Document and Entity Information
Document and Entity Information - shares | 3 Months Ended | |
Jun. 30, 2022 | Jul. 22, 2022 | |
Document And Entity Information [Abstract] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Current Fiscal Year End Date | --03-31 | |
Document Period End Date | Jun. 30, 2022 | |
Document Fiscal Year Focus | 2023 | |
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 | Suite 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 | |
Title of 12(b) Security | Common Stock, par value $0.001 per share | |
Trading Symbol | CHNG | |
Security Exchange Name | NASDAQ | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Large Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 328,308,520 | |
Amendment Flag | false | |
Entity Central Index Key | 0001756497 | |
Document Fiscal Period Focus | Q1 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) $ in Thousands | 3 Months Ended | |
Jun. 30, 2022 | Jun. 30, 2021 | |
Total revenue | $ 884,469 | $ 867,856 |
Operating expenses | ||
Cost of operations (exclusive of depreciation and amortization below) | 357,096 | 352,063 |
Research and development | 74,197 | 71,240 |
Sales, marketing, general and administrative | 197,886 | 177,955 |
Customer postage | 53,126 | 51,208 |
Depreciation and amortization | 171,722 | 168,211 |
Accretion and changes in estimate with related parties, net | 3,189 | 3,037 |
Total operating expenses | 857,216 | 823,714 |
Operating income (loss) | 27,253 | 44,142 |
Non-operating (income) expense | ||
Interest expense, net | 56,870 | 59,386 |
Loss on extinguishment of debt | 390 | |
Other, net | 2,472 | (3,189) |
Total non-operating (income) expense | 59,732 | 56,197 |
Income (loss) before income tax provision (benefit) | (32,479) | (12,055) |
Income tax provision (benefit) | (9,311) | (8,450) |
Net income (loss) | $ (23,168) | $ (3,605) |
Net income (loss) per share: | ||
Basic | $ (0.07) | $ (0.01) |
Diluted | $ (0.07) | |
Weighted average common shares outstanding: | ||
Basic | 326,562,482 | 322,546,171 |
Diluted | 326,562,482 | |
Solutions [Member] | ||
Total revenue | $ 831,343 | $ 816,648 |
Postage [Member] | ||
Total revenue | $ 53,126 | $ 51,208 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Income (Loss) - USD ($) $ in Thousands | 3 Months Ended | |
Jun. 30, 2022 | Jun. 30, 2021 | |
Consolidated Statements of Comprehensive Income (Loss) [Abstract] | ||
Net income (loss) | $ (23,168) | $ (3,605) |
Other comprehensive income (loss): | ||
Foreign currency translation adjustment | (12,098) | 3,571 |
Changes in fair value of interest rate caps, net of taxes | 6,159 | 119 |
Other comprehensive income (loss) | (5,939) | 3,690 |
Total comprehensive income (loss) | $ (29,107) | $ 85 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Jun. 30, 2022 | Mar. 31, 2022 |
Current assets: | ||
Cash & cash equivalents | $ 94,009 | $ 252,298 |
Accounts receivable, net | 717,684 | 720,122 |
Contract assets, net | 130,351 | 162,828 |
Prepaid expenses and other current assets | 204,357 | 177,659 |
Total current assets | 1,146,401 | 1,312,907 |
Property and equipment, net | 126,781 | 141,340 |
Operating lease right-of-use assets, net | 61,423 | 65,680 |
Goodwill | 4,101,659 | 4,112,904 |
Intangible assets, net | 3,587,019 | 3,699,603 |
Other noncurrent assets, net | 613,698 | 600,061 |
Total assets | 9,636,981 | 9,932,495 |
Current liabilities: | ||
Accounts payable | 85,208 | 104,273 |
Accrued expenses | 383,368 | 461,506 |
Deferred revenue | 409,952 | 469,098 |
Due to related parties, net | 29,560 | 13,057 |
Current portion of long-term debt | 4,708 | 10,006 |
Current portion of operating lease liabilities | 20,009 | 21,726 |
Total current liabilities | 932,805 | 1,079,666 |
Long-term debt, excluding current portion | 4,486,565 | 4,580,087 |
Long-term operating lease liabilities | 48,580 | 52,286 |
Deferred income tax liabilities | 555,616 | 563,606 |
Tax receivable agreement obligations due to related parties | 79,503 | 104,863 |
Tax receivable agreement obligations | 174,445 | 202,762 |
Other long-term liabilities | 68,581 | 73,118 |
Total liabilities | 6,346,095 | 6,656,388 |
Commitments and contingencies | ||
Stockholders' Equity | ||
Common Stock (par value, $0.001), 9,000,000,000 and 9,000,000,000 shares authorized and 326,971,095 and 313,131,714 shares issued and outstanding at June 30, 2022 and March 31, 2022, respectively | 327 | 313 |
Preferred stock (par value, $0.001), 900,000,000 shares authorized and no shares issued and outstanding at both June 30, 2022 and March 31, 2022 | ||
Additional paid-in capital | 4,384,631 | 4,340,759 |
Accumulated other comprehensive income (loss) | 29,177 | 35,116 |
Accumulated deficit | (1,123,249) | (1,100,081) |
Total stockholders' equity | 3,290,886 | 3,276,107 |
Total liabilities and stockholders' equity | $ 9,636,981 | $ 9,932,495 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - $ / shares | Jun. 30, 2022 | Mar. 31, 2022 |
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 | 326,971,095 | 313,131,714 |
Common Stock, shares outstanding | 326,971,095 | 313,131,714 |
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] | Accumulated Other Comprehensive Income (Loss) [Member] | Total |
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 tangible equity units | $ (1) | (13,015) | (13,016) | ||
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, 2022 | $ 313 | 4,340,759 | (1,100,081) | 35,116 | 3,276,107 |
Balance, shares at Mar. 31, 2022 | 313,131,714 | ||||
Equity compensation expense | 49,064 | 49,064 | |||
Issuance of tangible equity units | (6,407) | (6,407) | |||
Issuance of common stock under equity compensation plans | $ 1 | 1,364 | 1,365 | ||
Issuance of common stock under equity compensation plans, shares | 1,130,552 | ||||
Employee tax withholding on vesting of equity compensation awards | (6,407) | (6,407) | |||
Employee tax withholding on vesting of equity compensation awards, shares | (285,667) | ||||
Net income (loss) | (23,168) | (23,168) | |||
Foreign currency translation adjustment | (12,098) | (12,098) | |||
Change in fair value of interest rate caps, net of taxes | 6,159 | 6,159 | |||
Conversion of tangible equity units | $ 7 | (7) | |||
Conversion of tangible equity units, shares | 6,660,905 | ||||
Settlement of tangible equity units | $ 6 | (6) | |||
Settlement of tangible equity units, shares | 6,333,591 | ||||
Other | (136) | (136) | |||
Balance at Jun. 30, 2022 | $ 327 | $ 4,384,631 | $ (1,123,249) | $ 29,177 | $ 3,290,886 |
Balance, shares at Jun. 30, 2022 | 326,971,095 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 3 Months Ended | |
Jun. 30, 2022 | Jun. 30, 2021 | |
Cash flows from operating activities: | ||
Net income (loss) | $ (23,168) | $ (3,605) |
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities: | ||
Depreciation and amortization | 171,722 | 168,211 |
Amortization of capitalized software developed for sale | 1,302 | 717 |
Accretion and changes in estimate, net | 4,800 | 4,732 |
Equity compensation | 49,961 | 26,166 |
Deferred income tax expense (benefit) | (10,411) | (8,989) |
Amortization of debt discount and issuance costs | 7,770 | 7,910 |
Loss on extinguishment of debt | 390 | |
Non-cash lease expense | 5,681 | 7,007 |
Other, net | 3,916 | 249 |
Changes in operating assets and liabilities: | ||
Accounts receivable, net | 1,991 | (11,773) |
Contract assets, net | 30,028 | (3,090) |
Prepaid expenses and other assets | (20,811) | (25,029) |
Accounts payable | (2,481) | 34,722 |
Accrued expenses and other liabilities | (75,394) | (53,649) |
Deferred revenue | (61,981) | (33,472) |
Net cash provided by (used in) operating activities | 83,315 | 110,107 |
Cash flows from investing activities: | ||
Capitalized expenditures | (79,535) | (66,006) |
Other, net | (1,000) | |
Net cash provided by (used in) investing activities | (79,535) | (67,006) |
Cash flows from financing activities: | ||
Payments on Senior Notes | (100,000) | |
Payments under tax receivable agreements | (48,462) | (21,537) |
Receipts (payments) on derivative instruments | (410) | (7,364) |
Employee tax withholding on vesting of equity compensation awards | (6,407) | (13,015) |
Payments on deferred financing obligations | (2,331) | (6,796) |
Payment of senior amortizing notes | (4,254) | (3,965) |
Proceeds from exercise of equity awards | 1,274 | 5,225 |
Other, net | (58) | (116) |
Net cash provided by (used in) financing activities | (160,648) | (47,568) |
Effect of exchange rate changes on cash and cash equivalents | (1,421) | 470 |
Net increase (decrease) in cash and cash equivalents | (158,289) | (3,997) |
Cash and cash equivalents at beginning of period | 252,298 | 113,101 |
Cash and cash equivalents at end of period | $ 94,009 | $ 109,104 |
Nature of Business and Organiza
Nature of Business and Organization | 3 Months Ended |
Jun. 30, 2022 | |
Nature of Business and Organization [Abstract] | |
Nature of Business and Organization | 1. Nature of Business and Organization Change Healthcare Inc. (the “Company”, “our” or “we”) is a 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, enterprise imaging solutions, 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 “Joint Venture”), a joint venture between the Company and McKesson Corporation (“McKesson”). 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 Company’s 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 (“SpinCo”). Immediately following consummation of the exchange offer, SpinCo was merged with and into Change Healthcare Inc. (the “Merger”). 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 “UHG Agreement”) with UnitedHealth Group Incorporated (“UnitedHealth Group”) and UnitedHealth Group’s 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 Company’s common stock for $ 25.75 per share in cash (the “UHG Transaction”). 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. If UnitedHealth Group terminates the UHG Agreement after we materially breach the agreement, and we fail to cure such breach, and then within 12 months of such termination we enter into an alternative transaction to sell the Company, or if our Board recommends to our stockholders that they approve an alternative transaction to sell the Company, and such alternative transaction is subsequently consummated, then we may be required to pay UnitedHealth Group a termination fee of $ 300 million at the time such alternative transaction is consummated. On February 24, 2022, the U.S. Department of Justice (“DOJ’) and certain other parties commenced litigation to block the UHG Transaction, and the Company continues to support UnitedHealth Group in working toward closing the UHG Transaction. Trial for that action commenced on August 1, 2022. On April 4, 2022, the parties to the UHG Agreement entered into a waiver (the “Waiver”) pursuant to which, among other things, the Company and UnitedHealth Group each waived its right to terminate the UHG Agreement due to a failure of the UHG Transaction to have been consummated by the Outside Date (as defined in the UHG Agreement) until the earlier of (i) 5:00 p.m. (New York time) on the tenth business day following a final order (whether or not appealable) issued by the U.S. District Court for the District of Columbia (the “Trial Court”) with respect to the complaint filed by the DOJ and certain other parties regarding the UHG Transaction that permanently prohibits the consummation of the UHG Transaction and (ii) 11:59 p.m. (New York time) on December 31, 2022 (the “Waiver Period”); provided, that if (A) the Trial Court issues a final order that permits the consummation of the UHG Transaction (whether or not subject to conditions), (B) any plaintiff appeals such order and (C) the ability to consummate the UHG Transaction is enjoined or otherwise prohibited by a governmental entity pending such appeal, then the Waiver Period may be extended by either UnitedHealth Group or the Company (in each case, acting in its sole discretion) to 5:00 p.m. (New York time) on March 31, 2023, by providing written notice to the other party prior to 11:59 p.m. (New York time) on December 31, 2022. The Waiver provides that, if the Company or UnitedHealth Group terminates the UHG Agreement pursuant to Sections 9.2(a) or 9.2(c) of the UHG Agreement at a time when any of the conditions to the closing set forth in Sections 8.1(b), 8.1(c) (in connection with a legal restraint of a governmental antitrust entity) or 8.2(c) of the UHG Agreement has not been satisfied or, to the extent permitted by applicable law, waived, UnitedHealth Group will pay to the Company an amount equal to $ 650 million. The Waiver also provides that the Company may declare and pay a one-time special dividend of up to $ 2.00 in cash per each issued and outstanding share of common stock of the Company, with a record date and payment date to be determined in the sole discretion of our Board (or a committee thereof). We expect to pay the dividend at or about the time of closing of the UHG Transaction. On April 22, 2022, UnitedHealth Group, as seller, entered into an equity purchase agreement and related agreements relating to the sale of the Company’s claims editing business (“ClaimsXten”) to an affiliate of investment funds of TPG Capital for a base purchase price in cash equal to $ 2.2 billion (subject to customary adjustments). Consummation of the transaction is contingent on a number of conditions, including the consummation of the UHG Transaction. COVID-19 Considerations On March 11, 2020, the World Health Organization declared the coronavirus (“COVID-19”) 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 2021 and the first half of 2022 , the global economy has with certain setbacks, beg u n reopening and wider distribution of vaccines will likely continue to 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. Accordingly, the full extent of the impact of COVID-19 on the global economy generally, and on the Company’s business, in particular, remains uncertain. 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 . Change in Reportable Segments Historically, the Company had three reportable segments: Software and Analytics, Network Solutions and Technology-Enabled Services . During the first quarter of fiscal year 2023, the Company reassessed its segment reporting structure due to changes in the way we manage our business and view operating results . As a result, the Company has established its Enterprise Imaging business, which was previously included in its Software and Analytics segment, as a standalone fourth reportable segment. Prior period segment information contained herein has been adjusted to reflect the Company’s new operating and reporting structure. For more information, see Note 14, Segment Reporting . |
Significant Accounting Policies
Significant Accounting Policies | 3 Months Ended |
Jun. 30, 2022 | |
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 (“GAAP”) 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 (“SEC”) 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 (“ASC 606”). 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. Incremental expense resulting from any award modifications are recorded over the modified vesting period. See Note 16, Equity Compensation , for additional information. Allowance for Credit Losses The allowance for credit losses of $ 16,996 and $ 22,224 at June 30, 2022 and March 31, 2022, 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: Three Months Ended June 30, 2022 2021 Balance at beginning of period $ 22,224 $ 24,126 Provisions 190 1,477 Write-offs ( 5,418 ) ( 2,523 ) Balance at end of period $ 16,996 $ 23,080 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 – 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. Derivatives and Convertible Instruments On April 1, 2022, we adopted ASU No. 2020-06, which simplifies the accounting for convertible instruments and amends the guidance addressing the derivatives scope exception for contracts in an entity’s own equity. However, given the forward purchase contracts of our previously outstanding Tangible Equity Units (“TEUs”) qualified for the derivatives scope exception and were accounted for under that guidance, there was not a material impact upon adoption. Accounting Pronouncements Not Yet Adopted Contract Assets and Liabilities from Contracts with Customers In October 2021, the FASB issued ASU No. 2021-08, which improves the accounting for revenue contracts with customers acquired in a business combination by addressing diversity in practice and requiring the acquirer to measure contract assets and liabilities acquired in accordance with ASC 606. The standard is scheduled to be effective for us beginning April 1, 2023, with early adoption permitted. Once adopted, the updated guidance could potentially have a material impact on the amount of assets, liabilities, and revenue recognized from acquired businesses, depending on the size and nature of those transactions. |
Revenue Recognition
Revenue Recognition | 3 Months Ended |
Jun. 30, 2022 | |
Revenue Recognition [Abstract] | |
Revenue Recognition | 3. Revenue Recognition We generate most of our solutions revenue using technology solutions (generally Software as a Service (“SaaS”)) 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 June 30, 2022, we expect 93 % of the deferred revenue balance to be recognized in one year or less. Approximately $ 139,431 of the balance at the beginning of fiscal year 2023 was recognized during the three months ended June 30, 2022. Approximately $ 159,230 of the balance at the beginning of fiscal year 2022 was recognized during the three months ended June 30, 2021. 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 June 30, 2022, remaining performance obligations totaled $ 1,392,784 , of which 52 % is expected to be recognized over the next 12 months , and the remaining 48 % 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 include 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 14, Segment Reporting , for total revenue disaggregated by operating segment for the three months ended June 30, 2022. 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 each of the three months ended June 30, 2022 and 2021, 94 % of revenue was recognized over time and 6 % of revenue was recognized at a point in time. |
Goodwill
Goodwill | 3 Months Ended |
Jun. 30, 2022 | |
Goodwill [Abstract] | |
Goodwill | 4. Goodwill During the first quarter of fiscal year 2023, we made certain changes in the way we manage our business and view operating results. Management now views the Company’s operating results based on four reportable segments: Software and Analytics, Network Solutions, Enterprise Imaging and Technology-Enabled Services. The operating results of Enterprise Imaging were previously included in the operating results of Software and Analytics. See Note 14, Segment Reporting , for further information. The following table presents the changes in the carrying amount of goodwill: Software and Analytics Network Solutions Enterprise Imaging Technology-Enabled Services Total Balance at March 31, 2022 $ 1,479,534 $ 2,012,663 $ 252,025 $ 368,682 $ 4,112,904 Effects of foreign currency — — ( 11,245 ) — ( 11,245 ) Balance at June 30, 2022 $ 1,479,534 $ 2,012,663 $ 240,780 $ 368,682 $ 4,101,659 |
Long-Term Debt
Long-Term Debt | 3 Months Ended |
Jun. 30, 2022 | |
Long-Term Debt [Abstract] | |
Long-Term Debt | 5. Long-Term Debt Long-term debt consists of the following: June 30, 2022 March 31, 2022 Senior Credit Facilities $ 5,100,000 Term Loan Facility, due March 1, 2024 , net of unamortized discount of $ 48,754 and $ 55,763 at June 30, 2022 and March 31, 2022, respectively (effective interest rate of 4.42% and 4.42%, respectively) $ 3,264,496 $ 3,257,487 $ 785,000 Revolving Facility, expiring July 3, 2024 , and bearing interest at a variable interest rate — — Senior Notes $ 1,325,000 5.75 % Senior Notes due March 1, 2025 , net of unamortized discount of $ 4,509 and $ 5,303 at June 30, 2022 and March 31, 2022, respectively (effective interest rate of 5.90% and 5.90%, respectively) 1,220,491 1,319,697 Tangible Equity Unit Senior Amortizing Note $ 47,367 Senior Amortizing Notes due June 30, 2022 , net of unamortized discount of $ 0 and $ 20 at June 30, 2022 and March 31, 2022, respectively (effective interest rate of 7.44 % as of March 31, 2022) — 4,234 Other 6,286 8,675 Less current portion ( 4,708 ) ( 10,006 ) Long-term debt, excluding current portion $ 4,486,565 $ 4,580,087 Our long-term indebtedness includes a senior secured term loan facility (the “Term Loan Facility”) and a revolving credit facility (the “Revolving Facility”; together with the Term Loan Facility, the “Senior Credit Facilities”). 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 “Senior Notes”) with interest payable semi-annually on March 1 and September 1 of each year. As of June 30, 2022, we were in compliance with all of the applicable covenants under the Senior Credit Facilities and the Senior Notes. In the first quarter of fiscal year 2023, we repaid $ 100,000 on our Senior Notes and recognized a loss on extinguishment of $ 390 in our consolidated statement of operations. On June 30, 2022, we made our final payment on the Tangible Equity Unit Senior Amortizing Note. See Note 8, Tangible Equity Units, for further details. |
Interest Rate Cap Agreements
Interest Rate Cap Agreements | 3 Months Ended |
Jun. 30, 2022 | |
Interest Rate Cap Agreements [Abstract] | |
Interest Rate Cap Agreements | 6. 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. During fiscal year 2022, two of our interest rate cap agreements expired on December 31, 2021 . These agreements had a combined notional amount of $ 1,500,000 . At June 30, 2022, 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. Our outstanding instruments expire on March 31, 2024 . 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 $ 18,424 will be reclassified as a decrease 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 June 30, 2022 March 31, 2022 Interest rate cap agreements Prepaid and other current assets $ 19,286 $ 7,214 Interest rate cap agreements Other noncurrent assets, net 14,842 18,257 Total $ 34,128 $ 25,471 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 June 30, Derivative financial instruments in cash flow hedging relationships: 2022 2021 Gain (loss) related to derivative financial instruments recognized in other comprehensive income (loss) $ 8,265 $ ( 294 ) (Gain) loss related to portion of derivative financial instruments reclassified from accumulated other comprehensive (income) loss to interest expense $ 367 $ 413 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 June 30, 2022 and March 31, 2022, each of our derivative financial instruments was in a net asset position. 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 | 3 Months Ended |
Jun. 30, 2022 | |
Fair Value Measurements [Abstract] | |
Fair Value Measurements | 7. 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 June 30, 2022: Interest rate cap agreements $ 34,128 $ — $ 34,128 $ — Total $ 34,128 $ — $ 34,128 $ — Balance at March 31, 2022: Interest rate cap agreements $ 25,471 $ — $ 25,471 $ — Total $ 25,471 $ — $ 25,471 $ — 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 counterparty’s 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 June 30, 2022, 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. Assets and Liabilities Measured at Fair Value upon Initial Recognition The carrying amount and the fair value of financial instruments held as of June 30, 2022 and March 31, 2022 were as follows: June 30, 2022 March 31, 2022 Carrying Amount Fair Value Carrying Amount Fair Value Cash and cash equivalents $ 94,009 $ 94,009 $ 252,298 $ 252,298 Senior Credit Facilities (Level 2) $ 3,264,496 $ 3,230,419 $ 3,257,487 $ 3,288,401 Senior Notes (Level 2) $ 1,220,491 $ 1,194,375 $ 1,319,697 $ 1,316,785 Debt component of tangible equity units (Level 2) $ — $ — $ 4,234 $ 4,284 |
Tangible Equity Units
Tangible Equity Units | 3 Months Ended |
Jun. 30, 2022 | |
Tangible Equity Units [Abstract] | |
Tangible Equity Units | 8. 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 had a stated amount of $ 50 , was comprised of a stock purchase contract and a senior amortizing note due June 30, 2022 . Each senior amortizing note had an initial principal amount of $ 8.2378 and bore interest at 5.5 % per year. On each March 30, June 30, September 30 and December 30, we paid equal quarterly cash installments of $ 0.7500 per amortizing note (except for the September 30, 2019 installment payment, which was $ 0.7417 per amortizing note). Each installment constituted a payment of interest and partial payment of principal. Holders of the purchase contracts had the ability to elect to early settle prior to the automatic settlement date of 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. Holders that elected to settle prior to the automatic settlement date are included in “Conversions” in the table below. On June 30, 2022, we made our final payment on the senior amortizing notes and the remaining outstanding purchase contracts were settled into shares of common stock at a rate of 3.2051 shares per purchase contract. The automatic settlements are included in “Settlements” in the table below. The following table summarizes TEU activity: Tangible Equity Units Outstanding at March 31, 2022 4,054,320 Conversions ( 2,078,222 ) Settlements ( 1,976,098 ) Outstanding at June 30, 2022 — |
Tax Receivable Agreements
Tax Receivable Agreements | 3 Months Ended |
Jun. 30, 2022 | |
Tax Receivable Agreements [Abstract] | |
Tax Receivable Agreements | 9. Tax Receivable Agreements As of June 30, 2022, 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 2023 $ — $ — $ — $ — 2024 29,560 15,092 15,120 59,772 2025 28,998 38,184 14,513 81,695 2026 48,684 16,108 19,899 84,691 2027 8,506 32,093 9,330 49,929 Thereafter 40,773 34,950 37,098 112,821 Gross expected payments 156,521 136,427 95,960 388,908 Less: Amounts representing discount ( 47,458 ) — ( 27,730 ) ( 75,188 ) Total tax receivable agreement obligations 109,063 136,427 68,230 313,720 Less: Current portion due ( 29,560 ) ( 15,092 ) ( 15,120 ) ( 59,772 ) Tax receivable agreement long-term obligations $ 79,503 $ 121,335 $ 53,110 $ 253,948 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 | 3 Months Ended |
Jun. 30, 2022 | |
Income Taxes [Abstract] | |
Income Taxes | 10. Income Taxes The following table summarizes income tax information: Three Months Ended June 30, 2022 2021 Income tax provision (benefit) $ ( 9,311 ) $ ( 8,450 ) Effective tax rate 28.7 % 70.1 % For the three months ended June 30, 2022, 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. For the three months ended June 30, 2021, fluctuations in our reported income tax rates from the statutory rate are primarily due to impacts of equity compensation and benefits recognized for certain incentive tax credits resulting from research and experimental expenditures. |
Net Income (Loss) Per Share
Net Income (Loss) Per Share | 3 Months Ended |
Jun. 30, 2022 | |
Net Income (Loss) Per Share [Abstract] | |
Net Income (Loss) Per Share | 11. Net Income (Loss) Per Share The following table sets forth the computation of net income (loss) per share of common stock: Three Months Ended June 30, Basic net income (loss) per share: 2022 2021 Numerator: Net income (loss) $ ( 23,168 ) $ ( 3,605 ) Denominator: Weighted average common shares outstanding 318,127,831 308,882,895 Minimum shares issuable under purchase contracts 8,434,651 13,663,276 Total weighted average shares outstanding 326,562,482 322,546,171 Basic net income (loss) per share $ ( 0.07 ) $ ( 0.01 ) Due to their antidilutive effect, the following securities have been excluded from diluted net income (loss) per share: Three Months Ended June 30, 2022 2021 Restricted Share Units 5,332,098 5,285,690 Time-Vesting Options 2,052,162 1,916,531 Deferred Stock Units 184,852 108,159 Performance Stock Units 847,682 — |
Legal Proceedings
Legal Proceedings | 3 Months Ended |
Jun. 30, 2022 | |
Legal Proceedings [Abstract] | |
Legal Proceedings | 12. 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 (“Section 14(a) Actions”). 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. § 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 . In addition, on February 24, 2022, the U.S. Department of Justice and certain other parties (including the Attorneys General for the States of New York and Minnesota) filed suit in the U.S. District Court for the District of Columbia to block the UHG Transaction. Trial for that action, which is captioned U.S. et al., v. UnitedHealth Group Inc. , et al., No. 22-cv-00481 (DDC), commenced on August 1, 2022. 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 | 3 Months Ended |
Jun. 30, 2022 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | 13. Related Party Transactions Term Loans Held by Related Party Affiliates of Blackstone Inc. (“Blackstone”) 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 “GSO-managed funds”) held a portion of the term loans under our Senior Credit Facilities. GSO Advisor Holdings LLC (“GSO Advisor”) 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 June 30, 2022 and March 31, 2022, the GSO-managed funds held $ 191,049 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 services provided to and from Blackstone portfolio companies: Three Months Ended June 30, 2022 2021 Revenue recognized related to services provided $ 979 $ 1,770 Amount paid related to services received $ 4,079 $ 4,253 Employer Healthcare Program Agreement with Equity Healthcare Effective January 1, 2021, we entered into an employer health program agreement with Equity Healthcare LLC (“Equity Healthcare”), an affiliate of Blackstone, whereby Equity Healthcare provides certain negotiating, monitoring and other services in connection with certain of our health benefit plans. In consideration for Equity Healthcare’s services, we pay a fee of $ 3.25 per participating employee per month. |
Segment Reporting
Segment Reporting | 3 Months Ended |
Jun. 30, 2022 | |
Segment Reporting [Abstract] | |
Segment Reporting | 14. Segment Reporting During the first quarter of fiscal year 2023, we made certain changes in the way we manage our business and view operating results. Specifically, we made the following changes: E stablished the Enterprise Imaging business as a standalone reportable segment under its own general manager, reporting directly to our chief executive officer. This business was previously presented within the Software and Analytics reportable segment . Shifted responsibility for certain products from one reportable segment to another to better align our portfolio of service offerings, which will impact the Technology-Enabled Services, Network Solutions, and Software and Analytics reportable segments. Segment information presented below reflects the above changes, including retrospective adjustment to any historical segment information presented. Management now views the Company’s operating results based on four reportable segments: Software and Analytics, Network Solutions, Enterprise Imaging 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, and risk adjustment and quality performance. 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. Enterprise Imaging The Enterprise Imaging segment provides locally-hosted and cloud-native technologies for medical imaging, including radiology, cardiology and hemodynamic solutions. The suite of products supports operational, clinical and financial outcomes for imaging providers. 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 months ended June 30, 2022 and 2021 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 June 30, 2022 2021 Segment Revenue Software and Analytics $ 344,927 $ 337,823 Network Solutions 223,283 218,264 Enterprise Imaging 83,085 82,396 Technology-Enabled Services 213,169 216,776 Postage and Eliminations (1) 20,005 17,058 Purchase Accounting Adjustment (2) — ( 4,461 ) Net Revenue $ 884,469 $ 867,856 Segment Adjusted EBITDA Software and Analytics $ 144,973 $ 137,028 Network Solutions 111,433 113,617 Enterprise Imaging 18,648 19,960 Technology-Enabled Services 5,126 12,123 Adjusted EBITDA $ 280,180 $ 282,728 Reconciliation of income (loss) before tax provision (benefit) to Adjusted EBITDA Income (loss) before income tax provision (benefit) $ ( 32,479 ) $ ( 12,055 ) Amortization of capitalized software developed for sale 1,302 717 Depreciation and amortization 171,722 168,211 Interest expense 56,870 59,386 Equity compensation 49,961 26,166 Acquisition accounting adjustments ( 4,613 ) ( 559 ) Acquisition and divestiture-related costs 17,944 6,394 Integration and related costs 1,428 11,368 Strategic initiatives, duplicative and transition costs 5,629 9,928 Severance costs 2,482 4,720 Accretion and changes in estimate, net 4,800 4,732 Impairment of long-lived assets and other 1,161 1,612 Loss on extinguishment of debt 390 — Other non-routine, net 3,583 2,108 Adjusted EBITDA $ 280,180 $ 282,728 (1) Revenue for the Postage and Eliminations segment includes postage revenue of $ 53,126 and $ 51,208 for the three months ended June 30, 2022 and 2021, 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) | 3 Months Ended |
Jun. 30, 2022 | |
Accumulated Other Comprehensive Income (Loss) [Abstract] | |
Accumulated Other Comprehensive Income (Loss) | 15. Accumulated Other Comprehensive Income (Loss) The following is a summary of the accumulated other comprehensive income (loss) activity. Foreign Currency Accumulated Other Translation Cash Flow Comprehensive Adjustment Hedge Income (Loss) Balance at March 31, 2021 $ 14,130 $ ( 2,909 ) $ 11,221 Change associated with foreign currency translation 3,571 — 3,571 Change associated with current period hedging — ( 294 ) ( 294 ) Reclassification into earnings — 413 413 Balance at June 30, 2021 $ 17,701 $ ( 2,790 ) $ 14,911 Balance at March 31, 2022 $ 17,871 $ 17,245 $ 35,116 Change associated with foreign currency translation ( 12,098 ) — ( 12,098 ) Change associated with current period hedging — 5,792 5,792 Reclassification into earnings — 367 367 Balance at June 30, 2022 $ 5,773 $ 23,404 $ 29,177 |
Equity Compensation
Equity Compensation | 3 Months Ended |
Jun. 30, 2022 | |
Equity Compensation [Abstract] | |
Equity Compensation | 16. Equity Compensation During the first quarter of fiscal year 2023, we granted approximately 5.1 million Restricted Stock Units (“RSUs “) to our employees under the Omnibus Incentive Plan. The RSUs are subject to a graded vesting schedule over three years in which the awards vest on a quarterly basis. Upon vesting, the RSUs are settled for shares of common stock. During the first quarter of fiscal year 2023, the terms of the Company’s outstanding Exit-Vesting Options were modified to permit, in addition to existing vesting provisions, time-based vesting to occur in three equal annual installments on June 30, 2022, 2023 and 2024. Expense is expected to be recognized for these awards over the modified vesting period, subject to other existing vesting conditions (i.e., Blackstone selling its interests). During the first quarter of fiscal year 2023, the terms of the Performance Share Units (“PSUs”) were modified to update the vesting date to July 2, 2022 (from the original July 2, 2023 vesting date). Additionally, the Compensation Committee exercised its discretion to certify performance at target, resulting in 100 % of the PSUs being earned. The remaining unrecognized expense at the time of modification will be recognized over the accelerated vesting period (i.e., from June 1, 2022 through July 2, 2022). During the three months ended June 30, 2022 and 2021, we recognized $ 49,961 and $ 26,166 of equity compensation expense, respectively. At June 30, 2022, aggregate unrecognized compensation expense related to outstanding awards was $ 261,373 . 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. |
Subsequent Events
Subsequent Events | 3 Months Ended |
Jun. 30, 2022 | |
Subsequent Events [Abstract] | |
Subsequent Events | 17. Subsequent Events In July 2022, we made a voluntary repayment on the Senior Notes of $ 50,000 and recorded a loss on extinguishment of debt of approximately $ 184 . |
Significant Accounting Polici_2
Significant Accounting Policies (Policy) | 3 Months Ended |
Jun. 30, 2022 | |
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 (“GAAP”) 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 (“SEC”) 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 (“ASC 606”). 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. Incremental expense resulting from any award modifications are recorded over the modified vesting period. See Note 16, Equity Compensation , for additional information. |
Allowance for Credit Losses | Allowance for Credit Losses The allowance for credit losses of $ 16,996 and $ 22,224 at June 30, 2022 and March 31, 2022, 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: Three Months Ended June 30, 2022 2021 Balance at beginning of period $ 22,224 $ 24,126 Provisions 190 1,477 Write-offs ( 5,418 ) ( 2,523 ) Balance at end of period $ 16,996 $ 23,080 |
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 – 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. Derivatives and Convertible Instruments On April 1, 2022, we adopted ASU No. 2020-06, which simplifies the accounting for convertible instruments and amends the guidance addressing the derivatives scope exception for contracts in an entity’s own equity. However, given the forward purchase contracts of our previously outstanding Tangible Equity Units (“TEUs”) qualified for the derivatives scope exception and were accounted for under that guidance, there was not a material impact upon adoption. Accounting Pronouncements Not Yet Adopted Contract Assets and Liabilities from Contracts with Customers In October 2021, the FASB issued ASU No. 2021-08, which improves the accounting for revenue contracts with customers acquired in a business combination by addressing diversity in practice and requiring the acquirer to measure contract assets and liabilities acquired in accordance with ASC 606. The standard is scheduled to be effective for us beginning April 1, 2023, with early adoption permitted. Once adopted, the updated guidance could potentially have a material impact on the amount of assets, liabilities, and revenue recognized from acquired businesses, depending on the size and nature of those transactions. |
Significant Accounting Polici_3
Significant Accounting Policies (Tables) | 3 Months Ended |
Jun. 30, 2022 | |
Significant Accounting Policies [Abstract] | |
Summary of Activity Related to Allowance for Credit Losses | Three Months Ended June 30, 2022 2021 Balance at beginning of period $ 22,224 $ 24,126 Provisions 190 1,477 Write-offs ( 5,418 ) ( 2,523 ) Balance at end of period $ 16,996 $ 23,080 |
Goodwill (Tables)
Goodwill (Tables) | 3 Months Ended |
Jun. 30, 2022 | |
Goodwill [Abstract] | |
Schedule of Goodwill | Software and Analytics Network Solutions Enterprise Imaging Technology-Enabled Services Total Balance at March 31, 2022 $ 1,479,534 $ 2,012,663 $ 252,025 $ 368,682 $ 4,112,904 Effects of foreign currency — — ( 11,245 ) — ( 11,245 ) Balance at June 30, 2022 $ 1,479,534 $ 2,012,663 $ 240,780 $ 368,682 $ 4,101,659 |
Long-Term Debt (Tables)
Long-Term Debt (Tables) | 3 Months Ended |
Jun. 30, 2022 | |
Long-Term Debt [Abstract] | |
Schedule of Long-Term Debt | June 30, 2022 March 31, 2022 Senior Credit Facilities $ 5,100,000 Term Loan Facility, due March 1, 2024 , net of unamortized discount of $ 48,754 and $ 55,763 at June 30, 2022 and March 31, 2022, respectively (effective interest rate of 4.42% and 4.42%, respectively) $ 3,264,496 $ 3,257,487 $ 785,000 Revolving Facility, expiring July 3, 2024 , and bearing interest at a variable interest rate — — Senior Notes $ 1,325,000 5.75 % Senior Notes due March 1, 2025 , net of unamortized discount of $ 4,509 and $ 5,303 at June 30, 2022 and March 31, 2022, respectively (effective interest rate of 5.90% and 5.90%, respectively) 1,220,491 1,319,697 Tangible Equity Unit Senior Amortizing Note $ 47,367 Senior Amortizing Notes due June 30, 2022 , net of unamortized discount of $ 0 and $ 20 at June 30, 2022 and March 31, 2022, respectively (effective interest rate of 7.44 % as of March 31, 2022) — 4,234 Other 6,286 8,675 Less current portion ( 4,708 ) ( 10,006 ) Long-term debt, excluding current portion $ 4,486,565 $ 4,580,087 |
Interest Rate Cap Agreements (T
Interest Rate Cap Agreements (Tables) | 3 Months Ended |
Jun. 30, 2022 | |
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 June 30, 2022 March 31, 2022 Interest rate cap agreements Prepaid and other current assets $ 19,286 $ 7,214 Interest rate cap agreements Other noncurrent assets, net 14,842 18,257 Total $ 34,128 $ 25,471 |
Schedule of Effect of Derivative Instruments on Statement of Operations | Three Months Ended June 30, Derivative financial instruments in cash flow hedging relationships: 2022 2021 Gain (loss) related to derivative financial instruments recognized in other comprehensive income (loss) $ 8,265 $ ( 294 ) (Gain) loss related to portion of derivative financial instruments reclassified from accumulated other comprehensive (income) loss to interest expense $ 367 $ 413 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 3 Months Ended |
Jun. 30, 2022 | |
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 June 30, 2022: Interest rate cap agreements $ 34,128 $ — $ 34,128 $ — Total $ 34,128 $ — $ 34,128 $ — Balance at March 31, 2022: Interest rate cap agreements $ 25,471 $ — $ 25,471 $ — Total $ 25,471 $ — $ 25,471 $ — |
Carrying Amount and Estimated Fair Value of Financial Instruments | June 30, 2022 March 31, 2022 Carrying Amount Fair Value Carrying Amount Fair Value Cash and cash equivalents $ 94,009 $ 94,009 $ 252,298 $ 252,298 Senior Credit Facilities (Level 2) $ 3,264,496 $ 3,230,419 $ 3,257,487 $ 3,288,401 Senior Notes (Level 2) $ 1,220,491 $ 1,194,375 $ 1,319,697 $ 1,316,785 Debt component of tangible equity units (Level 2) $ — $ — $ 4,234 $ 4,284 |
Tangible Equity Units (Tables)
Tangible Equity Units (Tables) | 3 Months Ended |
Jun. 30, 2022 | |
Tangible Equity Units [Abstract] | |
Schedule of Tangible Equity Units Activity | Tangible Equity Units Outstanding at March 31, 2022 4,054,320 Conversions ( 2,078,222 ) Settlements ( 1,976,098 ) Outstanding at June 30, 2022 — |
Tax Receivable Agreements (Tabl
Tax Receivable Agreements (Tables) | 3 Months Ended |
Jun. 30, 2022 | |
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 2023 $ — $ — $ — $ — 2024 29,560 15,092 15,120 59,772 2025 28,998 38,184 14,513 81,695 2026 48,684 16,108 19,899 84,691 2027 8,506 32,093 9,330 49,929 Thereafter 40,773 34,950 37,098 112,821 Gross expected payments 156,521 136,427 95,960 388,908 Less: Amounts representing discount ( 47,458 ) — ( 27,730 ) ( 75,188 ) Total tax receivable agreement obligations 109,063 136,427 68,230 313,720 Less: Current portion due ( 29,560 ) ( 15,092 ) ( 15,120 ) ( 59,772 ) Tax receivable agreement long-term obligations $ 79,503 $ 121,335 $ 53,110 $ 253,948 |
Income Taxes (Tables)
Income Taxes (Tables) | 3 Months Ended |
Jun. 30, 2022 | |
Income Taxes [Abstract] | |
Summary of Income Tax Information | Three Months Ended June 30, 2022 2021 Income tax provision (benefit) $ ( 9,311 ) $ ( 8,450 ) Effective tax rate 28.7 % 70.1 % |
Net Income (Loss) Per Share (Ta
Net Income (Loss) Per Share (Tables) | 3 Months Ended |
Jun. 30, 2022 | |
Net Income (Loss) Per Share [Abstract] | |
Computation of Basic Net Income (Loss) Per Share of Common Stock | Three Months Ended June 30, Basic net income (loss) per share: 2022 2021 Numerator: Net income (loss) $ ( 23,168 ) $ ( 3,605 ) Denominator: Weighted average common shares outstanding 318,127,831 308,882,895 Minimum shares issuable under purchase contracts 8,434,651 13,663,276 Total weighted average shares outstanding 326,562,482 322,546,171 Basic net income (loss) per share $ ( 0.07 ) $ ( 0.01 ) |
Antidilutive Securities Excluded from Diluted Net Income (Loss) Per Share | Three Months Ended June 30, 2022 2021 Restricted Share Units 5,332,098 5,285,690 Time-Vesting Options 2,052,162 1,916,531 Deferred Stock Units 184,852 108,159 Performance Stock Units 847,682 — |
Related Party Transactions (Tab
Related Party Transactions (Tables) | 3 Months Ended |
Jun. 30, 2022 | |
Related Party Transactions [Abstract] | |
Summary of Revenue Recognized and Amounts Paid Related to Service Provided to and from Portfolio Companies | Three Months Ended June 30, 2022 2021 Revenue recognized related to services provided $ 979 $ 1,770 Amount paid related to services received $ 4,079 $ 4,253 |
Segment Reporting (Tables)
Segment Reporting (Tables) | 3 Months Ended |
Jun. 30, 2022 | |
Segment Reporting [Abstract] | |
Revenue and Adjusted EBITDA for each Reportable Segment | Three Months Ended June 30, 2022 2021 Segment Revenue Software and Analytics $ 344,927 $ 337,823 Network Solutions 223,283 218,264 Enterprise Imaging 83,085 82,396 Technology-Enabled Services 213,169 216,776 Postage and Eliminations (1) 20,005 17,058 Purchase Accounting Adjustment (2) — ( 4,461 ) Net Revenue $ 884,469 $ 867,856 Segment Adjusted EBITDA Software and Analytics $ 144,973 $ 137,028 Network Solutions 111,433 113,617 Enterprise Imaging 18,648 19,960 Technology-Enabled Services 5,126 12,123 Adjusted EBITDA $ 280,180 $ 282,728 Reconciliation of income (loss) before tax provision (benefit) to Adjusted EBITDA Income (loss) before income tax provision (benefit) $ ( 32,479 ) $ ( 12,055 ) Amortization of capitalized software developed for sale 1,302 717 Depreciation and amortization 171,722 168,211 Interest expense 56,870 59,386 Equity compensation 49,961 26,166 Acquisition accounting adjustments ( 4,613 ) ( 559 ) Acquisition and divestiture-related costs 17,944 6,394 Integration and related costs 1,428 11,368 Strategic initiatives, duplicative and transition costs 5,629 9,928 Severance costs 2,482 4,720 Accretion and changes in estimate, net 4,800 4,732 Impairment of long-lived assets and other 1,161 1,612 Loss on extinguishment of debt 390 — Other non-routine, net 3,583 2,108 Adjusted EBITDA $ 280,180 $ 282,728 (1) Revenue for the Postage and Eliminations segment includes postage revenue of $ 53,126 and $ 51,208 for the three months ended June 30, 2022 and 2021, 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) | 3 Months Ended |
Jun. 30, 2022 | |
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, 2021 $ 14,130 $ ( 2,909 ) $ 11,221 Change associated with foreign currency translation 3,571 — 3,571 Change associated with current period hedging — ( 294 ) ( 294 ) Reclassification into earnings — 413 413 Balance at June 30, 2021 $ 17,701 $ ( 2,790 ) $ 14,911 Balance at March 31, 2022 $ 17,871 $ 17,245 $ 35,116 Change associated with foreign currency translation ( 12,098 ) — ( 12,098 ) Change associated with current period hedging — 5,792 5,792 Reclassification into earnings — 367 367 Balance at June 30, 2022 $ 5,773 $ 23,404 $ 29,177 |
Nature of Business and Organi_2
Nature of Business and Organization (Narrative) (Details) - USD ($) $ / shares in Units, $ in Millions | 3 Months Ended | |||
Apr. 22, 2022 | Jul. 01, 2019 | Jun. 30, 2022 | Jan. 05, 2021 | |
Organization, Consolidation and Presentation of Financial Statements [Line Items] | ||||
Termination fee if alternative transaction subsequently consummated | $ 300 | |||
UnitedHealth Group [Member] | ||||
Organization, Consolidation and Presentation of Financial Statements [Line Items] | ||||
Litigation settlement | $ 650 | |||
Payment for purchase of euqity | $ 2,200 | |||
Common Stock [Member] | UnitedHealth Group [Member] | ||||
Organization, Consolidation and Presentation of Financial Statements [Line Items] | ||||
Dividend Payable | $ 2 | |||
Change Healthcare LLC [Member] | ||||
Organization, Consolidation and Presentation of Financial Statements [Line Items] | ||||
Ownership percentage | 100% | |||
Joint Venture [Member] | ||||
Organization, Consolidation and Presentation of Financial Statements [Line Items] | ||||
Ownership percentage | 41% | |||
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 | Jun. 30, 2022 | Mar. 31, 2022 | Jun. 30, 2021 | Mar. 31, 2021 |
Significant Accounting Policies [Abstract] | ||||
Allowance for credit losses | $ 16,996 | $ 22,224 | $ 23,080 | $ 24,126 |
Significant Accounting Polici_5
Significant Accounting Policies (Summary of Activity Related to Allowance for Credit Losses) (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Jun. 30, 2022 | Jun. 30, 2021 | |
Significant Accounting Policies [Abstract] | ||
Balance at beginning of period | $ 22,224 | $ 24,126 |
Provisions | 190 | 1,477 |
Write-offs | (5,418) | (2,523) |
Balance at end of period | $ 16,996 | $ 23,080 |
Revenue Recognition (Narrative)
Revenue Recognition (Narrative) (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Jun. 30, 2022 | Jun. 30, 2021 | |
Revenue from Contract with Customer [Line Items] | ||
Percentage of deferred revenue balance expected to be recognized in one year or less | 93% | |
Deferred revenue recognized | $ 139,431 | $ 159,230 |
Remaining performance obligation | $ 1,392,784 | |
Over Time [Member] | ||
Revenue from Contract with Customer [Line Items] | ||
Percentage of deferred revenue balance expected to be recognized in one year or less | 94% | |
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 | 6% |
Revenue Recognition (Remaining
Revenue Recognition (Remaining Performance Obligation - Narrative) (Details) | Jun. 30, 2022 |
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 | 52% |
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 | 48% |
Goodwill (Schedule of Goodwill)
Goodwill (Schedule of Goodwill) (Details) $ in Thousands | 3 Months Ended |
Jun. 30, 2022 USD ($) | |
Goodwill [Line Items] | |
Balance at March 31, | $ 4,112,904 |
Effects of foreign currency | (11,245) |
Balance at June 30, | 4,101,659 |
Software and Analytics [Member] | |
Goodwill [Line Items] | |
Balance at March 31, | 1,479,534 |
Balance at June 30, | 1,479,534 |
Network Solutions [Member] | |
Goodwill [Line Items] | |
Balance at March 31, | 2,012,663 |
Balance at June 30, | 2,012,663 |
Enterprise Imaging [Member] | |
Goodwill [Line Items] | |
Balance at March 31, | 252,025 |
Effects of foreign currency | (11,245) |
Balance at June 30, | 240,780 |
Technology-Enabled Services [Member] | |
Goodwill [Line Items] | |
Balance at March 31, | 368,682 |
Balance at June 30, | $ 368,682 |
Long-Term Debt (Narrative) (Det
Long-Term Debt (Narrative) (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Jun. 30, 2022 | Mar. 31, 2022 | |
Debt Instrument [Line Items] | ||
Repayments of Senior Debt | $ 100,000 | |
Loss on extinguishment of debt | $ 390 | |
Term Loan Facility [Member] | ||
Debt Instrument [Line Items] | ||
Maturity date | Mar. 01, 2024 | |
Loss on extinguishment of debt | $ 390 | |
Senior Notes due March 1, 2025 [Member] | ||
Debt Instrument [Line Items] | ||
Stated interest rate | 5.75% | 5.75% |
Maturity date | Mar. 01, 2025 | |
Repayments of Senior Debt | $ 100,000 |
Long-Term Debt (Schedule of Lon
Long-Term Debt (Schedule of Long-Term Debt) (Details) - USD ($) | 3 Months Ended | |
Jun. 30, 2022 | Mar. 31, 2022 | |
Debt Instrument [Line Items] | ||
Less current portion | $ (4,708,000) | $ (10,006,000) |
Long-term debt, excluding current portion | 4,486,565,000 | 4,580,087,000 |
Senior Notes due March 1, 2025 [Member] | ||
Debt Instrument [Line Items] | ||
Long-term debt | $ 1,220,491,000 | 1,319,697,000 |
Debt instrument, face amount | $ 1,325,000,000 | |
Stated interest rate | 5.75% | 5.75% |
Maturity date | Mar. 01, 2025 | |
Unamortized discount | $ 4,509,000 | $ 5,303,000 |
Senior Amortizing Notes due June 30, 2022 [Member] | ||
Debt Instrument [Line Items] | ||
Long-term debt | 4,234,000 | |
Debt instrument, face amount | 47,367,000 | |
Maturity date | Jun. 30, 2022 | |
Unamortized discount | $ 0 | 20,000 |
Effective interest rate | 7.44% | |
Other [Member] | ||
Debt Instrument [Line Items] | ||
Long-term debt | $ 6,286,000 | 8,675,000 |
Term Loan Facility [Member] | ||
Debt Instrument [Line Items] | ||
Long-term debt | $ 3,264,496,000 | 3,257,487,000 |
Debt instrument, face amount | 5,100,000,000 | |
Maturity date | Mar. 01, 2024 | |
Unamortized discount | $ 48,754,000 | 55,763,000 |
Revolving Credit Facility [Member] | ||
Debt Instrument [Line Items] | ||
Long-term debt | ||
Debt instrument, face amount | $ 785,000,000 | |
Maturity date | Jul. 03, 2024 |
Interest Rate Cap Agreements (N
Interest Rate Cap Agreements (Narrative) (Details) $ in Thousands | 3 Months Ended |
Jun. 30, 2022 USD ($) item | |
Derivative [Line Items] | |
Reclassified as interest expense | $ 18,424 |
Interest Rate Cap Agreements [Member] | |
Derivative [Line Items] | |
Derivative, maturity date | Mar. 31, 2024 |
Joint Venture [Member] | Interest Rate Cap Agreements [Member] | |
Derivative [Line Items] | |
Number of agreements expired | item | 2 |
Notional amount | $ 1,500 |
Derivative, maturity date | Dec. 31, 2021 |
Interest Rate Cap Agreements (S
Interest Rate Cap Agreements (Schedule of Fair Value of Derivative Instruments) (Details) - USD ($) $ in Thousands | Jun. 30, 2022 | Mar. 31, 2022 |
Derivatives Fair Value [Line Items] | ||
Prepaid expenses and other current assets | $ 204,357 | $ 177,659 |
Other noncurrent assets, net | 613,698 | 600,061 |
Accrued expenses | (383,368) | (461,506) |
Other long-term liabilities | (68,581) | (73,118) |
Designated as Hedging Instrument [Member] | Interest Rate Cap Agreements [Member] | ||
Derivatives Fair Value [Line Items] | ||
Prepaid expenses and other current assets | 19,286 | 7,214 |
Other noncurrent assets, net | 14,842 | 18,257 |
Fair Values of Derivative Instruments Asset (Liability) Derivatives | $ 34,128 | $ 25,471 |
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 | |
Jun. 30, 2022 | Jun. 30, 2021 | |
Derivative Instruments, Gain (Loss) [Line Items] | ||
Gain (loss) related to derivative financial instruments recognized in other comprehensive income (loss) | $ 8,265 | $ (294) |
(Gain) loss related to portion of derivative financial instruments reclassified from accumulated other comprehensive (income) loss to interest expense | $ 367 | $ 413 |
Fair Value Measurements (Schedu
Fair Value Measurements (Schedule of Assets and Liabilities Measured at Fair Value on Recurring Basis) (Details) - USD ($) $ in Thousands | Jun. 30, 2022 | Mar. 31, 2022 |
Derivatives Fair Value [Line Items] | ||
Interest rate cap agreements | $ 34,128 | $ 25,471 |
Total | 34,128 | 25,471 |
Significant Other Observable Inputs (Level 2) | ||
Derivatives Fair Value [Line Items] | ||
Interest rate cap agreements | 34,128 | 25,471 |
Total | $ 34,128 | $ 25,471 |
Fair Value Measurements (Carryi
Fair Value Measurements (Carrying Amount and Estimated Fair Value of Financial Instruments) (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Mar. 31, 2022 | Jun. 30, 2022 | |
Carrying [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Cash and cash equivalents | $ 252,298 | $ 94,009 |
Fair Value [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Cash and cash equivalents | 252,298 | 94,009 |
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 | 1,319,697 | 1,220,491 |
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 | 1,316,785 | 1,194,375 |
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 | 4,234 | |
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 | 4,284 | |
Senior Credit Facilities [Member] | Significant Other Observable Inputs (Level 2) | Carrying [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Debt | 3,257,487 | 3,264,496 |
Senior Credit Facilities [Member] | Significant Other Observable Inputs (Level 2) | Fair Value [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Debt | $ 3,288,401 | $ 3,230,419 |
Tangible Equity Units (Narrativ
Tangible Equity Units (Narrative) (Details) - USD ($) $ / shares in Units, $ in Thousands | 1 Months Ended | 3 Months Ended | ||||
Jul. 31, 2019 | Jun. 30, 2022 | Dec. 31, 2021 | Sep. 30, 2021 | Jun. 30, 2021 | Mar. 31, 2021 | |
Tangible Equity Units [Line Items] | ||||||
Conversion to shares | $ 3.2051 | |||||
Senior Amortizing Note [Member] | ||||||
Tangible Equity Units [Line Items] | ||||||
Maturity date | Jun. 30, 2022 | |||||
Initial principal amount | $ 8.2378 | |||||
Stated interest rate | 5.50% | |||||
Cash installment | $ 0.7500 | $ 0.7417 | $ 0.7500 | $ 0.7500 | ||
Conversion to shares | $ 3.2051 | |||||
Tangible Equity Units [Member] | ||||||
Tangible Equity Units [Line Items] | ||||||
Tangible equity unit offering | 5,750,000 | |||||
Total proceeds, net of issuance costs | $ 278,875 | |||||
TEU price per share | $ 50 |
Tangible Equity Units (Schedule
Tangible Equity Units (Schedule of Tangible Equity Units Activity) (Details) - Tangible Equity Units [Member] | 3 Months Ended |
Jun. 30, 2022 shares | |
Tangible Equity Units [Line Items] | |
Outstanding at March 31, | 4,054,320 |
Conversions | (2,078,222) |
Settlements | (1,976,098) |
Outstanding at June 30, |
Tax Receivable Agreements (Aggr
Tax Receivable Agreements (Aggregate Payments Due Under Tax Receivable Agreements (Details) $ in Thousands | Jun. 30, 2022 USD ($) |
Related Party Transaction [Line Items] | |
2024 | $ 59,772 |
2025 | 81,695 |
2026 | 84,691 |
2027 | 49,929 |
Thereafter | 112,821 |
Gross expected payments | 388,908 |
Less: Amounts representing discount | (75,188) |
Total tax receivable agreement obligations | 313,720 |
Less: Current portion due | (59,772) |
Tax receivable agreement long-term obligations | 253,948 |
Related Party Tax Receivable Agreements [Member] | |
Related Party Transaction [Line Items] | |
2024 | 29,560 |
2025 | 28,998 |
2026 | 48,684 |
2027 | 8,506 |
Thereafter | 40,773 |
Gross expected payments | 156,521 |
Less: Amounts representing discount | (47,458) |
Total tax receivable agreement obligations | 109,063 |
Less: Current portion due | (29,560) |
Tax receivable agreement long-term obligations | 79,503 |
McKesson Tax Receivable Agreement [Member] | |
Related Party Transaction [Line Items] | |
2024 | 15,092 |
2025 | 38,184 |
2026 | 16,108 |
2027 | 32,093 |
Thereafter | 34,950 |
Gross expected payments | 136,427 |
Total tax receivable agreement obligations | 136,427 |
Less: Current portion due | (15,092) |
Tax receivable agreement long-term obligations | 121,335 |
Other Tax Receivable Agreements [Member] | |
Related Party Transaction [Line Items] | |
2024 | 15,120 |
2025 | 14,513 |
2026 | 19,899 |
2027 | 9,330 |
Thereafter | 37,098 |
Gross expected payments | 95,960 |
Less: Amounts representing discount | (27,730) |
Total tax receivable agreement obligations | 68,230 |
Less: Current portion due | (15,120) |
Tax receivable agreement long-term obligations | $ 53,110 |
Income Taxes (Summary of Income
Income Taxes (Summary of Income Tax Information) (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Jun. 30, 2022 | Jun. 30, 2021 | |
Income Taxes [Abstract] | ||
Income tax provision (benefit) | $ (9,311) | $ (8,450) |
Effective tax rate | 28.70% | 70.10% |
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 | 12 Months Ended | |
Jun. 30, 2022 | Jun. 30, 2021 | Mar. 31, 2022 | |
Net Income (Loss) Per Share [Abstract] | |||
Net income (loss) | $ (23,168) | $ (3,605) | |
Weighted average common shares outstanding | 318,127,831 | 308,882,895 | |
Minimum shares issuable under purchase contracts | 8,434,651 | 13,663,276 | |
Total weighted average shares outstanding | 326,562,482 | 322,546,171 | 322,546,171 |
Basic net income (loss) per share | $ (0.07) | $ (0.01) | $ (0.01) |
Diluted net income (loss) per share: | |||
Net income (loss) | $ (23,168) | $ (3,605) | |
Number of shares used in basic computation | 326,562,482 | 322,546,171 | 322,546,171 |
Total weighted average shares outstanding | 326,562,482 | 322,546,171 | |
Diluted net income (loss) per share | $ (0.07) | $ (0.01) |
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 | |
Jun. 30, 2022 | Jun. 30, 2021 | |
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 | 5,332,098 | 5,285,690 |
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 | 2,052,162 | 1,916,531 |
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 | 184,852 | 108,159 |
Performance Stock Units [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from diluted net income (loss) per share | 847,682 |
Legal Proceedings (Narrative) (
Legal Proceedings (Narrative) (Details) | 3 Months Ended |
Jun. 30, 2022 item | |
Number of lawsuits filed | 9 |
Filed in Federal Court [Member] | |
Number of lawsuits filed | 8 |
Delaware Court of Chancery [Member] | |
Number of stockholders who made written demand and subsequently filed complaint | 1 |
Related Party Transactions (Nar
Related Party Transactions (Narrative) (Details) $ in Thousands | 3 Months Ended | |
Jun. 30, 2022 USD ($) $ / employee | Mar. 31, 2022 USD ($) | |
Related Party Transaction [Line Items] | ||
Long-term debt, excluding current portion | $ 4,486,565 | $ 4,580,087 |
Employer Healthcare Program Agreement [Member] | ||
Related Party Transaction [Line Items] | ||
Service fee per participating employee per month | $ / employee | 3.25 | |
Senior Credit Facilities [Member] | GSO-Managed Funds [Member] | ||
Related Party Transaction [Line Items] | ||
Long-term debt, excluding current portion | $ 191,049 |
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 | |
Jun. 30, 2022 | Jun. 30, 2021 | |
Related Party Transactions [Abstract] | ||
Revenue recognized related to services provided | $ 979 | $ 1,770 |
Amount paid related to services received | $ 4,079 | $ 4,253 |
Segment Reporting (Narrative) (
Segment Reporting (Narrative) (Details) | 3 Months Ended |
Jun. 30, 2022 segment | |
Segment Reporting [Abstract] | |
Number of Reportable Segments | 4 |
Segment Reporting (Revenue and
Segment Reporting (Revenue and Adjusted EBITDA for each Reportable Segment) (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Jun. 30, 2022 | Jun. 30, 2021 | |
Segment Reporting Information [Line Items] | ||
Net revenue | $ 884,469 | $ 867,856 |
Adjusted EBITDA | 280,180 | 282,728 |
Reconciliation of income (loss) before tax provision (benefit) to Adjusted EBITDA | ||
Income (loss) before income tax provision (benefit) | (32,479) | (12,055) |
Amortization of capitalized software developed for sale | 1,302 | 717 |
Depreciation and amortization | 171,722 | 168,211 |
Interest expense | 56,870 | 59,386 |
Equity compensation | 49,961 | 26,166 |
Acquisition accounting adjustments | (4,613) | (559) |
Acquisition and divestiture-related costs | 17,944 | 6,394 |
Integration and related costs | 1,428 | 11,368 |
Strategic initiatives, duplicative and transition costs | 5,629 | 9,928 |
Severance costs | 2,482 | 4,720 |
Accretion and changes in estimate, net | 4,800 | 4,732 |
Impairment of long-lived assets and other | 1,161 | 1,612 |
Loss on extinguishment of debt | 390 | |
Other non-routine, net | 3,583 | 2,108 |
Adjusted EBITDA | 280,180 | 282,728 |
Postage and Eliminations [Member] | ||
Segment Reporting Information [Line Items] | ||
Net revenue | 20,005 | 17,058 |
Purchase Accounting Adjustment [Member] | ||
Segment Reporting Information [Line Items] | ||
Net revenue | (4,461) | |
Software and Analytics [Member] | ||
Segment Reporting Information [Line Items] | ||
Net revenue | 344,927 | 337,823 |
Adjusted EBITDA | 144,973 | 137,028 |
Reconciliation of income (loss) before tax provision (benefit) to Adjusted EBITDA | ||
Adjusted EBITDA | 144,973 | 137,028 |
Network Solutions [Member] | ||
Segment Reporting Information [Line Items] | ||
Net revenue | 223,283 | 218,264 |
Adjusted EBITDA | 111,433 | 113,617 |
Reconciliation of income (loss) before tax provision (benefit) to Adjusted EBITDA | ||
Adjusted EBITDA | 111,433 | 113,617 |
Technology-Enabled Services [Member] | ||
Segment Reporting Information [Line Items] | ||
Net revenue | 213,169 | 216,776 |
Adjusted EBITDA | 5,126 | 12,123 |
Reconciliation of income (loss) before tax provision (benefit) to Adjusted EBITDA | ||
Adjusted EBITDA | 5,126 | 12,123 |
Postage [Member] | ||
Segment Reporting Information [Line Items] | ||
Net revenue | $ 53,126 | $ 51,208 |
Accumulated Other Comprehensi_3
Accumulated Other Comprehensive Income (Loss) (Summary Of Accumulated Other Comprehensive Income (Loss)) (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Jun. 30, 2022 | Jun. 30, 2021 | |
Accumulated Other Comprehensive Income Loss [Line Items] | ||
Balance | $ 3,276,107 | $ 3,252,228 |
Balance | 3,290,886 | 3,263,853 |
Foreign Currency Translation Adjustment [Member] | ||
Accumulated Other Comprehensive Income Loss [Line Items] | ||
Balance | 17,871 | 14,130 |
Change associated with foreign currency translation | (12,098) | 3,571 |
Balance | 5,773 | 17,701 |
Cash Flow Hedge [Member] | ||
Accumulated Other Comprehensive Income Loss [Line Items] | ||
Balance | 17,245 | (2,909) |
Change associated with current period hedging | 5,792 | (294) |
Reclassification into earnings | 367 | 413 |
Balance | 23,404 | (2,790) |
Accumulated Other Comprehensive Income (Loss) [Member] | ||
Accumulated Other Comprehensive Income Loss [Line Items] | ||
Balance | 35,116 | 11,221 |
Change associated with foreign currency translation | (12,098) | 3,571 |
Change associated with current period hedging | 5,792 | (294) |
Reclassification into earnings | 367 | 413 |
Balance | $ 29,177 | $ 14,911 |
Equity Compensation (Narrative)
Equity Compensation (Narrative) (Details) $ in Thousands, shares in Millions | 3 Months Ended | |
Jun. 30, 2022 USD ($) item shares | Jun. 30, 2021 USD ($) | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Compensation expense | $ 49,961 | $ 26,166 |
Unrecognized compensation expense | $ 261,373 | |
Restricted Stock Units [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Granted in period | shares | 5.1 | |
Graded vesting schedule in years | 3 years | |
Exit-Vesting Options [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Number of tranches | item | 3 | |
Performance Stock Units PSU [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Vesting percentage | 100% |
Subsequent Events (Narrative) (
Subsequent Events (Narrative) (Details) - USD ($) $ in Thousands | 1 Months Ended | 3 Months Ended |
Jul. 31, 2022 | Jun. 30, 2022 | |
Subsequent Event [Line Items] | ||
Loss on extinguishment of debt | $ (390) | |
Senior Notes due March 1, 2025 [Member] | Subsequent Event [Member] | ||
Subsequent Event [Line Items] | ||
Repayments of Long-term Debt | $ 50,000 | |
Loss on extinguishment of debt | $ 184 |