Document_and_Entity_Informatio
Document and Entity Information | 9 Months Ended | |
Mar. 31, 2015 | 7-May-15 | |
Document Information [Line Items] | ||
Document Type | 10-Q | |
Amendment Flag | FALSE | |
Document Period End Date | 31-Mar-15 | |
Document Fiscal Year Focus | 2015 | |
Document Fiscal Period Focus | Q3 | |
Trading Symbol | FMD | |
Entity Registrant Name | FIRST MARBLEHEAD CORP | |
Entity Central Index Key | 1262279 | |
Current Fiscal Year End Date | -24 | |
Entity Filer Category | Accelerated Filer | |
Entity Common Stock, Shares Outstanding | 11,530,450 |
Consolidated_Balance_Sheets
Consolidated Balance Sheets (USD $) | Mar. 31, 2015 | Jun. 30, 2014 |
In Thousands, unless otherwise specified | ||
ASSETS | ||
Cash and cash equivalents | $40,658 | $33,955 |
Short-term investments, at cost | 10,004 | 40,057 |
Restricted cash | 75,770 | 94,436 |
Deposits for participation interest accounts, at fair value | 16,825 | 15,834 |
Service revenue receivables, at fair value | 13,037 | 13,979 |
Goodwill | 20,066 | 20,066 |
Intangible assets, net | 20,035 | 21,769 |
Property and equipment, net | 5,409 | 5,819 |
Other assets | 9,399 | 8,163 |
Assets from continuing operations | 211,203 | 254,078 |
Assets from discontinued operations | 131,579 | 188,806 |
Total assets | 342,782 | 442,884 |
Liabilities: | ||
Restricted funds due to clients | 75,626 | 94,272 |
Accounts payable, accrued expenses and other liabilities | 14,279 | 11,050 |
Income taxes payable | 27,084 | 26,582 |
Net deferred income tax liability | 2,027 | 1,655 |
Liabilities from continuing operations | 119,016 | 133,559 |
Liabilities from discontinued operations | 109,366 | 162,827 |
Total liabilities | 228,382 | 296,386 |
Commitments and contingencies: | ||
Stockholders' equity: | ||
Common stock, par value $0.01 per share; 25,000 shares authorized; 12,600 and 12,260 shares issued; 11,530 and 11,300 shares outstanding | 125 | 122 |
Additional paid-in capital | 465,790 | 462,328 |
Accumulated deficit | -163,133 | -128,391 |
Treasury stock, 1,070 and 960 shares held, at cost | -188,382 | -187,860 |
Accumulated other comprehensive income | 299 | |
Total stockholders' equity | 114,400 | 146,498 |
Total liabilities and stockholders' equity | $342,782 | $442,884 |
Consolidated_Balance_Sheets_Pa
Consolidated Balance Sheets (Parenthetical) (USD $) | Mar. 31, 2015 | Jun. 30, 2014 |
In Thousands, except Per Share data, unless otherwise specified | ||
Common stock, par value | $0.01 | $0.01 |
Common stock, shares authorized | 25,000 | 25,000 |
Common stock, shares issued | 12,600 | 12,260 |
Common stock, shares outstanding | 11,530 | 11,300 |
Treasury stock, shares | 1,070 | 960 |
Consolidated_Statements_of_Ope
Consolidated Statements of Operations (USD $) | 3 Months Ended | 9 Months Ended | ||
In Thousands, except Per Share data, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2014 | Mar. 31, 2015 | Mar. 31, 2014 |
Revenues: | ||||
Tuition payment processing fees | $8,411 | $7,883 | $24,567 | $23,469 |
Administrative and other fees | 4,275 | 4,034 | 12,060 | 10,901 |
Fair value changes to service revenue receivables | 495 | 1,366 | 1,813 | 2,248 |
Total revenues | 13,181 | 13,283 | 38,440 | 36,618 |
Expenses: | ||||
Compensation and benefits | 9,580 | 9,219 | 27,877 | 27,625 |
General and administrative | 11,113 | 10,693 | 41,371 | 36,174 |
Total expenses | 20,693 | 19,912 | 69,248 | 63,799 |
Other income | 37 | 71 | 411 | 502 |
Loss from continuing operations, before income taxes | -7,475 | -6,558 | -30,397 | -26,679 |
Income tax expense from continuing operations | 360 | 334 | 878 | 867 |
Net loss from continuing operations | -7,835 | -6,892 | -31,275 | -27,546 |
Discontinued operations, net of taxes | -761 | 1,779 | -3,467 | 3,231 |
Net loss | ($8,596) | ($5,113) | ($34,742) | ($24,315) |
Net loss per basic and diluted common share: | ||||
From continuing operations | ($0.68) | ($0.61) | ($2.72) | ($2.45) |
From discontinued operations | ($0.07) | $0.16 | ($0.31) | $0.29 |
Total basic and diluted net loss per common share | ($0.75) | ($0.45) | ($3.03) | ($2.16) |
Basic and diluted weighted-average common shares outstanding | 11,530 | 11,288 | 11,480 | 11,262 |
Consolidated_Statements_of_Com
Consolidated Statements of Comprehensive Loss (USD $) | 3 Months Ended | 9 Months Ended | ||
In Thousands, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2014 | Mar. 31, 2015 | Mar. 31, 2014 |
Net loss | ($8,596) | ($5,113) | ($34,742) | ($24,315) |
Other comprehensive income (loss), net of tax: | ||||
Net unrealized gains (losses) on investments available-for-sale arising during the period | 539 | -138 | -206 | |
Reclassification adjustment for net realized (gains) losses included in net loss | 161 | -161 | 161 | |
Total other comprehensive income (loss) | 700 | -299 | -45 | |
Total comprehensive loss | ($8,596) | ($4,413) | ($35,041) | ($24,360) |
Consolidated_Statements_of_Cha
Consolidated Statements of Changes In Stockholders' Equity (USD $) | Total | Common stock Issued | Common stock in treasury | Additional paid-in capital | Accumulated deficit | Accumulated other comprehensive income (loss), net of tax |
In Thousands, unless otherwise specified | ||||||
Balance at Jun. 30, 2013 | $179,327 | $120 | ($187,154) | $457,927 | ($90,824) | ($742) |
Balance (in shares) at Jun. 30, 2013 | 12,051 | -897 | ||||
Comprehensive loss | ||||||
Net loss | -24,315 | -24,315 | ||||
Accumulated other comprehensive loss | -45 | -45 | ||||
Total comprehensive loss | -24,360 | -24,315 | -45 | |||
Net stock issuance from vesting of stock units (in shares) | 196 | -62 | ||||
Net stock issuance from vesting of stock units | -699 | 2 | -699 | -2 | ||
Stock-based compensation | 3,688 | 3,688 | ||||
Balance at Mar. 31, 2014 | 157,956 | 122 | -187,853 | 461,613 | -115,139 | -787 |
Balance (in shares) at Mar. 31, 2014 | 12,247 | -959 | ||||
Balance at Jun. 30, 2014 | 146,498 | 122 | -187,860 | 462,328 | -128,391 | 299 |
Balance (in shares) at Jun. 30, 2014 | 12,260 | -960 | ||||
Comprehensive loss | ||||||
Net loss | -34,742 | -34,742 | ||||
Accumulated other comprehensive loss | -299 | -299 | ||||
Total comprehensive loss | -35,041 | -34,742 | -299 | |||
Net stock issuance from vesting of stock units (in shares) | 340 | -110 | ||||
Net stock issuance from vesting of stock units | -522 | 3 | -522 | -3 | ||
Stock-based compensation | 3,465 | 3,465 | ||||
Balance at Mar. 31, 2015 | $114,400 | $125 | ($188,382) | $465,790 | ($163,133) | |
Balance (in shares) at Mar. 31, 2015 | 12,600 | -1,070 |
Consolidated_Statements_of_Cas
Consolidated Statements of Cash Flows (USD $) | 9 Months Ended | |
In Thousands, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2014 |
Cash flows from operating activities: | ||
Net loss | ($34,742) | ($24,315) |
Discontinued operations, net of tax | 3,467 | -3,231 |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Depreciation and amortization | 3,903 | 3,994 |
Deferred income tax expense | 372 | 373 |
Stock-based compensation | 3,465 | 3,688 |
Service revenue receivable distributions | 2,755 | 2,859 |
Changes in assets/liabilities: | ||
Participation interest accounts | -991 | -8,325 |
Fair value increase to service revenue receivables | -1,813 | -2,248 |
Other assets | -1,236 | -1,447 |
Accounts payable, accrued expenses and other liabilities | 3,231 | -5,026 |
Income taxes payable | 502 | 494 |
Net cash used in operating activities - continuing operations | -21,087 | -33,184 |
Net cash provided by operating activities - discontinued operations | 25 | 2,680 |
Net cash used in operating activities | -21,062 | -30,504 |
Cash flows from investing activities: | ||
Capital contributions to Union Federal | -450 | |
Purchases of short-term investments | -20,272 | -48,231 |
Proceeds from maturities of short-term investments | 50,325 | 60,238 |
Net decrease in restricted cash | 18,666 | 9,523 |
Net decrease in restricted funds due to clients | -18,646 | -9,281 |
Purchases of property and equipment | -1,759 | -1,902 |
Net cash provided by investing activities - continuing operations | 28,314 | 9,897 |
Net cash provided by investing activities - discontinued operations | 80,362 | 43,962 |
Net cash provided by investing activities | 108,676 | 53,859 |
Cash flows from financing activities: | ||
Payments on capital lease obligations | -2 | -8 |
Repurchases of common stock | -522 | -699 |
Net cash used in financing activities - continuing operations | -524 | -707 |
Net cash (used in) provided by financing activities - discontinued operations | -52,718 | 148 |
Net cash used in financing activities | -53,242 | -559 |
Net increase in cash and cash equivalents | 34,372 | 22,796 |
Cash and cash equivalents, beginning of period | 120,349 | 81,910 |
Cash and cash equivalents, end of period | 154,721 | 104,706 |
Less: cash and cash equivalents of discontinued operations, end of period | 114,063 | 70,100 |
Cash and cash equivalents of continuing operations, end of period | 40,658 | 34,606 |
Cash and cash equivalents, end of period | 154,721 | 104,706 |
Supplemental disclosure of cash flow information from continuing operations: | ||
Income taxes paid | $5 |
General_Information
General Information | 9 Months Ended |
Mar. 31, 2015 | |
General Information | (1) General Information |
Overview | |
Unless otherwise indicated, or unless the context of the discussion requires otherwise, all references in these notes to “we,” “us,” “our” and similar references mean The First Marblehead Corporation and its subsidiaries, on a consolidated basis. All references in these notes to “First Marblehead” or “FMD” mean The First Marblehead Corporation on a stand-alone basis. We use the term “education loan” to refer to private education loans that are not guaranteed by the federal government. Our fiscal year ends on June 30, and we identify our fiscal years by the calendar years in which they end. For example, we refer to the fiscal year ending June 30, 2015 as “fiscal 2015.” References to our “Annual Report” mean our annual report on Form 10-K for the fiscal year ended June 30, 2014 filed with the Securities and Exchange Commission (SEC) on September 10, 2014. | |
We are a specialty finance company focused on the education financing marketplace. We offer our clients the opportunity to outsource key components of their education financing programs through various product and service offerings. Specifically, we design, develop and manage loan programs on behalf of our lender clients for undergraduate and graduate students and for college graduates seeking to refinance private education loan obligations. We offer a fully integrated suite of services through our Monogram® loan product service platform (Monogram platform). We partner with lenders to design and administer education loan programs through our Monogram platform, which are typically school-certified. These programs are designed to be marketed through educational institutions or to prospective borrowers and their families directly and to generate portfolios intended to be held by the originating lender or financed in the capital markets. We also offer a number of other services on a stand-alone basis. These services include tuition planning, tuition billing, refund management and payment technology services through FMD’s subsidiary Tuition Management Systems LLC (TMS), loan processing and disbursement services through FMD’s subsidiary Cology LLC, as well as certain loan origination and portfolio management services. | |
As of May 11, 2015, we have loan program agreements based on our Monogram platform with three lender clients, one of which provides the majority of our Monogram-based loan program fees. As a result, we are subject to concentration risk as it relates to this revenue stream until we are able to attract additional lender clients. | |
The Monogram-based loans that are originated on behalf of our lender clients as well as the education loans that FMD’s subsidiary Cology LLC processes and disburses on behalf of its clients are not included on our consolidated balance sheets but, rather, are included on the balance sheets of our lender clients and Cology LLC’s clients, respectively. As such, none of the references in these notes to our unaudited consolidated financial statements to education loans included on our consolidated balance sheets include the education loans originated by our lender clients or by Cology LLC on behalf of its clients. | |
Through FMD’s subsidiary Union Federal Savings Bank (Union Federal), we offer certain traditional retail banking products, including time deposits and branch money market demand accounts, on a stand-alone basis. In addition, Union Federal previously generated additional revenues by originating Monogram-based education loan portfolios as well as residential and commercial mortgages. In May 2014, the Union Federal Board of Directors and the FMD Board of Directors each approved the dissolution of Union Federal and authorized Union Federal to prepare a plan of voluntary dissolution, which plan requires the approval of the Union Federal Board of Directors, the Office of the Comptroller of the Currency (OCC) and FMD, as the sole stockholder of Union Federal. In June 2014, Union Federal stopped originating education loans under its Monogram-based loan program and, in September 2014, Union Federal ceased accepting mortgage loan applications. In December 2014, the Union Federal Board of Directors, the FMD Board of Directors and FMD, as the sole stockholder of Union Federal, each approved the plan of voluntary dissolution and Union Federal submitted a dissolution application to the OCC for approval, which included a request for the approval of liquidating distributions in the form of cash dividends by Union Federal to FMD. On April 24, 2015, the OCC notified Union Federal that it had conditionally approved the dissolution application, subject to certain consummation requirements and conditions set forth in the OCC’s notification. As a result of the planned dissolution and our evaluation under Accounting Standards Codification (ASC) 205-20, Presentation of Financial Statements – Discontinued Operations (ASC 205-20), we presented Union Federal as a discontinued operation in our unaudited consolidated financial statements. See Note 2, “Discontinued Operations,” for additional information. | |
Basis of Financial Reporting | |
The accompanying unaudited consolidated financial statements as of and for the three and nine months ended March 31, 2015 have been prepared in accordance with U.S. generally accepted accounting principles (GAAP) for interim financial information. Accordingly, they do not include all of the information and footnotes required by GAAP for complete consolidated financial statements. In the opinion of management, the unaudited consolidated financial statements reflect all adjustments, consisting of normal recurring adjustments, necessary for a fair presentation of the results of operations for the interim periods presented. Operating results for the interim periods presented are not necessarily indicative of the results for fiscal 2015. The accompanying unaudited consolidated financial statements should be read in conjunction with our Annual Report. | |
Recently Issued Accounting Pronouncements | |
Accounting Standards Update (ASU) 2013-11, Income Taxes (Topic 740): Presentation of an Unrecognized Tax Benefit When a Net Operating Loss Carryforward, a Similar Tax Loss, or a Tax Credit Carryforward Exists (ASU 2013-11), is effective prospectively for fiscal years, and interim periods within those years, beginning after December 15, 2013. ASU 2013-11 requires an entity to present an unrecognized tax benefit as a reduction of a deferred tax asset for a net operating loss (NOL) carryforward, a similar tax loss, or a tax credit carryforward, rather than as a liability when (1) the uncertain tax position would reduce the NOL or other carryforward under the tax law of the applicable jurisdiction and (2) the entity intends to use the deferred tax asset for that purpose. The adoption of ASU 2013-11 did not have an impact on our consolidated financial statements. | |
ASU 2014-08, Presentation of Financial Statements (Topic 205) and Property, Plant, and Equipment (Topic 360): Reporting Discontinued Operations and Disclosures of Disposals of Components of an Entity (ASU 2014-08), is effective for fiscal years, and interim periods within those years, beginning after December 15, 2014. Early adoption is permitted, but only for disposals (or classifications as held-for-sale) that have not been reported in financial statements previously issued or available for issuance. ASU 2014-08 elevates the threshold for a disposal transaction to qualify as a discontinued operation. Under ASU 2014-08, only those disposals of components of an entity that represent a strategic shift that has or will have a major effect on an entity’s operations and financial results will be required to be reported as discontinued operations in the financial statements. Further, ASU 2014-08 expands disclosure requirements for transactions that meet the definition of a discontinued operation and requires entities to disclose information about individually significant components that are disposed of or held-for-sale and do not qualify as discontinued operations. We have not early adopted ASU 2014-08 nor do we expect the adoption to have a material impact on our consolidated financial statements. | |
ASU 2014-09, Revenue from Contracts with Customers (Topic 606) (ASU 2014-09), is effective for annual reporting periods beginning after December 15, 2016, including interim periods within those reporting periods. Early adoption is not permitted. ASU 2014-09 requires an entity to recognize the amount of revenue to which it expects to be entitled for the transfer of promised goods or services to customers. ASU 2014-09 will replace most existing revenue recognition guidance in GAAP when it becomes effective. ASU 2014-09 permits the use of either the retrospective or cumulative effect transition method. The impact of ASU 2014-09 on our consolidated financial statements is not yet known. On April 29, 2015, the Financial Accounting Standards Board issued for public comment a proposed ASU that would defer the effective date of this new revenue recognition standard by one year. The proposed ASU, Revenue from Contracts with Customers (Topic 606): Deferral of the Effective Date, would permit public organizations to apply the new revenue standard to annual reporting periods beginning after December 15, 2017, including interim periods within those reporting periods. Additionally, the proposed ASU would permit organizations to adopt the new revenue standard early, but not before the original public organization effective date (that is, annual reporting periods beginning after December 15, 2016). | |
ASU 2014-15, Presentation of Financial Statements – Going Concern (Subtopic 205-40) (ASU 2014-15), is effective for fiscal years, and interim periods within those years, beginning after December 15, 2016. ASU 2014-15 requires management to assess an entity’s ability to continue as a going concern by incorporating and expanding upon certain principles that are currently in U.S. auditing standards. Specifically, ASU 2014-15 provides a definition of the term “substantial doubt” and requires an assessment for a period of one year after the date that the financial statements are issued (or available to be issued). ASU 2014-15 also requires certain disclosures when substantial doubt is alleviated as a result of consideration of management’s plans and requires an express statement and other disclosures when substantial doubt is not alleviated. The adoption of ASU 2014-15 may result in additional disclosures in our consolidated financial statements in future periods depending on management’s assessment as to our ability to continue as a going concern. | |
ASU 2015-01, Income Statement—Extraordinary and Unusual Items (Subtopic 225-20): Simplifying Income Statement Presentation by Eliminating the Concept of Extraordinary Items (ASU 2015-01), is effective for fiscal years, and interim periods within those years, beginning after December 15, 2015. A reporting entity may apply the amendments prospectively. A reporting entity may also apply the amendments retrospectively to all prior periods presented in the financial statements. Early adoption is permitted provided that the guidance is applied from the beginning of the fiscal year of adoption. ASU 2015-01 eliminates the concept of extraordinary items and expands the presentation and disclosure guidance for items that are unusual in nature or occur infrequently to include items that are both unusual in nature and infrequently occurring. We do not expect the adoption of ASU 2015-01 to have a material impact on our consolidated financial statements. | |
ASU 2015-02, Consolidation (Topic 810): Amendments to the Consolidation Analysis (ASU 2015-02), is effective for fiscal years, and interim periods within those years, beginning after December 15, 2015. A reporting entity may apply the amendments using a modified retrospective approach by recording a cumulative-effect adjustment to equity as of the beginning of the fiscal year of adoption. A reporting entity also may apply the amendments retrospectively. Early adoption is permitted. ASU 2015-02 changes the way reporting entities evaluate whether (1) they should consolidate limited partnerships and similar entities, (2) fees paid to a decision maker or service provider are variable interests in a variable interest entity (VIE), and (3) variable interests in a VIE held by related parties of the reporting entity require the reporting entity to consolidate the VIE. ASU 2015-02 also eliminates the VIE consolidation model based on majority exposure to variability that applied to certain investment companies and similar entities. We do not expect the adoption of ASU 2015-02 to have a material impact on our consolidated financial statements. | |
We do not expect any other recently issued, but not yet effective, accounting pronouncements to have a material impact on our consolidated financial statements. | |
Summary of Significant Accounting Policies | |
There have been no changes to our significant accounting policies since we filed our Annual Report with the SEC on September 10, 2014. See Note 2, “Summary of Significant Accounting Policies,” in the notes to our consolidated financial statements included in Item 8 of Part II of our Annual Report for the full disclosure of our significant accounting policies. |
Discontinued_Operations
Discontinued Operations | 9 Months Ended | ||||||||||||||||
Mar. 31, 2015 | |||||||||||||||||
Discontinued Operations | (2) Discontinued Operations | ||||||||||||||||
In May 2014, the Union Federal Board of Directors and the FMD Board of Directors each approved the dissolution of Union Federal and authorized Union Federal to prepare a plan of voluntary dissolution, which plan requires the approval of the Union Federal Board of Directors, the OCC and FMD, as the sole stockholder of Union Federal. In December 2014, the Union Federal Board of Directors, the FMD Board of Directors and FMD, as the sole stockholder of Union Federal, each approved the plan of voluntary dissolution and Union Federal submitted a dissolution application to the OCC for approval, which included a request for the approval of liquidating distributions in the form of cash dividends by Union Federal to FMD. On April 24, 2015, the OCC notified Union Federal that it had conditionally approved the dissolution application, subject to certain consummation requirements and conditions set forth in the OCC’s notification. | |||||||||||||||||
The voluntary dissolution plan outlines management’s intention to sell the assets of Union Federal, consisting primarily of its education loan, mortgage loan and investment portfolios, and either sell its customer deposits or settle its customer deposits at the earlier of maturity or the effectiveness of the dissolution. On December 19, 2014, Union Federal and FMD entered into a purchase and assumption agreement with BofI Federal Bank to purchase and assume certain specified deposit liabilities. This transaction is subject to customary closing conditions. | |||||||||||||||||
In addition to the exit costs discussed below, we have incurred legal fees and expect to incur charges related to lease obligations and contract termination provisions in connection with the voluntary dissolution plan. Furthermore, depending on the timing and extent of the dissolution process, FMD may purchase certain assets from Union Federal or advance funds to facilitate deposit redemptions on a temporary basis before the assets are ultimately liquidated. We expect the dissolution process to be complete by the end of fiscal 2015. | |||||||||||||||||
As of May 11, 2015, Union Federal had initiated certain steps toward dissolution including lowering certain deposit rates, ceasing education loan, mortgage loan and online money market demand account applications, terminating a limited number of employees, selling portfolios of education loans and selling its investment portfolio. | |||||||||||||||||
We evaluated the dissolution of Union Federal in accordance with ASC 205-20. Based on the evaluation performed, we concluded that Union Federal met each of the criteria required for classification as a discontinued operation. Specifically, we concluded that (1) Union Federal qualified as a component of an entity, as its operations and cash flows can clearly be distinguished from the rest of FMD, (2) the operations and cash flows of Union Federal would be eliminated from the ongoing operations of FMD subsequent to the dissolution and (3) there would be no continuing involvement of FMD in the operations of Union Federal subsequent to the dissolution. | |||||||||||||||||
As a result of the foregoing, we reported the operations and activities relating to Union Federal within discontinued operations for all periods presented. Assets and liabilities related to these operations have been segregated and reported as assets and liabilities from discontinued operations on our consolidated balance sheets. | |||||||||||||||||
Assets and Liabilities | |||||||||||||||||
The assets and liabilities of Union Federal classified as discontinued operations on our consolidated balance sheets, after the effect of elimination entries, are presented below: | |||||||||||||||||
March 31, 2015 | June 30, 2014 | ||||||||||||||||
(dollars in thousands) | |||||||||||||||||
Assets: | |||||||||||||||||
Cash and cash equivalents | $ | 114,063 | $ | 86,394 | |||||||||||||
Investments available-for-sale | — | 62,309 | |||||||||||||||
Education loans held-for-sale | 1,751 | 21,944 | |||||||||||||||
Mortgage loans held-for-sale | 15,311 | 16,371 | |||||||||||||||
Other assets | 454 | 1,788 | |||||||||||||||
Total assets | $ | 131,579 | $ | 188,806 | |||||||||||||
Liabilities: | |||||||||||||||||
Deposits | $ | 108,287 | $ | 161,067 | |||||||||||||
Other liabilities | 1,079 | 1,760 | |||||||||||||||
Total liabilities | $ | 109,366 | $ | 162,827 | |||||||||||||
Investments available-for-sale As of June 30, 2014, investments available-for-sale were principally comprised of mortgage-backed securities issued by government-sponsored enterprises and U.S. government agencies and were recorded at fair value. During the second quarter of fiscal 2015, Union Federal sold the majority of the securities in its portfolio. In conjunction with these sale transactions, Union Federal received $54.5 million in sales proceeds and derecognized approximately $54.3 million of investments available-for-sale from its consolidated balance sheet. As of December 31, 2014, one security remained in the portfolio, which was paid down in full to Union Federal in the third quarter of fiscal 2015. | |||||||||||||||||
Loans held-for-sale All loans were classified as held-for-sale and recorded at the lower of cost or fair value. The comparison of cost to fair value for Union Federal’s education loan portfolio as of March 31, 2015 resulted in a write-down of $128 thousand. The comparison of cost to fair value for Union Federal’s mortgage loan portfolio as of March 31, 2015 resulted in a write-down of $221 thousand. These write-downs were recorded in discontinued operations for the three and nine months ended March 31, 2015. | |||||||||||||||||
During the second quarter of fiscal 2015, Union Federal sold two portfolios of education loans. Union Federal received $18.8 million in aggregate sales proceeds and derecognized approximately $18.6 million of education loans and accrued interest from its consolidated balance sheet. The determination of fair value for the remaining education loan portfolio as of March 31, 2015 was primarily based on a bid received from the buyer who purchased the majority of the education loans sold during the second quarter of fiscal 2015. | |||||||||||||||||
The determination of fair value for the mortgage loan portfolio was primarily based on a bid Union Federal received to purchase the majority of the portfolio. | |||||||||||||||||
Deposits Deposit liabilities were comprised of savings, checking and money market deposits with no stated maturities as well as time deposits, which have fixed maturities. Deposits with no stated maturities were held at the amount payable on demand, which was equal to the fair value. Time deposits were held at fair value, which was determined by discounting the scheduled cash flows using market rates offered for deposits with similar remaining maturities as of our consolidated balance sheet dates. The cumulative fair value write-down on the portfolio as of March 31, 2015 was $136 thousand. | |||||||||||||||||
Revenues and Expenses | |||||||||||||||||
The revenues and expenses of the discontinued operations of Union Federal presented in our consolidated statements of operations for the three and nine months ended March 31, 2015 and 2014, after the effects of elimination entries, were as follows: | |||||||||||||||||
Three months ended | Nine months ended | ||||||||||||||||
March 31, | March 31, | ||||||||||||||||
2015 | 2014 | 2015 | 2014 | ||||||||||||||
(dollars in thousands) | |||||||||||||||||
Total revenues | $ | 79 | $ | 1,411 | $ | 827 | $ | 4,020 | |||||||||
Total expenses | 488 | 701 | 2,076 | 1,818 | |||||||||||||
Total other (expense) income | (352 | ) | 1,231 | (2,217 | ) | 1,231 | |||||||||||
(Loss) income from discontinued operations, before income taxes | (761 | ) | 1,941 | (3,466 | ) | 3,433 | |||||||||||
Income tax expense | — | 162 | 1 | 202 | |||||||||||||
Discontinued operations, net of taxes | $ | (761 | ) | $ | 1,779 | $ | (3,467 | ) | $ | 3,231 | |||||||
Other (expense) income Other expense for the three months ended March 31, 2015 primarily related to fair value write-downs taken on Union Federal’s education loan and mortgage loan portfolios. | |||||||||||||||||
Other expense for the nine months ended March 31, 2015 included fair value write-downs of $2.6 million and $221 thousand on Union Federal’s education loan portfolio and mortgage loan portfolio, respectively, as well as $277 thousand in other-than-temporary impairment losses on Union Federal’s investment portfolio. This was partially offset by other income of $845 thousand, which included $644 thousand for the reversal of a reserve for certain aged loan repurchase obligations, $145 thousand in net realized gains on securities sold and $56 thousand for a gain recognized on the sale of education loans. The net realized gains on securities sold recognized during the nine months ended March 31, 2015 included $161 thousand of net realized gains on securities that were reclassified out of accumulated other comprehensive loss. There was no tax benefit reclassified out of accumulated other comprehensive loss as there was a full valuation allowance against the deferred tax asset. | |||||||||||||||||
Other income for the three and nine months ended March 31, 2014 included a $1.4 million gain recognized on the sale of education loans partially offset by $161 thousand in net realized losses on securities sold, which was reclassified out of accumulated other comprehensive income (loss). There was no tax benefit reclassified out of accumulated other comprehensive income (loss) as there was a full valuation allowance against the deferred tax asset. | |||||||||||||||||
Exit costs The table below presents a reconciliation of the beginning and ending liability balances for both severance and retention costs associated with the planned dissolution. As of March 31, 2015, the cumulative amounts incurred for severance and retention costs were $250 thousand and $266 thousand, respectively. Additional retention costs of $43 thousand are expected to be incurred during the remainder of fiscal 2015. | |||||||||||||||||
Severance | Retention | ||||||||||||||||
(dollars in thousands) | |||||||||||||||||
Balance, June 30, 2014 | $ | 246 | $ | 24 | |||||||||||||
Additional expense incurred during the period | 4 | 242 | |||||||||||||||
Payments made during the period | (10 | ) | (10 | ) | |||||||||||||
Balance, March 31, 2015 | $ | 240 | $ | 256 | |||||||||||||
Cash_and_Cash_Equivalents
Cash and Cash Equivalents | 9 Months Ended | ||||||||
Mar. 31, 2015 | |||||||||
Cash and Cash Equivalents | (3) Cash and Cash Equivalents | ||||||||
The following table summarizes our cash and cash equivalents: | |||||||||
March 31, 2015 | June 30, 2014 | ||||||||
(dollars in thousands) | |||||||||
Cash equivalents (money market funds) | $ | 35,820 | $ | 29,856 | |||||
Interest-bearing deposits with banks | 2,253 | 2,793 | |||||||
Non-interest-bearing deposits with banks | 2,585 | 1,306 | |||||||
Total cash and cash equivalents | $ | 40,658 | $ | 33,955 | |||||
Shortterm_Investments
Short-term Investments | 9 Months Ended |
Mar. 31, 2015 | |
Short-term Investments | (4) Short-term Investments |
Short-term investments of $10.0 million at March 31, 2015 and $40.1 million at June 30, 2014 consisted of certificates of deposit with highly-rated financial institutions, carried at cost. These certificates of deposit had a range of maturities from 1.6 months to 5.0 months at March 31, 2015. |
Education_Loans_HeldtoMaturity
Education Loans Held-to-Maturity | 9 Months Ended |
Mar. 31, 2015 | |
Education Loans Held-to-Maturity | (5) Education Loans Held-to-Maturity |
FMD holds a small portfolio of education loans totaling $778 thousand at March 31, 2015 and $838 thousand at June 30, 2014, which were transferred by Union Federal to an indirect subsidiary of FMD in 2009, prior to the launch of our Monogram platform. These loans were fully reserved for at March 31, 2015 and June 30, 2014. |
Deposits_for_Participation_Int
Deposits for Participation Interest Accounts | 9 Months Ended | ||||||||
Mar. 31, 2015 | |||||||||
Deposits for Participation Interest Accounts | (6) Deposits for Participation Interest Accounts | ||||||||
In connection with certain of our lender clients’ Monogram-based loan programs, we have provided credit enhancements by funding participation interest accounts (participation accounts) to serve as a first-loss reserve for defaulted program loans. We have made deposits toward our credit enhancement arrangements and agreed to provide periodic supplemental deposits, up to specified limits, during the disbursement periods under our loan program agreements based on the credit mix and volume of disbursed program loans and adjustments to default projections for program loans. | |||||||||
Participation accounts serve as a first-loss reserve to the originating lenders for defaults experienced in Monogram-based loan program portfolios. As defaults occur, our lender clients withdraw the outstanding balance of defaulted principal and interest from the participation account applicable to their respective programs. As amounts are recovered from borrowers, those amounts are deposited back into the appropriate participation account, if applicable. Legal ownership of the defaulted education loan may be transferred to us or continue to be owned by the lender client, depending on the terms of the loan program agreement. Defaulted education loans transferred to us are immediately charged-off and the recoveries are deposited back to the applicable participation account regardless of our ownership of the education loan. | |||||||||
Cash balances in the participation accounts earn interest at market rates applicable to commercial interest-bearing deposit accounts at each program lender. In addition, participation account administration fees are deposited directly by our lender clients into the applicable participation accounts. These fees represent compensation to us for providing the credit enhancement, and are distributed from the participation accounts to us monthly and are not eligible to be used as credit enhancement. Interest and fees deposited into the participation accounts are not recognized as revenue in our consolidated statements of operations. Instead, accretion due to discounting and other changes in fair value are recognized in revenue. | |||||||||
To the extent that the credit enhancement balance in participation accounts is in excess of contractually required amounts, as a result of declining loan balances, or if actual loan volumes or default experience are less than our funded amounts, we are eligible to receive periodic releases of funds, in addition to the monthly participation account administration fee, pursuant to the terms of the applicable loan program agreement. The timing and amount of releases, if any, from the participation accounts are uncertain and vary among the loan programs. | |||||||||
We carry deposits for participation accounts at fair value on our consolidated balance sheets. Fair value is equal to the amount of cash on deposit in the participation account adjusted for unrealized gains or losses. Due to the lack of availability of market prices for financial instruments of this type, we estimate unrealized gains and losses related to the participation accounts based on the net present value of expected future cash flows into and out of the participation account related to education loans originated as of our consolidated balance sheet dates, using an estimate of prepayments, defaults and recoveries, and the timing of the return of our capital, if any, at a discount rate commensurate with the risks and durations involved. We record changes in the estimated fair value of participation accounts, if any, in revenues as part of administrative and other fees. | |||||||||
The following table presents detailed activity related to our participation accounts for the three and nine months ended March 31, 2015: | |||||||||
Three months ended | Nine months ended | ||||||||
March 31, | March 31, | ||||||||
2015 | 2015 | ||||||||
(dollars in thousands) | |||||||||
Balance, beginning of period | $ | 16,498 | $ | 15,834 | |||||
Net fundings | 703 | 1,894 | |||||||
Defaults | (228 | ) | (693 | ) | |||||
Recoveries | 7 | 80 | |||||||
Interest earned/other | 86 | 190 | |||||||
Fair value adjustment | (241 | ) | (480 | ) | |||||
Balance, end of period | $ | 16,825 | $ | 16,825 | |||||
The amount of participation account administration fees paid into the participation accounts and subsequently withdrawn by FMD during the three and nine months ended March 31, 2015 was $742 thousand and $2.0 million, respectively. | |||||||||
Under three of our Monogram-based loan program agreements, FMD provides an amount of first-loss credit enhancement, funded upfront into a participation account by FMD, based on the loans originated and the expected lifetime gross defaults of the loans agreed to by the parties under the applicable loan program agreement. The maximum amount of credit exposure related to our first-loss credit enhancement arrangements is equal to the cash value or the amount on deposit in the participation account. As of March 31, 2015, the aggregate amount of our funded first-loss credit enhancement was $17.0 million. |
Fair_Value_Measurements
Fair Value Measurements | 9 Months Ended | ||||||||||||||||||||||||||||||||
Mar. 31, 2015 | |||||||||||||||||||||||||||||||||
Fair Value Measurements | (7) Fair Value Measurements | ||||||||||||||||||||||||||||||||
(a) Financial Instruments Recorded at Fair Value on our Consolidated Balance Sheets | |||||||||||||||||||||||||||||||||
For financial instruments recorded at fair value on our consolidated balance sheets, we base that financial instrument’s categorization within the valuation hierarchy upon the lowest level of input that is significant to the fair value measurement. | |||||||||||||||||||||||||||||||||
The following is a description of the valuation methodologies used for financial instruments, from continuing operations, recorded at fair value on our consolidated balance sheets: | |||||||||||||||||||||||||||||||||
Deposits for Participation Interest Accounts | |||||||||||||||||||||||||||||||||
We record deposits for participation accounts at fair value using cash flow modeling techniques as they do not have available market prices. As such, we estimate fair value using the net present value of expected future cash flows. At both March 31, 2015 and June 30, 2014, the fair value of deposits for participation accounts was not materially different from the cash balance of the underlying interest-bearing deposits. These assets are classified within Level 3 of the valuation hierarchy. Our significant observable and unobservable inputs are discussed below. | |||||||||||||||||||||||||||||||||
Service Revenue Receivables | |||||||||||||||||||||||||||||||||
We record our service revenue receivables at fair value on our consolidated balance sheets. Our service revenue receivables consist of additional structural advisory fees and residual receivables and represent the estimated fair value of our service revenue receivables expected to be collected over the life of the various securitization trusts that have purchased education loans facilitated by us, with no further service obligations on our part. Changes in the estimated fair value of our service revenue receivables due, less any cash distributions received, are recorded in our consolidated statements of operations within fair value changes to service revenue receivables. In the absence of market-based transactions, we use cash flow modeling techniques to derive a Level 3 estimate of fair value for financial reporting purposes. Our significant observable and unobservable inputs are discussed below. | |||||||||||||||||||||||||||||||||
The following table presents financial instruments, from continuing operations, carried at fair value on our consolidated balance sheets, in accordance with the valuation hierarchy described above, on a recurring basis. There have been no transfers in or out of Level 3 of the hierarchy, or between Levels 1 and 2, for the periods presented. | |||||||||||||||||||||||||||||||||
March 31, 2015 | June 30, 2014 | ||||||||||||||||||||||||||||||||
Level 1 | Level 2 | Level 3 | Total | Level 1 | Level 2 | Level 3 | Total | ||||||||||||||||||||||||||
carrying | carrying | ||||||||||||||||||||||||||||||||
value | value | ||||||||||||||||||||||||||||||||
(dollars in thousands) | |||||||||||||||||||||||||||||||||
Assets: | |||||||||||||||||||||||||||||||||
Deposits for participation interest accounts | $ | — | $ | — | $ | 16,825 | $ | 16,825 | $ | — | $ | — | $ | 15,834 | $ | 15,834 | |||||||||||||||||
Service revenue receivables | — | — | 13,037 | 13,037 | — | — | 13,979 | 13,979 | |||||||||||||||||||||||||
Total assets | $ | — | $ | — | $ | 29,862 | $ | 29,862 | $ | — | $ | — | $ | 29,813 | $ | 29,813 | |||||||||||||||||
The following table presents activity related to our financial assets, from continuing operations, categorized as Level 3 of the valuation hierarchy, valued on a recurring basis, for the three and nine months ended March 31, 2015 and 2014. All realized and unrealized gains and losses recorded during the periods presented relate to assets still held at our consolidated balance sheet dates. | |||||||||||||||||||||||||||||||||
Three months ended March 31, | |||||||||||||||||||||||||||||||||
2015 | 2014 | ||||||||||||||||||||||||||||||||
Deposits for | Service | Deposits for | Service | ||||||||||||||||||||||||||||||
participation | revenue | participation | revenue | ||||||||||||||||||||||||||||||
interest | receivables | interest | receivables | ||||||||||||||||||||||||||||||
accounts | accounts | ||||||||||||||||||||||||||||||||
(dollars in thousands) | |||||||||||||||||||||||||||||||||
Fair value, beginning of period | $ | 16,498 | $ | 13,491 | $ | 20,552 | $ | 13,620 | |||||||||||||||||||||||||
Realized and unrealized (losses) gains | (462 | ) | 495 | (135 | ) | 1,366 | |||||||||||||||||||||||||||
Net contributions (distributions) | 789 | (949 | ) | 1,055 | (780 | ) | |||||||||||||||||||||||||||
Fair value, end of period | $ | 16,825 | $ | 13,037 | $ | 21,472 | $ | 14,206 | |||||||||||||||||||||||||
Nine months ended March 31, | |||||||||||||||||||||||||||||||||
2015 | 2014 | ||||||||||||||||||||||||||||||||
Deposits for | Service | Deposits for | Service | ||||||||||||||||||||||||||||||
participation | revenue | participation | revenue | ||||||||||||||||||||||||||||||
interest | receivables | interest | receivables | ||||||||||||||||||||||||||||||
accounts | accounts | ||||||||||||||||||||||||||||||||
(dollars in thousands) | |||||||||||||||||||||||||||||||||
Fair value, beginning of period | $ | 15,834 | $ | 13,979 | $ | 13,147 | $ | 14,817 | |||||||||||||||||||||||||
Realized and unrealized (losses) gains | (1,093 | ) | 1,813 | (323 | ) | 2,248 | |||||||||||||||||||||||||||
Net contributions (distributions) | 2,084 | (2,755 | ) | 8,648 | (2,859 | ) | |||||||||||||||||||||||||||
Fair value, end of period | $ | 16,825 | $ | 13,037 | $ | 21,472 | $ | 14,206 | |||||||||||||||||||||||||
The following table presents additional quantitative information about the assets recorded at fair value on a recurring basis for which we have utilized Level 3 inputs to determine fair value at March 31, 2015: | |||||||||||||||||||||||||||||||||
Asset | Fair Value | Valuation Techniques | Significant Unobservable Inputs | Range | |||||||||||||||||||||||||||||
(dollars in | |||||||||||||||||||||||||||||||||
thousands) | |||||||||||||||||||||||||||||||||
Deposits for participation interest accounts | $ | 16,825 | Discounted cash flows | Discount rates | 8-15% | ||||||||||||||||||||||||||||
Annual prepayment rates | 5.75-11.5% | ||||||||||||||||||||||||||||||||
Annual net recovery rates | 2.67% | ||||||||||||||||||||||||||||||||
Annual default rates | 0-2.5% | ||||||||||||||||||||||||||||||||
Service revenue receivables | $ | 13,037 | Discounted cash flows | Discount rates | 10-16% | ||||||||||||||||||||||||||||
Annual prepayment rates | 3-9% | ||||||||||||||||||||||||||||||||
Annual net recovery rates | 2-2.5% | ||||||||||||||||||||||||||||||||
Annual default rates | 1-10% | ||||||||||||||||||||||||||||||||
(b) Level 3 Inputs Used to Determine Fair Value | |||||||||||||||||||||||||||||||||
The unobservable inputs used to determine the fair value of our service revenue receivables and deposits for participation accounts include, but are not limited to, discount rates, prepayment rates, net recovery rates and default rates. The forward London Interbank Offered Rate (LIBOR) curve is a key observable input utilized in determining the fair value of expected future cash flows from these assets. While there was some change in the LIBOR curve from June 30, 2014, the change did not have a material impact on the fair value of our service revenue receivables or deposits for participation accounts. There have been no other significant changes in these inputs from June 30, 2014. | |||||||||||||||||||||||||||||||||
Sensitivity to Changes in Assumptions | |||||||||||||||||||||||||||||||||
The service revenue receivables recorded at March 31, 2015 and June 30, 2014 were related to certain of the securitization trusts we previously facilitated. Substantially all of the education loans held by these securitization trusts have guarantees from schools, and, in some cases, from a third-party bank. These guarantees help to partially mitigate the overall impact of defaults and sensitivity to changes in default activity to the residual interest and additional structural advisory fee holders. In addition, the recoveries on guaranteed defaults are returned back to the schools or banks, as applicable, not the residual interest and additional structural advisory fee holders, therefore, limiting the impact and sensitivity of the holders to recoveries. Further, due to the seasoning of these trusts, many of the residual interests and additional structural advisory fees have relatively short weighted-average lives and are currently cash-flowing, and, as such, are not significantly impacted by other assumptions, such as discount rates. | |||||||||||||||||||||||||||||||||
The fair value of our deposits for participation accounts may be impacted by changes in prepayment rates, net default rates, the forward LIBOR curve and the timing of capital releases, if any. | |||||||||||||||||||||||||||||||||
(c) Fair Values of Other Financial Instruments | |||||||||||||||||||||||||||||||||
Fair value estimates for financial instruments not carried at fair value on our consolidated balance sheets are generally subjective in nature, and are made as of a specific point in time based on the characteristics of the financial instruments and relevant market information. The fair value estimates for the financial instruments disclosed below do not necessarily incorporate the exit price concept used to record financial instruments at fair value. The following tables present the carrying amount, estimated fair value and placement in the fair value hierarchy for our financial instruments, from continuing operations, not recorded at fair value on our consolidated balance sheets at March 31, 2015 and June 30, 2014. The carrying amount for these instruments approximates fair value principally due to their short maturities. | |||||||||||||||||||||||||||||||||
March 31, 2015 | Carrying | Estimated | Fair Value Measurements | ||||||||||||||||||||||||||||||
Amount | Fair Value | Level 1 | Level 2 | Level 3 | |||||||||||||||||||||||||||||
(dollars in thousands) | |||||||||||||||||||||||||||||||||
Financial Assets: | |||||||||||||||||||||||||||||||||
Cash and cash equivalents | $ | 40,658 | $ | 40,658 | $ | 40,658 | $ | — | $ | — | |||||||||||||||||||||||
Short-term investments | 10,004 | 10,004 | 10,004 | — | — | ||||||||||||||||||||||||||||
Restricted cash | 75,770 | 75,770 | 75,770 | — | — | ||||||||||||||||||||||||||||
Financial Liabilities: | |||||||||||||||||||||||||||||||||
Restricted funds due to clients | $ | 75,626 | $ | 75,626 | $ | 75,626 | $ | — | $ | — | |||||||||||||||||||||||
June 30, 2014 | Carrying | Estimated | Fair Value Measurements | ||||||||||||||||||||||||||||||
Amount | Fair Value | Level 1 | Level 2 | Level 3 | |||||||||||||||||||||||||||||
(dollars in thousands) | |||||||||||||||||||||||||||||||||
Financial Assets: | |||||||||||||||||||||||||||||||||
Cash and cash equivalents | $ | 33,955 | $ | 33,955 | $ | 33,955 | $ | — | $ | — | |||||||||||||||||||||||
Short-term investments | 40,057 | 40,057 | 40,057 | — | — | ||||||||||||||||||||||||||||
Restricted cash | 94,436 | 94,436 | 94,436 | — | — | ||||||||||||||||||||||||||||
Financial Liabilities: | |||||||||||||||||||||||||||||||||
Restricted funds due to clients | $ | 94,272 | $ | 94,272 | $ | 94,272 | $ | — | $ | — |
Goodwill_and_Intangible_Assets
Goodwill and Intangible Assets | 9 Months Ended | ||||||||||||||||
Mar. 31, 2015 | |||||||||||||||||
Goodwill and Intangible Assets | (8) Goodwill and Intangible Assets | ||||||||||||||||
(a) Cology LLC | |||||||||||||||||
Cology LLC completed its acquisition of a substantial portion of the operating assets of Cology, Inc. and its affiliates, which we refer to as the Cology Sellers, during fiscal 2013. We recorded a customer list intangible asset of $5.7 million for the approximately 250 credit union and other lender clients that the Cology Sellers did business with as of the acquisition date along with $518 thousand of goodwill. The customer list intangible asset is being amortized over a 15-year period on a straight line basis. Amortization expense related to the intangible asset is approximately $377 thousand per year. We expect amortization of the intangible asset and goodwill to be fully deductible for income tax purposes over a 15-year period. We recorded no goodwill or intangible asset impairment during the nine months ended March 31, 2015. | |||||||||||||||||
(b) TMS | |||||||||||||||||
We completed our acquisition of TMS during fiscal 2011. We recorded goodwill of $22.2 million at the acquisition date. We also recorded intangible assets for the customer list acquired, certain technology necessary to support the customer relationships and the value of the TMS tradename. On June 30, 2011, TMS sold a portfolio of K-12 school contracts to Nelnet Business Solutions, Inc. in a transaction that eliminated $2.6 million of goodwill and decreased its customer list intangible asset by $4.1 million. As a result, $19.5 million of goodwill remained at both March 31, 2015 and June 30, 2014 and the adjusted cost basis of TMS’ customer list intangible was $17.9 million. The technology and tradename have a cost basis of $3.7 million and $2.0 million, respectively. The customer list and tradename intangible assets are being amortized over a 15-year period on a straight line basis. The technology intangible asset is being amortized over a six year period on a straight line basis. Amortization expense related to the customer list and tradename intangible assets is approximately $1.3 million per year. Amortization expense related to the technology intangible asset is approximately $608 thousand per year. We expect amortization of the intangible assets and goodwill to be fully deductible for income tax purposes over a 15-year period. We recorded no goodwill or intangible asset impairment during the nine months ended March 31, 2015. | |||||||||||||||||
(c) Intangible Assets | |||||||||||||||||
Intangible assets at March 31, 2015 consisted of the following: | |||||||||||||||||
Amortization | Adjusted cost | Accumulated | Net | ||||||||||||||
period | basis | amortization | |||||||||||||||
(in years) | (dollars in thousands) | ||||||||||||||||
Intangible assets: | |||||||||||||||||
Customer list | 15 | $ | 23,600 | $ | (6,028 | ) | $ | 17,572 | |||||||||
Technology | 6 | 3,650 | (2,585 | ) | 1,065 | ||||||||||||
Tradename | 15 | 1,950 | (552 | ) | 1,398 | ||||||||||||
Total intangible assets at March 31, 2015 | $ | 29,200 | $ | (9,165 | ) | $ | 20,035 | ||||||||||
Amortization expense recorded for the nine months ended March 31, 2015 was $1.7 million. | |||||||||||||||||
Estimated annual amortization expense for the remainder of fiscal 2015 and each fiscal year thereafter is as follows: | |||||||||||||||||
Customer list | Technology | Tradename | Total | ||||||||||||||
(dollars in thousands) | |||||||||||||||||
Estimated amortization expense: | |||||||||||||||||
Remainder of 2015 | $ | 392 | $ | 152 | $ | 33 | $ | 577 | |||||||||
2016 | 1,573 | 608 | 130 | 2,311 | |||||||||||||
2017 | 1,573 | 305 | 130 | 2,008 | |||||||||||||
2018 | 1,573 | — | 130 | 1,703 | |||||||||||||
2019 | 1,573 | — | 130 | 1,703 | |||||||||||||
Thereafter | 10,888 | — | 845 | 11,733 | |||||||||||||
Total | $ | 17,572 | $ | 1,065 | $ | 1,398 | $ | 20,035 | |||||||||
Commitments_and_Contingencies
Commitments and Contingencies | 9 Months Ended | |||
Mar. 31, 2015 | ||||
Commitments and Contingencies | (9) Commitments and Contingencies | |||
(a) Income Tax Matters | ||||
Internal Revenue Service Audit | ||||
Effective March 31, 2009, we completed the sale of the trust certificate of NC Residuals Owners Trust (the Trust Certificate). In connection with the sale of the Trust Certificate, FMD entered into an asset services agreement (the Asset Services Agreement) pursuant to which FMD provided various consulting and advisory services to the purchaser of the Trust Certificate. As a result of the sale of the Trust Certificate, as well as our operating losses incurred in fiscal 2009, we recorded an income tax receivable for federal income taxes paid on taxable income in prior fiscal years. In fiscal 2010, we received a total of $189.3 million in federal and state income tax refunds related to our income tax receivables. Furthermore, we received a federal income tax refund of $45.1 million in October 2010 related to the operating losses in fiscal 2010, which we applied to taxable income from fiscal 2008. In April 2010, the Internal Revenue Service (IRS) commenced an audit of our tax returns for fiscal 2007 through fiscal 2009, including a review of the tax treatment of the sale of the Trust Certificate and the federal tax refund previously received in the amount of $176.6 million. Such audits are required by the Internal Revenue Code. The IRS also commenced an audit of our fiscal 2010 tax return in light of the $45.1 million income tax refund that we received in October 2010. | ||||
On September 10, 2013, we received two Notices of Proposed Adjustment (NOPAs) from the IRS. In the NOPAs, the IRS asserted that our sale of the Trust Certificate should not be recognized for federal income tax purposes primarily because we retained the economic benefits and burdens of the Trust Certificate, including, among other things, retaining certain repurchase rights and data rights. The IRS further concluded that the transaction should be characterized as a financing instead of a sale and asserted that the sale of the Trust Certificate and the execution of the Asset Services Agreement had the impact of converting taxable income to the owner from an accrual basis to a cash basis. As a result, the NOPAs proposed to disallow the loss that generated the tax refunds that we previously received as well as require us to include income from the Trust Certificate from the March 31, 2009 sale date through June 30, 2011 in our taxable income for such years. | ||||
On December 18, 2014, the IRS informed us that it is no longer challenging the federal tax refunds we previously received in the amounts of $176.6 million and $45.1 million. The IRS has provided us with its final examination report confirming that the refunds were correct and we do not owe additional tax. The IRS’s decision not to challenge these federal tax refunds is subject to the review of the Joint Committee on Taxation, as is required for all refunds in excess of $5.0 million. On April 2, 2015, the IRS submitted its final examination report to the Joint Committee on Taxation. | ||||
The determination of whether or not to accrue a liability, if any, requires a significant amount of judgment and entails by necessity, the need to incorporate estimates. We have considered the requirements of ASC 740, Income Taxes, the IRS’s decision to not challenge the federal tax refunds we previously received and the review of this decision by the Joint Committee on Taxation, along with other information supporting our overall tax position, in our assessment of the ultimate outcome of this matter with the IRS, and based on our analysis, we did not record an accrual related to this matter in our unaudited consolidated financial statements as of March 31, 2015. Further, as a result of the IRS’s decision to not challenge the federal tax refunds we previously received, we believe the likelihood of loss related to this contingency is remote. | ||||
Massachusetts Appellate Tax Board Matters | ||||
GATE Holdings, Inc. Taxable Years Ended June 30, 2004, 2005 and 2006 | ||||
We are involved in several matters relating to the Massachusetts tax treatment of GATE Holdings, Inc. (GATE), a former subsidiary of FMD. On November 9, 2011, the Massachusetts Appellate Tax Board (ATB) issued an order (ATB Order) regarding these proceedings. In connection with the ATB Order, as well as the expiration of the statute of limitations applicable to GATE’s taxable year ended June 30, 2007, we recognized an income tax benefit of $12.5 million during the second quarter of fiscal 2012. In the third quarter of fiscal 2012, we made a $5.1 million payment that satisfied our obligation to the Massachusetts Department of Revenue for GATE’s taxable years ended June 30, 2004, 2005 and 2006. | ||||
On January 28, 2015, the Massachusetts Supreme Judicial Court (SJC) issued its opinion in the cases relating to the Massachusetts tax treatment of GATE for GATE’s taxable years ended June 30, 2004, 2005 and 2006. The SJC affirmed the decision of the ATB. At this time, we are not required to make any additional payments to the Massachusetts Department of Revenue for GATE’s taxable years ended June 30, 2004, 2005 and 2006. In affirming the ATB, the SJC’s opinion interpreted the controlling statute in a manner that is inconsistent with the ATB’s interpretation, as well as the interpretations advocated by both GATE and the Massachusetts Commissioner of Revenue (Commissioner) in their briefs. We believe the SJC’s statutory analysis is incorrect. On February 11, 2015, we filed a petition for rehearing on this matter with the SJC, which was denied by the SJC on March 2, 2015. We expect to file a petition for a writ of certiorari with the Supreme Court of the United States. The petition is due on June 1, 2015. | ||||
Background | ||||
We took the position in these cases that GATE was properly taxable as a financial institution and not as a business corporation and was entitled to apportion its income under applicable provisions of Massachusetts tax law. The Commissioner took alternative positions: that GATE was properly taxable as a business corporation, or that GATE was taxable as a financial institution, but was not entitled to apportionment or was subject to 100% Massachusetts apportionment. | ||||
In September 2007, we filed a petition with the ATB seeking a refund of state taxes paid for our taxable year ended June 30, 2004, all of which taxes had previously been paid as if GATE were a business corporation. In December 2009, the Commissioner made additional assessments of taxes, along with accrued interest, of approximately $11.9 million for GATE’s taxable years ended June 30, 2004, 2005 and 2006, and approximately $8.1 million for our taxable years ended June 30, 2005 and 2006. For the 2005 and 2006 taxable years, only one of the two assessments made by the Commissioner would ultimately be allowed. In March 2010, we filed petitions with the ATB contesting the additional assessments against GATE and us. | ||||
On November 9, 2011, the ATB issued the ATB Order regarding these proceedings. The ATB Order reflected the following rulings and findings: | ||||
• | GATE was properly taxable as a financial institution, rather than a business corporation, for each of the tax years at issue; | |||
• | GATE was entitled to apportion its income under applicable provisions of Massachusetts tax law for each of the tax years at issue; | |||
• | GATE properly calculated one of the two applicable apportionment factors used to calculate GATE’s financial institution excise tax; | |||
• | GATE incorrectly calculated the other apportionment factor, which we refer to as the Property Factor, by excluding all income from trust-owned education loans outside of Massachusetts rather than including such income for the purposes of GATE’s Massachusetts state tax returns; and | |||
• | All penalties assessed to FMD and GATE were abated. | |||
On April 17, 2013, the ATB issued its opinion confirming the rulings and findings included in the ATB Order. On July 22, 2013, we filed an appeal of the ATB’s findings with regard to the Property Factor in the Massachusetts Appeals Court. On December 18, 2013, the SJC notified us that it had elected to hear our appeal of the ATB’s findings and heard arguments on the appeal on October 7, 2014. On January 28, 2015, the SJC issued its opinion affirming the decision of the ATB. | ||||
GATE’s Taxable Years Ended June 30, 2008 and 2009 | ||||
On August 6, 2013, the Massachusetts Department of Revenue delivered a notice of assessment for GATE’s taxable years ended June 30, 2008 and 2009, which included an assessment for penalties of $4.1 million. We have not accrued for the penalties as we believe that it is more likely than not that the penalties will ultimately be abated, which is consistent with the Massachusetts Department of Revenue’s treatment of GATE’s taxable years ended June 30, 2004, 2005 and 2006. On August 26, 2013, we filed an application to have the assessed amounts abated in full. On March 26, 2014, the Massachusetts Department of Revenue denied our application. While we have filed an appeal on this matter with the ATB, it is on hold pending resolution of the petition for a writ of certiorari we expect to file with the Supreme Court of the United States related to GATE’s taxable years ended June 30, 2004, 2005 and 2006. The SJC’s opinion in the cases related to GATE’s taxable years ended June 30, 2004, 2005 and 2006 may influence the outcome of our appeal for the taxable years ended June 30, 2008 and 2009. | ||||
We plan to vigorously pursue the litigation pending before the ATB in the cases pertaining to GATE’s taxable years ended June 30, 2008 and 2009. If we are unsuccessful in this litigation, we could be required to make additional tax payments, including interest for GATE’s taxable years ended June 30, 2008 and 2009, which could materially adversely affect our liquidity position. As of March 31, 2015, we had accrued a total income tax liability of $26.4 million, including interest, related to GATE’s tax returns for the taxable years ended June 30, 2008 and 2009, which amount was included in income taxes payable on our consolidated balance sheet. We cannot predict the outcome of this matter or the timing of such payments, if any, at this time. | ||||
It is reasonably possible that our liability for this uncertain tax benefit may change within the next 12 months depending on the outcome of the litigation pending before the ATB in the cases pertaining to GATE’s taxable years ended June 30, 2008 and 2009. As of March 31, 2015, the range of potential change in our liability, excluding an assessment for penalties, was $0 to $26.4 million. | ||||
(b) NC Residuals Owners Trust Litigation | ||||
On April 2, 2014, FMD filed a complaint in the Delaware Court of Chancery (the Chancery Court) against NC Residuals Owners Trust (NC Residuals) and The Wilmington Trust Company in its capacity as owner trustee (the Owner Trustee) of certain of the securitization trusts that we previously facilitated (the GATE Trusts). The action is entitled The First Marblehead Corporation v. NC Residuals Owners Trust, et. al., C.A. No. 9500-VCN. | ||||
GATE, a former subsidiary of FMD, was the owner of certain beneficial interests in the GATE Trusts as well as certain beneficial interests in certain of the other securitization trusts that we previously facilitated (the NCSLT Trusts). GATE assigned and transferred all of its interests in the GATE Trusts to FMD pursuant to a transfer and assignment agreement. As part of that agreement, GATE agreed to, among other things, execute and deliver all documents that might be necessary to transfer, assign and deliver to and vest in FMD ownership of the GATE Trusts on the records of the Owner Trustee. After the transfer of its interests in the GATE Trusts to FMD, GATE’s remaining assets consisted of its interests in the NCSLT Trusts and it was statutorily converted into NC Residuals and, immediately thereafter, the Trust Certificate was sold. | ||||
From 2009 until late 2013, FMD received regular cash distributions as the beneficial owner of the GATE Trusts and has continually reflected the GATE Trusts on its consolidated balance sheets. As of March 31, 2015, the value of the GATE Trusts on our consolidated balance sheet was $11.5 million and, through March 31, 2015, the GATE Trusts had generated cash distributions of $7.4 million, of which $3.7 million is currently being withheld by the administrator of the GATE Trusts pending resolution of this dispute. As of July 2013, the Owner Trustee had not received documentation required to transfer ownership on the records of the Owner Trustee of the GATE Trusts to FMD and the Owner Trustee’s books and records still reflected that GATE was the beneficial owner of the GATE Trusts. FMD requested that NC Residuals, as successor to GATE, execute certain documents necessary to cause FMD to become properly reflected as the GATE Trusts’ registered owner in the Owner Trustee’s books and records, in accordance with NC Residuals’ obligations under the transfer and assignment agreement. NC Residuals refused to comply with FMD’s request and has claimed ownership of the GATE Trusts and also demanded that FMD deliver to it trust certificates reflecting ownership of the GATE Trusts and all cash distributions received on or after March 31, 2009 related to the GATE Trusts. | ||||
FMD and NC Residuals agreed to submit this matter to non-binding mediation, and the Chancery Court entered an order at the parties’ request staying the litigation pending completion of the mediation. On December 22, 2014, FMD and NC Residuals reached an agreement in principle to settle this matter. As part of the settlement, NC Residuals will release any and all claims of ownership of the GATE Trusts, including, without limitation, any and all claims to the cash distributions, and will cooperate with FMD to transfer ownership on the records of the Owner Trustee of the GATE Trusts to FMD, including, without limitation, executing any documents necessary to cause FMD to become properly reflected as the GATE Trusts’ registered owner in the Owner Trustee’s books and records. FMD and NC Residuals are currently documenting the settlement to reflect the agreed-upon terms. As of March 31, 2015, we had an accrued liability of $5.0 million related to the settlement of this matter, which amount was included in accrued expenses on our consolidated balance sheet. | ||||
(c) Indemnifications—Citizens Loan Sales | ||||
On January 23, 2014, FMD and Union Federal entered into a loan purchase and sale agreement with RBS Citizens, N.A. (Citizens). Pursuant to the loan purchase and sale agreement, on March 28, 2014, Union Federal sold to Citizens a portfolio of education loans with an aggregate outstanding principal balance of approximately $39.8 million. On June 25, 2014, FMD and Union Federal entered into a new loan purchase and sale agreement with Citizens. Pursuant to the loan purchase and sale agreement, on June 25, 2014, Union Federal sold to Citizens a portfolio of education loans with an aggregate outstanding principal balance of approximately $19.2 million. | ||||
Subject to certain exceptions, Union Federal has agreed to repurchase, following receipt of notice from Citizens, any education loan for which a representation or warranty made by Union Federal about such loan proves to have been false, misleading or incorrect as of the applicable effective dates of the loan purchase and sale agreements or as of the applicable closing dates. Union Federal has also agreed to repurchase any education loan that becomes subject to a formal judicial proceeding that is based upon the acts or omissions of Union Federal or its agents or affiliates arising prior to the applicable closing date and, under certain circumstances, any education loan where a claim has been made that the education loan is unenforceable because of the lack of contractual capacity of a minor. These repurchase obligations do not expire and are in addition to FMD’s indemnification obligations discussed below. | ||||
In addition, FMD agreed to guarantee to Citizens the full and prompt performance by Union Federal of its obligations and agreements, including its loan repurchase obligations discussed above, under the loan purchase and sale agreements. FMD also agreed to indemnify Citizens against losses sustained as a result of any breach of Union Federal’s representations, warranties and covenants or any act or omission of Union Federal prior to the applicable closing date for each sale. | ||||
We were not aware of any contingencies existing at our consolidated balance sheet dates that were both probable and estimable for which we would record a reserve, nor can we estimate a range of possible losses at this time. | ||||
(d) Other | ||||
We are involved from time to time in routine legal proceedings occurring in the ordinary course of business. In the opinion of management, there are no matters outstanding, other than those discussed above under “—Income Tax Matters,” that could have a material adverse impact on our operations or financial condition. |
Net_Loss_per_Share
Net Loss per Share | 9 Months Ended | ||||||||||||||||
Mar. 31, 2015 | |||||||||||||||||
Net Loss per Share | (10) Net Loss per Share | ||||||||||||||||
The following table sets forth the computation of basic and diluted net loss per share of common stock: | |||||||||||||||||
Three months ended March 31, | Nine months ended March 31, | ||||||||||||||||
2015 | 2014 | 2015 | 2014 | ||||||||||||||
(dollars and shares in thousands, except per share amounts) | |||||||||||||||||
Net loss from continuing operations available and allocated to common shares outstanding | $ | (7,835 | ) | $ | (6,892 | ) | $ | (31,275 | ) | $ | (27,546 | ) | |||||
(Loss) income from discontinued operations, net of taxes, available and allocated to common shares outstanding | (761 | ) | 1,779 | (3,467 | ) | 3,231 | |||||||||||
Net loss available and allocated to common shares outstanding | $ | (8,596 | ) | $ | (5,113 | ) | $ | (34,742 | ) | $ | (24,315 | ) | |||||
Net loss per basic and diluted common share: | |||||||||||||||||
From continuing operations | $ | (0.68 | ) | $ | (0.61 | ) | $ | (2.72 | ) | $ | (2.45 | ) | |||||
From discontinued operations | (0.07 | ) | 0.16 | (0.31 | ) | 0.29 | |||||||||||
Total basic and diluted net loss per common share | $ | (0.75 | ) | $ | (0.45 | ) | $ | (3.03 | ) | $ | (2.16 | ) | |||||
Basic and diluted weighted-average common shares outstanding | 11,530 | 11,288 | 11,480 | 11,262 | |||||||||||||
The following table presents the weighted-average shares outstanding for restricted stock units and stock options that were anti-dilutive, and, therefore, not included in the calculation of diluted net loss per common share: | |||||||||||||||||
Three months ended March 31, | Nine months ended March 31, | ||||||||||||||||
2015 | 2014 | 2015 | 2014 | ||||||||||||||
(in thousands) | |||||||||||||||||
Restricted stock units | 753 | 427 | 632 | 397 | |||||||||||||
Stock options | 601 | 603 | 601 | 603 |
General_Information_Policies
General Information (Policies) | 9 Months Ended |
Mar. 31, 2015 | |
Basis of Financial Reporting | Basis of Financial Reporting |
The accompanying unaudited consolidated financial statements as of and for the three and nine months ended March 31, 2015 have been prepared in accordance with U.S. generally accepted accounting principles (GAAP) for interim financial information. Accordingly, they do not include all of the information and footnotes required by GAAP for complete consolidated financial statements. In the opinion of management, the unaudited consolidated financial statements reflect all adjustments, consisting of normal recurring adjustments, necessary for a fair presentation of the results of operations for the interim periods presented. Operating results for the interim periods presented are not necessarily indicative of the results for fiscal 2015. The accompanying unaudited consolidated financial statements should be read in conjunction with our Annual Report. | |
Recently Issued Accounting Pronouncements | Recently Issued Accounting Pronouncements |
Accounting Standards Update (ASU) 2013-11, Income Taxes (Topic 740): Presentation of an Unrecognized Tax Benefit When a Net Operating Loss Carryforward, a Similar Tax Loss, or a Tax Credit Carryforward Exists (ASU 2013-11), is effective prospectively for fiscal years, and interim periods within those years, beginning after December 15, 2013. ASU 2013-11 requires an entity to present an unrecognized tax benefit as a reduction of a deferred tax asset for a net operating loss (NOL) carryforward, a similar tax loss, or a tax credit carryforward, rather than as a liability when (1) the uncertain tax position would reduce the NOL or other carryforward under the tax law of the applicable jurisdiction and (2) the entity intends to use the deferred tax asset for that purpose. The adoption of ASU 2013-11 did not have an impact on our consolidated financial statements. | |
ASU 2014-08, Presentation of Financial Statements (Topic 205) and Property, Plant, and Equipment (Topic 360): Reporting Discontinued Operations and Disclosures of Disposals of Components of an Entity (ASU 2014-08), is effective for fiscal years, and interim periods within those years, beginning after December 15, 2014. Early adoption is permitted, but only for disposals (or classifications as held-for-sale) that have not been reported in financial statements previously issued or available for issuance. ASU 2014-08 elevates the threshold for a disposal transaction to qualify as a discontinued operation. Under ASU 2014-08, only those disposals of components of an entity that represent a strategic shift that has or will have a major effect on an entity’s operations and financial results will be required to be reported as discontinued operations in the financial statements. Further, ASU 2014-08 expands disclosure requirements for transactions that meet the definition of a discontinued operation and requires entities to disclose information about individually significant components that are disposed of or held-for-sale and do not qualify as discontinued operations. We have not early adopted ASU 2014-08 nor do we expect the adoption to have a material impact on our consolidated financial statements. | |
ASU 2014-09, Revenue from Contracts with Customers (Topic 606) (ASU 2014-09), is effective for annual reporting periods beginning after December 15, 2016, including interim periods within those reporting periods. Early adoption is not permitted. ASU 2014-09 requires an entity to recognize the amount of revenue to which it expects to be entitled for the transfer of promised goods or services to customers. ASU 2014-09 will replace most existing revenue recognition guidance in GAAP when it becomes effective. ASU 2014-09 permits the use of either the retrospective or cumulative effect transition method. The impact of ASU 2014-09 on our consolidated financial statements is not yet known. On April 29, 2015, the Financial Accounting Standards Board issued for public comment a proposed ASU that would defer the effective date of this new revenue recognition standard by one year. The proposed ASU, Revenue from Contracts with Customers (Topic 606): Deferral of the Effective Date, would permit public organizations to apply the new revenue standard to annual reporting periods beginning after December 15, 2017, including interim periods within those reporting periods. Additionally, the proposed ASU would permit organizations to adopt the new revenue standard early, but not before the original public organization effective date (that is, annual reporting periods beginning after December 15, 2016). | |
ASU 2014-15, Presentation of Financial Statements – Going Concern (Subtopic 205-40) (ASU 2014-15), is effective for fiscal years, and interim periods within those years, beginning after December 15, 2016. ASU 2014-15 requires management to assess an entity’s ability to continue as a going concern by incorporating and expanding upon certain principles that are currently in U.S. auditing standards. Specifically, ASU 2014-15 provides a definition of the term “substantial doubt” and requires an assessment for a period of one year after the date that the financial statements are issued (or available to be issued). ASU 2014-15 also requires certain disclosures when substantial doubt is alleviated as a result of consideration of management’s plans and requires an express statement and other disclosures when substantial doubt is not alleviated. The adoption of ASU 2014-15 may result in additional disclosures in our consolidated financial statements in future periods depending on management’s assessment as to our ability to continue as a going concern. | |
ASU 2015-01, Income Statement—Extraordinary and Unusual Items (Subtopic 225-20): Simplifying Income Statement Presentation by Eliminating the Concept of Extraordinary Items (ASU 2015-01), is effective for fiscal years, and interim periods within those years, beginning after December 15, 2015. A reporting entity may apply the amendments prospectively. A reporting entity may also apply the amendments retrospectively to all prior periods presented in the financial statements. Early adoption is permitted provided that the guidance is applied from the beginning of the fiscal year of adoption. ASU 2015-01 eliminates the concept of extraordinary items and expands the presentation and disclosure guidance for items that are unusual in nature or occur infrequently to include items that are both unusual in nature and infrequently occurring. We do not expect the adoption of ASU 2015-01 to have a material impact on our consolidated financial statements. | |
ASU 2015-02, Consolidation (Topic 810): Amendments to the Consolidation Analysis (ASU 2015-02), is effective for fiscal years, and interim periods within those years, beginning after December 15, 2015. A reporting entity may apply the amendments using a modified retrospective approach by recording a cumulative-effect adjustment to equity as of the beginning of the fiscal year of adoption. A reporting entity also may apply the amendments retrospectively. Early adoption is permitted. ASU 2015-02 changes the way reporting entities evaluate whether (1) they should consolidate limited partnerships and similar entities, (2) fees paid to a decision maker or service provider are variable interests in a variable interest entity (VIE), and (3) variable interests in a VIE held by related parties of the reporting entity require the reporting entity to consolidate the VIE. ASU 2015-02 also eliminates the VIE consolidation model based on majority exposure to variability that applied to certain investment companies and similar entities. We do not expect the adoption of ASU 2015-02 to have a material impact on our consolidated financial statements. | |
We do not expect any other recently issued, but not yet effective, accounting pronouncements to have a material impact on our consolidated financial statements. |
Discontinued_Operations_Tables
Discontinued Operations (Tables) | 9 Months Ended | ||||||||||||||||
Mar. 31, 2015 | |||||||||||||||||
Financial Information of Discontinued Operations | The assets and liabilities of Union Federal classified as discontinued operations on our consolidated balance sheets, after the effect of elimination entries, are presented below: | ||||||||||||||||
March 31, 2015 | June 30, 2014 | ||||||||||||||||
(dollars in thousands) | |||||||||||||||||
Assets: | |||||||||||||||||
Cash and cash equivalents | $ | 114,063 | $ | 86,394 | |||||||||||||
Investments available-for-sale | — | 62,309 | |||||||||||||||
Education loans held-for-sale | 1,751 | 21,944 | |||||||||||||||
Mortgage loans held-for-sale | 15,311 | 16,371 | |||||||||||||||
Other assets | 454 | 1,788 | |||||||||||||||
Total assets | $ | 131,579 | $ | 188,806 | |||||||||||||
Liabilities: | |||||||||||||||||
Deposits | $ | 108,287 | $ | 161,067 | |||||||||||||
Other liabilities | 1,079 | 1,760 | |||||||||||||||
Total liabilities | $ | 109,366 | $ | 162,827 | |||||||||||||
The revenues and expenses of the discontinued operations of Union Federal presented in our consolidated statements of operations for the three and nine months ended March 31, 2015 and 2014, after the effects of elimination entries, were as follows: | |||||||||||||||||
Three months ended | Nine months ended | ||||||||||||||||
March 31, | March 31, | ||||||||||||||||
2015 | 2014 | 2015 | 2014 | ||||||||||||||
(dollars in thousands) | |||||||||||||||||
Total revenues | $ | 79 | $ | 1,411 | $ | 827 | $ | 4,020 | |||||||||
Total expenses | 488 | 701 | 2,076 | 1,818 | |||||||||||||
Total other (expense) income | (352 | ) | 1,231 | (2,217 | ) | 1,231 | |||||||||||
(Loss) income from discontinued operations, before income taxes | (761 | ) | 1,941 | (3,466 | ) | 3,433 | |||||||||||
Income tax expense | — | 162 | 1 | 202 | |||||||||||||
Discontinued operations, net of taxes | $ | (761 | ) | $ | 1,779 | $ | (3,467 | ) | $ | 3,231 | |||||||
Reconciliation of Beginning and Ending Liability Balances for Severance and Retention Costs | The table below presents a reconciliation of the beginning and ending liability balances for both severance and retention costs associated with the planned dissolution. As of March 31, 2015, the cumulative amounts incurred for severance and retention costs were $250 thousand and $266 thousand, respectively. Additional retention costs of $43 thousand are expected to be incurred during the remainder of fiscal 2015. | ||||||||||||||||
Severance | Retention | ||||||||||||||||
(dollars in thousands) | |||||||||||||||||
Balance, June 30, 2014 | $ | 246 | $ | 24 | |||||||||||||
Additional expense incurred during the period | 4 | 242 | |||||||||||||||
Payments made during the period | (10 | ) | (10 | ) | |||||||||||||
Balance, March 31, 2015 | $ | 240 | $ | 256 | |||||||||||||
Cash_and_Cash_Equivalents_Tabl
Cash and Cash Equivalents (Tables) | 9 Months Ended | ||||||||
Mar. 31, 2015 | |||||||||
Summary of Cash and Cash Equivalents | The following table summarizes our cash and cash equivalents: | ||||||||
March 31, 2015 | June 30, 2014 | ||||||||
(dollars in thousands) | |||||||||
Cash equivalents (money market funds) | $ | 35,820 | $ | 29,856 | |||||
Interest-bearing deposits with banks | 2,253 | 2,793 | |||||||
Non-interest-bearing deposits with banks | 2,585 | 1,306 | |||||||
Total cash and cash equivalents | $ | 40,658 | $ | 33,955 | |||||
Deposits_for_Participation_Int1
Deposits for Participation Interest Accounts (Tables) | 9 Months Ended | ||||||||
Mar. 31, 2015 | |||||||||
Activity Related to Participation Accounts | The following table presents detailed activity related to our participation accounts for the three and nine months ended March 31, 2015: | ||||||||
Three months ended | Nine months ended | ||||||||
March 31, | March 31, | ||||||||
2015 | 2015 | ||||||||
(dollars in thousands) | |||||||||
Balance, beginning of period | $ | 16,498 | $ | 15,834 | |||||
Net fundings | 703 | 1,894 | |||||||
Defaults | (228 | ) | (693 | ) | |||||
Recoveries | 7 | 80 | |||||||
Interest earned/other | 86 | 190 | |||||||
Fair value adjustment | (241 | ) | (480 | ) | |||||
Balance, end of period | $ | 16,825 | $ | 16,825 | |||||
Fair_Value_Measurements_Tables
Fair Value Measurements (Tables) | 9 Months Ended | ||||||||||||||||||||||||||||||||
Mar. 31, 2015 | |||||||||||||||||||||||||||||||||
Financial Instruments from Continuing Operations, Carried at Fair Value on Recurring Basis | The following table presents financial instruments, from continuing operations, carried at fair value on our consolidated balance sheets, in accordance with the valuation hierarchy described above, on a recurring basis. There have been no transfers in or out of Level 3 of the hierarchy, or between Levels 1 and 2, for the periods presented. | ||||||||||||||||||||||||||||||||
March 31, 2015 | June 30, 2014 | ||||||||||||||||||||||||||||||||
Level 1 | Level 2 | Level 3 | Total | Level 1 | Level 2 | Level 3 | Total | ||||||||||||||||||||||||||
carrying | carrying | ||||||||||||||||||||||||||||||||
value | value | ||||||||||||||||||||||||||||||||
(dollars in thousands) | |||||||||||||||||||||||||||||||||
Assets: | |||||||||||||||||||||||||||||||||
Deposits for participation interest accounts | $ | — | $ | — | $ | 16,825 | $ | 16,825 | $ | — | $ | — | $ | 15,834 | $ | 15,834 | |||||||||||||||||
Service revenue receivables | — | — | 13,037 | 13,037 | — | — | 13,979 | 13,979 | |||||||||||||||||||||||||
Total assets | $ | — | $ | — | $ | 29,862 | $ | 29,862 | $ | — | $ | — | $ | 29,813 | $ | 29,813 | |||||||||||||||||
Activity Related to Financial Assets from Continuing Operations, Categorized as Level Three Valued on Recurring Basis | The following table presents activity related to our financial assets, from continuing operations, categorized as Level 3 of the valuation hierarchy, valued on a recurring basis, for the three and nine months ended March 31, 2015 and 2014. All realized and unrealized gains and losses recorded during the periods presented relate to assets still held at our consolidated balance sheet dates. | ||||||||||||||||||||||||||||||||
Three months ended March 31, | |||||||||||||||||||||||||||||||||
2015 | 2014 | ||||||||||||||||||||||||||||||||
Deposits for | Service | Deposits for | Service | ||||||||||||||||||||||||||||||
participation | revenue | participation | revenue | ||||||||||||||||||||||||||||||
interest | receivables | interest | receivables | ||||||||||||||||||||||||||||||
accounts | accounts | ||||||||||||||||||||||||||||||||
(dollars in thousands) | |||||||||||||||||||||||||||||||||
Fair value, beginning of period | $ | 16,498 | $ | 13,491 | $ | 20,552 | $ | 13,620 | |||||||||||||||||||||||||
Realized and unrealized (losses) gains | (462 | ) | 495 | (135 | ) | 1,366 | |||||||||||||||||||||||||||
Net contributions (distributions) | 789 | (949 | ) | 1,055 | (780 | ) | |||||||||||||||||||||||||||
Fair value, end of period | $ | 16,825 | $ | 13,037 | $ | 21,472 | $ | 14,206 | |||||||||||||||||||||||||
Nine months ended March 31, | |||||||||||||||||||||||||||||||||
2015 | 2014 | ||||||||||||||||||||||||||||||||
Deposits for | Service | Deposits for | Service | ||||||||||||||||||||||||||||||
participation | revenue | participation | revenue | ||||||||||||||||||||||||||||||
interest | receivables | interest | receivables | ||||||||||||||||||||||||||||||
accounts | accounts | ||||||||||||||||||||||||||||||||
(dollars in thousands) | |||||||||||||||||||||||||||||||||
Fair value, beginning of period | $ | 15,834 | $ | 13,979 | $ | 13,147 | $ | 14,817 | |||||||||||||||||||||||||
Realized and unrealized (losses) gains | (1,093 | ) | 1,813 | (323 | ) | 2,248 | |||||||||||||||||||||||||||
Net contributions (distributions) | 2,084 | (2,755 | ) | 8,648 | (2,859 | ) | |||||||||||||||||||||||||||
Fair value, end of period | $ | 16,825 | $ | 13,037 | $ | 21,472 | $ | 14,206 | |||||||||||||||||||||||||
Additional Quantitative Information About Assets Recorded at Fair Value on Recurring Basis | The following table presents additional quantitative information about the assets recorded at fair value on a recurring basis for which we have utilized Level 3 inputs to determine fair value at March 31, 2015: | ||||||||||||||||||||||||||||||||
Asset | Fair Value | Valuation Techniques | Significant Unobservable Inputs | Range | |||||||||||||||||||||||||||||
(dollars in | |||||||||||||||||||||||||||||||||
thousands) | |||||||||||||||||||||||||||||||||
Deposits for participation interest accounts | $ | 16,825 | Discounted cash flows | Discount rates | 8-15% | ||||||||||||||||||||||||||||
Annual prepayment rates | 5.75-11.5% | ||||||||||||||||||||||||||||||||
Annual net recovery rates | 2.67% | ||||||||||||||||||||||||||||||||
Annual default rates | 0-2.5% | ||||||||||||||||||||||||||||||||
Service revenue receivables | $ | 13,037 | Discounted cash flows | Discount rates | 10-16% | ||||||||||||||||||||||||||||
Annual prepayment rates | 3-9% | ||||||||||||||||||||||||||||||||
Annual net recovery rates | 2-2.5% | ||||||||||||||||||||||||||||||||
Annual default rates | 1-10% | ||||||||||||||||||||||||||||||||
Carrying Amount, Estimated Fair Value and Placement in Fair Value Hierarchy for Financial Instruments from Continuing Operations | The following tables present the carrying amount, estimated fair value and placement in the fair value hierarchy for our financial instruments, from continuing operations, not recorded at fair value on our consolidated balance sheets at March 31, 2015 and June 30, 2014. The carrying amount for these instruments approximates fair value principally due to their short maturities. | ||||||||||||||||||||||||||||||||
March 31, 2015 | Carrying | Estimated | Fair Value Measurements | ||||||||||||||||||||||||||||||
Amount | Fair Value | Level 1 | Level 2 | Level 3 | |||||||||||||||||||||||||||||
(dollars in thousands) | |||||||||||||||||||||||||||||||||
Financial Assets: | |||||||||||||||||||||||||||||||||
Cash and cash equivalents | $ | 40,658 | $ | 40,658 | $ | 40,658 | $ | — | $ | — | |||||||||||||||||||||||
Short-term investments | 10,004 | 10,004 | 10,004 | — | — | ||||||||||||||||||||||||||||
Restricted cash | 75,770 | 75,770 | 75,770 | — | — | ||||||||||||||||||||||||||||
Financial Liabilities: | |||||||||||||||||||||||||||||||||
Restricted funds due to clients | $ | 75,626 | $ | 75,626 | $ | 75,626 | $ | — | $ | — | |||||||||||||||||||||||
June 30, 2014 | Carrying | Estimated | Fair Value Measurements | ||||||||||||||||||||||||||||||
Amount | Fair Value | Level 1 | Level 2 | Level 3 | |||||||||||||||||||||||||||||
(dollars in thousands) | |||||||||||||||||||||||||||||||||
Financial Assets: | |||||||||||||||||||||||||||||||||
Cash and cash equivalents | $ | 33,955 | $ | 33,955 | $ | 33,955 | $ | — | $ | — | |||||||||||||||||||||||
Short-term investments | 40,057 | 40,057 | 40,057 | — | — | ||||||||||||||||||||||||||||
Restricted cash | 94,436 | 94,436 | 94,436 | — | — | ||||||||||||||||||||||||||||
Financial Liabilities: | |||||||||||||||||||||||||||||||||
Restricted funds due to clients | $ | 94,272 | $ | 94,272 | $ | 94,272 | $ | — | $ | — |
Goodwill_and_Intangible_Assets1
Goodwill and Intangible Assets (Tables) | 9 Months Ended | ||||||||||||||||
Mar. 31, 2015 | |||||||||||||||||
Intangible Assets | Intangible assets at March 31, 2015 consisted of the following: | ||||||||||||||||
Amortization | Adjusted cost | Accumulated | Net | ||||||||||||||
period | basis | amortization | |||||||||||||||
(in years) | (dollars in thousands) | ||||||||||||||||
Intangible assets: | |||||||||||||||||
Customer list | 15 | $ | 23,600 | $ | (6,028 | ) | $ | 17,572 | |||||||||
Technology | 6 | 3,650 | (2,585 | ) | 1,065 | ||||||||||||
Tradename | 15 | 1,950 | (552 | ) | 1,398 | ||||||||||||
Total intangible assets at March 31, 2015 | $ | 29,200 | $ | (9,165 | ) | $ | 20,035 | ||||||||||
Estimated Annual Amortization Expense | Estimated annual amortization expense for the remainder of fiscal 2015 and each fiscal year thereafter is as follows: | ||||||||||||||||
Customer list | Technology | Tradename | Total | ||||||||||||||
(dollars in thousands) | |||||||||||||||||
Estimated amortization expense: | |||||||||||||||||
Remainder of 2015 | $ | 392 | $ | 152 | $ | 33 | $ | 577 | |||||||||
2016 | 1,573 | 608 | 130 | 2,311 | |||||||||||||
2017 | 1,573 | 305 | 130 | 2,008 | |||||||||||||
2018 | 1,573 | — | 130 | 1,703 | |||||||||||||
2019 | 1,573 | — | 130 | 1,703 | |||||||||||||
Thereafter | 10,888 | — | 845 | 11,733 | |||||||||||||
Total | $ | 17,572 | $ | 1,065 | $ | 1,398 | $ | 20,035 | |||||||||
Net_Loss_per_Share_Tables
Net Loss per Share (Tables) | 9 Months Ended | ||||||||||||||||
Mar. 31, 2015 | |||||||||||||||||
Computation of Basic and Diluted Net Loss Per Share of Common Stock | The following table sets forth the computation of basic and diluted net loss per share of common stock: | ||||||||||||||||
Three months ended March 31, | Nine months ended March 31, | ||||||||||||||||
2015 | 2014 | 2015 | 2014 | ||||||||||||||
(dollars and shares in thousands, except per share amounts) | |||||||||||||||||
Net loss from continuing operations available and allocated to common shares outstanding | $ | (7,835 | ) | $ | (6,892 | ) | $ | (31,275 | ) | $ | (27,546 | ) | |||||
(Loss) income from discontinued operations, net of taxes, available and allocated to common shares outstanding | (761 | ) | 1,779 | (3,467 | ) | 3,231 | |||||||||||
Net loss available and allocated to common shares outstanding | $ | (8,596 | ) | $ | (5,113 | ) | $ | (34,742 | ) | $ | (24,315 | ) | |||||
Net loss per basic and diluted common share: | |||||||||||||||||
From continuing operations | $ | (0.68 | ) | $ | (0.61 | ) | $ | (2.72 | ) | $ | (2.45 | ) | |||||
From discontinued operations | (0.07 | ) | 0.16 | (0.31 | ) | 0.29 | |||||||||||
Total basic and diluted net loss per common share | $ | (0.75 | ) | $ | (0.45 | ) | $ | (3.03 | ) | $ | (2.16 | ) | |||||
Basic and diluted weighted-average common shares outstanding | 11,530 | 11,288 | 11,480 | 11,262 | |||||||||||||
Weighted Average Shares Outstanding for Restricted Stock Units and Stock Options that were Anti-Dilutive, and, therefore, not Included in Calculation of Diluted net loss Per Common Share | The following table presents the weighted-average shares outstanding for restricted stock units and stock options that were anti-dilutive, and, therefore, not included in the calculation of diluted net loss per common share: | ||||||||||||||||
Three months ended March 31, | Nine months ended March 31, | ||||||||||||||||
2015 | 2014 | 2015 | 2014 | ||||||||||||||
(in thousands) | |||||||||||||||||
Restricted stock units | 753 | 427 | 632 | 397 | |||||||||||||
Stock options | 601 | 603 | 601 | 603 |
General_Information_Additional
General Information - Additional Information (Detail) (Subsequent Event, Monogram platform lender clients) | 0 Months Ended |
11-May-15 | |
Customer | |
Subsequent Event | Monogram platform lender clients | |
Basis Of Presentation And Summary Of Significant Accounting Policies [Line Items] | |
Number of lender clients | 3 |
Assets_and_Liabilities_of_Disc
Assets and Liabilities of Discontinued Operations After Effects of Elimination Entries (Detail) (USD $) | Mar. 31, 2015 | Jun. 30, 2014 | Mar. 31, 2014 |
In Thousands, unless otherwise specified | |||
Assets: | |||
Cash and cash equivalents | $114,063 | $86,394 | $70,100 |
Investments available-for-sale | 62,309 | ||
Education loans held-for-sale | 1,751 | 21,944 | |
Mortgage loans held-for-sale | 15,311 | 16,371 | |
Other assets | 454 | 1,788 | |
Total assets | 131,579 | 188,806 | |
Liabilities: | |||
Deposits | 108,287 | 161,067 | |
Other liabilities | 1,079 | 1,760 | |
Total liabilities | $109,366 | $162,827 |
Discontinued_Operations_Additi
Discontinued Operations - Additional Information (Detail) (USD $) | 3 Months Ended | 9 Months Ended | |||
Mar. 31, 2015 | Dec. 31, 2014 | Mar. 31, 2014 | Mar. 31, 2015 | Mar. 31, 2014 | |
Securities | |||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||
Sales proceeds of investments available-for-sale | $54,500,000 | ||||
Derecognized investments available-for-sale from consolidated balance sheet | 54,300,000 | ||||
Investments available-for-sale, number of securities that remained in the portfolio | 1 | ||||
Reclassification adjustment for net realized gains (losses) included in net loss | -161,000 | 161,000 | -161,000 | ||
Other non operating income | 37,000 | 71,000 | 411,000 | 502,000 | |
Scenario, Forecast | |||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||
Estimated retention costs | 43,000 | 43,000 | |||
Deposits | |||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||
Deposit liabilities, cumulative fair value write-down | 136,000 | 136,000 | |||
Education Loans Held-for-Sale | |||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||
Proceeds from sale of education loans held-for-sale | 18,800,000 | ||||
Derecognized education loans and accrued interest from consolidated balance sheet | 18,600,000 | ||||
Number of Loan Portfolios Sold | 2 | ||||
Severance costs | |||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||
Exit costs | 250,000 | 250,000 | |||
Retention costs | |||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||
Exit costs | 266,000 | 266,000 | |||
Other Nonoperating Income (Expense) | |||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||
Education loans held-for-sale fair value write-down | 128,000 | 2,600,000 | |||
Mortgage loans held-for-sale fair value write-down | 221,000 | 221,000 | |||
Reversal of reserve for aged loan repurchase obligations | 644,000 | ||||
Net realized gains on securities sold | 145,000 | ||||
Gains recognized on sales of portfolios of education loans | 1,400,000 | 56,000 | 1,400,000 | ||
Other-than-temporary impairment losses | 277,000 | ||||
Reclassification adjustment for net realized gains (losses) included in net loss | -161,000 | 161,000 | -161,000 | ||
Tax benefit from reclassification adjustment for net realized gains (losses) included in net loss | 0 | 0 | 0 | ||
Other non operating income | $845,000 |
Revenues_and_Expenses_of_Disco
Revenues and Expenses of Discontinued Operations (Detail) (USD $) | 3 Months Ended | 9 Months Ended | ||
In Thousands, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2014 | Mar. 31, 2015 | Mar. 31, 2014 |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||
Total revenues | $79 | $1,411 | $827 | $4,020 |
Total expenses | 488 | 701 | 2,076 | 1,818 |
Total other (expense) income | -352 | 1,231 | -2,217 | 1,231 |
(Loss) income from discontinued operations, before income taxes | -761 | 1,941 | -3,466 | 3,433 |
Income tax expense | 162 | 1 | 202 | |
Discontinued operations, net of taxes | ($761) | $1,779 | ($3,467) | $3,231 |
Reconciliation_of_Beginning_an
Reconciliation of Beginning and Ending Liability Balances for Severance and Retention Costs (Detail) (USD $) | 9 Months Ended |
In Thousands, unless otherwise specified | Mar. 31, 2015 |
Severance costs | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |
Balance, June 30, 2014 | $246 |
Additional expense incurred during the period | 4 |
Payments made during the period | -10 |
Balance, March 31, 2015 | 240 |
Retention costs | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |
Balance, June 30, 2014 | 24 |
Additional expense incurred during the period | 242 |
Payments made during the period | -10 |
Balance, March 31, 2015 | $256 |
Summary_of_Cash_and_Cash_Equiv
Summary of Cash and Cash Equivalents (Detail) (USD $) | Mar. 31, 2015 | Jun. 30, 2014 | Mar. 31, 2014 |
In Thousands, unless otherwise specified | |||
Cash and Cash Equivalents [Line Items] | |||
Cash equivalents (money market funds) | $35,820 | $29,856 | |
Interest-bearing deposits with banks | 2,253 | 2,793 | |
Non-interest-bearing deposits with banks | 2,585 | 1,306 | |
Total cash and cash equivalents | $40,658 | $33,955 | $34,606 |
Shortterm_Investments_Addition
Short-term Investments - Additional Information (Detail) (USD $) | 0 Months Ended | |
In Thousands, unless otherwise specified | Mar. 31, 2015 | Jun. 30, 2014 |
Schedule of Investments [Line Items] | ||
Short-term investments including certificates of deposit | 10,004 | $40,057 |
Minimum | ||
Schedule of Investments [Line Items] | ||
Certificates of deposit, maturity period | 1 year 7 months 6 days | |
Maximum | ||
Schedule of Investments [Line Items] | ||
Certificates of deposit, maturity period | 5 months |
Education_Loans_HeldtoMaturity1
Education Loans Held-to-Maturity - Additional Information (Detail) (USD $) | Mar. 31, 2015 | Jun. 30, 2014 |
In Thousands, unless otherwise specified | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Education loans held-to-maturity | $778 | $838 |
Activity_Related_to_Participat
Activity Related to Participation Accounts (Detail) (USD $) | 3 Months Ended | 9 Months Ended |
In Thousands, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2015 |
Deposits for Participation Interest Accounts [Line Items] | ||
Balance, beginning of period | $16,498 | $15,834 |
Net fundings | 703 | 1,894 |
Defaults | -228 | -693 |
Recoveries | 7 | 80 |
Interest earned/other | 86 | 190 |
Fair value adjustment | -241 | -480 |
Balance, end of period | $16,825 | $16,825 |
Deposits_for_Participation_Int2
Deposits for Participation Interest Accounts - Additional Information (Detail) (USD $) | 3 Months Ended | 9 Months Ended |
Mar. 31, 2015 | Mar. 31, 2015 | |
Deposits for Participation Interest Accounts [Line Items] | ||
Participation account administration fees | $742,000 | $2,000,000 |
Aggregate amount of funded first-loss credit enhancement in deposits for participation interest accounts | $17,000,000 | $17,000,000 |
Financial_Instruments_from_Con
Financial Instruments from Continuing Operations, Carried at Fair Value on Recurring Basis (Detail) (USD $) | Mar. 31, 2015 | Dec. 31, 2014 | Jun. 30, 2014 |
In Thousands, unless otherwise specified | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Deposits for participation interest accounts | $16,825 | $16,498 | $15,834 |
Service revenue receivables | 13,037 | 13,979 | |
Total assets | 29,862 | 29,813 | |
Level 3 | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Deposits for participation interest accounts | 16,825 | 15,834 | |
Service revenue receivables | 13,037 | 13,979 | |
Total assets | $29,862 | $29,813 |
Activity_Related_to_Financial_
Activity Related to Financial Assets from Continuing Operations, Categorized as Level Three Valued on Recurring Basis (Detail) (USD $) | 3 Months Ended | 9 Months Ended | ||
In Thousands, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2014 | Mar. 31, 2015 | Mar. 31, 2014 |
Deposits for participation interest accounts | ||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||||
Fair value, beginning of period | $16,498 | $20,552 | $15,834 | $13,147 |
Realized and unrealized (losses) gains | -462 | -135 | -1,093 | -323 |
Net contributions (distributions) | 789 | 1,055 | 2,084 | 8,648 |
Fair value, end of period | 16,825 | 21,472 | 16,825 | 21,472 |
Service revenue receivables | ||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||||
Fair value, beginning of period | 13,491 | 13,620 | 13,979 | 14,817 |
Realized and unrealized (losses) gains | 495 | 1,366 | 1,813 | 2,248 |
Net contributions (distributions) | -949 | -780 | -2,755 | -2,859 |
Fair value, end of period | $13,037 | $14,206 | $13,037 | $14,206 |
Assets_Recorded_at_Fair_Value_
Assets Recorded at Fair Value on Recurring Basis (Detail) (USD $) | 9 Months Ended | ||
In Thousands, unless otherwise specified | Mar. 31, 2015 | Dec. 31, 2014 | Jun. 30, 2014 |
Fair Value Inputs, Assets, Quantitative Information [Line Items] | |||
Deposits for participation interest accounts | 16,825 | $16,498 | $15,834 |
Service revenue receivables | 13,037 | 13,979 | |
Level 3 | |||
Fair Value Inputs, Assets, Quantitative Information [Line Items] | |||
Deposits for participation interest accounts | 16,825 | 15,834 | |
Service revenue receivables | 13,037 | 13,979 | |
Level 3 | Fair Value, Measurements, Recurring | |||
Fair Value Inputs, Assets, Quantitative Information [Line Items] | |||
Deposits for participation interest accounts | 16,825 | ||
Service revenue receivables | 13,037 | ||
Level 3 | Fair Value, Measurements, Recurring | Deposits for participation interest accounts | Income Approach Valuation Technique | |||
Fair Value Inputs, Assets, Quantitative Information [Line Items] | |||
Annual net recovery rates | 2.67% | ||
Level 3 | Fair Value, Measurements, Recurring | Deposits for participation interest accounts | Income Approach Valuation Technique | Minimum | |||
Fair Value Inputs, Assets, Quantitative Information [Line Items] | |||
Discount rates | 8.00% | ||
Annual prepayment rates | 5.75% | ||
Annual default rates | 0.00% | ||
Level 3 | Fair Value, Measurements, Recurring | Deposits for participation interest accounts | Income Approach Valuation Technique | Maximum | |||
Fair Value Inputs, Assets, Quantitative Information [Line Items] | |||
Discount rates | 15.00% | ||
Annual prepayment rates | 11.50% | ||
Annual default rates | 2.50% | ||
Level 3 | Fair Value, Measurements, Recurring | Service revenue receivables | Income Approach Valuation Technique | Minimum | |||
Fair Value Inputs, Assets, Quantitative Information [Line Items] | |||
Discount rates | 10.00% | ||
Annual prepayment rates | 3.00% | ||
Annual default rates | 1.00% | ||
Annual net recovery rates | 2.00% | ||
Level 3 | Fair Value, Measurements, Recurring | Service revenue receivables | Income Approach Valuation Technique | Maximum | |||
Fair Value Inputs, Assets, Quantitative Information [Line Items] | |||
Discount rates | 16.00% | ||
Annual prepayment rates | 9.00% | ||
Annual default rates | 10.00% | ||
Annual net recovery rates | 2.50% |
Carrying_Amount_Estimated_Fair
Carrying Amount, Estimated Fair Value and Placement in Fair Value Hierarchy for Financial Instruments from Continuing Operations (Detail) (USD $) | Mar. 31, 2015 | Jun. 30, 2014 | Mar. 31, 2014 |
In Thousands, unless otherwise specified | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||
Cash and cash equivalents | $40,658 | $33,955 | $34,606 |
Short-term investments | 10,004 | 40,057 | |
Restricted cash | 75,770 | 94,436 | |
Restricted funds due to clients | 75,626 | 94,272 | |
Level 1 | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||
Cash and cash equivalents | 40,658 | 33,955 | |
Short-term investments | 10,004 | 40,057 | |
Restricted cash | 75,770 | 94,436 | |
Restricted funds due to clients | 75,626 | 94,272 | |
Fair Value | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||
Cash and cash equivalents | 40,658 | 33,955 | |
Short-term investments | 10,004 | 40,057 | |
Restricted cash | 75,770 | 94,436 | |
Restricted funds due to clients | $75,626 | $94,272 |
Goodwill_and_Intangible_Assets2
Goodwill and Intangible Assets - Additional Information (Detail) (USD $) | 9 Months Ended | 12 Months Ended | 3 Months Ended | |
Mar. 31, 2015 | Jun. 30, 2011 | Dec. 31, 2012 | Jun. 30, 2014 | |
Goodwill and Intangible Assets Disclosure [Line Items] | ||||
Goodwill acquired | $20,066,000 | $20,066,000 | ||
Amortization expenses related to intangible asset | 1,700,000 | |||
Intangible assets | 29,200,000 | |||
Customer List | ||||
Goodwill and Intangible Assets Disclosure [Line Items] | ||||
Intangible assets | 23,600,000 | |||
Intangible assets amortization period | 15 years | |||
Technology | ||||
Goodwill and Intangible Assets Disclosure [Line Items] | ||||
Intangible assets | 3,650,000 | |||
Intangible assets amortization period | 6 years | |||
Tradename | ||||
Goodwill and Intangible Assets Disclosure [Line Items] | ||||
Intangible assets | 1,950,000 | |||
Intangible assets amortization period | 15 years | |||
Tuition Management Systems Llc | ||||
Goodwill and Intangible Assets Disclosure [Line Items] | ||||
Goodwill acquired | 19,500,000 | 22,200,000 | 19,500,000 | |
Amortization of intangible asset and goodwill, deductible period | 15 years | |||
Goodwill or intangible asset impairment | 0 | |||
Goodwill eliminated | 2,600,000 | |||
Tuition Management Systems Llc | Customer List | ||||
Goodwill and Intangible Assets Disclosure [Line Items] | ||||
Intangible assets eliminated | 4,100,000 | |||
Intangible assets | 17,900,000 | |||
Intangible assets amortization period | 15 years | |||
Tuition Management Systems Llc | Technology | ||||
Goodwill and Intangible Assets Disclosure [Line Items] | ||||
Amortization expenses related to intangible asset | 608,000 | |||
Intangible assets | 3,700,000 | |||
Intangible assets amortization period | 6 years | |||
Tuition Management Systems Llc | Tradename | ||||
Goodwill and Intangible Assets Disclosure [Line Items] | ||||
Intangible assets | 2,000,000 | |||
Intangible assets amortization period | 15 years | |||
Tuition Management Systems Llc | Customer List and Trade Name | ||||
Goodwill and Intangible Assets Disclosure [Line Items] | ||||
Amortization expenses related to intangible asset | 1,300,000 | |||
Cology, Inc | ||||
Goodwill and Intangible Assets Disclosure [Line Items] | ||||
Goodwill acquired | 518,000 | |||
Amortization expenses related to intangible asset | 377,000 | |||
Amortization of intangible asset and goodwill, deductible period | 15 years | |||
Goodwill or intangible asset impairment | 0 | |||
Cology, Inc | Customer List | ||||
Goodwill and Intangible Assets Disclosure [Line Items] | ||||
Business acquisition, intangible asset recognized | $5,700,000 | |||
Number of credit union and other lender clients served by Cology | 250 | |||
Customer list intangible asset amortization period | 15 years |
Intangible_Assets_Detail
Intangible Assets (Detail) (USD $) | 9 Months Ended | |
In Thousands, unless otherwise specified | Mar. 31, 2015 | Jun. 30, 2014 |
Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets adjusted cost basis | $29,200 | |
Intangible assets accumulated amortization | -9,165 | |
Intangible assets net | 20,035 | 21,769 |
Customer List | ||
Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets amortization period | 15 years | |
Intangible assets adjusted cost basis | 23,600 | |
Intangible assets accumulated amortization | -6,028 | |
Intangible assets net | 17,572 | |
Technology | ||
Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets amortization period | 6 years | |
Intangible assets adjusted cost basis | 3,650 | |
Intangible assets accumulated amortization | -2,585 | |
Intangible assets net | 1,065 | |
Tradename | ||
Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets amortization period | 15 years | |
Intangible assets adjusted cost basis | 1,950 | |
Intangible assets accumulated amortization | -552 | |
Intangible assets net | $1,398 |
Estimated_Annual_Amortization_
Estimated Annual Amortization Expense (Detail) (USD $) | Mar. 31, 2015 | Jun. 30, 2014 |
In Thousands, unless otherwise specified | ||
Estimated amortization expense: | ||
Remainder of 2015 | $577 | |
2016 | 2,311 | |
2017 | 2,008 | |
2018 | 1,703 | |
2019 | 1,703 | |
Thereafter | 11,733 | |
Intangible assets net | 20,035 | 21,769 |
Customer List | ||
Estimated amortization expense: | ||
Remainder of 2015 | 392 | |
2016 | 1,573 | |
2017 | 1,573 | |
2018 | 1,573 | |
2019 | 1,573 | |
Thereafter | 10,888 | |
Intangible assets net | 17,572 | |
Technology | ||
Estimated amortization expense: | ||
Remainder of 2015 | 152 | |
2016 | 608 | |
2017 | 305 | |
Intangible assets net | 1,065 | |
Tradename | ||
Estimated amortization expense: | ||
Remainder of 2015 | 33 | |
2016 | 130 | |
2017 | 130 | |
2018 | 130 | |
2019 | 130 | |
Thereafter | 845 | |
Intangible assets net | $1,398 |
Commitments_and_Contingencies_
Commitments and Contingencies - Additional Information (Detail) (USD $) | 3 Months Ended | 9 Months Ended | 1 Months Ended | 12 Months Ended | ||||||
Mar. 31, 2012 | Dec. 31, 2011 | Mar. 31, 2015 | Dec. 31, 2009 | Oct. 31, 2010 | Jun. 30, 2010 | Jun. 30, 2014 | Aug. 06, 2013 | Jun. 25, 2014 | Mar. 28, 2014 | |
Commitments and Contingencies Disclosure [Line Items] | ||||||||||
Accrued income tax liability | $27,084,000 | $26,582,000 | ||||||||
Education loans held-for-sale | 1,751,000 | 21,944,000 | ||||||||
Massachusetts Appellate Tax Board Matters | ||||||||||
Commitments and Contingencies Disclosure [Line Items] | ||||||||||
Income tax benefit | 12,500,000 | |||||||||
Net income tax and interest payment | 5,100,000 | |||||||||
Income tax, state apportionment | 100.00% | |||||||||
Estimated possible loss, related to assessment of penalties | 4,100,000 | |||||||||
Accrued income tax liability | 26,400,000 | |||||||||
Change in uncertain tax benefit is reasonably possible within the next 12 months, lower bound | 0 | |||||||||
Change in uncertain tax benefit is reasonably possible within the next 12 months, upper bound | 26,400,000 | |||||||||
Massachusetts Appellate Tax Board Matters | GATE's taxable years ended June 30, 2004, 2005 and 2006 | ||||||||||
Commitments and Contingencies Disclosure [Line Items] | ||||||||||
Additional assessments of tax, along with accrued interest | 11,900,000 | |||||||||
Massachusetts Appellate Tax Board Matters | FMD's taxable years ended June 30, 2005 and 2006 | ||||||||||
Commitments and Contingencies Disclosure [Line Items] | ||||||||||
Additional assessments of tax, along with accrued interest | 8,100,000 | |||||||||
NC Residuals Owners Trust Litigation | ||||||||||
Commitments and Contingencies Disclosure [Line Items] | ||||||||||
Value of GATE Trusts | 11,500,000 | |||||||||
Cash distribution received from assets held in trust | 7,400,000 | |||||||||
Withheld cash distribution from trust | 3,700,000 | |||||||||
Accrued liability, legal settlements | 5,000,000 | |||||||||
Union Federal | Indemnification | Citizens Loan Sales | ||||||||||
Commitments and Contingencies Disclosure [Line Items] | ||||||||||
Education loans held-for-sale | 19,200,000 | 39,800,000 | ||||||||
Internal Revenue Service Audit | ||||||||||
Commitments and Contingencies Disclosure [Line Items] | ||||||||||
Amount of income tax refunds received | 45,100,000 | 189,300,000 | ||||||||
Internal Revenue Service Audit | Federal | ||||||||||
Commitments and Contingencies Disclosure [Line Items] | ||||||||||
Amount of income tax refunds received | $176,600,000 |
Basic_and_Diluted_Net_Loss_Inc
Basic and Diluted Net (Loss) Income Per Share of Common Stock (Detail) (USD $) | 3 Months Ended | 9 Months Ended | ||
In Thousands, except Per Share data, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2014 | Mar. 31, 2015 | Mar. 31, 2014 |
Earnings Per Share, Diluted, by Common Class, Including Two Class Method [Line Items] | ||||
Net loss from continuing operations available and allocated to common shares outstanding | ($7,835) | ($6,892) | ($31,275) | ($27,546) |
(Loss) income from discontinued operations, net of taxes, available and allocated to common shares outstanding | -761 | 1,779 | -3,467 | 3,231 |
Net loss available and allocated to common shares outstanding | ($8,596) | ($5,113) | ($34,742) | ($24,315) |
Net loss per basic and diluted common share: | ||||
From continuing operations | ($0.68) | ($0.61) | ($2.72) | ($2.45) |
From discontinued operations | ($0.07) | $0.16 | ($0.31) | $0.29 |
Total basic and diluted net loss per common share | ($0.75) | ($0.45) | ($3.03) | ($2.16) |
Basic and diluted weighted-average common shares outstanding | 11,530 | 11,288 | 11,480 | 11,262 |
Outstanding_Restricted_Stock_U
Outstanding Restricted Stock Units and Stock Options That Were Anti-Dilutive, and, Therefore, Not Included In Calculation Of Diluted Net Loss Per Common Share (Detail) | 3 Months Ended | 9 Months Ended | ||
In Thousands, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2014 | Mar. 31, 2015 | Mar. 31, 2014 |
Restricted Stock Units (RSUs) | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Anti-dilutive securities excluded from computation of earnings per share | 753 | 427 | 632 | 397 |
Stock Options | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Anti-dilutive securities excluded from computation of earnings per share | 601 | 603 | 601 | 603 |