Document and Entity Information
Document and Entity Information - shares | 6 Months Ended | |
Sep. 30, 2021 | Oct. 22, 2021 | |
Document Type | 10-Q | |
Document Quarterly Report | true | |
Current Fiscal Year End Date | --03-31 | |
Document Period End Date | Sep. 30, 2021 | |
Document Fiscal Year Focus | 2022 | |
Document Transition Report | false | |
Entity File Number | 001-38961 | |
Entity Registrant Name | Change Healthcare Inc. | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 82-2152098 | |
Entity Address, Address Line One | 424 Church Street | |
Entity Address, Address Line Two | SuiteĀ 1400 | |
Entity Address, City or Town | Nashville | |
Entity Address, State or Province | TN | |
Entity Address, Postal Zip Code | 37219 | |
City Area Code | 615 | |
Local Phone Number | 932-3000 | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Large Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 311,495,269 | |
Amendment Flag | false | |
Entity Central Index Key | 0001756497 | |
Document Fiscal Period Focus | Q2 | |
Common Stock [Member] | ||
Title of 12(b) Security | Common Stock, par value $0.001 per share | |
Trading Symbol | CHNG | |
Security Exchange Name | NASDAQ | |
Tangible Equity Units [Member] | ||
Title of 12(b) Security | 6.00% Tangible Equity Units | |
Trading Symbol | CHNGU | |
Security Exchange Name | NASDAQ |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Total revenue | $ 826,764 | $ 755,936 | $ 1,694,620 | $ 1,450,120 |
Operating expenses | ||||
Cost of operations (exclusive of depreciation and amortization below) | 346,632 | 326,653 | 698,695 | 645,195 |
Research and development | 67,070 | 54,052 | 138,310 | 109,787 |
Sales, marketing, general and administrative | 183,041 | 171,606 | 360,997 | 337,080 |
Customer postage | 52,550 | 50,023 | 103,758 | 95,795 |
Depreciation and amortization | 163,469 | 146,869 | 331,681 | 285,409 |
Accretion and changes in estimate with related parties, net | 2,870 | 3,564 | 5,907 | 9,459 |
Gain on sale of businesses | (176) | (28,270) | ||
Total operating expenses | 815,632 | 752,591 | 1,639,348 | 1,454,455 |
Operating income (loss) | 11,132 | 3,345 | 55,272 | (4,335) |
Non-operating (income) expense | ||||
Interest expense, net | 59,466 | 61,627 | 118,852 | 124,294 |
Loss on extinguishment of debt | 2,232 | 1,489 | 2,232 | 1,489 |
Other, net | 2,587 | (3,761) | (605) | (1,953) |
Total non-operating (income) expense | 64,285 | 59,355 | 120,479 | 123,830 |
Income (loss) before income tax provision (benefit) | (53,153) | (56,010) | (65,207) | (128,165) |
Income tax provision (benefit) | (16,749) | (13,388) | (25,198) | (26,849) |
Net income (loss) | $ (36,404) | $ (42,622) | $ (40,009) | $ (101,316) |
Net income (loss) per share: | ||||
Basic and diluted | $ (0.11) | $ (0.13) | $ (0.12) | $ (0.32) |
Weighted average common shares outstanding: | ||||
Basic and diluted | 324,060,460 | 320,638,116 | 323,309,280 | 320,347,128 |
Solutions [Member] | ||||
Total revenue | $ 774,214 | $ 705,913 | $ 1,590,862 | $ 1,354,325 |
Postage [Member] | ||||
Total revenue | $ 52,550 | $ 50,023 | $ 103,758 | $ 95,795 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Income (Loss) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Consolidated Statements of Comprehensive Income (Loss) [Abstract] | ||||
Net income (loss) | $ (36,404) | $ (42,622) | $ (40,009) | $ (101,316) |
Other comprehensive income (loss): | ||||
Foreign currency translation adjustment | (2,156) | 5,221 | 1,415 | 11,574 |
Changes in fair value of interest rate caps, net of taxes | 41 | (1,996) | 160 | (6,180) |
Other comprehensive income (loss) | (2,115) | 3,225 | 1,575 | 5,394 |
Total comprehensive income (loss) | $ (38,519) | $ (39,397) | $ (38,434) | $ (95,922) |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Sep. 30, 2021 | Mar. 31, 2021 |
Current assets: | ||
Cash & cash equivalents | $ 80,414 | $ 113,101 |
Accounts receivable, net | 704,595 | 732,614 |
Contract assets, net | 128,010 | 132,856 |
Prepaid expenses and other current assets | 149,176 | 140,258 |
Total current assets | 1,062,195 | 1,118,829 |
Property and equipment, net | 150,579 | 174,370 |
Operating lease right-of-use assets, net | 80,562 | 93,412 |
Goodwill | 4,110,823 | 4,108,792 |
Intangible assets, net | 3,942,164 | 4,187,072 |
Other noncurrent assets, net | 503,405 | 430,141 |
Total assets | 9,849,728 | 10,112,616 |
Current liabilities: | ||
Accounts payable | 64,756 | 57,449 |
Accrued expenses | 463,510 | 484,293 |
Deferred revenue | 377,270 | 436,666 |
Due to related parties, net | 11,392 | 10,766 |
Current portion of long-term debt | 19,152 | 27,339 |
Current portion of operating lease liabilities | 28,948 | 30,608 |
Total current liabilities | 965,028 | 1,047,121 |
Long-term debt, excluding current portion | 4,643,245 | 4,734,775 |
Long-term operating lease liabilities | 62,001 | 75,396 |
Deferred income tax liabilities | 578,584 | 605,291 |
Tax receivable agreement obligations due to related parties | 97,606 | 103,151 |
Tax receivable agreement obligations | 196,687 | 229,082 |
Other long-term liabilities | 62,411 | 65,572 |
Total liabilities | 6,605,562 | 6,860,388 |
Commitments and contingencies | ||
Stockholders' Equity | ||
Common Stock (par value, $0.001), 9,000,000,000 and 9,000,000,000 shares authorized and 311,311,208 and 306,796,076 shares issued and outstanding at September 30, 2021 and March 31, 2021, respectively | 311 | 307 |
Preferred stock (par value, $0.001), 900,000,000 shares authorized and no shares issued and outstanding at both September 30, 2021 and March 31, 2021 | ||
Additional paid-in capital | 4,313,759 | 4,283,391 |
Accumulated other comprehensive income (loss) | 12,796 | 11,221 |
Accumulated deficit | (1,082,700) | (1,042,691) |
Total stockholders' equity | 3,244,166 | 3,252,228 |
Total liabilities and stockholders' equity | $ 9,849,728 | $ 10,112,616 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - $ / shares | Sep. 30, 2021 | Mar. 31, 2021 |
Consolidated Balance Sheets [Abstract] | ||
Common Stock, par value | $ 0.001 | $ 0.001 |
Common Stock, shares authorized | 9,000,000,000 | 9,000,000,000 |
Common Stock, shares issued | 311,311,208 | 306,796,076 |
Common Stock, shares outstanding | 311,311,208 | 306,796,076 |
Preferred stock, par value | $ 0.001 | $ 0.001 |
Preferred stock, shares authorized | 900,000,000 | 900,000,000 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Consolidated Statements of Stoc
Consolidated Statements of Stockholders' Equity - USD ($) $ in Thousands | Common Stock [Member] | Additional Paid-in Capital [Member] | Accumulated Deficit [Member]Cumulative Effect, Period of Adoption, Adjustment [Member] | Accumulated Deficit [Member] | Accumulated Other Comprehensive Income (Loss) [Member] | Cumulative Effect, Period of Adoption, Adjustment [Member] | Total |
Balance (ASU 2016-13 [Member]) at Mar. 31, 2020 | $ (417) | $ (417) | |||||
Balance at Mar. 31, 2020 | $ 303 | $ 4,222,580 | $ (930,064) | $ (7,372) | $ 3,285,447 | ||
Balance, shares at Mar. 31, 2020 | 303,428,142 | ||||||
Equity compensation expense | 8,780 | 8,780 | |||||
Issuance of common stock under equity compensation plans | $ 1 | 2,143 | 2,144 | ||||
Issuance of common stock under equity compensation plans, shares | 341,230 | ||||||
Net income (loss) | (58,694) | (58,694) | |||||
Foreign currency translation adjustment | 6,353 | 6,353 | |||||
Change in fair value of interest rate caps, net of taxes | (4,184) | (4,184) | |||||
Other | (75) | (75) | |||||
Balance at Jun. 30, 2020 | $ 304 | 4,233,428 | (989,175) | (5,203) | 3,239,354 | ||
Balance, shares at Jun. 30, 2020 | 303,769,372 | ||||||
Balance (ASU 2016-13 [Member]) at Mar. 31, 2020 | $ (417) | $ (417) | |||||
Balance at Mar. 31, 2020 | $ 303 | 4,222,580 | (930,064) | (7,372) | 3,285,447 | ||
Balance, shares at Mar. 31, 2020 | 303,428,142 | ||||||
Net income (loss) | (101,316) | ||||||
Foreign currency translation adjustment | 11,574 | ||||||
Change in fair value of interest rate caps, net of taxes | (6,180) | ||||||
Balance at Sep. 30, 2020 | $ 304 | 4,242,721 | (1,031,797) | (1,978) | 3,209,250 | ||
Balance, shares at Sep. 30, 2020 | 304,426,569 | ||||||
Balance at Jun. 30, 2020 | $ 304 | 4,233,428 | (989,175) | (5,203) | 3,239,354 | ||
Balance, shares at Jun. 30, 2020 | 303,769,372 | ||||||
Equity compensation expense | 12,372 | 12,372 | |||||
Issuance of common stock under equity compensation plans | 408 | 408 | |||||
Issuance of common stock under equity compensation plans, shares | 911,961 | ||||||
Employee tax withholding on vesting of equity compensation awards | (3,131) | (3,131) | |||||
Employee tax withholding on vesting of equity compensation awards, shares | (254,764) | ||||||
Net income (loss) | (42,622) | (42,622) | |||||
Foreign currency translation adjustment | 5,221 | 5,221 | |||||
Change in fair value of interest rate caps, net of taxes | (1,996) | (1,996) | |||||
Other | (356) | (356) | |||||
Balance at Sep. 30, 2020 | $ 304 | 4,242,721 | (1,031,797) | (1,978) | 3,209,250 | ||
Balance, shares at Sep. 30, 2020 | 304,426,569 | ||||||
Balance at Mar. 31, 2021 | $ 307 | 4,283,391 | (1,042,691) | 11,221 | 3,252,228 | ||
Balance, shares at Mar. 31, 2021 | 306,796,076 | ||||||
Equity compensation expense | 23,191 | 23,191 | |||||
Issuance of common stock under equity compensation plans | $ 2 | 1,443 | 1,445 | ||||
Issuance of common stock under equity compensation plans, shares | 1,948,163 | ||||||
Employee tax withholding on vesting of equity compensation awards | $ (1) | (13,015) | (13,016) | ||||
Employee tax withholding on vesting of equity compensation awards, shares | (564,116) | ||||||
Net income (loss) | (3,605) | (3,605) | |||||
Foreign currency translation adjustment | 3,571 | 3,571 | |||||
Change in fair value of interest rate caps, net of taxes | 119 | 119 | |||||
Conversion of tangible equity units | $ 3 | (3) | |||||
Conversion of tangible equity units, shares | 2,497,813 | ||||||
Other | (80) | (80) | |||||
Balance at Jun. 30, 2021 | $ 311 | 4,294,927 | (1,046,296) | 14,911 | 3,263,853 | ||
Balance, shares at Jun. 30, 2021 | 310,677,936 | ||||||
Balance at Mar. 31, 2021 | $ 307 | 4,283,391 | (1,042,691) | 11,221 | 3,252,228 | ||
Balance, shares at Mar. 31, 2021 | 306,796,076 | ||||||
Net income (loss) | (40,009) | ||||||
Foreign currency translation adjustment | 1,415 | ||||||
Change in fair value of interest rate caps, net of taxes | 160 | ||||||
Balance at Sep. 30, 2021 | $ 311 | 4,313,759 | (1,082,700) | 12,796 | 3,244,166 | ||
Balance, shares at Sep. 30, 2021 | 311,311,208 | ||||||
Balance at Jun. 30, 2021 | $ 311 | 4,294,927 | (1,046,296) | 14,911 | 3,263,853 | ||
Balance, shares at Jun. 30, 2021 | 310,677,936 | ||||||
Equity compensation expense | 23,776 | 23,776 | |||||
Issuance of common stock under equity compensation plans | 1,031 | 1,031 | |||||
Issuance of common stock under equity compensation plans, shares | 896,107 | ||||||
Employee tax withholding on vesting of equity compensation awards | (5,985) | (5,985) | |||||
Employee tax withholding on vesting of equity compensation awards, shares | (262,835) | ||||||
Net income (loss) | (36,404) | (36,404) | |||||
Foreign currency translation adjustment | (2,156) | (2,156) | |||||
Change in fair value of interest rate caps, net of taxes | 41 | 41 | |||||
Other | 10 | 10 | |||||
Balance at Sep. 30, 2021 | $ 311 | $ 4,313,759 | $ (1,082,700) | $ 12,796 | $ 3,244,166 | ||
Balance, shares at Sep. 30, 2021 | 311,311,208 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||||
Sep. 30, 2021 | Jun. 30, 2021 | Sep. 30, 2020 | Jun. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | Mar. 31, 2021 | |
Cash flows from operating activities: | |||||||
Net income (loss) | $ (36,404) | $ (3,605) | $ (42,622) | $ (58,694) | $ (40,009) | $ (101,316) | |
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities: | |||||||
Depreciation and amortization | 163,469 | 146,869 | 331,681 | 285,409 | |||
Amortization of capitalized software developed for sale | 859 | 12 | 1,576 | 89 | |||
Accretion and changes in estimate, net | 4,355 | 5,293 | 9,087 | 11,188 | |||
Equity compensation | 49,911 | 23,914 | |||||
Deferred income tax expense (benefit) | (26,560) | (28,590) | |||||
Amortization of debt discount and issuance costs | 15,820 | 16,551 | |||||
Loss on extinguishment of debt | 2,232 | 1,489 | 2,232 | 1,489 | |||
Non-cash lease expense | 13,958 | 14,629 | |||||
Gain on sale of businesses | (176) | (28,270) | |||||
Other, net | 7,405 | 4,530 | |||||
Changes in operating assets and liabilities: | |||||||
Accounts receivable, net | 27,860 | 114,052 | |||||
Contract assets, net | 4,154 | (3,786) | |||||
Prepaid expenses and other assets | (37,833) | (48,382) | |||||
Accounts payable | 7,644 | (28,666) | |||||
Accrued expenses and other liabilities | (43,743) | 27,687 | |||||
Deferred revenue | (61,832) | 36,029 | |||||
Net cash provided by (used in) operating activities | 261,351 | 296,557 | |||||
Cash flows from investing activities: | |||||||
Capitalized expenditures | (126,828) | (126,432) | |||||
Acquisitions, net of cash acquired | (439,483) | ||||||
Proceeds from sale of businesses | 54,369 | ||||||
Other, net | (1,000) | 1,100 | |||||
Net cash provided by (used in) investing activities | (127,828) | (510,446) | |||||
Cash flows from financing activities: | |||||||
Payments on Term Loan Facility | (100,000) | (50,000) | |||||
Payments under tax receivable agreements | (21,537) | (20,691) | |||||
Receipts (payments) on derivative instruments | (14,810) | (14,810) | |||||
Employee tax withholding on vesting of equity compensation awards | (18,681) | (3,131) | |||||
Payments on deferred financing obligations | (8,981) | (6,547) | |||||
Payment of senior amortizing notes | (8,048) | (7,680) | |||||
Proceeds from exercise of equity awards | 5,985 | 2,584 | |||||
Payments on Revolving Facility | (250,000) | ||||||
Proceeds from issuance of Senior Notes | 325,000 | ||||||
Other, net | (253) | (6,454) | |||||
Net cash provided by (used in) financing activities | (166,325) | (31,729) | |||||
Effect of exchange rate changes on cash and cash equivalents | 115 | 2,690 | |||||
Net increase (decrease) in cash and cash equivalents | (32,687) | (242,928) | |||||
Cash and cash equivalents at beginning of period | $ 113,101 | $ 410,405 | 113,101 | 410,405 | $ 410,405 | ||
Cash and cash equivalents at end of period | $ 80,414 | $ 167,477 | $ 80,414 | $ 167,477 | $ 113,101 |
Nature of Business and Organiza
Nature of Business and Organization | 6 Months Ended |
Sep. 30, 2021 | |
Nature of Business and Organization [Abstract] | |
Nature of Business and Organization | 1. Nature of Business and Organization Change Healthcare Inc. (the āCompanyā, āourā or āweā) is an independent healthcare technology company, focused on accelerating the transformation of the healthcare system through the power of our healthcare platform. We provide data and analytics-driven solutions to improve clinical, financial and patient engagement outcomes in the U.S. healthcare system. Our platform and comprehensive suite of software, analytics, technology-enabled services and network solutions drive improved results in the complex workflows of healthcare system payers and providers by enhancing clinical decision making, simplifying billing, collection and payment processes, and enabling a better patient experience. We are a Delaware corporation originally formed on June 22, 2016, to initially hold an equity investment in Change Healthcare LLC (the āJoint Ventureā), a joint venture between the Company and McKesson Corporation (āMcKessonā). Effective July 1, 2019, we completed our initial public offering. The proceeds from the common stock offering were subsequently contributed to the Joint Venture in exchange for additional units of the Joint Venture, which together with the Companyās existing holdings represented an approximate 41 % interest in the Joint Venture. On March 10, 2020, McKesson completed a split-off of its interest in the Joint Venture through an exchange offer of its common stock for shares of PF2 SpinCo, Inc, a Delaware corporation and wholly owned subsidiary of McKesson (āSpinCoā). Immediately following consummation of the exchange offer, SpinCo was merged with and into Change Healthcare Inc. (the āMergerā). Subsequent to the Merger, we own 100 % of Change Healthcare LLC, and as a result, consolidate the financial statements of Change Healthcare LLC. UnitedHealth Group Incorporated On January 5, 2021, we entered into an Agreement and Plan of Merger (the āUHG Agreementā) with UnitedHealth Group Incorporated (āUnitedHealth Groupā), and UnitedHealth Groupās wholly owned subsidiary Cambridge Merger Sub Inc. Pursuant to the UHG Agreement, UnitedHealth Group has agreed to acquire all of the outstanding shares of the Companyās common stock for $ 25.75 per share in cash (the āUHG Transactionā). On April 13, 2021, our stockholders approved a proposal to adopt the UHG Agreement, thereby satisfying one of the closing conditions contained in the UHG Agreement. The consummation of the transaction remains subject to the satisfaction or, to the extent permitted by law, waiver of other customary closing conditions. The UHG Agreement contains representations, warranties, covenants, closing conditions and termination rights customary for transactions of this type. Until the earlier of the termination of the UHG Agreement and the consummation of the UHG Transaction, we have agreed to operate our business in the ordinary course and have agreed to certain other operating covenants, as set forth in the UHG Agreement. On March 24, 2021, the Company and UnitedHealth Group each received a request for additional information and documentary materials (collectively, the āSecond Requestā) from the U.S. Department of Justice (the āDOJā) in connection with the DOJās review of the UHG Transaction. The effect of the Second Request is to extend the waiting period imposed under the HSR Act until the 30th day after substantial compliance by the Company and UnitedHealth Group with the Second Request (or such other date upon which substantial compliance is considered effective), unless the waiting period is terminated earlier by the DOJ or extended by the parties to the UHG Transaction. On August 7, 2021, the parties entered into a timing agreement (the āTiming Agreementā) with the DOJ pursuant to which they agreed not to consummate the UHG Transaction before 120 days following the date on which both parties certified substantial compliance with the Second Request. Both the Company and UnitedHealth Group have now certified substantial compliance with the Second Request. On November 1, 2021, the Company and UnitedHealth Group entered into an amendment to the Timing Agreement with the DOJ pursuant to which they agreed not to consummate the Merger before 12:01 a.m. Eastern Time on February 22, 2022 (subject to extension in certain limited circumstances relating to the potential unavailability of certain requested data), unless they have received written notice from the DOJ prior to such date that the DOJ has closed its investigation. The parties have been working cooperatively with the DOJ and will continue to do so. COVID-19 Considerations On March 11, 2020, the World Health Organization declared the coronavirus (āCOVID-19ā) outbreak to be a global pandemic. In response to this declaration and the rapid spread of COVID-19 within the U.S., federal, state and local governments imposed varying degrees of restrictions on social and commercial activity to promote social distancing in an effort to slow the spread of the illness. These measures led to weakened conditions in many sectors of the economy, including a decline in healthcare transaction volumes that are integral to our business. In calendar year 2021, the global economy has, with certain setbacks, begun reopening, and wider distribution of vaccines will likely encourage greater economic activity. Nevertheless, we are unable to predict how widely the vaccines will be utilized, whether they will be effective in preventing the spread of COVID-19 (including its variant strains), and the extent to which our business, results of operations, financial condition or liquidity will ultimately be impacted by COVID-19 . However, we are not presently aware of events or circumstances arising from COVID-19 that would require us to revise the carrying value of our assets or liabilities, nor do we expect the impact of COVID-19 to cause us to be unable to comply with our debt covenants or meet our contractual obligations. |
Significant Accounting Policies
Significant Accounting Policies | 6 Months Ended |
Sep. 30, 2021 | |
Significant Accounting Policies [Abstract] | |
Significant Accounting Policies | 2. Significant Accounting Policies Basis of Presentation The unaudited consolidated financial statements have been prepared in accordance with United States generally accepted accounting principles (āGAAPā) for interim financial information and with the instructions to Form 10-Q and Rule 10-01 of Regulation S-X of the Securities and Exchange Commission (āSECā) Guidelines, Rules and Regulations and, in the opinion of management, reflect all normal recurring adjustments necessary for a fair presentation of results for the unaudited interim periods presented. Certain information and footnote disclosures normally included in annual financial statements prepared in accordance with GAAP have been omitted. The results of operations for the interim period are not necessarily indicative of the results to be obtained for the full fiscal year. All intercompany accounts and transactions have been eliminated upon consolidation in the unaudited consolidated financial statements. Revenue We recognize revenue at an amount that reflects the consideration we expect to be entitled to in exchange for transferring goods or services to a customer, in accordance with ASC 606, Revenue from Contracts with Customers (āASC 606ā). See Note 3, Revenue Recognition, for additional information. Equity Compensation We measure stock-based compensation cost based on the estimated fair value of the award on the grant date and recognize the expense over the requisite service period, typically on a straight-line basis. We recognize stock-based compensation expense for awards with performance conditions if and when we conclude that it is probable that the performance conditions will be achieved. The fair value of equity awards is recognized as expense in the same period and in the same manner as if we had paid cash for the goods or services. Forfeitures are recognized as they occur. We issue new shares of common stock upon vesting of equity awards and upon exercise of vested options. We do not intend to repurchase any issued shares of common stock. During the three months ended September 30, 2021 and 2020 we recognized $ 23,745 and $ 14,331 of equity compensation expense, respectively. During the six months ended September 30, 2021 and 2020 we recognized $ 49,911 and $ 23,914 of equity compensation expense, respectively. At September 30, 2021, aggregate unrecognized compensation expense related to outstanding awards was $ 233,469 . Upon closing of the UHG Transaction, existing awards will generally convert to equivalent UHG awards with consistent vesting provisions. Certain awards will vest upon closing of the UHG Transaction per the terms of the UHG Agreement. Allowance for Credit Losses The allowance for credit losses of $ 22,833 and $ 24,126 at September 30, 2021 and March 31, 2021, respectively, was primarily based on historical credit loss experience, current conditions, future expected credit losses, and adjustments for certain asset-specific risk characteristics. The following table summarizes activity related to the allowance for credit losses: Six Months Ended September 30, 2021 2020 Balance at beginning of period $ 24,126 $ 22,360 Cumulative effect of accounting change-ASU 2016-13 ā 417 Acquisitions and Dispositions (1) ā ( 1,493 ) Provisions 4,312 11,824 Write-offs ( 5,605 ) ( 5,080 ) Balance at end of period $ 22,833 $ 28,028 (1) For the six months ended September 30, 2020, this amount relates primarily to the sale of Connected Analytics. Recently Adopted Accounting Pronouncements London Interbank Offered Rate (LIBOR) Reform In March 2020, the FASB issued ASU No. 2020-04, as amended by ASU No. 2021-01, which created Topic 848 ā Reference Rate Reform. ASU No. 2020-04 contains optional practical expedients for reference rate reform related activities that impact debt, leases, derivatives and other contracts which may be elected over time as activities occur. Among other things, the ASU intends to ease the transition from LIBOR to an alternative reference rate. During the first quarter of fiscal year 2021, we elected to apply the hedge accounting expedients related to probability and the assessments of effectiveness for future LIBOR-indexed cash flows to assume that the index upon which future hedged transactions will be based matches the index on the corresponding derivatives. Application of these expedients preserves the presentation of derivatives consistent with past presentation. We continue to evaluate the impacts of ASU No. 2020-04 and may apply other elections as reference rate reform activities progress. Accounting Pronouncements Not Yet Adopted Derivatives and Convertible Instruments In August 2020, the FASB issued ASU No. 2020-06 which simplifies the accounting for convertible instruments and amends the guidance addressing the derivatives scope exception for contracts in an entityās own equity. The standard is scheduled to be effective for us beginning April 1, 2022. Given the forward purchase contracts of our Tangible Equity Units (āTEUsā) qualify for the derivatives scope exception and are currently accounted for under that guidance, we do not expect a material impact upon adoption. We will continue to evaluate the impact of this pronouncement prior to adoption. |
Revenue Recognition
Revenue Recognition | 6 Months Ended |
Sep. 30, 2021 | |
Revenue Recognition [Abstract] | |
Revenue Recognition | 3. Revenue Recognition We generate most of our solutions revenue using technology solutions (generally Software as a Service (āSaaSā)) to provide services to our customers that automate and simplify business and administrative functions for payers, providers, pharmacies, and channel partners and through the licensing of software, software systems (consisting of software, hardware and maintenance support) and content. We recognize revenue when the customer obtains control of the good or service through satisfying a performance obligation by transferring the promised good or service to the customer. Contract Balances As of September 30, 2021, we expect 94 % of the deferred revenue balance to be recognized in one year or less. Approximately $ 273,517 of the balance at the beginning of fiscal year 2022 was recognized during the six months ended September 30, 2021. Approximately $ 202,837 of the balance at the beginning of fiscal year 2021 was recognized during the six months ended September 30, 2020. Remaining Performance Obligations The aggregate amount of transaction price allocated to performance obligations that are unsatisfied (or partially unsatisfied) for executed contracts includes deferred revenue and other revenue yet to be recognized from non-cancellable contracts. As of September 30, 2021, remaining performance obligations totaled $ 1,380,210 , of which 51 % is expected to be recognized over the next 12 months , and the remaining 49 % thereafter . In this balance, we do not include the value of unsatisfied performance obligations related to those contracts for which we recognize revenue at the amount for which we have the right to invoice for services performed. Additionally, this balance does not include revenue related to performance obligations that are part of a contract with an original expected duration of one year or less. Lastly, this balance does not include variable consideration allocated to the individual goods or services in a series of distinct goods or services that are substantially the same and that have the same pattern of transfer to the customer. Examples includes variable fees associated with transaction processing and contingent fee services. Disaggregated Revenue We disaggregate the revenue from contracts with customers by operating segment as we believe doing so best depicts how the nature, amount, timing and uncertainty of revenues are affected by economic factors. See Note 16, Segment Reporting , for total revenue disaggregated by operating segment for the three and six months ended September 30, 2021 and 2020. In addition to disaggregating revenue by operating segment, we disaggregate between revenue that is recognized over time and revenue that is recognized at a point in time. For the three and six months ended September 30, 2021, 98 % and 96 % of revenue was recognized over time, respectively, and 2 % and 4 % of revenue was recognized at a point in time, respectively. For the three and six months ended September 30, 2020, 97 % and 94 % of revenue was recognized over time, respectively, and 3 % and 6 % of revenue was recognized at a point in time, respectively. |
Business Combinations
Business Combinations | 6 Months Ended |
Sep. 30, 2021 | |
Business Combinations [Abstract] | |
Business Combinations | 4. Business Combinations Fiscal Year 2021 Transactions eRx Network Holdings, Inc. On May 1, 2020, we exercised our option to purchase and completed the acquisition of 100 % of the ownership interest in eRx Network Holdings, Inc. (āeRxā), a leading provider in comprehensive, innovative and secure data-driven solutions for pharmacies. At the time of the acquisition, all outstanding eRx equity awards were canceled and holders of eRx stock options and vested eRx stock appreciation rights were able to elect to receive consideration in the form of a cash payment or vested stock appreciation rights of the Company. Prior to the acquisition, we held an option to purchase eRx which we accounted for as an equity investment. Therefore, our acquisition of eRx was accounted for as a business combination achieved in stages under the acquisition method in accordance with Accounting Standards Codification 805, Business Combinations (āASC 805ā). Accordingly, at the acquisition, we remeasured our business purchase option to fair value and recognized a loss of $ 6,000 which is recorded in Other, net on our consolidated statement of operations for the six months ended September 30, 2020. The following table summarizes information related to this acquisition as of the acquisition date. The fair values of the assets acquired and the liabilities assumed were determined based on information available to the Company using primarily an income-based approach. We consider our accounting for the assets acquired and liabilities assumed in the eRx acquisition to be complete. eRx Cash paid at closing $ 249,359 Fair value of eRx purchase option 140,500 Fair value of vested stock appreciation rights 5,097 Cash paid for canceled eRx equity awards 5,891 Total Consideration Fair Value at Acquisition Date $ 400,847 Allocation of the Consideration Transferred: Cash $ 54,108 Accounts receivable 12,747 Prepaid expenses and other current assets 609 Goodwill 225,156 Identifiable intangible assets: Customer relationships (life 17 years) 131,200 Technology-based intangible assets (life 9 - 12 years) 29,700 Other noncurrent assets 20 Accounts payable ( 2,543 ) Accrued expenses and other current liabilities ( 10,933 ) Deferred income tax liabilities ( 39,217 ) Total consideration transferred $ 400,847 The goodwill recognized, all of which is assigned to the Network Solutions segment, is primarily attributable to expected synergies of the combined businesses and the acquisition of an assembled workforce knowledgeable of the healthcare and information technology industries. The goodwill is not expected to be deductible for tax purposes. See Note 6, Goodwill . Acquisition costs related to the purchase of eRx were not material. PDX, Inc. On June 1, 2020, we completed the cash purchase of 100 % of the ownership interest in PDX, Inc. (āPDXā), a company focused on delivering patient-centric and innovative technologies for pharmacies and health systems. We accounted for this transaction as a business combination using the acquisition method. The fair values of the assets acquired and the liabilities assumed were determined based on information available to the Company using primarily an income-based approach. We consider our accounting for the assets acquired and liabilities assumed in the PDX acquisition to be complete. After customary working capital adjustments, transaction fees and other adjustments, the total consideration fair value at the acquisition date was $ 198,291 . The following table summarizes the allocation of consideration transferred: PDX Cash $ 755 Accounts receivable 5,739 Prepaid expenses and other current assets 2,251 Property and equipment 840 Goodwill 98,830 Identifiable intangible assets: Customer relationships (life 18 years) 74,300 Technology-based intangible assets (life 10 - 11 years) 25,300 Other noncurrent assets 690 Accounts payable ( 3,882 ) Deferred revenue, current ( 2,946 ) Accrued expenses and other current liabilities ( 3,364 ) Other long-term liabilities ( 222 ) Total consideration transferred $ 198,291 The goodwill recognized, all of which is assigned to the Network Solutions segment, is primarily attributable to expected synergies of the combined businesses and the acquisition of an assembled workforce knowledgeable of the healthcare and information technology industries. The goodwill is expected to be deductible for tax purposes. See Note 6, Goodwill . Acquisition costs related to the purchase of PDX were not material. |
Dispositions
Dispositions | 6 Months Ended |
Sep. 30, 2021 | |
Dispositions [Abstract] | |
Dispositions | 5. Dispositions Connected Analytics On May 1, 2020, we completed the sale of our Connected Analytics business, which was included in our Software and Analytics segment, for total consideration of $ 55,000 , subject to a customary working capital adjustment, including a $ 25,000 note receivable from the buyer which was recorded within Other noncurrent assets, net on the consolidated balance sheet at June 30, 2020. The net book value of the Connected Analytics business prior to the sale was $ 23,428 , which includes primarily net accounts receivable of $ 16,636 , goodwill of $ 21,705 and deferred revenue of $ 17,083 . In connection with this transaction, we recognized a pre-tax gain on disposal of $ 24,337 during the year ended March 31, 2021, which was included within Gain on sale of businesses on the consolidated statement of operations. In July 2020, we received $ 25,000 plus interest from the buyer in satisfaction of the outstanding note receivable. Capacity Management On December 2, 2020, we completed the sale of our Capacity Management business, which was included in our Software and Analytics segment, for total consideration of $ 67,500 , subject to a customary working capital adjustment. The net book value of the Capacity Management business prior to the sale was $ 31,690 , which includes primarily net accounts receivable of $ 14,991 , goodwill of $ 26,944 and deferred revenue of $ 15,230 . In connection with this transaction, we recognized a pre-tax gain on disposal of $ 31,690 during the year ended March 31, 2021. |
Goodwill
Goodwill | 6 Months Ended |
Sep. 30, 2021 | |
Goodwill [Abstract] | |
Goodwill | 6. Goodwill The following table presents the changes in the carrying amount of goodwill: Software and Analytics Network Solutions Technology-Enabled Services Total Balance at March 31, 2021 $ 1,758,302 $ 1,970,739 $ 379,752 $ 4,108,792 Acquisitions ā ā ā ā Dispositions ā ā ā ā Effects of foreign currency 2,173 ā ā 2,173 Adjustments ( 142 ) ā ā ( 142 ) Balance at September 30, 2021 $ 1,760,333 $ 1,970,739 $ 379,752 $ 4,110,823 |
Long-Term Debt
Long-Term Debt | 6 Months Ended |
Sep. 30, 2021 | |
Long-Term Debt [Abstract] | |
Long-Term Debt | 7. Long-Term Debt Long-term debt consists of the following: September 30, 2021 March 31, 2021 Senior Credit Facilities $ 5,100,000 Term Loan Facility, due March 1, 2024 , net of unamortized discount of $ 71,287 and $ 87,698 at September 30, 2021 and March 31, 2021, respectively (effective interest rate of 4.42 % and 4.42 %, respectively) $ 3,321,963 $ 3,405,552 $ 785,000 Revolving Facility, expiring July 3, 2024 , and bearing interest at a variable interest rate ā ā Senior Notes $ 1,325,000 5.75 % Senior Notes due March 1, 2025 , net of unamortized discount of $ 6,124 and $ 6,921 at September 30, 2021 and March 31, 2021, respectively (effective interest rate of 5.90 % and 5.90 %, respectively) 1,318,876 1,318,079 Tangible Equity Unit Senior Amortizing Note $ 47,367 Senior Amortizing Notes due June 30, 2022 , net of unamortized discount of $ 120 and $ 293 at September 30, 2021 and March 31, 2021, respectively (effective interest rate of 7.44 % and 7.44 %, respectively) 12,470 20,345 Other 9,088 18,138 Less current portion ( 19,152 ) ( 27,339 ) Long-term debt, excluding current portion $ 4,643,245 $ 4,734,775 Our long-term indebtedness includes a senior secured term loan facility (the āTerm Loan Facilityā) and a revolving credit facility (the āRevolving Facilityā; together with the Term Loan Facility, the āSenior Credit Facilitiesā). The Senior Credit Facilities provide us with the right at any time to request additional term loan tranches and/or term loan increases, increases in the revolving commitments and/or additional revolving credit facilities. Our long-term indebtedness also includes 5.75 % senior notes due March 1, 2025 (the āSenior Notesā) with interest payable semi-annually on March 1 and September 1 of each year. As of September 30, 2021, we were in compliance with all of the applicable covenants under the Senior Credit Facilities and the Senior Notes. In the second quarter of fiscal year 2022, we repaid $ 100,000 on our Term Loan Facility and recognized a loss on extinguishment of $ 2,232 in our consolidated statement of operations. |
Interest Rate Cap Agreements
Interest Rate Cap Agreements | 6 Months Ended |
Sep. 30, 2021 | |
Interest Rate Cap Agreements [Abstract] | |
Interest Rate Cap Agreements | 8. Interest Rate Cap Agreements Risk Management Objective of Using Derivatives We are exposed to certain risks arising from both our business operations and economic conditions. We principally manage exposures to a wide variety of business and operational risks through management of core business activities. We manage economic risks, including interest rate, liquidity and credit risk, primarily by managing the amount, sources and duration of debt funding and the use of derivative financial instruments. Specifically, we enter into derivative financial instrument contracts to manage differences in the amount, timing and duration of known or expected cash receipts and known or expected cash payments principally related to existing borrowings. Cash Flow Hedges of Interest Rate Risk Our objectives in using interest rate derivatives are to add stability to interest expense and to manage exposure to interest rate movements. To accomplish these objectives, we primarily use interest rate cap agreements as part of our interest rate risk management strategy. Payments and receipts related to interest rate cap agreements are included in cash flows from financing activities in the consolidated statements of cash flows. At September 30, 2021, each of our outstanding interest rate cap agreements were designated as cash flow hedges of interest rate risk and were determined to be highly effective. Amounts reported in accumulated other comprehensive income related to derivatives will be reclassified to interest expense as interest payments are made on our variable-rate debt. We estimate that $ 2,007 will be reclassified as an increase to interest expense within one year. The fair value of derivative instruments is as follows: Fair Values of Derivative Financial Instruments Asset (Liability) Derivative financial instruments designated as hedging instruments: Balance Sheet Location September 30, 2021 March 31, 2021 Interest rate cap agreements Other noncurrent assets, net $ 8 $ ā Interest rate cap agreements Accrued expenses ( 8,666 ) ( 22,360 ) Interest rate cap agreements Other long-term liabilities ( 53 ) ( 365 ) Total $ ( 8,711 ) $ ( 22,725 ) Effect of Derivative Instruments on the Statement of Operations The effect of the derivative instruments on the consolidated statements of operations and other comprehensive income (loss) is as follows: Three Months Ended Six Months Ended September 30, September 30, Derivative financial instruments in cash flow hedging relationships: 2021 2020 2021 2020 Gain (loss) related to derivative financial instruments recognized in other comprehensive income (loss) $ ( 502 ) $ ( 2,277 ) $ ( 796 ) $ ( 6,737 ) (Gain) loss related to portion of derivative financial instruments reclassified from accumulated other comprehensive (income) loss to interest expense $ 543 $ 281 $ 956 $ 557 Credit Risk-Related Contingent Features We have agreements with each of our derivative counterparties providing that if we default on any of our indebtedness, including a default where repayment of the indebtedness has not been accelerated by the lender, then we also could be declared in default on our derivative obligations. As of September 30, 2021, the termination value of derivative financial instruments in a net liability position, which includes accrued interest but excludes any adjustment for nonperformance risk, was $ 8,857 . If we had defaulted on any of our indebtedness at September 30, 2021, we could have been required to settle our obligations under the agreements at this termination value. We do not offset any derivative financial instruments and the derivative financial instruments are not subject to collateral posting requirements. |
Fair Value Measurements
Fair Value Measurements | 6 Months Ended |
Sep. 30, 2021 | |
Fair Value Measurements [Abstract] | |
Fair Value Measurements | 9. Fair Value Measurements Assets and Liabilities Measured at Fair Value on a Recurring Basis The following table summarizes our assets and liabilities measured at fair value on a recurring basis, aggregated by the level in the fair value hierarchy within which those measurements fall: Quoted in Significant Other Significant Identical Markets Observable Inputs Unobservable Inputs Total (Level 1) (Level 2) (Level 3) Balance at September 30, 2021: Interest rate cap agreements $ ( 8,711 ) $ ā $ ( 8,711 ) $ ā Total $ ( 8,711 ) $ ā $ ( 8,711 ) $ ā Balance at March 31, 2021: Interest rate cap agreements $ ( 22,725 ) $ ā $ ( 22,725 ) $ ā Total $ ( 22,725 ) $ ā $ ( 22,725 ) $ ā Derivative Financial Instruments The valuation of our derivative financial instruments is determined using widely accepted valuation techniques, including a discounted cash flow analysis on the expected cash flows of each derivative. This analysis reflects the contractual terms of the derivative, including the period to maturity, and uses observable market-based inputs, including interest rate curves and implied volatilities. The fair value of the interest rate cap agreements is determined using the market standard methodology of discounting the future expected cash receipts that would occur if variable interest rates rise above the strike rate of the caps. The variable interest rates used in the calculation of projected receipts on the cap are based on an expectation of future interest rates derived from observable market interest rate curves and volatilities. We incorporate credit valuation adjustments to appropriately reflect both our own nonperformance risk and the respective counterpartyās nonperformance risk in the fair value measurements. In adjusting the fair value of our derivative contracts for the effect of nonperformance risk, we consider the impact of netting and any applicable credit enhancements. We measure the credit risk of our derivative financial instruments that are subject to master netting agreements on a net basis by counterparty portfolio. Although we have determined that the majority of the inputs used to value our derivatives fall within Level 2 of the fair value hierarchy, the credit valuation adjustments utilize Level 3 inputs to evaluate the likelihood of both our own default and counterparty default. As of September 30, 2021, we determined that the credit valuation adjustments are not significant to the overall valuation of our derivatives and therefore, the valuations are classified in Level 2 of the fair value hierarchy. Contingent Consideration Prior to December 31, 2020, the valuation of our contingent consideration obligation was determined using a discounted cash flow method that involved a Monte Carlo simulation. This analysis reflects the contractual terms of the purchase agreements (i.e., minimum and maximum payments, length of earn-out periods, manner of calculating amounts due, etc.) and utilizes assumptions with regard to future cash flows that were determined using a Monte Carlo simulation which were then discounted to present value using an appropriate discount rate. Significant increases in future revenue assumptions would have resulted in a higher fair value measurement while an increase in the discount rate would have resulted in a lower fair value measurement. The measurement period ended December 31, 2020 at which point no obligations remained and the contingent consideration was reduced to zero . The table below presents a reconciliation of the fair value of the liabilities that use significant unobservable inputs (Level 3): Three Months Ended Six Months Ended September 30, September 30, 2021 2020 2021 2020 Balance at beginning of period $ ā $ ( 550 ) $ ā $ ( 3,000 ) Gain (loss) included in Other, net ā 550 ā 3,000 Balance at end of period $ ā $ ā $ ā $ ā Assets and Liabilities Measured at Fair Value upon Initial Recognition The carrying amount and the fair value of financial instruments held as of September 30, 2021 and March 31, 2021 were as follows: September 30, 2021 March 31, 2021 Carrying Amount Fair Value Carrying Amount Fair Value Cash and cash equivalents $ 80,414 $ 80,414 $ 113,101 $ 113,101 Senior Credit Facilities (Level 2) $ 3,321,963 $ 3,389,178 $ 3,405,552 $ 3,488,883 Senior Notes (Level 2) $ 1,318,876 $ 1,338,250 $ 1,318,079 $ 1,351,500 Debt component of tangible equity units (Level 2) $ 12,470 $ 12,896 $ 20,345 $ 21,435 As described in Note 4, Business Combinations , the assets acquired and liabilities assumed as part of business acquisitions were recorded at fair value upon initial recognition. |
Tangible Equity Units
Tangible Equity Units | 6 Months Ended |
Sep. 30, 2021 | |
Tangible Equity Units [Abstract] | |
Tangible Equity Units | 10. Tangible Equity Units In July 2019, we completed our offering of 5,750,000 TEUs. Total proceeds, net of underwriting discounts, were $ 278,875 . Each TEU, which has a stated amount of $ 50 , is comprised of a stock purchase contract and a senior amortizing note due June 30, 2022 . Unless settled earlier, each purchase contract will automatically settle on June 30, 2022 . Holders of the purchase contracts may elect to early settle prior to June 30, 2022, at the minimum settlement rate of 3.2051 shares of common stock per purchase contract, resulting in the holder receiving the minimum number of shares for that purchase contract. In the event of certain types of changes in control (including the consummation of the UHG Transaction) or other specified Reorganization Events (as defined in the TEU agreements), each outstanding purchase contract will convert to a contract entitling the holder to receive cash or other assets that holders of the Companyās common stock are entitled to receive in the Reorganization Event. The amount of cash or other assets each holder is entitled to following a Reorganization Event is based on the Applicable Market Value and the corresponding settlement rate in effect at the time. The following table summarizes TEU activity: Tangible Equity Units Outstanding at March 31, 2020 5,137,345 Issued ā Conversions ā Outstanding at September 30, 2020 5,137,345 Outstanding at March 31, 2021 4,833,645 Issued ā Conversions ( 779,325 ) Outstanding at September 30, 2021 4,054,320 |
Tax Receivable Agreements
Tax Receivable Agreements | 6 Months Ended |
Sep. 30, 2021 | |
Tax Receivable Agreements [Abstract] | |
Tax Receivable Agreements | 11. Tax Receivable Agreements As of September 30, 2021, we estimate the aggregate payments due under our tax receivable agreements in future fiscal years to be as follows: Related Party Tax Receivable Agreements McKesson Tax Receivable Agreement Other Tax Receivable Agreements Total Remainder of 2022 $ ā $ ā $ ā $ ā 2023 11,392 24,748 10,761 46,901 2024 10,626 16,478 10,295 37,399 2025 37,213 20,052 16,557 73,822 2026 46,623 57,196 19,350 123,169 Thereafter 63,323 39,785 49,777 152,885 Gross expected payments 169,177 158,259 106,740 434,176 Less: Amounts representing discount ( 60,179 ) ā ( 32,803 ) ( 92,982 ) Total tax receivable agreement obligations 108,998 158,259 73,937 341,194 Less: Current portion due ( 11,392 ) ( 24,748 ) ( 10,761 ) ( 46,901 ) Tax receivable agreement long-term obligations $ 97,606 $ 133,511 $ 63,176 $ 294,293 The timing and/or amount of aggregate payments due may vary based on a number of factors, including the amount of net operating losses and income tax rates. The amount of aggregate payments shown above do not reflect any potential impacts from the UHG Transaction. |
Income Taxes
Income Taxes | 6 Months Ended |
Sep. 30, 2021 | |
Income Taxes [Abstract] | |
Income Taxes | 12. Income Taxes The following table summarizes income tax information: Three Months Ended Six Months Ended September 30, September 30, 2021 2020 2021 2020 Income tax provision (benefit) $ ( 16,749 ) $ ( 13,388 ) $ ( 25,198 ) $ ( 26,849 ) Effective tax rate 31.5 % 23.9 % 38.6 % 20.9 % Fluctuations in our reported income tax rates from the statutory rate are primarily due to the impacts of equity compensation, transaction costs, and benefits recognized for certain incentive tax credits resulting from research and experimental expenditures in the three and six months ended September 30, 2021 and our acquisition and divestiture activity in the three and six months ended September 30, 2020. |
Net Income (Loss) Per Share
Net Income (Loss) Per Share | 6 Months Ended |
Sep. 30, 2021 | |
Net Income (Loss) Per Share [Abstract] | |
Net Income (Loss) Per Share | 13. Net Income (Loss) Per Share The following table sets forth the computation of net income (loss) per share of common stock: Three Months Ended September 30, Six Months Ended September 30, Basic net income (loss) per share: 2021 2020 2021 2020 Numerator: Net income (loss) $ ( 36,404 ) $ ( 42,622 ) $ ( 40,009 ) $ (101,316) Denominator: Weighted average common shares outstanding 311,065,959 304,172,412 309,980,392 303,881,424 Minimum shares issuable under purchase contracts 12,994,501 16,465,704 13,328,888 16,465,704 Total weighted average shares outstanding 324,060,460 320,638,116 323,309,280 320,347,128 Basic and diluted net income (loss) per share $ ( 0.11 ) $ ( 0.13 ) $ ( 0.12 ) $ (0.32) Due to their antidilutive effect, the following securities have been excluded from diluted net income (loss) per share: Three Months Ended September 30, Six Months Ended September 30, 2021 2020 2021 2020 Restricted Share Units 3,797,124 778,123 4,769,824 875,084 Time-Vesting Options 1,655,445 681,938 1,787,769 636,267 Deferred Stock Units 137,410 61,858 136,509 55,567 Dilutive shares issuable under purchase contracts ā 1,446,935 ā 2,369,987 |
Legal Proceedings
Legal Proceedings | 6 Months Ended |
Sep. 30, 2021 | |
Legal Proceedings [Abstract] | |
Legal Proceedings | 14. Legal Proceedings We are subject to various claims with customers and vendors, pending and potential legal actions for damages, investigations relating to governmental laws and regulators and other matters arising out of the normal conduct of its business. UHG Transaction Proceedings Following the announcement of the UHG Transaction, nine lawsuits challenging the UHG Transaction were filed in various jurisdictions. The first lawsuit, a putative class action alleging breaches of fiduciary duty, was filed in Tennessee Chancery Court , and was voluntarily dismissed without prejudice on March 17, 2021. The remaining eight lawsuits were filed in federal court between March 18, 2021 and April 7, 2021. The operative complaints in those actions name d us and our Board of Directors as defendants and allege d , among other things, that the proxy statement filed in conjunction with the UHG Transaction was materially incomplete and misleading in violation of Sections 14(a) and 20(a) of the Securities Exchange Act of 1934 and Rule 14a-9 promulgated thereunder (āSection 14(a) Actionsā). All of the Section 14(a) Actions were dismissed without prejudice by April 23, 2021. We also received written demands from purported stockholders relating to the UHG Transaction. One of the stockholders who made a written demand subsequently filed a complaint against us in the Delaware Court of Chancery on April 13, 2021 pursuant to 8. Del. C. Ā§ 220, seeking certain books and records relating to the UHG Transaction. That action, which is captioned Waterford Township Policy & Fire Retirement System v. Change Healthcare, Inc. , 2021-0317, remains pending and the parties have agreed to stay our deadline to respond to the operative pleading . Government Subpoenas and Investigations From time to time, we may receive subpoenas or requests for information from various government agencies. We generally respond to such subpoenas and requests in a cooperative, thorough and timely manner. These responses sometimes require time and effort and can result in incurring considerable costs. Such subpoenas and requests also can lead to the assertion of claims or the commencement of civil or criminal proceedings against us and other members of the health care industry, as well as to settlements. Other Matters In the ordinary course of business, we are involved in various other claims and legal proceedings. While the ultimate resolution of these matters has yet to be determined, we do not believe that it is reasonably possible that their outcomes will have a material adverse effect on our consolidated financial position, results of operations, or liquidity. |
Related Party Transactions
Related Party Transactions | 6 Months Ended |
Sep. 30, 2021 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | 15. Related Party Transactions Term Loans Held by Related Party Affiliates of The Blackstone Group, L.P. (āBlackstoneā) were significant stockholders at our inception and continue to hold a material interest in the Company. Certain investment funds managed by GSO Capital Partners LP (the āGSO-managed fundsā) held a portion of the term loans under our Senior Credit Facilities. GSO Advisor Holdings LLC (āGSO Advisorā) is the general partner of GSO Capital Partners LP and Blackstone, indirectly through its subsidiaries, holds all of the issued and outstanding equity interests of GSO Advisor. As of September 30, 2021 and March 31, 2021, the GSO-managed funds held $ 286,096 and $ 162,189 , respectively, in principal amount of the Senior Credit Facilities (none of which is classified within current portion of long-term debt). Transactions with Blackstone Portfolio Companies We provide various services to, and purchase services from, certain Blackstone portfolio companies under contracts that were executed in the normal course of business. The following is a summary of revenue recognized and amounts paid related to service provided to and from Blackstone portfolio companies: Three Months Ended Six Months Ended September 30, September 30, 2021 2020 2021 2020 Revenue recognized related to services provided $ 1,678 $ 838 $ 3,448 $ 1,881 Amount paid related to services received $ 4,688 $ 4,166 $ 8,941 $ 9,458 Employer Healthcare Program Agreement with Equity Healthcare Effective January 1, 2014, we entered into an employer health program agreement with Equity Healthcare LLC (āEquity Healthcareā), an affiliate of Blackstone, whereby Equity Healthcare provides certain negotiating, monitoring and other services in connection with our health benefit plans. In consideration for Equity Healthcareās services, we pay a fee of $ 1.00 per participating employee per month. eRx Network Option Agreement Prior to the creation of the Joint Venture, we entered into an option agreement to acquire eRx (the āOption Agreementā). Under the terms of the Option Agreement, the option to acquire eRx would only become exercisable at any such time that McKesson owns (directly or indirectly), in the aggregate, less than 5 % of the outstanding units of the Joint Venture. Subsequent to the Merger, the Option became exercisable and was exercised on May 1, 2020. See Note 4, Business Combinations , for additional information. Transition Services Agreements In connection with the creation of the Joint Venture, we entered into transition services agreements with eRx. Under the agreements, we provided certain transition services to eRx in exchange for specified fees. Prior to the acquisition of eRx, we recognized $ 283 in transition fee income during the six months ended September 30, 2020. The amounts received are included in Other, net in the consolidated statement of operations. |
Segment Reporting
Segment Reporting | 6 Months Ended |
Sep. 30, 2021 | |
Segment Reporting [Abstract] | |
Segment Reporting | 16. Segment Reporting Management views the Companyās operating results based on three reportable segments: Software and Analytics, Network Solutions and Technology-Enabled Services. Software and Analytics The Software and Analytics segment provides solutions for revenue cycle management, provider network management, payment accuracy, value-based payments, clinical decision support, consumer engagement, risk adjustment and quality performance, and imaging and clinical workflow. Network Solutions The Network Solutions segment provides solutions for financial, administrative, clinical and pharmacy transactions, electronic payments and aggregation and analytics of clinical and financial data. Technology-Enabled Services The Technology-Enabled Services segment provides solutions for financial and administrative management, value-based care, communication and payment, pharmacy benefits administration and healthcare consulting. Postage and Eliminations Postage and eliminations includes pass-through postage costs, as well as eliminations to remove inter-segment revenue and expenses and consolidating adjustments to classify certain rebates paid to channel partners as a reduction of revenue. These administrative costs are excluded from the adjusted EBITDA measure for each respective reportable segment. Segment Results Revenue and adjusted EBITDA for each of the reportable segments for the three and six months ended September 30, 2021 and 2020 are shown below. Information is reflected in the manner utilized by management to make operating decisions, assess performance and allocate resources. Such amounts include allocations of corporate shared services functions that are essential to the core operations of the reportable segments. Segment assets and related depreciation expenses are not presented to management for purposes of operational decision making, and therefore are not included in the accompanying tables. Three Months Ended Six Months Ended September 30, September 30, 2021 2020 2021 2020 Segment Revenue Software and Analytics $ 363,423 $ 354,860 $ 783,740 $ 746,449 Network Solutions 215,600 184,095 425,061 326,921 Technology-Enabled Services 231,928 231,817 457,450 419,523 Postage and Eliminations (1) 19,091 24,073 36,109 51,136 Purchase Accounting Adjustment (2) ( 3,278 ) ( 38,909 ) ( 7,740 ) ( 93,909 ) Net Revenue $ 826,764 $ 755,936 $ 1,694,620 $ 1,450,120 Segment Adjusted EBITDA Software and Analytics $ 112,318 $ 117,393 $ 272,683 $ 261,325 Network Solutions 112,986 94,508 222,474 165,011 Technology-Enabled Services 21,158 19,940 34,033 2,360 Adjusted EBITDA $ 246,462 $ 231,841 $ 529,190 $ 428,696 Reconciliation of income (loss) before tax provision (benefit) to Adjusted EBITDA Income (loss) before income tax provision (benefit) $ ( 53,153 ) $ ( 56,010 ) $ ( 65,207 ) $ ( 128,165 ) Amortization of capitalized software developed for sale 859 12 1,576 89 Depreciation and amortization 163,469 146,869 331,681 285,409 Interest expense 59,466 61,627 118,852 124,294 Equity compensation 23,745 14,331 49,911 23,914 Acquisition accounting adjustments ( 1,653 ) 34,686 ( 2,212 ) 83,225 Acquisition and divestiture-related costs 13,765 2,337 20,159 7,458 Integration and related costs 5,933 7,536 17,301 17,894 Strategic initiatives, duplicative and transition costs 14,644 3,765 24,572 8,845 Severance costs 7,303 3,172 12,023 7,876 Accretion and changes in estimate, net 4,355 5,293 9,087 11,188 Impairment of long-lived assets and other 81 7,447 1,692 13,760 Loss on extinguishment of debt 2,232 1,489 2,232 1,489 Gain on sale of businesses ā ( 176 ) ā ( 28,270 ) Contingent consideration ā ( 550 ) ā ( 3,000 ) Other non-routine, net 5,416 13 7,523 2,690 Adjusted EBITDA $ 246,462 $ 231,841 $ 529,190 $ 428,696 (1) Revenue for the Postage and Eliminations segment includes postage revenue of $ 52,550 and $ 50,023 for the three months ended September 30, 2021 and 2020, respectively, and $ 103,758 and $ 95,795 for the six months ended September 30, 2021 and 2020, respectively. (2) Amount reflects the impact to deferred revenue resulting from the Merger which reduced revenue recognized during the period. |
Accumulated Other Comprehensive
Accumulated Other Comprehensive Income (Loss) | 6 Months Ended |
Sep. 30, 2021 | |
Accumulated Other Comprehensive Income (Loss) [Abstract] | |
Accumulated Other Comprehensive Income (Loss) | 17. Accumulated Other Comprehensive Income (Loss) The following is a summary of the accumulated other comprehensive income (loss) activity. Prior to the Merger, the activity in accumulated other comprehensive income (loss) reflects the Companyās proportionate share of the Joint Ventureās accumulated other comprehensive income (loss), net of taxes. Foreign Currency Accumulated Other Translation Cash Flow Comprehensive Adjustment Hedge Income (Loss) Balance at March 31, 2020 $ ( 7,084 ) $ ( 288 ) $ ( 7,372 ) Change associated with foreign currency translation 6,353 ā 6,353 Change associated with current period hedging ā ( 4,459 ) ( 4,459 ) Reclassification into earnings ā 275 275 Balance at June 30, 2020 $ ( 731 ) $ ( 4,472 ) $ ( 5,203 ) Change associated with foreign currency translation 5,221 ā 5,221 Change associated with current period hedging ā ( 2,277 ) ( 2,277 ) Reclassification into earnings ā 281 281 Balance at September 30, 2020 $ 4,490 $ ( 6,468 ) $ ( 1,978 ) Balance at March 31, 2021 $ 14,130 $ ( 2,909 ) $ 11,221 Change associated with foreign currency translation 3,571 ā 3,571 Change associated with current period hedging ā ( 294 ) ( 294 ) Reclassification into earnings ā 413 413 Balance at June 30, 2021 $ 17,701 $ ( 2,790 ) $ 14,911 Change associated with foreign currency translation ( 2,156 ) ā ( 2,156 ) Change associated with current period hedging ā ( 502 ) ( 502 ) Reclassification into earnings ā 543 543 Balance at September 30, 2021 $ 15,545 $ ( 2,749 ) $ 12,796 |
Subsequent Events
Subsequent Events | 6 Months Ended |
Sep. 30, 2021 | |
Subsequent Events [Abstract] | |
Subsequent Events | 18. Subsequent Events In October 2021, we made a voluntary repayment on the Term Loan Facility of $ 60,000 and recorded a loss on extinguishment of debt of approximately $ 1,261 . |
Significant Accounting Polici_2
Significant Accounting Policies (Policy) | 6 Months Ended |
Sep. 30, 2021 | |
Significant Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation The unaudited consolidated financial statements have been prepared in accordance with United States generally accepted accounting principles (āGAAPā) for interim financial information and with the instructions to Form 10-Q and Rule 10-01 of Regulation S-X of the Securities and Exchange Commission (āSECā) Guidelines, Rules and Regulations and, in the opinion of management, reflect all normal recurring adjustments necessary for a fair presentation of results for the unaudited interim periods presented. Certain information and footnote disclosures normally included in annual financial statements prepared in accordance with GAAP have been omitted. The results of operations for the interim period are not necessarily indicative of the results to be obtained for the full fiscal year. All intercompany accounts and transactions have been eliminated upon consolidation in the unaudited consolidated financial statements. |
Revenue | Revenue We recognize revenue at an amount that reflects the consideration we expect to be entitled to in exchange for transferring goods or services to a customer, in accordance with ASC 606, Revenue from Contracts with Customers (āASC 606ā). See Note 3, Revenue Recognition, for additional information. |
Equity Compensation | Equity Compensation We measure stock-based compensation cost based on the estimated fair value of the award on the grant date and recognize the expense over the requisite service period, typically on a straight-line basis. We recognize stock-based compensation expense for awards with performance conditions if and when we conclude that it is probable that the performance conditions will be achieved. The fair value of equity awards is recognized as expense in the same period and in the same manner as if we had paid cash for the goods or services. Forfeitures are recognized as they occur. We issue new shares of common stock upon vesting of equity awards and upon exercise of vested options. We do not intend to repurchase any issued shares of common stock. During the three months ended September 30, 2021 and 2020 we recognized $ 23,745 and $ 14,331 of equity compensation expense, respectively. During the six months ended September 30, 2021 and 2020 we recognized $ 49,911 and $ 23,914 of equity compensation expense, respectively. At September 30, 2021, aggregate unrecognized compensation expense related to outstanding awards was $ 233,469 . Upon closing of the UHG Transaction, existing awards will generally convert to equivalent UHG awards with consistent vesting provisions. Certain awards will vest upon closing of the UHG Transaction per the terms of the UHG Agreement. |
Allowance for Credit Losses | Allowance for Credit Losses The allowance for credit losses of $ 22,833 and $ 24,126 at September 30, 2021 and March 31, 2021, respectively, was primarily based on historical credit loss experience, current conditions, future expected credit losses, and adjustments for certain asset-specific risk characteristics. The following table summarizes activity related to the allowance for credit losses: Six Months Ended September 30, 2021 2020 Balance at beginning of period $ 24,126 $ 22,360 Cumulative effect of accounting change-ASU 2016-13 ā 417 Acquisitions and Dispositions (1) ā ( 1,493 ) Provisions 4,312 11,824 Write-offs ( 5,605 ) ( 5,080 ) Balance at end of period $ 22,833 $ 28,028 (1) For the six months ended September 30, 2020, this amount relates primarily to the sale of Connected Analytics. |
Recently Adopted Accounting Pronouncements and Accounting Pronouncements Not Yet Adopted | Recently Adopted Accounting Pronouncements London Interbank Offered Rate (LIBOR) Reform In March 2020, the FASB issued ASU No. 2020-04, as amended by ASU No. 2021-01, which created Topic 848 ā Reference Rate Reform. ASU No. 2020-04 contains optional practical expedients for reference rate reform related activities that impact debt, leases, derivatives and other contracts which may be elected over time as activities occur. Among other things, the ASU intends to ease the transition from LIBOR to an alternative reference rate. During the first quarter of fiscal year 2021, we elected to apply the hedge accounting expedients related to probability and the assessments of effectiveness for future LIBOR-indexed cash flows to assume that the index upon which future hedged transactions will be based matches the index on the corresponding derivatives. Application of these expedients preserves the presentation of derivatives consistent with past presentation. We continue to evaluate the impacts of ASU No. 2020-04 and may apply other elections as reference rate reform activities progress. Accounting Pronouncements Not Yet Adopted Derivatives and Convertible Instruments In August 2020, the FASB issued ASU No. 2020-06 which simplifies the accounting for convertible instruments and amends the guidance addressing the derivatives scope exception for contracts in an entityās own equity. The standard is scheduled to be effective for us beginning April 1, 2022. Given the forward purchase contracts of our Tangible Equity Units (āTEUsā) qualify for the derivatives scope exception and are currently accounted for under that guidance, we do not expect a material impact upon adoption. We will continue to evaluate the impact of this pronouncement prior to adoption. |
Significant Accounting Polici_3
Significant Accounting Policies (Tables) | 6 Months Ended |
Sep. 30, 2021 | |
Significant Accounting Policies [Abstract] | |
Summary of Activity Related to Allowance for Credit Losses | Six Months Ended September 30, 2021 2020 Balance at beginning of period $ 24,126 $ 22,360 Cumulative effect of accounting change-ASU 2016-13 ā 417 Acquisitions and Dispositions (1) ā ( 1,493 ) Provisions 4,312 11,824 Write-offs ( 5,605 ) ( 5,080 ) Balance at end of period $ 22,833 $ 28,028 (1) For the six months ended September 30, 2020, this amount relates primarily to the sale of Connected Analytics. |
Business Combinations (Tables)
Business Combinations (Tables) | 6 Months Ended |
Sep. 30, 2021 | |
eRx Network Holdings, Inc. [Member] | |
Business Acquisition [Line Items] | |
Summary of Information Related to Acquisition | eRx Cash paid at closing $ 249,359 Fair value of eRx purchase option 140,500 Fair value of vested stock appreciation rights 5,097 Cash paid for canceled eRx equity awards 5,891 Total Consideration Fair Value at Acquisition Date $ 400,847 Allocation of the Consideration Transferred: Cash $ 54,108 Accounts receivable 12,747 Prepaid expenses and other current assets 609 Goodwill 225,156 Identifiable intangible assets: Customer relationships (life 17 years) 131,200 Technology-based intangible assets (life 9 - 12 years) 29,700 Other noncurrent assets 20 Accounts payable ( 2,543 ) Accrued expenses and other current liabilities ( 10,933 ) Deferred income tax liabilities ( 39,217 ) Total consideration transferred $ 400,847 |
PDX, Inc. [Member] | |
Business Acquisition [Line Items] | |
Summary of Information Related to Acquisition | PDX Cash $ 755 Accounts receivable 5,739 Prepaid expenses and other current assets 2,251 Property and equipment 840 Goodwill 98,830 Identifiable intangible assets: Customer relationships (life 18 years) 74,300 Technology-based intangible assets (life 10 - 11 years) 25,300 Other noncurrent assets 690 Accounts payable ( 3,882 ) Deferred revenue, current ( 2,946 ) Accrued expenses and other current liabilities ( 3,364 ) Other long-term liabilities ( 222 ) Total consideration transferred $ 198,291 |
Goodwill (Tables)
Goodwill (Tables) | 6 Months Ended |
Sep. 30, 2021 | |
Goodwill [Abstract] | |
Schedule of Goodwill | Software and Analytics Network Solutions Technology-Enabled Services Total Balance at March 31, 2021 $ 1,758,302 $ 1,970,739 $ 379,752 $ 4,108,792 Acquisitions ā ā ā ā Dispositions ā ā ā ā Effects of foreign currency 2,173 ā ā 2,173 Adjustments ( 142 ) ā ā ( 142 ) Balance at September 30, 2021 $ 1,760,333 $ 1,970,739 $ 379,752 $ 4,110,823 |
Long-Term Debt (Tables)
Long-Term Debt (Tables) | 6 Months Ended |
Sep. 30, 2021 | |
Long-Term Debt [Abstract] | |
Schedule of Long-Term Debt | September 30, 2021 March 31, 2021 Senior Credit Facilities $ 5,100,000 Term Loan Facility, due March 1, 2024 , net of unamortized discount of $ 71,287 and $ 87,698 at September 30, 2021 and March 31, 2021, respectively (effective interest rate of 4.42 % and 4.42 %, respectively) $ 3,321,963 $ 3,405,552 $ 785,000 Revolving Facility, expiring July 3, 2024 , and bearing interest at a variable interest rate ā ā Senior Notes $ 1,325,000 5.75 % Senior Notes due March 1, 2025 , net of unamortized discount of $ 6,124 and $ 6,921 at September 30, 2021 and March 31, 2021, respectively (effective interest rate of 5.90 % and 5.90 %, respectively) 1,318,876 1,318,079 Tangible Equity Unit Senior Amortizing Note $ 47,367 Senior Amortizing Notes due June 30, 2022 , net of unamortized discount of $ 120 and $ 293 at September 30, 2021 and March 31, 2021, respectively (effective interest rate of 7.44 % and 7.44 %, respectively) 12,470 20,345 Other 9,088 18,138 Less current portion ( 19,152 ) ( 27,339 ) Long-term debt, excluding current portion $ 4,643,245 $ 4,734,775 |
Interest Rate Cap Agreements (T
Interest Rate Cap Agreements (Tables) | 6 Months Ended |
Sep. 30, 2021 | |
Interest Rate Cap Agreements [Abstract] | |
Schedule of Fair Value of Derivative Instruments | Fair Values of Derivative Financial Instruments Asset (Liability) Derivative financial instruments designated as hedging instruments: Balance Sheet Location September 30, 2021 March 31, 2021 Interest rate cap agreements Other noncurrent assets, net $ 8 $ ā Interest rate cap agreements Accrued expenses ( 8,666 ) ( 22,360 ) Interest rate cap agreements Other long-term liabilities ( 53 ) ( 365 ) Total $ ( 8,711 ) $ ( 22,725 ) |
Schedule of Effect of Derivative Instruments on Statement of Operations | Three Months Ended Six Months Ended September 30, September 30, Derivative financial instruments in cash flow hedging relationships: 2021 2020 2021 2020 Gain (loss) related to derivative financial instruments recognized in other comprehensive income (loss) $ ( 502 ) $ ( 2,277 ) $ ( 796 ) $ ( 6,737 ) (Gain) loss related to portion of derivative financial instruments reclassified from accumulated other comprehensive (income) loss to interest expense $ 543 $ 281 $ 956 $ 557 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 6 Months Ended |
Sep. 30, 2021 | |
Fair Value Measurements [Abstract] | |
Schedule of Assets and Liabilities Measured at Fair Value on Recurring Basis | Quoted in Significant Other Significant Identical Markets Observable Inputs Unobservable Inputs Total (Level 1) (Level 2) (Level 3) Balance at September 30, 2021: Interest rate cap agreements $ ( 8,711 ) $ ā $ ( 8,711 ) $ ā Total $ ( 8,711 ) $ ā $ ( 8,711 ) $ ā Balance at March 31, 2021: Interest rate cap agreements $ ( 22,725 ) $ ā $ ( 22,725 ) $ ā Total $ ( 22,725 ) $ ā $ ( 22,725 ) $ ā |
Reconciliation of Fair Value Derivative Using Unobservable Inputs | Three Months Ended Six Months Ended September 30, September 30, 2021 2020 2021 2020 Balance at beginning of period $ ā $ ( 550 ) $ ā $ ( 3,000 ) Gain (loss) included in Other, net ā 550 ā 3,000 Balance at end of period $ ā $ ā $ ā $ ā |
Carrying Amount and Estimated Fair Value of Financial Instruments | September 30, 2021 March 31, 2021 Carrying Amount Fair Value Carrying Amount Fair Value Cash and cash equivalents $ 80,414 $ 80,414 $ 113,101 $ 113,101 Senior Credit Facilities (Level 2) $ 3,321,963 $ 3,389,178 $ 3,405,552 $ 3,488,883 Senior Notes (Level 2) $ 1,318,876 $ 1,338,250 $ 1,318,079 $ 1,351,500 Debt component of tangible equity units (Level 2) $ 12,470 $ 12,896 $ 20,345 $ 21,435 |
Tangible Equity Units (Tables)
Tangible Equity Units (Tables) | 6 Months Ended |
Sep. 30, 2021 | |
Tangible Equity Units [Abstract] | |
Schedule of Tangible Equity Units Activity | Tangible Equity Units Outstanding at March 31, 2020 5,137,345 Issued ā Conversions ā Outstanding at September 30, 2020 5,137,345 Outstanding at March 31, 2021 4,833,645 Issued ā Conversions ( 779,325 ) Outstanding at September 30, 2021 4,054,320 |
Tax Receivable Agreements (Tabl
Tax Receivable Agreements (Tables) | 6 Months Ended |
Sep. 30, 2021 | |
Tax Receivable Agreements [Abstract] | |
Aggregate Payments Due Under Tax Receivable Agreements | Related Party Tax Receivable Agreements McKesson Tax Receivable Agreement Other Tax Receivable Agreements Total Remainder of 2022 $ ā $ ā $ ā $ ā 2023 11,392 24,748 10,761 46,901 2024 10,626 16,478 10,295 37,399 2025 37,213 20,052 16,557 73,822 2026 46,623 57,196 19,350 123,169 Thereafter 63,323 39,785 49,777 152,885 Gross expected payments 169,177 158,259 106,740 434,176 Less: Amounts representing discount ( 60,179 ) ā ( 32,803 ) ( 92,982 ) Total tax receivable agreement obligations 108,998 158,259 73,937 341,194 Less: Current portion due ( 11,392 ) ( 24,748 ) ( 10,761 ) ( 46,901 ) Tax receivable agreement long-term obligations $ 97,606 $ 133,511 $ 63,176 $ 294,293 |
Income Taxes (Tables)
Income Taxes (Tables) | 6 Months Ended |
Sep. 30, 2021 | |
Income Taxes [Abstract] | |
Summary of Income Tax Information | Three Months Ended Six Months Ended September 30, September 30, 2021 2020 2021 2020 Income tax provision (benefit) $ ( 16,749 ) $ ( 13,388 ) $ ( 25,198 ) $ ( 26,849 ) Effective tax rate 31.5 % 23.9 % 38.6 % 20.9 % |
Net Income (Loss) Per Share (Ta
Net Income (Loss) Per Share (Tables) | 6 Months Ended |
Sep. 30, 2021 | |
Net Income (Loss) Per Share [Abstract] | |
Computation of Basic Net Income (Loss) Per Share of Common Stock | Three Months Ended September 30, Six Months Ended September 30, Basic net income (loss) per share: 2021 2020 2021 2020 Numerator: Net income (loss) $ ( 36,404 ) $ ( 42,622 ) $ ( 40,009 ) $ (101,316) Denominator: Weighted average common shares outstanding 311,065,959 304,172,412 309,980,392 303,881,424 Minimum shares issuable under purchase contracts 12,994,501 16,465,704 13,328,888 16,465,704 Total weighted average shares outstanding 324,060,460 320,638,116 323,309,280 320,347,128 Basic and diluted net income (loss) per share $ ( 0.11 ) $ ( 0.13 ) $ ( 0.12 ) $ (0.32) |
Antidilutive Securities Excluded from Diluted Net Income (Loss) Per Share | Three Months Ended September 30, Six Months Ended September 30, 2021 2020 2021 2020 Restricted Share Units 3,797,124 778,123 4,769,824 875,084 Time-Vesting Options 1,655,445 681,938 1,787,769 636,267 Deferred Stock Units 137,410 61,858 136,509 55,567 Dilutive shares issuable under purchase contracts ā 1,446,935 ā 2,369,987 |
Related Party Transactions (Tab
Related Party Transactions (Tables) | 6 Months Ended |
Sep. 30, 2021 | |
Related Party Transactions [Abstract] | |
Summary of Revenue Recognized and Amounts Paid Related to Service Provided to and from Portfolio Companies | Three Months Ended Six Months Ended September 30, September 30, 2021 2020 2021 2020 Revenue recognized related to services provided $ 1,678 $ 838 $ 3,448 $ 1,881 Amount paid related to services received $ 4,688 $ 4,166 $ 8,941 $ 9,458 |
Segment Reporting (Tables)
Segment Reporting (Tables) | 6 Months Ended |
Sep. 30, 2021 | |
Segment Reporting [Abstract] | |
Revenue and Adjusted EBITDA for each Reportable Segment | Three Months Ended Six Months Ended September 30, September 30, 2021 2020 2021 2020 Segment Revenue Software and Analytics $ 363,423 $ 354,860 $ 783,740 $ 746,449 Network Solutions 215,600 184,095 425,061 326,921 Technology-Enabled Services 231,928 231,817 457,450 419,523 Postage and Eliminations (1) 19,091 24,073 36,109 51,136 Purchase Accounting Adjustment (2) ( 3,278 ) ( 38,909 ) ( 7,740 ) ( 93,909 ) Net Revenue $ 826,764 $ 755,936 $ 1,694,620 $ 1,450,120 Segment Adjusted EBITDA Software and Analytics $ 112,318 $ 117,393 $ 272,683 $ 261,325 Network Solutions 112,986 94,508 222,474 165,011 Technology-Enabled Services 21,158 19,940 34,033 2,360 Adjusted EBITDA $ 246,462 $ 231,841 $ 529,190 $ 428,696 Reconciliation of income (loss) before tax provision (benefit) to Adjusted EBITDA Income (loss) before income tax provision (benefit) $ ( 53,153 ) $ ( 56,010 ) $ ( 65,207 ) $ ( 128,165 ) Amortization of capitalized software developed for sale 859 12 1,576 89 Depreciation and amortization 163,469 146,869 331,681 285,409 Interest expense 59,466 61,627 118,852 124,294 Equity compensation 23,745 14,331 49,911 23,914 Acquisition accounting adjustments ( 1,653 ) 34,686 ( 2,212 ) 83,225 Acquisition and divestiture-related costs 13,765 2,337 20,159 7,458 Integration and related costs 5,933 7,536 17,301 17,894 Strategic initiatives, duplicative and transition costs 14,644 3,765 24,572 8,845 Severance costs 7,303 3,172 12,023 7,876 Accretion and changes in estimate, net 4,355 5,293 9,087 11,188 Impairment of long-lived assets and other 81 7,447 1,692 13,760 Loss on extinguishment of debt 2,232 1,489 2,232 1,489 Gain on sale of businesses ā ( 176 ) ā ( 28,270 ) Contingent consideration ā ( 550 ) ā ( 3,000 ) Other non-routine, net 5,416 13 7,523 2,690 Adjusted EBITDA $ 246,462 $ 231,841 $ 529,190 $ 428,696 (1) Revenue for the Postage and Eliminations segment includes postage revenue of $ 52,550 and $ 50,023 for the three months ended September 30, 2021 and 2020, respectively, and $ 103,758 and $ 95,795 for the six months ended September 30, 2021 and 2020, respectively. (2) Amount reflects the impact to deferred revenue resulting from the Merger which reduced revenue recognized during the period. |
Accumulated Other Comprehensi_2
Accumulated Other Comprehensive Income (Loss) (Tables) | 6 Months Ended |
Sep. 30, 2021 | |
Accumulated Other Comprehensive Income (Loss) [Abstract] | |
Summary of Accumulated Other Comprehensive Income (Loss) | Foreign Currency Accumulated Other Translation Cash Flow Comprehensive Adjustment Hedge Income (Loss) Balance at March 31, 2020 $ ( 7,084 ) $ ( 288 ) $ ( 7,372 ) Change associated with foreign currency translation 6,353 ā 6,353 Change associated with current period hedging ā ( 4,459 ) ( 4,459 ) Reclassification into earnings ā 275 275 Balance at June 30, 2020 $ ( 731 ) $ ( 4,472 ) $ ( 5,203 ) Change associated with foreign currency translation 5,221 ā 5,221 Change associated with current period hedging ā ( 2,277 ) ( 2,277 ) Reclassification into earnings ā 281 281 Balance at September 30, 2020 $ 4,490 $ ( 6,468 ) $ ( 1,978 ) Balance at March 31, 2021 $ 14,130 $ ( 2,909 ) $ 11,221 Change associated with foreign currency translation 3,571 ā 3,571 Change associated with current period hedging ā ( 294 ) ( 294 ) Reclassification into earnings ā 413 413 Balance at June 30, 2021 $ 17,701 $ ( 2,790 ) $ 14,911 Change associated with foreign currency translation ( 2,156 ) ā ( 2,156 ) Change associated with current period hedging ā ( 502 ) ( 502 ) Reclassification into earnings ā 543 543 Balance at September 30, 2021 $ 15,545 $ ( 2,749 ) $ 12,796 |
Nature of Business and Organi_2
Nature of Business and Organization (Narrative) (Details) - $ / shares | Jul. 01, 2019 | Sep. 30, 2021 | Jan. 05, 2021 |
Change Healthcare LLC [Member] | |||
Organization, Consolidation and Presentation of Financial Statements [Line Items] | |||
Ownership percentage | 100.00% | ||
Joint Venture [Member] | |||
Organization, Consolidation and Presentation of Financial Statements [Line Items] | |||
Ownership percentage | 41.00% | ||
Change Healthcare Inc. [Member] | |||
Organization, Consolidation and Presentation of Financial Statements [Line Items] | |||
Business acquisition, share price | $ 25.75 |
Significant Accounting Polici_4
Significant Accounting Policies (Narrative) (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | Mar. 31, 2021 | Mar. 31, 2020 | |
Significant Accounting Policies [Line Items] | ||||||
Equity compensation expense | $ 23,745 | $ 14,331 | $ 49,911 | $ 23,914 | ||
Unrecognized compensation expense | 233,469 | 233,469 | ||||
Allowance for credit losses | $ 22,833 | $ 28,028 | $ 22,833 | $ 28,028 | $ 24,126 | $ 22,360 |
Significant Accounting Polici_5
Significant Accounting Policies (Summary of Activity Related to Allowance for Credit Losses) (Details) - USD ($) $ in Thousands | 6 Months Ended | |
Sep. 30, 2021 | Sep. 30, 2020 | |
Accounts Receivable, Allowance for Credit Loss [Line Items] | ||
Balance at beginning of period | $ 24,126 | $ 22,360 |
Acquisitions and Dispositions | (1,493) | |
Provisions | 4,312 | 11,824 |
Write-offs | (5,605) | (5,080) |
Balance at end of period | $ 22,833 | 28,028 |
Accumulated Deficit [Member] | Cumulative Effect, Period of Adoption, Adjustment [Member] | ASU 2016-13 [Member] | ||
Accounts Receivable, Allowance for Credit Loss [Line Items] | ||
Balance at beginning of period | $ 417 |
Revenue Recognition (Narrative)
Revenue Recognition (Narrative) (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Revenue from Contract with Customer [Line Items] | ||||
Percentage of deferred revenue balance expected to be recognized in one year or less | 94.00% | |||
Deferred revenue recognized | $ 273,517 | $ 202,837 | ||
Remaining performance obligation | $ 1,380,210 | $ 1,380,210 | ||
Over Time [Member] | ||||
Revenue from Contract with Customer [Line Items] | ||||
Percentage of deferred revenue balance expected to be recognized in one year or less | 97.00% | 94.00% | ||
Percentage of revenue recognized | 98.00% | 96.00% | ||
Point in Time [Member] | ||||
Revenue from Contract with Customer [Line Items] | ||||
Percentage of deferred revenue balance expected to be recognized in one year or less | 3.00% | 6.00% | ||
Percentage of revenue recognized | 2.00% | 4.00% |
Revenue Recognition (Remaining
Revenue Recognition (Remaining Performance Obligation - Narrative) (Details) | Sep. 30, 2021 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2021-07-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining performance obligation, expected satisfaction, period | 12 months |
Remaining performance obligation, percentage | 51.00% |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2022-07-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining performance obligation, expected satisfaction, period | 1 year |
Remaining performance obligation, percentage | 49.00% |
Business Combinations (eRx Netw
Business Combinations (eRx Network Holdings, Inc. - Narrative) (Details) - eRx Network Holdings, Inc. [Member] - USD ($) $ in Thousands | 6 Months Ended | |
Sep. 30, 2020 | May 01, 2020 | |
Business Acquisition [Line Items] | ||
Ownership percentage acquired in exchange | 100.00% | |
Remeasurement loss | $ 6,000 |
Business Combinations (PDX, Inc
Business Combinations (PDX, Inc. - Narrative) (Details) - PDX, Inc. [Member] $ in Thousands | Jun. 01, 2020USD ($) |
Business Acquisition [Line Items] | |
Ownership percentage acquired in exchange | 100.00% |
Total consideration | $ 198,291 |
Business Combinations (eRx Ne_2
Business Combinations (eRx Network Holdings, Inc. - Summary of Information Related to Acquisition) (Details) - USD ($) $ in Thousands | May 01, 2020 | Sep. 30, 2021 | Mar. 31, 2021 |
Business Acquisition [Line Items] | |||
Goodwill | $ 4,110,823 | $ 4,108,792 | |
eRx Network Holdings, Inc. [Member] | |||
Business Acquisition [Line Items] | |||
Cash paid at closing | $ 249,359 | ||
Fair value of eRx purchase option | 140,500 | ||
Fair value of vested stock appreciation rights | 5,097 | ||
Cash paid for canceled eRx equity awards | 5,891 | ||
Total Consideration Fair Value at Acquisition Date | 400,847 | ||
Cash | 54,108 | ||
Accounts receivable | 12,747 | ||
Prepaid expenses and other current assets | 609 | ||
Goodwill | 225,156 | ||
Other noncurrent assets | 20 | ||
Accounts payable | (2,543) | ||
Accrued expenses and other current liabilities | (10,933) | ||
Deferred income tax liabilities | (39,217) | ||
Total consideration transferred | 400,847 | ||
Customer Relationships [Member] | eRx Network Holdings, Inc. [Member] | |||
Business Acquisition [Line Items] | |||
Identified intangible assets | $ 131,200 | ||
Useful life | 17 years | ||
Technology-Based Intangible Assets [Member] | eRx Network Holdings, Inc. [Member] | |||
Business Acquisition [Line Items] | |||
Identified intangible assets | $ 29,700 | ||
Technology-Based Intangible Assets [Member] | eRx Network Holdings, Inc. [Member] | Minimum [Member] | |||
Business Acquisition [Line Items] | |||
Useful life | 9 years | ||
Technology-Based Intangible Assets [Member] | eRx Network Holdings, Inc. [Member] | Maximum [Member] | |||
Business Acquisition [Line Items] | |||
Useful life | 12 years |
Business Combinations (PDX, I_2
Business Combinations (PDX, Inc. - Summary of Information Related to Acquisition) (Details) - USD ($) $ in Thousands | Jun. 01, 2020 | Sep. 30, 2021 | Mar. 31, 2021 |
Business Acquisition [Line Items] | |||
Goodwill | $ 4,110,823 | $ 4,108,792 | |
PDX, Inc. [Member] | |||
Business Acquisition [Line Items] | |||
Cash | $ 755 | ||
Accounts receivable | 5,739 | ||
Prepaid expenses and other current assets | 2,251 | ||
Property and equipment | 840 | ||
Goodwill | 98,830 | ||
Other noncurrent assets | 690 | ||
Accounts payable | (3,882) | ||
Deferred revenue, current | (2,946) | ||
Accrued expenses and other current liabilities | (3,364) | ||
Other long-term liabilities | (222) | ||
Total consideration transferred | 198,291 | ||
Customer Relationships [Member] | PDX, Inc. [Member] | |||
Business Acquisition [Line Items] | |||
Identified intangible assets | $ 74,300 | ||
Useful life | 18 years | ||
Technology-Based Intangible Assets [Member] | PDX, Inc. [Member] | |||
Business Acquisition [Line Items] | |||
Identified intangible assets | $ 25,300 | ||
Technology-Based Intangible Assets [Member] | PDX, Inc. [Member] | Minimum [Member] | |||
Business Acquisition [Line Items] | |||
Useful life | 10 years | ||
Technology-Based Intangible Assets [Member] | PDX, Inc. [Member] | Maximum [Member] | |||
Business Acquisition [Line Items] | |||
Useful life | 11 years |
Dispositions (Narrative) (Detai
Dispositions (Narrative) (Details) - USD ($) $ in Thousands | 1 Months Ended | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||||||||
Jul. 31, 2020 | Sep. 30, 2020 | Sep. 30, 2020 | Mar. 31, 2021 | Sep. 30, 2021 | Jun. 30, 2021 | Dec. 02, 2020 | Dec. 01, 2020 | Jun. 30, 2020 | May 01, 2020 | Apr. 30, 2020 | Mar. 31, 2020 | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||||||||||
Net book value | $ 3,209,250 | $ 3,209,250 | $ 3,252,228 | $ 3,244,166 | $ 3,263,853 | $ 3,239,354 | $ 3,285,447 | |||||
Gain on sale of business | $ 176 | $ 28,270 | ||||||||||
Disposal Group, Disposed of by Sale, Not Discontinued Operations [Member] | Connected Analytics [Member] | ||||||||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||||||||||
Consideration | $ 55,000 | |||||||||||
Net book value | $ 23,428 | |||||||||||
Net accounts receivable | 16,636 | |||||||||||
Goodwill | 21,705 | |||||||||||
Deferred revenue | $ 17,083 | |||||||||||
Gain on sale of business | 24,337 | |||||||||||
Payment received on notes receivable | $ 25,000 | |||||||||||
Disposal Group, Disposed of by Sale, Not Discontinued Operations [Member] | Connected Analytics [Member] | Notes Receivable [Member] | ||||||||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||||||||||
Other noncurrent assets | $ 25,000 | |||||||||||
Disposal Group, Disposed of by Sale, Not Discontinued Operations [Member] | Capacity Management [Member] | ||||||||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||||||||||
Consideration | $ 67,500 | |||||||||||
Net book value | $ 31,690 | |||||||||||
Net accounts receivable | 14,991 | |||||||||||
Goodwill | 26,944 | |||||||||||
Deferred revenue | $ 15,230 | |||||||||||
Gain on sale of business | $ 31,690 |
Goodwill (Schedule of Goodwill)
Goodwill (Schedule of Goodwill) (Details) $ in Thousands | 6 Months Ended |
Sep. 30, 2021USD ($) | |
Goodwill [Line Items] | |
Balance at March 31, 2021 | $ 4,108,792 |
Effects of foreign currency | 2,173 |
Adjustments | (142) |
Balance at June 30, 2021 | 4,110,823 |
Software and Analytics [Member] | |
Goodwill [Line Items] | |
Balance at March 31, 2021 | 1,758,302 |
Effects of foreign currency | 2,173 |
Adjustments | (142) |
Balance at June 30, 2021 | 1,760,333 |
Network Solutions [Member] | |
Goodwill [Line Items] | |
Balance at March 31, 2021 | 1,970,739 |
Balance at June 30, 2021 | 1,970,739 |
Technology-Enabled Services [Member] | |
Goodwill [Line Items] | |
Balance at March 31, 2021 | 379,752 |
Balance at June 30, 2021 | $ 379,752 |
Long-Term Debt (Narrative) (Det
Long-Term Debt (Narrative) (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | Mar. 31, 2021 | |
Debt Instrument [Line Items] | |||||
Payments on Term Loan Facility | $ 100,000 | $ 50,000 | |||
Loss on extinguishment of debt | $ 2,232 | $ 1,489 | $ 2,232 | $ 1,489 | |
Term Loan Facility [Member] | |||||
Debt Instrument [Line Items] | |||||
Maturity date | Mar. 1, 2024 | ||||
Payments on Term Loan Facility | 100,000 | ||||
Loss on extinguishment of debt | $ 2,232 | ||||
Senior Notes due March 1, 2025 [Member] | |||||
Debt Instrument [Line Items] | |||||
Stated interest rate | 5.75% | 5.75% | 5.75% | ||
Maturity date | Mar. 1, 2025 |
Long-Term Debt (Schedule of Lon
Long-Term Debt (Schedule of Long-Term Debt) (Details) - USD ($) | 6 Months Ended | |
Sep. 30, 2021 | Mar. 31, 2021 | |
Debt Instrument [Line Items] | ||
Less current portion | $ (19,152,000) | $ (27,339,000) |
Long-term debt, excluding current portion | 4,643,245,000 | 4,734,775,000 |
Senior Notes due March 1, 2025 [Member] | ||
Debt Instrument [Line Items] | ||
Long-term debt | 1,318,876,000 | 1,318,079,000 |
Debt instrument, face amount | $ 1,325,000,000 | $ 1,325,000,000 |
Stated interest rate | 5.75% | 5.75% |
Maturity date | Mar. 1, 2025 | |
Unamortized discount | $ 6,124,000 | $ 6,921,000 |
Effective interest rate | 5.90% | 5.90% |
Senior Amortizing Notes due June 30, 2022 [Member] | ||
Debt Instrument [Line Items] | ||
Long-term debt | $ 12,470,000 | $ 20,345,000 |
Debt instrument, face amount | $ 47,367,000 | 47,367,000 |
Maturity date | Jun. 30, 2022 | |
Unamortized discount | $ 120,000 | $ 293,000 |
Effective interest rate | 7.44% | 7.44% |
Other [Member] | ||
Debt Instrument [Line Items] | ||
Long-term debt | $ 9,088,000 | $ 18,138,000 |
Term Loan Facility [Member] | ||
Debt Instrument [Line Items] | ||
Long-term debt | 3,321,963,000 | 3,405,552,000 |
Debt instrument, face amount | $ 5,100,000,000 | 5,100,000,000 |
Maturity date | Mar. 1, 2024 | |
Unamortized discount | $ 71,287,000 | $ 87,698,000 |
Effective interest rate | 4.42% | 4.42% |
Revolving Credit Facility [Member] | ||
Debt Instrument [Line Items] | ||
Long-term debt | ||
Debt instrument, face amount | $ 785,000,000 | $ 785,000,000 |
Maturity date | Jul. 3, 2024 |
Interest Rate Cap Agreements (N
Interest Rate Cap Agreements (Narrative) (Details) $ in Thousands | 6 Months Ended |
Sep. 30, 2021USD ($) | |
Derivative [Line Items] | |
Reclassified as interest expense | $ 2,007 |
Fair value derivative net liability | $ 8,857 |
Interest Rate Cap Agreements (S
Interest Rate Cap Agreements (Schedule of Fair Value of Derivative Instruments) (Details) - USD ($) $ in Thousands | Sep. 30, 2021 | Mar. 31, 2021 |
Derivatives Fair Value [Line Items] | ||
Other noncurrent assets, net | $ 503,405 | $ 430,141 |
Accrued expenses | (463,510) | (484,293) |
Other long-term liabilities | (62,411) | (65,572) |
Fair Values of Derivative Instruments Asset (Liability) Derivatives | (8,857) | |
Designated as Hedging Instrument [Member] | Interest Rate Cap Agreements [Member] | ||
Derivatives Fair Value [Line Items] | ||
Other noncurrent assets, net | 8 | |
Accrued expenses | (8,666) | (22,360) |
Other long-term liabilities | (53) | (365) |
Fair Values of Derivative Instruments Asset (Liability) Derivatives | $ (8,711) | $ (22,725) |
Interest Rate Cap Agreements _2
Interest Rate Cap Agreements (Schedule of Effect of Derivative Instruments on Statement of Operations) (Details) - Cash Flow Hedging [Member] - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Derivative Instruments, Gain (Loss) [Line Items] | ||||
Gain (loss) related to derivative financial instruments recognized in other comprehensive income (loss) | $ (502) | $ (2,277) | $ (796) | $ (6,737) |
Gain (loss) related to portion of derivative financial instruments reclassified from accumulated other comprehensive income (loss) to interest expense | $ 543 | $ 281 | $ 956 | $ 557 |
Fair Value Measurements (Narrat
Fair Value Measurements (Narrative) (Details) | Dec. 31, 2020USD ($) |
Fair Value Measurements [Abstract] | |
Contingent consideration liability | $ 0 |
Fair Value Measurements (Schedu
Fair Value Measurements (Schedule of Assets and Liabilities Measured at Fair Value on Recurring Basis) (Details) - USD ($) $ in Thousands | Sep. 30, 2021 | Mar. 31, 2021 |
Derivatives Fair Value [Line Items] | ||
Interest rate cap agreements | $ (8,711) | $ (22,725) |
Total | (8,711) | (22,725) |
Significant Other Observable Inputs (Level 2) | ||
Derivatives Fair Value [Line Items] | ||
Interest rate cap agreements | (8,711) | (22,725) |
Total | $ (8,711) | $ (22,725) |
Fair Value Measurements (Reconc
Fair Value Measurements (Reconciliation of Fair Value Derivative Using Unobservable Inputs) (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Fair Value Measurements [Abstract] | ||||
Balance at beginning of period | $ (550) | $ (3,000) | ||
Gain (loss) included in Other, net | 550 | 3,000 | ||
Balance at end of period |
Fair Value Measurements (Carryi
Fair Value Measurements (Carrying Amount and Estimated Fair Value of Financial Instruments) (Details) - USD ($) $ in Thousands | 6 Months Ended | 12 Months Ended |
Sep. 30, 2021 | Mar. 31, 2021 | |
Carrying [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Cash and cash equivalents | $ 80,414 | $ 113,101 |
Fair Value [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Cash and cash equivalents | 80,414 | 113,101 |
Senior Notes due March 1, 2025 [Member] | Significant Other Observable Inputs (Level 2) | Carrying [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Debt | 1,318,876 | 1,318,079 |
Senior Notes due March 1, 2025 [Member] | Significant Other Observable Inputs (Level 2) | Fair Value [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Debt | 1,338,250 | 1,351,500 |
Senior Amortizing Notes due June 30, 2022 [Member] | Significant Other Observable Inputs (Level 2) | Carrying [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Debt component of tangible equity units | 12,470 | 20,345 |
Senior Amortizing Notes due June 30, 2022 [Member] | Significant Other Observable Inputs (Level 2) | Fair Value [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Debt component of tangible equity units | 12,896 | 21,435 |
Senior Credit Facilities [Member] | Significant Other Observable Inputs (Level 2) | Carrying [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Debt | 3,321,963 | 3,405,552 |
Senior Credit Facilities [Member] | Significant Other Observable Inputs (Level 2) | Fair Value [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Debt | $ 3,389,178 | $ 3,488,883 |
Tangible Equity Units (Narrativ
Tangible Equity Units (Narrative) (Details) $ / shares in Units, $ in Thousands | 1 Months Ended | 6 Months Ended | |
Jul. 31, 2019USD ($)$ / sharesshares | Sep. 30, 2021shares | Sep. 30, 2020shares | |
Tangible Equity Units [Line Items] | |||
Conversion to shares | 3.2051 | ||
Senior Amortizing Note [Member] | |||
Tangible Equity Units [Line Items] | |||
Maturity date | Jun. 30, 2022 | ||
Settlement date | Jun. 30, 2022 | ||
Tangible Equity Units [Member] | |||
Tangible Equity Units [Line Items] | |||
Tangible equity unit offering | shares | 5,750,000 | ||
Total proceeds, net of issuance costs | $ | $ 278,875 | ||
TEU price per share | $ / shares | $ 50 |
Tangible Equity Units (Schedule
Tangible Equity Units (Schedule of Tangible Equity Units Activity) (Details) - Tangible Equity Units [Member] - shares | 1 Months Ended | 6 Months Ended | |
Jul. 31, 2019 | Sep. 30, 2021 | Sep. 30, 2020 | |
Tangible Equity Units [Line Items] | |||
Outstanding at March 31, | 4,833,645 | 5,137,345 | |
Issued | 5,750,000 | ||
Conversions | (779,325) | ||
Outstanding at September 30, | 4,054,320 | 5,137,345 |
Tax Receivable Agreements (Aggr
Tax Receivable Agreements (Aggregate Payments Due Under Tax Receivable Agreements (Details) $ in Thousands | Sep. 30, 2021USD ($) |
Related Party Transaction [Line Items] | |
2023 | $ 46,901 |
2024 | 37,399 |
2025 | 73,822 |
2026 | 123,169 |
Thereafter | 152,885 |
Gross expected payments | 434,176 |
Less: Amounts representing discount | (92,982) |
Total tax receivable agreement obligations | 341,194 |
Less: Current portion due | (46,901) |
Tax receivable agreement long-term obligations | 294,293 |
Related Party Tax Receivable Agreements [Member] | |
Related Party Transaction [Line Items] | |
2023 | 11,392 |
2024 | 10,626 |
2025 | 37,213 |
2026 | 46,623 |
Thereafter | 63,323 |
Gross expected payments | 169,177 |
Less: Amounts representing discount | (60,179) |
Total tax receivable agreement obligations | 108,998 |
Less: Current portion due | (11,392) |
Tax receivable agreement long-term obligations | 97,606 |
McKesson Tax Receivable Agreement [Member] | |
Related Party Transaction [Line Items] | |
2023 | 24,748 |
2024 | 16,478 |
2025 | 20,052 |
2026 | 57,196 |
Thereafter | 39,785 |
Gross expected payments | 158,259 |
Total tax receivable agreement obligations | 158,259 |
Less: Current portion due | (24,748) |
Tax receivable agreement long-term obligations | 133,511 |
Other Tax Receivable Agreements [Member] | |
Related Party Transaction [Line Items] | |
2023 | 10,761 |
2024 | 10,295 |
2025 | 16,557 |
2026 | 19,350 |
Thereafter | 49,777 |
Gross expected payments | 106,740 |
Less: Amounts representing discount | (32,803) |
Total tax receivable agreement obligations | 73,937 |
Less: Current portion due | (10,761) |
Tax receivable agreement long-term obligations | $ 63,176 |
Income Taxes (Summary of Income
Income Taxes (Summary of Income Tax Information) (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Income Taxes [Abstract] | ||||
Income tax provision (benefit) | $ (16,749) | $ (13,388) | $ (25,198) | $ (26,849) |
Effective tax rate | 31.50% | 23.90% | 38.60% | 20.90% |
Net Income (Loss) Per Share (Co
Net Income (Loss) Per Share (Computation of Basic Net Income (Loss) Per Share of Common Stock) (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 6 Months Ended | ||||
Sep. 30, 2021 | Jun. 30, 2021 | Sep. 30, 2020 | Jun. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Net Income (Loss) Per Share [Abstract] | ||||||
Net income (loss) | $ (36,404) | $ (3,605) | $ (42,622) | $ (58,694) | $ (40,009) | $ (101,316) |
Weighted average common shares outstanding | 311,065,959 | 304,172,412 | 309,980,392 | 303,881,424 | ||
Minimum shares issuable under purchase contracts | 12,994,501 | 16,465,704 | 13,328,888 | 16,465,704 | ||
Total weighted average shares outstanding | 324,060,460 | 320,638,116 | 323,309,280 | 320,347,128 | ||
Basic and diluted net income (loss) per share | $ (0.11) | $ (0.13) | $ (0.12) | $ (0.32) |
Net Income (Loss) Per Share (An
Net Income (Loss) Per Share (Antidilutive Securities Excluded from Diluted Net Income (Loss) Per Share) (Details) - shares | 3 Months Ended | 6 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Dilutive Shares Issuable Under Purchase Contracts [Member] | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Antidilutive securities excluded from diluted net income (loss) per share | 1,446,935 | 2,369,987 | ||
Time-Vesting Options [Member] | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Antidilutive securities excluded from diluted net income (loss) per share | 1,655,445 | 681,938 | 1,787,769 | 636,267 |
Restricted Stock Units [Member] | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Antidilutive securities excluded from diluted net income (loss) per share | 3,797,124 | 778,123 | 4,769,824 | 875,084 |
Deferred Stock Units [Member] | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Antidilutive securities excluded from diluted net income (loss) per share | 137,410 | 61,858 | 136,509 | 55,567 |
Related Party Transactions (Nar
Related Party Transactions (Narrative) (Details) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Sep. 30, 2021USD ($) | Sep. 30, 2020USD ($) | Sep. 30, 2021USD ($)$ / employee | Sep. 30, 2020USD ($) | Mar. 31, 2021USD ($) | |
Related Party Transaction [Line Items] | |||||
Long-term debt, excluding current portion | $ 4,643,245 | $ 4,643,245 | $ 4,734,775 | ||
Amount paid related to services received | 4,688 | $ 4,166 | $ 8,941 | $ 9,458 | |
Employer Healthcare Program Agreement [Member] | |||||
Related Party Transaction [Line Items] | |||||
Service fee per participating employee per month | $ / employee | 1 | ||||
Option Agreement [Member[ | McKesson Corporation [Member] | |||||
Related Party Transaction [Line Items] | |||||
Maximum percentage of ownership in the outstanding units of the Joint Venture allowed for option to acquire can be exercised | 5.00% | ||||
Transition Services Agreements [Member] | |||||
Related Party Transaction [Line Items] | |||||
Transition fee income | $ 283 | ||||
Senior Credit Facilities [Member] | GSO-Managed Funds [Member] | |||||
Related Party Transaction [Line Items] | |||||
Long-term debt, excluding current portion | $ 286,096 | $ 286,096 | $ 162,189 |
Related Party Transactions (Sum
Related Party Transactions (Summary of Revenue Recognized and Amounts Paid Related to Service Provided to and from Portfolio Companies) (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Related Party Transactions [Abstract] | ||||
Revenue recognized related to services provided | $ 1,678 | $ 838 | $ 3,448 | $ 1,881 |
Amount paid related to services received | $ 4,688 | $ 4,166 | $ 8,941 | $ 9,458 |
Segment Reporting (Narrative) (
Segment Reporting (Narrative) (Details) | 6 Months Ended |
Sep. 30, 2021segment | |
Segment Reporting [Abstract] | |
Number of reportable segments | 3 |
Segment Reporting (Revenue and
Segment Reporting (Revenue and Adjusted EBITDA for each Reportable Segment) (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Segment Reporting Information [Line Items] | ||||
Net revenue | $ 826,764 | $ 755,936 | $ 1,694,620 | $ 1,450,120 |
Adjusted EBITDA | 246,462 | 231,841 | 529,190 | 428,696 |
Reconciliation of income (loss) before tax provision (benefit) to Adjusted EBITDA | ||||
Income (loss) before income tax provision (benefit) | (53,153) | (56,010) | (65,207) | (128,165) |
Amortization of capitalized software developed for sale | 859 | 12 | 1,576 | 89 |
Depreciation and amortization | 163,469 | 146,869 | 331,681 | 285,409 |
Interest expense | 59,466 | 61,627 | 118,852 | 124,294 |
Equity compensation | 23,745 | 14,331 | 49,911 | 23,914 |
Acquisition accounting adjustments | (1,653) | 34,686 | (2,212) | 83,225 |
Acquisition and divestiture-related costs | 13,765 | 2,337 | 20,159 | 7,458 |
Integration and related costs | 5,933 | 7,536 | 17,301 | 17,894 |
Strategic initiatives, duplicative and transition costs | 14,644 | 3,765 | 24,572 | 8,845 |
Severance costs | 7,303 | 3,172 | 12,023 | 7,876 |
Accretion and changes in estimate, net | 4,355 | 5,293 | 9,087 | 11,188 |
Impairment of long-lived assets and other | 81 | 7,447 | 1,692 | 13,760 |
Loss on extinguishment of debt | 2,232 | 1,489 | 2,232 | 1,489 |
Gain on sale of businesses | (176) | (28,270) | ||
Contingent consideration | (550) | (3,000) | ||
Other non-routine, net | 5,416 | 13 | 7,523 | 2,690 |
Adjusted EBITDA | 246,462 | 231,841 | 529,190 | 428,696 |
Postage and Eliminations [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Net revenue | 19,091 | 24,073 | 36,109 | 51,136 |
Purchase Accounting Adjustment [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Net revenue | (3,278) | (38,909) | (7,740) | (93,909) |
Software and Analytics [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Net revenue | 363,423 | 354,860 | 783,740 | 746,449 |
Adjusted EBITDA | 112,318 | 117,393 | 272,683 | 261,325 |
Reconciliation of income (loss) before tax provision (benefit) to Adjusted EBITDA | ||||
Adjusted EBITDA | 112,318 | 117,393 | 272,683 | 261,325 |
Network Solutions [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Net revenue | 215,600 | 184,095 | 425,061 | 326,921 |
Adjusted EBITDA | 112,986 | 94,508 | 222,474 | 165,011 |
Reconciliation of income (loss) before tax provision (benefit) to Adjusted EBITDA | ||||
Adjusted EBITDA | 112,986 | 94,508 | 222,474 | 165,011 |
Technology-Enabled Services [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Net revenue | 231,928 | 231,817 | 457,450 | 419,523 |
Adjusted EBITDA | 21,158 | 19,940 | 34,033 | 2,360 |
Reconciliation of income (loss) before tax provision (benefit) to Adjusted EBITDA | ||||
Adjusted EBITDA | 21,158 | 19,940 | 34,033 | 2,360 |
Postage [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Net revenue | $ 52,550 | $ 50,023 | $ 103,758 | $ 95,795 |
Accumulated Other Comprehensi_3
Accumulated Other Comprehensive Income (Loss) (Summary Of Accumulated Other Comprehensive Income (Loss)) (Details) - USD ($) $ in Thousands | 3 Months Ended | |||
Sep. 30, 2021 | Jun. 30, 2021 | Sep. 30, 2020 | Jun. 30, 2020 | |
Accumulated Other Comprehensive Income Loss [Line Items] | ||||
Balance | $ 3,263,853 | $ 3,252,228 | $ 3,239,354 | $ 3,285,447 |
Balance | 3,244,166 | 3,263,853 | 3,209,250 | 3,239,354 |
Foreign Currency Translation Adjustment [Member] | ||||
Accumulated Other Comprehensive Income Loss [Line Items] | ||||
Balance | 17,701 | 14,130 | (731) | (7,084) |
Change associated with foreign currency translation | (2,156) | 3,571 | 5,221 | 6,353 |
Balance | 15,545 | 17,701 | 4,490 | (731) |
Cash Flow Hedge [Member] | ||||
Accumulated Other Comprehensive Income Loss [Line Items] | ||||
Balance | (2,790) | (2,909) | (4,472) | (288) |
Change associated with current period hedging | (502) | (294) | (2,277) | (4,459) |
Reclassification into earnings | 543 | 413 | 281 | 275 |
Balance | (2,749) | (2,790) | (6,468) | (4,472) |
Accumulated Other Comprehensive Income (Loss) [Member] | ||||
Accumulated Other Comprehensive Income Loss [Line Items] | ||||
Balance | 14,911 | 11,221 | (5,203) | (7,372) |
Change associated with foreign currency translation | (2,156) | 3,571 | 5,221 | 6,353 |
Change associated with current period hedging | (502) | (294) | (2,277) | (4,459) |
Reclassification into earnings | 543 | 413 | 281 | 275 |
Balance | $ 12,796 | $ 14,911 | $ (1,978) | $ (5,203) |
Subsequent Events (Narrative) (
Subsequent Events (Narrative) (Details) - USD ($) $ in Thousands | 1 Months Ended | 3 Months Ended | 6 Months Ended | ||
Oct. 31, 2021 | Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Subsequent Event [Line Items] | |||||
Loss on extinguishment of debt | $ 2,232 | $ 1,489 | $ 2,232 | $ 1,489 | |
Term Loan Facility [Member] | |||||
Subsequent Event [Line Items] | |||||
Loss on extinguishment of debt | $ 2,232 | ||||
Subsequent Event [Member] | Term Loan Facility [Member] | |||||
Subsequent Event [Line Items] | |||||
Repayment of debt | $ 60,000 | ||||
Loss on extinguishment of debt | $ 1,261 |