Document and Entity Information
Document and Entity Information - shares | 3 Months Ended | |
Sep. 30, 2022 | Oct. 28, 2022 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Sep. 30, 2022 | |
Document Fiscal Year Focus | 2023 | |
Document Fiscal Period Focus | Q1 | |
Trading Symbol | QNST | |
Entity Registrant Name | QuinStreet, Inc. | |
Entity Central Index Key | 0001117297 | |
Current Fiscal Year End Date | --06-30 | |
Entity Shell Company | false | |
Entity Current Reporting Status | Yes | |
Entity Filer Category | Large Accelerated Filer | |
Entity File Number | 001-34628 | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Common Stock, Shares Outstanding | 53,640,348 | |
Entity Tax Identification Number | 77-0512121 | |
Entity Address, Address Line One | 950 Tower Lane | |
Entity Address, Address Line Two | 6th Floor | |
Entity Address, City or Town | Foster City | |
Entity Address, State or Province | CA | |
Entity Address, Postal Zip Code | 94404 | |
City Area Code | 650 | |
Local Phone Number | 578-7700 | |
Entity Interactive Data Current | Yes | |
Document Quarterly Report | true | |
Document Transition Report | false | |
Entity Incorporation, State or Country Code | DE | |
Security Exchange Name | NASDAQ | |
Title of 12(b) Security | Common Stock, par value $0.001 per share |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets (Unaudited) - USD ($) $ in Thousands | Sep. 30, 2022 | Jun. 30, 2022 |
Current assets: | ||
Cash and cash equivalents | $ 88,382 | $ 96,439 |
Accounts receivable, net of allowances and reserves of $1,637 and $1,536 as of September 30, 2022 and June 30, 2022, respectively | 75,487 | 81,429 |
Prepaid expenses and other assets | 5,212 | 4,924 |
Total current assets | 169,081 | 182,792 |
Property and equipment, net | 11,229 | 9,311 |
Operating lease right-of-use assets | 6,073 | 6,801 |
Goodwill | 121,141 | 121,141 |
Other intangible assets, net | 46,874 | 49,696 |
Deferred tax assets, noncurrent | 45,042 | 44,220 |
Other assets, noncurrent | 6,087 | 5,948 |
Total assets | 405,527 | 419,909 |
Current liabilities: | ||
Accounts payable | 40,916 | 42,410 |
Accrued liabilities | 51,054 | 54,459 |
Deferred revenue | 48 | 341 |
Other liabilities | 12,359 | 12,369 |
Total current liabilities | 104,377 | 109,579 |
Operating lease liabilities, noncurrent | 2,891 | 3,858 |
Other liabilities, noncurrent | 15,003 | 20,472 |
Total liabilities | 122,271 | 133,909 |
Commitments and contingencies (See Note 10) | 0 | 0 |
Stockholders' equity: | ||
Common stock: $0.001 par value; 100,000,000 shares authorized; 53,549,167 and 53,356,875 shares issued and outstanding as of September 30, 2022 and June 30, 2022 | 54 | 53 |
Additional paid-in capital | 318,199 | 316,422 |
Accumulated other comprehensive loss | (266) | (261) |
Accumulated deficit | (34,731) | (30,214) |
Total stockholders' equity | 283,256 | 286,000 |
Total liabilities and stockholders' equity | $ 405,527 | $ 419,909 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Unaudited) (Parenthetical) - USD ($) $ in Thousands | Sep. 30, 2022 | Jun. 30, 2022 |
Statement Of Financial Position [Abstract] | ||
Accounts receivable, net of allowances and reserves | $ 1,637 | $ 1,536 |
Common stock, par value | $ 0.001 | $ 0.001 |
Common stock, shares authorized | 100,000,000 | 100,000,000 |
Common stock, shares issued | 53,549,167 | 53,356,875 |
Common stock, shares outstanding | 53,549,167 | 53,356,875 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations (Unaudited) - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | ||
Sep. 30, 2022 | Sep. 30, 2021 | ||
Income Statement [Abstract] | |||
Net revenue | $ 143,593 | $ 159,608 | |
Cost of revenue | [1] | 131,245 | 141,505 |
Gross profit | 12,348 | 18,103 | |
Operating expenses: | |||
Product development | [1] | 6,826 | 4,625 |
Sales and marketing | [1] | 3,100 | 2,906 |
General and administrative | [1] | 7,319 | 6,634 |
Operating (loss) income | (4,897) | 3,938 | |
Interest income | 7 | 0 | |
Interest expense | (226) | (273) | |
Other (expense) income, net | (23) | 4 | |
(Loss) income before income taxes | (5,139) | 3,669 | |
Benefit from (provision for) income taxes | 622 | (576) | |
Net (loss) income | $ (4,517) | $ 3,093 | |
Net (loss) income per share: | |||
Basic | $ (0.08) | $ 0.06 | |
Diluted | [2] | $ (0.08) | $ 0.06 |
Weighted-average shares used in computing net (loss) income per share: | |||
Basic | 53,350 | 53,993 | |
Diluted | 53,350 | 55,789 | |
[1] Cost of revenue and operating expenses include stock-based compensation expense as follows: |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Operations (Parenthetical) (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | |
Sep. 30, 2022 | Sep. 30, 2021 | |
Cost of revenue [Member] | ||
Stock-based compensation | $ 2,119 | $ 1,821 |
Product development [Member] | ||
Stock-based compensation | 765 | 606 |
Sales and marketing [Member] | ||
Stock-based compensation | 652 | 732 |
General and administrative [Member] | ||
Stock-based compensation | $ 1,734 | $ 1,747 |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Comprehensive (Loss) Income (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | |
Sep. 30, 2022 | Sep. 30, 2021 | |
Statement Of Income And Comprehensive Income [Abstract] | ||
Net (loss) income | $ (4,517) | $ 3,093 |
Other comprehensive loss: | ||
Foreign currency translation adjustment | (5) | 0 |
Total other comprehensive loss | (5) | 0 |
Comprehensive (loss) income | $ (4,522) | $ 3,093 |
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, 2021 | $ 295,148 | $ 54 | $ 320,315 | $ (255) | $ (24,966) | |
Beginning Balance, Shares at Jun. 30, 2021 | 53,786,363 | |||||
Issuance of common stock upon exercise of stock options | 395 | 395 | ||||
Issuance of common stock upon exercise of stock options, Shares | 92,204 | |||||
Release of restricted stock, net of share settlement, Shares | 330,047 | |||||
Stock-based compensation expense | 4,906 | 4,906 | ||||
Withholding taxes related to release of restricted stock, net of share settlement | (3,847) | (3,847) | ||||
Net (loss) income | 3,093 | 3,093 | ||||
Other comprehensive income (loss) | 0 | |||||
Ending Balance at Sep. 30, 2021 | 299,695 | $ 54 | 321,769 | (255) | (21,873) | |
Ending Balance, Shares at Sep. 30, 2021 | 54,208,614 | |||||
Beginning Balance at Jun. 30, 2022 | $ 286,000 | $ 53 | 316,422 | (261) | (30,214) | |
Beginning Balance, Shares at Jun. 30, 2022 | 53,356,875 | 53,356,875 | ||||
Issuance of common stock upon exercise of stock options | $ 236 | 236 | ||||
Issuance of common stock upon exercise of stock options, Shares | 37,855 | |||||
Release of restricted stock, net of share settlement | $ 1 | (1) | ||||
Release of restricted stock, net of share settlement, Shares | 302,167 | |||||
Issuance of common stock under the employee stock purchase plan | 1,324 | 1,324 | ||||
Issuance of common stock under the employee stock purchase plan, Shares | 137,914 | |||||
Stock-based compensation expense | 5,284 | 5,284 | ||||
Withholding taxes related to release of restricted stock, net of share settlement | (2,016) | (2,016) | ||||
Repurchase of common stock | (3,050) | $ (3,050) | ||||
Repurchase of common stock, Shares | (285,644) | |||||
Retirement of treasury stock | $ 3,050 | (3,050) | ||||
Retirement of treasury stock, Shares | (285,644) | 285,644 | ||||
Net (loss) income | (4,517) | (4,517) | ||||
Other comprehensive income (loss) | (5) | (5) | ||||
Ending Balance at Sep. 30, 2022 | $ 283,256 | $ 54 | $ 318,199 | $ (266) | $ (34,731) | |
Ending Balance, Shares at Sep. 30, 2022 | 53,549,167 | 53,549,167 |
Condensed Consolidated Statem_5
Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | |
Sep. 30, 2022 | Sep. 30, 2021 | |
Cash Flows from Operating Activities | ||
Net (loss) income | $ (4,517) | $ 3,093 |
Adjustments to reconcile net (loss) income to net cash provided by operating activities: | ||
Depreciation and amortization | 4,362 | 4,200 |
Provision for sales returns and doubtful accounts receivable | 120 | 200 |
Stock-based compensation | 5,270 | 4,906 |
Non-cash lease expense | (262) | (230) |
Deferred income taxes | (802) | 555 |
Other adjustments, net | (147) | 84 |
Changes in assets and liabilities: | ||
Accounts receivable | 5,822 | (693) |
Prepaid expenses and other assets | (426) | (559) |
Accounts payable | (1,868) | 3,161 |
Accrued liabilities | (1,594) | (8,965) |
Deferred revenue | (293) | 1 |
Net cash provided by operating activities | 5,665 | 5,753 |
Cash Flows from Investing Activities | ||
Capital expenditures | (476) | (409) |
Internal software development costs | (2,561) | (965) |
Net cash used in investing activities | (3,037) | (1,374) |
Cash Flows from Financing Activities | ||
Proceeds from exercise of stock options and issuance of common stock under employee stock purchase plan | 1,560 | 393 |
Payment of withholding taxes related to release of restricted stock, net of share settlement | (2,016) | (3,847) |
Post-closing payments and contingent consideration related to acquisitions | (5,494) | (5,310) |
Repurchase of common stock | (4,731) | 0 |
Net cash used in financing activities | (10,681) | (8,764) |
Effect of exchange rate changes on cash, cash equivalents and restricted cash | (4) | (5) |
Net decrease in cash, cash equivalents and restricted cash | (8,057) | (4,390) |
Cash, cash equivalents and restricted cash at beginning of period | 96,453 | 110,333 |
Cash, cash equivalents and restricted cash at end of period | 88,396 | 105,943 |
Reconciliation of cash, cash equivalents, and restricted cash to the condensed consolidated balance sheets | ||
Cash and cash equivalents | 88,382 | 105,928 |
Restricted cash included in other assets, noncurrent | $ 14 | $ 15 |
Restricted Cash, Noncurrent, Statement of Financial Position [Extensible Enumeration] | Other assets, noncurrent | Other assets, noncurrent |
Total cash, cash equivalents and restricted cash | $ 88,396 | $ 105,943 |
Supplemental Disclosure of Cash Flow Information | ||
Cash paid for income taxes | 73 | 25 |
Supplemental Disclosure of Non-cash Investing and Financing Activities | ||
Purchases of property and equipment included in accrued liabilities | 1,036 | 562 |
Retirement of treasury stock (See Note 11) | $ (3,050) | $ 0 |
The Company
The Company | 3 Months Ended |
Sep. 30, 2022 | |
Organization [Abstract] | |
The Company | 1. The Company QuinStreet, Inc. (the “Company”) is a leader in performance marketplaces and technologies for the financial services and home services industries. 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 and home services. The corporate headquarters are located in Foster City, California, with additional offices throughout the United States and India. The majority of the Company’s operations and revenue are in North America. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 3 Months Ended |
Sep. 30, 2022 | |
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 September 30, 2022 and for the three months ended September 30, 2022 and 2021 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, 2022, as filed with the SEC on August 22, 2022. The condensed consolidated balance sheet at June 30, 2022 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 September 30, 2022, its condensed consolidated statements of stockholders’ equity, operations and comprehensive (loss) income for the three months ended September 30, 2022 and 2021 and condensed consolidated statements of cash flows for the three months ended September 30, 2022 and 2021. The results of operations for the three months ended September 30, 2022 are not necessarily indicative of the results to be expected for the fiscal year ending June 30, 2023, 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, credit losses of accounts receivable, 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. In addition, the Company may engage third-party valuation specialists to assist with the preparation of certain of its valuations. 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, 2022. There have been no material changes to our significant accounting policies as of and for the three months ended September 30, 2022. Accounts Receivable and Allowances The Company’s accounts receivable are derived from clients located principally in the United States. The Company performs ongoing credit evaluation of its customers and generally does not require collateral. The Company makes estimates of expected credit losses for the allowance for doubtful accounts and allowance for unbilled receivables based upon its assessment of various factors, including historical experience, the age of the accounts receivable balances, credit quality of its customers, current economic conditions, reasonable and supportable forecasts of future economic conditions, and other factors that may affect its ability to collect from customers. The allowance for credit losses on accounts receivable was $0.1 million as of both September 30, 2022 and June 30, 2022. The revenue reserve was $1.5 million and $1.4 million as of September 30, 2022 and June 30, 2022, respectively. The total allowance for credit losses and revenue reserve was $1.6 million and $1.5 million as of September 30, 2022 and June 30, 2022, respectively. Concentrations of Credit Risk The Company had one client that accounted for 25% and 15% of net revenue for the three months ended September 30, 2022 and 2021. That same client accounted for 17% and 16% of net accounts receivable as of September 30, 2022 and June 30, 2022. No other clients accounted for 10% or more of net revenue for the three months ended September 30, 2022 or 2021 or 10% or more of net accounts receivable as of September 30, 2022 or June 30, 2022. Fair Value of Financial Instruments The Company’s financial instruments consist principally of cash equivalents, accounts receivable, accounts payable, post-closing payments and contingent consideration related to acquisitions. 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 and Cash Equivalents 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. Recent Accounting Pronouncements In October 2021, the FASB issued Accounting Standards Update Business Combinations (Topic 805): Accounting for Contract Assets and Contract Liabilities from Contracts with Customers The new guidance is effective for the Company in the first quarter of fiscal year 2024 on a prospective basis, with early adoption permitted. The Company is currently assessing the impact the new guidance will have on the consolidated financial statements. |
Revenue
Revenue | 3 Months Ended |
Sep. 30, 2022 | |
Revenue From Contract With Customer [Abstract] | |
Revenue | 3. Revenue Disaggregation of Revenue The following table presents the Company’s net revenue disaggregated by vertical (in thousands): Three Months Ended September 30, 2022 2021 Net revenue: Financial Services $ 94,990 $ 117,912 Home Services 46,733 39,986 Other Revenue 1,870 1,710 Total net revenue $ 143,593 $ 159,608 Contract Balances The following table provides information about contract liabilities from the Company’s contracts with its clients (in thousands): September 30, June 30, 2022 2022 Deferred revenue $ 48 $ 341 Client deposits 1,093 1,163 Total $ 1,141 $ 1,504 The Company’s contract liabilities result from payments received in advance of revenue recognition and advance consideration received from clients, which precede the Company’s satisfaction of the associated performance obligation . |
Net (Loss) Income per Share
Net (Loss) Income per Share | 3 Months Ended |
Sep. 30, 2022 | |
Earnings Per Share [Abstract] | |
Net (Loss) Income per Share | 4. Net (Loss) Income per Share Basic net (loss) income per share is computed by dividing net (loss) income by the weighted-average number of shares of common stock outstanding during the period. Diluted net (loss) 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, unvested restricted stock units, and shares issuable related to the employee stock purchase plan (“ESPP”) using the treasury stock method. The following table presents the calculation of basic and diluted net (loss) income per share: Three Months Ended September 30, 2022 2021 (In Numerator: Basic and Diluted: Net (loss) income $ (4,517 ) $ 3,093 Denominator: Basic: Weighted-average shares of common stock used in computing basic net (loss) income per share 53,350 53,993 Diluted: Weighted average shares of common stock used in computing basic net (loss) income per share 53,350 53,993 Weighted average effect of dilutive securities: Stock options — 575 Restricted stock units — 1,221 Shares issuable related to the ESPP — — Weighted average shares of common stock used in computing diluted net (loss) income per share 53,350 55,789 Net (loss) income per share: Basic $ (0.08 ) $ 0.06 Diluted (1) $ (0.08 ) $ 0.06 Securities excluded from weighted-average shares used in computing diluted net (loss) income per share because the effect would have been anti-dilutive (2) 4,236 202 (1) Diluted net loss per share for the three months ended September 30, 2022 does not reflect any potential common stock relating to stock options, restricted stock units, or shares issuable related to the ESPP due to net losses incurred. The assumed issuance of any additional shares would be anti-dilutive . (2) These weighted shares relate to anti-dilutive stock options, restricted stock units, and shares issuable related to the ESPP as calculated using the treasury stock method and could be dilutive in the future . |
Fair Value Measurements
Fair Value Measurements | 3 Months Ended |
Sep. 30, 2022 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | 5. Fair Value Measurements Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the reporting date. The Company estimates and categorizes the fair value of its financial instruments by applying the following hierarchy: Level 1 — Valuations based on quoted prices in active markets for identical assets or liabilities that the Company has the ability to directly access. Level 2 — Valuations based on quoted prices for similar assets or liabilities; valuations for interest-bearing securities based on non-daily quoted prices in active markets; quoted prices in markets that are not active; or other inputs that are observable or can be corroborated by observable data for substantially the full term of the assets or liabilities. Level 3 — Valuations based on inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities. A financial instrument’s level within the fair value hierarchy is based on the lowest level of any input that is significant to the fair value measurement. The following presents September 30, 2022 June 30, 2022 Level 1 Level 2 Level 3 Total Level 1 Level 2 Level 3 Total Assets: Money market funds $ 1,379 $ — $ — $ 1,379 $ 4,404 $ — $ — $ 4,404 Total $ 1,379 $ — $ — $ 1,379 $ 4,404 $ — $ — $ 4,404 Liabilities: Post-closing payments related to acquisitions $ — $ 23,304 $ — $ 23,304 $ — $ 28,437 $ — $ 28,437 Contingent consideration related to acquisitions — — 1,420 1,420 — — 1,787 1,787 Total $ — $ 23,304 $ 1,420 $ 24,724 $ — $ 28,437 $ 1,787 $ 30,224 Reported as: Cash and cash equivalents $ 1,379 $ 4,404 Other Liabilities: Current $ 12,359 $ 12,369 Noncurrent 12,365 17,855 Total $ 24,724 $ 30,224 There were no transfers between Level 1, Level 2, and Level 3 during the periods presented Cash Equivalents The valuation are classified as Level 1 within the fair value hierarchy Post-Closing Payments Related to Acquisitions The post-closing payments are future payments related to two immaterial acquisitions completed in fiscal year , FC Ecosystem, LLC (“FCE”), Mayo Labs, LLC (“Mayo Labs”) and CloudControlMedia, LLC (“CCM”) completed in fiscal years 2021 and 2019 payments Acquisitions Contingent Consideration Related to Acquisitions The contingent consideration consists of the estimated fair value of future payments related to the Company’s acquisitions of FCE and CCM. The FCE contingent consideration is based upon revenue and margin targets, and the CCM contingent consideration is based upon revenue targets. The fair value of the contingent consideration is determined using the real options technique which incorporates various estimates, including projected net revenue, projected gross margin, volatility and discount rates. Acquisitions The following table represents the changes in the contingent consideration during the three months ended September 30, 2022 (in thousands): Three Months Ended September 30, 2022 Balance at the beginning of period $ 1,787 Changes in fair value during the period — Payments made during the period (367 ) Balance at the end of period $ 1,420 |
Acquisitions
Acquisitions | 3 Months Ended |
Sep. 30, 2022 | |
Business Combinations [Abstract] | |
Acquisitions | 6. Acquisitions In the first quarter of fiscal year 2021, the Company completed the acquisition of Modernize, a leading home improvement performance marketing company in the home services client vertical, to broaden its customer and media relationships. In exchange for all the outstanding shares of Modernize, the Company paid $43.9 million in cash upon closing (including $3.9 million cash for net assets acquired subject to post-closing adjustments) and will make $27.5 million in post-closing payments, payable in equal annual installments over a five-year . In the second quarter of fiscal year 2022, the Company completed an immaterial acquisition within the home services client vertical. The Company paid $1.0 million in cash upon closing and will make $2.0 million in post-closing payments, payable in equal annual installments over a two-year with the first installment payable twelve months following the date of closing. In the fourth quarter of fiscal year 2022, the Company completed another immaterial acquisition within the home services client vertical. The Company paid $1.0 million in cash upon closing and will make $1.0 million in post-closing payments, payable in equal annual installments over a two-year |
Goodwill and Intangible Assets,
Goodwill and Intangible Assets, Net | 3 Months Ended |
Sep. 30, 2022 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Goodwill and Intangible Assets, Net | 7. Goodwill and Intangible Assets, Net Goodwill As of 30, 2022 and June 30, 2022, the Company had goodwill of $121.1 million. There were no impairments to goodwill during the three months ended September 30, 2022. Intangible Assets, Net Intangible assets, net, consisted September 30, 2022 June 30, 2022 Gross Net Gross Net Carrying Accumulated Carrying Carrying Accumulated Carrying Amount Amortization Amount Amount Amortization Amount Customer/publisher/advertiser relationships $ 91,629 $ (54,639 ) $ 36,990 $ 91,629 $ (52,449 ) $ 39,180 Content 43,056 (43,056 ) — 43,056 (43,056 ) — Website/trade/domain names 25,302 (19,000 ) 6,302 25,302 (18,853 ) 6,449 Acquired technology and others 34,934 (31,352 ) 3,582 34,934 (30,867 ) 4,067 Total $ 194,921 $ (148,047 ) $ 46,874 $ 194,921 $ (145,225 ) $ 49,696 Amortization of intangible assets was $2.8 million and $3.0 million for the three months ended September 30, 2022 and 2021. Future amortization expense for the Company’s intangible assets as of September 30, Fiscal Year Ending June 30, Amortization 2023 (remaining nine months) $ 8,300 2024 10,185 2025 8,046 2026 5,421 2027 4,470 Thereafter 10,452 Total $ 46,874 |
Income Taxes
Income Taxes | 3 Months Ended |
Sep. 30, 2022 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | 8. Income Taxes In the first quarter of fiscal year 2023, President Biden signed into law the CHIPS and Science Act and the Inflation Reduction Act. The new legislation provides tax incentives as well as imposes a 15% minimum tax on certain corporation’s book income and a 1% excise tax on certain stock buybacks. The Company is currently assessing the impact the new will have on the consolidated financial statements. The Company’s provision for 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 to the provision. The Company recorded a benefit from income taxes of $0.6 million and a provision for income taxes of $0.6 million for the three months ended September 30, 2022, and 2021 . The Company performed an assessment on the likelihood of realizing the benefits of its deferred tax assets. As of September 30, 2022, the Company has not recorded any significant valuation allowance adjustments based on the information and evidence available at the time. However, 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 that such deferred tax assets may not be realizable. Additionally, in the event that the Company experiences an ownership change within the meaning of Section 382 of the Internal Revenue Code (“IRC”), the Company’s ability to utilize net operating losses, tax credits and other tax attributes may be limited. |
Leases
Leases | 3 Months Ended |
Sep. 30, 2022 | |
Leases [Abstract] | |
Leases | 9. Leases The Company has operating leases primarily for its office facilities. The leases expire at various dates through fiscal year 2028, terms The components months ended September 30, 2022 and 2021 Three Months Ended September 30, 2022 2021 Operating lease expense $ 1,226 $ 1,301 Short-term lease expense 169 169 Variable lease expense (1) 143 120 Total lease expense $ 1,538 $ 1,590 (1) Variable lease expense for the three months ended September 30, 2022 and 2021 primarily included common area maintenance charges. Supplemental information related to operating leases was as follows (in thousands, except lease term and discount rate): Three Months Ended September 30, 2022 2021 Cash paid for amounts included in the measurement of lease liabilities Operating cash flows used for operating leases $ 1,470 $ 1,531 Lease liabilities arising from obtaining right-of-use assets Operating leases $ 328 $ — Weighted average remaining lease term - operating leases 1.8 years 2.5 years Weighted average discount rate - operating leases 5.1 % 5.0 % The implicit rate within each lease is not readily determinable and therefore the Company uses its incremental borrowing rate at the lease commencement date to determine the present value of the lease payments. The determination of the incremental borrowing rate requires judgement. The Company determined its incremental borrowing rate for each lease using indicative bank borrowing rates, adjusted for various factors including level of collateralization, term and currency to align with the terms of a lease. Maturities of operating , 2022 Fiscal Year Ending June 30, Amount 2023 (remaining nine months) $ 4,416 2024 3,858 2025 923 2026 147 2027 79 Thereafter 34 Total minimum lease payments 9,457 Less imputed interest (1,524 ) Present value of net minimum lease payments $ 7,933 Operating lease liabilities: Current $ 5,042 Noncurrent 2,891 Total $ 7,933 Total future principal contractual obligations for operating lease commitments exceeded the undiscounted lease liability by $0.2 million as of September 30, |
Commitments and Contingencies
Commitments and Contingencies | 3 Months Ended |
Sep. 30, 2022 | |
Commitments And Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | 10. Commitments and Contingencies 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 , 2022 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 September 30 , 202 2 and June 30, 20 2 2 . Letters of Credit The Company has 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 letter of credit automatically renews annually without amendment unless cancelled by the financial institution within 30 days of the annual expiration date. |
Stockholders' Equity
Stockholders' Equity | 3 Months Ended |
Sep. 30, 2022 | |
Equity [Abstract] | |
Stockholders' Equity | 11. Stockholders’ Equity Stock Repurchases In April 2022, the Board of Directors canceled the prior stock repurchase program that commenced in July 2017 and authorized a new stock repurchase program allowing the repurchase of up to $40.0 million worth of common stock. During the three months ended September 30, 2022, the Company repurchased and retired 285,644 shares of its common stock at an average price of $10.65 per share, at a total cost of $3.1 million (including a broker commission of $0.03 per share). Repurchases under this program took place in the open market and were made under a Rule 10b5-1 plan. The repurchased shares of common stock were recorded as treasury stock and were accounted for under the cost method. As of September 30, 2022, approximately $20.0 million remained available for stock repurchases pursuant to the board authorization. The Company’s accounting policy upon the retirement of treasury stock is to deduct its par value from common stock and reduce additional paid-in capital by the amount recorded in additional paid-in capital when the stock was originally issued. |
Stock Benefit Plans
Stock Benefit Plans | 3 Months Ended |
Sep. 30, 2022 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Stock Benefit Plans | 12. Stock Benefit Plans Stock Incentive Plans The Company may grant 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 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 certain revenue growth and adjusted EBITDA targets (“performance targets”). The Company evaluates the portion of the awards that are probable to vest quarterly until the performance targets 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 September 30, 2022 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 months ended September 30, 2022 and 2021 were as follows: Three Months Ended September 30, 2022 2021 Expected term (in years) 3.5 4.5 Expected volatility 55 % 58 % Expected dividend yield — — Risk-free interest rate 3.0 % 0.8 % Grant date fair value $ 5.44 $ 8.66 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. As some of the components that comprise the performance targets have not been fully established, a grant date as defined by ASC 718 has not been determined. The Company will re-measure the compensation expense associated with the performance-based RSUs at each reporting date based on the closing price of the Company’s common stock at each reporting date until the grant date has been established. Compensation expense is amortized net of estimated forfeitures on a straight-line basis over the requisite service period of the stock-based compensation awards. Employee Stock Purchase Plan In October 2021, the Company adopted the 2021 Employee Stock Purchase Plan (the “2021 ESPP”), with 2,164,999 shares of common stock reserved for future issuance under the plan. The 2021 ESPP allows eligible employees to purchase shares of the Company’s common stock at a discount through payroll deductions of up to 15% of their eligible compensation. A participant may purchase up to a maximum of 2,500 shares of the common stock during each purchase period, subject to a maximum of $25,000 worth of shares of the common stock in each calendar year (as determined under applicable tax rules). During the three months ended September 30, 2022, 137,914 shares of common stock were purchased under the 2021 ESPP employee payroll contributions accrued as of September 30, 2022 were $0.3 million, and are included within accrued liabilities on the Company’s condensed consolidated balance sheet. Payroll contributions accrued as of September 30, 2022 will be used to purchase shares at the end of the current ESPP purchase period ending on February 24, 2023. The fair value of the purchase rights for the ESPP are estimated on the date of grant using the Black-Scholes model with the following assumptions: Three Months Ended September 30, 2022 Expected term (in years) 0.5 - 2.0 Expected volatility 48% - 57% Expected dividend yield — Risk-free interest rate 2.9% - 3.0% Grant date fair value $3.77 - $5.53 |
Segment Information
Segment Information | 3 Months Ended |
Sep. 30, 2022 | |
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 September 30, 2022 2021 Net revenue: United States $ 140,814 $ 154,483 International 2,779 5,125 Total net revenue $ 143,593 $ 159,608 September 30, June 30, 2022 2022 Property and equipment, net: United States $ 11,012 $ 9,095 International 217 216 Total property and equipment, net $ 11,229 $ 9,311 September 30, June 30, 2022 2022 Other intangible assets, net: United States $ 46,874 $ 49,696 International — — Total other intangible assets, net $ 46,874 $ 49,696 |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 3 Months Ended |
Sep. 30, 2022 | |
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 September 30, 2022 and for the three months ended September 30, 2022 and 2021 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, 2022, as filed with the SEC on August 22, 2022. The condensed consolidated balance sheet at June 30, 2022 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 September 30, 2022, its condensed consolidated statements of stockholders’ equity, operations and comprehensive (loss) income for the three months ended September 30, 2022 and 2021 and condensed consolidated statements of cash flows for the three months ended September 30, 2022 and 2021. The results of operations for the three months ended September 30, 2022 are not necessarily indicative of the results to be expected for the fiscal year ending June 30, 2023, 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, credit losses of accounts receivable, 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. In addition, the Company may engage third-party valuation specialists to assist with the preparation of certain of its valuations. 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, 2022. There have been no material changes to our significant accounting policies as of and for the three months ended September 30, 2022. |
Accounts Receivable and Allowances | Accounts Receivable and Allowances The Company’s accounts receivable are derived from clients located principally in the United States. The Company performs ongoing credit evaluation of its customers and generally does not require collateral. The Company makes estimates of expected credit losses for the allowance for doubtful accounts and allowance for unbilled receivables based upon its assessment of various factors, including historical experience, the age of the accounts receivable balances, credit quality of its customers, current economic conditions, reasonable and supportable forecasts of future economic conditions, and other factors that may affect its ability to collect from customers. The allowance for credit losses on accounts receivable was $0.1 million as of both September 30, 2022 and June 30, 2022. The revenue reserve was $1.5 million and $1.4 million as of September 30, 2022 and June 30, 2022, respectively. The total allowance for credit losses and revenue reserve was $1.6 million and $1.5 million as of September 30, 2022 and June 30, 2022, respectively. |
Concentrations of Credit Risk | Concentrations of Credit Risk The Company had one client that accounted for 25% and 15% of net revenue for the three months ended September 30, 2022 and 2021. That same client accounted for 17% and 16% of net accounts receivable as of September 30, 2022 and June 30, 2022. No other clients accounted for 10% or more of net revenue for the three months ended September 30, 2022 or 2021 or 10% or more of net accounts receivable as of September 30, 2022 or June 30, 2022. |
Fair Value of Financial Instruments | Fair Value of Financial Instruments The Company’s financial instruments consist principally of cash equivalents, accounts receivable, accounts payable, post-closing payments and contingent consideration related to acquisitions. 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 and Cash Equivalents | Cash and Cash Equivalents 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. Cash Equivalents The valuation are classified as Level 1 within the fair value hierarchy |
Recent Accounting Pronouncements | Recent Accounting Pronouncements In October 2021, the FASB issued Accounting Standards Update Business Combinations (Topic 805): Accounting for Contract Assets and Contract Liabilities from Contracts with Customers The new guidance is effective for the Company in the first quarter of fiscal year 2024 on a prospective basis, with early adoption permitted. The Company is currently assessing the impact the new guidance will have on the consolidated financial statements. |
Net (Loss) Income per Share | Basic net (loss) income per share is computed by dividing net (loss) income by the weighted-average number of shares of common stock outstanding during the period. Diluted net (loss) 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, unvested restricted stock units, and shares issuable related to the employee stock purchase plan (“ESPP”) using the treasury stock method. |
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) | 3 Months Ended |
Sep. 30, 2022 | |
Revenue From Contract With Customer [Abstract] | |
Schedule of Disaggregation of Net Revenue | The following table presents the Company’s net revenue disaggregated by vertical (in thousands): Three Months Ended September 30, 2022 2021 Net revenue: Financial Services $ 94,990 $ 117,912 Home Services 46,733 39,986 Other Revenue 1,870 1,710 Total net revenue $ 143,593 $ 159,608 |
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): September 30, June 30, 2022 2022 Deferred revenue $ 48 $ 341 Client deposits 1,093 1,163 Total $ 1,141 $ 1,504 |
Net (Loss) Income per Share (Ta
Net (Loss) Income per Share (Tables) | 3 Months Ended |
Sep. 30, 2022 | |
Earnings Per Share [Abstract] | |
Calculation of Basic and Diluted Net (Loss) Income per Share | The following table presents the calculation of basic and diluted net (loss) income per share: Three Months Ended September 30, 2022 2021 (In Numerator: Basic and Diluted: Net (loss) income $ (4,517 ) $ 3,093 Denominator: Basic: Weighted-average shares of common stock used in computing basic net (loss) income per share 53,350 53,993 Diluted: Weighted average shares of common stock used in computing basic net (loss) income per share 53,350 53,993 Weighted average effect of dilutive securities: Stock options — 575 Restricted stock units — 1,221 Shares issuable related to the ESPP — — Weighted average shares of common stock used in computing diluted net (loss) income per share 53,350 55,789 Net (loss) income per share: Basic $ (0.08 ) $ 0.06 Diluted (1) $ (0.08 ) $ 0.06 Securities excluded from weighted-average shares used in computing diluted net (loss) income per share because the effect would have been anti-dilutive (2) 4,236 202 (1) Diluted net loss per share for the three months ended September 30, 2022 does not reflect any potential common stock relating to stock options, restricted stock units, or shares issuable related to the ESPP due to net losses incurred. The assumed issuance of any additional shares would be anti-dilutive . (2) These weighted shares relate to anti-dilutive stock options, restricted stock units, and shares issuable related to the ESPP as calculated using the treasury stock method and could be dilutive in the future . |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 3 Months Ended |
Sep. 30, 2022 | |
Fair Value Disclosures [Abstract] | |
Schedule of Fair Value of Financial Instruments Measured at Fair Value on Recurring Basis | The following presents September 30, 2022 June 30, 2022 Level 1 Level 2 Level 3 Total Level 1 Level 2 Level 3 Total Assets: Money market funds $ 1,379 $ — $ — $ 1,379 $ 4,404 $ — $ — $ 4,404 Total $ 1,379 $ — $ — $ 1,379 $ 4,404 $ — $ — $ 4,404 Liabilities: Post-closing payments related to acquisitions $ — $ 23,304 $ — $ 23,304 $ — $ 28,437 $ — $ 28,437 Contingent consideration related to acquisitions — — 1,420 1,420 — — 1,787 1,787 Total $ — $ 23,304 $ 1,420 $ 24,724 $ — $ 28,437 $ 1,787 $ 30,224 Reported as: Cash and cash equivalents $ 1,379 $ 4,404 Other Liabilities: Current $ 12,359 $ 12,369 Noncurrent 12,365 17,855 Total $ 24,724 $ 30,224 |
Schedule of Change in Contingent Consideration | The following table represents the changes in the contingent consideration during the three months ended September 30, 2022 (in thousands): Three Months Ended September 30, 2022 Balance at the beginning of period $ 1,787 Changes in fair value during the period — Payments made during the period (367 ) Balance at the end of period $ 1,420 |
Goodwill and Intangible Asset_2
Goodwill and Intangible Assets, Net (Tables) | 3 Months Ended |
Sep. 30, 2022 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Intangible Assets | Intangible Assets, Net Intangible assets, net, consisted September 30, 2022 June 30, 2022 Gross Net Gross Net Carrying Accumulated Carrying Carrying Accumulated Carrying Amount Amortization Amount Amount Amortization Amount Customer/publisher/advertiser relationships $ 91,629 $ (54,639 ) $ 36,990 $ 91,629 $ (52,449 ) $ 39,180 Content 43,056 (43,056 ) — 43,056 (43,056 ) — Website/trade/domain names 25,302 (19,000 ) 6,302 25,302 (18,853 ) 6,449 Acquired technology and others 34,934 (31,352 ) 3,582 34,934 (30,867 ) 4,067 Total $ 194,921 $ (148,047 ) $ 46,874 $ 194,921 $ (145,225 ) $ 49,696 |
Amortization Expense | Future amortization expense for the Company’s intangible assets as of September 30, Fiscal Year Ending June 30, Amortization 2023 (remaining nine months) $ 8,300 2024 10,185 2025 8,046 2026 5,421 2027 4,470 Thereafter 10,452 Total $ 46,874 |
Leases (Tables)
Leases (Tables) | 3 Months Ended |
Sep. 30, 2022 | |
Leases [Abstract] | |
Components of Lease Expense | The components months ended September 30, 2022 and 2021 Three Months Ended September 30, 2022 2021 Operating lease expense $ 1,226 $ 1,301 Short-term lease expense 169 169 Variable lease expense (1) 143 120 Total lease expense $ 1,538 $ 1,590 (1) Variable lease expense for the three months ended September 30, 2022 and 2021 primarily included common area maintenance charges. |
Supplemental Information Related To Operating Leases | Supplemental information related to operating leases was as follows (in thousands, except lease term and discount rate): Three Months Ended September 30, 2022 2021 Cash paid for amounts included in the measurement of lease liabilities Operating cash flows used for operating leases $ 1,470 $ 1,531 Lease liabilities arising from obtaining right-of-use assets Operating leases $ 328 $ — Weighted average remaining lease term - operating leases 1.8 years 2.5 years Weighted average discount rate - operating leases 5.1 % 5.0 % |
Maturities of Operating Lease Liabilities | Maturities of operating , 2022 Fiscal Year Ending June 30, Amount 2023 (remaining nine months) $ 4,416 2024 3,858 2025 923 2026 147 2027 79 Thereafter 34 Total minimum lease payments 9,457 Less imputed interest (1,524 ) Present value of net minimum lease payments $ 7,933 Operating lease liabilities: Current $ 5,042 Noncurrent 2,891 Total $ 7,933 |
Stock Benefit Plans (Tables)
Stock Benefit Plans (Tables) | 3 Months Ended |
Sep. 30, 2022 | |
Stock options [Member] | |
Schedule of Weighted Average Assumptions | 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 months ended September 30, 2022 and 2021 were as follows: Three Months Ended September 30, 2022 2021 Expected term (in years) 3.5 4.5 Expected volatility 55 % 58 % Expected dividend yield — — Risk-free interest rate 3.0 % 0.8 % Grant date fair value $ 5.44 $ 8.66 |
Employee Stock Purchase Plan [Member] | |
Schedule of Fair Value of Purchase Rights | The fair value of the purchase rights for the ESPP are estimated on the date of grant using the Black-Scholes model with the following assumptions: Three Months Ended September 30, 2022 Expected term (in years) 0.5 - 2.0 Expected volatility 48% - 57% Expected dividend yield — Risk-free interest rate 2.9% - 3.0% Grant date fair value $3.77 - $5.53 |
Segment Information (Tables)
Segment Information (Tables) | 3 Months Ended |
Sep. 30, 2022 | |
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 September 30, 2022 2021 Net revenue: United States $ 140,814 $ 154,483 International 2,779 5,125 Total net revenue $ 143,593 $ 159,608 September 30, June 30, 2022 2022 Property and equipment, net: United States $ 11,012 $ 9,095 International 217 216 Total property and equipment, net $ 11,229 $ 9,311 September 30, June 30, 2022 2022 Other intangible assets, net: United States $ 46,874 $ 49,696 International — — Total other intangible assets, net $ 46,874 $ 49,696 |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies - Additional Information (Detail) $ in Thousands | 3 Months Ended | 12 Months Ended | |
Sep. 30, 2022 USD ($) Client | Sep. 30, 2021 Client | Jun. 30, 2022 USD ($) Client | |
Summary Of Significant Accounting Policies [Line Items] | |||
Allowance for credit losses on accounts receivable | $ | $ 100 | $ 100 | |
Revenue reserve | $ | 1,500 | 1,400 | |
Allowance for credit losses and revenue reserve | $ | $ 1,637 | $ 1,536 | |
Customer Concentration Risk [Member] | Net revenue [Member] | One Client [Member] | |||
Summary Of Significant Accounting Policies [Line Items] | |||
Number of clients accounted for more than 10% of net revenue | 1 | 1 | |
Concentration risk percentage accounted by major clients | 25% | 15% | |
Customer Concentration Risk [Member] | Net revenue [Member] | Other Client [Member] | |||
Summary Of Significant Accounting Policies [Line Items] | |||
Number of clients accounted for more than 10% of net revenue | 0 | 0 | |
Customer Concentration Risk [Member] | Accounts Receivable [Member] | One Client [Member] | |||
Summary Of Significant Accounting Policies [Line Items] | |||
Concentration risk percentage accounted by major clients | 17% | 16% | |
Number of clients that accounted for 10% or more of net accounts receivable | 1 | 1 | |
Customer Concentration Risk [Member] | Accounts Receivable [Member] | Other Client [Member] | |||
Summary Of Significant Accounting Policies [Line Items] | |||
Number of clients accounted for more than 10% of net accounts receivable | 0 | 0 |
Revenue - Schedule of Disaggreg
Revenue - Schedule of Disaggregation of Net Revenue (Detail) - USD ($) $ in Thousands | 3 Months Ended | |
Sep. 30, 2022 | Sep. 30, 2021 | |
Disaggregation Of Revenue [Line Items] | ||
Net revenue | $ 143,593 | $ 159,608 |
Financial Services [Member] | ||
Disaggregation Of Revenue [Line Items] | ||
Net revenue | 94,990 | 117,912 |
Home Services [Member] | ||
Disaggregation Of Revenue [Line Items] | ||
Net revenue | 46,733 | 39,986 |
Other Revenue [Member] | ||
Disaggregation Of Revenue [Line Items] | ||
Net revenue | $ 1,870 | $ 1,710 |
Revenue - Schedule of Contract
Revenue - Schedule of Contract Liabilities from Contracts with Clients (Detail) - USD ($) $ in Thousands | Sep. 30, 2022 | Jun. 30, 2022 |
Contract With Customer Asset And Liability [Abstract] | ||
Deferred revenue | $ 48 | $ 341 |
Client deposits | 1,093 | 1,163 |
Total | $ 1,141 | $ 1,504 |
Revenue - Additional Informatio
Revenue - Additional Information (Detail) $ in Millions | 3 Months Ended |
Sep. 30, 2022 USD ($) | |
Revenue From Contract With Customer [Abstract] | |
Revenue recognized | $ 1.5 |
Change in amount of advance consideration received from customers | $ 1.1 |
Net (Loss) Income per Share - C
Net (Loss) Income per Share - Calculation of Basic and Diluted Net (Loss) Income per Share (Detail) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | ||
Sep. 30, 2022 | Sep. 30, 2021 | ||
Basic and Diluted: | |||
Net (loss) income | $ (4,517) | $ 3,093 | |
Basic: | |||
Weighted-average shares of common stock used in computing basic net (loss) income per share | 53,350 | 53,993 | |
Diluted: | |||
Weighted-average shares of common stock used in computing basic net (loss) income per share | 53,350 | 53,993 | |
Weighted average effect of dilutive securities: | |||
Weighted average shares of common stock used in computing diluted net (loss) income per share | 53,350 | 55,789 | |
Net (loss) income per share: | |||
Basic | $ (0.08) | $ 0.06 | |
Diluted | [1] | $ (0.08) | $ 0.06 |
Securities excluded from weighted-average shares used in computing diluted net (loss) income per share because the effect would have been anti-dilutive (2) | [2] | 4,236 | 202 |
Stock options [Member] | |||
Weighted average effect of dilutive securities: | |||
Weighted-average effect of dilutive securities | 0 | 575 | |
Restricted stock units [Member] | |||
Weighted average effect of dilutive securities: | |||
Weighted-average effect of dilutive securities | 0 | 1,221 | |
Shares issuable related to the ESPP [Member] | |||
Weighted average effect of dilutive securities: | |||
Weighted-average effect of dilutive securities | 0 | 0 | |
[1]Diluted net loss per share for the three months ended September 30, 2022 does not reflect any potential common stock relating to stock options, restricted stock units, or shares issuable related to the ESPP due to net losses incurred. The assumed issuance of any additional shares would be anti-dilutive[2] These weighted shares relate to anti-dilutive stock options, restricted stock units, and shares issuable related to the ESPP as calculated using the treasury stock method and could be dilutive in the future . |
Fair Value Measurements - Sched
Fair Value Measurements - Schedule of Fair Value of Financial Instruments Measured at Fair Value on Recurring Basis (Detail) - Fair Value, Measurements, Recurring [Member] - USD ($) $ in Thousands | Sep. 30, 2022 | Jun. 30, 2022 |
Assets: | ||
Total Assets | $ 1,379 | $ 4,404 |
Liabilities: | ||
Total Liabilities | 24,724 | 30,224 |
Cash and cash equivalents | 1,379 | 4,404 |
Other Liabilities: | ||
Other Liabilities | 24,724 | 30,224 |
Current [Member] | ||
Other Liabilities: | ||
Other Liabilities | 12,359 | 12,369 |
Non Current [Member] | ||
Other Liabilities: | ||
Other Liabilities | 12,365 | 17,855 |
Post-closing payments related to acquisitions [Member] | ||
Liabilities: | ||
Total Liabilities | 23,304 | 28,437 |
Contingent consideration related to acquisitions [Member] | ||
Liabilities: | ||
Total Liabilities | 1,420 | 1,787 |
Money market funds [Member] | ||
Assets: | ||
Total Assets | 1,379 | 4,404 |
Level 1 [Member] | ||
Assets: | ||
Total Assets | 1,379 | 4,404 |
Liabilities: | ||
Total Liabilities | 0 | 0 |
Level 1 [Member] | Post-closing payments related to acquisitions [Member] | ||
Liabilities: | ||
Total Liabilities | 0 | 0 |
Level 1 [Member] | Contingent consideration related to acquisitions [Member] | ||
Liabilities: | ||
Total Liabilities | 0 | 0 |
Level 1 [Member] | Money market funds [Member] | ||
Assets: | ||
Total Assets | 1,379 | 4,404 |
Level 2 [Member] | ||
Assets: | ||
Total Assets | 0 | 0 |
Liabilities: | ||
Total Liabilities | 23,304 | 28,437 |
Level 2 [Member] | Post-closing payments related to acquisitions [Member] | ||
Liabilities: | ||
Total Liabilities | 23,304 | 28,437 |
Level 2 [Member] | Contingent consideration related to acquisitions [Member] | ||
Liabilities: | ||
Total Liabilities | 0 | 0 |
Level 2 [Member] | Money market funds [Member] | ||
Assets: | ||
Total Assets | 0 | 0 |
Level 3 [Member] | ||
Assets: | ||
Total Assets | 0 | 0 |
Liabilities: | ||
Total Liabilities | 1,420 | 1,787 |
Level 3 [Member] | Post-closing payments related to acquisitions [Member] | ||
Liabilities: | ||
Total Liabilities | 0 | 0 |
Level 3 [Member] | Contingent consideration related to acquisitions [Member] | ||
Liabilities: | ||
Total Liabilities | 1,420 | 1,787 |
Level 3 [Member] | Money market funds [Member] | ||
Assets: | ||
Total Assets | $ 0 | $ 0 |
Fair Value Measurements - Addit
Fair Value Measurements - Additional Information (Detail) - USD ($) | Sep. 30, 2022 | Jun. 30, 2022 |
Fair Value Assets And Liabilities Measured On Recurring Basis Unobservable Input Reconciliation [Abstract] | ||
Fair value, assets, level 1 to level 2 transfers, amount | $ 0 | $ 0 |
Fair value, assets, level 2 to level 1 transfers, amount | 0 | 0 |
Fair value, liabilities, level 1 to level 2 transfers, amount | 0 | 0 |
Fair value, liabilities, level 2 to level 1 transfers, amount | 0 | 0 |
Fair value liabilities level 3 to level 1 transfers, amount | 0 | 0 |
Fair value assets level 3 to level 1 transfers, amount | $ 0 | $ 0 |
Fair Value Measurements - Sch_2
Fair Value Measurements - Schedule of Change in Contingent Consideration (Detail) - Level 3 [Member] $ in Thousands | 3 Months Ended |
Sep. 30, 2022 USD ($) | |
Fair Value Liabilities Measured On Recurring Basis Unobservable Input Reconciliation [Line Items] | |
Balance at the beginning of period | $ 1,787 |
Changes in fair value during the period | 0 |
Payments made during the period | (367) |
Balance at the end of period | $ 1,420 |
Acquisitions - Additional Infor
Acquisitions - Additional Information (Detail) - USD ($) $ in Millions | 3 Months Ended | ||
Jul. 01, 2020 | Jun. 30, 2022 | Dec. 31, 2021 | |
Modernize, Inc. [Member] | |||
Business Acquisition [Line Items] | |||
Closing date of acquisition | Jul. 01, 2020 | ||
Cash paid upon closing | $ 43.9 | ||
Cash paid for net assets acquired | 3.9 | ||
Business Combination, post-closing payments | $ 27.5 | ||
Business combination, deferred consideration payment period | 5 years | ||
Business combination, deferred consideration payment description | post-closing payments, payable in equal annual installments over a five-year period, with the first annual installment paid in the first quarter of fiscal year 2022 | ||
Home Services Client Vertical [Member] | |||
Business Acquisition [Line Items] | |||
Closing date of acquisition | Jun. 30, 2022 | Dec. 31, 2021 | |
Cash paid upon closing | $ 1 | $ 1 | |
Business Combination, post-closing payments | $ 1 | $ 2 | |
Business combination, deferred consideration payment period | 2 years | 2 years | |
Business combination, deferred consideration payment description | post-closing payments, payable in equal annual installments over a two-year period, | post-closing payments, payable in equal annual installments over a two-year period, |
Goodwill and Intangible Asset_3
Goodwill and Intangible Assets, Net - Additional Information (Detail) - USD ($) | 3 Months Ended | ||
Sep. 30, 2022 | Sep. 30, 2021 | Jun. 30, 2022 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |||
Goodwill impairment loss | $ 0 | ||
Goodwill | 121,141,000 | $ 121,141,000 | |
Amortization of intangible assets | $ 2,800,000 | $ 3,000,000 |
Goodwill and Intangible Asset_4
Goodwill and Intangible Assets, Net - Intangible Assets (Detail) - USD ($) $ in Thousands | Sep. 30, 2022 | Jun. 30, 2022 |
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | $ 194,921 | $ 194,921 |
Finite-Lived Intangible Assets, Accumulated Amortization | (148,047) | (145,225) |
Net Carrying Amount | 46,874 | 49,696 |
Customer/publisher/advertiser relationships [Member] | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 91,629 | 91,629 |
Finite-Lived Intangible Assets, Accumulated Amortization | (54,639) | (52,449) |
Net Carrying Amount | 36,990 | 39,180 |
Content [Member] | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 43,056 | 43,056 |
Finite-Lived Intangible Assets, Accumulated Amortization | (43,056) | (43,056) |
Net Carrying Amount | 0 | 0 |
Website/trade/domain names [Member] | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 25,302 | 25,302 |
Finite-Lived Intangible Assets, Accumulated Amortization | (19,000) | (18,853) |
Net Carrying Amount | 6,302 | 6,449 |
Acquired technology and others [Member] | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 34,934 | 34,934 |
Finite-Lived Intangible Assets, Accumulated Amortization | (31,352) | (30,867) |
Net Carrying Amount | $ 3,582 | $ 4,067 |
Goodwill and Intangible Asset_5
Goodwill and Intangible Assets, Net - Amortization Expense (Detail) - USD ($) $ in Thousands | Sep. 30, 2022 | Jun. 30, 2022 |
Finite Lived Intangible Assets Future Amortization Expense [Abstract] | ||
2023 (remaining nine months) | $ 8,300 | |
2024 | 10,185 | |
2025 | 8,046 | |
2026 | 5,421 | |
2027 | 4,470 | |
Thereafter | 10,452 | |
Net Carrying Amount | $ 46,874 | $ 49,696 |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | |
Sep. 30, 2022 | Sep. 30, 2021 | |
Income Tax Disclosure [Abstract] | ||
CHIPS and Science Act and Inflation Reduction Act, minimum tax percentage on corporation's book income | 15% | |
CHIPS And Science Act And Inflation Reduction Act, excise tax percentage on stock buybacks | 1% | |
Provision For (Benefit From) Income Taxes | $ (622) | $ 576 |
Leases - Additional Information
Leases - Additional Information (Detail) $ in Millions | Sep. 30, 2022 USD ($) |
Lease Cost [Abstract] | |
Lessee, operating lease, renewal term | 5 years |
Future principal contractual obligations for operating lease commitments undiscounted lease liability excess amount | $ 0.2 |
Leases - Components of Lease Ex
Leases - Components of Lease Expense (Detail) - USD ($) $ in Thousands | 3 Months Ended | ||
Sep. 30, 2022 | Sep. 30, 2021 | ||
Lease Cost [Abstract] | |||
Operating lease expense | $ 1,226 | $ 1,301 | |
Short-term lease expense | 169 | 169 | |
Variable lease expense | [1] | 143 | 120 |
Total lease expense | $ 1,538 | $ 1,590 | |
[1]Variable lease expense for the three months ended September 30, 2022 and 2021 primarily included common area maintenance charges. |
Leases - Supplemental Informati
Leases - Supplemental Information Related to Operating Leases (Detail) - USD ($) $ in Thousands | 3 Months Ended | |
Sep. 30, 2022 | Sep. 30, 2021 | |
Cash paid for amounts included in the measurement of lease liabilities | ||
Operating cash flows used for operating leases | $ 1,470 | $ 1,531 |
Lease liabilities arising from obtaining right-of-use assets | ||
Operating leases | $ 328 | $ 0 |
Weighted average remaining lease term - operating leases | 1 year 9 months 18 days | 2 years 6 months |
Weighted average discount rate - operating leases | 5.10% | 5% |
Leases - Maturities of Operatin
Leases - Maturities of Operating Lease Liabilities (Detail) - USD ($) $ in Thousands | Sep. 30, 2022 | Jun. 30, 2022 |
Lease Cost [Abstract] | ||
2023 (remaining nine months) | $ 4,416 | |
2024 | 3,858 | |
2025 | 923 | |
2026 | 147 | |
2027 | 79 | |
Thereafter | 34 | |
Total minimum lease payments | 9,457 | |
Less imputed interest | (1,524) | |
Present value of net minimum lease payments | 7,933 | |
Operating lease liabilities: | ||
Current | $ 5,042 | |
Operating Lease, Liability, Current, Statement of Financial Position [Extensible Enumeration] | Other liabilities | |
Noncurrent | $ 2,891 | $ 3,858 |
Total | $ 7,933 |
Commitments and Contingencies -
Commitments and Contingencies - Additional Information (Detail) - USD ($) | 3 Months Ended | |
Sep. 30, 2022 | Jun. 30, 2022 | |
Commitments And Contingencies Disclosure [Abstract] | ||
Estimated fair value of indemnification agreements | $ 0 | $ 0 |
Estimated fair value of indemnity provisions | 0 | $ 0 |
Letter of credit agreement with a financial institution that is used as collateral for the Company's corporate headquarters' operating lease | $ 500,000 | |
Letter of credit automatically renews annually without amendment on the annual expiration date | 30 days |
Stockholders' Equity - Addition
Stockholders' Equity - Additional Information (Detail) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | |
Sep. 30, 2022 | Apr. 30, 2022 | |
Equity Class Of Treasury Stock [Line Items] | ||
Treasury Stock, Value, Acquired, Cost Method | $ 3,050 | |
April 2022 Stock Repurchase Program [Member] | ||
Equity Class Of Treasury Stock [Line Items] | ||
Stock repurchase program outstanding shares of common stock authorized to repurchase | $ 40,000 | |
Repurchase of common stock | 285,644 | |
Retirement of treasury stock, Shares | 285,644 | |
Treasury Stock Acquired, Average Cost Per Share | $ 10.65 | |
Treasury Stock, Value, Acquired, Cost Method | $ 3,100 | |
Treasury Stock Broker Commission | $ 0.03 | |
Stock repurchase program, amount remained available for stock repurchase | $ 20,000 |
Stock Benefit Plans - Additiona
Stock Benefit Plans - Additional Information (Detail) | 3 Months Ended |
Sep. 30, 2022 USD ($) shares | |
2010 Incentive Plan [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Common stock reserved for issuance | 23,125,612 |
Shares available for issuance | 11,653,556 |
Directors' Plan [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Common stock reserved for issuance | 4,598,838 |
Shares available for issuance | 2,157,991 |
2021 ESPP [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Common stock reserved for issuance | 2,164,999 |
Shares available for issuance | 2,027,085 |
Shares of common stock allowed to purchase at a discount through payroll deductions | 15% |
Maximum number of common stock, participant may purchase during purchase period | 2,500 |
Maximum value of common stock, participant may purchase in each calendar year | $ | $ 25,000 |
Shares of common stock purchased | 137,914 |
Employee payroll contributions accrued | $ | $ 300,000 |
Purchase period end date | Feb. 24, 2023 |
Stock Benefit Plans - Schedule
Stock Benefit Plans - Schedule of Weighted Average Assumptions (Detail) - Stock options [Member] - $ / shares | 3 Months Ended | |
Sep. 30, 2022 | Sep. 30, 2021 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Expected term (in years) | 3 years 6 months | 4 years 6 months |
Expected volatility | 55% | 58% |
Expected dividend yield | 0% | 0% |
Risk-free interest rate | 3% | 0.80% |
Grant date fair value | $ 5.44 | $ 8.66 |
Stock Benefit Plans - Schedul_2
Stock Benefit Plans - Schedule of Fair Value of Purchase Rights (Detail) - Employee Stock Purchase Plan [Member] | 3 Months Ended |
Sep. 30, 2022 $ / shares | |
Minimum [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Expected term (in years) | 6 months |
Expected volatility | 48% |
Expected dividend yield | 0% |
Risk-free interest rate | 2.90% |
Grant date fair value | $ 3.77 |
Maximum [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Expected term (in years) | 2 years |
Expected volatility | 57% |
Expected dividend yield | 0% |
Risk-free interest rate | 3% |
Grant date fair value | $ 5.33 |
Segment Information - Additiona
Segment Information - Additional Information (Detail) | 3 Months Ended |
Sep. 30, 2022 Segment | |
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 | ||
Sep. 30, 2022 | Sep. 30, 2021 | Jun. 30, 2022 | |
Net revenue: | |||
Total net revenue | $ 143,593 | $ 159,608 | |
Property and equipment, net: | |||
Total property and equipment, net | 11,229 | $ 9,311 | |
Other intangible assets, net: | |||
Total other intangible assets, net | 46,874 | 49,696 | |
United States [Member] | |||
Net revenue: | |||
Total net revenue | 140,814 | 154,483 | |
Property and equipment, net: | |||
Total property and equipment, net | 11,012 | 9,095 | |
Other intangible assets, net: | |||
Total other intangible assets, net | 46,874 | 49,696 | |
International [Member] | |||
Net revenue: | |||
Total net revenue | 2,779 | $ 5,125 | |
Property and equipment, net: | |||
Total property and equipment, net | 217 | 216 | |
Other intangible assets, net: | |||
Total other intangible assets, net | $ 0 | $ 0 |