,383,013
November 1 - November 30, 201999,206
 150.39
 99,206
 3,283,807
December 1 - December 31, 2019151,094
 146.57
 151,094
 3,132,713
Total250,300
 148.08
 250,300
 3,132,713

Total Number of Shares Purchased (1)
Average Price of ShareTotal Number of Shares Purchased as Part of Publicly Announced Plans
Maximum Number of Shares that May Yet Be Purchased Under the Plans (2)
July 1- July 31, 2020— — — 2,997,713 
August 1- August 31, 2020300,000 $166.39 300,000 2,697,713 
September 1- September 30, 2020100,000 159.57 100,000 2,597,713 
Total400,000 164.68 400,000 2,597,713 
(1) 250,300400,000 shares were purchased through a publicly announced repurchase plan.
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(2) Total stock repurchase authorizations approved by the Company's Board of Directors as of February 17, 2015 were for 30 million shares. These authorizations have no specific dollar or share price targets and no expiration dates.

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ITEM 6.     EXHIBITS

31.1
Certification of the Chief Executive Officer.

31.2
Certification of the Chief Financial Officer.

32.1
Certification of the Chief Executive Officer Pursuant to 18 U.S.C. Section 1350.

32.2
Certification of the Chief Financial Officer Pursuant to 18 U.S.C. Section 1350.

101.INS*XBRL Instance Document- the instance document does not appear in the Interactive Data File as its XBRL tags are embedded within the Inline XBRL document

101.SCH*XBRL Taxonomy Extension Schema Document

101.CAL*XBRL Taxonomy Extension Calculation Linkbase Document

101.DEF*XBRL Taxonomy Extension Definition Linkbase Document

101.LAB*XBRL Taxonomy Extension Label Linkbase Document

101.PRE*XBRL Taxonomy Extension Presentation Linkbase Document

31.1    Certification of the Chief Executive Officer.

31.2    Certification of the Chief Financial Officer.

32.1    Certification of the Chief Executive Officer Pursuant to 18 U.S.C. Section 1350.

32.2    Certification of the Chief Financial Officer Pursuant to 18 U.S.C. Section 1350.

101.INS*    XBRL Instance Document- the instance document does not appear in the Interactive Data File as its XBRL tags are embedded within the Inline XBRL document

101.SCH*    XBRL Taxonomy Extension Schema Document

101.CAL*    XBRL Taxonomy Extension Calculation Linkbase Document

101.DEF*    XBRL Taxonomy Extension Definition Linkbase Document

101.LAB*    XBRL Taxonomy Extension Label Linkbase Document

101.PRE*    XBRL Taxonomy Extension Presentation Linkbase Document

104*    Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101)

* Furnished with this quarterly report on Form 10-Q are the following documents formatted in XBRL (Extensible Business Reporting Language): (i) the Condensed Consolidated Balance Sheets at December 31, 2019September 30, 2020 and June 30, 2019,2020, (ii) the Condensed Consolidated Statements of Income for the three and six months ended December 31,September 30, 2020 and 2019, and 2018, (iii) the Condensed Consolidated Statements of Changes in Shareholders' Equity for the three and six months ended December 31,September 30, 2020 and 2019, and 2018, (iv) the Condensed Consolidated Statements of Cash Flows for the sixthree months ended December 31,September 30, 2020 and 2019, and 2018, and (v) Notes to Condensed Consolidated Financial Statements.

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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this quarterly report on Form 10-Q to be signed on its behalf by the undersigned, thereunto duly authorized.

JACK HENRY & ASSOCIATES, INC.
Date:November 6, 2020JACK HENRY & ASSOCIATES, INC.
Date:February 7, 2020/s/ David B. Foss
David B. Foss
Chief Executive Officer and President
Date:February 7,November 6, 2020/s/ Kevin D. Williams
Kevin D. Williams
Chief Financial Officer and Treasurer


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