Document and Entity Information
Document and Entity Information - USD ($) | 12 Months Ended | ||
Jun. 30, 2015 | Sep. 04, 2015 | Dec. 31, 2014 | |
Document Information [Line Items] | |||
Document Type | 10-K | ||
Amendment Flag | false | ||
Document Period End Date | Jun. 30, 2015 | ||
Document Fiscal Year Focus | 2,015 | ||
Document Fiscal Period Focus | FY | ||
Trading Symbol | FMD | ||
Entity Registrant Name | FIRST MARBLEHEAD CORP | ||
Entity Central Index Key | 1,262,279 | ||
Current Fiscal Year End Date | --06-30 | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Current Reporting Status | Yes | ||
Entity Voluntary Filers | No | ||
Entity Filer Category | Accelerated Filer | ||
Entity Common Stock, Shares Outstanding | 11,668,362 | ||
Entity Public Float | $ 50,205,901 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Jun. 30, 2015 | Jun. 30, 2014 |
ASSETS | ||
Cash and cash equivalents | $ 47,004 | $ 33,955 |
Short-term investments, at cost | 16,002 | 40,057 |
Restricted cash | 96,964 | 94,436 |
Deposits for participation interest accounts, at fair value | 17,876 | 15,834 |
Service revenue receivables, at fair value | 12,151 | 13,979 |
Goodwill | 20,066 | 20,066 |
Intangible assets, net | 19,457 | 21,769 |
Property and equipment, net | 5,259 | 5,819 |
Other assets | 6,027 | 8,163 |
Assets from continuing operations | 240,806 | 254,078 |
Assets from discontinued operations | 188,806 | |
Total assets | 240,806 | 442,884 |
Liabilities: | ||
Restricted funds due to clients | 96,854 | 94,272 |
Accounts payable, accrued expenses and other liabilities | 12,392 | 11,050 |
Income taxes payable | 27,233 | 26,582 |
Net deferred income tax liability | 2,127 | 1,655 |
Liabilities from continuing operations | 138,606 | 133,559 |
Liabilities from discontinued operations | 162,827 | |
Total liabilities | $ 138,606 | $ 296,386 |
Commitments and contingencies: | ||
Stockholders' equity: | ||
Common stock, par value $0.01 per share; 25,000 shares authorized; 12,606 and 12,260 shares issued; 11,534 and 11,300 shares outstanding | $ 126 | $ 122 |
Additional paid-in capital | 466,640 | 462,328 |
Accumulated deficit | (176,169) | (128,391) |
Treasury stock, 1,072 and 960 shares held, at cost | (188,397) | (187,860) |
Accumulated other comprehensive income | 299 | |
Total stockholders' equity | 102,200 | 146,498 |
Total liabilities and stockholders' equity | $ 240,806 | $ 442,884 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - $ / shares | Jun. 30, 2015 | Jun. 30, 2014 |
Common stock, par value | $ 0.01 | $ 0.01 |
Common stock, shares authorized | 25,000,000 | 25,000,000 |
Common stock, shares issued | 12,606,000 | 12,260,000 |
Common stock, shares outstanding | 11,534,000 | 11,300,000 |
Treasury stock, shares | 1,072,000 | 960,000 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) shares in Thousands, $ in Thousands | 12 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2013 | |
Revenues: | |||
Tuition payment processing fees | $ 29,593 | $ 28,186 | $ 26,668 |
Administrative and other fees | 14,722 | 13,640 | 11,238 |
Fair value changes to service revenue receivables | 1,859 | 2,330 | 2,068 |
Total revenues | 46,174 | 44,156 | 39,974 |
Expenses: | |||
Compensation and benefits | 36,217 | 36,251 | 39,317 |
General and administrative | 52,279 | 47,629 | 51,950 |
Total expenses | 88,496 | 83,880 | 91,267 |
Other income | 387 | 784 | 2,461 |
Loss from continuing operations, before income taxes | (41,935) | (38,940) | (48,832) |
Income tax expense from continuing operations | 1,145 | 1,125 | 2,295 |
Loss from continuing operations | (43,080) | (40,065) | (51,127) |
Discontinued operations, net of taxes | (4,698) | 2,498 | 930 |
Net loss | $ (47,778) | $ (37,567) | $ (50,197) |
Net (loss) income per basic and diluted common share: | |||
From continuing operations | $ (3.75) | $ (3.55) | $ (4.77) |
From discontinued operations | (0.41) | 0.22 | 0.09 |
Total basic and diluted net loss per common share | $ (4.16) | $ (3.33) | $ (4.68) |
Basic and diluted weighted-average common shares outstanding | 11,493 | 11,270 | 10,735 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Loss - USD ($) $ in Thousands | 12 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2013 | |
Net loss | $ (47,778) | $ (37,567) | $ (50,197) |
Other comprehensive (loss) income, net of tax: | |||
Net unrealized losses on investments available-for-sale arising during the period | (138) | (61) | (1,352) |
Reclassification adjustment for net realized (gains) losses included in net loss | (161) | 1,102 | |
Total other comprehensive (loss) income | (299) | 1,041 | (1,352) |
Total comprehensive loss | $ (48,077) | $ (36,526) | $ (51,549) |
Consolidated Statements of Chan
Consolidated Statements of Changes In Stockholders' Equity - USD ($) shares in Thousands, $ in Thousands | Total | Non-voting convertible preferred stock issued | Common stock Issued | Common stock in treasury | Additional paid-in capital | Accumulated deficit | Accumulated other comprehensive income (loss), net of tax |
Beginning Balance (in shares) at Jun. 30, 2012 | 133 | 11,066 | (866) | ||||
Beginning Balance at Jun. 30, 2012 | $ 226,988 | $ 1 | $ 110 | $ (186,828) | $ 453,722 | $ (40,627) | $ 610 |
Comprehensive loss | |||||||
Net loss | (50,197) | (50,197) | |||||
Other comprehensive income (loss) | (1,352) | (1,352) | |||||
Total comprehensive loss | (51,549) | (50,197) | (1,352) | ||||
Net stock issuance from vesting of stock units (in shares) | 100 | (31) | |||||
Net stock issuance from vesting of stock units | (326) | $ 1 | $ (326) | (1) | |||
Stock-based compensation | 4,214 | 4,214 | |||||
Conversion of preferred stock to common stock (in shares) | (133) | 885 | |||||
Conversion of preferred stock to common stock | $ (1) | $ 9 | (8) | ||||
Ending Balance (in shares) at Jun. 30, 2013 | 12,051 | (897) | |||||
Ending Balance at Jun. 30, 2013 | 179,327 | $ 120 | $ (187,154) | 457,927 | (90,824) | (742) | |
Comprehensive loss | |||||||
Net loss | (37,567) | (37,567) | |||||
Other comprehensive income (loss) | 1,041 | 1,041 | |||||
Total comprehensive loss | (36,526) | (37,567) | 1,041 | ||||
Net stock issuance from vesting of stock units (in shares) | 209 | (63) | |||||
Net stock issuance from vesting of stock units | (706) | $ 2 | $ (706) | (2) | |||
Stock-based compensation | 4,403 | 4,403 | |||||
Ending Balance (in shares) at Jun. 30, 2014 | 12,260 | (960) | |||||
Ending Balance at Jun. 30, 2014 | 146,498 | $ 122 | $ (187,860) | 462,328 | (128,391) | 299 | |
Comprehensive loss | |||||||
Net loss | (47,778) | (47,778) | |||||
Other comprehensive income (loss) | (299) | (299) | |||||
Total comprehensive loss | (48,077) | (47,778) | $ (299) | ||||
Net stock issuance from vesting of stock units (in shares) | 346 | (112) | |||||
Net stock issuance from vesting of stock units | (537) | $ 4 | $ (537) | (4) | |||
Stock-based compensation | 4,316 | 4,316 | |||||
Ending Balance (in shares) at Jun. 30, 2015 | 12,606 | (1,072) | |||||
Ending Balance at Jun. 30, 2015 | $ 102,200 | $ 126 | $ (188,397) | $ 466,640 | $ (176,169) |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - Entity [Domain] - USD ($) $ in Thousands | 12 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2013 | |
Cash flows from operating activities, net of effects of acquisition: | |||
Net loss | $ (47,778) | $ (37,567) | $ (50,197) |
Discontinued operations, net of tax | 4,698 | (2,498) | (930) |
Adjustments to reconcile net (loss) income to net cash used in operating activities: | |||
Depreciation and amortization | 5,286 | 5,288 | 4,347 |
Credit for loan losses | (76) | (464) | |
Deferred income tax expense | 472 | 466 | 328 |
Stock-based compensation | 4,313 | 4,400 | 4,209 |
Service revenue receivable distributions | 3,687 | 3,168 | 3,592 |
Changes in assets/liabilities: | |||
Participation interest accounts | (2,042) | (2,687) | (9,108) |
Fair value increase to service revenue receivables | (1,859) | (2,330) | (2,068) |
Other assets | 2,472 | (2,768) | 1,068 |
Accounts payable, accrued expenses and other liabilities | 532 | (2,328) | (5,178) |
Income taxes payable | 670 | 659 | 2,509 |
Loss on sale of mortgage loans | 63 | ||
Cash used in operating activities-continuing operations | (29,486) | (36,273) | (51,892) |
Cash provided by (used in) operating activities-discontinued operations | (1,579) | 3,284 | 815 |
Net cash used in operating activities | (31,065) | (32,989) | (51,077) |
Cash flows from investing activities, net of effects of acquisition: | |||
Net cash paid for acquisition of operating assets of Cology, Inc. | (4,757) | ||
Capital contributions to Union Federal | (450) | (5,750) | |
Purchases of short-term investments | (26,272) | (52,245) | (30,172) |
Proceeds from maturities of short-term investments | 50,327 | 67,367 | 60,000 |
Net increase in restricted cash | (2,528) | (7,098) | (21,937) |
Net increase (decrease) in restricted funds due to clients | 2,582 | 7,278 | (17,987) |
Purchase of held-for-sale education loans | (252) | ||
Purchase of held-for-sale mortgage loans | (1,450) | ||
Sale of held-for-sale mortgage loans | 1,387 | ||
Purchases of property and equipment | (2,410) | (2,506) | (3,465) |
Net cash provided by (used in) investing activities-continuing operations | 21,384 | 12,346 | (24,068) |
Net cash provided by (used in) investing activities-discontinued operations | 97,744 | 62,457 | (52,403) |
Net cash provided by (used in) investing activities | 119,128 | 74,803 | (76,471) |
Cash flows from financing activities: | |||
Payments on capital lease obligations | (2) | (11) | (12) |
Repurchases of common stock | (537) | (706) | (326) |
Net cash used in financing activities-continuing operations | (539) | (717) | (338) |
Net cash (used in) provided by financing activities-discontinued operations | (160,869) | (2,658) | 86,299 |
Net cash (used in) provided by financing activities | (161,408) | (3,375) | 85,961 |
Net increase (decrease) in cash and cash equivalents | (73,345) | 38,439 | (41,587) |
Cash and cash equivalents, beginning of year | 120,349 | 81,910 | 123,497 |
Cash and cash equivalents, end of year | 47,004 | 120,349 | 81,910 |
Cash and cash equivalents, end of period | 120,349 | $ 81,910 | 123,497 |
Supplemental disclosures of cash flow information from continuing operations: | |||
Income taxes paid | 5 | 12 | |
Supplemental disclosures of cash flow information from discontinued operations: | |||
Income taxes paid | $ 265 | ||
Supplemental disclosure of non-cash financing activities from continuing operations: | |||
Conversion of preferred stock to common stock | $ 8 |
Nature of Business
Nature of Business | 12 Months Ended |
Jun. 30, 2015 | |
Nature of Business | (1) Nature of Business 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” and “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 ended June 30, 2015 as “fiscal 2015.” We are a specialty finance company focused on the education financing marketplace in the United States. We offer our clients the opportunity to outsource key components of their education financing programs through various product and service offerings, including loan origination, tuition and refund management, loan processing and disbursement and portfolio management services. 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 ® In addition, we offer outsourced tuition planning, tuition billing, refund management and payment technology services for universities, colleges and secondary schools through FMD’s subsidiary Tuition Management Systems LLC (TMS). TMS provides such services on behalf of approximately 700 educational institutions. As of September 9, 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 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. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 12 Months Ended |
Jun. 30, 2015 | |
Summary of Significant Accounting Policies | (2) Summary of Significant Accounting Policies Basis of Presentation and Use of Estimates Our consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles (GAAP). We eliminate from our financial results all significant intercompany transactions. The preparation of our consolidated financial statements requires management to make estimates, assumptions and judgments that affect the reported amounts of assets and liabilities, and the disclosure of contingent assets and liabilities, at the date of our consolidated financial statements, as well as the reported amounts of revenues and expenses during the reporting period. We base our estimates, assumptions and judgments on our historical experience, economic conditions and on various other factors that we believe are reasonable under the circumstances. Actual results may differ from these estimates under varying assumptions or conditions. On an ongoing basis, we evaluate our estimates and judgments, particularly as they relate to accounting policies that we believe are most important to the portrayal of our financial condition and results of operations. (a) Consolidation Our consolidated financial statements include the accounts of FMD and its subsidiaries. We evaluate our involvement with certain variable interest entities (VIEs) and whether they should be consolidated, in accordance with Accounting Standards Codification (ASC) 810, Consolidation We continually reassess our involvement with each VIE in which we have an interest and our determination of whether consolidation or deconsolidation of a VIE is appropriate. We monitor matters related to our ability to control economic performance, such as contractual changes in the services we provide, the extent of our ownership and the rights of third parties to terminate us as a service provider. In addition, we monitor the financial performance of each VIE for indications that we may or may not have the right to absorb benefits or the obligation to absorb losses associated with variability in the financial performance of the VIE that could potentially be significant to that VIE. If, for any reason, we determine that we can no longer be considered the primary beneficiary for a consolidated VIE, we would be required to deconsolidate such VIE. Deconsolidation of a VIE is accounted for in the same manner as the sale of a subsidiary, with a gain or loss recorded in our consolidated statements of operations to the extent that proceeds, if any, are more or less than the net assets of the VIE. We monitor our involvement with nine off-balance sheet VIEs for which we have determined that we are not the primary beneficiary due to the sole, unilateral rights of other parties to terminate us in our role as service provider or due to a lack of obligation on our part to absorb benefits or losses of the VIE that would be significant to that VIE. A significant change to the pertinent rights of other parties or us, or a significant change to the ranges of possible financial performance outcomes used in our assessment of the variability of cash flows due to us, could cause us to change our determination of whether or not a VIE should be consolidated in future periods. Our determination to consolidate or deconsolidate a VIE may lead to increased volatility in our financial results and make comparisons of results between time periods challenging. Our maximum exposure to loss as a result of our involvement with such VIEs is the fair value of our service revenue receivables. (b) Cash Equivalents We consider highly liquid debt instruments with original maturities of three months or less on the date of purchase and investments in money market funds and certificates of deposit to be cash equivalents. Cash equivalents are carried at cost, which also approximates fair value. (c) Restricted Cash and Restricted Funds Due to Clients As part of our operations, we have cash that is recorded as restricted cash on our consolidated balance sheets because it is deposited with third party institutions and is not available for our use. In the case of TMS, it collects tuition payments from students or their families on behalf of educational institutions that are held under a trust agreement for the benefit of TMS’ educational institution clients. In the case of Cology LLC, it collects and disburses loan origination proceeds on behalf of its clients. Restricted cash held by our other subsidiary, First Marblehead Education Resources, Inc. (FMER), relates to recoveries on defaulted education loans collected on behalf of clients as well as undistributed loan origination proceeds. We record a liability on our consolidated balance sheets representing tuition payments due to our TMS clients, loan origination proceeds due to our Cology LLC clients and recoveries on defaulted education loans and education loan proceeds due to schools. (d) Deposits for Participation Interest Accounts We account for deposits for participation accounts in a manner similar to our service revenue receivables, which is discussed below, and we carry such deposits at fair value on our consolidated balance sheet. We estimate fair value based on the net present value of cash flows into and out of the participation accounts, based on the education loans originated by participating lenders at our consolidated balance sheet date. We record changes in estimated fair value, excluding cash funded by us or distributed out of the participation accounts to us, if any, in revenues as part of administrative and other fees. See Note 9, “Deposits for Participation Interest Accounts,” for additional information. (e) Service Revenue Receivables Service revenue receivables consist of our additional structural advisory fee and residual receivables, which we carry at fair value on our consolidated balance sheet. As required under GAAP, we recognized the fair value of additional structural advisory fee and residual receivables as revenue at the time the securitization trust purchased the education loans, but before we actually received payment, as these revenues were deemed to be earned at the time of the securitization. These amounts were deemed earned at securitization because: • Evidence of an arrangement existed; • We provided the services; • The fee was fixed and determinable based upon a discounted cash flow analysis; and • There were no future contingencies or obligations due on our part. Payment of these receivables is contingent upon the following: • Additional structural advisory fees are paid to us over time, based on the payment priorities established in the applicable indenture for each of the securitization trusts. We generally become entitled to receive these additional fees, plus interest, if applicable, once the ratio of securitization trust assets to liabilities, which we refer to as the parity ratio, reaches a stipulated level or after all noteholders have been paid in full. • Residuals associated with any securitization trusts that we facilitated are typically junior in priority to the rights of the holders of the asset-backed securities (ABS) issued in the securitizations and any additional structural advisory fees. In the absence of readily determinable market values, we estimate the fair value of service revenue receivables based on the present value of expected future cash flows at our consolidated balance sheet dates. Such estimate includes assumptions regarding discount rates, prepayment rates, default rates, recovery rates and forward interest rates, among others. If readily determinable market values became available or if actual performance were to vary appreciably from assumptions used, assumptions may need to be adjusted, which could result in material differences from the recorded carrying amounts. (f) Goodwill and Intangible Assets Goodwill represents the excess of the cost of an acquisition over the fair value of the net tangible and other intangible assets acquired. Other intangible assets represent purchased assets that can be distinguished from goodwill because of contractual rights or because the asset can be exchanged on their own or in combination with a related contract, asset or liability. In connection with our acquisition of TMS, we recorded other intangible assets related to the TMS customer list and tradename, each of which we amortize on a straight-line basis over 15 years, and technology, which we amortize on a straight-line basis over six years. In connection with our acquisition of a substantial portion of the operating assets of Cology, Inc. and its affiliates, which we refer to as the Cology Sellers, we recorded an intangible asset related to the Cology Sellers customer list, which we amortize on a straight-line basis over 15 years. We record amortization expense in general and administrative expenses in our consolidated statements of operations. Goodwill is not amortized, but is subject to an annual evaluation for impairment (or more frequently if indicators of impairment exist). Impairment of goodwill is deemed to exist if the carrying value of a reporting unit, including its allocation of goodwill and other intangible assets, exceeds its estimated fair value. Impairment of other intangible assets is deemed to exist if the balance of the other intangible assets exceeds the cumulative expected net cash inflows related to the asset over its remaining estimated useful life when the other intangible losses are evaluated. If we determine that goodwill or other intangible assets are impaired based on our periodic reviews, we would write down the values of these assets through a charge included in general and administrative expenses. (g) Property and Equipment We record leasehold improvements, furniture and fixtures, computers, software and other equipment at cost less accumulated depreciation and amortization. We record depreciation and amortization in general and administrative expenses and calculate them using the straight-line method over the estimated useful life of the asset or, for leasehold improvements, the remaining term of the lease, if shorter. We charge maintenance and repairs to general and administrative expenses as incurred. Costs related to internal-use software development projects are capitalized if the software is expected to yield long-term operational benefits, such as operational efficiencies and/or incremental revenue streams. (h) Investments We classify investments with original maturities greater than three months and remaining maturities of less than one year at the date of purchase as short-term investments and carry such short-term investments at cost, which approximates fair value. We classify investments in marketable debt securities as available-for-sale, trading or held-to-maturity. Management determines the appropriate classification of securities at the time of purchase. We carry available-for-sale investments at fair value, with net unrealized gains and losses recorded in other comprehensive income, a component of stockholders’ equity. Trading securities are securities held in anticipation of short-term market movements and are carried at fair value with net unrealized gains and losses recorded in our consolidated statements of operations. We classify investments as held-to-maturity when we have both the ability and intent to hold the securities until maturity. We carry held-to-maturity investments at amortized cost. We currently do not own any investments in marketable debt securities. (i) Loans Held-for-Sale Once a decision has been made to sell loans that were not originated with the intent to sell, we transfer such loans into the held-for-sale classification at the lower of cost or fair value. Any reduction in the loan’s value is reflected as a write-down of the recorded investment resulting in a new cost basis. After a loan or group of loans is transferred to the held-for-sale account, the loans are revalued at each subsequent reporting date until sold and reported at the lower of cost or fair value. The amortization of any deferred loan origination fees or costs is discontinued and recognition is deferred until the loans are sold. Further, loans transferred to held-for-sale continue to be accorded the same past due and non-accrual treatment as other loans. We currently hold a small portfolio of education loans held-for-sale, which were purchased from our former subsidiary Union Federal Savings Bank (Union Federal) as part of Union Federal’s dissolution. See Note 3, “Discontinued Operations,” and Note 8, “Education Loans Held-for-Sale,” for additional information. When available, fair value of loans held-for-sale is based on quoted market values. In the absence of readily determined market values, fair value for loans held-for-sale is estimated by discounting the scheduled cash flows through the estimated maturity of the loans. Such estimate includes assumptions for default rates, recovery rates, prepayment rates and a discount rate commensurate with the risks involved. Loans held-for-sale are valued on an aggregate portfolio basis. We record changes in the carrying value of loans held-for-sale in our consolidated statements of operations. (j) Fair Value of Financial Instruments Fair value is defined as the price that would be received in the sale of an asset, or paid to transfer a liability, in an orderly transaction between market participants at the measurement date. A three-level hierarchy is used to categorize fair value measurements based upon the transparency of inputs to the valuation of an asset or liability as of the measurement date: • Level 1 identical • Level 2 similar similar • Level 3 unobservable We apply quoted market prices, where available, to determine fair value of eligible assets. For financial instruments for which quotes from recent exchange transactions are not available, we base fair value on discounted cash flow analysis and comparison to similar instruments. Discounted cash flow analysis is dependent upon estimated future cash flows and the level of interest rates. The methods we use for current fair value estimates may not be indicative of net realizable value or reflective of future fair values. If readily determinable market values became available or if actual performance were to vary appreciably from assumptions used, we might need to adjust our assumptions, which could result in material differences from the recorded carrying amounts. We believe our methods of determining fair value are appropriate and consistent with other market participants. However, the use of different methodologies or different assumptions to value certain financial instruments could result in a different estimate of fair value. (k) Revenue Recognition Tuition Payment Processing Fees Tuition payment processing fees include revenues generated by TMS, including program enrollment fees, late fees, convenience fees, tuition billing fees and refund management fees. Program enrollment fees are up-front nonrefundable fees, the recognition of which is deferred and amortized into revenue over the payment term which approximates when services are provided. Late fees and convenience fees are recognized in the period in which the transactions occur and tuition billing fees are recognized in the period that the services are provided. Refund management fees include processing fees and card-based fees. Processing fees are fees charged to administer the disbursement of refunds to students, which are recognized in the period that the services are provided. Card-based fees are earned when students elect their refund disbursement in the form of a prepaid card. Fees charged as a result of prepaid card usage are recognized in the period in which the transactions occur. Administrative and Other Fees Revenue recognition associated with our Monogram platform is subject to accounting guidance under Accounting Standards Update (ASU) 2009-13, Revenue Recognition-Multiple-Deliverable Revenue Arrangements ( In addition, we provide other services on a stand-alone, fee-for-service basis that may be based on the volume of education loans disbursed, the number of applications processed or other contractual terms. Our recognition of such fees is based on these contractual terms. Our consolidated statements of operations for a portion of fiscal 2013 included special servicing fees due from certain securitization trusts that we previously facilitated, which represented compensation to us for managing the performance of default prevention and collections management services. Such fees were based, in part, upon the volume of assets under management, and, in part, upon the reimbursement of expenses. We recognized such fees as the services were performed or as the reimbursable expenses were incurred, as applicable. Fair Value Changes to Service Revenue Receivables We record changes in the fair value of additional structural advisory fee and residual receivables as revenues in our consolidated statements of operations. We record any change in the assumptions used to estimate fair value in our consolidated statements of operations in the period in which the change is made. (l) Income Taxes In determining a provision for income taxes, we base our estimated annual effective tax rate on expected annual income or loss, statutory tax rates, our ability to utilize net operating loss carryforwards and tax planning opportunities available to us in the various jurisdictions in which we operate. The estimated annual effective income tax rate also includes our best estimate of the ultimate outcome of income tax audits. We use the asset and liability method of accounting for the recognition of deferred income taxes. Under the asset and liability method, we recognize deferred tax assets and liabilities in connection with the tax effects of temporary differences between our financial statement carrying amounts of existing assets and liabilities and their respective tax bases and operating loss carrybacks and carryforwards. We measure deferred tax assets and liabilities using enacted tax rates expected to apply to taxable income or loss in the years in which those temporary differences are expected to be recovered or settled. We recognize the effect of a change in tax rates on deferred tax assets and liabilities as tax expense (benefit) in the period that includes the enactment date. We establish a deferred tax asset valuation allowance if we consider it more likely than not that all or a portion of the deferred tax assets will not be realized. We recognize the effect of income tax positions only if those positions are more likely than not to be sustained. Recognized income tax positions are measured at the largest amount that is greater than 50% likely of being realized. Changes in recognition or measurement are reflected in the period in which the change in judgment occurs. We also record interest related to unrecognized tax benefits in income tax expense. Penalties would be recognized as a component of income tax expense in the period in which the minimum statutory threshold is exceeded. (m) Net Income (Loss) Per Share We compute basic net income or loss per share by dividing net income or loss by the weighted-average number of shares outstanding. We compute diluted net income or loss per share by dividing net income or loss by the sum of the weighted-average number of shares determined for the basic earnings per common share computation and the number of common stock equivalents that would have a dilutive effect. To the extent that there is a net loss, we assume all common stock equivalents to be anti-dilutive, and they are excluded from diluted weighted-average shares outstanding. We determine common stock equivalent shares outstanding in accordance with the treasury stock method. When we have a discontinued operation, we use income or loss from continuing operations as the control number in determining whether common stock equivalents are dilutive or anti-dilutive. That is, the same number of common stock equivalents used in computing the diluted per-share amount for income or loss from continuing operations is used in computing all other reported diluted per-share amounts even if those amounts will be anti-dilutive to their respective basic per-share amounts. (n) Stock-based Compensation We record compensation expense equal to the estimated fair value on the grant date of stock options granted to purchase common stock, on a straight-line basis over the options’ service period. We record compensation expense for equity-based awards other than options based on the timing of vesting and the grant date fair value. We use the Black-Scholes option pricing model to determine the fair value of any option granted. The fair value of any equity-based award other than an option, such as a restricted stock unit (RSU), is based on the price of FMD common stock on the date of grant. (o) Comprehensive Income (Loss) Comprehensive income (loss) is defined as all changes in equity, except for those resulting from transactions with stockholders. Net income (loss) is a component of comprehensive income (loss), with all other components referred to in the aggregate as other comprehensive income (loss). (p) Cash Flows For purposes of reporting cash flows, cash and cash equivalents include money market funds and deposits due from banks. (q) Discontinued Operations A discontinued operation is a component of an entity that either has been disposed of, or that is classified as held-for-sale, and (1) whose operations and cash flows have been or will be eliminated from the ongoing operations of the entity in the disposal transaction and (2) whose operations will not have significant continuing involvement with the ongoing entity after the disposal transaction. The financial information of a discontinued operation is excluded from the respective captions in our consolidated financial statements and related notes for all fiscal years presented. (r) Recently Issued Accounting Pronouncements 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 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 2014-09, Revenue from Contracts with Customers (Topic 606) Revenue from Contracts with Customers (Topic 606): Deferral of the Effective Date ASU 2014-15, Presentation of Financial Statements—Going Concern (Subtopic 205-40) ASU 2015-01, Income Statement—Extraordinary and Unusual Items (Subtopic 225-20): Simplifying Income Statement Presentation by Eliminating the Concept of Extraordinary Items ASU 2015-02, Consolidation (Topic 810): Amendments to the Consolidation Analysis 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
Discontinued Operations | 12 Months Ended |
Jun. 30, 2015 | |
Discontinued Operations | (3) 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 required 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 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. 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. On June 12, 2015, the OCC confirmed that Union Federal paid a liquidating distribution in the form of a $21.7 million net cash dividend to FMD and the OCC approved the dissolution of Union Federal and terminated Union Federal’s charter. On June 30, 2015, the Board of Governors of the Federal Reserve System terminated FMD’s status as a savings and loan holding company. We evaluated the dissolution of Union Federal in accordance with ASC 205-20, Presentation of Financial Statements—Discontinued Operations As a result of the foregoing, we reported the operations and activities relating to Union Federal within discontinued operations for fiscal 2015, fiscal 2014 and fiscal 2013. 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: June 30, 2015 June 30, 2014 (dollars in thousands) Assets: Cash and cash equivalents $ — $ 86,394 Investments available-for-sale — 62,309 Education loans held-for-sale — 21,944 Mortgage loans held-for-sale — 16,371 Other assets — 1,788 Total assets $ — $ 188,806 Liabilities: Deposits $ — $ 161,067 Other liabilities — 1,760 Total liabilities $ — $ 162,827 Investments available-for-sale Education loans held-for-sale Mortgage loans held-for-sale Deposits Revenues and expenses The revenues and expenses of the discontinued operations of Union Federal presented in our consolidated statements of operations for the fiscal years ended 2015, 2014 and 2013, after the effects of elimination entries, were as follows: Fiscal Year Ended June 30, 2015 2014 2013 (dollars in thousands) Total revenues $ 1,056 $ 4,443 $ 3,661 Total expenses 3,118 2,657 2,730 Total other (expense) income (2,635 ) 962 — (Loss) income from discontinued operations, before income taxes (4,697 ) 2,748 931 Income tax expense 1 250 1 Discontinued operations, net of taxes $ (4,698 ) $ 2,498 $ 930 Other (expense) income Other income for the fiscal year ended June 30, 2014 included $2.1 million in gains recognized on the sales of portfolios of education loans to RBS Citizens, N.A., partially offset by $1.1 million in losses reclassified out of accumulated other comprehensive income. The $1.1 million reclassification adjustment represented $132 thousand in net realized losses on securities sold during the year and the remaining $970 thousand represented other-than-temporary impairment losses as we no longer had the intent and ability to hold the securities to recovery. There was no tax benefit reclassified out of accumulated other comprehensive income as there was a full valuation allowance against the corresponding deferred tax asset. Exit costs Severance Retention (dollars in thousands) Balance, June 30, 2014 $ 246 $ 24 Additional expense incurred during the period 7 284 Payments made during the period (20 ) (53 ) Transfer of liability to FMD (233 ) (255 ) Balance, June 30, 2015 $ — $ — |
Asset Acquisition of Cology, In
Asset Acquisition of Cology, Inc. | 12 Months Ended |
Jun. 30, 2015 | |
Asset Acquisition of Cology, Inc. | (4) Asset Acquisition of Cology, Inc. On October 19, 2012, FMD’s subsidiary Cology LLC completed its acquisition of a substantial portion of the operating assets of the Cology Sellers for $4.7 million in cash and the assumption of certain liabilities. Cology LLC provides education loan processing and disbursement services to approximately 335 credit union and other lender clients. Cology LLC earns fees based primarily on the number of loan applications, loan certifications and disbursements it processes on behalf of its clients. Cology LLC does not originate education loans for its own account. In connection with the transaction, we established a performance incentive plan that provided for payment of bonuses to eligible employees based on Cology LLC’s achievement of certain profitability targets for the periods ending June 30, 2013, 2014 and 2015. Since the achievement of these profitability targets were not achieved, we did not accrue any amounts under the performance incentive plan as of June 30, 2015. |
Cash and Cash Equivalents
Cash and Cash Equivalents | 12 Months Ended |
Jun. 30, 2015 | |
Cash and Cash Equivalents | (5) Cash and Cash Equivalents The following table summarizes our cash and cash equivalents: June 30, 2015 2014 (dollars in thousands) Cash equivalents (money market funds) $ 37,845 $ 29,856 Certificates of deposit 5,002 — Interest-bearing deposits with banks 1,606 2,793 Non-interest-bearing deposits with banks 2,551 1,306 Total cash and cash equivalents $ 47,004 $ 33,955 |
Short-term Investments
Short-term Investments | 12 Months Ended |
Jun. 30, 2015 | |
Short-term Investments | (6) Short-term Investments Short-term investments of $16.0 million at June 30, 2015 and $40.1 at million June 30, 2014 included certificates of deposit with highly-rated financial institutions, carried at cost. These certificates of deposits have a range of maturities between 1.9 months to 8.0 months. |
Education Loans Held-to-Maturit
Education Loans Held-to-Maturity | 12 Months Ended |
Jun. 30, 2015 | |
Education Loans Held-to-Maturity | (7) Education Loans Held-to-Maturity We hold a small portfolio of education loans held-to-maturity totaling $772 thousand at June 30, 2015 and $838 thousand at June 30, 2014, which was 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 June 30, 2015 and June 30, 2014. |
Education Loans Held-for-Sale
Education Loans Held-for-Sale | 12 Months Ended |
Jun. 30, 2015 | |
Education Loans Held-for-Sale | (8) Education Loans Held-for-Sale We hold a small portfolio of education loans held-for-sale totaling $252 thousand at June 30, 2015, which were sold by Union Federal to an indirect subsidiary of FMD in June 2015, as part of Union Federal’s dissolution. This portfolio was classified within other assets on the consolidated balance sheet at June 30, 2015. |
Deposits for Participation Inte
Deposits for Participation Interest Accounts | 12 Months Ended |
Jun. 30, 2015 | |
Deposits for Participation Interest Accounts | (9) 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 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 fiscal years ended June 30, 2015 and 2014: Fiscal Year Ended Fiscal Year Ended Balance, beginning of period $ 15,834 $ 13,147 Net fundings 3,549 3,075 Defaults (828 ) (385 ) Recoveries 107 19 Interest earned/other 212 67 Fair value adjustment (998 ) (89 ) Balance, end of period $ 17,876 $ 15,834 The amount of participation account administration fees paid into the participation accounts and subsequently withdrawn by FMD during the fiscal years ended June 30, 2015 and 2014 was $2.8 million and $2.7 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 June 30, 2015 and 2014, the aggregate amount of our funded first-loss credit enhancement was $18.5 million and $15.7 million, respectively. |
Fair Value Measurements
Fair Value Measurements | 12 Months Ended |
Jun. 30, 2015 | |
Fair Value Measurements | (10) 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 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 June 30, 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 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 years presented. June 30, 2015 2014 Level 1 Level 2 Level 3 Total Level 1 Level 2 Level 3 Total (dollars in thousands) Assets: Deposits for participation interest accounts $ — $ — $ 17,876 $ 17,876 $ — $ — $ 15,834 $ 15,834 Service revenue receivables — — 12,151 12,151 — — 13,979 13,979 Total assets $ — $ — $ 30,027 $ 30,027 $ — $ — $ 29,813 $ 29,813 The following table presents activity related to our financial assets categorized as Level 3 of the valuation hierarchy, valued on a recurring basis, for fiscal 2015 and fiscal 2014. All realized and unrealized gains and losses recorded during the years presented relate to assets still held at our consolidated balance sheet dates. Fiscal years ended June 30, 2015 2014 Deposits for participation Service revenue Deposits for participation Service revenue (dollars in thousands) Fair value, beginning of year $ 15,834 $ 13,979 $ 13,147 $ 14,817 Realized and unrealized (losses) gains (1,695 ) 1,859 (455 ) 2,330 Net contributions (distributions) 3,737 (3,687 ) 3,142 (3,168 ) Fair value, end of year $ 17,876 $ 12,151 $ 15,834 $ 13,979 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 June 30, 2015: Asset Fair Value Valuation Techniques Significant Unobservable Inputs Range (dollars in Deposits for participation interest accounts $ 17,876 Discounted cash flows Discount rate 8-15 % Annual prepayment rates 5.75-15.0 % Annual net recovery rates 2.67 % Annual default rates 0-2.5 % Service revenue receivables $ 12,151 Discounted cash flows Discount rate 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 June 30, 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 not recorded at fair value on our consolidated balance sheets at June 30, 2015 and June 30, 2014. The carrying amount for these instruments approximates fair value principally due to their short maturities. June 30, 2015 Carrying Estimated Fair Value Measurements Level 1 Level 2 Level 3 (dollars in thousands) Financial Assets: Cash and cash equivalents $ 47,004 $ 47,004 $ 47,004 $ — $ — Short-term investments 16,002 16,002 16,002 — — Restricted cash 96,964 96,964 96,964 — — Financial Liabilities: Restricted funds due to clients $ 96,854 $ 96,854 $ 96,854 $ — $ — June 30, 2014 Carrying Estimated Fair Value Measurements 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 | 12 Months Ended |
Jun. 30, 2015 | |
Goodwill and Intangible Assets | (11) Goodwill and Intangible Assets (a) Cology LLC Cology LLC completed its acquisition of a substantial portion of the operating assets of 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 (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 June 30, 2015 and 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 through June 30, 2015. (c) Impairment Review of Goodwill In fiscal 2015, we evaluated our goodwill for impairment on May 31, 2015, which is our annual impairment testing date, and concluded that the fair market value of the TMS and Cology LLC reporting units were in excess of our recorded book value and, therefore, were not impaired as of that date. In determining whether impairment exits, we assess impairment at the level of the TMS and Cology LLC reporting units. There have been no indicators of impairment since that date. (d) Intangible Assets Intangible assets at June 30, 2015 include the following: Amortization Adjusted cost Accumulated Net (in years) (dollars in thousands) Intangible assets: Customer lists 15 $ 23,600 $ (6,421 ) $ 17,179 Technology 6 3,650 (2,737 ) 913 Tradename 15 1,950 (585 ) 1,365 Total intangible assets at June 30, 2015 $ 29,200 $ (9,743 ) $ 19,457 Amortization expense recorded during the fiscal years ended June 30, 2015 and 2014 was $2.3 million and $2.4 million, respectively. Estimated annual amortization expense for each of the fiscal years subsequent to June 30, 2015 and thereafter is as follows: Customer lists Technology Tradename Total (dollars in thousands) Estimated amortization expense: 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 2020 1,573 — 130 1,703 Thereafter 9,314 — 715 10,029 Total $ 17,179 $ 913 $ 1,365 $ 19,457 |
Property and Equipment
Property and Equipment | 12 Months Ended |
Jun. 30, 2015 | |
Property and Equipment | (12) Property and Equipment Property and equipment is recorded at cost less accumulated depreciation and amortization. We calculate depreciation and amortization for financial reporting purposes using the straight line method over the estimated useful life of the asset. June 30, 2015 2014 Useful life (dollars in thousands) Equipment $ 13,904 $ 13,725 3-5 years Software 43,713 41,557 3 years Software under development 3 343 Leasehold improvements 12,248 11,840 lesser of 5 years or lease term Capital leases (equipment, furniture and fixtures) 17,463 17,463 lesser of 3-5 years or lease term Furniture and fixtures 2,717 2,706 5 years 90,048 87,634 Less accumulated depreciation and amortization (84,789 ) (81,815 ) Total property and equipment, net $ 5,259 $ 5,819 |
Restricted Funds Due to Clients
Restricted Funds Due to Clients | 12 Months Ended |
Jun. 30, 2015 | |
Restricted Funds Due to Clients | (13) Restricted Funds Due to Clients As part of our operations, we have cash that is recorded as restricted cash on our consolidated balance sheets because it is deposited with third-party institutions and not available for our use. Included in restricted cash on our consolidated balance sheets are tuition payments due to schools, undisbursed loan origination proceeds and recoveries on defaulted education loans. We record a liability on our consolidated balance sheets representing tuition payments due to our TMS clients, loan origination proceeds due to our Cology LLC clients and recoveries on defaulted education loans and education loan proceeds due to schools. |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Jun. 30, 2015 | |
Commitments and Contingencies | (14) 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 was subject to the review of the Joint Committee on Taxation, as is required for all refunds in excess of $5.0 million. On June 23, 2015, the IRS informed us that the Joint Committee on Taxation had completed its consideration of the IRS’s final examination report and had taken no exception to the conclusions reached by the IRS. As a result, the IRS’s audit of our tax returns for fiscal 2007 through fiscal 2010 is now complete. 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. On January 28, 2015, the Massachusetts Supreme Judicial Court (SJC) issued its opinion in these proceedings and affirmed the decision of the ATB. We were not required to make any payments to the Massachusetts Department of Revenue for GATE’s taxable years ended June 30, 2004, 2005 and 2006 at that time as we had made a $5.1 million payment to the Massachusetts Department of Revenue in the third quarter of fiscal 2012 that satisfied our obligations for those tax years. 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. On May 31, 2015, we filed a petition for a writ of certiorari with the Supreme Court of the United States. 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 our 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 filed with the Supreme Court of the United States on May 31, 2015 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 June 30, 2015, we had accrued a total income tax liability of $26.6 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 June 30, 2015, the range of potential change in our liability, excluding an assessment for penalties, was $0 to $26.6 million. (b) NC Residuals Owners Trust Litigation On April 2, 2014, FMD filed a complaint in the Delaware Court of Chancery (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. 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 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 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 May 21, 2015, FMD and NC Residuals entered into a settlement agreement. As part of the settlement, FMD paid NC Residuals $5.0 million and NC Residuals released any and all claims of ownership of the GATE Trusts, including any and all claims to the cash distributions from the GATE Trusts, and agreed to cooperate with FMD to transfer ownership on the records of the Owner Trustee of the GATE Trusts to FMD, including 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. In addition, as part of the settlement, cash distributions of $4.2 million from the GATE Trusts that had previously been withheld, were paid to FMD. On July 10, 2015, the Chancery Court dismissed this matter with prejudice. (c) Operating Leases We lease office space and equipment under non-cancelable operating leases expiring at various times through March 2017. Rent expense under operating leases from continuing operations for fiscal 2015, fiscal 2014 and fiscal 2013 was approximately $3.6 million, $4.2 million and $4.2 million, respectively. The future minimum office space lease payments required under operating leases for each of the succeeding fiscal years subsequent to June 30, 2015 are as follows: Fiscal years ending June 30, Lease obligations (dollars in thousands) 2016 $ 2,620 2017 1,916 2018 and thereafter — Total minimum lease payments $ 4,536 We are entitled to receive approximately $605 thousand under non-cancelable subleases of office space through fiscal 2017. (d) TMS Guarantee Payments TMS is subject to guarantee arrangements with certain educational institutions for a portion of eligible monthly education payment plans. We record a liability for those guarantee arrangements, which is included in other liabilities on the June 30, 2015 consolidated balance sheet. The liability pertaining to the guarantee arrangement was approximately $210 thousand at June 30, 2015. We also record a bad debt expense if it is probable that a loss will result and the amount of the loss can be reasonably estimated, which is included as a miscellaneous expense in general and administrative expenses on the fiscal 2015 consolidated statement of operations. We recorded approximately $85 thousand in bad debt expense related to the guarantee arrangements for fiscal 2015. Although we believe that our estimate related to TMS’ guarantee arrangements are reasonable, we cannot make any assurances with regard to the accuracy of our estimates, and actual results could differ materially. (e) Cology LLC Contingent Liability Under certain of Cology LLC’s loan origination agreements, it has agreed to indemnify those lender clients for certain claims and damages in connection with its performance under such agreements. As of June 30, 2015, we recorded a liability of $350 thousand, which is included in other liabilities on our consolidated balance sheet, with a corresponding contingent loss included in general and administrative expenses on our consolidated statement of operations. Based on the information obtained, combined with management’s judgment regarding all of the facts and circumstances of the matter, we determined that a contingent loss is probable and that the amount of such loss can be estimated, ranging from approximately $13 thousand to $420 thousand. In determining the range and amount of the contingent loss, we took into consideration advice received from our external counsel, who has extensive experience in the specific matter, as well as other factors. Should the judgments and estimates made by management be incorrect, we may need to record additional contingent losses that could materially adversely impact our results of operations. Alternatively, if the judgments and estimates made by management are incorrect and the contingent loss does not occur, the contingent loss recorded would be reversed thereby favorably impacting our results of operations. |
Net Interest Income
Net Interest Income | 12 Months Ended |
Jun. 30, 2015 | |
Net Interest Income | (15) Net Interest Income The following table reflects the components of net interest income, presented within other income on our consolidated statements of operations: Fiscal years ended June 30, 2015 2014 2013 (dollars in thousands) Interest income: Cash and cash equivalents $ 32 $ 37 $ 98 Short-term investments 47 176 337 Restricted cash 17 14 38 Education loan interest income 1 — — Total interest income 97 227 473 Interest expense: Lease obligations 5 25 124 Total interest expense 5 25 124 Net interest income $ 92 $ 202 $ 349 |
Other Income
Other Income | 12 Months Ended |
Jun. 30, 2015 | |
Other Income | (16) Other Income During fiscal 2015, we recorded other income of $295 thousand, consisting of $281 thousand in proceeds from the TERI settlement, discussed below, and $77 thousand in cash recoveries on previously defaulted education loans held by FMD. These other income items were partially offset by a $63 thousand loss recognized on a sale of mortgage loans, which were acquired by FMD from Union Federal as part of the dissolution of Union Federal and subsequently sold to a third party prior to June 30, 2015. The Education Resources Institute, Inc. (TERI) was a private, not-for-profit Massachusetts organization. In its role as guarantor in the education lending market, TERI previously agreed to reimburse many of the securitization trusts we facilitated for unpaid principal and interest on defaulted education loans. In April 2008, TERI filed a voluntary petition for relief under Chapter 11 of the U.S. Bankruptcy Code (the TERI Reorganization). As a result of the TERI Reorganization, the securitization trusts facilitated by us have not been able to fully realize TERI’s guarantee obligations. Under TERI’s confirmed plan of reorganization, which became effective in November 2010, general unsecured creditors of TERI, including us, are entitled to receive a pro rata share of cash and future recoveries or other proceeds in respect of a portfolio of defaulted education loans held by a liquidating trust. In addition, FMD and certain subsidiaries entered into a stipulation with TERI and the Official Committee of Unsecured Creditors of TERI that became effective in October 2010 that resolved all claims and controversies among the parties to the agreement. The proceeds from the TERI settlement represented cash distributions from the liquidating trust under TERI’s confirmed plan of reorganization. During fiscal 2014, we recorded other income of $582 thousand, consisting of $281 thousand in proceeds from the TERI settlement, $225 thousand related to the sale of Cology LLC’s loan servicing business and $76 thousand in cash recoveries on previously defaulted education loans held by FMD. During fiscal 2013, we recorded other income of $2.1 million, consisting of $702 thousand in proceeds from the TERI settlement, $946 thousand related to the sale of a defaulted education loan portfolio, which was transferred by Union Federal to an indirect subsidiary of FMD in 2009, and $464 thousand in cash recoveries on previously defaulted education loans held by FMD. |
General and Administrative Expe
General and Administrative Expenses | 12 Months Ended |
Jun. 30, 2015 | |
General and Administrative Expenses | (17) General and Administrative Expenses The following table reflects the components of general and administrative expenses: Fiscal years ended June 30, 2015 2014 2013 (dollars in thousands) General and administrative expenses: Third-party services $ 13,457 $ 14,689 $ 14,651 Depreciation and amortization 5,286 5,288 4,347 Marketing 2,097 1,799 5,123 Occupancy and equipment 9,988 10,856 11,379 Servicer fees 3 278 650 Merchant fees 8,818 7,773 6,663 Trust related special servicing expenses — — 1,639 Other 12,630 6,946 7,498 Total $ 52,279 $ 47,629 $ 51,950 The largest component of general and administrative expenses was third-party services, which primarily consisted of legal fees in support of ongoing litigation as well as outside consultant and temporary employment costs. Included in other expenses in fiscal 2015, fiscal 2014 and fiscal 2013 were fees of $1.2 million, $1.1 million and $1.2 million, respectively, paid to Sextant Holdings, LLC (Sextant) under a time-sharing agreement for business-related use of a private aircraft. Under the time sharing agreement, the fees may not exceed the actual expense of each specific flight as authorized by federal aviation regulations. In addition to the time sharing agreement, the FMD Board of Directors approved 75 hours of flight time for personal flight reimbursement each fiscal year. The reimbursement for personal travel time was $488 thousand for fiscal 2015, $522 thousand for fiscal 2014 and $400 thousand for fiscal 2013. The reimbursements for personal travel were included in compensation and benefits. The sole manager and member of Sextant is Daniel Meyers, FMD’s Chief Executive Officer and Chairman of the Board. The increase of other expenses in fiscal 2015 as compared to fiscal 2014 was principally the result of a $5.0 million legal settlement. |
Income Taxes
Income Taxes | 12 Months Ended |
Jun. 30, 2015 | |
Income Taxes | (18) Income Taxes We are subject to federal income tax, as well as income tax in multiple U.S. state and local jurisdictions. Our effective income tax rate is calculated on a consolidated basis. We remain subject to federal income tax examinations for fiscal 2012 through fiscal 2014. In addition, we are involved in several matters relating to the Massachusetts tax treatment of GATE, a former subsidiary of FMD. See Note 14, “Commitments and Contingencies—Income Tax Matters,” for additional information regarding these matters. Our state income tax returns in jurisdictions other than Massachusetts remain subject to examination for various fiscal years ended between June 30, 2011 and June 30, 2015. The following table reflects components of income tax expense attributable to loss from continuing operations before income taxes: Fiscal years ended June 30, 2015 2014 2013 (dollars in thousands) Current: Federal $ — $ — $ — State 675 659 1,967 Total current tax expense 675 659 1,967 Deferred: Federal 355 361 431 State 115 105 (103 ) Total deferred tax expense 470 466 328 Income tax expense from continuing operations $ 1,145 $ 1,125 $ 2,295 The following table reconciles the expected federal income tax expense from continuing operations (computed by applying the federal statutory tax rate to loss before income taxes) to recorded income tax expense from continuing operations: Fiscal years ended June 30, 2015 2014 2013 (dollars in thousands) Computed federal tax benefit $ (14,677 ) $ (13,629 ) $ (17,091 ) State tax, net of federal benefit 514 496 1,212 Federal valuation allowance 14,548 13,022 17,393 Non-deductible compensation 895 1,134 661 Other, net (135 ) 102 120 Income tax expense from continuing operations $ 1,145 $ 1,125 $ 2,295 The following table reflects the tax effects of temporary differences between financial statement carrying amounts of existing assets and liabilities and their respective tax bases that give rise to significant deferred tax assets and deferred tax liabilities: June 30, 2015 2014 (dollars in thousands) Deferred tax assets: Net operating loss carryforwards $ 74,946 $ 58,106 Federal benefit of unrecognized tax benefits 9,297 9,062 Depreciation and amortization 1,191 3,294 Allowance for loan losses 6,965 5,966 Amortization of deferred costs 2,296 2,720 Other, net 10,787 9,058 Gross deferred tax assets 105,482 88,206 Valuation allowance (96,623 ) (79,911 ) Total net deferred tax asset 8,859 8,295 Deferred tax liabilities: Additional structural advisory fees (559 ) (774 ) Residual fees (7,014 ) (6,063 ) Other, net (3,413 ) (3,113 ) Total deferred tax liability (10,986 ) (9,950 ) Net deferred tax liability $ (2,127 ) $ (1,655 ) Under current law, we do not have remaining taxes paid within available net operating loss carryback periods, and it is more likely than not that our deferred tax assets will not be realized through future reversals of existing temporary differences or available tax planning strategies. Accordingly, we have determined that a valuation allowance was necessary for all of our deferred tax assets not scheduled to reverse against existing deferred tax liabilities as of June 30, 2015 and June 30, 2014. We will continue to review the recognition of deferred tax assets on a quarterly basis. Unrecognized Tax Benefits A reconciliation of the beginning and ending amount of unrecognized tax benefits is as follows: Fiscal years ended June 30, 2015 2014 2013 (dollars in thousands) Beginning unrecognized tax benefits $ 20,452 $ 20,452 $ 19,630 Additional state tax liability recognized for the 2008 and 2009 tax years — — 822 Ending unrecognized tax benefits $ 20,452 $ 20,452 $ 20,452 Beginning accrued interest $ 5,441 $ 4,787 $ 3,451 Interest expense recognized 671 654 1,336 Ending accrued interest $ 6,112 $ 5,441 $ 4,787 The ending balance at June 30, 2015, 2014, and 2013 if recognized would favorably affect our effective income tax rate. We recognize interest and penalties in income tax expense when incurred. |
Net Loss per Share
Net Loss per Share | 12 Months Ended |
Jun. 30, 2015 | |
Net Loss per Share | (19) Net Loss per Share The following table sets forth the computation of basic and diluted net loss per share of common stock: Fiscal years ended June 30, 2015 2014 2013 (dollars and shares in thousands, except Net loss from continuing operations available and allocated to common shares outstanding $ (43,080 ) $ (40,065 ) $ (51,127 ) (Loss) income from discontinued operations, net of taxes, available and allocated to common shares outstanding (4,698 ) 2,498 930 Net loss available and allocated to common shares outstanding $ (47,778 ) $ (37,567 ) $ (50,197 ) Net (loss) income per basic and diluted common share: From continuing operations $ (3.75 ) $ (3.55 ) $ (4.77 ) From discontinued operations (0.41 ) 0.22 0.09 Total basic and diluted net loss per common share $ (4.16 ) $ (3.33 ) $ (4.68 ) Basic and diluted weighted-average common shares outstanding 11,493 11,270 10,735 The following table presents the weighted-average shares outstanding for RSUs and stock options that were anti-dilutive, and, therefore, not included in the calculation of diluted earnings per common share: Fiscal years ended June 30, 2015 2014 2013 (in thousands) RSUs 679 377 316 Stock options 601 603 607 |
Stockholders' Equity
Stockholders' Equity | 12 Months Ended |
Jun. 30, 2015 | |
Stockholders' Equity | (20) Stockholders’ Equity (a) Preferred Stock As of June 30, 2015 and June 30, 2014, we had 20,000,000 shares of preferred stock, at a par value of $0.01 per share, authorized with no shares issued or outstanding. (b) 2003 Employee Stock Purchase Plan In 2003, the FMD Board of Directors and stockholders approved the 2003 employee stock purchase plan (ESPP). A total of 60,000 shares of common stock were authorized for issuance under the ESPP. The ESPP permitted eligible employees to purchase shares of FMD’s common stock at the lower of 85% of its fair market value at the beginning or at the end of each offering period. Participation was voluntary. In April 2008, the FMD Board of Directors, which administers the ESPP, terminated the offering period that began on January 1, 2008 and indefinitely suspended the ESPP. As a result, no shares were issued under the ESPP in fiscal 2015, fiscal 2014 or fiscal 2013. At June 30, 2015, 40,555 shares were available for future purchase under the ESPP. (c) Treasury Stock Treasury stock was $188.4 million (1,072,000 shares) and $187.9 million (960,000 shares) at June 30, 2015 and June 30, 2014, respectively. The increase in shares was a result of common stock withheld from employees to satisfy statutory minimum withholding obligations as equity compensation awards vest. |
Stock-Based Compensation
Stock-Based Compensation | 12 Months Ended |
Jun. 30, 2015 | |
Stock-Based Compensation | (21) Stock-Based Compensation Stock-based compensation expense was $4.3 million, $4.4 million and $4.2 million for fiscal 2015, fiscal 2014 and fiscal 2013, respectively. As of June 30, 2015, there was $5.9 million of total unrecognized compensation cost related to non-vested share-based compensation arrangements. That cost is expected to be recognized over a weighted-average period of approximately two years. (a) Stockholder Approved Plans We have stock awards outstanding under three stock-based incentive compensation plans, each approved by both the FMD Board of Directors and stockholders in 2002 (2002 Plan), 2003 (2003 Plan) and 2011 (2011 Plan). Under the 2002 Plan, we granted non-statutory stock options to non-employee members of the FMD Board of Directors. In 2006, the FMD Board of Directors suspended new awards under the 2002 Plan. As of June 30, 2015, 600 shares of common stock were issuable upon exercise of awards granted under the 2002 Plan. Under the 2003 Plan, we granted stock based awards to employees, directors and consultants. No further awards may be granted under the 2003 Plan following the stockholder approval of the 2011 Plan in November 2011; however, 15,698 shares of common stock were issuable upon the vesting of awards granted under the 2003 Plan as of June 30, 2015. Under the 2011 Plan, the FMD Board of Directors, or one or more sub-committees of the FMD Board of Directors, may grant options, restricted stock, RSUs, or other stock based awards or performance awards to employees, directors, consultants or advisors. As of June 30, 2015, 180,608 shares were available for future grant under the 2011 Plan and 814,178 shares of common stock were issuable upon the vesting of awards granted under the 2011 Plan. We typically issue new shares of common stock as opposed to using treasury shares. (b) Stock Options The following table summarizes information about stock options outstanding at June 30, 2015: Exercise prices Number Weighted-average Weighted-average Number (shares in thousands) $60.00(1) 200 3.06 $ 60.00 200 $120.00(1) 200 3.06 120.00 200 $160.00(1) 200 3.06 160.00 200 $190.40 1 0.22 190.40 1 $60.00 - $190.40 601 3.06 113.41 601 (1) These options were not issued under any of our existing stockholder-approved incentive plans. The FMD Board of Directors elected Daniel Meyers as President and Chief Executive Officer and as a member of the FMD Board of Directors, effective September 1, 2008. In connection with the election, the FMD Board of Directors and a subcommittee of the Compensation Committee of the FMD Board of Directors approved the grant in August 2008 (Grant Date) of stock options to Mr. Meyers to purchase (a) 200,000 shares of FMD common stock, at an exercise price of $60.00 per share, that vested and became exercisable in full on August 18, 2012; (b) 200,000 shares of FMD common stock, at an exercise price of $120.00 per share, that vested and became exercisable in full on November 30, 2008 and (c) 200,000 shares of FMD common stock, at an exercise price of $160.00 per share, that vested and became exercisable in full on November 30, 2008. Each of the stock options will expire ten years from the Grant Date. The options exercisable at June 30, 2015 have no intrinsic value as the exercise prices are above market price. The weighted-average remaining contractual term of options exercisable is approximately three years. Options expire at a maximum of ten years from the grant date. The following table presents stock option activity for fiscal 2015, fiscal 2014 and fiscal 2013: Number Weighted- (shares in thousands) Outstanding options at June 30, 2012 610 114.32 Exercised (1 ) 200.37 Expired (2 ) 33.30 Outstanding options at June 30, 2013 607 114.31 Forfeited (1 ) 260.05 Expired (3 ) 85.75 Outstanding options at June 30, 2014 603 114.13 Expired (2 ) 329.70 Outstanding options at June 30, 2015 601 113.41 (c) Stock Units Each stock unit, including both RSUs and director stock units, represents a contingent right to receive one share of FMD common stock upon vesting. Shares in respect of vested stock units are issued as soon as practicable after each vesting date. Pursuant to a directors’ compensation program formerly under the 2003 Plan and now under the 2011 Plan, our non-employee directors are entitled to stock units for their service. Stock units granted to non-employee directors are fully vested upon grant. In May 2010, the director compensation program was amended to provide for the grant of 1,000 stock units upon initial election to the FMD Board of Directors and an annual grant of 1,000 stock units on September 20 of each year, if the non-employee director has then served on the FMD Board of Directors for at least 180 days. During fiscal 2015, fiscal 2014 and fiscal 2013, 5,000 stock units, 6,000 stock units and 6,000 stock units were granted to non-employee directors, respectively. RSUs may be granted to employees and outside consultants. During fiscal 2015, approximately 580,000 RSUs were granted to employees (other than Daniel Meyers), including executive officers, all of which were due to vest over the next four years and an additional 220,000 RSUs were granted to Daniel Meyers, all of which vested immediately. During fiscal 2014, approximately 305,400 RSUs were granted to employees (other than Daniel Meyers), including executive officers, all of which were due to vest over the next four years and an additional 110,000 RSUs were granted to Daniel Meyers, all of which vested immediately. During fiscal 2013, approximately 223,700 RSUs were granted to employees, including executive officers, all of which vest over four years from the grant date. The following table presents stock unit activity, including both RSUs and director stock units, for fiscal 2015, fiscal 2014 and fiscal 2013: Number of Weighted- (shares in thousands) Outstanding stock units at June 30, 2012 183 26.84 Granted 230 11.72 Vested and issued (100 ) 25.46 Forfeited (14 ) 12.64 Outstanding stock units at June 30, 2013 299 16.36 Granted 421 9.88 Vested and issued (208 ) 12.40 Forfeited (120 ) 11.32 Outstanding stock units at June 30, 2014 392 12.44 Granted 805 4.80 Vested and issued (346 ) 7.45 Forfeited (21 ) 10.58 Outstanding stock units at June 30, 2015 830 7.16 |
Defined Contribution Plans
Defined Contribution Plans | 12 Months Ended |
Jun. 30, 2015 | |
Defined Contribution Plans | (22) Defined Contribution Plans We sponsor a 401(k) retirement savings plan for the benefit of all full time employees. Eligible employees can join the plan after three months of employment. Investment decisions are made by individual employees. At our option, we can contribute to the plan for the benefit of employees. Employee and employer contributions vest immediately. We made contributions of approximately $800 thousand for each of the fiscal years ended June 30, 2015, June 30, 2014 and June 30, 2013. |
Unaudited Quarterly Information
Unaudited Quarterly Information | 12 Months Ended |
Jun. 30, 2015 | |
Unaudited Quarterly Information | UNAUDITED QUARTERLY INFORMATION The table below summarizes unaudited quarterly information for each of the three month periods in fiscal 2015 and fiscal 2014: Three months ended September 30, December 31, March 31, June 30, (dollars in thousands, except per share data) Revenues $ 14,117 $ 11,142 $ 13,181 $ 7,734 Expenses 24,458 24,097 20,693 19,248 Other income (expense) 56 318 37 (24 ) Income tax expense 243 275 360 267 Loss from continuing operations (10,528 ) (12,912 ) (7,835 ) (11,805 ) Discontinued operations, net of taxes (2,913 ) 207 (761 ) (1,231 ) Net loss $ (13,441 ) $ (12,705 ) $ (8,596 ) $ (13,036 ) Net (loss) income per basic and diluted common share: From continuing operations $ (0.92 ) $ (1.12 ) $ (0.68 ) $ (1.03 ) From discontinued operations (0.26 ) 0.02 (0.07 ) (0.10 ) Total basic and diluted net loss per common share $ (1.18 ) $ (1.10 ) $ (0.75 ) $ (1.13 ) Three months ended September 30, December 31, March 31, June 30, (dollars in thousands, except per share data) Revenues $ 12,696 $ 10,639 $ 13,283 $ 7,538 Expenses 24,466 19,421 19,912 20,081 Other income 72 359 71 282 Income tax expense 275 258 334 258 Loss from continuing operations (11,973 ) (8,681 ) (6,892 ) (12,519 ) Discontinued operations, net of taxes 419 1,033 1,779 (733 ) Net loss $ (11,554 ) $ (7,648 ) $ (5,113 ) $ (13,252 ) Net (loss) income per basic and diluted common share: From continuing operations $ (1.07 ) $ (0.77 ) $ (0.61 ) $ (1.10 ) From discontinued operations 0.04 0.09 0.16 (0.07 ) Total basic and diluted net loss per common share $ (1.03 ) $ (0.68 ) $ (0.45 ) $ (1.17 ) |
Summary of Significant Accoun31
Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Jun. 30, 2015 | |
Basis of Presentation and Use of Estimates | Basis of Presentation and Use of Estimates Our consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles (GAAP). We eliminate from our financial results all significant intercompany transactions. The preparation of our consolidated financial statements requires management to make estimates, assumptions and judgments that affect the reported amounts of assets and liabilities, and the disclosure of contingent assets and liabilities, at the date of our consolidated financial statements, as well as the reported amounts of revenues and expenses during the reporting period. We base our estimates, assumptions and judgments on our historical experience, economic conditions and on various other factors that we believe are reasonable under the circumstances. Actual results may differ from these estimates under varying assumptions or conditions. On an ongoing basis, we evaluate our estimates and judgments, particularly as they relate to accounting policies that we believe are most important to the portrayal of our financial condition and results of operations. |
Consolidation | (a) Consolidation Our consolidated financial statements include the accounts of FMD and its subsidiaries. We evaluate our involvement with certain variable interest entities (VIEs) and whether they should be consolidated, in accordance with Accounting Standards Codification (ASC) 810, Consolidation We continually reassess our involvement with each VIE in which we have an interest and our determination of whether consolidation or deconsolidation of a VIE is appropriate. We monitor matters related to our ability to control economic performance, such as contractual changes in the services we provide, the extent of our ownership and the rights of third parties to terminate us as a service provider. In addition, we monitor the financial performance of each VIE for indications that we may or may not have the right to absorb benefits or the obligation to absorb losses associated with variability in the financial performance of the VIE that could potentially be significant to that VIE. If, for any reason, we determine that we can no longer be considered the primary beneficiary for a consolidated VIE, we would be required to deconsolidate such VIE. Deconsolidation of a VIE is accounted for in the same manner as the sale of a subsidiary, with a gain or loss recorded in our consolidated statements of operations to the extent that proceeds, if any, are more or less than the net assets of the VIE. We monitor our involvement with nine off-balance sheet VIEs for which we have determined that we are not the primary beneficiary due to the sole, unilateral rights of other parties to terminate us in our role as service provider or due to a lack of obligation on our part to absorb benefits or losses of the VIE that would be significant to that VIE. A significant change to the pertinent rights of other parties or us, or a significant change to the ranges of possible financial performance outcomes used in our assessment of the variability of cash flows due to us, could cause us to change our determination of whether or not a VIE should be consolidated in future periods. Our determination to consolidate or deconsolidate a VIE may lead to increased volatility in our financial results and make comparisons of results between time periods challenging. Our maximum exposure to loss as a result of our involvement with such VIEs is the fair value of our service revenue receivables. |
Cash Equivalents | (b) Cash Equivalents We consider highly liquid debt instruments with original maturities of three months or less on the date of purchase and investments in money market funds and certificates of deposit to be cash equivalents. Cash equivalents are carried at cost, which also approximates fair value. |
Restricted Cash and Restricted Funds Due to Clients | (c) Restricted Cash and Restricted Funds Due to Clients As part of our operations, we have cash that is recorded as restricted cash on our consolidated balance sheets because it is deposited with third party institutions and is not available for our use. In the case of TMS, it collects tuition payments from students or their families on behalf of educational institutions that are held under a trust agreement for the benefit of TMS’ educational institution clients. In the case of Cology LLC, it collects and disburses loan origination proceeds on behalf of its clients. Restricted cash held by our other subsidiary, First Marblehead Education Resources, Inc. (FMER), relates to recoveries on defaulted education loans collected on behalf of clients as well as undistributed loan origination proceeds. We record a liability on our consolidated balance sheets representing tuition payments due to our TMS clients, loan origination proceeds due to our Cology LLC clients and recoveries on defaulted education loans and education loan proceeds due to schools. |
Deposits for Participation Interest Accounts | (d) Deposits for Participation Interest Accounts We account for deposits for participation accounts in a manner similar to our service revenue receivables, which is discussed below, and we carry such deposits at fair value on our consolidated balance sheet. We estimate fair value based on the net present value of cash flows into and out of the participation accounts, based on the education loans originated by participating lenders at our consolidated balance sheet date. We record changes in estimated fair value, excluding cash funded by us or distributed out of the participation accounts to us, if any, in revenues as part of administrative and other fees. See Note 9, “Deposits for Participation Interest Accounts,” for additional information. |
Service Revenue Receivables | (e) Service Revenue Receivables Service revenue receivables consist of our additional structural advisory fee and residual receivables, which we carry at fair value on our consolidated balance sheet. As required under GAAP, we recognized the fair value of additional structural advisory fee and residual receivables as revenue at the time the securitization trust purchased the education loans, but before we actually received payment, as these revenues were deemed to be earned at the time of the securitization. These amounts were deemed earned at securitization because: • Evidence of an arrangement existed; • We provided the services; • The fee was fixed and determinable based upon a discounted cash flow analysis; and • There were no future contingencies or obligations due on our part. Payment of these receivables is contingent upon the following: • Additional structural advisory fees are paid to us over time, based on the payment priorities established in the applicable indenture for each of the securitization trusts. We generally become entitled to receive these additional fees, plus interest, if applicable, once the ratio of securitization trust assets to liabilities, which we refer to as the parity ratio, reaches a stipulated level or after all noteholders have been paid in full. • Residuals associated with any securitization trusts that we facilitated are typically junior in priority to the rights of the holders of the asset-backed securities (ABS) issued in the securitizations and any additional structural advisory fees. In the absence of readily determinable market values, we estimate the fair value of service revenue receivables based on the present value of expected future cash flows at our consolidated balance sheet dates. Such estimate includes assumptions regarding discount rates, prepayment rates, default rates, recovery rates and forward interest rates, among others. If readily determinable market values became available or if actual performance were to vary appreciably from assumptions used, assumptions may need to be adjusted, which could result in material differences from the recorded carrying amounts. |
Goodwill and Intangible Assets | (f) Goodwill and Intangible Assets Goodwill represents the excess of the cost of an acquisition over the fair value of the net tangible and other intangible assets acquired. Other intangible assets represent purchased assets that can be distinguished from goodwill because of contractual rights or because the asset can be exchanged on their own or in combination with a related contract, asset or liability. In connection with our acquisition of TMS, we recorded other intangible assets related to the TMS customer list and tradename, each of which we amortize on a straight-line basis over 15 years, and technology, which we amortize on a straight-line basis over six years. In connection with our acquisition of a substantial portion of the operating assets of Cology, Inc. and its affiliates, which we refer to as the Cology Sellers, we recorded an intangible asset related to the Cology Sellers customer list, which we amortize on a straight-line basis over 15 years. We record amortization expense in general and administrative expenses in our consolidated statements of operations. Goodwill is not amortized, but is subject to an annual evaluation for impairment (or more frequently if indicators of impairment exist). Impairment of goodwill is deemed to exist if the carrying value of a reporting unit, including its allocation of goodwill and other intangible assets, exceeds its estimated fair value. Impairment of other intangible assets is deemed to exist if the balance of the other intangible assets exceeds the cumulative expected net cash inflows related to the asset over its remaining estimated useful life when the other intangible losses are evaluated. If we determine that goodwill or other intangible assets are impaired based on our periodic reviews, we would write down the values of these assets through a charge included in general and administrative expenses. |
Property and Equipment | (g) Property and Equipment We record leasehold improvements, furniture and fixtures, computers, software and other equipment at cost less accumulated depreciation and amortization. We record depreciation and amortization in general and administrative expenses and calculate them using the straight-line method over the estimated useful life of the asset or, for leasehold improvements, the remaining term of the lease, if shorter. We charge maintenance and repairs to general and administrative expenses as incurred. Costs related to internal-use software development projects are capitalized if the software is expected to yield long-term operational benefits, such as operational efficiencies and/or incremental revenue streams. |
Investments | (h) Investments We classify investments with original maturities greater than three months and remaining maturities of less than one year at the date of purchase as short-term investments and carry such short-term investments at cost, which approximates fair value. We classify investments in marketable debt securities as available-for-sale, trading or held-to-maturity. Management determines the appropriate classification of securities at the time of purchase. We carry available-for-sale investments at fair value, with net unrealized gains and losses recorded in other comprehensive income, a component of stockholders’ equity. Trading securities are securities held in anticipation of short-term market movements and are carried at fair value with net unrealized gains and losses recorded in our consolidated statements of operations. We classify investments as held-to-maturity when we have both the ability and intent to hold the securities until maturity. We carry held-to-maturity investments at amortized cost. We currently do not own any investments in marketable debt securities. |
Loans Held-for-Sale | (i) Loans Held-for-Sale Once a decision has been made to sell loans that were not originated with the intent to sell, we transfer such loans into the held-for-sale classification at the lower of cost or fair value. Any reduction in the loan’s value is reflected as a write-down of the recorded investment resulting in a new cost basis. After a loan or group of loans is transferred to the held-for-sale account, the loans are revalued at each subsequent reporting date until sold and reported at the lower of cost or fair value. The amortization of any deferred loan origination fees or costs is discontinued and recognition is deferred until the loans are sold. Further, loans transferred to held-for-sale continue to be accorded the same past due and non-accrual treatment as other loans. We currently hold a small portfolio of education loans held-for-sale, which were purchased from our former subsidiary Union Federal Savings Bank (Union Federal) as part of Union Federal’s dissolution. See Note 3, “Discontinued Operations,” and Note 8, “Education Loans Held-for-Sale,” for additional information. When available, fair value of loans held-for-sale is based on quoted market values. In the absence of readily determined market values, fair value for loans held-for-sale is estimated by discounting the scheduled cash flows through the estimated maturity of the loans. Such estimate includes assumptions for default rates, recovery rates, prepayment rates and a discount rate commensurate with the risks involved. Loans held-for-sale are valued on an aggregate portfolio basis. We record changes in the carrying value of loans held-for-sale in our consolidated statements of operations. |
Fair Value of Financial Instruments | (j) Fair Value of Financial Instruments Fair value is defined as the price that would be received in the sale of an asset, or paid to transfer a liability, in an orderly transaction between market participants at the measurement date. A three-level hierarchy is used to categorize fair value measurements based upon the transparency of inputs to the valuation of an asset or liability as of the measurement date: • Level 1 identical • Level 2 similar similar • Level 3 unobservable We apply quoted market prices, where available, to determine fair value of eligible assets. For financial instruments for which quotes from recent exchange transactions are not available, we base fair value on discounted cash flow analysis and comparison to similar instruments. Discounted cash flow analysis is dependent upon estimated future cash flows and the level of interest rates. The methods we use for current fair value estimates may not be indicative of net realizable value or reflective of future fair values. If readily determinable market values became available or if actual performance were to vary appreciably from assumptions used, we might need to adjust our assumptions, which could result in material differences from the recorded carrying amounts. We believe our methods of determining fair value are appropriate and consistent with other market participants. However, the use of different methodologies or different assumptions to value certain financial instruments could result in a different estimate of fair value. |
Revenue Recognition | (k) Revenue Recognition Tuition Payment Processing Fees Tuition payment processing fees include revenues generated by TMS, including program enrollment fees, late fees, convenience fees, tuition billing fees and refund management fees. Program enrollment fees are up-front nonrefundable fees, the recognition of which is deferred and amortized into revenue over the payment term which approximates when services are provided. Late fees and convenience fees are recognized in the period in which the transactions occur and tuition billing fees are recognized in the period that the services are provided. Refund management fees include processing fees and card-based fees. Processing fees are fees charged to administer the disbursement of refunds to students, which are recognized in the period that the services are provided. Card-based fees are earned when students elect their refund disbursement in the form of a prepaid card. Fees charged as a result of prepaid card usage are recognized in the period in which the transactions occur. Administrative and Other Fees Revenue recognition associated with our Monogram platform is subject to accounting guidance under Accounting Standards Update (ASU) 2009-13, Revenue Recognition-Multiple-Deliverable Revenue Arrangements ( In addition, we provide other services on a stand-alone, fee-for-service basis that may be based on the volume of education loans disbursed, the number of applications processed or other contractual terms. Our recognition of such fees is based on these contractual terms. Our consolidated statements of operations for a portion of fiscal 2013 included special servicing fees due from certain securitization trusts that we previously facilitated, which represented compensation to us for managing the performance of default prevention and collections management services. Such fees were based, in part, upon the volume of assets under management, and, in part, upon the reimbursement of expenses. We recognized such fees as the services were performed or as the reimbursable expenses were incurred, as applicable. Fair Value Changes to Service Revenue Receivables We record changes in the fair value of additional structural advisory fee and residual receivables as revenues in our consolidated statements of operations. We record any change in the assumptions used to estimate fair value in our consolidated statements of operations in the period in which the change is made. |
Income Taxes | (l) Income Taxes In determining a provision for income taxes, we base our estimated annual effective tax rate on expected annual income or loss, statutory tax rates, our ability to utilize net operating loss carryforwards and tax planning opportunities available to us in the various jurisdictions in which we operate. The estimated annual effective income tax rate also includes our best estimate of the ultimate outcome of income tax audits. We use the asset and liability method of accounting for the recognition of deferred income taxes. Under the asset and liability method, we recognize deferred tax assets and liabilities in connection with the tax effects of temporary differences between our financial statement carrying amounts of existing assets and liabilities and their respective tax bases and operating loss carrybacks and carryforwards. We measure deferred tax assets and liabilities using enacted tax rates expected to apply to taxable income or loss in the years in which those temporary differences are expected to be recovered or settled. We recognize the effect of a change in tax rates on deferred tax assets and liabilities as tax expense (benefit) in the period that includes the enactment date. We establish a deferred tax asset valuation allowance if we consider it more likely than not that all or a portion of the deferred tax assets will not be realized. We recognize the effect of income tax positions only if those positions are more likely than not to be sustained. Recognized income tax positions are measured at the largest amount that is greater than 50% likely of being realized. Changes in recognition or measurement are reflected in the period in which the change in judgment occurs. We also record interest related to unrecognized tax benefits in income tax expense. Penalties would be recognized as a component of income tax expense in the period in which the minimum statutory threshold is exceeded. |
Net Income (Loss) Per Share | (m) Net Income (Loss) Per Share We compute basic net income or loss per share by dividing net income or loss by the weighted-average number of shares outstanding. We compute diluted net income or loss per share by dividing net income or loss by the sum of the weighted-average number of shares determined for the basic earnings per common share computation and the number of common stock equivalents that would have a dilutive effect. To the extent that there is a net loss, we assume all common stock equivalents to be anti-dilutive, and they are excluded from diluted weighted-average shares outstanding. We determine common stock equivalent shares outstanding in accordance with the treasury stock method. When we have a discontinued operation, we use income or loss from continuing operations as the control number in determining whether common stock equivalents are dilutive or anti-dilutive. That is, the same number of common stock equivalents used in computing the diluted per-share amount for income or loss from continuing operations is used in computing all other reported diluted per-share amounts even if those amounts will be anti-dilutive to their respective basic per-share amounts. |
Stock-based Compensation | (n) Stock-based Compensation We record compensation expense equal to the estimated fair value on the grant date of stock options granted to purchase common stock, on a straight-line basis over the options’ service period. We record compensation expense for equity-based awards other than options based on the timing of vesting and the grant date fair value. We use the Black-Scholes option pricing model to determine the fair value of any option granted. The fair value of any equity-based award other than an option, such as a restricted stock unit (RSU), is based on the price of FMD common stock on the date of grant. |
Comprehensive Income (Loss) | (o) Comprehensive Income (Loss) Comprehensive income (loss) is defined as all changes in equity, except for those resulting from transactions with stockholders. Net income (loss) is a component of comprehensive income (loss), with all other components referred to in the aggregate as other comprehensive income (loss). |
Cash Flows | (p) Cash Flows For purposes of reporting cash flows, cash and cash equivalents include money market funds and deposits due from banks. |
Discontinued Operations | (q) Discontinued Operations A discontinued operation is a component of an entity that either has been disposed of, or that is classified as held-for-sale, and (1) whose operations and cash flows have been or will be eliminated from the ongoing operations of the entity in the disposal transaction and (2) whose operations will not have significant continuing involvement with the ongoing entity after the disposal transaction. The financial information of a discontinued operation is excluded from the respective captions in our consolidated financial statements and related notes for all fiscal years presented. |
Recently Issued Accounting Pronouncements | (r) Recently Issued Accounting Pronouncements 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 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 2014-09, Revenue from Contracts with Customers (Topic 606) Revenue from Contracts with Customers (Topic 606): Deferral of the Effective Date ASU 2014-15, Presentation of Financial Statements—Going Concern (Subtopic 205-40) ASU 2015-01, Income Statement—Extraordinary and Unusual Items (Subtopic 225-20): Simplifying Income Statement Presentation by Eliminating the Concept of Extraordinary Items ASU 2015-02, Consolidation (Topic 810): Amendments to the Consolidation Analysis 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) | 12 Months Ended |
Jun. 30, 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: June 30, 2015 June 30, 2014 (dollars in thousands) Assets: Cash and cash equivalents $ — $ 86,394 Investments available-for-sale — 62,309 Education loans held-for-sale — 21,944 Mortgage loans held-for-sale — 16,371 Other assets — 1,788 Total assets $ — $ 188,806 Liabilities: Deposits $ — $ 161,067 Other liabilities — 1,760 Total liabilities $ — $ 162,827 The revenues and expenses of the discontinued operations of Union Federal presented in our consolidated statements of operations for the fiscal years ended 2015, 2014 and 2013, after the effects of elimination entries, were as follows: Fiscal Year Ended June 30, 2015 2014 2013 (dollars in thousands) Total revenues $ 1,056 $ 4,443 $ 3,661 Total expenses 3,118 2,657 2,730 Total other (expense) income (2,635 ) 962 — (Loss) income from discontinued operations, before income taxes (4,697 ) 2,748 931 Income tax expense 1 250 1 Discontinued operations, net of taxes $ (4,698 ) $ 2,498 $ 930 |
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 Union Federal’s dissolution. As of June 30, 2015, the cumulative amounts incurred for severance and retention costs were $253 thousand and $308 thousand, respectively. In addition to the severance and retention costs, there were also contract and lease termination costs of $455 thousand and $180 thousand, respectively, associated with Union Federal’s dissolution. Severance Retention (dollars in thousands) Balance, June 30, 2014 $ 246 $ 24 Additional expense incurred during the period 7 284 Payments made during the period (20 ) (53 ) Transfer of liability to FMD (233 ) (255 ) Balance, June 30, 2015 $ — $ — |
Cash and Cash Equivalents (Tabl
Cash and Cash Equivalents (Tables) | 12 Months Ended |
Jun. 30, 2015 | |
Summary of Cash and Cash Equivalents | The following table summarizes our cash and cash equivalents: June 30, 2015 2014 (dollars in thousands) Cash equivalents (money market funds) $ 37,845 $ 29,856 Certificates of deposit 5,002 — Interest-bearing deposits with banks 1,606 2,793 Non-interest-bearing deposits with banks 2,551 1,306 Total cash and cash equivalents $ 47,004 $ 33,955 |
Deposits for Participation In34
Deposits for Participation Interest Accounts (Tables) | 12 Months Ended |
Jun. 30, 2015 | |
Activity Related to Participation Accounts | The following table presents detailed activity related to our participation accounts for the fiscal years ended June 30, 2015 and 2014: Fiscal Year Ended Fiscal Year Ended Balance, beginning of period $ 15,834 $ 13,147 Net fundings 3,549 3,075 Defaults (828 ) (385 ) Recoveries 107 19 Interest earned/other 212 67 Fair value adjustment (998 ) (89 ) Balance, end of period $ 17,876 $ 15,834 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 12 Months Ended |
Jun. 30, 2015 | |
Financial Instruments Carried at Fair Value on Recurring Basis | The following table presents financial instruments 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 years presented. June 30, 2015 2014 Level 1 Level 2 Level 3 Total Level 1 Level 2 Level 3 Total (dollars in thousands) Assets: Deposits for participation interest accounts $ — $ — $ 17,876 $ 17,876 $ — $ — $ 15,834 $ 15,834 Service revenue receivables — — 12,151 12,151 — — 13,979 13,979 Total assets $ — $ — $ 30,027 $ 30,027 $ — $ — $ 29,813 $ 29,813 |
Activity Related to Financial Assets Categorized as Level Three Valued on Recurring Basis | The following table presents activity related to our financial assets categorized as Level 3 of the valuation hierarchy, valued on a recurring basis, for fiscal 2015 and fiscal 2014. All realized and unrealized gains and losses recorded during the years presented relate to assets still held at our consolidated balance sheet dates. Fiscal years ended June 30, 2015 2014 Deposits for participation Service revenue Deposits for participation Service revenue (dollars in thousands) Fair value, beginning of year $ 15,834 $ 13,979 $ 13,147 $ 14,817 Realized and unrealized (losses) gains (1,695 ) 1,859 (455 ) 2,330 Net contributions (distributions) 3,737 (3,687 ) 3,142 (3,168 ) Fair value, end of year $ 17,876 $ 12,151 $ 15,834 $ 13,979 |
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 June 30, 2015: Asset Fair Value Valuation Techniques Significant Unobservable Inputs Range (dollars in Deposits for participation interest accounts $ 17,876 Discounted cash flows Discount rate 8-15 % Annual prepayment rates 5.75-15.0 % Annual net recovery rates 2.67 % Annual default rates 0-2.5 % Service revenue receivables $ 12,151 Discounted cash flows Discount rate 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 | The following tables present the carrying amount, estimated fair value and placement in the fair value hierarchy for our financial instruments not recorded at fair value on our consolidated balance sheets at June 30, 2015 and June 30, 2014. The carrying amount for these instruments approximates fair value principally due to their short maturities. June 30, 2015 Carrying Estimated Fair Value Measurements Level 1 Level 2 Level 3 (dollars in thousands) Financial Assets: Cash and cash equivalents $ 47,004 $ 47,004 $ 47,004 $ — $ — Short-term investments 16,002 16,002 16,002 — — Restricted cash 96,964 96,964 96,964 — — Financial Liabilities: Restricted funds due to clients $ 96,854 $ 96,854 $ 96,854 $ — $ — June 30, 2014 Carrying Estimated Fair Value Measurements 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 (Tables) | 12 Months Ended |
Jun. 30, 2015 | |
Intangible Assets | Intangible assets at June 30, 2015 include the following: Amortization Adjusted cost Accumulated Net (in years) (dollars in thousands) Intangible assets: Customer lists 15 $ 23,600 $ (6,421 ) $ 17,179 Technology 6 3,650 (2,737 ) 913 Tradename 15 1,950 (585 ) 1,365 Total intangible assets at June 30, 2015 $ 29,200 $ (9,743 ) $ 19,457 |
Estimated Annual Amortization Expense | Estimated annual amortization expense for each of the fiscal years subsequent to June 30, 2015 and thereafter is as follows: Customer lists Technology Tradename Total (dollars in thousands) Estimated amortization expense: 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 2020 1,573 — 130 1,703 Thereafter 9,314 — 715 10,029 Total $ 17,179 $ 913 $ 1,365 $ 19,457 |
Property and Equipment (Tables)
Property and Equipment (Tables) | 12 Months Ended |
Jun. 30, 2015 | |
Property and Equipment | We calculate depreciation and amortization for financial reporting purposes using the straight line method over the estimated useful life of the asset. June 30, 2015 2014 Useful life (dollars in thousands) Equipment $ 13,904 $ 13,725 3-5 years Software 43,713 41,557 3 years Software under development 3 343 Leasehold improvements 12,248 11,840 lesser of 5 years or lease term Capital leases (equipment, furniture and fixtures) 17,463 17,463 lesser of 3-5 years or lease term Furniture and fixtures 2,717 2,706 5 years 90,048 87,634 Less accumulated depreciation and amortization (84,789 ) (81,815 ) Total property and equipment, net $ 5,259 $ 5,819 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 12 Months Ended |
Jun. 30, 2015 | |
Future Minimum Lease Payments Required under Operating Leases | The future minimum office space lease payments required under operating leases for each of the succeeding fiscal years subsequent to June 30, 2015 are as follows: Fiscal years ending June 30, Lease obligations (dollars in thousands) 2016 $ 2,620 2017 1,916 2018 and thereafter — Total minimum lease payments $ 4,536 |
Net Interest Income (Tables)
Net Interest Income (Tables) | 12 Months Ended |
Jun. 30, 2015 | |
Components of Net Interest Income | The following table reflects the components of net interest income, presented within other income on our consolidated statements of operations: Fiscal years ended June 30, 2015 2014 2013 (dollars in thousands) Interest income: Cash and cash equivalents $ 32 $ 37 $ 98 Short-term investments 47 176 337 Restricted cash 17 14 38 Education loan interest income 1 — — Total interest income 97 227 473 Interest expense: Lease obligations 5 25 124 Total interest expense 5 25 124 Net interest income $ 92 $ 202 $ 349 |
General and Administrative Ex40
General and Administrative Expenses (Tables) | 12 Months Ended |
Jun. 30, 2015 | |
Components of General and Administrative Expenses | The following table reflects the components of general and administrative expenses: Fiscal years ended June 30, 2015 2014 2013 (dollars in thousands) General and administrative expenses: Third-party services $ 13,457 $ 14,689 $ 14,651 Depreciation and amortization 5,286 5,288 4,347 Marketing 2,097 1,799 5,123 Occupancy and equipment 9,988 10,856 11,379 Servicer fees 3 278 650 Merchant fees 8,818 7,773 6,663 Trust related special servicing expenses — — 1,639 Other 12,630 6,946 7,498 Total $ 52,279 $ 47,629 $ 51,950 |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Jun. 30, 2015 | |
Components of Income Tax Expense | The following table reflects components of income tax expense attributable to loss from continuing operations before income taxes: Fiscal years ended June 30, 2015 2014 2013 (dollars in thousands) Current: Federal $ — $ — $ — State 675 659 1,967 Total current tax expense 675 659 1,967 Deferred: Federal 355 361 431 State 115 105 (103 ) Total deferred tax expense 470 466 328 Income tax expense from continuing operations $ 1,145 $ 1,125 $ 2,295 |
Reconciliation of Expected Federal Income Tax Expense | The following table reconciles the expected federal income tax expense from continuing operations (computed by applying the federal statutory tax rate to loss before income taxes) to recorded income tax expense from continuing operations: Fiscal years ended June 30, 2015 2014 2013 (dollars in thousands) Computed federal tax benefit $ (14,677 ) $ (13,629 ) $ (17,091 ) State tax, net of federal benefit 514 496 1,212 Federal valuation allowance 14,548 13,022 17,393 Non-deductible compensation 895 1,134 661 Other, net (135 ) 102 120 Income tax expense from continuing operations $ 1,145 $ 1,125 $ 2,295 |
Tax Effects of Temporary Differences to Significant Deferred Tax Assets and Deferred Tax Liabilities | The following table reflects the tax effects of temporary differences between financial statement carrying amounts of existing assets and liabilities and their respective tax bases that give rise to significant deferred tax assets and deferred tax liabilities: June 30, 2015 2014 (dollars in thousands) Deferred tax assets: Net operating loss carryforwards $ 74,946 $ 58,106 Federal benefit of unrecognized tax benefits 9,297 9,062 Depreciation and amortization 1,191 3,294 Allowance for loan losses 6,965 5,966 Amortization of deferred costs 2,296 2,720 Other, net 10,787 9,058 Gross deferred tax assets 105,482 88,206 Valuation allowance (96,623 ) (79,911 ) Total net deferred tax asset 8,859 8,295 Deferred tax liabilities: Additional structural advisory fees (559 ) (774 ) Residual fees (7,014 ) (6,063 ) Other, net (3,413 ) (3,113 ) Total deferred tax liability (10,986 ) (9,950 ) Net deferred tax liability $ (2,127 ) $ (1,655 ) |
Reconciliation of Beginning and Ending Amount of Unrecognized Tax Benefits | A reconciliation of the beginning and ending amount of unrecognized tax benefits is as follows: Fiscal years ended June 30, 2015 2014 2013 (dollars in thousands) Beginning unrecognized tax benefits $ 20,452 $ 20,452 $ 19,630 Additional state tax liability recognized for the 2008 and 2009 tax years — — 822 Ending unrecognized tax benefits $ 20,452 $ 20,452 $ 20,452 Beginning accrued interest $ 5,441 $ 4,787 $ 3,451 Interest expense recognized 671 654 1,336 Ending accrued interest $ 6,112 $ 5,441 $ 4,787 |
Net Loss per Share (Tables)
Net Loss per Share (Tables) | 12 Months Ended |
Jun. 30, 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: Fiscal years ended June 30, 2015 2014 2013 (dollars and shares in thousands, except Net loss from continuing operations available and allocated to common shares outstanding $ (43,080 ) $ (40,065 ) $ (51,127 ) (Loss) income from discontinued operations, net of taxes, available and allocated to common shares outstanding (4,698 ) 2,498 930 Net loss available and allocated to common shares outstanding $ (47,778 ) $ (37,567 ) $ (50,197 ) Net (loss) income per basic and diluted common share: From continuing operations $ (3.75 ) $ (3.55 ) $ (4.77 ) From discontinued operations (0.41 ) 0.22 0.09 Total basic and diluted net loss per common share $ (4.16 ) $ (3.33 ) $ (4.68 ) Basic and diluted weighted-average common shares outstanding 11,493 11,270 10,735 |
Weighted Average Shares Outstanding RSUs and Stock Options that were Anti-Dilutive, and, therefore, not Included in Calculation of Diluted Earnings Per Common Share | The following table presents the weighted-average shares outstanding for RSUs and stock options that were anti-dilutive, and, therefore, not included in the calculation of diluted earnings per common share: Fiscal years ended June 30, 2015 2014 2013 (in thousands) RSUs 679 377 316 Stock options 601 603 607 |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 12 Months Ended |
Jun. 30, 2015 | |
Summary Information about Stock Options Outstanding | The following table summarizes information about stock options outstanding at June 30, 2015: Exercise prices Number Weighted-average Weighted-average Number (shares in thousands) $60.00(1) 200 3.06 $ 60.00 200 $120.00(1) 200 3.06 120.00 200 $160.00(1) 200 3.06 160.00 200 $190.40 1 0.22 190.40 1 $60.00 - $190.40 601 3.06 113.41 601 (1) These options were not issued under any of our existing stockholder-approved incentive plans. The FMD Board of Directors elected Daniel Meyers as President and Chief Executive Officer and as a member of the FMD Board of Directors, effective September 1, 2008. In connection with the election, the FMD Board of Directors and a subcommittee of the Compensation Committee of the FMD Board of Directors approved the grant in August 2008 (Grant Date) of stock options to Mr. Meyers to purchase (a) 200,000 shares of FMD common stock, at an exercise price of $60.00 per share, that vested and became exercisable in full on August 18, 2012; (b) 200,000 shares of FMD common stock, at an exercise price of $120.00 per share, that vested and became exercisable in full on November 30, 2008 and (c) 200,000 shares of FMD common stock, at an exercise price of $160.00 per share, that vested and became exercisable in full on November 30, 2008. Each of the stock options will expire ten years from the Grant Date. |
Stock Option Activity | The following table presents stock option activity for fiscal 2015, fiscal 2014 and fiscal 2013: Number Weighted- (shares in thousands) Outstanding options at June 30, 2012 610 114.32 Exercised (1 ) 200.37 Expired (2 ) 33.30 Outstanding options at June 30, 2013 607 114.31 Forfeited (1 ) 260.05 Expired (3 ) 85.75 Outstanding options at June 30, 2014 603 114.13 Expired (2 ) 329.70 Outstanding options at June 30, 2015 601 113.41 |
Restricted Stock Units and Director Stock Units Activity | The following table presents stock unit activity, including both RSUs and director stock units, for fiscal 2015, fiscal 2014 and fiscal 2013: Number of Weighted- (shares in thousands) Outstanding stock units at June 30, 2012 183 26.84 Granted 230 11.72 Vested and issued (100 ) 25.46 Forfeited (14 ) 12.64 Outstanding stock units at June 30, 2013 299 16.36 Granted 421 9.88 Vested and issued (208 ) 12.40 Forfeited (120 ) 11.32 Outstanding stock units at June 30, 2014 392 12.44 Granted 805 4.80 Vested and issued (346 ) 7.45 Forfeited (21 ) 10.58 Outstanding stock units at June 30, 2015 830 7.16 |
Unaudited Quarterly Informati44
Unaudited Quarterly Information (Tables) | 12 Months Ended |
Jun. 30, 2015 | |
Summary of Unaudited Quarterly Information | The table below summarizes unaudited quarterly information for each of the three month periods in fiscal 2015 and fiscal 2014: Three months ended September 30, December 31, March 31, June 30, (dollars in thousands, except per share data) Revenues $ 14,117 $ 11,142 $ 13,181 $ 7,734 Expenses 24,458 24,097 20,693 19,248 Other income (expense) 56 318 37 (24 ) Income tax expense 243 275 360 267 Loss from continuing operations (10,528 ) (12,912 ) (7,835 ) (11,805 ) Discontinued operations, net of taxes (2,913 ) 207 (761 ) (1,231 ) Net loss $ (13,441 ) $ (12,705 ) $ (8,596 ) $ (13,036 ) Net (loss) income per basic and diluted common share: From continuing operations $ (0.92 ) $ (1.12 ) $ (0.68 ) $ (1.03 ) From discontinued operations (0.26 ) 0.02 (0.07 ) (0.10 ) Total basic and diluted net loss per common share $ (1.18 ) $ (1.10 ) $ (0.75 ) $ (1.13 ) Three months ended September 30, December 31, March 31, June 30, (dollars in thousands, except per share data) Revenues $ 12,696 $ 10,639 $ 13,283 $ 7,538 Expenses 24,466 19,421 19,912 20,081 Other income 72 359 71 282 Income tax expense 275 258 334 258 Loss from continuing operations (11,973 ) (8,681 ) (6,892 ) (12,519 ) Discontinued operations, net of taxes 419 1,033 1,779 (733 ) Net loss $ (11,554 ) $ (7,648 ) $ (5,113 ) $ (13,252 ) Net (loss) income per basic and diluted common share: From continuing operations $ (1.07 ) $ (0.77 ) $ (0.61 ) $ (1.10 ) From discontinued operations 0.04 0.09 0.16 (0.07 ) Total basic and diluted net loss per common share $ (1.03 ) $ (0.68 ) $ (0.45 ) $ (1.17 ) |
Nature of Business - Additional
Nature of Business - Additional Information (Detail) | Sep. 09, 2015Customer | Jun. 30, 2015EntityCampus |
Organization and Nature of Operations [Line Items] | ||
Number of credit union and other lender clients served by Cology | Entity | 335 | |
Number of educational institutions | 700 | |
Subsequent Event | Monogram platform lender clients | ||
Organization and Nature of Operations [Line Items] | ||
Number of lender clients | Customer | 3 |
Summary of Significant Accoun46
Summary of Significant Accounting Policies - Additional Information (Detail) - Jun. 30, 2015 - Entity | Total |
Summary Of Significant Accounting Policies [Line Items] | |
Number of off-balance sheet VIEs that the Company is not primary beneficiary | 9 |
Customer Lists | |
Summary Of Significant Accounting Policies [Line Items] | |
Intangible assets amortization period | 15 years |
Tradename | |
Summary Of Significant Accounting Policies [Line Items] | |
Intangible assets amortization period | 15 years |
Technology | |
Summary Of Significant Accounting Policies [Line Items] | |
Intangible assets amortization period | 6 years |
Discontinued Operations - Addit
Discontinued Operations - Additional Information (Detail) - USD ($) | Jun. 12, 2015 | Jun. 05, 2015 | Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2013 |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||
Capital received from Union Federal dissolution | $ 21,700,000 | ||||
Sales proceeds of investments available-for-sale | $ 54,500,000 | ||||
Derecognized investments available-for-sale from consolidated balance sheet | 54,300,000 | ||||
Proceeds from sale of mortgage loans held-for-sale | 1,387,000 | ||||
Gain (loss) on sale of mortgage loan | (63,000) | ||||
Reclassification adjustment for net realized gains (losses) included in net loss | 161,000 | $ (1,102,000) | |||
Other income | 387,000 | 784,000 | $ 2,461,000 | ||
Union Federal | |||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||
Proceeds from sale of education loans held-for-sale | 20,700,000 | ||||
Proceeds from sale of mortgage loans held-for-sale | 14,700,000 | ||||
Union Federal | Education Loans Held for Sale | |||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||
Derecognized loans and accrued interest from consolidated balance sheet | 20,400,000 | ||||
Union Federal | Mortgage Loans | |||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||
Derecognized loans and accrued interest from consolidated balance sheet | 14,800,000 | ||||
BofI Federal Bank | |||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||
Proceeds from acquisition of deposit payables | $ 41,600,000 | ||||
Severance costs | |||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||
Exit costs | 253,000 | ||||
Retention costs | |||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||
Exit costs | 308,000 | ||||
Contract Termination Costs | |||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||
Exit costs | 455,000 | ||||
Lease Termination Costs | |||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||
Exit costs | 180,000 | ||||
Other Nonoperating Income (Expense) | |||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||
Reversal of reserve for aged loan repurchase obligations | 644,000 | ||||
Net realized gains on securities sold | 145,000 | (132,000) | |||
Gains recognized on sales of portfolios of education loans | 56,000 | 2,100,000 | |||
Education loans held-for-sale fair value write-down | 2,600,000 | ||||
Mortgage loans held-for-sale fair value write-down | 577,000 | ||||
Other-than-temporary impairment losses | 277,000 | 970,000 | |||
Gain (loss) on sale of education loan | (19,000) | ||||
Gain (loss) on sale of mortgage loan | (48,000) | ||||
Reclassification adjustment for net realized gains (losses) included in net loss | 161,000 | (1,100,000) | |||
Tax benefit from reclassification adjustment for net realized gains (losses) included in net loss | 0 | $ 0 | |||
Other income | $ 845,000 |
Assets and Liabilities of Disco
Assets and Liabilities of Discontinued Operations After Effects of Elimination Entries (Detail) - USD ($) $ in Thousands | Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2013 |
Assets: | |||
Cash and cash equivalents | $ 86,394 | $ 23,311 | |
Investments available-for-sale | 62,309 | ||
Education loans held-for-sale | $ 252 | 21,944 | |
Mortgage loans held-for-sale | 16,371 | ||
Other assets | 1,788 | ||
Total assets | 188,806 | ||
Liabilities: | |||
Deposits | 161,067 | ||
Other liabilities | 1,760 | ||
Total liabilities | $ 162,827 |
Revenues and Expenses of Discon
Revenues and Expenses of Discontinued Operations (Detail) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2013 | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||||||
Total revenues | $ 1,056 | $ 4,443 | $ 3,661 | ||||||||
Total expenses | 3,118 | 2,657 | 2,730 | ||||||||
Total other (expense) income | (2,635) | 962 | |||||||||
(Loss) income from discontinued operations, before income taxes | (4,697) | 2,748 | 931 | ||||||||
Income tax expense | 1 | 250 | 1 | ||||||||
Discontinued operations, net of taxes | $ (1,231) | $ (761) | $ 207 | $ (2,913) | $ (733) | $ 1,779 | $ 1,033 | $ 419 | $ (4,698) | $ 2,498 | $ 930 |
Reconciliation of Beginning and
Reconciliation of Beginning and Ending Liability Balances for Severance and Retention Costs (Detail) $ in Thousands | 12 Months Ended |
Jun. 30, 2015USD ($) | |
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 | 7 |
Payments made during the period | (20) |
Transfer of liability to FMD | (233) |
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 | 284 |
Payments made during the period | (53) |
Transfer of liability to FMD | $ (255) |
Asset Acquisition of Cology, 51
Asset Acquisition of Cology, Inc. - Additional Information (Detail) $ in Millions | Oct. 19, 2012USD ($)Entity | Jun. 30, 2015Entity |
Business Acquisition [Line Items] | ||
Number of credit union and other lender clients served by Cology | 335 | |
First Payment | ||
Business Acquisition [Line Items] | ||
Bonus payment date | Jun. 30, 2013 | |
Second Payment | ||
Business Acquisition [Line Items] | ||
Bonus payment date | Jun. 30, 2014 | |
Third Payment | ||
Business Acquisition [Line Items] | ||
Bonus payment date | Jun. 30, 2015 | |
Cology, Inc | ||
Business Acquisition [Line Items] | ||
Acquisition of assets | $ | $ 4.7 | |
Number of credit union and other lender clients served by Cology | 335 |
Summary of Cash and Cash Equiva
Summary of Cash and Cash Equivalents (Detail) - USD ($) $ in Thousands | Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2013 |
Cash and Cash Equivalents [Line Items] | |||
Cash equivalents (money market funds) | $ 37,845 | $ 29,856 | |
Certificates of deposit | 5,002 | ||
Interest-bearing deposits with banks | 1,606 | 2,793 | |
Non-interest-bearing deposits with banks | 2,551 | 1,306 | |
Total cash and cash equivalents | $ 47,004 | $ 33,955 | $ 58,599 |
Short-term Investments - Additi
Short-term Investments - Additional Information (Detail) - USD ($) $ in Thousands | Jun. 30, 2015 | Jun. 30, 2014 |
Schedule of Investments [Line Items] | ||
Short-term investments including certificates of deposit | $ 16,002 | $ 40,057 |
Minimum | ||
Schedule of Investments [Line Items] | ||
Certificates of deposit, maturity period | 1 year 10 months 24 days | |
Maximum | ||
Schedule of Investments [Line Items] | ||
Certificates of deposit, maturity period | 8 months |
Education Loans Held-to-Matur54
Education Loans Held-to-Maturity - Additional Information (Detail) - USD ($) $ in Thousands | Jun. 30, 2015 | Jun. 30, 2014 |
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Education loans held-to-maturity | $ 772 | $ 838 |
Education Loans Held-for-Sale -
Education Loans Held-for-Sale - Additional Information (Detail) - USD ($) $ in Thousands | Jun. 30, 2015 | Jun. 30, 2014 |
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Education loans held-for-sale | $ 252 | $ 21,944 |
Activity Related to Participati
Activity Related to Participation Accounts (Detail) - USD ($) $ in Thousands | 12 Months Ended | |
Jun. 30, 2015 | Jun. 30, 2014 | |
Deposits for Participation Interest Accounts [Line Items] | ||
Balance, beginning of period | $ 15,834 | $ 13,147 |
Net fundings | 3,549 | 3,075 |
Defaults | (828) | (385) |
Recoveries | 107 | 19 |
Interest earned/other | 212 | 67 |
Fair value adjustment | (998) | (89) |
Balance, end of period | $ 17,876 | $ 15,834 |
Deposits for Participation In57
Deposits for Participation Interest Accounts - Additional Information (Detail) - USD ($) $ in Millions | 12 Months Ended | |
Jun. 30, 2015 | Jun. 30, 2014 | |
Deposits for Participation Interest Accounts [Line Items] | ||
Participation account administration fees | $ 2.8 | $ 2.7 |
Aggregate amount of funded first-loss credit enhancement in deposits for participation interest accounts | $ 18.5 | $ 15.7 |
Financial Instruments Carried a
Financial Instruments Carried at Fair Value on Recurring Basis (Detail) - USD ($) $ in Thousands | Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2013 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Deposits for participation interest accounts | $ 17,876 | $ 15,834 | $ 13,147 |
Service revenue receivables | 12,151 | 13,979 | |
Total assets | 30,027 | 29,813 | |
Level 3 | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Deposits for participation interest accounts | 17,876 | 15,834 | |
Service revenue receivables | 12,151 | 13,979 | |
Total assets | $ 30,027 | $ 29,813 |
Activity Related to Financial A
Activity Related to Financial Assets Categorized as Level Three Valued on Recurring Basis (Detail) - USD ($) $ in Thousands | 12 Months Ended | |
Jun. 30, 2015 | Jun. 30, 2014 | |
Deposits for participation interest accounts | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Fair value, beginning of year | $ 15,834 | $ 13,147 |
Realized and unrealized (losses) gains | (1,695) | (455) |
Net contributions (distributions) | 3,737 | 3,142 |
Fair value, end of year | 17,876 | 15,834 |
Service revenue receivables | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Fair value, beginning of year | 13,979 | 14,817 |
Realized and unrealized (losses) gains | 1,859 | 2,330 |
Net contributions (distributions) | (3,687) | (3,168) |
Fair value, end of year | $ 12,151 | $ 13,979 |
Assets Recorded at Fair Value o
Assets Recorded at Fair Value on Recurring Basis (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2013 | |
Fair Value Inputs, Assets, Quantitative Information [Line Items] | |||
Deposits for participation interest accounts | $ 17,876 | $ 15,834 | $ 13,147 |
Service revenue receivables | 12,151 | 13,979 | |
Level 3 | |||
Fair Value Inputs, Assets, Quantitative Information [Line Items] | |||
Deposits for participation interest accounts | 17,876 | 15,834 | |
Service revenue receivables | 12,151 | $ 13,979 | |
Level 3 | Fair Value, Measurements, Recurring | |||
Fair Value Inputs, Assets, Quantitative Information [Line Items] | |||
Deposits for participation interest accounts | 17,876 | ||
Service revenue receivables | $ 12,151 | ||
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 rate | 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 rate | 15.00% | ||
Annual prepayment rates | 15.00% | ||
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 rate | 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 rate | 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 (Detail) - USD ($) $ in Thousands | Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2013 |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||
Cash and cash equivalents | $ 47,004 | $ 33,955 | $ 58,599 |
Short-term investments | 16,002 | 40,057 | |
Restricted cash | 96,964 | 94,436 | |
Restricted funds due to clients | 96,854 | 94,272 | |
Level 1 | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||
Cash and cash equivalents | 47,004 | 33,955 | |
Short-term investments | 16,002 | 40,057 | |
Restricted cash | 96,964 | 94,436 | |
Restricted funds due to clients | 96,854 | 94,272 | |
Fair Value | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||
Cash and cash equivalents | 47,004 | 33,955 | |
Short-term investments | 16,002 | 40,057 | |
Restricted cash | 96,964 | 94,436 | |
Restricted funds due to clients | $ 96,854 | $ 94,272 |
Goodwill and Intangible Asset62
Goodwill and Intangible Assets - Additional Information (Detail) | 3 Months Ended | 12 Months Ended | |||
Dec. 31, 2012USD ($)Entity | Jun. 30, 2015USD ($)Entity | Jun. 30, 2014USD ($) | Jun. 30, 2011USD ($) | Oct. 19, 2012Entity | |
Goodwill and Intangible Assets Disclosure [Line Items] | |||||
Number of credit union and other lender clients served by Cology | Entity | 335 | ||||
Goodwill | $ 20,066,000 | $ 20,066,000 | |||
Amortization expenses related to intangible asset | 2,300,000 | 2,400,000 | |||
Intangible assets | 29,200,000 | ||||
Customer Lists | |||||
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 | $ 19,500,000 | $ 19,500,000 | $ 22,200,000 | ||
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 Lists | |||||
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] | |||||
Number of credit union and other lender clients served by Cology | Entity | 335 | ||||
Goodwill | $ 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 Lists | |||||
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 | Entity | 250 | ||||
Customer list intangible asset amortization period | 15 years |
Intangible Assets (Detail)
Intangible Assets (Detail) - USD ($) $ in Thousands | 12 Months Ended | |
Jun. 30, 2015 | Jun. 30, 2014 | |
Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets adjusted cost basis | $ 29,200 | |
Intangible assets accumulated amortization | (9,743) | |
Intangible assets net | $ 19,457 | $ 21,769 |
Customer Lists | ||
Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets amortization period | 15 years | |
Intangible assets adjusted cost basis | $ 23,600 | |
Intangible assets accumulated amortization | (6,421) | |
Intangible assets net | $ 17,179 | |
Technology | ||
Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets amortization period | 6 years | |
Intangible assets adjusted cost basis | $ 3,650 | |
Intangible assets accumulated amortization | (2,737) | |
Intangible assets net | $ 913 | |
Tradename | ||
Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets amortization period | 15 years | |
Intangible assets adjusted cost basis | $ 1,950 | |
Intangible assets accumulated amortization | (585) | |
Intangible assets net | $ 1,365 |
Estimated Annual Amortization E
Estimated Annual Amortization Expense (Detail) - USD ($) $ in Thousands | Jun. 30, 2015 | Jun. 30, 2014 |
Estimated amortization expense: | ||
2,016 | $ 2,311 | |
2,017 | 2,008 | |
2,018 | 1,703 | |
2,019 | 1,703 | |
2,020 | 1,703 | |
Thereafter | 10,029 | |
Intangible assets net | 19,457 | $ 21,769 |
Customer Lists | ||
Estimated amortization expense: | ||
2,016 | 1,573 | |
2,017 | 1,573 | |
2,018 | 1,573 | |
2,019 | 1,573 | |
2,020 | 1,573 | |
Thereafter | 9,314 | |
Intangible assets net | 17,179 | |
Technology | ||
Estimated amortization expense: | ||
2,016 | 608 | |
2,017 | 305 | |
Intangible assets net | 913 | |
Tradename | ||
Estimated amortization expense: | ||
2,016 | 130 | |
2,017 | 130 | |
2,018 | 130 | |
2,019 | 130 | |
2,020 | 130 | |
Thereafter | 715 | |
Intangible assets net | $ 1,365 |
Property and Equipment (Detail)
Property and Equipment (Detail) - USD ($) $ in Thousands | 12 Months Ended | |
Jun. 30, 2015 | Jun. 30, 2014 | |
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | $ 90,048 | $ 87,634 |
Less accumulated depreciation and amortization | (84,789) | (81,815) |
Total property and equipment, net | 5,259 | 5,819 |
Equipment | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | $ 13,904 | 13,725 |
Equipment | Minimum | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, useful life | 3 years | |
Equipment | Maximum | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, useful life | 5 years | |
Software | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | $ 43,713 | 41,557 |
Property and equipment, useful life | 3 years | |
Software under development | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | $ 3 | 343 |
Leasehold improvements | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | $ 12,248 | 11,840 |
Property and equipment, useful life | lesser of 5 years or lease term | |
Leasehold improvements | Maximum | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, useful life | 5 years | |
Capital leases (equipment, furniture and fixtures) | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | $ 17,463 | 17,463 |
Property and equipment, useful life | lesser 3-5 years or lease term | |
Capital leases (equipment, furniture and fixtures) | Minimum | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, useful life | 3 years | |
Capital leases (equipment, furniture and fixtures) | Maximum | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, useful life | 5 years | |
Furniture and fixtures | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | $ 2,717 | $ 2,706 |
Property and equipment, useful life | 5 years |
Commitments and Contingencies -
Commitments and Contingencies - Additional Information (Detail) - Entity [Domain] - USD ($) | 1 Months Ended | 3 Months Ended | 12 Months Ended | |||||
Oct. 31, 2010 | Dec. 31, 2009 | Mar. 31, 2012 | Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2013 | Jun. 30, 2010 | Aug. 06, 2013 | |
Commitments and Contingencies Disclosure [Line Items] | ||||||||
Income taxes payable | $ 27,233,000 | $ 26,582,000 | ||||||
Operating lease expiry date | 2017-03 | |||||||
Operating leases rent expense | $ 3,600,000 | $ 4,200,000 | $ 4,200,000 | |||||
Non-cancelable subleases receivables | 605,000 | |||||||
Cology, Inc | ||||||||
Commitments and Contingencies Disclosure [Line Items] | ||||||||
Contingent liability | 350,000 | |||||||
Estimated minimum contingent loss | 13,000 | |||||||
Estimated maximum contingent loss | 420,000 | |||||||
General and Administrative Expense | ||||||||
Commitments and Contingencies Disclosure [Line Items] | ||||||||
Bad debt expense | 85,000 | |||||||
Other Liabilities | ||||||||
Commitments and Contingencies Disclosure [Line Items] | ||||||||
Guarantee agreement liability | $ 210,000 | |||||||
Massachusetts Appellate Tax Board Matters | ||||||||
Commitments and Contingencies Disclosure [Line Items] | ||||||||
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 | |||||||
Income taxes payable | $ 26,600,000 | |||||||
Massachusetts Appellate Tax Board Matters | Minimum | ||||||||
Commitments and Contingencies Disclosure [Line Items] | ||||||||
Change in uncertain tax benefit is reasonably possible within the next 12 months | 0 | |||||||
Massachusetts Appellate Tax Board Matters | Maximum | ||||||||
Commitments and Contingencies Disclosure [Line Items] | ||||||||
Change in uncertain tax benefit is reasonably possible within the next 12 months | 26,600,000 | |||||||
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] | ||||||||
Legal settlements | 5,000,000 | |||||||
Cash distribution received from assets held in trust | $ 4,200,000 | |||||||
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 |
Future Minimum Office Space Lea
Future Minimum Office Space Lease Payments Required Under Operating Leases (Detail) $ in Thousands | Jun. 30, 2015USD ($) |
Operating Leased Assets [Line Items] | |
2,016 | $ 2,620 |
2,017 | 1,916 |
2018 and thereafter | 0 |
Total minimum lease payments | $ 4,536 |
Components of Net Interest Inco
Components of Net Interest Income (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2013 | |
Interest income: | |||
Cash and cash equivalents | $ 32 | $ 37 | $ 98 |
Short-term investments | 47 | 176 | 337 |
Restricted cash | 17 | 14 | 38 |
Education loan interest income | 1 | ||
Total interest income | 97 | 227 | 473 |
Interest expense: | |||
Lease obligations | 5 | 25 | 124 |
Total interest expense | 5 | 25 | 124 |
Net interest income | $ 92 | $ 202 | $ 349 |
Other Income - Additional Infor
Other Income - Additional Information (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2013 | |
Component Of Other Expense Income Nonoperating [Line Items] | |||
Total other income | $ 295 | $ 582 | $ 2,100 |
Proceeds from TERI settlement | 281 | 281 | 702 |
Cash recoveries on previously defaulted education loans | 76 | 464 | |
Loss on sale of mortgage loans | (63) | ||
Sale of Cology LLC's loan servicing business | 225 | ||
Sale of loan | 946 | ||
Previously defaulted education loans | |||
Component Of Other Expense Income Nonoperating [Line Items] | |||
Cash recoveries on previously defaulted education loans | $ 77 | $ 76 | $ 464 |
Components of General and Admin
Components of General and Administrative Expenses (Detail) - Entity [Domain] - USD ($) $ in Thousands | 12 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2013 | |
General and administrative expenses: | |||
Third-party services | $ 13,457 | $ 14,689 | $ 14,651 |
Depreciation and amortization | 5,286 | 5,288 | 4,347 |
Marketing | 2,097 | 1,799 | 5,123 |
Occupancy and equipment | 9,988 | 10,856 | 11,379 |
Servicer fees | 3 | 278 | 650 |
Merchant fees | 8,818 | 7,773 | 6,663 |
Trust related special servicing expenses | 1,639 | ||
Other | 12,630 | 6,946 | 7,498 |
Total | $ 52,279 | $ 47,629 | $ 51,950 |
General and Administrative Ex71
General and Administrative Expenses - Additional Information (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2013 | |
Component Of Other Operating Income And Expense [Line Items] | |||
Other general and administrative expenses | $ 12,630 | $ 6,946 | $ 7,498 |
Sextant Holdings, LLC | |||
Component Of Other Operating Income And Expense [Line Items] | |||
Other general and administrative expenses | $ 1,200 | 1,100 | 1,200 |
Approved Flight time for personal reimbursement included in compensation and benefits | 75 hours | ||
Reimbursement amount | $ 488 | $ 522 | $ 400 |
Legal settlements | $ 5,000 |
Components of Income Tax Expens
Components of Income Tax Expense (Detail) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2013 | |
Current: | |||||||||||
Federal | $ 0 | $ 0 | $ 0 | ||||||||
State | 675 | 659 | 1,967 | ||||||||
Total current tax expense | 675 | 659 | 1,967 | ||||||||
Deferred: | |||||||||||
Federal | 355 | 361 | 431 | ||||||||
State | 115 | 105 | (103) | ||||||||
Total deferred tax expense | 470 | 466 | 328 | ||||||||
Income tax expense from continuing operations | $ 267 | $ 360 | $ 275 | $ 243 | $ 258 | $ 334 | $ 258 | $ 275 | $ 1,145 | $ 1,125 | $ 2,295 |
Reconciliation of Expected Fede
Reconciliation of Expected Federal Income Tax Expense to Recorded Income Tax Expense (Detail) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2013 | |
Reconciliation of Provision of Income Taxes [Line Items] | |||||||||||
Computed federal tax benefit | $ (14,677) | $ (13,629) | $ (17,091) | ||||||||
State tax, net of federal benefit | 514 | 496 | 1,212 | ||||||||
Federal valuation allowance | 14,548 | 13,022 | 17,393 | ||||||||
Non-deductible compensation | 895 | 1,134 | 661 | ||||||||
Other, net | (135) | 102 | 120 | ||||||||
Income tax expense from continuing operations | $ 267 | $ 360 | $ 275 | $ 243 | $ 258 | $ 334 | $ 258 | $ 275 | $ 1,145 | $ 1,125 | $ 2,295 |
Tax Effects of Temporary Differ
Tax Effects of Temporary Differences to Significant Deferred Tax Assets and Deferred Tax Liabilities (Detail) - USD ($) $ in Thousands | Jun. 30, 2015 | Jun. 30, 2014 |
Deferred tax assets: | ||
Net operating loss carryforwards | $ 74,946 | $ 58,106 |
Federal benefit of unrecognized tax benefits | 9,297 | 9,062 |
Depreciation and amortization | 1,191 | 3,294 |
Allowance for loan losses | 6,965 | 5,966 |
Amortization of deferred costs | 2,296 | 2,720 |
Other, net | 10,787 | 9,058 |
Gross deferred tax assets | 105,482 | 88,206 |
Valuation allowance | (96,623) | (79,911) |
Total net deferred tax asset | 8,859 | 8,295 |
Deferred tax liabilities: | ||
Additional structural advisory fees | (559) | (774) |
Residual fees | (7,014) | (6,063) |
Other, net | (3,413) | (3,113) |
Total deferred tax liability | (10,986) | (9,950) |
Net deferred tax liability | $ (2,127) | $ (1,655) |
Reconciliation of Beginning a75
Reconciliation of Beginning and Ending Amount of Unrecognized Tax Benefits (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2013 | |
Income Tax Contingency [Line Items] | |||
Beginning unrecognized tax benefits | $ 20,452 | $ 20,452 | $ 19,630 |
Additional state tax liability recognized for the 2008 and 2009 tax years | 822 | ||
Ending unrecognized tax benefits | 20,452 | 20,452 | 20,452 |
Beginning accrued interest | 5,441 | 4,787 | 3,451 |
Interest expense recognized | 671 | 654 | 1,336 |
Ending accrued interest | $ 6,112 | $ 5,441 | $ 4,787 |
Basic and Diluted Net (Loss) In
Basic and Diluted Net (Loss) Income Per Share of Common Stock (Detail) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2013 | |
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 | $ (11,805) | $ (7,835) | $ (12,912) | $ (10,528) | $ (12,519) | $ (6,892) | $ (8,681) | $ (11,973) | $ (43,080) | $ (40,065) | $ (51,127) |
(Loss) income from discontinued operations, net of taxes, available and allocated to common shares outstanding | (1,231) | (761) | 207 | (2,913) | (733) | 1,779 | 1,033 | 419 | (4,698) | 2,498 | 930 |
Net loss available and allocated to common shares outstanding | $ (13,036) | $ (8,596) | $ (12,705) | $ (13,441) | $ (13,252) | $ (5,113) | $ (7,648) | $ (11,554) | $ (47,778) | $ (37,567) | $ (50,197) |
Net (loss) income per basic and diluted common share: | |||||||||||
From continuing operations | $ (3.75) | $ (3.55) | $ (4.77) | ||||||||
From discontinued operations | (0.41) | 0.22 | 0.09 | ||||||||
Total basic and diluted net loss per common share | $ (1.13) | $ (0.75) | $ (1.10) | $ (1.18) | $ (1.17) | $ (0.45) | $ (0.68) | $ (1.03) | $ (4.16) | $ (3.33) | $ (4.68) |
Basic and diluted weighted-average common shares outstanding | 11,493 | 11,270 | 10,735 |
Weighted Average Shares Outstan
Weighted Average Shares 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) - shares shares in Thousands | 12 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2013 | |
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 | 679 | 377 | 316 |
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 | 607 |
Stockholder's Equity - Addition
Stockholder's Equity - Additional Information (Detail) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | ||
Jun. 30, 2003 | Jun. 30, 2015 | Jun. 30, 2014 | |
Class of Stock [Line Items] | |||
Preferred stock, shares authorized | 20,000,000 | 20,000,000 | |
Preferred stock, par value | $ 0.01 | $ 0.01 | |
Preferred stock, shares issued | 0 | 0 | |
Preferred stock, shares outstanding | 0 | 0 | |
Common stock, shares authorized | 25,000,000 | 25,000,000 | |
Treasury stock | $ 188,397 | $ 187,860 | |
Treasury stock, shares | 1,072,000 | 960,000 | |
2003 Employee Stock Purchase Plan | |||
Class of Stock [Line Items] | |||
Common stock, shares authorized | 60,000 | ||
Common stock purchase price as percentage of fair market value | 85.00% | ||
Shares available for future purchase under ESPP | 40,555 |
Stock-Based Compensation - Addi
Stock-Based Compensation - Additional information (Detail) $ in Millions | 1 Months Ended | 12 Months Ended | |||
May. 31, 2010shares | Aug. 31, 2008 | Jun. 30, 2015USD ($)CompensationPlanshares | Jun. 30, 2014USD ($)shares | Jun. 30, 2013USD ($)shares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Stock-based compensation expense | $ | $ 4.3 | $ 4.4 | $ 4.2 | ||
Unrecognized non-vested share based compensation cost | $ | $ 5.9 | ||||
Unrecognized non-vested share based compensation cost, expected weighted-average period of recognition | 2 years | ||||
Number of stock-based incentive compensation plans | CompensationPlan | 3 | ||||
Stock options exercisable, weighted-average remaining contractual term | 3 years | ||||
Stock options expiry term (in years) | 10 years | ||||
Daniel Meyers | Restricted Stock Units (RSUs) | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Stock units granted | 220,000 | 110,000 | |||
Employees and Consultants | Restricted Stock Units (RSUs) | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Stock units granted | 580,000 | 305,400 | 223,700 | ||
Stock units vesting period | 4 years | 4 years | 4 years | ||
Maximum | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Stock options expiry term (in years) | 10 years | ||||
Stock Incentive Plan Two Thousand Two | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Common stock issuable upon exercise of awards granted | 600 | ||||
Stock Incentive Plan 2003 | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Common stock issuable upon exercise of awards granted | 15,698 | ||||
Stock Incentive Plan Two Thousand Eleven | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Common stock issuable upon exercise of awards granted | 814,178 | ||||
Common stock available for future grant | 180,608 | ||||
Stock Incentive Plan 2011 | Directors Stock Option Plan | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Stock units granted on the date of initial election per person | 1,000 | ||||
Stock units granted per person on September 20 of each year if non-employee director had then served as a member of our Board of Directors for at least 180 days | 1,000 | ||||
Stock units award, requisite service period | 180 days | ||||
Stock units granted | 5,000 | 6,000 | 6,000 |
Summary Information about Stock
Summary Information about Stock Options Outstanding (Detail) - $ / shares | 12 Months Ended | |||
Jun. 30, 2015 | Aug. 31, 2008 | |||
$ 60 | ||||
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | ||||
Exercise prices | [1] | $ 60 | ||
Number outstanding | 200,000 | [1] | 200,000 | |
Weighted-average remaining contractual term | [1] | 3 years 22 days | ||
Weighted-average exercise price | $ 60 | [1] | $ 60 | |
Number exercisable | [1] | 200,000 | ||
$ 120 | ||||
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | ||||
Exercise prices | [1] | $ 120 | ||
Number outstanding | 200,000 | [1] | 200,000 | |
Weighted-average remaining contractual term | [1] | 3 years 22 days | ||
Weighted-average exercise price | $ 120 | [1] | $ 120 | |
Number exercisable | [1] | 200,000 | ||
$ 160 | ||||
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | ||||
Exercise prices | [1] | $ 160 | ||
Number outstanding | 200,000 | [1] | 200,000 | |
Weighted-average remaining contractual term | [1] | 3 years 22 days | ||
Weighted-average exercise price | $ 160 | [1] | $ 160 | |
Number exercisable | [1] | 200,000 | ||
$ 190.40 | ||||
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | ||||
Exercise prices | $ 190.40 | |||
Number outstanding | 1,000 | |||
Weighted-average remaining contractual term | 2 months 19 days | |||
Weighted-average exercise price | $ 190.40 | |||
Number exercisable | 1,000 | |||
$60.00 - $190.40 | ||||
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | ||||
Exercise prices, lower range | $ 60 | |||
Exercise prices, upper range | $ 190.4 | |||
Number outstanding | 601,000 | |||
Weighted-average remaining contractual term | 3 years 22 days | |||
Weighted-average exercise price | $ 113.41 | |||
Number exercisable | 601,000 | |||
[1] | These options were not issued under any of our existing stockholder-approved incentive plans. The FMD Board of Directors elected Daniel Meyers as President and Chief Executive Officer and as a member of the FMD Board of Directors, effective September 1, 2008. In connection with the election, the FMD Board of Directors and a subcommittee of the Compensation Committee of the FMD Board of Directors approved the grant in August 2008 (Grant Date) of stock options to Mr. Meyers to purchase (a) 200,000 shares of FMD common stock, at an exercise price of $60.00 per share, that vested and became exercisable in full on August 18, 2012; (b) 200,000 shares of FMD common stock, at an exercise price of $120.00 per share, that vested and became exercisable in full on November 30, 2008 and (c) 200,000 shares of FMD common stock, at an exercise price of $160.00 per share, that vested and became exercisable in full on November 30, 2008. Each of the stock options will expire ten years from the Grant Date. |
Summary Information about Sto81
Summary Information about Stock Options Outstanding (Parenthetical) (Detail) - $ / shares | 1 Months Ended | ||
Aug. 31, 2008 | Jun. 30, 2015 | [1] | |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | |||
Stock options expiry term (in years) | 10 years | ||
$ 60 | |||
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | |||
Stock options to purchase common stock | 200,000 | 200,000 | |
Stock options, weighted-average exercise price | $ 60 | $ 60 | |
$ 120 | |||
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | |||
Stock options to purchase common stock | 200,000 | 200,000 | |
Stock options, weighted-average exercise price | $ 120 | $ 120 | |
$ 160 | |||
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | |||
Stock options to purchase common stock | 200,000 | 200,000 | |
Stock options, weighted-average exercise price | $ 160 | $ 160 | |
[1] | These options were not issued under any of our existing stockholder-approved incentive plans. The FMD Board of Directors elected Daniel Meyers as President and Chief Executive Officer and as a member of the FMD Board of Directors, effective September 1, 2008. In connection with the election, the FMD Board of Directors and a subcommittee of the Compensation Committee of the FMD Board of Directors approved the grant in August 2008 (Grant Date) of stock options to Mr. Meyers to purchase (a) 200,000 shares of FMD common stock, at an exercise price of $60.00 per share, that vested and became exercisable in full on August 18, 2012; (b) 200,000 shares of FMD common stock, at an exercise price of $120.00 per share, that vested and became exercisable in full on November 30, 2008 and (c) 200,000 shares of FMD common stock, at an exercise price of $160.00 per share, that vested and became exercisable in full on November 30, 2008. Each of the stock options will expire ten years from the Grant Date. |
Stock Option Activity (Detail)
Stock Option Activity (Detail) - $ / shares shares in Thousands | 12 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2013 | |
Number of options | |||
Beginning Balance | 603 | 607 | 610 |
Forfeited | (1) | ||
Exercised | (1) | ||
Expired | (2) | (3) | (2) |
Ending Balance | 601 | 603 | 607 |
Weighted- average exercise price per share | |||
Beginning Balance | $ 114.13 | $ 114.31 | $ 114.32 |
Forfeited | 260.05 | ||
Exercised | 200.37 | ||
Expired | 329.70 | 85.75 | 33.30 |
Ending Balance | $ 113.41 | $ 114.13 | $ 114.31 |
Restricted Stock Units and Dire
Restricted Stock Units and Director Stock Units Activity (Detail) - Stock Unit - $ / shares shares in Thousands | 12 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2013 | |
Number of stock units | |||
Beginning balance | 392 | 299 | 183 |
Granted | 805 | 421 | 230 |
Vested and issued | (346) | (208) | (100) |
Forfeited | (21) | (120) | (14) |
Ending balance | 830 | 392 | 299 |
Weighted average grant date fair value per share | |||
Beginning balance | $ 12.44 | $ 16.36 | $ 26.84 |
Granted | 4.80 | 9.88 | 11.72 |
Vested and issued | 7.45 | 12.40 | 25.46 |
Forfeited | 10.58 | 11.32 | 12.64 |
Ending balance | $ 7.16 | $ 12.44 | $ 16.36 |
Defined Contribution Plan - Add
Defined Contribution Plan - Additional Information (Detail) - Defined Contribution 401 K Plan - USD ($) $ in Thousands | 12 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2013 | |
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | |||
Required employment period for eligibility of 401(k) retirement savings plan | 3 years | ||
Contributions made by employer | $ 800 | $ 800 | $ 800 |
Summary of Unaudited Quarterly
Summary of Unaudited Quarterly Information (Detail) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2013 | |
Revenues | $ 7,734 | $ 13,181 | $ 11,142 | $ 14,117 | $ 7,538 | $ 13,283 | $ 10,639 | $ 12,696 | $ 46,174 | $ 44,156 | $ 39,974 |
Expenses | 19,248 | 20,693 | 24,097 | 24,458 | 20,081 | 19,912 | 19,421 | 24,466 | 88,496 | 83,880 | 91,267 |
Other income (expense) | (24) | 37 | 318 | 56 | 282 | 71 | 359 | 72 | |||
Income tax expense | 267 | 360 | 275 | 243 | 258 | 334 | 258 | 275 | 1,145 | 1,125 | 2,295 |
Loss from continuing operations | (11,805) | (7,835) | (12,912) | (10,528) | (12,519) | (6,892) | (8,681) | (11,973) | (43,080) | (40,065) | (51,127) |
Discontinued operations, net of taxes | (1,231) | (761) | 207 | (2,913) | (733) | 1,779 | 1,033 | 419 | (4,698) | 2,498 | 930 |
Net loss | $ (13,036) | $ (8,596) | $ (12,705) | $ (13,441) | $ (13,252) | $ (5,113) | $ (7,648) | $ (11,554) | $ (47,778) | $ (37,567) | $ (50,197) |
Net (loss) income per basic and diluted common share: | |||||||||||
From continuing operations | $ (1.03) | $ (0.68) | $ (1.12) | $ (0.92) | $ (1.10) | $ (0.61) | $ (0.77) | $ (1.07) | |||
From discontinued operations | (0.10) | (0.07) | 0.02 | (0.26) | (0.07) | 0.16 | 0.09 | 0.04 | |||
Total basic and diluted net loss per common share | $ (1.13) | $ (0.75) | $ (1.10) | $ (1.18) | $ (1.17) | $ (0.45) | $ (0.68) | $ (1.03) | $ (4.16) | $ (3.33) | $ (4.68) |