Document and Entity Information
Document and Entity Information - shares | 6 Months Ended | |
Dec. 31, 2018 | Jan. 31, 2019 | |
Document And Entity Information [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Dec. 31, 2018 | |
Document Fiscal Year Focus | 2,019 | |
Document Fiscal Period Focus | Q2 | |
Trading Symbol | QNST | |
Entity Registrant Name | QUINSTREET, INC | |
Entity Central Index Key | 1,117,297 | |
Current Fiscal Year End Date | --06-30 | |
Entity Filer Category | Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Common Stock, Shares Outstanding | 49,807,261 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets (Unaudited) - USD ($) $ in Thousands | Dec. 31, 2018 | Jun. 30, 2018 |
Current assets: | ||
Cash and cash equivalents | $ 62,447 | $ 64,700 |
Accounts receivable, net | 63,122 | 68,492 |
Prepaid expenses and other assets | 4,927 | 4,432 |
Total current assets | 130,496 | 137,624 |
Property and equipment, net | 4,575 | 4,211 |
Goodwill | 67,429 | 62,283 |
Other intangible assets, net | 28,984 | 8,573 |
Deferred tax assets, noncurrent | 50,132 | 60 |
Other assets, noncurrent | 6,133 | 7,545 |
Total assets | 287,749 | 220,296 |
Current liabilities: | ||
Accounts payable | 34,759 | 32,506 |
Accrued liabilities | 28,592 | 34,811 |
Deferred revenue | 892 | 715 |
Other liabilities | 3,903 | |
Total current liabilities | 68,146 | 68,032 |
Other liabilities, noncurrent | 8,397 | 3,938 |
Total liabilities | 76,543 | 71,970 |
Commitments and contingencies (See Note 10) | ||
Stockholders' equity: | ||
Common stock: $0.001 par value; 100,000,000 shares authorized; 49,771,433 and 48,146,384 shares issued and outstanding at December 31, 2018 and June 30, 2018 | 50 | 48 |
Additional paid-in capital | 282,493 | 277,761 |
Accumulated other comprehensive loss | (357) | (380) |
Accumulated deficit | (70,980) | (129,103) |
Total stockholders' equity | 211,206 | 148,326 |
Total liabilities and stockholders' equity | $ 287,749 | $ 220,296 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Unaudited) (Parenthetical) - $ / shares | Dec. 31, 2018 | Jun. 30, 2018 |
Statement Of Financial Position [Abstract] | ||
Common stock, par value | $ 0.001 | $ 0.001 |
Common stock, shares authorized | 100,000,000 | 100,000,000 |
Common stock, shares issued | 49,771,433 | 48,146,384 |
Common stock, shares outstanding | 49,771,433 | 48,146,384 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations (Unaudited) - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2018 | Dec. 31, 2017 | ||
Income Statement [Abstract] | |||||
Net revenue | $ 104,096 | $ 87,494 | $ 216,965 | $ 174,912 | |
Cost of revenue | [1] | 90,915 | 75,239 | 187,728 | 151,179 |
Gross profit | 13,181 | 12,255 | 29,237 | 23,733 | |
Operating expenses: | |||||
Product development | [1] | 2,995 | 3,475 | 6,300 | 6,689 |
Sales and marketing | [1] | 2,283 | 2,597 | 4,327 | 5,044 |
General and administrative | [1] | 5,049 | 4,511 | 10,443 | 8,971 |
Operating income | 2,854 | 1,672 | 8,167 | 3,029 | |
Interest income | 69 | 36 | 135 | 73 | |
Interest expense | (98) | 0 | (98) | 0 | |
Other income, net | 115 | 243 | 48 | 286 | |
Income before taxes | 2,940 | 1,951 | 8,252 | 3,388 | |
Benefit from (provision for) taxes | 49,886 | (4) | 49,871 | 4 | |
Net income | $ 52,826 | $ 1,947 | $ 58,123 | $ 3,392 | |
Net income per share: | |||||
Basic | $ 1.07 | $ 0.04 | $ 1.18 | $ 0.07 | |
Diluted | $ 1 | $ 0.04 | $ 1.11 | $ 0.07 | |
Weighted-average shares used in computing net income per share: | |||||
Basic | 49,490 | 45,974 | 49,077 | 45,776 | |
Diluted | 52,682 | 49,614 | 52,562 | 48,172 | |
[1] | Cost of revenue and operating expenses include stock-based compensation expense as follows: Cost of revenue $2,001 $1,001 $3,540 $1,926 Product development 427 484 828 960 Sales and marketing 429 306 713 605 General and administrative 1,022 772 1,909 1,509 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Operations (Parenthetical) (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2018 | Dec. 31, 2017 | |
Cost of revenue [Member] | ||||
Stock-based compensation | $ 2,001 | $ 1,001 | $ 3,540 | $ 1,926 |
Product development [Member] | ||||
Stock-based compensation | 427 | 484 | 828 | 960 |
Sales and marketing [Member] | ||||
Stock-based compensation | 429 | 306 | 713 | 605 |
General and administrative [Member] | ||||
Stock-based compensation | $ 1,022 | $ 772 | $ 1,909 | $ 1,509 |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Comprehensive Income (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2018 | Dec. 31, 2017 | |
Statement Of Income And Comprehensive Income [Abstract] | ||||
Net income | $ 52,826 | $ 1,947 | $ 58,123 | $ 3,392 |
Other comprehensive (loss) income: | ||||
Foreign currency translation adjustment | (55) | (26) | 23 | (17) |
Total other comprehensive (loss) income | (55) | (26) | 23 | (17) |
Comprehensive income | $ 52,771 | $ 1,921 | $ 58,146 | $ 3,375 |
Condensed Consolidated Statem_4
Condensed Consolidated Statements of Stockholders' Equity (Unaudited) - USD ($) $ in Thousands | Total | Common Stock [Member] | Treasury Stock [Member] | Additional Paid-in Capital [Member] | Accumulated Other Comprehensive Loss [Member] | Accumulated Deficit [Member] |
Beginning Balance at Jun. 30, 2017 | $ 118,082 | $ 45 | $ 263,533 | $ (463) | $ (145,033) | |
Beginning Balance, Shares at Jun. 30, 2017 | 45,435,836 | |||||
Issuance of common stock upon exercise of stock options | 898 | 898 | ||||
Issuance of common stock upon exercise of stock options, Shares | 181,175 | |||||
Release of restricted stock, net of share settlement | $ 1 | (1) | ||||
Release of restricted stock, net of share settlement, Shares | 697,210 | |||||
Repurchase of common stock | (648) | $ (648) | ||||
Repurchase of common stock, Shares | (93,341) | |||||
Retirement of treasury stock | $ 648 | (648) | ||||
Retirement of treasury stock, Shares | (93,341) | 93,341 | ||||
Stock-based compensation expense | 5,035 | 5,035 | ||||
Withholding taxes related to release of restricted stock, net of share settlement | (1,835) | (1,835) | ||||
Net income | 3,392 | 3,392 | ||||
Other comprehensive income (loss) | (17) | (17) | ||||
Ending Balance at Dec. 31, 2017 | 124,907 | $ 46 | 266,982 | (480) | (141,641) | |
Ending Balance, Shares at Dec. 31, 2017 | 46,220,880 | |||||
Beginning Balance at Sep. 30, 2017 | 121,141 | $ 46 | 265,137 | (454) | (143,588) | |
Beginning Balance, Shares at Sep. 30, 2017 | 45,713,248 | |||||
Issuance of common stock upon exercise of stock options | 898 | 898 | ||||
Issuance of common stock upon exercise of stock options, Shares | 181,175 | |||||
Release of restricted stock, net of share settlement, Shares | 388,821 | |||||
Repurchase of common stock | (523) | $ (523) | ||||
Repurchase of common stock, Shares | (62,364) | |||||
Retirement of treasury stock | $ 523 | (523) | ||||
Retirement of treasury stock, Shares | (62,364) | 62,364 | ||||
Stock-based compensation expense | 2,579 | 2,579 | ||||
Withholding taxes related to release of restricted stock, net of share settlement | (1,109) | (1,109) | ||||
Net income | 1,947 | 1,947 | ||||
Other comprehensive income (loss) | (26) | (26) | ||||
Ending Balance at Dec. 31, 2017 | 124,907 | $ 46 | 266,982 | (480) | (141,641) | |
Ending Balance, Shares at Dec. 31, 2017 | 46,220,880 | |||||
Beginning Balance at Jun. 30, 2018 | $ 148,326 | $ 48 | 277,761 | (380) | (129,103) | |
Beginning Balance, Shares at Jun. 30, 2018 | 48,146,384 | 48,146,384 | ||||
Issuance of common stock upon exercise of stock options | $ 5,124 | $ 1 | 5,123 | |||
Issuance of common stock upon exercise of stock options, Shares | 701,386 | |||||
Release of restricted stock, net of share settlement | $ 1 | (1) | ||||
Release of restricted stock, net of share settlement, Shares | 923,663 | |||||
Stock-based compensation expense | 7,028 | 7,028 | ||||
Withholding taxes related to release of restricted stock, net of share settlement | (7,418) | (7,418) | ||||
Net income | 58,123 | 58,123 | ||||
Other comprehensive income (loss) | 23 | 23 | ||||
Ending Balance at Dec. 31, 2018 | $ 211,206 | $ 50 | 282,493 | (357) | (70,980) | |
Ending Balance, Shares at Dec. 31, 2018 | 49,771,433 | 49,771,433 | ||||
Beginning Balance at Sep. 30, 2018 | $ 153,025 | $ 49 | 277,084 | (302) | (123,806) | |
Beginning Balance, Shares at Sep. 30, 2018 | 49,145,985 | |||||
Issuance of common stock upon exercise of stock options | 3,072 | $ 1 | 3,071 | |||
Issuance of common stock upon exercise of stock options, Shares | 397,306 | |||||
Release of restricted stock, net of share settlement, Shares | 228,142 | |||||
Stock-based compensation expense | 3,899 | 3,899 | ||||
Withholding taxes related to release of restricted stock, net of share settlement | (1,561) | (1,561) | ||||
Net income | 52,826 | 52,826 | ||||
Other comprehensive income (loss) | (55) | (55) | ||||
Ending Balance at Dec. 31, 2018 | $ 211,206 | $ 50 | $ 282,493 | $ (357) | $ (70,980) | |
Ending Balance, Shares at Dec. 31, 2018 | 49,771,433 | 49,771,433 |
Condensed Consolidated Statem_5
Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands | 6 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Cash Flows from Operating Activities | ||
Net income | $ 58,123 | $ 3,392 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Depreciation and amortization | 4,019 | 4,071 |
Provision for sales returns and doubtful accounts receivable | 425 | 241 |
Stock-based compensation | 6,990 | 5,000 |
Release of tax valuation allowance | (49,442) | 0 |
Other adjustments, net | 370 | (272) |
Changes in assets and liabilities: | ||
Accounts receivable | 7,655 | (4,899) |
Prepaid expenses and other assets | 220 | (44) |
Deferred taxes | (597) | 0 |
Accounts payable | 2,138 | 169 |
Accrued liabilities | (7,659) | 3,543 |
Deferred revenue | 177 | (396) |
Other liabilities, noncurrent | 460 | (1,186) |
Net cash provided by operating activities | 22,879 | 9,619 |
Cash Flows from Investing Activities | ||
Capital expenditures | (652) | (199) |
Business acquisitions, net | (22,156) | (14,154) |
Internal software development costs | (1,194) | (1,061) |
Other investing activities | 170 | 224 |
Net cash used in investing activities | (23,832) | (15,190) |
Cash Flows from Financing Activities | ||
Withholding taxes related to release of restricted stock, net of share settlement | (7,418) | (1,835) |
Repurchases of common stock | 0 | (647) |
Proceeds from exercise of common stock options | 5,206 | 898 |
Net cash used in financing activities | (2,212) | (1,584) |
Effect of exchange rate changes on cash, cash equivalents and restricted cash | 37 | (10) |
Net decrease in cash, cash equivalents and restricted cash | (3,128) | (7,165) |
Cash, cash equivalents and restricted cash at beginning of period | 65,588 | 50,459 |
Cash, cash equivalents and restricted cash at end of period | 62,460 | 43,294 |
Reconciliation of cash, cash equivalents, and restricted cash to the condensed consolidated balance sheets | ||
Cash and cash equivalents | 62,447 | 42,406 |
Restricted cash included in other assets, noncurrent | $ 13 | $ 888 |
Restricted Cash, Noncurrent, Asset, Statement of Financial Position [Extensible List] | us-gaap:OtherAssetsNoncurrent | us-gaap:OtherAssetsNoncurrent |
Cash, cash equivalents and restricted cash at end of period | $ 62,460 | $ 43,294 |
Supplemental Disclosure of Cash Flow Information | ||
Cash paid for income taxes | 129 | 118 |
Accrued post-closing payments related to AmOne Corp. acquisition (see Note 7) | $ 7,514 | $ 0 |
The Company
The Company | 6 Months Ended |
Dec. 31, 2018 | |
Organization [Abstract] | |
The Company | 1. The Company QuinStreet, Inc. (the “Company”) is a leader in performance marketplace products and technologies. The Company was incorporated in California in April 1999 and reincorporated in Delaware in December 2009. The Company specializes in customer acquisition for clients in high value, information-intensive markets or “verticals,” including financial services, education, home services and business-to-business technology. The corporate headquarters are located in Foster City, California, with additional offices throughout the United States, Brazil and India. While the majority of the Company’s operations and revenue are in North America, the Company has emerging businesses in Brazil and India. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 6 Months Ended |
Dec. 31, 2018 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | 2. Summary of Significant Accounting Policies Basis of Presentation Principles of Consolidation The condensed consolidated financial statements include the accounts of the Company and its subsidiaries. Intercompany balances and transactions have been eliminated in consolidation. Unaudited Interim Financial Information The accompanying condensed consolidated financial statements and the notes to the condensed consolidated financial statements as of December 31, 2018 and for the three and six months ended December 31, 2018 and 2017 are unaudited. These unaudited interim condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States (“GAAP”) and applicable rules and regulations of the Securities and Exchange Commission (“SEC”) regarding interim financial reporting. Certain information and note disclosures normally included in the financial statements prepared in accordance with GAAP have been condensed or omitted pursuant to such rules and regulations. Accordingly, these interim condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and notes thereto contained in the Company’s Annual Report on Form 10-K for the fiscal year ended June 30, 2018, as filed with the SEC on September 12, 2018. The condensed consolidated balance sheet at June 30, 2018 included herein was derived from the audited financial statements as of that date, but does not include all disclosures, including notes, required by GAAP. The unaudited interim condensed consolidated financial statements have been prepared on the same basis as the audited consolidated financial statements and, in the opinion of management, include all adjustments (consisting only of normal recurring adjustments) necessary for the fair presentation of the Company’s condensed consolidated balance sheet at December 31, 2018, its condensed consolidated statements of stockholders’ equity, operations and comprehensive income for the three and six months ended December 31, 2018 and 2017 and condensed consolidated statements of cash flows for the six months ended December 31, 2018 and 2017. The results of operations for the three and six months ended December 31, 2018 are not necessarily indicative of the results to be expected for the fiscal year ending June 30, 2019, or any other future period. Use of Estimates The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities at the date of the financial statements and reported amounts of revenue and expenses during the period. On an ongoing basis, management evaluates these estimates, judgments and assumptions, including those related to revenue recognition, stock-based compensation, goodwill, long-lived assets, contingencies, and income taxes. The Company bases these estimates on historical and anticipated results and trends and on various other assumptions that the Company believes are reasonable under the circumstances, including assumptions as to future events. These estimates form the basis for making judgments about the carrying values of assets and liabilities and recorded revenue and expenses that are not readily apparent from other sources. Actual results could differ from those estimates, and such differences could affect the results of operations reported in future periods. Accounting Policies The significant accounting policies are described in Note 2, Summary of Significant Accounting Policies, to the consolidated financial statements included in the Company’s Annual Report on Form 10-K for the fiscal year ended June 30, 2018. Revenue Recognition The Company derives revenue primarily from fees earned through the delivery of qualified clicks, leads, inquiries, calls, applications, customers and, to a lesser extent, display advertisements, or impressions. As of July 1, 2018, the Company adopted ASC 606, Revenue from Contracts with Customers (ASC 606) which governs how the Company recognizes revenues in these arrangements. The Company applied the provisions of ASC 606 using the modified retrospective approach, with the cumulative effect of the adoption recognized as of July 1, 2018, to all contracts that had not been completed as of that date. Under ASC 606, the Company recognizes revenue when the Company transfers promised goods or services to clients in an amount that reflects the consideration to which the Company expects to be entitled in exchange for those goods or services. The Company recognizes revenue pursuant to the five-step framework contained in ASC 606: (i) identify the contract with a client; (ii) identify the performance obligations in the contract, including whether they are distinct in the context of the contract; (iii) determine the transaction price, including the constraint on variable consideration; (iv) allocate the transaction price to the performance obligations in the contract; and (v) recognize revenue when (or as) the Company satisfies the performance obligations. As part of determining whether a contract exists, probability of collection is assessed on a client-by-client basis at the outset of the contract. Clients are subjected to a credit review process that evaluates the clients’ financial position and the ability and intention to pay. If it is determined from the outset of an arrangement that the client does not have the ability or intention to pay, the Company will conclude that a contract does not exist and will continuously reassess its evaluation until the Company is able to conclude that a contract does exist. Generally, the Company’s contracts specify the period of time as one month, but in some instances the term may be longer. However, for most of the Company’s contracts with clients, either party can terminate the contract at any time without penalty. Consequently, enforceable rights and obligations only exist on a day-to-day basis, resulting in individual daily contracts during the specified term of the contract or until one party terminates the contract prior to the end of the specified term. The Company has assessed the services promised in its contracts with clients and has identified one performance obligation, which is a series of distinct services. Depending on the client’s needs, these services consist of a specified number or an unlimited number of clicks, leads, calls, applications, customers, etc. (hereafter collectively referred to as “marketing results”) to be delivered over a period of time. The Company satisfies these performance obligations over time as the services are provided. The Company does not promise to provide any other significant goods or services to its clients. Transaction price is measured based on the consideration that the Company expects to receive from a contract with a client. The Company’s contracts with clients contain variable consideration as the price for an individual marketing result varies on a day-to-day basis depending on the market-driven amount a client has committed to pay. However, because the Company ensures the stated period of its contracts do not span multiple reporting periods, the contractual amount within a period is based on the number of marketing results delivered within the period. Therefore, the transaction price for any given period is fixed and no estimation of variable consideration is required. If a marketing result delivered to a client does not meet the contractual requirements associated with that marketing result, the Company’s contracts allow for clients to return a marketing result generally within 5-10 days of having received the marketing result. Such returns are factored into the amount billed to the client on a monthly basis and consequently result in a reduction to revenue in the same month the marketing result is delivered. No warranties are offered to the Company’s clients. The Company does not allocate transaction price as the Company has only one performance obligation and its contracts do not span multiple periods. Taxes collected from clients and remitted to governmental authorities are not included in revenue. The Company bills clients monthly in arrears for the marketing results delivered during the preceding month. The Company’s standard payment terms are 30-60 days. Consequently, the Company does not have significant financing components in its arrangements. Separately from the agreements the Company has with clients, the Company also has agreements with Internet search companies, third-party publishers and strategic partners to generate potential marketing results for its clients. The Company receives a fee from its clients and separately pays a fee to the Internet search companies, third-party publishers and strategic partners. The Company is the primary obligor in the transaction. As a result, the fees paid by its clients are recognized as revenue and the fees paid to its Internet search companies, third-party publishers and strategic partners are included in cost of revenue. Concentrations of Credit Risk The Company had one client that accounted for 21% and 23% of net revenue for the three and six months ended December 31, 2018 and 23% of net revenue for both the three and six months ended December 31, 2017. That same client accounted for 10% and 13% of net accounts receivable as of December 31, 2018 and June 30, 2018. One additional client accounted for 13% of net accounts receivable as of both December 31, 2018 and June 30, 2018. No other clients accounted for 10% or more of net revenue for the three and six months ended December 31, 2018 or 2017 or 10% or more of net accounts receivable as of December 31, 2018 or June 30, 2018. Fair Value of Financial Instruments The Company’s financial instruments consist principally of cash equivalents, accounts receivable, accounts payable and post-closing payments related to its acquisition of AmOne Corp. (“AmOne”). The fair value of the Company’s cash equivalents is determined based on quoted prices in active markets for identical assets for its money market funds. The recorded value and fair value of the post-closing payments as of December 31, 2018 was $7.6 million and was determined using observable market inputs. The recorded values of the Company’s accounts receivable and accounts payable approximate their current fair values due to the relatively short-term nature of these accounts. Cash, Cash Equivalents and Restricted Cash All highly liquid investments with maturities of three months or less at the date of purchase are classified as cash equivalents on the Company’s condensed consolidated balance sheets. As of December 31, 2018 and June 30, 2018, the Company held money market funds of $11.1 million and $10.9 million which are classified as cash equivalents. As of June 30, 2018, the Company maintained $0.9 million cash restricted as collateral for letters of credit. In the second quarter of fiscal year 2019, the cash restriction from the issuing financial institution was removed. Recent Accounting Pronouncements In May 2014, the FASB issued a new accounting standard update on revenue from contracts with clients. The new guidance provides that an entity should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. In March and April 2016, the FASB amended this standard to clarify implementation guidance on principal versus agent considerations and the identification of performance obligations and licensing. In May 2016, the FASB amended this standard to address improvements to the guidance on collectability, noncash consideration, and completed contracts at transition as well as provide a practical expedient for contract modifications at transition and an accounting policy election related to the presentation of sales taxes and other similar taxes collected from customers. The new standard becomes effective for fiscal years beginning after December 15, 2017, and interim periods within those years with early adoption permitted. The Company adopted the new standard effective July 1, 2018 using the modified retrospective approach. The adoption of the standard did not have a material effect on any individual line within the Company’s condensed consolidated financial statements nor on the financial statements as a whole. Therefore, the Company has not included the impact of adoption by line item in its disclosures In February 2016, the FASB issued a new accounting standard update which replaces ASC 840, “Leases.” The new guidance requires a lessee to recognize on its balance sheet a right-of-use asset representing its right to use the underlying asset for the lease term and a lease liability representing its lease payment obligations. The guidance also requires a lessee to recognize a single lease cost, calculated so that the cost of the lease is allocated over the lease term, on a generally straight-line basis. The guidance becomes effective for fiscal years beginning after December 15, 2018, and interim periods within those years, with early adoption permitted. The Company is currently assessing the impact of this new guidance. In November 2016, the FASB issued a new accounting standard update on the disclosure of restricted cash on the statement of cash flows. The new guidance requires the statement of cash flows explain the changes during a reporting period of the totals for cash, cash equivalents, restricted cash, and restricted cash equivalents. Additionally, amounts for restricted cash and restricted cash equivalents are to be included with cash and cash equivalents if the cash flow statement includes a reconciliation of the total cash balances for a reporting period. The Company adopted the new standard effective July 1, 2018. The adoption of this standard did not have a material impact on the Company’s condensed consolidated financial statements. In January 2017, the FASB issued a new accounting standard update to simplify the measurement of goodwill by eliminating the Step 2 impairment test. Step 2 measures a goodwill impairment loss by comparing the implied fair value of a reporting unit’s goodwill with the carrying amount of that goodwill. The new guidance requires an entity to compare the fair value of a reporting unit with its carrying amount and recognize an impairment charge for the amount by which the carrying amount exceeds the reporting unit’s fair value. Additionally, an entity should consider income tax effects from any tax deductible goodwill on the carrying amount of the reporting unit when measuring the goodwill impairment loss, if applicable. The new guidance becomes effective for goodwill impairment tests in fiscal years beginning after December 15, 2019, with early adoption permitted. The adoption of this standard is not expected to have an impact on the Company’s condensed consolidated financial statements. In January 2017, the FASB issued a new accounting standard update which revises the definition of a business and provides new guidance in evaluating when a set of transferred assets and activities is a business. The Company adopted the new standard effective on July 1, 2018, on a prospective basis and the adoption of this standard did not have a material impact on the Company’s condensed consolidated financial statements. In May 2017, the FASB issued a new accounting standard update to amend the scope of modification accounting for share-based payment arrangements. The amendments in the update provide guidance on the types of changes to the terms or conditions of share-based payment awards that would be required to apply modification accounting under ASC 718, Compensation-Stock Compensation. The new guidance became effective on July 1, 2018 and the adoption of this standard did not have a material impact on the Company’s condensed consolidated financial statements. |
Revenue
Revenue | 6 Months Ended |
Dec. 31, 2018 | |
Revenue From Contract With Customer [Abstract] | |
Revenue | 3. Revenue Disaggregation of Revenue The following table shows the Company’s net revenue disaggregated by vertical (in thousands): Three Months Ended Six Months Ended December 31, December 31, 2018 2017 2018 2017 Net revenue: Financial Services $ 74,410 $ 62,284 $ 151,776 $ 120,853 Education 16,214 15,423 38,653 33,570 Other 13,472 9,787 26,536 20,489 Total net revenue $ 104,096 $ 87,494 $ 216,965 $ 174,912 Contract Balances The following table provides information about contract liabilities from the Company’s contracts with its clients (in thousands): December 31, June 30, 2018 2018 Deferred revenue $ 892 $ 715 Client deposits 669 684 The Company’s contract liabilities result from payments received in advance of revenue recognition and . |
Net Income per Share
Net Income per Share | 6 Months Ended |
Dec. 31, 2018 | |
Earnings Per Share [Abstract] | |
Net Income per Share | 4. Net Income per Share Basic net income per share is computed by dividing net income by the weighted-average number of shares of common stock outstanding during the period. Diluted net income per share is computed by using the weighted-average number of shares of common stock outstanding, including potential dilutive shares of common stock assuming the dilutive effect of outstanding stock options and restricted stock units using the treasury stock method. The following table presents the calculation of basic and diluted net income per share: Three Months Ended Six Months Ended December 31, December 31, 2018 2017 2018 2017 (In (In thousands, except per share data) Numerator: Basic and Diluted: Net income $ 52,826 $ 1,947 $ 58,123 $ 3,392 Denominator: Basic: Weighted-average shares of common stock used in computing basic net income per share 49,490 45,974 49,077 45,776 Diluted: Weighted-average shares of common stock used in computing basic net income per share 49,490 45,974 49,077 45,776 Weighted-average effect of dilutive securities: Stock options 1,779 1,332 1,832 724 Restricted stock units 1,413 2,308 1,653 1,672 Weighted-average shares of common stock used in computing diluted net income per share 52,682 49,614 52,562 48,172 Net income per share: Basic $ 1.07 $ 0.04 $ 1.18 $ 0.07 Diluted $ 1.00 $ 0.04 $ 1.11 $ 0.07 Securities excluded from weighted-average shares used in computing diluted net income per share because the effect would have been anti-dilutive: (1) 98 1,398 96 2,088 (1) These weighted-shares relate to anti-dilutive stock options and restricted stock units as calculated using the treasury stock method and could be dilutive in the future. |
Fair Value Measurements
Fair Value Measurements | 6 Months Ended |
Dec. 31, 2018 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | 5. Fair Value Measurements Fair value is defined as the price that would be received on sale of an asset or paid to transfer a liability (exit price) in an orderly transaction between market participants at the measurement date. The FASB has established a fair value hierarchy that distinguishes between (1) market participant assumptions developed based on market data obtained from independent sources (observable inputs) and (2) an entity’s own assumptions about market participant assumptions developed based on the best information available in the circumstances (unobservable inputs). The fair value hierarchy consists of three broad levels, which gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1) and the lowest priority to unobservable inputs (Level 3). The three levels of the fair value hierarchy under the guidance for fair value measurement are described below: Level 1 — Inputs are unadjusted quoted prices in active markets for identical assets or liabilities. Pricing inputs are based upon quoted prices in active markets for identical assets or liabilities that the reporting entity has the ability to access at the measurement date. The valuations are based on quoted prices of the underlying security that are readily and regularly available in an active market, and accordingly, a significant degree of judgment is not required. As of December 31, 2018 and June 30, 2018, the Company used Level 1 assumptions for its money market funds. Level 2 — Pricing inputs are based upon quoted prices for similar instruments in active markets, quoted prices for identical or similar instruments in markets that are not active, and model-based valuation techniques for which all significant assumptions are observable in the market or can be corroborated by observable market data for substantially the full term of the assets or liabilities. As of December 31, 2018, the Company used Level 2 assumptions for its post-closing payments. As of June 30, 2018, the Company did not have any Level 2 financial assets or liabilities. Level 3 — Pricing inputs are generally unobservable for the assets or liabilities and include situations where there is little, if any, market activity for the investment. The inputs into the determination of fair value require management’s judgment or estimation of assumptions that market participants would use in pricing the assets or liabilities. The fair values are therefore determined using model-based techniques that include option pricing models, discounted cash flow models, and similar techniques. As of December 31, 2018 and June 30, 2018, the Company did not have any Level 3 financial assets or liabilities. |
Prepaid Expenses and Other Asse
Prepaid Expenses and Other Assets | 6 Months Ended |
Dec. 31, 2018 | |
Prepaid Expense And Other Assets [Abstract] | |
Prepaid Expenses and Other Assets | 6. Prepaid Expenses and Other Assets During the three months ended December 31, 2015, the Company entered into a 10-year partnership agreement with a large online customer acquisition marketing company focused on the U.S. insurance industry to be their exclusive click monetization partner for the majority of their insurance categories. The agreement included a one-time upfront cash payment of $10.0 million. The payment is being amortized on a straight-line basis over the life of the contract. As of December 31, 2018, the Company has recorded $1.0 million within prepaid expenses and other assets and $5.7 million within other assets, noncurrent on the Company’s condensed consolidated balance sheet. As of June 30, 2018, the Company had recorded $1.0 million within prepaid expenses and other assets and $6.3 million within other assets, noncurrent on the Company’s condensed consolidated balance sheet. Amortization expense was $0.3 and $0.6 million for both the three and six months ended December 31, 2018 and 2017. |
Acquisitions
Acquisitions | 6 Months Ended |
Dec. 31, 2018 | |
Business Combinations [Abstract] | |
Acquisitions | 7. Acquisitions On October 1, 2018, the Company completed the purchase of AmOne, an online performance marketing company in the financial services client vertical, to broaden its publisher and customer relationships. In exchange for all outstanding shares of AmOne, the Company paid $23.0 million in cash upon closing (including $2.7 million cash for net assets acquired subject to post-closing adjustments) and $8.0 million in post-closing payments, payable in equal semi-annual installments over a two year period, with the first installment payable six months following the date of closing. As of December 31, 2018, the Company has a liability related to post-closing adjustments for net assets acquired of $0.1 million included in accrued liabilities on the Company’s condensed consolidated balance sheet. Estimated Fair Value Cash $ 23,032 Post-closing adjustments for net assets acquired 138 Post-closing payments, net of imputed interest of $486 7,514 Total $ 30,684 As of December 31, 2018, the Company had recorded $3.9 million in other liabilities, current and $3.7 million in other liabilities, noncurrent, on the Company’s condensed consolidated balance sheet related to post-closing payments. The acquisition was accounted for as a business combination and the results of operations of AmOne have been included in the Company’s results of operations as of October 1, 2018. The Company allocated the purchase price to identifiable assets acquired based on their estimated fair values. The excess of the purchase price over the aggregate fair value of the identifiable assets acquired was recorded as goodwill and is primarily attributable to synergies the Company expects to achieve related to the acquisition. The goodwill is deductible for tax purposes. The following table summarizes the preliminary allocation of the purchase price and the estimated useful lives of the identifiable assets acquired as of the date of the acquisition (in thousands): Estimated Fair Value Estimated Useful Life Customer/publisher/advertiser relationships $ 21,300 7 years Website/trade/domain names 900 15 years Acquired technology and others 500 3 years Net assets 2,838 n/a Goodwill 5,146 Indefinite Total $ 30,684 The Company is still finalizing the allocation of the purchase price to the individual assets acquired. Accordingly, these preliminary estimates are subject to change during the measurement period, which is the period subsequent to the acquisition date during which the acquirer may adjust the provisional amounts recognized for a business combination, not to exceed one year form the acquisition date. The final purchase price allocation, which may include changes in the allocations within intangible assets and between intangible assets and goodwill, as well as changes in the estimated useful lives of the intangible assets, will be determined when the Company has completed the detailed review of underlying inputs and assumptions used in its preliminary purchase price allocation. The unaudited pro forma financial information in the table below summarizes the combined results of operations for the Company and AmOne as though AmOne had been acquired as of the beginning of fiscal year 2018. The unaudited pro forma financial information is presented for illustrative purposes only and do not necessarily reflect what the combined company’s results of operations would have been had the acquisition occurred as of the beginning of fiscal year 2018, nor is it necessarily indicative of the future results of operations of the combined company. Three Months Ended Six Months Ended December 31, December 31, 2018 2017 2018 2017 (In thousands) (In thousands) Net revenue $ 104,096 $ 92,663 $ 223,455 $ 185,673 Net income 52,846 2,862 59,379 5,293 The pro forma financial information for the three and six months ended December 31, 2018 includes the elimination of $20 thousand and $192 thousand of nonrecurring acquisition costs incurred by the Company that are directly related to the acquisition. The change in the carrying amount of goodwill for the six months ended December 31, 2018 was as follows (in thousands): Goodwill Balance at June 30, 2018 $ 62,283 Additions 5,146 Balance at December 31, 2018 $ 67,429 |
Intangible Assets
Intangible Assets | 6 Months Ended |
Dec. 31, 2018 | |
Finite Lived Intangible Assets Net [Abstract] | |
Intangible Assets | 8. Intangible Assets Intangible assets, net, consisted of the following (in thousands): December 31, 2018 June 30, 2018 Gross Net Gross Net Carrying Accumulated Carrying Carrying Accumulated Carrying Amount Amortization Amount Amount Amortization Amount Customer/publisher/advertiser relationships $ 62,399 $ (38,494 ) $ 23,905 $ 41,101 $ (37,286 ) $ 3,815 Content 60,959 (60,928 ) 31 60,969 (60,930 ) 39 Website/trade/domain names 31,995 (29,775 ) 2,220 31,098 (29,369 ) 1,729 Acquired technology and others 39,399 (36,571 ) 2,828 38,900 (35,910 ) 2,990 Total $ 194,752 $ (165,768 ) $ 28,984 $ 172,068 $ (163,495 ) $ 8,573 Amortization of intangible assets was $1.5 million and $2.2 million for the three and six months ended December 31, 2018 and $0.7 million and $1.8 million for the three and six months ended December 31, 2017. Future amortization expense for the Company’s intangible assets as of December 31, 2018 was as follows (in thousands): Fiscal Year Ending June 30, Amortization 2019 (remaining six months) $ 3,071 2020 6,081 2021 4,761 2022 3,678 2023 3,446 Thereafter 7,947 Total $ 28,984 |
Income Taxes
Income Taxes | 6 Months Ended |
Dec. 31, 2018 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | 9. Income Taxes The Company recorded a valuation allowance against the majority of its deferred tax assets at the end of fiscal year 2014. In the second quarter of fiscal year 2019, due to the preponderance of positive evidence, including the Company’s cumulative profit before taxes and future forecasts of continued profitability for the United States, the Company determined that sufficient positive evidence existed to conclude that substantially all of its valuation allowance was no longer needed. Accordingly; the Company recorded a net benefit from income taxes of $49.9 million for the three and six months ended December 31, 2018 primarily related to the release of the valuation allowance for the majority of its federal and states deferred tax assets of $49.4 million. The Company continues to maintain a valuation allowance related to its deferred tax assets for its foreign entities and California research and development tax credits. If there are unfavorable changes to actual operating results or to projections of future income, the Company may determine that it is more likely than not such deferred tax assets may not be realizable. The Company’s tax provision or benefit from income taxes for interim periods is determined using an estimate of its annual effective tax rate, adjusted for discrete items, if any. Each quarter the Company updates its estimate of the annual effective tax rate and makes a year-to-date adjustment The primary difference between the effective tax rate and the federal statutory tax rate relates to the release of the valuation allowance related to the United States federal and state deferred tax assets with the exception of California research and development tax credits and the benefit of excess share-based compensation tax deductions. The Tax Cuts and Jobs Act (the “Tax Reform Act”) was enacted on December 22, 2017. The Tax Reform Act significantly impacts the future ongoing U.S. corporate income tax by, among things, lowering the U.S. corporate income tax rates from 34% to 21%, providing for unlimited net operating loss carry-forward periods, and implementing a territorial tax system. The reduction of the U.S. corporate tax rate required the Company to revalue its U.S. deferred tax assets and liabilities to the recently enacted federal rate of 21%, however due to the Company’s valuation allowance on domestic deferred tax assets as of the effective date of the Tax Reform Act, there was no material impact to the Company’s condensed consolidated financial statements as a result of the federal tax rate reduction. . |
Commitments and Contingencies
Commitments and Contingencies | 6 Months Ended |
Dec. 31, 2018 | |
Commitments And Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | 10. Commitments and Contingencies Leases The Company leases office space under non-cancelable operating leases with various expiration dates through fiscal year 2026. Rent expense was $1.0 million and $2.0 million for the three and six months ended December 31, 2018 and $0.8 million and $1.6 million for the three and six months ended December 31, 2017. The Company recognizes rent expense on a straight-line basis over the lease period and accrues for rent expense incurred but not paid. Future annual minimum lease payments under noncancelable operating leases as of December 31, 2018 were as follows (in thousands): Operating Fiscal Year Ending June 30, Leases 2019 (remaining six months) $ 842 2020 3,323 2021 4,017 2022 3,989 2023 3,675 Thereafter 1,416 Total $ 17,262 Guarantor Arrangements The Company has agreements whereby it indemnifies its officers and directors for certain events or occurrences while the officer or director is, or was, serving at the Company’s request in such capacity. The term of the indemnification period is for the officer or director’s lifetime. The maximum potential amount of future payments the Company could be required to make under these indemnification agreements is unlimited; however, the Company has a director and officer insurance policy that limits its exposure and enables the Company to recover a portion of any future amounts under certain circumstances and subject to deductibles and exclusions. As a result of its insurance policy coverage, the Company believes the estimated fair value of these indemnification agreements is not material. Accordingly, the Company had no liabilities recorded for these agreements as of December 31, 2018 and June 30, 2018. In the ordinary course of its business, the Company from time to time enters into standard indemnification provisions in its agreements with its clients. Pursuant to these provisions, the Company may be obligated to indemnify its clients for certain losses suffered or incurred, including losses arising from violations of applicable law by the Company or by its third-party publishers, losses arising from actions or omissions of the Company or its third-party publishers, and for third-party claims that a Company product infringed upon any United States patent, copyright or other intellectual property rights. Where practicable, the Company limits its liabilities under such indemnities. Subject to these limitations, the term of such indemnification provisions is generally coterminous with the corresponding agreements but may extend for the duration of the applicable statute of limitations after termination of the agreement. The potential amount of future payments to defend lawsuits or settle indemnified claims under these indemnification provisions is generally limited and the Company believes the estimated fair value of these indemnity provisions is not material. Accordingly, the Company had no liabilities recorded for these agreements as of December 31, 2018 and June 30, 2018. Lending Commitments In the third quarter of fiscal 2018, the Company entered into an unsecured revolving promissory note as a lender, as part of a strategic partnership intended to increase the Company’s presence in the emerging technology career education market. The principal balance at any time cannot exceed $2.5 million and any outstanding principal balance bears interest at 6.00% payable monthly. Repayment of the principal balance can occur without premium or penalty in whole or in part at any time. In the event of an equity offering by the borrower, any outstanding principal balance may be converted to equity securities at the mutual agreement of the Company and borrower. The principal balance and any accrued interest is due on January 1, 2019. No amounts were outstanding as of December 31, 2018. The promissory note expired on January 1, 2019 and was not renewed. Letters of Credit The Company has a $0.4 million letter of credit agreement with a financial institution that is used as collateral for fidelity bonds placed with an insurance company and a $0.5 million letter of credit agreement with a financial institution that is used as collateral for the Company’s corporate headquarters’ operating lease. The letters of credit automatically renew annually without amendment unless cancelled by the financial institutions within 30 days of the annual expiration date. |
Stockholders' Equity
Stockholders' Equity | 6 Months Ended |
Dec. 31, 2018 | |
Equity [Abstract] | |
Stockholders' Equity | 11. Stockholders’ Equity Stock Repurchases In November 2016, the Board of Directors authorized a stock repurchase program to repurchase up to 750,000 outstanding shares of its common stock. Under this program, during the six months ended December 31, 2017, the Company repurchased and retired 30,977 shares of its common stock at a weighted-average price of $3.99 per share, excluding a broker commission of $0.03 per share, at a total cost of $0.1 million. Repurchases under this program took place in the open market and were made under a Rule 10b5-1 plan. This program was completed in July 2017. In July 2017, the Board of Directors authorized a stock repurchase program to repurchase up to 905,000 outstanding shares of its common stock. In October 2017, the Board of Directors increased the number of outstanding shares that may be repurchased to 966,000 shares. Under this program, no repurchases were made during the three and six months ended December 31, 2018. In the three and six months ended December 31, 2017, the Company repurchased and retired 62,364 shares of its common stock at a weighted-average price of $8.36 per share, excluding a broker commission of $0.03 per share, at a total cost of $0.5 million. Repurchases under this program took place in the open market and were made under a Rule 10b5-1 plan. The Company’s |
Stock Benefit Plans
Stock Benefit Plans | 6 Months Ended |
Dec. 31, 2018 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Stock Benefit Plans | 12. Stock Benefit Plans Stock Incentive Plans The Company may grant incentive stock options (“ISOs”), nonstatutory stock options (“NQSOs”), restricted stock, restricted stock units (“RSUs”), stock appreciation rights, performance-based stock awards, and other forms of equity compensation, as well as performance cash awards, under its 2010 Equity Incentive Plan (the “2010 Incentive Plan”). The Company may grant NQSOs and RSUs to non-employee directors under the 2010 Non-Employee Directors’ Stock Award Plan (the “Directors’ Plan”). Prior to fiscal year 2016, the Company granted RSUs with a service condition (“service-based RSUs”). In fiscal year 2016, the Company also began granting to employees RSUs with a market condition (“market-based RSUs”) that requires that the Company’s stock price achieve a specified price above the grant date stock price before it can be eligible for service vesting conditions. In fiscal year 2019, the Company began granting to employees RSUs with a performance condition (“performance-based RSUs”) that vest variably subject to the achievement of revenue growth and adjusted EBITDA targets. The Company evaluates the portion of the awards that are probable to vest quarterly until the performance criteria are met. To date, the Company has issued ISOs, NQSOs, service-based RSUs, market-based RSUs, and performance-based RSUs under its stock incentive plans. As of December 31, 2018, 20,599,689 shares were reserved and 14,789,389 shares were available for issuance under the 2010 Incentive Plan; 4,333,939 shares were reserved and 2,279,127 shares were available for issuance under the Directors’ Plan. Stock-Based Compensation The Company estimates the fair value of stock options at the date of grant using the Black-Scholes option-pricing model. Options are granted with an exercise price equal to the closing price of the Company’s common stock on the date of grant. The weighted-average Black-Scholes model assumptions for the three and six months ended December 31, 2018 and 2017 were as follows: Three Months Ended Six Months Ended December 31, December 31, 2018 2017 2018 2017 Expected term (in years) 4.0 4.4 4.2 4.6 Expected volatility 56 % 49 % 55 % 47 % Expected dividend yield — — — — Risk-free interest rate 2.9 % 2.0 % 2.9 % 1.8 % Grant date fair value $ 6.56 $ 3.09 $ 6.56 $ 1.73 The Company estimates the fair value of market-based RSUs at the date of the grant using the Monte Carlo simulation model. There were no grants of market-based RSUs during the six months ended December 31, 2018. The weighted-average Monte Carlo simulation model assumptions for the three and six months ended December 31, 2017 were as follows: December 31, 2017 Three Months Ended Six Months Ended Expected term (in years) 4.0 4.0 Expected volatility 48 % 48 % Expected dividend yield — — Risk-free interest rate 2.1 % 2.0 % Grant date fair value $ 6.16 $ 5.25 The Company estimates the fair value of service-based RSUs and performance-based RSUs based on the closing price of the Company’s common stock on the grant date. Compensation expense is amortized net of estimated forfeitures on a straight-line basis over the requisite service period of the stock-based compensation awards. |
Segment Information
Segment Information | 6 Months Ended |
Dec. 31, 2018 | |
Segment Reporting [Abstract] | |
Segment Information | 13. Segment Information Operating segments are defined as components of an enterprise about which separate financial information is available that is evaluated regularly by the chief operating decision maker, or decision making group, in deciding how to allocate resources and in assessing performance. The Company’s chief operating decision maker, its chief executive officer, reviews financial information presented on a consolidated basis and no expense or operating income is evaluated at a segment level. Given the consolidated level of review by the Company’s chief executive officer, the Company operates as one reportable segment. The following tables set forth net revenue and long-lived assets by geographic area (in thousands): Three Months Ended Six Months Ended December 31, December 31, 2018 2017 2018 2017 Net revenue: United States $ 102,247 $ 85,798 $ 213,035 $ 170,868 International 1,849 1,696 3,930 4,044 Total net revenue $ 104,096 $ 87,494 $ 216,965 $ 174,912 December 31, June 30, 2018 2018 Property and equipment, net: United States $ 4,295 $ 3,875 International 280 336 Total property and equipment, net $ 4,575 $ 4,211 December 31, June 30, 2018 2018 Other intangible assets, net: United States $ 28,884 $ 8,441 International 100 132 Total other intangible assets, net $ 28,984 $ 8,573 |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 6 Months Ended |
Dec. 31, 2018 | |
Accounting Policies [Abstract] | |
Principles of Consolidation | Principles of Consolidation The condensed consolidated financial statements include the accounts of the Company and its subsidiaries. Intercompany balances and transactions have been eliminated in consolidation. |
Unaudited Interim Financial Information | Unaudited Interim Financial Information The accompanying condensed consolidated financial statements and the notes to the condensed consolidated financial statements as of December 31, 2018 and for the three and six months ended December 31, 2018 and 2017 are unaudited. These unaudited interim condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States (“GAAP”) and applicable rules and regulations of the Securities and Exchange Commission (“SEC”) regarding interim financial reporting. Certain information and note disclosures normally included in the financial statements prepared in accordance with GAAP have been condensed or omitted pursuant to such rules and regulations. Accordingly, these interim condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and notes thereto contained in the Company’s Annual Report on Form 10-K for the fiscal year ended June 30, 2018, as filed with the SEC on September 12, 2018. The condensed consolidated balance sheet at June 30, 2018 included herein was derived from the audited financial statements as of that date, but does not include all disclosures, including notes, required by GAAP. The unaudited interim condensed consolidated financial statements have been prepared on the same basis as the audited consolidated financial statements and, in the opinion of management, include all adjustments (consisting only of normal recurring adjustments) necessary for the fair presentation of the Company’s condensed consolidated balance sheet at December 31, 2018, its condensed consolidated statements of stockholders’ equity, operations and comprehensive income for the three and six months ended December 31, 2018 and 2017 and condensed consolidated statements of cash flows for the six months ended December 31, 2018 and 2017. The results of operations for the three and six months ended December 31, 2018 are not necessarily indicative of the results to be expected for the fiscal year ending June 30, 2019, or any other future period. |
Use of Estimates | Use of Estimates The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities at the date of the financial statements and reported amounts of revenue and expenses during the period. On an ongoing basis, management evaluates these estimates, judgments and assumptions, including those related to revenue recognition, stock-based compensation, goodwill, long-lived assets, contingencies, and income taxes. The Company bases these estimates on historical and anticipated results and trends and on various other assumptions that the Company believes are reasonable under the circumstances, including assumptions as to future events. These estimates form the basis for making judgments about the carrying values of assets and liabilities and recorded revenue and expenses that are not readily apparent from other sources. Actual results could differ from those estimates, and such differences could affect the results of operations reported in future periods. |
Accounting Policies | Accounting Policies The significant accounting policies are described in Note 2, Summary of Significant Accounting Policies, to the consolidated financial statements included in the Company’s Annual Report on Form 10-K for the fiscal year ended June 30, 2018. |
Revenue Recognition | Revenue Recognition The Company derives revenue primarily from fees earned through the delivery of qualified clicks, leads, inquiries, calls, applications, customers and, to a lesser extent, display advertisements, or impressions. As of July 1, 2018, the Company adopted ASC 606, Revenue from Contracts with Customers (ASC 606) which governs how the Company recognizes revenues in these arrangements. The Company applied the provisions of ASC 606 using the modified retrospective approach, with the cumulative effect of the adoption recognized as of July 1, 2018, to all contracts that had not been completed as of that date. Under ASC 606, the Company recognizes revenue when the Company transfers promised goods or services to clients in an amount that reflects the consideration to which the Company expects to be entitled in exchange for those goods or services. The Company recognizes revenue pursuant to the five-step framework contained in ASC 606: (i) identify the contract with a client; (ii) identify the performance obligations in the contract, including whether they are distinct in the context of the contract; (iii) determine the transaction price, including the constraint on variable consideration; (iv) allocate the transaction price to the performance obligations in the contract; and (v) recognize revenue when (or as) the Company satisfies the performance obligations. As part of determining whether a contract exists, probability of collection is assessed on a client-by-client basis at the outset of the contract. Clients are subjected to a credit review process that evaluates the clients’ financial position and the ability and intention to pay. If it is determined from the outset of an arrangement that the client does not have the ability or intention to pay, the Company will conclude that a contract does not exist and will continuously reassess its evaluation until the Company is able to conclude that a contract does exist. Generally, the Company’s contracts specify the period of time as one month, but in some instances the term may be longer. However, for most of the Company’s contracts with clients, either party can terminate the contract at any time without penalty. Consequently, enforceable rights and obligations only exist on a day-to-day basis, resulting in individual daily contracts during the specified term of the contract or until one party terminates the contract prior to the end of the specified term. The Company has assessed the services promised in its contracts with clients and has identified one performance obligation, which is a series of distinct services. Depending on the client’s needs, these services consist of a specified number or an unlimited number of clicks, leads, calls, applications, customers, etc. (hereafter collectively referred to as “marketing results”) to be delivered over a period of time. The Company satisfies these performance obligations over time as the services are provided. The Company does not promise to provide any other significant goods or services to its clients. Transaction price is measured based on the consideration that the Company expects to receive from a contract with a client. The Company’s contracts with clients contain variable consideration as the price for an individual marketing result varies on a day-to-day basis depending on the market-driven amount a client has committed to pay. However, because the Company ensures the stated period of its contracts do not span multiple reporting periods, the contractual amount within a period is based on the number of marketing results delivered within the period. Therefore, the transaction price for any given period is fixed and no estimation of variable consideration is required. If a marketing result delivered to a client does not meet the contractual requirements associated with that marketing result, the Company’s contracts allow for clients to return a marketing result generally within 5-10 days of having received the marketing result. Such returns are factored into the amount billed to the client on a monthly basis and consequently result in a reduction to revenue in the same month the marketing result is delivered. No warranties are offered to the Company’s clients. The Company does not allocate transaction price as the Company has only one performance obligation and its contracts do not span multiple periods. Taxes collected from clients and remitted to governmental authorities are not included in revenue. The Company bills clients monthly in arrears for the marketing results delivered during the preceding month. The Company’s standard payment terms are 30-60 days. Consequently, the Company does not have significant financing components in its arrangements. Separately from the agreements the Company has with clients, the Company also has agreements with Internet search companies, third-party publishers and strategic partners to generate potential marketing results for its clients. The Company receives a fee from its clients and separately pays a fee to the Internet search companies, third-party publishers and strategic partners. The Company is the primary obligor in the transaction. As a result, the fees paid by its clients are recognized as revenue and the fees paid to its Internet search companies, third-party publishers and strategic partners are included in cost of revenue. |
Concentrations of Credit Risk | Concentrations of Credit Risk The Company had one client that accounted for 21% and 23% of net revenue for the three and six months ended December 31, 2018 and 23% of net revenue for both the three and six months ended December 31, 2017. That same client accounted for 10% and 13% of net accounts receivable as of December 31, 2018 and June 30, 2018. One additional client accounted for 13% of net accounts receivable as of both December 31, 2018 and June 30, 2018. No other clients accounted for 10% or more of net revenue for the three and six months ended December 31, 2018 or 2017 or 10% or more of net accounts receivable as of December 31, 2018 or June 30, 2018. |
Fair Value of Financial Instruments | Fair Value of Financial Instruments The Company’s financial instruments consist principally of cash equivalents, accounts receivable, accounts payable and post-closing payments related to its acquisition of AmOne Corp. (“AmOne”). The fair value of the Company’s cash equivalents is determined based on quoted prices in active markets for identical assets for its money market funds. The recorded value and fair value of the post-closing payments as of December 31, 2018 was $7.6 million and was determined using observable market inputs. The recorded values of the Company’s accounts receivable and accounts payable approximate their current fair values due to the relatively short-term nature of these accounts. |
Cash, Cash Equivalents and Restricted Cash | Cash, Cash Equivalents and Restricted Cash All highly liquid investments with maturities of three months or less at the date of purchase are classified as cash equivalents on the Company’s condensed consolidated balance sheets. As of December 31, 2018 and June 30, 2018, the Company held money market funds of $11.1 million and $10.9 million which are classified as cash equivalents. As of June 30, 2018, the Company maintained $0.9 million cash restricted as collateral for letters of credit. In the second quarter of fiscal year 2019, the cash restriction from the issuing financial institution was removed. |
Recent Accounting Pronouncements | Recent Accounting Pronouncements In May 2014, the FASB issued a new accounting standard update on revenue from contracts with clients. The new guidance provides that an entity should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. In March and April 2016, the FASB amended this standard to clarify implementation guidance on principal versus agent considerations and the identification of performance obligations and licensing. In May 2016, the FASB amended this standard to address improvements to the guidance on collectability, noncash consideration, and completed contracts at transition as well as provide a practical expedient for contract modifications at transition and an accounting policy election related to the presentation of sales taxes and other similar taxes collected from customers. The new standard becomes effective for fiscal years beginning after December 15, 2017, and interim periods within those years with early adoption permitted. The Company adopted the new standard effective July 1, 2018 using the modified retrospective approach. The adoption of the standard did not have a material effect on any individual line within the Company’s condensed consolidated financial statements nor on the financial statements as a whole. Therefore, the Company has not included the impact of adoption by line item in its disclosures In February 2016, the FASB issued a new accounting standard update which replaces ASC 840, “Leases.” The new guidance requires a lessee to recognize on its balance sheet a right-of-use asset representing its right to use the underlying asset for the lease term and a lease liability representing its lease payment obligations. The guidance also requires a lessee to recognize a single lease cost, calculated so that the cost of the lease is allocated over the lease term, on a generally straight-line basis. The guidance becomes effective for fiscal years beginning after December 15, 2018, and interim periods within those years, with early adoption permitted. The Company is currently assessing the impact of this new guidance. In November 2016, the FASB issued a new accounting standard update on the disclosure of restricted cash on the statement of cash flows. The new guidance requires the statement of cash flows explain the changes during a reporting period of the totals for cash, cash equivalents, restricted cash, and restricted cash equivalents. Additionally, amounts for restricted cash and restricted cash equivalents are to be included with cash and cash equivalents if the cash flow statement includes a reconciliation of the total cash balances for a reporting period. The Company adopted the new standard effective July 1, 2018. The adoption of this standard did not have a material impact on the Company’s condensed consolidated financial statements. In January 2017, the FASB issued a new accounting standard update to simplify the measurement of goodwill by eliminating the Step 2 impairment test. Step 2 measures a goodwill impairment loss by comparing the implied fair value of a reporting unit’s goodwill with the carrying amount of that goodwill. The new guidance requires an entity to compare the fair value of a reporting unit with its carrying amount and recognize an impairment charge for the amount by which the carrying amount exceeds the reporting unit’s fair value. Additionally, an entity should consider income tax effects from any tax deductible goodwill on the carrying amount of the reporting unit when measuring the goodwill impairment loss, if applicable. The new guidance becomes effective for goodwill impairment tests in fiscal years beginning after December 15, 2019, with early adoption permitted. The adoption of this standard is not expected to have an impact on the Company’s condensed consolidated financial statements. In January 2017, the FASB issued a new accounting standard update which revises the definition of a business and provides new guidance in evaluating when a set of transferred assets and activities is a business. The Company adopted the new standard effective on July 1, 2018, on a prospective basis and the adoption of this standard did not have a material impact on the Company’s condensed consolidated financial statements. In May 2017, the FASB issued a new accounting standard update to amend the scope of modification accounting for share-based payment arrangements. The amendments in the update provide guidance on the types of changes to the terms or conditions of share-based payment awards that would be required to apply modification accounting under ASC 718, Compensation-Stock Compensation. The new guidance became effective on July 1, 2018 and the adoption of this standard did not have a material impact on the Company’s condensed consolidated financial statements. |
Net Income per Share | Basic net income per share is computed by dividing net income by the weighted-average number of shares of common stock outstanding during the period. Diluted net income per share is computed by using the weighted-average number of shares of common stock outstanding, including potential dilutive shares of common stock assuming the dilutive effect of outstanding stock options and restricted stock units using the treasury stock method. |
Fair Value Measurements | 5. Fair Value Measurements Fair value is defined as the price that would be received on sale of an asset or paid to transfer a liability (exit price) in an orderly transaction between market participants at the measurement date. The FASB has established a fair value hierarchy that distinguishes between (1) market participant assumptions developed based on market data obtained from independent sources (observable inputs) and (2) an entity’s own assumptions about market participant assumptions developed based on the best information available in the circumstances (unobservable inputs). The fair value hierarchy consists of three broad levels, which gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1) and the lowest priority to unobservable inputs (Level 3). The three levels of the fair value hierarchy under the guidance for fair value measurement are described below: Level 1 — Inputs are unadjusted quoted prices in active markets for identical assets or liabilities. Pricing inputs are based upon quoted prices in active markets for identical assets or liabilities that the reporting entity has the ability to access at the measurement date. The valuations are based on quoted prices of the underlying security that are readily and regularly available in an active market, and accordingly, a significant degree of judgment is not required. As of December 31, 2018 and June 30, 2018, the Company used Level 1 assumptions for its money market funds. Level 2 — Pricing inputs are based upon quoted prices for similar instruments in active markets, quoted prices for identical or similar instruments in markets that are not active, and model-based valuation techniques for which all significant assumptions are observable in the market or can be corroborated by observable market data for substantially the full term of the assets or liabilities. As of December 31, 2018, the Company used Level 2 assumptions for its post-closing payments. As of June 30, 2018, the Company did not have any Level 2 financial assets or liabilities. Level 3 — Pricing inputs are generally unobservable for the assets or liabilities and include situations where there is little, if any, market activity for the investment. The inputs into the determination of fair value require management’s judgment or estimation of assumptions that market participants would use in pricing the assets or liabilities. The fair values are therefore determined using model-based techniques that include option pricing models, discounted cash flow models, and similar techniques. As of December 31, 2018 and June 30, 2018, the Company did not have any Level 3 financial assets or liabilities. |
Stock Repurchases | The Company’s |
Segment Information | Operating segments are defined as components of an enterprise about which separate financial information is available that is evaluated regularly by the chief operating decision maker, or decision making group, in deciding how to allocate resources and in assessing performance. The Company’s chief operating decision maker, its chief executive officer, reviews financial information presented on a consolidated basis and no expense or operating income is evaluated at a segment level. Given the consolidated level of review by the Company’s chief executive officer, the Company operates as one reportable segment. |
Revenue (Tables)
Revenue (Tables) | 6 Months Ended |
Dec. 31, 2018 | |
Revenue From Contract With Customer [Abstract] | |
Schedule of Disaggregation of Net Revenue | The following table shows the Company’s net revenue disaggregated by vertical (in thousands): Three Months Ended Six Months Ended December 31, December 31, 2018 2017 2018 2017 Net revenue: Financial Services $ 74,410 $ 62,284 $ 151,776 $ 120,853 Education 16,214 15,423 38,653 33,570 Other 13,472 9,787 26,536 20,489 Total net revenue $ 104,096 $ 87,494 $ 216,965 $ 174,912 |
Schedule of Contract Liabilities From Contracts With Clients | The following table provides information about contract liabilities from the Company’s contracts with its clients (in thousands): December 31, June 30, 2018 2018 Deferred revenue $ 892 $ 715 Client deposits 669 684 |
Net Income per Share (Tables)
Net Income per Share (Tables) | 6 Months Ended |
Dec. 31, 2018 | |
Earnings Per Share [Abstract] | |
Calculation of Basic and Diluted Net Income per Share | The following table presents the calculation of basic and diluted net income per share: Three Months Ended Six Months Ended December 31, December 31, 2018 2017 2018 2017 (In (In thousands, except per share data) Numerator: Basic and Diluted: Net income $ 52,826 $ 1,947 $ 58,123 $ 3,392 Denominator: Basic: Weighted-average shares of common stock used in computing basic net income per share 49,490 45,974 49,077 45,776 Diluted: Weighted-average shares of common stock used in computing basic net income per share 49,490 45,974 49,077 45,776 Weighted-average effect of dilutive securities: Stock options 1,779 1,332 1,832 724 Restricted stock units 1,413 2,308 1,653 1,672 Weighted-average shares of common stock used in computing diluted net income per share 52,682 49,614 52,562 48,172 Net income per share: Basic $ 1.07 $ 0.04 $ 1.18 $ 0.07 Diluted $ 1.00 $ 0.04 $ 1.11 $ 0.07 Securities excluded from weighted-average shares used in computing diluted net income per share because the effect would have been anti-dilutive: (1) 98 1,398 96 2,088 (1) These weighted-shares relate to anti-dilutive stock options and restricted stock units as calculated using the treasury stock method and could be dilutive in the future. |
Acquisitions (Tables)
Acquisitions (Tables) | 6 Months Ended |
Dec. 31, 2018 | |
Business Combinations [Abstract] | |
Schedule of Consideration | The total consideration was calculated as follows (in thousands): Estimated Fair Value Cash $ 23,032 Post-closing adjustments for net assets acquired 138 Post-closing payments, net of imputed interest of $486 7,514 Total $ 30,684 |
Summary of Preliminary Allocation of Purchase Price and Estimated Useful Lives of the Identifiable Assets Acquired | The following table summarizes the preliminary allocation of the purchase price and the estimated useful lives of the identifiable assets acquired as of the date of the acquisition (in thousands): Estimated Fair Value Estimated Useful Life Customer/publisher/advertiser relationships $ 21,300 7 years Website/trade/domain names 900 15 years Acquired technology and others 500 3 years Net assets 2,838 n/a Goodwill 5,146 Indefinite Total $ 30,684 |
Summary of Unaudited Pro Forma Financial Information Combined Results of Operations | The unaudited pro forma financial information in the table below summarizes the combined results of operations for the Company and AmOne as though AmOne had been acquired as of the beginning of fiscal year 2018. The unaudited pro forma financial information is presented for illustrative purposes only and do not necessarily reflect what the combined company’s results of operations would have been had the acquisition occurred as of the beginning of fiscal year 2018, nor is it necessarily indicative of the future results of operations of the combined company. Three Months Ended Six Months Ended December 31, December 31, 2018 2017 2018 2017 (In thousands) (In thousands) Net revenue $ 104,096 $ 92,663 $ 223,455 $ 185,673 Net income 52,846 2,862 59,379 5,293 |
Change in Carrying Amount of Goodwill | The change in the carrying amount of goodwill for the six months ended December 31, 2018 was as follows (in thousands): Goodwill Balance at June 30, 2018 $ 62,283 Additions 5,146 Balance at December 31, 2018 $ 67,429 |
Intangible Assets (Tables)
Intangible Assets (Tables) | 6 Months Ended |
Dec. 31, 2018 | |
Finite Lived Intangible Assets Net [Abstract] | |
Intangible Assets | Intangible assets, net, consisted of the following (in thousands): December 31, 2018 June 30, 2018 Gross Net Gross Net Carrying Accumulated Carrying Carrying Accumulated Carrying Amount Amortization Amount Amount Amortization Amount Customer/publisher/advertiser relationships $ 62,399 $ (38,494 ) $ 23,905 $ 41,101 $ (37,286 ) $ 3,815 Content 60,959 (60,928 ) 31 60,969 (60,930 ) 39 Website/trade/domain names 31,995 (29,775 ) 2,220 31,098 (29,369 ) 1,729 Acquired technology and others 39,399 (36,571 ) 2,828 38,900 (35,910 ) 2,990 Total $ 194,752 $ (165,768 ) $ 28,984 $ 172,068 $ (163,495 ) $ 8,573 |
Amortization Expense | Future amortization expense for the Company’s intangible assets as of December 31, 2018 was as follows (in thousands): Fiscal Year Ending June 30, Amortization 2019 (remaining six months) $ 3,071 2020 6,081 2021 4,761 2022 3,678 2023 3,446 Thereafter 7,947 Total $ 28,984 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 6 Months Ended |
Dec. 31, 2018 | |
Commitments And Contingencies Disclosure [Abstract] | |
Future Annual Minimum Lease Payments under Noncancelable Operating Leases | Future annual minimum lease payments under noncancelable operating leases as of December 31, 2018 were as follows (in thousands): Operating Fiscal Year Ending June 30, Leases 2019 (remaining six months) $ 842 2020 3,323 2021 4,017 2022 3,989 2023 3,675 Thereafter 1,416 Total $ 17,262 |
Stock Benefit Plans (Tables)
Stock Benefit Plans (Tables) | 6 Months Ended |
Dec. 31, 2018 | |
Stock options [Member] | |
Schedule of Weighted Average Assumptions | The weighted-average Black-Scholes model assumptions for the three and six months ended December 31, 2018 and 2017 were as follows: Three Months Ended Six Months Ended December 31, December 31, 2018 2017 2018 2017 Expected term (in years) 4.0 4.4 4.2 4.6 Expected volatility 56 % 49 % 55 % 47 % Expected dividend yield — — — — Risk-free interest rate 2.9 % 2.0 % 2.9 % 1.8 % Grant date fair value $ 6.56 $ 3.09 $ 6.56 $ 1.73 |
Market-based RSUs [Member] | |
Schedule of Weighted Average Assumptions | The weighted-average Monte Carlo simulation model assumptions for the three and six months ended December 31, 2017 were as follows: December 31, 2017 Three Months Ended Six Months Ended Expected term (in years) 4.0 4.0 Expected volatility 48 % 48 % Expected dividend yield — — Risk-free interest rate 2.1 % 2.0 % Grant date fair value $ 6.16 $ 5.25 |
Segment Information (Tables)
Segment Information (Tables) | 6 Months Ended |
Dec. 31, 2018 | |
Segment Reporting [Abstract] | |
Net Revenue and Long-Lived Assets by Geographic Area | The following tables set forth net revenue and long-lived assets by geographic area (in thousands): Three Months Ended Six Months Ended December 31, December 31, 2018 2017 2018 2017 Net revenue: United States $ 102,247 $ 85,798 $ 213,035 $ 170,868 International 1,849 1,696 3,930 4,044 Total net revenue $ 104,096 $ 87,494 $ 216,965 $ 174,912 December 31, June 30, 2018 2018 Property and equipment, net: United States $ 4,295 $ 3,875 International 280 336 Total property and equipment, net $ 4,575 $ 4,211 December 31, June 30, 2018 2018 Other intangible assets, net: United States $ 28,884 $ 8,441 International 100 132 Total other intangible assets, net $ 28,984 $ 8,573 |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies - Additional Information (Detail) $ in Millions | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||
Dec. 31, 2018USD ($)Client | Dec. 31, 2017Client | Dec. 31, 2018USD ($)Client | Dec. 31, 2017Client | Jun. 30, 2018USD ($)Client | |
Summary Of Significant Accounting Policies [Line Items] | |||||
Money market funds | $ | $ 11.1 | $ 11.1 | $ 10.9 | ||
Restricted cash as collateral for letters of credit | $ | 0.9 | 0.9 | $ 0.9 | ||
AmOne Corp [Member] | |||||
Summary Of Significant Accounting Policies [Line Items] | |||||
Business combination, post-closing payments | $ | $ 7.6 | $ 7.6 | |||
Customer Concentration Risk [Member] | Net revenue [Member] | |||||
Summary Of Significant Accounting Policies [Line Items] | |||||
Number of clients accounted for more than 10% of net revenue | 1 | 1 | 1 | 1 | |
Concentration risk percentage accounted by major clients | 21.00% | 23.00% | 23.00% | 23.00% | |
Number of other clients accounted for more than 10% of net revenue | 0 | 0 | 0 | 0 | |
Customer Concentration Risk [Member] | Accounts Receivable [Member] | |||||
Summary Of Significant Accounting Policies [Line Items] | |||||
Number of other clients accounted for more than 10% of net accounts receivable | 0 | 0 | |||
Customer Concentration Risk [Member] | Accounts Receivable [Member] | Client Two [Member] | |||||
Summary Of Significant Accounting Policies [Line Items] | |||||
Concentration risk percentage accounted by major clients | 10.00% | 13.00% | |||
Number of clients accounted for 10% or more than 10% of net accounts receivable | 1 | 1 | |||
Customer Concentration Risk [Member] | Accounts Receivable [Member] | Client One [Member] | |||||
Summary Of Significant Accounting Policies [Line Items] | |||||
Concentration risk percentage accounted by major clients | 13.00% | 13.00% | |||
Number of clients accounted for more than 10% of net accounts receivable | 1 | 1 |
Revenue - Schedule of Disaggreg
Revenue - Schedule of Disaggregation of Net Revenue (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2018 | Dec. 31, 2017 | |
Disaggregation Of Revenue [Line Items] | ||||
Net revenue | $ 104,096 | $ 87,494 | $ 216,965 | $ 174,912 |
Financial Services [Member] | ||||
Disaggregation Of Revenue [Line Items] | ||||
Net revenue | 74,410 | 62,284 | 151,776 | 120,853 |
Education [Member] | ||||
Disaggregation Of Revenue [Line Items] | ||||
Net revenue | 16,214 | 15,423 | 38,653 | 33,570 |
Other [Member] | ||||
Disaggregation Of Revenue [Line Items] | ||||
Net revenue | $ 13,472 | $ 9,787 | $ 26,536 | $ 20,489 |
Revenue - Schedule of Contract
Revenue - Schedule of Contract Liabilities From Contracts With Clients (Detail) - USD ($) $ in Thousands | Dec. 31, 2018 | Jun. 30, 2018 |
Contract With Customer Asset And Liability [Abstract] | ||
Deferred revenue | $ 892 | $ 715 |
Client deposits | $ 669 | $ 684 |
Revenue - Additional Informatio
Revenue - Additional Information (Detail) $ in Millions | 6 Months Ended |
Dec. 31, 2018USD ($) | |
Revenue From Contract With Customer [Abstract] | |
Revenue recognized | $ 4 |
Net Income per Share - Calculat
Net Income per Share - Calculation of Basic and Diluted Net Income per Share (Detail) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2018 | Dec. 31, 2017 | ||
Basic and Diluted: | |||||
Net income | $ 52,826 | $ 1,947 | $ 58,123 | $ 3,392 | |
Basic: | |||||
Weighted-average shares of common stock used in computing basic net income per share | 49,490 | 45,974 | 49,077 | 45,776 | |
Diluted: | |||||
Weighted-average shares of common stock used in computing basic net income per share | 49,490 | 45,974 | 49,077 | 45,776 | |
Weighted-average effect of dilutive securities: | |||||
Weighted-average shares of common stock used in computing diluted net income per share | 52,682 | 49,614 | 52,562 | 48,172 | |
Net income per share: | |||||
Basic | $ 1.07 | $ 0.04 | $ 1.18 | $ 0.07 | |
Diluted | $ 1 | $ 0.04 | $ 1.11 | $ 0.07 | |
Securities excluded from weighted-average shares used in computing diluted net income per share because the effect would have been anti-dilutive: | [1] | 98 | 1,398 | 96 | 2,088 |
Stock options [Member] | |||||
Weighted-average effect of dilutive securities: | |||||
Weighted-average effect of dilutive securities | 1,779 | 1,332 | 1,832 | 724 | |
Restricted stock units [Member] | |||||
Weighted-average effect of dilutive securities: | |||||
Weighted-average effect of dilutive securities | 1,413 | 2,308 | 1,653 | 1,672 | |
[1] | These weighted-shares relate to anti-dilutive stock options and restricted stock units as calculated using the treasury stock method and could be dilutive in the future. |
Prepaid Expenses and Other As_2
Prepaid Expenses and Other Assets - Additional Information (Detail) - Partnership Agreement [Member] - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2015 | Dec. 31, 2018 | Dec. 31, 2017 | Jun. 30, 2018 | |
Prepaid expenses and other assets [Line Items] | ||||||
Partnership agreement | 10 years | |||||
Upfront cash payment | $ 10 | |||||
Prepaid expenses and other assets | $ 1 | $ 1 | $ 1 | |||
Other assets, noncurrent | 5.7 | 5.7 | $ 6.3 | |||
Amortization expense | $ 0.3 | $ 0.3 | $ 0.6 | $ 0.6 |
Acquisitions - Additional Infor
Acquisitions - Additional Information (Detail) - AmOne Corp [Member] - USD ($) $ in Thousands | Oct. 01, 2018 | Dec. 31, 2018 | Dec. 31, 2018 |
Business Acquisition [Line Items] | |||
Closing date of acquisition | Oct. 1, 2018 | ||
Cash paid upon closing | $ 23,032 | ||
Cash paid for net assets acquired | 2,700 | ||
Business Combination, post-closing payments | $ 8,000 | ||
Business combination, deferred consideration payment period | 2 years | ||
Business combination, deferred consideration payment description | post-closing payments, payable in equal semi-annual installments over a two year period, with the first installment payable six months following the date of closing. | ||
Other liabilities current related to post-closing payments | $ 3,900 | $ 3,900 | |
Other liabilities noncurrent related to post-closing payments | 3,700 | 3,700 | |
Nonrecurring Acquisition Cost [Member] | |||
Business Acquisition [Line Items] | |||
Acquisition costs | $ 20 | $ 192 | |
Accrued Liabilities [Member] | |||
Business Acquisition [Line Items] | |||
Business combination, liability related to post-closing adjustments for net asses acquired | $ 100 |
Acquisitions - Schedule of Cons
Acquisitions - Schedule of Consideration (Detail) - AmOne Corp [Member] $ in Thousands | Oct. 01, 2018USD ($) |
Business Acquisition [Line Items] | |
Cash | $ 23,032 |
Post-closing adjustments for net assets acquired | 138 |
Post-closing payments, net of imputed interest of $486 | 7,514 |
Total | $ 30,684 |
Acquisitions - Schedule of Co_2
Acquisitions - Schedule of Consideration (Parenthetical) (Detail) $ in Thousands | Oct. 01, 2018USD ($) |
AmOne Corp [Member] | |
Business Acquisition [Line Items] | |
Post-closing payments net of imputed interest | $ 486 |
Acquisitions - Summary of Preli
Acquisitions - Summary of Preliminary Allocation of Purchase Price and Estimated Useful Lives of Identifiable Assets Acquired (Detail) - USD ($) $ in Thousands | Oct. 01, 2018 | Dec. 31, 2018 | Jun. 30, 2018 |
Business Acquisition [Line Items] | |||
Goodwill | $ 67,429 | $ 62,283 | |
AmOne Corp [Member] | |||
Business Acquisition [Line Items] | |||
Goodwill | $ 5,146 | ||
Total purchase price | 30,684 | ||
AmOne Corp [Member] | Customer/publisher/advertiser relationships [Member] | |||
Business Acquisition [Line Items] | |||
Estimated Fair Value | $ 21,300 | ||
Estimated Useful Life | 7 years | ||
AmOne Corp [Member] | Website/trade/domain names [Member] | |||
Business Acquisition [Line Items] | |||
Estimated Fair Value | $ 900 | ||
Estimated Useful Life | 15 years | ||
AmOne Corp [Member] | Acquired technology and others [Member] | |||
Business Acquisition [Line Items] | |||
Estimated Fair Value | $ 500 | ||
Estimated Useful Life | 3 years | ||
AmOne Corp [Member] | Net assets [Member] | |||
Business Acquisition [Line Items] | |||
Estimated Fair Value | $ 2,838 | ||
Estimated Useful Life | 0 years |
Acquisitions - Summary of Unaud
Acquisitions - Summary of Unaudited Pro Forma Financial Information Combined Results of Operations (Detail) - AmOne Corp [Member] - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2018 | Dec. 31, 2017 | |
Business Acquisition, Pro Forma Information [Line Items] | ||||
Net revenue | $ 104,096 | $ 92,663 | $ 223,455 | $ 185,673 |
Net income | $ 52,846 | $ 2,862 | $ 59,379 | $ 5,293 |
Acquisitions - Change in Carryi
Acquisitions - Change in Carrying Amount of Goodwill (Detail) $ in Thousands | 6 Months Ended |
Dec. 31, 2018USD ($) | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Goodwill, Beginning | $ 62,283 |
Additions | 5,146 |
Goodwill, Ending | $ 67,429 |
Intangible Assets - Intangible
Intangible Assets - Intangible Assets (Detail) - USD ($) $ in Thousands | Dec. 31, 2018 | Jun. 30, 2018 |
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | $ 194,752 | $ 172,068 |
Accumulated Amortization | (165,768) | (163,495) |
Net Carrying Amount | 28,984 | 8,573 |
Customer/publisher/advertiser relationships [Member] | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 62,399 | 41,101 |
Accumulated Amortization | (38,494) | (37,286) |
Net Carrying Amount | 23,905 | 3,815 |
Content [Member] | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 60,959 | 60,969 |
Accumulated Amortization | (60,928) | (60,930) |
Net Carrying Amount | 31 | 39 |
Website/trade/domain names [Member] | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 31,995 | 31,098 |
Accumulated Amortization | (29,775) | (29,369) |
Net Carrying Amount | 2,220 | 1,729 |
Acquired technology and others [Member] | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 39,399 | 38,900 |
Accumulated Amortization | (36,571) | (35,910) |
Net Carrying Amount | $ 2,828 | $ 2,990 |
Intangible Assets - Additional
Intangible Assets - Additional Information (Detail) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2018 | Dec. 31, 2017 | |
Finite Lived Intangible Assets Net [Abstract] | ||||
Amortization of intangible assets | $ 1.5 | $ 0.7 | $ 2.2 | $ 1.8 |
Intangible Assets - Amortizatio
Intangible Assets - Amortization Expense (Detail) - USD ($) $ in Thousands | Dec. 31, 2018 | Jun. 30, 2018 |
Finite Lived Intangible Assets Future Amortization Expense [Abstract] | ||
2019 (remaining six months) | $ 3,071 | |
2,020 | 6,081 | |
2,021 | 4,761 | |
2,022 | 3,678 | |
2,023 | 3,446 | |
Thereafter | 7,947 | |
Net Carrying Amount | $ 28,984 | $ 8,573 |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2018 | Dec. 31, 2017 | Jun. 30, 2017 | |
Income Tax Disclosure [Abstract] | |||||
Net benefit from income taxes | $ 49,886 | $ (4) | $ 49,871 | $ 4 | |
Release of valuation allowance | $ 49,400 | $ 49,400 | |||
U.S. federal corporate tax rate | 21.00% | 34.00% |
Commitments and Contingencies -
Commitments and Contingencies - Additional Information (Detail) - USD ($) | 3 Months Ended | 6 Months Ended | ||||
Dec. 31, 2018 | Mar. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2018 | Dec. 31, 2017 | Jun. 30, 2018 | |
Commitments And Contingencies [Line Items] | ||||||
Rent expense for office space | $ 1,000,000 | $ 800,000 | $ 2,000,000 | $ 1,600,000 | ||
Leases expiration year | 2,026 | |||||
Estimated fair value of indemnification agreements | 0 | $ 0 | $ 0 | |||
Estimated fair value of indemnity provisions | 0 | 0 | $ 0 | |||
Letter of credit agreement with a financial institution that is used as collateral for fidelity bonds placed with an insurance company | 400,000 | 400,000 | ||||
Letter of credit agreement with a financial institution that is used as collateral for the Company's corporate headquarters' operating lease | 500,000 | $ 500,000 | ||||
Letters of credit automatically renew annually without amendment on the annual expiration date | 30 days | |||||
Unsecured Revolving Promissory Note [Member] | ||||||
Commitments And Contingencies [Line Items] | ||||||
Promissory note, principal amount | $ 2,500,000 | |||||
Promissory note, interest rate percentage | 6.00% | |||||
Promissory note, frequency of periodic interest receipts | Monthly | |||||
Promissory note, outstanding amount | $ 0 | $ 0 | ||||
Promissory note, expiration date | Jan. 1, 2019 |
Commitments and Contingencies_2
Commitments and Contingencies - Future Annual Minimum Lease Payments under Noncancelable Operating Leases (Detail) $ in Thousands | Dec. 31, 2018USD ($) |
Commitments And Contingencies Disclosure [Abstract] | |
2019 (remaining six months) | $ 842 |
2,020 | 3,323 |
2,021 | 4,017 |
2,022 | 3,989 |
2,023 | 3,675 |
Thereafter | 1,416 |
Total | $ 17,262 |
Stockholders' Equity - Addition
Stockholders' Equity - Additional Information (Detail) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 6 Months Ended | |||||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2018 | Dec. 31, 2017 | Oct. 31, 2017 | Jul. 31, 2017 | Nov. 30, 2016 | |
Equity Class Of Treasury Stock [Line Items] | |||||||
Stock repurchase program, number of outstanding shares authorized to repurchase | 750,000 | ||||||
Stock repurchase program, value of shares repurchased | $ 523 | $ 648 | |||||
Maximum [Member] | |||||||
Equity Class Of Treasury Stock [Line Items] | |||||||
Stock repurchase program, number of outstanding shares authorized to repurchase | 966,000 | 905,000 | |||||
November 2016 Stock Repurchase Program [Member] | |||||||
Equity Class Of Treasury Stock [Line Items] | |||||||
Stock repurchase program, number of shares repurchased and retired | 30,977 | ||||||
Stock repurchase program, weighted average price | $ 3.99 | ||||||
Broker commission, per share | $ 0.03 | ||||||
Stock repurchase program, value of shares repurchased | $ 100 | ||||||
Stock repurchase program, completion date | 2017-07 | ||||||
July 2017 Stock Repurchase Program [Member] | |||||||
Equity Class Of Treasury Stock [Line Items] | |||||||
Stock repurchase program, number of shares repurchased and retired | 62,364 | 62,364 | |||||
Stock repurchase program, weighted average price | $ 8.36 | $ 8.36 | |||||
Broker commission, per share | $ 0.03 | $ 0.03 | |||||
Stock repurchase program, value of shares repurchased | $ 500 | $ 500 | |||||
Stock repurchase program, number of shares repurchased | 0 | 0 |
Stock Benefit Plans - Additiona
Stock Benefit Plans - Additional Information (Detail) | 6 Months Ended |
Dec. 31, 2018shares | |
Market-based RSUs [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Number of grants | 0 |
2010 Incentive Plan [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Common stock reserved for issuance | 20,599,689 |
Shares available for issuance | 14,789,389 |
Directors' Plan [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Common stock reserved for issuance | 4,333,939 |
Shares available for issuance | 2,279,127 |
Stock Benefit Plans - Schedule
Stock Benefit Plans - Schedule of Weighted Average Assumptions (Detail) - $ / shares | 3 Months Ended | 6 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2018 | Dec. 31, 2017 | |
Stock options [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Expected term (in years) | 4 years | 4 years 4 months 24 days | 4 years 2 months 12 days | 4 years 7 months 6 days |
Expected volatility | 56.00% | 49.00% | 55.00% | 47.00% |
Expected dividend yield | 0.00% | 0.00% | 0.00% | 0.00% |
Risk-free interest rate | 2.90% | 2.00% | 2.90% | 1.80% |
Grant date fair value | $ 6.56 | $ 3.09 | $ 6.56 | $ 1.73 |
Market-based RSUs [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Expected term (in years) | 4 years | 4 years | ||
Expected volatility | 48.00% | 48.00% | ||
Expected dividend yield | 0.00% | 0.00% | ||
Risk-free interest rate | 2.10% | 2.00% | ||
Grant date fair value | $ 6.16 | $ 5.25 |
Segment Information - Additiona
Segment Information - Additional Information (Detail) | 6 Months Ended |
Dec. 31, 2018Segment | |
Segment Reporting [Abstract] | |
Number of reportable segments | 1 |
Segment Information - Net Reven
Segment Information - Net Revenue and Long-Lived Assets by Geographic Area (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2018 | Dec. 31, 2017 | Jun. 30, 2018 | |
Net revenue: | |||||
Total net revenue | $ 104,096 | $ 87,494 | $ 216,965 | $ 174,912 | |
Property and equipment, net: | |||||
Total property and equipment, net | 4,575 | 4,575 | $ 4,211 | ||
Other intangible assets, net: | |||||
Total other intangible assets, net | 28,984 | 28,984 | 8,573 | ||
United States [Member] | |||||
Net revenue: | |||||
Total net revenue | 102,247 | 85,798 | 213,035 | 170,868 | |
Property and equipment, net: | |||||
Total property and equipment, net | 4,295 | 4,295 | 3,875 | ||
Other intangible assets, net: | |||||
Total other intangible assets, net | 28,884 | 28,884 | 8,441 | ||
International [Member] | |||||
Net revenue: | |||||
Total net revenue | 1,849 | $ 1,696 | 3,930 | $ 4,044 | |
Property and equipment, net: | |||||
Total property and equipment, net | 280 | 280 | 336 | ||
Other intangible assets, net: | |||||
Total other intangible assets, net | $ 100 | $ 100 | $ 132 |