Cover
Cover - USD ($) | 12 Months Ended | ||
Jun. 30, 2021 | Jan. 31, 2022 | Dec. 31, 2020 | |
Cover [Abstract] | |||
Document Type | 10-K/A | ||
Document Annual Report | true | ||
Document Period End Date | Jun. 30, 2021 | ||
Document Transition Report | false | ||
Entity File Number | 001-39295 | ||
Entity Registrant Name | SelectQuote, Inc. | ||
Entity Incorporation, State or Country Code | DE | ||
Entity Tax Identification Number | 94-3339273 | ||
Entity Address, Address Line One | 6800 West 115th Street | ||
Entity Address, Address Line Two | Suite 2511 | ||
Entity Address, City or Town | Overland Park | ||
Entity Address, State or Province | KS | ||
Entity Address, Postal Zip Code | 66211 | ||
City Area Code | 913 | ||
Local Phone Number | 599-9225 | ||
Title of 12(b) Security | Common Stock, par value $0.01 per share | ||
Trading Symbol | SLQT | ||
Security Exchange Name | NYSE | ||
Entity Well-known Seasoned Issuer | Yes | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | No | ||
Entity Interactive Data Current | Yes | ||
Entity Filer Category | Large Accelerated Filer | ||
Entity Small Business | false | ||
Entity Emerging Growth Company | false | ||
ICFR Auditor Attestation Flag | true | ||
Entity Shell Company | false | ||
Entity Public Float | $ 2,576,171,824 | ||
Entity Common Stock, Shares Outstanding | 164,017,054 | ||
Documents Incorporated by Reference | None. | ||
Entity Central Index Key | 0001794783 | ||
Current Fiscal Year End Date | --06-30 | ||
Document Fiscal Year Focus | 2021 | ||
Document Fiscal Period Focus | FY | ||
Amendment Flag | true | ||
Amendment Description | EXPLANATORY NOTESelectQuote, Inc. and its subsidiaries (the “Company”, “SelectQuote”, or “we”) filed its Annual Report on Form 10-K for the fiscal year ended June 30, 2021 (the “Original Annual Report”) with the Securities and Exchange Commission (the “SEC”) on August 26, 2021. The Company is filing this Amendment No. 1 (the “Amendment”) to the Original Annual Report (as amended, the “Amended Annual Report”) for the purpose of amending (i) the Controls and Procedures disclosure included in “Part II, Item 9A. Controls and Procedures” to address management’s re-evaluation of disclosure controls and procedures and reflect the identification of a material weakness in internal control over financial reporting, and amend the Report of Independent Registered Public Accounting Firm to reflect the identification of a material weakness in internal control over financial reporting as of June 30, 2021, (ii) the Report of Independent Registered Public Accounting Firm in “Part II, Item 8. Financial Statements and Supplementary Data” to reflect the identification of a material weakness in internal control over financial reporting, and (iii) “Part I, Item 1A. “Risk Factors” to reflect the addition of a risk factor regarding our internal control over financial reporting.Pursuant to Rule 12b-15 under the Securities Exchange Act of 1934, as amended (the “Exchange Act”), this Amendment also contains new certifications by the principal executive officer and the principal financial officer as required by Section 302 of the Sarbanes-Oxley Act of 2002. We are also filing an updated Consent of Independent Registered Public Accounting Firm. Accordingly, “Part IV, Item 15. Exhibits and Financial Statement Schedules” is amended to include the currently dated certifications and consent as exhibits.This Amendment does not modify, amend or update in any way the financial statements and other disclosures set forth in the Original Annual Report, and there have been no changes to the XBRL data filed in Exhibit 101 of the Original Annual Report. In addition, except as specifically described above, this Amendment does not reflect events occurring after the filing of the Original Annual Report, nor does it modify or update disclosures therein in any way other than as required to reflect the revisions described above. Among other things, forward-looking statements made in the Original Annual Report have not been revised to reflect events that occurred or facts that became known to us after the filing of the Original Annual Report, and any such forward looking statements should be read in their historical context. Accordingly, this Amendment should be read in conjunction with the Original Annual Report.In addition to this Amendment, we intend to file an amendment to our Quarterly Report on Form 10-Q for the first quarter ended September 30, 2021 to amend our disclosures under “Part I, Item 4. Controls and Procedures” therein. |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Jun. 30, 2021 | Jun. 30, 2020 |
CURRENT ASSETS: | ||
Cash and cash equivalents | $ 286,454 | $ 321,065 |
Restricted cash | 0 | 47,805 |
Accounts receivable | 113,375 | 83,634 |
Commissions receivable-current | 89,120 | 51,209 |
Other current assets | 4,486 | 10,121 |
Total current assets | 493,435 | 513,834 |
COMMISSIONS RECEIVABLE—Net | 756,777 | 461,752 |
PROPERTY AND EQUIPMENT—Net | 29,510 | 22,150 |
SOFTWARE—Net | 12,611 | 8,399 |
OPERATING LEASE RIGHT-OF-USE ASSETS | 31,414 | 0 |
INTANGIBLE ASSETS—Net | 40,670 | 19,673 |
GOODWILL | 68,019 | 46,577 |
OTHER ASSETS | 1,436 | 1,408 |
TOTAL ASSETS | 1,433,872 | 1,073,793 |
CURRENT LIABILITIES: | ||
Accounts payable | 34,079 | 22,891 |
Accrued expenses | 20,676 | 14,936 |
Accrued compensation and benefits | 40,909 | 22,228 |
Earnout liability | 0 | 30,812 |
Operating lease liabilities—current | 5,289 | 0 |
Other current liabilities | 7,864 | 4,944 |
Total current liabilities | 108,817 | 95,811 |
Long-term Debt, Excluding Current Maturities | 459,043 | 311,814 |
DEFERRED INCOME TAXES | 140,988 | 105,844 |
OPERATING LEASE LIABILITIES | 38,392 | 0 |
OTHER LIABILITIES | 11,743 | 14,635 |
Total liabilities | 758,983 | 528,104 |
COMMITMENTS AND CONTINGENCIES (Note 11) | ||
SHAREHOLDERS’ EQUITY: | ||
Common stock, $0.01 par value—700,000,000 shares authorized; 163,510,191 and 162,190,730 shares issued and outstanding as of June 30, 2021 and 2020, respectively | 1,635 | 1,622 |
Additional paid-in capital | 544,771 | 548,113 |
Retained earnings (accumulated deficit) | 128,254 | (2,792) |
Accumulated other comprehensive income (loss) | 229 | (1,254) |
Total shareholders’ equity | 674,889 | 545,689 |
TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY | $ 1,433,872 | $ 1,073,793 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares | Jun. 30, 2021 | Jun. 30, 2020 |
Statement of Financial Position [Abstract] | ||
Common stock, par value, (dollars per share) | $ 0.01 | $ 0.01 |
Common stock, shares authorized (in shares) | 700,000,000 | 700,000,000 |
Common stock, shares issued (in shares) | 163,510,191 | 162,190,730 |
Common stock, shares outstanding (in shares) | 163,510,191 | 162,190,730 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Income - USD ($) shares in Thousands, $ in Thousands | 12 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2019 | |
REVENUE: | |||
Total revenue | $ 937,815 | $ 531,515 | $ 337,469 |
OPERATING COSTS AND EXPENSES: | |||
Cost of revenue | 270,715 | 167,399 | 104,421 |
Marketing and advertising | 385,291 | 184,157 | 110,265 |
General and administrative | 63,114 | 35,283 | 18,169 |
Technical development | 18,623 | 12,347 | 8,326 |
Total operating costs and expenses | 737,743 | 399,186 | 241,181 |
INCOME FROM OPERATIONS | 200,072 | 132,329 | 96,288 |
INTEREST EXPENSE, NET | (29,320) | (24,595) | (1,660) |
LOSS ON EXTINGUISHMENT OF DEBT | (3,315) | (1,166) | 0 |
OTHER EXPENSES, NET | (1,588) | (405) | (15) |
INCOME BEFORE INCOME TAX EXPENSE | 165,849 | 106,163 | 94,613 |
INCOME TAX EXPENSE | 34,803 | 25,016 | 22,034 |
NET INCOME | $ 131,046 | $ 81,147 | $ 72,579 |
NET INCOME (LOSS) PER SHARE: | |||
Basic (in dollars per share) | $ 0.80 | $ (0.16) | $ 0.70 |
Diluted (in dollars per share) | $ 0.79 | $ (0.16) | $ 0.55 |
WEIGHTED-AVERAGE COMMON STOCK OUTSTANDING USED IN PER SHARE AMOUNTS: | |||
Basic (in shares) | 162,889 | 97,496 | 85,378 |
Diluted (in shares) | 165,544 | 97,496 | 132,491 |
OTHER COMPREHENSIVE INCOME (LOSS) NET OF TAX: | |||
Gain (loss) on cash flow hedge | $ 1,483 | $ (1,254) | $ 0 |
OTHER COMPREHENSIVE INCOME (LOSS) | 1,483 | (1,254) | 0 |
COMPREHENSIVE INCOME | 132,529 | 79,893 | 72,579 |
Commission | |||
REVENUE: | |||
Total revenue | 826,606 | 476,606 | 296,000 |
Production bonus and other | |||
REVENUE: | |||
Total revenue | $ 111,209 | $ 54,909 | $ 41,469 |
Consolidated Statements of Chan
Consolidated Statements of Changes in Shareholders' Equity - USD ($) $ in Thousands | Total | Cumulative Effect, Period of Adoption, Adjustment | Common Stock | Additional Paid-In Capital | Retained Earnings/(Accumulated Deficit) | [1] | Retained Earnings/(Accumulated Deficit)Cumulative Effect, Period of Adoption, Adjustment | [1] | Treasury Stock | Accumulated Other Comprehensive (Loss) Income | |
Beginning balance (in shares) at Jun. 30, 2018 | 84,997,000 | ||||||||||
Beginning balance at Jun. 30, 2018 | $ 187,129 | $ 850 | $ 134,048 | $ 129,472 | $ (77,241) | $ 0 | |||||
Beginning balance (Accounting Standards Update 2016-09) at Jun. 30, 2018 | $ 353 | $ 353 | |||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||
Net income | 72,579 | 72,579 | |||||||||
Stock options exercised (in shares) | 5,642,000 | ||||||||||
Stock options exercised | 4,300 | $ 56 | 4,244 | ||||||||
Dividends paid | [2] | (1,958) | (1,958) | ||||||||
Common stock repurchased (in shares) | (20,000) | ||||||||||
Common stock repurchased | (34) | (34) | |||||||||
Share-based compensation expense | 86 | 86 | |||||||||
Ending balance (in shares) at Jun. 30, 2019 | 90,619,000 | ||||||||||
Ending balance at Jun. 30, 2019 | 262,455 | $ 906 | 138,378 | 200,446 | (77,275) | 0 | |||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||
Net income | 81,147 | 81,147 | |||||||||
Stock options exercised (in shares) | 5,495,000 | ||||||||||
Stock options exercised | 5,506 | $ 56 | 5,450 | ||||||||
Gain (loss) on cash flow hedge, net of tax | (1,295) | (1,295) | |||||||||
Amount reclassified into earnings, net tax | 41 | 41 | |||||||||
Dividends paid | [3] | (207,341) | (207,341) | ||||||||
Dividends paid on unexercised stock options | (9,221) | (9,221) | |||||||||
Dividends paid on unexercised stock options | (58,438) | (58,438) | |||||||||
Share-based compensation expense | 9,483 | 9,483 | |||||||||
Issuance and conversion of preferred shares, net of transaction fees (in shares) | 51,571,000 | ||||||||||
Issuance and conversion of preferred shares, net of transaction fees | 130,047 | $ 516 | 129,531 | ||||||||
Treasury stock retired (in shares) | (3,520,000) | ||||||||||
Treasury stock retired | 195 | $ 36 | 77,044 | 77,275 | |||||||
Proceeds from initial public offering, net of underwriters’ discounts and commissions and other offering expenses (in shares) | 18,026,000 | ||||||||||
Proceeds from initial public offering, net of underwriters’ discounts and commissions and other offering expenses | 333,110 | $ 180 | 332,930 | ||||||||
Ending balance (in shares) at Jun. 30, 2020 | 162,191,000 | ||||||||||
Ending balance at Jun. 30, 2020 | 545,689 | $ 1,622 | 548,113 | (2,792) | 0 | (1,254) | |||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||
Net income | $ 131,046 | 131,046 | |||||||||
Stock options exercised (in shares) | 1,695,152 | 1,213,000 | |||||||||
Stock options exercised | $ (9,461) | $ 12 | (9,473) | ||||||||
Gain (loss) on cash flow hedge, net of tax | 941 | 941 | |||||||||
Amount reclassified into earnings, net tax | 542 | 542 | |||||||||
Issuance of common stock pursuant to employee stock purchase plan (in shares) | 106,000 | ||||||||||
Issuance of common stock pursuant to employee stock purchase plan and vesting of restricted stock unit awards | 986 | $ 1 | 985 | ||||||||
Share-based compensation expense | 5,146 | 5,146 | |||||||||
Ending balance (in shares) at Jun. 30, 2021 | 163,510,000 | ||||||||||
Ending balance at Jun. 30, 2021 | $ 674,889 | $ 1,635 | $ 544,771 | $ 128,254 | $ 0 | $ 229 | |||||
[1] | As adjusted for the adoption of ASC 606 using the full retrospective method. | ||||||||||
[2] | Dividends paid per share, including common shares and series A-D, were $0.12 for the year ended June 30, 2019. | ||||||||||
[3] | Dividends paid for common stock and unexercised stock options were $1.96 per share and $15.66 per share for preferred series A-D during the year ended June 30, 2020. Refer to Note 12 for further details. |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Changes in Shareholders' Equity (Parenthetical) | 12 Months Ended | |
Jun. 30, 2020$ / shares | Jun. 30, 2019$ / shares | |
Statement of Stockholders' Equity [Abstract] | ||
Common stock dividends paid (in dollars per share) | $ 1.96 | $ 0.12 |
Preferred stock dividends paid (in dollars per share) | $ 15.66 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows $ in Thousands | 12 Months Ended | ||
Jun. 30, 2021USD ($) | Jun. 30, 2020USD ($) | Jun. 30, 2019USD ($) | |
CASH FLOWS FROM OPERATING ACTIVITIES: | |||
Net income | $ 131,046 | $ 81,147 | $ 72,579 |
Adjustments to reconcile net income to net cash, cash equivalents, and restricted cash used in operating activities: | |||
Depreciation and amortization | 16,142 | 7,993 | 4,702 |
Loss on disposal of property, equipment, and software | 686 | 360 | 221 |
Share-based compensation expense | 5,165 | 9,498 | 86 |
Deferred income taxes | 34,654 | 25,007 | 21,991 |
Amortization of debt issuance costs and debt discount | 3,344 | 2,266 | 123 |
Write-off of debt issuance costs | 2,570 | 237 | 0 |
Fair value adjustments to contingent earnout obligations | 1,488 | 375 | 0 |
Non-cash lease expense | 3,823 | 0 | 0 |
Changes in operating assets and liabilities: | |||
Accounts receivable | (27,827) | (15,585) | (8,676) |
Commissions receivable | (332,936) | (197,364) | (91,639) |
Other assets | 4,848 | (3,352) | (3,031) |
Accounts payable and accrued expenses | 19,728 | 15,672 | 2,810 |
Operating lease liabilities | (3,782) | 0 | 0 |
Other liabilities | 25,609 | 11,970 | 947 |
Net cash (used in) provided by operating activities | (115,442) | (61,776) | 113 |
CASH FLOWS FROM INVESTING ACTIVITIES: | |||
Purchases of property and equipment | (14,907) | (9,446) | (3,921) |
Proceeds from sales of property and equipment | 0 | 3 | 0 |
Purchases of software and capitalized software development costs | (8,081) | (6,106) | (4,715) |
Acquisition of business | (41,028) | (35,821) | 0 |
Net cash used in investing activities | (64,016) | (51,370) | (8,636) |
CASH FLOWS FROM FINANCING ACTIVITIES: | |||
Proceeds from revolving line of credit | 0 | 87,989 | 135,621 |
Payments on revolving line of credit | 0 | (99,021) | (144,341) |
Net proceeds from Term Loans | 228,753 | 416,500 | 0 |
Payments on other debt | (251) | (31,447) | (1,395) |
Proceeds from other debt | 0 | 16,575 | 16,200 |
Proceeds from common stock options exercised and employee stock purchase plan | 1,887 | 5,506 | 4,300 |
Purchase of treasury stock | 0 | 0 | (34) |
Cash dividends paid | 0 | (275,000) | (1,958) |
Issuance of preferred stock | 0 | 135,000 | 0 |
Payments of tax withholdings related to net share settlement of equity awards | (10,362) | 0 | 0 |
Payments of debt issuance costs | (885) | (7,854) | (258) |
Proceeds from initial public offering, net of underwriters’ discounts and commissions | 0 | 340,200 | 0 |
Payment of contingent earnout liability | (32,300) | 0 | 0 |
Net cash provided by financing activities | 97,042 | 481,446 | 8,135 |
NET (DECREASE) INCREASE IN CASH, CASH EQUIVALENTS, AND RESTRICTED CASH | (82,416) | 368,300 | (388) |
CASH, CASH EQUIVALENTS, AND RESTRICTED CASH—Beginning of year | 368,870 | 570 | 958 |
CASH, CASH EQUIVALENTS, AND RESTRICTED CASH—End of year | 286,454 | 368,870 | 570 |
Reconciliation to the Consolidated Balance Sheets: | |||
Cash and cash equivalents | 286,454 | 321,065 | 570 |
Restricted cash | 0 | 47,805 | 0 |
Total cash, cash equivalents, and restricted cash | 286,454 | 368,870 | 570 |
SUPPLEMENTAL CASH FLOW INFORMATION: | |||
Interest paid, net | (26,006) | (23,497) | (1,467) |
Income taxes paid, net | (214) | 64 | (40) |
SUPPLEMENTAL DISCLOSURES OF NONCASH INVESTING ACTIVITIES: | |||
Landlord funded allowance for tenant improvements | 0 | 4,437 | 2,562 |
Capital expenditures in accounts payable and accrued expenses | 444 | 241 | 250 |
Contingent earnout obligation related to acquisition | 0 | 30,437 | 0 |
SUPPLEMENTAL DISCLOSURES OF NONCASH FINANCING ACTIVITIES: | |||
Equity issuance costs in accounts payable and accrued expenses | 0 | 5,643 | 0 |
Private Placement | |||
CASH FLOWS FROM FINANCING ACTIVITIES: | |||
Payments of stock issuance costs | (1,771) | (3,784) | 0 |
IPO | |||
CASH FLOWS FROM FINANCING ACTIVITIES: | |||
Payments of stock issuance costs | (3,911) | (3,218) | 0 |
Line of Credit | Credit Agreement | |||
CASH FLOWS FROM FINANCING ACTIVITIES: | |||
Payments on revolving line of credit | 0 | (21,645) | 0 |
Secured Debt | Line of Credit | |||
CASH FLOWS FROM FINANCING ACTIVITIES: | |||
Payments on other debt | $ (84,118) | $ (100,000) | $ 0 |
Summary of Business and Signifi
Summary of Business and Significant Accounting Policies | 12 Months Ended |
Jun. 30, 2021 | |
Accounting Policies [Abstract] | |
Summary of Business and Significant Accounting Policies | SUMMARY OF BUSINESS AND SIGNIFICANT ACCOUNTING POLICIES Description of Business —SelectQuote, Inc. and its subsidiaries (the “Company” or “SelectQuote”) contract with numerous insurance carriers to sell senior health (“Senior”), life (“Life”), and auto and home insurance (“Auto & Home”) policies by telephone to individuals throughout the United States through the use of multi-channel marketing and advertising campaigns. Senior sells Medicare Advantage, Medicare Supplement, Medicare Part D, and other ancillary senior health insurance related policies. InsideResponse and Population Health are also included in Senior. Life sells term and permanent life insurance policies (together referred to as "core") and final expense policies, along with other ancillary products. Auto & Home primarily sells non-commercial auto & home property and casualty insurance policies. SelectQuote’s licensed insurance agents provide comparative rates from a variety of insurance carriers relying on our technology distribution channel with a combination of proprietary and commercially available software to perform its quote service and sell insurance policies on behalf of the insurance carriers. The Company primarily earns revenue in the form of commission payments from the insurance carriers. Commission payments are received both when the initial policy is sold (“first year”) and when the underlying policyholder renews their policy in subsequent years (“renewal”). Additionally, the Company receives certain volume-based bonuses from some carriers on first-year policies sold, which are referred to as production bonuses and marketing development funds, based on attaining various predetermined target sales levels or other agreed upon objectives. Basis of Presentation —The accompanying consolidated financial statements include the accounts of SelectQuote, Inc., and its wholly owned subsidiaries: SelectQuote Insurance Services, SelectQuote Auto & Home Insurance Services, LLC (“SQAH”), ChoiceMark Insurance Services, Inc., Tiburon Insurance Services, InsideResponse, LLC, and SelectQuote Ventures, Inc. All intercompany accounts and transactions have been eliminated in consolidation. The consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles and include all adjustments necessary for the fair presentation of our financial position as of June 30, 2021. Certain reclassifications have been made to prior periods to conform with current year. Results from operations related to entities acquired during the periods covered by the consolidated financial statements are reflected from the effective date of acquisition. Results of operations were not materially impacted by the COVID-19 pandemic. Our fiscal year ends on June 30. References in this Annual Report to a particular "year," "fiscal," "fiscal year," or "year-end" mean our fiscal year. The significant accounting policies applied in preparing the accompanying consolidated financial statements of the Company are summarized below. Seasonality —Medicare-eligible individuals are permitted to change their Medicare Advantage and Medicare Part D prescription drug coverage for the following year during the Medicare annual enrollment period (“AEP”) in October through December and are allowed to switch plans from an existing plan during the open enrollment period (“OEP”) in January through March each year. As a result, the Company’s Senior segment’s commission revenue is highest in the second quarter and to a lesser extent, the third quarter during OEP. Use of Estimates —The preparation of consolidated financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of revenues, expenses, assets, and liabilities and disclosure of contingent assets and liabilities. The Company regularly assesses these estimates; however, actual amounts could differ from those estimates. The most significant items involving management’s estimates include estimates of revenue recognition, commissions receivable, the provision for income taxes, share-based compensation, and valuation of intangible assets and goodwill. The impact of changes in estimates is recorded in the period in which they become known. Business Combinations —The Company accounts for business combinations in accordance with ASC Topic 805, Business Combinations (“ASC 805”), which requires most identifiable assets, liabilities, and goodwill acquired in a business combination to be recorded at full fair value at the acquisition date. Additionally, ASC 805 requires transaction-related costs to be expensed in the period incurred. The determination of fair value of assets acquired and liabilities assumed requires estimates and assumption that can change as a result of new information obtained about facts and circumstances that existed as of the acquisition date. As such, the Company will make any necessary adjustments to goodwill in the period identified within one year of the acquisition date. Adjustments outside of that range are recognized currently in earnings. Refer to Note 2 of the consolidated financial statements for further details. Cash, Cash Equivalents, and Restricted Cash —Cash and cash equivalents represent cash and short-term, highly liquid investments with maturities of three months or less at the time of purchase. The Company’s restricted cash balance consists of a specified deposit account to be used only for interest payments on the 2019 Term Loan (as defined below). Concentrations of Credit Risk —Financial instruments that potentially subject the Company to concentrations of credit risk consist primarily of accounts and commissions receivable. The Company believes the potential for collection issues with any of its customers is minimal as of June 30, 2021, based on the lack of collection issues in the past and the high financial standards the Company requires of its customers. As of June 30, 2021, three insurance carrier customers accounted for 29%, 21%, and 10% of total accounts and commissions receivable. As of June 30, 2020, three insurance carrier customers accounted for 26%, 20%, and 10% of total accounts and commissions receivable. For the year ended June 30, 2021, three insurance carriers customers accounted for 24%, 19%, and 15% of total revenue. For the year ended June 30, 2020, three insurance carrier customers accounted for 26% 18%, and 11% of total revenue. For the year ended June 30, 2019, three insurance carrier customers accounted for 23%, 14%, and 12% of total revenue. Property and Equipment—Net —Property and equipment are stated at cost less accumulated depreciation. Finance lease amortization expenses are included in depreciation expense in our consolidated statements of comprehensive income. Depreciation is computed using the straight-line method based on the date the asset is placed in service using the following estimated useful lives: Computer hardware 3 years Machinery and equipment 2–4 years Automobiles 5 years Leasehold improvements Shorter of lease period or useful life Furniture and fixtures 7 years Maintenance and minor replacements are expensed as incurred. Software—Net —The Company capitalizes costs of materials, consultants, and compensation and benefits costs of employees who devote time to the development of internal-use software during the application development stage. Judgment is required in determining the point at which various projects enter the phases at which costs may be capitalized, in assessing the ongoing value of the capitalized costs, and in determining the estimated useful lives over which the costs are amortized, which is generally 3 years. Implementation costs incurred in a hosting arrangement that is a service contract are capitalized according to the requirements for capitalizing implementation costs incurred to develop or obtain internal-use software and classified in the same balance sheet line item as amounts prepaid for the related hosting arrangement. Amortization of these costs is recorded to the same income statement line item as the service fees for the related hosting arrangement and over the same term. Leases— The Company has entered into various lease agreements for office space and other equipment as lessee. At contract inception, the Company determines that a contract contains a lease if the contract conveys the right to control the use of identified property, plant, or equipment (an identified asset) for a period of time in exchange for consideration. If a contract contains a lease, the Company recognizes a right-of-use asset and a lease liability on the consolidated balance sheet at lease commencement. The Company has elected a practical expedient to make an accounting policy not to record short-term leases on the consolidated balance sheet, defined as leases with an initial term of 12 months or less that do not contain purchase options that the lessee is reasonably certain to elect. Right-of-use assets represent the Company’s right to use an underlying asset for the lease term as the Company has control over an economic resource and is benefiting from the use of the asset. Lease liabilities represent the Company’s obligation to make payments for that right of use. Right-of-use assets and lease liabilities are determined by recognizing the present value of future lease payments using the Company’s incremental borrowing rate, which is the rate we would have to pay to borrow on a collateralized basis based upon information available at the lease commencement date. The right-of-use asset is measured at the commencement date by totaling the amount of the initial measurement of the lease liability, adding any lease payments made to the lessor at or before the commencement date, subtracting any lease incentives received, and adding any initial direct costs incurred by the Company. When lease terms include renewal or termination options, the Company determines the lease term as the noncancelable period of the lease, plus periods covered by an option to extend the lease if the Company is reasonably certain to exercise the option. The Company considers an option to be reasonably certain to be exercised by the Company when a significant economic incentive exists. The Company has lease agreements with lease and nonlease components. The Company elected the practical expedient to make an accounting policy election by class of underlying asset, to not separate nonlease components from the associated lease components and instead account for each separate lease component and its associated nonlease components as a single lease component. The Company has applied this accounting policy election to all asset classes. Impairment and Disposal of Long-Lived Assets —The Company reviews its long-lived assets for impairment whenever events or changes in circumstances indicate that the carrying amount of such assets may not be recoverable. Recoverability of an asset to be held and used is measured by a comparison of the carrying amount of an asset to future undiscounted net cash flows expected to be generated by the asset. If such asset is considered to be impaired, a loss is recognized for the amount by which the carrying amount of the asset exceeds the fair value of the asset. Assets to be disposed of are reported at the lower of the carrying amount or fair value, less costs to sell. For the years ended June 30, 2021, 2020, and 2019, there were no events or changes in circumstances to indicate impairment of long-lived assets. Goodwill —Goodwill represents the excess of the purchase price over the estimated fair values of identifiable assets and liabilities acquired in a business combination as of the acquisition date. Goodwill is not amortized in accordance with the requirements of ASC 350, Intangibles-Goodwill and Other (“ASC 350”). ASC 350 requires that the Company test goodwill for impairment on an annual basis and whenever events or circumstances indicate that the asset may be impaired. The Company considers significant unfavorable industry or economic trends as factors in deciding when to perform an impairment test. Goodwill is allocated among, and evaluated for impairment, at the reporting unit level, which is defined as an operating segment or one level below an operating segment. The Company performs the annual goodwill impairment as of April 1. Refer to Note 2 of the consolidated financial statements for further details. Commission Advances —Commission advances represent a refund liability primarily for upfront future renewal commission payments received from certain insurance carriers at the time an insurance policy is first sold. The Company is required to return commission advances to customers in the event the underlying policyholder does not renew the policy. When the Company has an unconditional right to the consideration, the Company recognizes a reduction to the corresponding contract asset and refund liability. As of June 30, 2021 and 2020, there was approximately $5.1 million and $1.7 million, respectively, recorded in other current liabilities on the consolidated balance sheet. Equity Issuance Costs —Equity issuance costs primarily consist of legal fees, underwriting fees, and other costs incurred as a result of the IPO and the issuance of Series E preferred stock. Upon completion of the IPO in May of 2020, $26.9 million of costs were charged to shareholders’ equity against the gross proceeds raised. For the issuance of Series E preferred stock in April and May of 2020, $5.6 million of costs were charged to shareholders’ equity against the gross proceeds raised. Revenue Recognition— The Company recognizes revenue when a customer obtains control of promised goods or services and recognizes an amount that reflects the consideration that an entity expects to receive in exchange for those goods or services. The Company applies the following five-step model in order to determine this amount: (i) identification of the contract with a customer; (ii) identification of the performance obligations in the contract, including whether they are distinct in the context of the contract; (iii) measurement of the transaction price, including the constraint on variable consideration; (iv) allocation of the transaction price to the performance obligations; and (v) recognition of revenue when (or as) the Company satisfies each performance obligation. Contracts with Customers — The Company’s primary customers are the insurance carriers that it contracts with to sell insurance policies on their behalf. The Company only applies the five-step model to contracts when it is probable that it will collect the consideration it is entitled to in exchange for the goods or services it transfers to the customer. The Company earns commissions for first year and renewal policies from the insurance carriers, as presented in the consolidated statements of comprehensive income as commission revenue. Additionally, the Company earns production bonuses on first year policies from the insurance carriers based on attaining predetermined target sales levels or other agreed upon objectives and marketing development funds received from certain insurance carriers based on historical experience to drive incremental policy sales, as presented in the consolidated statements of comprehensive income as production bonus and other revenue. The contracts with the insurance carriers are non-exclusive and can typically be terminated unilaterally by either party. We review individual contracts to determine the Company’s legal and enforceable rights to renewal commissions upon contract termination when determining variable consideration. Additionally, the insurance carriers often have the ability to amend provisions in the contracts relating to the prospective commission rates paid to the Company for new policies sold. The Company’s contracts with customers contain a single performance obligation satisfied at a point in time to which it allocates the total transaction price. Significant Judgments — The accounting estimates and judgments related to the recognition of revenue require the Company to make assumptions about numerous factors such as the determination of performance obligations and determination of the transaction price. In determining the amounts of revenue to recognize, the Company uses the following methods, inputs, and assumptions: • Determination of Performance Obligations —The Company reviews each contract with customers to determine what promises the Company must deliver and which of these promises are capable of being distinct and are distinct in the context of the contract. The delivery of new policyholders to the insurance carriers is the only material promise specified within the contracts. After a policy is sold, the Company has no material additional or recurring obligations to the policyholder or the insurance carrier. The Company’s contracts do not include downstream policyholder activities such as claims support or payment collection services. While the primary promise is the sale of policies, some contracts include the promise to provide administrative services to policyholders on behalf of the insurance carrier such as responding to policyholder inquiries regarding coverage or providing proof of insurance. The Company has concluded that while these administrative services may be distinct, they are immaterial in the context of the contract. ▪ Determination of the Transaction Price —The transaction price is identified as the first year commission due upon the initial sale of a policy as well as an estimate of renewal commissions or production bonuses when applicable. The estimates of renewal commissions and production bonuses are considered variable consideration and require significant judgment including determining the number of periods in which a renewal will occur and the value of those renewal commissions to be received if renewed. For renewal commissions, the Company utilizes the expected value approach. This approach incorporates a combination of historical lapse and premium increase data (where applicable), available insurance carrier experience data, historical payment data by segment and insurance carrier to estimate forecasted renewal consideration and constrain revenue recognized to the extent that it is probable that a significant reversal in the amount of cumulative revenue recognized will not occur. The uncertainty associated with the variable consideration is subsequently resolved when the policy renews, and adjustments in variable consideration are recognized in the period incurred. The foregoing is exclusive of marketing development funds, InsideResponse lead generation revenue, and Population Health revenue in which the transaction prices are known. The Company utilizes a practical expedient to estimate commission revenue by applying the use of a portfolio approach to policies grouped together by segment, insurance carrier, product type, and quarter the policy was initially sold (referred to as a “cohort”). This provides a practical approach to estimating the renewal commissions expected to be collected for each cohort by evaluating various factors, including but not limited to, contracted commission rates, insurance carrier mix, premium increases, and persistency rates. Timing of Recognition — The Company recognizes revenue when it has completed its performance obligation, which is at different milestones for each segment based on the contractual enforceable rights, the Company’s historical experience, and established customer business practices: Senior Revenue a. Commission revenue for senior health policies is recognized at the earliest of when the insurance carrier has approved the policy sold, when a commission payment is received from the insurance carrier, or when the policy sold becomes effective. b. Lead sales revenue for InsideResponse is recognized when the generated lead is accepted by the customer, which is the point of sale, and the Company has no further performance obligation after the delivery. c. Revenues generated from SelectRx are recognized upon shipment. At the time of shipment, the Company has performed substantially all of its performance obligations and does not experience a significant level of returns or re-shipments. There are no future revenue streams associated as patients have the option to cancel their service at any time. Life Revenue a. Commission revenue is recognized when the insurance carrier has approved the policy sold and payment information has been obtained from the policyholder. Auto & Home Revenue a. Commission revenue is recognized when the policy sold becomes effective. The Company does not receive consideration prior to the satisfaction of its performance obligation, and as a result, does not have contract liabilities with its customers. Refer to Note 13 of the consolidated financial statements for further information. Reassessment of the Transaction Price — The Company is continuously evaluating the assumptions and inputs into the Company's calculation of renewal commission revenue. As a result of these continuous evaluations, the Company recognizes cohort adjustments for revenue from prior periods when the cash collections are different from the estimated constrained renewal commissions. Cohort adjustments are a result of a change in estimate of expected cash collections when actual cash collections differs from the estimated constrained renewal commissions for the revenue recognized at the time of approval. Cohort adjustments can be positive or negative and are recognized using actual experience from policy renewals. As part of the ongoing evaluation, the Company revised its approach for estimating renewal commissions for the Senior segment beginning with the fourth quarter 2021, which included changing to the use of policy level persistency as the method for calculating persistency and the constraints applied to the calculation of a cohort renewal commission value. Accounts Receivable —Accounts receivable represents either first year or renewal commissions expected to be received on policies that have already been sold or renewed and for production bonus revenue that has been earned but not received from the insurance carrier. Typically, the Company receives commission payments as the insurance carriers receive payments from the underlying policyholders. As these can be on various payment terms such as monthly or quarterly, a receivable is recorded to account for the commission payments yet to be received from the insurance carriers. Commissions Receivable —Commissions receivable are contract assets that represent estimated variable consideration for performance obligations that have been satisfied but payment is not due as the underlying policy has not renewed yet. The current portion of commissions receivable are future renewal commissions expected to be renewed within one year, while the non-current portion of commissions receivable are expected to be renewed beyond one year. Contract assets are reclassified as accounts receivable when the rights to the renewal commissions become unconditional, which is primarily upon renewal of the underlying policy, typically on an annual basis. The Company assesses impairment for uncollectible consideration amounts when information available indicates it is probable that an asset has been impaired. There were no impairments recorded during the years ended June 30, 2021 or 2020, respectively. Cost of Revenue —Cost of revenue represents the direct costs associated with fulfilling the Company’s obligations to the insurance carriers for the sale of insurance policies. Such costs primarily consist of compensation and related benefit costs for sales agents, fulfillment specialists, and others directly engaged in serving policy holders. The Company does not have any incremental costs of obtaining its contracts with its customers, the insurance carriers. Share-Based Compensation —The Company applies the fair value method under ASC 718, Compensation—Stock Compensation (“ASC 718”), in accounting for share-based compensation to employees. Under ASC 718, compensation cost is measured at the grant date based on the fair value of the equity instruments awarded and is recognized over the period during which an employee is required to provide service in exchange for the award, or the requisite service period, which is usually the vesting period. The fair value of the equity award granted is estimated on the date of the grant. Marketing and Advertising Expenses —Direct costs related to marketing and advertising the Company’s services are expensed in the period incurred. Advertising expense was $329.4 million, $162.8 million, and $99.9 million for the years ended June 30, 2021, 2020, and 2019, respectively. Income Taxes —The Company accounts for income taxes using an asset and liability method. Deferred income tax assets and liabilities result from temporary differences between the tax basis of assets and liabilities and their reported amounts in the consolidated financial statements that will result in taxable or deductible amounts in future years. Valuation allowances are provided when necessary to reduce deferred tax assets to the amount expected to be realized. The Company applies ASC 740, Income Taxes (“ASC 740”), in accounting for uncertainty in income taxes recognized in the Company’s consolidated financial statements. ASC 740 requires a more-likely-than-not threshold for financial statement recognition and measurement of tax positions taken or expected to be taken in a tax return. The Company records a liability for the difference between the benefit recognized and measured pursuant to ASC 740 and the tax position taken or expected to be taken on the Company’s tax return. To the extent that the assessment of such tax positions changes, the change in estimate is recorded in the period in which the determination is made. Comprehensive Income —Comprehensive income is comprised of net income and the effective portion of changes in the fair value of derivatives designated and that qualify as cash flow hedges, less amounts reclassified into earnings. Adoption of New Accounting Pronouncements —In February 2016, the Financial Accounting Standards Board (the "FASB") issued Accounting Standards Update ("ASU") 2016-02, Leases (Topic 842) , which has been clarified and amended by various subsequent updates. The core principle of this standard is that a lessee should recognize the assets and liabilities that arise from leases, by recognizing in the consolidated balance sheet a liability to make lease payments (the lease liability) and a right-of-use asset representing its right to use the underlying asset for the lease term. In accordance with the guidance of Topic 842, leases are classified as finance or operating leases, and both types of leases are recognized on the consolidated balance sheet. The accounting applied by a lessor is largely unchanged from that applied under previous guidance. The new guidance requires certain expanded qualitative disclosures and specific quantitative disclosures in order to provide users of financial statements enough information to supplement the amounts recorded in the financial statements so that users can understand more about the nature of an entity’s leasing activities. The Company adopted the new guidance and related amendments on July 1, 2020, and elected the transition package of practical expedients permitted under the transition guidance, which allowed the carry forward of historical assessments of whether a contract contains a lease, lease classification, and initial direct costs. The new guidance and related amendments have been applied on a modified retrospective basis using the optional transition method with an application date of July 1, 2020. As a result of adopting this standard, on July 1, 2020, the Company recorded lease liabilities of $41.3 million and right-of-use assets of $29.7 million, which includes reclassifications of existing assets and liabilities primarily related to deferred rent. The adoption of this new standard did not have a material impact on the Company’s consolidated statements of comprehensive income or the consolidated statements of cash flows. The Company has included expanded disclosures on the consolidated balance sheets and in Note 5 to the consolidated financial statements. In January 2017, the FASB issued ASU No. 2017-04, “ Intangibles-Goodwill and Other (Topic 350) : Simplifying the Test for Goodwill Impairment. ” This ASU amends the subsequent measurement of goodwill whereby Step 2 from the goodwill impairment test is eliminated. As a result, an entity should recognize a goodwill impairment charge for the amount by which the carrying amount exceeds the reporting unit's fair value. The standard was adopted and applied prospectively by the Company as of July 1, 2020, but it did not have an impact on the Company's consolidated financial statements and disclosures. In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments — Credit Losses (Topic 326), which amends the guidance for accounting for assets that are potentially subject to credit risk. The amendments affect contract assets, loans, debt securities, trade receivables, net investments in leases, off-balance-sheet credit exposures, reinsurance receivables, and certain other financial assets. The Company adopted the standard on a prospective basis as of July 1, 2020. Adoption of the standard did not have a material impact on the Company's consolidated financial statements and related disclosures. Recent Accounting Pronouncements Not Yet Adopted —In December 2019, the FASB issued ASU No. 2019-12, Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes , which simplifies and changes the accounting for certain income tax transactions, among other minor improvements. This standard becomes effective for the Company on July 1, 2022, and for interim periods beginning July 1, 2023, with early adoption permitted. The Company is currently evaluating the impact to its consolidated financial statements and related disclosures but does not expect this ASU to have a material impact. |
Acquisitions
Acquisitions | 12 Months Ended |
Jun. 30, 2021 | |
Business Combination and Asset Acquisition [Abstract] | |
Acquisitions | ACQUISITIONS In accordance with ASC 805, the Company allocates the purchase price of its acquisitions to the tangible assets, liabilities, and intangible assets acquired based on fair values. Any excess purchase price over those fair values is recorded as goodwill. The fair value assigned to intangible assets acquired is supported by valuations using estimates and assumptions provided by management. Based on the valuation inputs, the Company has recorded assets acquired and liabilities assumed according to the following fair value hierarchy: Level 1 Unadjusted quoted prices in active markets for identical assets or liabilities Level 2 Unadjusted quoted prices in active markets for similar assets or liabilities; or unadjusted quoted prices for identical or similar assets or liabilities in markets that are not active; or inputs other than quoted prices that are observable for the asset or liability. Level 3 Unobservable inputs for the asset or liability InsideResponse, LLC —On May 1, 2020, the Company acquired 100% of the outstanding membership units of InsideResponse, an online marketing consulting firm the Company previously purchased leads from, for an aggregate purchase price of up to $65.0 million (subject to customary adjustments), as set forth in the Agreement and Plan of Merger, as amended on May 1, 2020 (the “Merger Agreement”). The purchase price was comprised of $32.7 million, which was paid in cash at the closing of the transaction and an earnout of up to $32.3 million, which was paid in full in cash during the year ended June 30, 2021, as InsideResponse achieved the applicable earnout target for calendar year 2020, as set forth in the Merger Agreement. Additionally, during the year ended June 30, 2021, the Company recorded $1.5 million in other expenses, net in the consolidated statement of comprehensive income as an adjustment to the fair market value of the earnout liability. Under the terms of the Merger Agreement, total consideration in the acquisition consisted of the following as of the acquisition date (in thousands): Base purchase price $ 32,700 Fair value of earnout 30,437 Net working capital true-up (1) 3,527 Closing cash 904 Closing indebtedness (476) Total purchase consideration $ 67,092 (1) The Company recorded a $0.1 million measurement period adjustment to the carrying amount of goodwill related to the net working capital true-up for the year ended June 30, 2021. At the date of acquisition, the fair value of net tangible assets acquired approximated their carrying value. The trade name acquired was determined using the relief from royalty method, which measures the value by estimating the cost savings associated with owning the asset rather than licensing it. For the proprietary software acquired, the replacement cost method under the cost approach was used, estimating the cost to rebuild the software. The non-compete agreements were valued using the income approach, and the customer relationships were valued using the multiple period excess earnings method. As such, all aforementioned intangible assets were valued using Level 3 inputs. Further, the Company believes that the fair value of the earn-out liability falls within Level 3 of the fair value hierarchy as a result of the unobservable inputs used for the measurement. Goodwill resulting from the transaction constitutes the excess of the consideration paid over the fair values of the assets acquired and liabilities assumed and primarily represents the expected synergies in streamlining the Company's marketing and advertising process by consolidating a primary vendor into its marketing team, providing full access to a rapidly growing and scalable lead generation strategy, guaranteeing our ability to consume more leads and reducing cost. This acquired goodwill is allocated to the Senior segment (which is also the reporting unit), and approximately $5.0 million is deductible for tax purposes. The following table summarizes the estimated fair values of the assets acquired and liabilities assumed as of the acquisition date (in thousands): Description Estimated Life Amount Cash and cash equivalents $ 955 Accounts receivable 8,220 Other current assets 459 Property and equipment, net 51 Accounts payable (2,922) Accrued expenses (737) Other current liabilities (8) Other liabilities (1) Net tangible assets acquired 6,017 Trade Name 5 years 2,680 Proprietary Software 2-5 years 1,042 Non-compete agreements 3 years 192 Customer relationships 7 years 16,069 Goodwill Indefinite 41,092 Total intangible assets acquired 61,075 Net assets acquired $ 67,092 The Company will amortize the intangible assets acquired on a straight-line basis over their estimated remaining lives, ranging from two Lead distribution company —On February 1, 2021, the Company acquired substantially all of the assets of a lead distribution company for an aggregate purchase price of up to $33.5 million (subject to customary adjustments), as set forth in the Asset Purchase Agreement, dated February 1, 2021 (the "Asset Purchase Agreement"). The purchase price is comprised of $30.0 million, of which $24.0 million was paid in cash at the closing of the transaction with an additional $6.0 million of holdback for indemnification claims, net working capital adjustments, and underperformance. Additionally, the purchase price includes an earnout of up to $3.5 million. The primary purpose of the acquisition was to secure and incorporate the exclusive publisher relationships into the lead generation business of InsideResponse. The Company recorded $0.4 million of acquisition-related costs in general and administrative operating costs and expenses in the consolidated statement of comprehensive income. The earnout is contingent upon the achievement of a minimum of 50,000 insurance policies sold to closed policy leads during calendar year 2021 and will be paid in cash no later than five days after the accountant-reviewed stand-alone financial statements of the lead distribution company, as of and for the period ending December 31, 2021, are finalized. While the earnout provides for a range of possible payouts, if the lead distribution company fails to hit the minimum target threshold set forth in the Asset Purchase Agreement, there will be no payout, but in no circumstance can the earnout exceed $3.5 million. As the earnout payment is contingent upon continued employment of certain individuals, the Company will recognize the earnout as compensation expense in general and administrative operating costs and expenses in the consolidated statement of comprehensive income in the period in which it is earned. As of June 30, 2021, the Company has not accrued an earnout payment based on current forecasted performance. The underperformance amount related to the $6.0 million holdback is calculated as follows: if the lead performance percentage, calculated as the calendar year 2021 closed policy amount divided by the closed policy performance target of 50,000 closed policy leads, is less than or equal to 60%, the underperformance amount shall be calculated as 100% less the lead performance percentage multiplied by $30.0 million. As of June 30, 2021, current forecasted performance is expected to exceed 60%. The Company will accrue interest on the remaining holdback of $5.5 million, after the net working capital true-up of $0.5 million, through the 15-month anniversary of the closing date in interest expense, net in the consolidated statement of comprehensive income. Under the terms of the Asset Purchase Agreement, the total consideration for the acquisition consisted of the following as of the acquisition date (in thousands): Base purchase price $ 30,000 Net working capital true-up (499) Total Purchase Consideration $ 29,501 At the date of acquisition, the fair value of net tangible assets acquired approximated their carrying value. The non-compete agreements were valued using the income approach, and the customer relationships were valued using the multiple period excess earnings method. As such, all aforementioned intangible assets were valued using Level 3 inputs. Goodwill resulting from the transaction constitutes the excess of the consideration paid over the fair values of the assets acquired and liabilities assumed and primarily represents the benefits of leveraging the exclusive publisher relationships in the business. This acquired goodwill is allocated to the Senior segment (which is also the reporting unit), and is not deductible for tax purposes after adding back acquisition costs and excluding the holdback not yet paid. The following table summarizes the estimated fair values of the assets acquired and liabilities assumed as of the acquisition date (in thousands): Description Estimated Life Amount Accounts receivable $ 1,301 Total tangible assets acquired 1,301 Non-compete agreements 5 years 1,000 Vendor relationships 9 years 23,700 Goodwill Indefinite 3,500 Total intangible assets acquired 28,200 Net Assets Acquired $ 29,501 The Company will amortize the intangible assets acquired on a straight-line basis over their estimated remaining lives, ranging from five From the date of acquisition, February 1, 2021, through June 30, 2021, the lead distribution company generated $5.6 million of lead generation revenue, all of which was consumed by the Senior segment. Express Med Pharmaceuticals —On April 30, 2021, the Company acquired 100% of the outstanding shares of Express Med Pharmaceuticals, now branded SelectRx, a leading specialty pharmaceutical distributor, for an aggregate purchase price of up to $24.0 million (subject to customary adjustments), as set forth in the Stock Purchase Agreement dated April 30, 2021 (the "Stock Purchase Agreement"). The aggregate purchase price of up to $24.0 million is comprised of $17.5 million in cash paid at the closing of the transaction, an additional $2.5 million of holdback for indemnification claims, if any, and an earnout of up to $4.0 million, if any. The primary purpose of the acquisition was to take advantage of the Company's technology and customer base to facilitate better patient care through coordination of strategic, value-based care partnerships. The Company recorded $0.3 million of acquisition-related costs in general and administrative operating costs and expenses in the consolidated statement of comprehensive income. In addition, as a result of the acquisition, the Company has entered into an operating lease with a related party. Refer to Note 5 in the consolidated financial statements for further details. The earnout of up to $4.0 million is comprised of two separate provisions. The first provision provides for an earnout of up to $3.0 million and is contingent upon achievement of the following within the first 20 months following the acquisition: facility updates that would allow for processing a minimum of 75,000 active patients, the issuance of pharmacy licenses in all 50 states, and active patients of 15,000 or more. The second provision provides for an earnout of up to $1.0 million and is contingent upon achievement of the following within 36 months following the acquisition: construction of a new facility to accommodate the servicing of additional active patients or 75,000 or more active patients as of the last day of any month prior to the end of the second earnout provision period or as of the end of the second earnout provision period. As of June 30, 2021, the Company has not accrued an earnout payment based on current forecasted performance. The $2.5 million of holdback will be due upon the 15-month anniversary of the closing date of the acquisition. Under the terms of the Stock Purchase Agreement, total consideration in the acquisition consisted of the following as of the acquisition date (in thousands): Base purchase price $ 20,000 Net working capital true-up (483) Closing cash 20 Total purchase consideration $ 19,537 At the date of acquisition, the fair value of net tangible assets acquired, excluding property and equipment, approximated their carrying value. The property and equipment was valued primarily using the cost and sales comparison approach to value. For the proprietary software acquired, the replacement cost method under the cost approach was used, estimating the cost to rebuild the software. The non-compete agreement was valued using the income approach, and the customer relationships were valued using the multiple period excess earnings method. As such, all aforementioned intangible assets were valued using Level 3 inputs. Goodwill resulting from the transaction constitutes the excess of the consideration paid over the fair values of the assets acquired and liabilities assumed and primarily represents the additional value of the synergies of combining the SelectRx business with the Company's technology and existing customer base. This acquired goodwill is allocated to the Senior segment (which is also the reporting unit), and the Company expects approximately $16.0 million to be deductible for tax purposes after adding back acquisition costs and excluding the holdback not yet paid. The following table summarizes the estimated fair values of the assets acquired and liabilities assumed as of the acquisition date (in thousands): Description Estimated Life Amount Cash and cash equivalents $ 20 Accounts receivable 613 Other current assets 28 Property and equipment, net 287 Accounts payable (280) Accrued expenses, including compensation and benefits (45) Net tangible assets acquired 623 Proprietary Software 3 years 550 Non-compete agreements 5 years 100 Customer relationships 1 year 200 Goodwill Indefinite 18,064 Total intangible assets acquired 18,914 Net assets acquired $ 19,537 The Company will amortize the intangible assets acquired on a straight-line basis over their estimated remaining lives, ranging from one five From the date of acquisition, April 30, 2021, through June 30, 2021, SelectRx generated $1.8 million of mail order prescription revenue. |
Property And Equipment_Net
Property And Equipment—Net | 12 Months Ended |
Jun. 30, 2021 | |
Property, Plant and Equipment [Abstract] | |
Property And Equipment—Net | PROPERTY AND EQUIPMENT—NET Property and equipment—net consisted of the following as of June 30: (in thousands) 2021 2020 Computer hardware $ 13,351 $ 9,829 Machinery and equipment (1) 2,667 2,443 Leasehold improvements 18,525 17,692 Furniture and fixtures 5,004 5,259 Work in progress 7,220 1,267 Total 46,767 36,490 Less accumulated depreciation (17,257) (14,340) Property and equipment—net $ 29,510 $ 22,150 (1) Includes financing lease right-of-use assets. Work in progress as of June 30, 2021, primarily represents computer equipment and machinery not yet put into service and not yet being depreciated. As of June 30, 2020, work in progress primarily represents tenant improvements not yet put into service. Depreciation expense for the years ended June 30, 2021, 2020, and 2019, was $7.7 million, $5.2 million, and $3.7 million, respectively. |
Software_Net
Software—Net | 12 Months Ended |
Jun. 30, 2021 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Software—Net | SOFTWARE—NET Software—net consisted of the following as of June 30: (in thousands) 2021 2020 Software $ 16,530 $ 10,999 Work in progress 3,826 1,922 Total 20,356 12,921 Less accumulated amortization (7,745) (4,522) Software—net $ 12,611 $ 8,399 Work in progress as of June 30, 2021 and June 30, 2020, primarily represents costs incurred for software not yet put into service and are not yet being amortized. For the years ended June 30, 2021, 2020, and 2019, the Company capitalized internal-use software and website development costs of $7.6 million, $5.8 million, and $4.1 million, respectively, and recorded amortization expense of $3.9 million, $2.2 million, and $0.9 million, respectively. |
Leases
Leases | 12 Months Ended |
Jun. 30, 2021 | |
Leases [Abstract] | |
Leases | LEASES The majority of the Company’s leases are operating leases related to office space. The Company leases office facilities in the United States in San Diego, California; Centennial, Colorado; Jacksonville, Florida; Overland Park, Kansas; Wilmington, North Carolina; Des Moines, Iowa; and Oakland, California. The Company has also entered into an operating lease with a related party for the SelectRx facilities in Monaca, Pennsylvania which is included in the disclosures that follow. Over the term of the lease the Company expects to incur $3.6 million in total rental payments over the initial ten-year term plus an additional five-year extension option which it is reasonably certain to exercise. The Company recognizes lease expense for operating leases on a straight-line basis over the respective lease term. The Company's operating leases have remaining lease terms of less than one year to fifteen years. The Company has entered into noncancelable agreements to sublease portions of its office facilities to unrelated third parties. Sublease rental income is recorded as a reduction of rent expense in general and administrative operating costs and expenses in the consolidated statements of comprehensive income. Sublease rental income was $1.0 million, $0.3 million, and $0.4 million for the years ended June 30, 2021, 2020, and 2019, respectively. Operating lease expense was $7.8 million for the year ended June 30, 2021, recorded in general and administrative operating costs and expenses in the consolidated statements of comprehensive income. Right-of-Use Asset and Lease Liability —The right-of-use assets and lease liabilities were as follows as of June 30, 2021: (in thousands) Balance Sheet Classification Amount Assets Operating leases Operating lease right-of-use assets $ 31,414 Finance leases Property and equipment - net 181 Total lease right-of-use assets 31,595 Liabilities Current Operating leases Operating lease liabilities - current 5,289 Finance leases Other current liabilities 188 Non-current Operating leases Operating lease liabilities 38,392 Finance leases Other liabilities 27 Total lease liabilities $ 43,896 Lease Costs —The components of lease costs were as follows: Year Ended June 30, (in thousands) 2021 Finance lease costs (1) $ 245 Operating lease costs (2) 7,843 Short-term lease costs 172 Variable lease costs (3) 1,195 Sublease income (975) Total net lease costs $ 8,480 (1) Primarily consists of amortization of finance lease right-of-use assets and an immaterial amount of interest on finance lease liabilities recorded in operating costs and expenses and interest expense, net in the consolidated statements of comprehensive income. (2) Recorded in operating costs and expenses in the consolidated statements of comprehensive income. (3) Variable lease costs are not included in the measurement of the lease liability or right-of-use asset as they are not based on an index or rate and primarily represents common area maintenance charges and real estate taxes recorded in operating costs and expenses in the consolidated statements of comprehensive income. Supplemental Information —Supplemental information related to leases was as follows as of and for the year ended June 30, 2021: (in thousands) Operating Leases Finance leases Total Cash paid for amounts included in measurement of liabilities: Operating cash flows from leases $ 7,228 $ 11 $ 7,239 Financing cash flows from leases — 262 262 Right-of-use assets obtained in exchange for new lease liabilities $ 5,618 $ 194 $ 5,812 Operating Leases Finance leases Weighted-average remaining lease term (in years) 7.20 1.14 Weighted-average discount rate 9.58 % 6.44 % Maturities of Lease Liabilities —As of June 30, 2021, remaining maturities of lease liabilities for each of the next five fiscal years and thereafter are as follows: (in thousands) Operating leases Finance leases Total 2022 9,171 196 9,367 2023 8,704 26 8,730 2024 9,086 — 9,086 2025 9,100 — 9,100 2026 6,825 — 6,825 Thereafter 17,537 — 17,537 Total undiscounted lease payments 60,423 222 60,645 Less: interest 16,742 7 16,749 Present value of lease liabilities $ 43,681 $ 215 $ 43,896 The following table summarizes the future annual minimum lease obligations under non-cancelable operating leases at June 30, 2020, under the previous lease accounting standard ASC 840, Leases (in thousands): 2021 $ 8,781 2022 8,497 2023 7,991 2024 8,353 2025 8,306 Thereafter 21,262 Total minimum lease payments $ 63,190 |
Leases | LEASES The majority of the Company’s leases are operating leases related to office space. The Company leases office facilities in the United States in San Diego, California; Centennial, Colorado; Jacksonville, Florida; Overland Park, Kansas; Wilmington, North Carolina; Des Moines, Iowa; and Oakland, California. The Company has also entered into an operating lease with a related party for the SelectRx facilities in Monaca, Pennsylvania which is included in the disclosures that follow. Over the term of the lease the Company expects to incur $3.6 million in total rental payments over the initial ten-year term plus an additional five-year extension option which it is reasonably certain to exercise. The Company recognizes lease expense for operating leases on a straight-line basis over the respective lease term. The Company's operating leases have remaining lease terms of less than one year to fifteen years. The Company has entered into noncancelable agreements to sublease portions of its office facilities to unrelated third parties. Sublease rental income is recorded as a reduction of rent expense in general and administrative operating costs and expenses in the consolidated statements of comprehensive income. Sublease rental income was $1.0 million, $0.3 million, and $0.4 million for the years ended June 30, 2021, 2020, and 2019, respectively. Operating lease expense was $7.8 million for the year ended June 30, 2021, recorded in general and administrative operating costs and expenses in the consolidated statements of comprehensive income. Right-of-Use Asset and Lease Liability —The right-of-use assets and lease liabilities were as follows as of June 30, 2021: (in thousands) Balance Sheet Classification Amount Assets Operating leases Operating lease right-of-use assets $ 31,414 Finance leases Property and equipment - net 181 Total lease right-of-use assets 31,595 Liabilities Current Operating leases Operating lease liabilities - current 5,289 Finance leases Other current liabilities 188 Non-current Operating leases Operating lease liabilities 38,392 Finance leases Other liabilities 27 Total lease liabilities $ 43,896 Lease Costs —The components of lease costs were as follows: Year Ended June 30, (in thousands) 2021 Finance lease costs (1) $ 245 Operating lease costs (2) 7,843 Short-term lease costs 172 Variable lease costs (3) 1,195 Sublease income (975) Total net lease costs $ 8,480 (1) Primarily consists of amortization of finance lease right-of-use assets and an immaterial amount of interest on finance lease liabilities recorded in operating costs and expenses and interest expense, net in the consolidated statements of comprehensive income. (2) Recorded in operating costs and expenses in the consolidated statements of comprehensive income. (3) Variable lease costs are not included in the measurement of the lease liability or right-of-use asset as they are not based on an index or rate and primarily represents common area maintenance charges and real estate taxes recorded in operating costs and expenses in the consolidated statements of comprehensive income. Supplemental Information —Supplemental information related to leases was as follows as of and for the year ended June 30, 2021: (in thousands) Operating Leases Finance leases Total Cash paid for amounts included in measurement of liabilities: Operating cash flows from leases $ 7,228 $ 11 $ 7,239 Financing cash flows from leases — 262 262 Right-of-use assets obtained in exchange for new lease liabilities $ 5,618 $ 194 $ 5,812 Operating Leases Finance leases Weighted-average remaining lease term (in years) 7.20 1.14 Weighted-average discount rate 9.58 % 6.44 % Maturities of Lease Liabilities —As of June 30, 2021, remaining maturities of lease liabilities for each of the next five fiscal years and thereafter are as follows: (in thousands) Operating leases Finance leases Total 2022 9,171 196 9,367 2023 8,704 26 8,730 2024 9,086 — 9,086 2025 9,100 — 9,100 2026 6,825 — 6,825 Thereafter 17,537 — 17,537 Total undiscounted lease payments 60,423 222 60,645 Less: interest 16,742 7 16,749 Present value of lease liabilities $ 43,681 $ 215 $ 43,896 The following table summarizes the future annual minimum lease obligations under non-cancelable operating leases at June 30, 2020, under the previous lease accounting standard ASC 840, Leases (in thousands): 2021 $ 8,781 2022 8,497 2023 7,991 2024 8,353 2025 8,306 Thereafter 21,262 Total minimum lease payments $ 63,190 |
Supplemental Financial Statemen
Supplemental Financial Statement Information | 12 Months Ended |
Jun. 30, 2021 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Supplemental Financial Statement Information | SUPPLEMENTAL FINANCIAL STATEMENT INFORMATION Cash, cash equivalents, and restricted cash— As of June 30, 2021 and 2020, cash equivalents included a money market account primarily invested in cash, U.S. Government securities, and repurchase agreements that are collateralized fully. As of June 30, 2020, the Company had $47.8 million of restricted cash required to be used toward payment of interest on the 2019 Term Loan. This requirement was subsequently removed in the 2021 Term Loan (refer to Note 10 of the consolidated financial statements for further details). Cash, cash equivalents, and restricted cash consisted of the following as of June 30: (in thousands) 2021 2020 Cash $ 25,713 $ 20,395 Money market funds 260,741 300,670 Cash and cash equivalents 286,454 321,065 Restricted Cash — 47,805 Total cash, cash equivalents, and restricted cash $ 286,454 $ 368,870 Other current assets — Other current assets consisted of the following as of June 30: (in thousands) 2021 2020 Prepaid expenses (1) $ 2,327 $ 7,257 Other receivables (2) 1,882 2,036 Other (3) 277 828 Total other current assets $ 4,486 $ 10,121 (1) Prepaid expenses primarily consists of amounts prepaid for future services and other contractual arrangements for which we have yet to receive benefit. (2) Other receivables primarily consists of tax incentive payments not yet received. (3) Other primarily consists of prescription drug management inventory and income taxes receivable. Other current liabilities — Other current liabilities consisted of the following as of June 30: (in thousands) 2021 2020 Unearned revenue $ 5,080 $ 1,738 Current portion of debt 2,360 Unrealized loss on interest rate swap contract 236 1,669 Deferred rent-short term — 1,488 Leases payable-short term — 49 Financing lease liabilities-short term 188 — Total other current liabilities $ 7,864 $ 4,944 Other liabilities — Other current liabilities consisted of the following as of June 30: (in thousands) 2021 2020 Deferred rent-long term $ — $ 11,451 Leases payable-long term — 59 Payroll tax liabilities-long term 4,332 2,493 Acquisition holdback 5,730 — Financing lease liabilities-long term 27 — Third party commission liabilities 1,286 — Other (1) 368 632 Total other liabilities $ 11,743 $ 14,635 (1) Other noncurrent liabilities primarily consists of revenue sharing obligations expected to settle beyond one year from the balance sheet date. |
Intangible Assets and Goodwill
Intangible Assets and Goodwill | 12 Months Ended |
Jun. 30, 2021 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Intangible Assets and Goodwill | INTANGIBLE ASSETS AND GOODWILL Intangible assets — The Company's intangible assets include those acquired as part of the acquisitions listed in the table below (refer to Note 2 to the consolidated financial statements for further details). The Company reviews its long-lived assets for impairment whenever events or changes in circumstances indicate that the carrying amount of such assets may not be recoverable. During the years ended June 30, 2021, 2020, and 2019, there were no such indicators. Goodwill— The Company recorded as goodwill the excess of the purchase price over the estimated fair values of identifiable assets and liabilities acquired as part of the acquisitions listed in the table below (refer to Note 2 to the consolidated financial statements for further details). There were no goodwill impairment charges recorded during the years ended June 30, 2021, 2020, and 2019. Goodwill is assigned to reporting units that are expected to benefit from the synergies of the business combination as of the acquisition date and becomes identified with that reporting unit in its entirety. As such, the reporting unit as a whole supports the recovery of its goodwill. For the following acquisitions, the reporting units to which goodwill has been assigned and the associated reportable segments are as follows: Acquisition Reporting Unit Reportable Segment Auto & Home-controlling interest Auto & Home Auto & Home InsideResponse Senior Senior Lead distribution company Senior Senior Express Med Pharmaceuticals Senior Senior The carrying amounts, accumulated amortization, net carrying value, and weighted average remaining life of our definite-lived amortizable intangible assets as well as our goodwill are presented in the tables below as of June 30 (dollars in thousands, useful life in years): 2021 2020 Gross Carrying Amount Accumulated Amortization Net Carrying Amount Weighted-Average Remaining Useful Life Gross Carrying Amount Accumulated Amortization Net Carrying Amount Weighted-Average Remaining Useful Life Total intangible assets subject to amortization Customer relationships $ 17,122 $ (3,448) $ 13,674 $ 16,922 $ (1,011) $ 15,911 Trade name 2,680 (625) 2,055 2,680 (88) 2,592 Proprietary software 1,592 (382) 1,210 1,042 (48) 994 Non-compete agreements 1,292 (163) 1,129 192 (16) 176 Vendor relationships 23,700 (1,098) 22,602 — — — Total intangible assets $ 46,386 $ (5,716) $ 40,670 7.1 $ 20,836 $ (1,163) $ 19,673 6.4 Total indefinite-lived assets Goodwill-Auto & Home $ 5,364 $ 5,364 Goodwill-Senior 62,655 41,213 Total goodwill $ 68,019 $ 46,577 For the years ended June 30, 2021, 2020, and 2019, amortization expense related to intangible assets totaled $4.6 million, $0.5 million, and $0.1 million, respectively. Changes in the balance of goodwill for the year ended June 30, 2021, are as follows (in thousands): Balance, June 30, 2020 $ 46,577 Measurement period adjustments (1) (122) Goodwill from the acquisition of a lead distribution company 3,500 Goodwill from the acquisition of Express Med Pharmaceuticals 18,064 Balance, June 30, 2021 $ 68,019 (1) Represents measurement period adjustments related to the InsideResponse acquisition (refer to Note 2 to the consolidated financial statements for further details). As of June 30, 2021, expected amortization expense in future fiscal periods were as follows (in thousands): Trade Name Proprietary Software Non-compete agreements Vendor Relationships Customer relationships Total 2022 $ 536 $ 432 $ 282 $ 2,633 $ 2,476 $ 6,359 2023 536 339 273 2,633 2,324 6,105 2024 536 308 220 2,633 2,319 6,016 2025 447 131 220 2,633 2,316 5,747 2026 — — 134 2,633 2,313 5,080 Thereafter — — — 9,437 1,926 11,363 Total $ 2,055 $ 1,210 $ 1,129 $ 22,602 $ 13,674 $ 40,670 |
Employee Benefit Plans
Employee Benefit Plans | 12 Months Ended |
Jun. 30, 2021 | |
Postemployment Benefits [Abstract] | |
Employee Benefit Plans | EMPLOYEE BENEFIT PLANS The Company has a pretax savings plan covering nearly all of its employees that is intended to qualify under Section 401(k) of the Internal Revenue Code. The Company matches each employee’s contributions up to 2% per plan year. Additionally, the Company makes a discretionary profit-sharing contribution based on achieving certain financial metrics to individuals who’ve participated in the plan during the year. The Company’s contributions were $3.6 million, $2.1 million, and $1.5 million for the years ended June 30, 2021, 2020, and 2019, respectively. In addition, our Board of Directors and shareholders have adopted the 2020 Employee Stock Purchase Plan (the “ESPP”), which was effective as of May 21, 2020. The purpose of the ESPP is to provide the Company's eligible employees with an opportunity to purchase shares of its common stock through accumulated payroll deductions at 95% of the fair market value on the exercise date, but no less than the lesser of 85% of the fair market value of a share of common stock on the date the offering period commences or 85% of the fair market value of the common stock on the exercise date. Refer to note 12 to the consolidated financial statements for further detail. The Company maintains self-insured medical benefit plans for its employees. The accrued liabilities associated with this program are based on the Company's estimate of the ultimate costs to settle known claims as well as claims incurred but not yet reported as of the balance sheet date. The accrued liability for our self-insured benefit plans, which is included in accrued compensation and benefits on the consolidated balance sheet, was $1.8 million and $0.7 million as of June 30, 2021, and 2020, respectively. |
Derivative Instruments and Hedg
Derivative Instruments and Hedging Activities | 12 Months Ended |
Jun. 30, 2021 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Derivative Instruments and Hedging Activities | DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES The Company uses derivative financial instruments to hedge against the interest rate risk associated with its variable-rate debt as a result of the Company's exposure to fluctuations in interest rates associated with the Term Loans (as defined in Note 10 to the consolidated financial statements). To accomplish this hedging strategy, the Company enters into interest rate swaps designated as cash flow hedges that are designed to be highly correlated to the underlying terms of the debt instruments to which their forecasted, variable-rate payments are tied. To qualify for hedge accounting, the Company documents and assesses effectiveness at inception and in subsequent reporting periods. The fair value of interest rate swaps are recorded on the consolidated balance sheets as an asset or liability with the related gains or losses reported as a component of accumulated other comprehensive income. The changes in fair value are reclassified from accumulated other comprehensive income into earnings as an offset to interest expense, net in the same period that the hedged items affect earnings. The Company does not engage in the use of derivative instruments for speculative or trading purposes. The Company entered into a USD floored interest rate swap agreement on May 12, 2020, with an effective date of May 29, 2020, wherein the Company exchanged a floating rate of interest of LIBOR (subject to a 1% floor) plus 6.00% on the notional amount of $325.0 million of the Company’s $425.0 million 2019 Term Loan (as defined in Note 10 to the consolidated financial statements) for a fixed rate payment of 6.00% plus 1.188%. Subsequently, on March 12, 2021, as a result of the First Amendment (as defined in Note 10 to the consolidated financial statements) , the Company de-designated and simultaneously re-designated the original interest rate swap with modified terms (the "Amended Interest Rate Swap"), matching those of the 2021 Term Loan (as defined in Note 10 to the consolidated financial statements), in order to maintain a highly effective hedge relationship. The Amended Interest Rate Swap is designed as a hedge of the remaining forecasted interest payments on the notional amount of $325.0 million of the Term Loans (as defined in Note 10 to the consolidated financial statements). As the results of the modification indicate that the hedge remains highly effective, the Amended Interest Rate Swap continues to qualify for hedge accounting. As of the date of de-designation, $0.5 million was recorded directly to general and administrative expense in the consolidated statement of comprehensive income, as this represents the ineffective portion of the hedge in re-designation. The Amended Interest Rate Swap terminates on November 5, 2024. In addition, the Company has determined that the majority of the inputs used to value its Amended Interest Rate Swap fall within Level 2 of the fair value hierarchy as they primarily include other than quoted prices that are observable. Further, this valuation uses standard calculations and models that use readily observable market data as their basis. As a result, the Company classifies its Amended Interest Rate Swap in Level 2 of the fair value hierarchy. The following table presents the fair value of the Company’s derivative financial instrument on a gross basis, as well as its classification on the Company’s consolidated balance sheets as of June 30: (in thousands) 2021 2020 Derivatives Designated as Hedging Instruments Balance Sheet Location Fair Value Balance Sheet Location Fair Value Cash flow hedge Other current liabilities $ (236) Other current liabilities $ (1,669) The following table presents the unrealized gains (losses) deferred to accumulated other comprehensive income (loss) resulting from the Company’s derivative instruments designated as cash flow hedging instruments as of June 30: (in thousands) 2021 2020 Unrealized gain (loss), before taxes $ 1,251 $ (1,723) Income tax (expense) benefit (310) 428 Unrealized gain (loss), net of taxes $ 941 $ (1,295) The following table presents information about the reclassification of gains and losses from accumulated other comprehensive income (loss) into earnings resulting from the Company’s derivative instruments designated as cash flow hedging instruments as of June 30: (in thousands) 2021 2020 Interest expense $ 721 $ 54 Income tax benefit (179) (13) Net reclassification into earnings $ 542 $ 41 Amounts included in accumulated other comprehensive income (loss) are recorded net of the related income tax effects. The following table details the changes in accumulated other comprehensive income (loss): (in thousands) Derivative Instruments Balance at June 30, 2020 $ (1,254) Unrealized gains, net of related tax expense of $0.3 million 941 Amount reclassified into earnings, net of related taxes of $0.2 million 542 Balance at June 30, 2021 $ 229 As of June 30, 2021, the Company estimates that $0.9 million will be reclassified into interest expense during the next twelve months. |
Debt
Debt | 12 Months Ended |
Jun. 30, 2021 | |
Debt Disclosure [Abstract] | |
Debt | DEBT Senior Secured Credit Facility — Debt consisted of the following as of June 30: (in thousands) 2021 2020 Term Loans $ 471,912 $ 325,000 Unamortized debt issuance costs on Term Loans (4,081) (5,819) Unamortized debt discount on Term Loans (6,428) (7,367) Total debt 461,403 311,814 Less current portion of debt: (1) (2,360) — Non-current portion of debt $ 459,043 $ 311,814 (1) Presented in other current liabilities on the consolidated balance sheets. On November 5, 2019, the Company entered into a credit agreement with UMB Bank N.A. (“UMB”) as a lender and revolving agent and Morgan Stanley Capital Administrators, Inc. (“Morgan Stanley”) as a lender and the administrative agent for a syndicate of lenders party to the agreement (the “Senior Secured Credit Facility”). The Senior Secured Credit Facility provides for (1) a secured revolving loan facility with UMB in an aggregate principal amount of up to $75.0 million (the “Revolving Credit Facility”) and (2) a senior secured term loan facility in an aggregate principal amount of $425.0 million (the "2019 Term Loan"). The proceeds of the 2019 Term Loan were used (i) to finance a distribution in November 2019 to all holders of the Company’s common and preferred stock as well as holders of stock options in an aggregate amount of $275.0 million (the “Distribution”), (ii) to fund cash to the balance sheet in an aggregate amount of $68.0 million, equal to the first two years of interest-only payments due in respect of the 2019 Term Loan, (iii) to pay the debt issuance costs incurred for the Senior Secured Credit Facility, and (iv) for general corporate purposes. Upon the completion of the Company's initial public offering on May 26, 2020 (the "IPO"), the Company paid down $100.0 million of the 2019 Term Loan. On February 24, 2021, the Company entered into the First Amendment to the Senior Secured Credit Facility (the “First Amendment”) with certain of its existing lenders (excluding "non-consenting lenders" that decided not to participate in the First Amendment) and Morgan Stanley as administrative agent. The First Amendment amends the existing Senior Secured Credit Facility to, among other things, (i) provide for (x) an additional $231.0 million senior secured term loan (the "2021 Term Loan", together with the 2019 Term Loan, the "Term Loans") and (y) a $145.0 million senior secured delayed draw term loan facility (the “DDTL Facility”), which may be drawn from time to time, subject to certain conditions, during the first twelve months following the date of the First Amendment, (ii) reduce the Company’s interest rate on the Term Loans, (iii) make certain changes to the covenants in the Senior Secured Credit Facility governing the Company’s operating flexibility and (iv) to eliminate the restricted cash balance reserved for interest noted above. The proceeds of the 2021 Term Loan were used (i) to pay back $84.1 million of the 2019 Term Loan to the non-consenting lenders, (ii) to finance permitted acquisitions and investments, (iii) to pay the debt issuance costs incurred for the First Amendment, and (iv) for general corporate purposes. As of June 30, 2021, after giving effect to the First Amendment, the aggregate principal amount of Term Loans outstanding was $471.9 million, the borrowing capacity under the DDTL Facility was $145.0 million, and the borrowing capacity under the Revolving Credit Facility was $75.0 million. The Revolving Credit Facility accrues interest on amounts drawn at a rate per annum equal to either (a) LIBOR plus 4.0% or (b) a base rate plus 3.0%, at the Company’s option. The Term Loans and any loans under the DDTL Facility bear interest on the outstanding principal amount thereof at a rate per annum equal to either (a) LIBOR (subject to a floor of 0.75%) plus 5.00% or (b) a base rate plus 4.00%, at the Company’s option. The Company’s risk management strategy includes entering into interest rate swap agreements from time to time to protect against unfavorable interest rate changes relating to forecasted debt transactions. Refer to Note 9 to the consolidated financial statements for further details. The Term Loans are mandatorily repayable beginning March 31, 2022, in equal quarterly installments in an aggregate annual amount equal to 1% of the original principal amount of the Term Loans, with the balance payable on the maturity date of November 5, 2024. The Revolving Credit Facility and the DDTL Facility also have a maturity date of November 5, 2024. The First Amendment contains customary affirmative and negative covenants and events of default. In addition, the First Amendment contains a financial covenant, requiring the Company and certain of its subsidiaries to maintain a minimum asset coverage ratio. As of June 30, 2021, the Company was in compliance with all of the required covenants. The obligations of the Company under the First Amendment are guaranteed by certain of the Company’s subsidiaries, and secured by a security interest in all assets of the Company, subject to certain exceptions detailed in the First Amendment and related ancillary documentation. The Company had incurred $8.0 million in debt issuance costs related to the Senior Secured Credit Facility of which $1.2 million was allocated to the Revolving Credit Facility and was recorded in other assets in the consolidated balance sheet, and $6.8 million was allocated to the 2019 Term Loan and was recorded as a reduction to the carrying amount of the 2019 Term Loan in debt in the consolidated balance sheet. Additionally, the Company paid $8.5 million to the lenders of the 2019 Term Loan as an original issue discount (“OID”), which also was recorded as a reduction to the carrying amount of the 2019 Term Loan in debt in the consolidated balance sheets. The debt issuance costs and OID incurred were being amortized through interest expense on a straight-line basis over the five-year life of the Senior Secured Credit Facility. The Company incurred $0.7 million in debt issuance costs related to the First Amendment and paid $2.3 million to the remaining lenders of the 2021 Term Loan as an OID, both of which were recorded as a reduction to the carrying amount of the Term Loans. In accordance with ASC 470-50-40 " Debt Modification and Extinguishments, " the First Amendment was accounted for as a modification of debt for the lenders that remained in the syndicate, while the non-consenting lenders were accounted for as an extinguishment of debt. Therefore, the new debt issuance costs were allocated on a pro-rata basis and treated as follows: • Revolving Credit Facility —The remaining unamortized balance of debt issuance costs of $0.9 million and the new debt issuance costs incurred related to the First Amendment of $0.2 million were deferred and are being amortized through interest expense on a straight-line basis over the remaining term of the agreement. The Company is required to pay UMB an unused commitment fee of 0.15%, in respect of the unutilized commitments under the Revolving Credit Facility. • DDTL Facility —As there were no upfront commitment fees for the DDTL Facility, the Company did not allocate any debt issuance costs to the DDTL Facility. The Company is required to pay a ticking fee on the DDTL Facility commitments based on the average daily balance of the unused amount of the aggregate DDTL Facility commitments during the preceding fiscal quarter, multiplied by 1% per annum. • Term Loans —For the extinguished debt related to the non-consenting lenders, the Company recognized a $3.3 million loss on debt extinguishment in the consolidated statements of comprehensive income for the year ended June 30, 2021, consisting of unamortized debt issuance costs of $1.1 million and unamortized OID of $1.4 million and a 1% breakage fee associated with the payoff of the non-consenting lenders of $0.8 million. The remaining unamortized balance of debt issuance costs and OID related to the 2019 Term Loan of $3.8 million and $4.8 million, respectively, and the new debt issuance costs incurred and the OID related to the First Amendment of $0.7 million and $2.3 million, respectively, were deferred and are being amortized through interest expense on a straight-line basis over the remaining term of the agreement. Non-Recourse Debt —On December 14, 2018, the Company entered into a senior secured delayed draw credit facility (as amended, the “Receivables Financing Agreement”). Pursuant to the Receivables Financing Agreement, the Company had access to a senior secured delayed draw credit facility consisting of up to $30.0 million aggregate principal amount of commitments (the “Commitment”), with no more than quarterly draws in an aggregate original principal amount not to exceed the Commitment, with the commissions receivable from the Auto & Home insurance policies sold as collateral. As the underlying policyholders renewed their policies, the renewal commissions received from our insurance carrier partners were transferred to the lender as repayment of the draw, with any accrued interest being paid first. Each loan accrued interest at 11.5% that was computed on a daily basis on the unpaid principal and interest amounts. If the amount of renewal commissions received was not enough to pay off the loan balances, there was no recourse to the Company. If we continued to receive renewal commissions on the underlying policies after the time at which the loan balances were paid off, the right to those renewal commissions reverted back to the Company. Over the life of the Receivables Financing Agreement, we received $32.8 million in proceeds from seven draws on the facility and made principal payments of $4.5 million. On June 8, 2020, the Company repaid in full all of its and its subsidiaries’ indebtedness and other obligations totaling $29.3 million under the Receivables Financing Agreement. The Company repaid the outstanding debt using proceeds from the IPO. Concurrently with the repayment, all security interests and liens held by the Collateral Agent (as defined in the Receivables Financing Agreement) were terminated and released and the Receivables Financing Agreement was terminated. As a result of the repayment, the Company recorded a $1.2 million loss on debt extinguishment in the consolidated statement of comprehensive income for the year ended June 30, 2020, primarily consisting of a prepayment penalty associated with the debt payoff activity of $0.9 million and the write-off of unamortized debt issuance costs of $0.3 million. Debt Issuance Costs —Total amortization of debt issuance costs was $3.3 million, $2.3 million, and $0.1 million, for the years ended June 30, 2021, 2020 and 2019, respectively, which was included in interest expense, net in the Company’s consolidated statements of comprehensive income. |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Jun. 30, 2021 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | COMMITMENTS AND CONTINGENCIES Lease Obligations —Refer to Note 5 to the consolidated financial statements for commitments related to our operating leases. Legal Contingencies and Obligations —From time to time, the Company is subject to legal proceedings and claims in the ordinary course of business. The Company currently is not aware of any legal proceedings or claims that it believes will have, individually or in the aggregate, a material adverse effect on its business, financial condition, operating results, or cash flows. On August 17, 2021, a putative securities class action lawsuit was filed against the Company and two of its executive officers in the U.S. District Court for the Southern District of New York. The complaint, captioned Hartel v. SelectQuote, Inc., et al. , Case No. 1:21-cv-06903, asserts securities fraud claims on behalf of a putative class of plaintiffs who purchased or otherwise acquired shares of the Company’s common stock between February 8, 2021 and May 11, 2021 (the “Relevant Period”). Specifically, the complaint alleges the defendants violated Sections 10(b) and 20(a) and Rule 10b-5 of the Exchange Act by making materially false and misleading statements and failing to disclose material adverse facts about the Company’s business, operations, and prospects, allegedly causing the Company’s common stock to trade at artificially inflated prices during the Relevant Period. The plaintiffs seek unspecified damages and reimbursement of attorneys’ fees and certain other costs. The Company believes the allegations in the complaint are without merit and intends to defend the case vigorously. Accordingly, we currently believe that this matter will not have a material adverse effect on any of our results of operations, financial condition or liquidity. However, depending on how this matter progresses, it could be costly to defend and could divert the attention of management and other resources from operations. The Company has not concluded that a loss related to this matter is probable, nor has it accrued a liability related to this matter. |
Shareholders' Equity
Shareholders' Equity | 12 Months Ended |
Jun. 30, 2021 | |
Equity [Abstract] | |
Shareholders' Equity | SHAREHOLDERS' EQUITY Common Stock —As of June 30, 2021, the Company has reserved the following authorized, but unissued, shares of common stock: Employee Stock Purchase Plan ("ESPP") 1,343,560 Stock awards outstanding under 2020 Plan 1,881,742 Stock awards available for grant under 2020 Plan 7,668,259 Options outstanding under 2003 Plan 2,005,977 Options available for grant under 2003 Plan — Total 12,899,538 Secondary Offering —On March 8, 2021, the Company completed a secondary public offering ("Secondary Offering") of 10,600,000 shares of the Company’s common stock, par value $0.01 per share, by certain shareholders of the Company. The Company did not sell any shares of common stock and did not receive any proceeds from the Secondary Offering. Therefore, the offering did not increase the number of shares of common stock that are currently outstanding. Preferred Stock —Upon the closing of the Company's IPO, al l outstanding shares of preferred stock converted on an 8:1 basis into common stock. The conversion resulted in an impact to additional paid-in capital in the consolidated balance sheet of $0.2 million as of June 30, 2020. On April 17, 2020 and May 6, 2020, the Company issued and sold an aggregate of 100,000 shares and 35,000 shares, respectively, of its Series E preferred stock to certain “accredited investors” (as defined in Regulation D promulgated under the Securities Act), at a purchase price of $1,000 per share, for aggregate proceeds of $135.0 million and net proceeds to the Company of $129.4 million after deducting commissions and expenses. In connection with the sale of these shares, the Company entered into Investor Rights Letters with the purchasers of the Series E preferred stock which granted them certain rights, including but not limited to certain preemptive rights and information rights. Upon the closing of the Company's IPO, the foregoing rights terminated, and all outstanding shares of Series E preferred stock automatically converted into 7.5 million shares of common stock at a fixed discount to the initial offering price. The conversion resulted in an impact to additional paid-in capital in the consolidated balance sheet of $0.1 million as of June 30, 2020. Initial Public Offering— On May 26, 2020, the Company completed its IPO whereby 18,000,000 shares of common stock were sold to the public at $20.00 per share (in addition to shares sold by selling stockholders). Net proceeds to the Company from the offering, after deducting underwriting discounts and commissions and offering expenses, were $333.1 million. Treasury Share Retirement —On March 30, 2020, the Company retired 4.0 million shares of its common stock and preferred stock held in treasury. The shares were returned to the status of authorized but unissued shares. As a result, the treasury stock balance was reduced to zero, and the common stock, preferred stock, and retained earnings balances in the consolidated balance sheet were reduced by $0.1 million, $0.2 million, and $77.0 million, respectively, as of June 30, 2020. Stock Split —On February 28, 2020, the Board of Directors of the Company resolved via unanimous written consent to: i) approve an eight-for-one forward stock split pursuant to which each outstanding share of the Company’s common stock would become eight shares of the Company’s common stock (the “Forward Stock Split”), ii) approve an amendment to the Company’s Fifth Amended and Restated Certificate of Incorporation, increasing the number of authorized shares of the Company’s common stock from 23.0 million shares to 700.0 million shares (the “Amendment”), and iii) submit the Amendment to the Company’s stockholders for approval. On February 28, 2020, the holders of more than 50% of the outstanding shares of voting stock of the Company approved the Amendment and the Amendment was filed with the Secretary of State of the State of Delaware. The par value of each share of the Company’s common stock was not adjusted in connection with the aforementioned Forward Stock Split. As per the series A-D preferred stock agreements, shares of preferred stock were precluded from a stock split and thus, the number of shares of preferred stock before and after the split did not change. However, the conversion ratio was split effected. Therefore, the conversion ratio of series A-D preferred stock converting into common stock went from 1:1 to 8:1. Distribution — On November 15, 2019, the Company declared a distribution of $188.7 million on all outstanding common stock and stock options (regardless of vesting status) ($1.96 per share) and $86.3 million on all outstanding preferred stock ($15.66 per share) which was paid on November 20, 2019 (the “Distribution”). Of the Distribution, $265.8 million was paid to existing shareholders and $9.2 million was paid to stock option holders. The Distribution to shareholders was characterized as ordinary dividends up to accumulated earnings at the time of Distribution, with the excess over earnings of $58.4 million treated as a return of capital and recorded as a reduction to additional paid-in capital in the consolidated balance sheet as of June 30, 2020. The Distribution to stock option holders was characterized as an equity restructuring where a one-time large cash payment is made in lieu of modifying the option award as the Company’s stock options plans do not allow for dividends to be distributed to holders of stock options and do not provide any dividend protections. Although no other terms of the option awards were modified, this Distribution resulted in a modification to the outstanding awards and incremental share-based compensation expense was recorded in the consolidated statement of comprehensive income during the year ended June 30, 2020, for the increase in fair value over the original awards of $9.2 million. Share-Based Compensation Plans The Company has awards outstanding from two share-based compensation plans: the 2003 Stock Incentive Plan (the "2003 Stock Plan") and the 2020 Omnibus Incentive Plan (the "2020 Stock Plan" and, collectively with the 2003 Stock Plan, the “Stock Plans”). However, no further awards will be made under the 2003 Stock Plan. The Company's Board of Directors adopted, and shareholders approved, the 2020 Stock Plan in connection with the IPO, which provides for the grant of incentive stock options (“ISO's”), nonstatutory stock options (“NSO's”), stock appreciation rights, restricted stock awards, restricted stock unit awards ("RSU's"), performance-based cash awards ("PSU's"), and other forms of equity compensation (collectively, “stock awards”). All awards may be granted to employees, non-employee directors, and consultants of the Company and its subsidiaries and affiliates except for ISO's, which can only be granted to current employees of the Company. The number of shares of common stock available for issuance as of June 30, 2021, pursuant to future awards under the Company's 2020 Stock Plan is 7,668,259. The number of shares of the Company's common stock reserved under the 2020 Stock Plan is subject to an annual increase on the first day of each fiscal year beginning on July 1, 2021, equal to 3% of the outstanding shares of common stock as of the last day of the immediately preceding fiscal year. The maximum number of shares of common stock that may be issued upon the exercise of ISO's will be 4,000,000. The shares of common stock covered by any award (including any award granted pursuant to the 2003 Stock Plan) that is forfeited, terminated, expired, or lapsed without being exercised or settled for cash will again become available for issuance under the 2020 Stock Plan. With respect to any award, if the exercise price and/or tax withholding obligations are satisfied by delivering shares to the Company (by actual delivery or attestation), or if the exercise price and/or tax withholding obligations are satisfied by withholding shares otherwise issuable pursuant to the award, the share reserve shall nonetheless be reduced by the gross number of shares subject to the award. The Company accounts for its share-based compensation awards in accordance with ASC 718, Compensation—Stock Compensation (“ASC 718”) which requires all share-based compensation to be recognized in the income statement based on fair value and applies to all awards granted, modified, canceled, or repurchased after the effective date. Total share-based compensation for stock awards included in general and administrative expense in our consolidated statements of comprehensive income for the periods presented was as follows: Year Ended June 30, (in thousands) 2021 2020 2019 Share-based compensation related to: Equity classified stock options $ 1,732 $ 9,383 $ 86 Equity classified RSU's 2,274 115 — Equity classified PSU's 705 — — Total $ 4,711 $ 9,498 $ 86 Stock Options — The stock options outstanding under the 2003 Stock Plan vest as to one-third after the vesting commencement date and as to 1/24 of the remaining shares subject to the stock option monthly thereafter, subject to the award recipient’s continued employment through the applicable vesting date. Upon a termination of employment for any reason other than for “Cause” (as defined in the 2003 Stock Plan), any unvested and outstanding stock options would generally be forfeited for no consideration, and any vested and outstanding stock options would remain exercisable for 90 days following the date of termination (and, in the case of a termination of employment due to death or disability, for 12 months following the date of termination). Stock options expire 10 years from the date of grant. The terms for ISO's and NSO's awarded in the 2020 Stock Plan are the same as in the 2003 Stock Plan with the exception that the options generally shall vest and become exercisable in four equal installments on each of the first four anniversaries of the grant date, subject to the award recipient’s continued employment through the applicable vesting date. Stock options are granted with an exercise price that is no less than 100% of the fair market value of the underlying shares on the date of the grant. The fair value of each option (for purposes of calculation of share-based compensation expense) is estimated using the Black-Scholes-Merton option pricing model that uses assumptions determined as of the date of the grant. Use of this option pricing model requires the input of subjective assumptions. These assumptions include estimating the length of time employees will retain their vested stock options before exercising them ("expected term"), the estimated volatility of the Company's common stock price over the expected term ("volatility"), the number of options that will ultimately not complete their vesting requirements ("assumed forfeitures"), the risk-free interest rate that reflects the interest rate at grant date on zero-coupon United States governmental bonds that have a remaining life similar to the expected term ("risk-free interest rate"), and the dividend yield assumption which is based on the Company's dividend payment history and management's expectations of future dividend payments ("dividend yield"). Changes in the subjective assumptions can materially affect the estimate of the fair value of share-based compensation and, consequently, the related amount recognized in the consolidated statements of comprehensive income. The Company used the following weighted-average assumptions for the stock options granted during the periods presented below: Year Ended June 30, 2021 2020 2019 Volatility 25.0% 25.1% 24.8% Risk-free interest rate 0.4% 0.7% 2.7% Dividend yield —% —% 1.9% to 2.3% Assumed forfeitures —% —% —% Expected term (in years) 6.24 5.94 5.95 Weighted-average fair value (per share) $4.90 $3.79 $0.15 The following table summarizes stock option activity under the Stock Plans for the year ended June 30, 2021: Number of Options Weighted- Average Exercise Price Weighted- Average Remaining Contractual Term (in Years) Aggregate Intrinsic Value (in Thousands) Outstanding—June 30, 2020 4,067,417 $ 2.69 Options granted 1,040,960 19.31 Options exercised (1,695,152) 0.94 Options forfeited/expired/cancelled (14,712) 11.95 Outstanding—June 30, 2021 3,398,513 $ 8.61 6.17 $ 37,466 Vested and exercisable—June 30, 2021 2,030,083 $ 2.02 4.28 $ 35,071 As of June 30, 2021, there was $5.1 million in unrecognized compensation cost related to unvested stock options granted, which is expected to be recognized over a weighted-average period of 2.87 years. The Company received cash of $1.9 million, $5.5 million, and $4.3 million in connection with stock options exercised during the years ended June 30, 2021, 2020 and 2019. Restricted Stock — The following table summarizes restricted stock unit activity under the 2020 Stock Plan for the year ended June 30, 2021: Number of Restricted Stock Units Weighted-Average Grant Date Fair Value Unvested as of June 30, 2020 150,000 $ 20.00 Granted 261,066 18.77 Vested (49,999) 20.00 Cancelled (4,782) 17.89 Unvested as of June 30, 2021 356,285 $ 19.12 As of June 30, 2021, there was $5.4 million of unrecognized compensation cost related to unvested restricted stock units granted, which is expected to be recognized over a weighted-average period of 2.56 years. Performance Stock — The following table summarizes performance stock unit activity under the 2020 Stock Plan for the year ended June 30, 2021: Number of Performance Stock Units Weighted-Average Grant Date Fair Value Unvested as of June 30, 2020 — $ — Granted 132,921 17.97 Vested — — Cancelled — — Unvested as of June 30, 2021 132,921 $ 17.97 As of June 30, 2021, there was $1.7 million of unrecognized compensation cost related to unvested performance stock units granted, which is expected to be recognized over a weighted-average period of 2.17 years. ESPP — The purpose of the ESPP is to provide the Company's eligible employees with an opportunity to purchase shares of its common stock through accumulated payroll deductions at 95% of the fair market value on the exercise date, but no less than the lesser of 85% of the fair market value of a share of common stock on the date the offering period commences or 85% of the fair market value of the common stock on the exercise date. For the year ended June 30, 2021, the Company issued 56,440 shares to its employees and as of June 30, 2021, there are 1,343,560 shares reserved for future issuance under the plan. The Company recorded share-based compensation expense of $0.4 million for the year ended June 30, 2021, and recorded no share-based compensation expense with respect to the ESPP for the year ended June 30, 2020. |
Revenues from Contracts with Cu
Revenues from Contracts with Customers | 12 Months Ended |
Jun. 30, 2021 | |
Revenue from Contract with Customer [Abstract] | |
Revenues from Contracts with Customers | REVENUES FROM CONTRACTS WITH CUSTOMERS Disaggregation of Revenue from Contracts with Customers —The disaggregation of revenue by segment and product is depicted for the periods presented below, and is consistent with how the Company evaluates its financial performance: Year Ended June 30, (in thousands) 2021 2020 2019 Senior: Commission revenue: Medicare advantage $ 595,132 $ 285,957 $ 138,526 Medicare supplement 23,431 34,301 25,118 Prescription drug plan 1,652 2,867 3,209 Dental, vision, and health 15,969 7,758 4,470 Other commission revenue 2,156 362 2,526 Total commission revenue 638,340 331,245 173,849 Production bonus and other revenue 90,361 30,428 18,408 Total Senior revenue 728,701 361,673 192,257 Life: Commission revenue: Core 79,666 75,236 76,135 Final expense 78,764 30,592 11,057 Ancillary 4,219 2,036 2,054 Total commission revenue 162,649 107,864 89,246 Production bonus and other revenue 22,854 22,103 21,247 Total Life revenue 185,503 129,967 110,493 Auto & Home: Total commission revenue 27,621 38,031 33,240 Production bonus and other revenue 3,292 3,158 1,814 Total Auto & Home revenue 30,913 41,189 35,054 Eliminations: Total commission revenue (2,004) (534) (335) Production bonus and other revenue (5,298) (780) — Total Elimination revenue (7,302) (1,314) (335) Total commission revenue 826,606 476,606 296,000 Total production bonus and other revenue 111,209 54,909 41,469 Total revenue $ 937,815 $ 531,515 $ 337,469 Contract Balances —After a policy is sold, the Company has no material additional or recurring obligations to the policyholder or the insurance carrier. As such, there are no contract liabilities recorded in the consolidated balance sheets. During the year ended June 30, 2020, there was no activity in the contract asset balances other than the movement over time between long-term and short-term commissions receivable and accounts receivable as the policy is renewed, as shown on the balance sheet. A separate roll forward of commissions receivable (current and long term) for the year ended June 30, 2021, is shown below: (in thousands) 2021 Balance as of June 30, 2020 $ 512,961 Commission revenue from revenue recognized 451,086 Net commission revenue adjustment from change in estimate (6,968) Amounts recognized as accounts receivable (111,182) Balance as of June 30, 2021 $ 845,897 Included in the $7.0 million of net commission revenue adjustments in the table above are increases for contract modifications that occurred during fiscal year 2021, decreases for the reassessment of our transaction prices on each of our cohorts, and increases related to the change in estimate, which modified the method in which we calculate persistency to use policy level persistency to calculate renewal commission revenue. Production Bonuses and Other —During the year ended June 30, 2021, the Company received advance payments of marketing development funds, which will be amortized over the course of the appropriate fiscal year based on policies sold. As of June 30, 2021, there was an unamortized balance remaining of $3.8 million of fiscal year 2022 marketing development funds recorded in other current liabilities in the consolidated balance sheet. |
Income Taxes
Income Taxes | 12 Months Ended |
Jun. 30, 2021 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | INCOME TAXES Income tax expense consists of the following for the periods presented: Year Ended June 30, (in thousands) 2021 2020 2019 Current income taxes: Federal $ — $ — $ (64) State 149 63 107 Total 149 63 43 Deferred income taxes: Federal 29,317 21,021 19,748 State 5,337 3,932 2,243 Total 34,654 24,953 21,991 Income tax expense $ 34,803 $ 25,016 $ 22,034 The Jobs Act, signed into law on December 22, 2017, reduced the tax rate for corporations effective for tax years beginning after January 1, 2018. In addition to the reduction in the corporate tax rate, it also (1) changed the rules related to utilization of net operating loss ("NOL") carryforwards generated in tax years beginning after December 31, 2017; (2) eliminated the corporate alternative minimum tax ("AMT") and changed how existing AMT credits can be realized; (3) expanded bonus depreciation that will allow for full expensing of qualifying property; and (4) created a new limitation on deductible interest expense. The Company’s statutory federal tax rate is 21% and its current state tax rate (net of federal benefit) is 3.22% for the year ended June 30, 2021. The Company’s statutory federal tax rate was 21% and its state tax rate (net of federal benefit) was 3.85% for the year ended June 30, 2020. The Company’s statutory federal tax rate was 21% and its state tax rate (net of federal benefit) was 3.83% for the year ended June 30, 2019. The differences from the Company’s statutory tax rate to the effective tax rate shown below for the years ended June 30, 2021, 2020, and 2019, were primarily due to the net effects of state income taxes partially offset by HPIP tax credits and the exercise of non-qualified stock options. The following reconciles the statutory federal income tax rate to the effective income tax rate for the periods presented: Year Ended June 30, 2021 2020 2019 Federal statutory rate 21.0% 21.0% 21.0% Differences in income tax expense resulting from: State income taxes 3.2 4.0 3.8 Kansas HPIP credit (0.5) (0.9) (1.5) Non-qualified stock option exercises (3.6) (0.5) — Other 0.9 — — Effective income tax rate 21.0% 23.6% 23.3% Significant components of the deferred tax assets and liabilities were as follows as of June 30: (in thousands) 2021 2020 Deferred tax assets: Accruals and other $ 15,179 $ 10,663 Lease liability 11,300 — Deferred rent — 3,349 Interest expense limitation 14,517 7,269 Net operating losses 76,281 27,557 Credit carryforward 6,486 5,413 Total deferred tax assets 123,763 54,251 Deferred tax liabilities: Commissions receivable (251,768) (155,297) Lease right-of-use asset (8,133) — Basis difference in fixed and amortizable assets (4,850) (4,798) Total deferred tax liabilities (264,751) (160,095) Net long-term deferred tax liabilities $ (140,988) $ (105,844) For tax purposes, pursuant to Treasury Regulation §1.451-3(b)(4)(viii ) , the Company defers revenue relating to certain commissions receivables into subsequent years until it is collected, which gives rise to a significant deferred tax liability. Assessing the realizability of the Company’s deferred tax assets is dependent upon several factors, including the likelihood and amount, if any, of future taxable income in relevant jurisdictions during the periods in which those temporary differences become deductible. The Company forecasts taxable income by considering all available positive and negative evidence, including historical data and future plans and estimates. These assumptions require significant judgment about future taxable income. As a result, the amount of deferred tax assets considered realizable is subject to adjustment in future periods if estimates of future taxable income change. Since the Company has shown positive cumulative pre-tax income for the past three fiscal years and expects the reversal of the deferred tax liabilities as a result of cash commissions received, the Company continues to recognize its deferred tax assets as of June 30, 2021, as it believes it is more likely than not that the net deferred tax assets will be realized. As such, the Company does not believe a valuation allowance is necessary as of June 30, 2021, and will continue to evaluate in the future as circumstances may change. On March 27, 2020, the Coronavirus Aid, Relief, and Economic Security Act (“CARES Act”) was signed into law. The CARES Act provided numerous tax provisions and other stimulus measures to aid companies as they adjust to the impacts from COVID-19. The Company availed itself of the technical correction for qualified leasehold improvements eligible for 100% tax bonus depreciation and elected to defer the employer-paid portion of social security taxes, which did not have a material impact on the financial statements. As of June 30, 2021, the Company has NOL carryforwards for federal and state income tax purposes of $296.1 million and $277.2 million, respectively. Other than the federal NOLs generated for the tax years ended June 30, 2021 and 2020, which have an indefinite carryforward period, the federal carryforwards will expire in 2035 through 2039. The state carryforwards will expire in 2025 through 2040. The Company is subject to income taxes in the US federal and various state jurisdictions. Tax regulations within each jurisdiction are subject to interpretation of the related tax laws and regulations and require the application of significant judgment. The federal tax returns from tax years 2017 through 2019 and state tax returns from tax years 2016 through 2019 remain open to examination by significant domestic taxing jurisdictions to which the Company is subject. NOLs generated by the Company for tax years 2016 to 2019 will remain open to examination by the significant domestic taxing jurisdictions until the statute of limitations expires for the year in which the loss carry overs are utilized. NOLs generated by the Company for tax years prior to 2016 also remain open to examination during the year in which the loss carry overs are utilized. |
Net Income (Loss) Per Share
Net Income (Loss) Per Share | 12 Months Ended |
Jun. 30, 2021 | |
Earnings Per Share [Abstract] | |
Net Income (Loss) Per Share | NET INCOME (LOSS) PER SHARE The Company calculates net income per share as defined by ASC Topic 260, “ Earnings per Share ”. Basic net income per share (“Basic EPS”) is computed by dividing net income attributable to common shareholders by the weighted-average common stock outstanding during the respective period. Net income attributable to common shareholders is computed by deducting both the dividends declared in the period on preferred stock and the dividends accumulated for the period on cumulative preferred stock from net income. Diluted net income per share (“Diluted EPS”) is computed by dividing net income attributable to common and common equivalent shareholders by the total of the weighted-average common stock outstanding and common equivalent shares outstanding during the respective period. For the purpose of calculating the Company’s Diluted EPS, common equivalent shares outstanding include the conversion of the preferred stock on an 8:1 ratio, as the rights and privileges dictate as such, common shares issuable upon the exercise of outstanding employee stock options, unvested RSU's, and common shares issuable upon the conclusion of each ESPP offering period. The number of common equivalent shares outstanding has been determined in accordance with the if-converted method for the preferred stock and the treasury stock method for employee stock options, RSU's, and common stock issuable pursuant to the ESPP to the extent they are dilutive. Under the treasury stock method, the exercise price paid by the option holder and future share-based compensation expense that the Company has not yet recognized are assumed to be used to repurchase shares. The following table sets forth the computation of net income (loss) per share for the periods presented: Year Ended June 30, (in thousands, except per share amounts) 2021 2020 2019 Basic: Numerator: Net income $ 131,046 $ 81,147 $ 72,579 Less: dividends declared on Series A, B, C & D preferred stock — (86,302) (661) Less: cumulative dividends on Series D preferred stock — (10,849) (12,000) Net income (loss) attributable to common shareholders 131,046 (16,004) 59,918 Denominator: Weighted-average common stock outstanding 162,889 97,496 85,378 Net income (loss) per share—basic: $ 0.80 $ (0.16) $ 0.70 Diluted: Numerator: Net income (loss) attributable to common shareholders $ 131,046 $ (16,004) $ 59,918 Add: dividends declared on Series A, B & C preferred stock (1) — — 181 Add: dividends declared on Series D preferred stock (1) — — 480 Add: cumulative dividends on Series D preferred stock (1) — — 12,000 Net income (loss) attributable to common and common equivalent shareholders 131,046 (16,004) 72,579 Denominator: Weighted-average common stock outstanding 162,889 97,496 85,378 Series A, B & C preferred stock outstanding (1) — — 12,071 Series D preferred stock outstanding (1) — — 32,000 Stock options outstanding to purchase shares of common stock including unvested RSU's and from the ESPP (1) 2,655 — 3,042 Total common and common equivalent shares outstanding 165,544 97,496 132,491 Net income (loss) per share—diluted: $ 0.79 $ (0.16) $ 0.55 (1) Excluded from the computation of net loss per share-diluted for the year ended June 30, 2020, because the effect would have been anti-dilutive. The weighted average potential shares of common stock that were excluded from the calculation of net income (loss) per share-diluted for the periods presented because including them would have been anti-dilutive consisted of the following as of June 30: (in thousands) 2021 2020 2019 Series A, B & C preferred stock outstanding — 10,871 — Series D preferred stock outstanding — 28,817 — Series E preferred stock outstanding — 694 — Stock options outstanding to purchase shares of common stock including unvested RSU's and from the ESPP 784 4,161 — Shares subject to outstanding PSU's (1) 121 — — Total 905 44,543 — (1) The weighted-average number of shares excluded from the computation of net income (loss) per share-diluted because the performance conditions associated with these awards were not met. |
Segment Information
Segment Information | 12 Months Ended |
Jun. 30, 2021 | |
Segment Reporting [Abstract] | |
Segment Information | SEGMENT INFORMATION The Company’s reportable segments have been determined in accordance with ASC 280, Segment Reporting (“ASC 280”). The Company currently has three reportable segments: i) Senior, ii) Life, and iii) Auto & Home, which represent the three main types of insurance products sold by the Company. The Senior segment primarily sells senior Medicare-related health insurance and also includes InsideResponse and Population Health. The Life segment primarily sells term life insurance and final expense policies, and the Auto & Home segment primarily sells individual automobile and homeowners’ insurance. In addition, the Company accounts for non-operating activity, share-based compensation expense, certain intersegment eliminations, and the costs of providing corporate and other administrative services in its administrative division, Corporate & Eliminations. These services are not directly identifiable with the Company’s reportable segments and are shown in the tables below to reconcile the reportable segments to the consolidated financial statements. The Company has not aggregated any operating segments together to represent a reportable segment. The Company reports segment information based on how its chief operating decision maker (“CODM”) regularly reviews its operating results, allocates resources, and makes decisions regarding business operations. The performance measures of the segments include total revenue and Adjusted EBITDA because management believes that such information is the most relevant in evaluating the results of the respective segments relative to other entities that operate in the same industries. Costs of revenue, marketing and advertising, and technical development operating expenses that are directly attributable to a segment are reported within the applicable segment. Indirect costs of revenue, marketing and advertising, and technical development operating expenses are allocated to each segment based on varying metrics such as headcount. Adjusted EBITDA is calculated as total revenue for the applicable segment less direct and allocated costs of revenue, marketing and advertising, technical development, and general and administrative operating costs and expenses, excluding depreciation and amortization expense; gain or loss on disposal of property, equipment, and software; share-based compensation expense; restructuring expenses; and non-recurring expenses such as severance payments and transaction costs. Our CODM does not separately evaluate assets by segment; therefore, assets by segment are not presented. The following tables present information about the reportable segments for the periods presented: Year Ended June 30, 2021 (in thousands) Senior Life Auto & Home Corp & Elims Consolidated Revenue $ 728,701 $ 185,503 $ 30,913 $ (7,302) $ 937,815 Operating expenses (484,924) (155,127) (22,735) (46,899) (1) (709,685) Other expenses, net — — — (100) (100) Adjusted EBITDA $ 243,777 $ 30,376 $ 8,178 $ (54,301) 228,030 Share-based compensation expense (5,165) Non-recurring expenses (2) (6,065) Fair value adjustments to contingent earnout obligations (1,488) Depreciation and amortization (16,142) Loss on disposal of property, equipment, and software (686) Interest expense, net (29,320) Loss on extinguishment of debt (3,315) Income tax expense (34,803) Net income $ 131,046 (1) Operating expenses in the Corp & Elims division primarily include $34.0 million in salaries and benefits for certain general, administrative, and IT related departments, and $13.4 million in professional services fees. (2) These expenses primarily consist of costs incurred for the First Amendment, recent acquisitions, re-designation of the hedge, and the Secondary Offering. Year Ended June 30, 2020 Senior Life Auto & Home Corp & Elims Consolidated Revenue $ 361,673 $ 129,967 $ 41,189 $ (1,314) $ 531,515 Operating expenses (215,935) (102,155) (32,490) (26,881) (1) (377,461) Other expenses, net — — — (30) (30) Adjusted EBITDA $ 145,738 $ 27,812 $ 8,699 $ (28,225) 154,024 Share-based compensation expense (9,498) Non-recurring expenses (2) (3,721) Depreciation and amortization (7,993) Loss on disposal of property, equipment, and software (360) Fair value adjustments to contingent earnout obligations (375) Restructuring expenses (153) Interest expense, net (24,595) Loss on extinguishment of debt (1,166) Income tax expense (25,016) Net income $ 81,147 (1) Operating expenses in the Corp & Elims division primarily include $17.2 million in salaries and benefits for certain general, administrative, and IT related departments, and $8.7 million in professional services fees. (2) These expenses consist of one-time consulting expenses associated with adopting ASC 606, non-recurring compensation to certain former board members, non-restructuring severance expenses, employer payroll taxes on the one-time Distribution to stock option holders, costs related to our IPO, cost related to the acquisition of InsideResponse, and expenses related to business continuity in response to the COVID-19 pandemic. Year Ended June 30, 2019 Senior Life Auto & Home Corp & Elims Consolidated Revenue $ 192,257 $ 110,493 $ 35,054 $ (335) $ 337,469 Operating expenses (102,083) (84,672) (27,237) (18,184) (1) (232,176) Other expenses, net — — — (15) (15) Adjusted EBITDA $ 90,174 $ 25,821 $ 7,817 $ (18,534) 105,278 Share-based compensation expense (86) Non-recurring expenses (2) (1,691) Depreciation and amortization (4,702) Loss on disposal of property, equipment and software (221) Restructuring expenses (2,305) Interest expense, net (1,660) Income tax expense (22,034) Net income $ 72,579 (1) Operating expenses in the Corp & Elims division primarily include $12.2 million in salaries and benefits for certain general, administrative, and IT related departments and $4.2 million in professional services fees. (2) These expenses consist primarily of one-time consulting expenses associated with adopting ASC 606, nonrecurring compensation to certain board members and non-restructuring severance expenses. Revenues from each of the reportable segments are earned from transactions in the United States and follow the same accounting policies used for the Company’s consolidated financial statements. All of the Company’s long-lived assets are located in the United States. For the year ended June 30, 2021, three insurance carrier customers, all from the Senior Segment, accounted for 24%, 19%, and 15% of total revenue. For the year ended June 30, 2020, three insurance carrier customers, all from the Senior Segment, accounted for 26%, 18%, and 11% of total revenue. For the year ended June 30, 2019, three insurance carrier customers, all from the Senior Segment, accounted for 23%, 14%, and 12% of total revenue. |
Related-Party Transactions
Related-Party Transactions | 12 Months Ended |
Jun. 30, 2021 | |
Related Party Transactions [Abstract] | |
Related-Party Transactions | RELATED-PARTY TRANSACTIONS The Company purchases leads from InsideResponse, which was previously owned in part by individuals who are related to one of the Company’s shareholders or are members of the Company's management. On May 1, 2020, the Company acquired 100% of the outstanding membership units of InsideResponse for an aggregate purchase price of up to $65.0 million (subject to customary adjustments) as set forth in the Merger Agreement. Refer to Note 2 to the consolidated financial statements for further details. Prior to the acquisition, the Company incurred $16.1 million and $10.1 million in lead costs with InsideResponse for the years ended June 30, 2020 and 2019, respectively, which were recorded in marketing and advertising expense in the consolidated statements of comprehensive income. InsideResponse sells leads to a senior healthcare distribution platform that is owned in part by individuals related to one of the Company’s shareholders or who are members of the Company’s management. The Company earned $1.9 million in lead sales revenue, which is recorded in production bonus and other in the consolidated statement of comprehensive income, as a result of this relationship for the year ended June 30, 2021, and had $0.1 million of outstanding accounts receivable as of June 30, 2021. The Company has also purchased leads from this senior healthcare distribution platform. The Company incurred less than $0.1 million, $0.5 million, and $1.6 million in lead costs with this firm for the years ended June 30, 2021, 2020, and 2019, respectively, which were recorded in marketing and advertising expense in the consolidated statements of comprehensive income. The Company did not have any outstanding payables with this firm as of June 30, 2021, and owed less than $0.1 million as of June 30, 2020, that was recorded in accounts payable in the consolidated balance sheets. In addition, the Company has acted as the Field Marketing Organization on behalf of this firm. The net financial impact of this relationship to the Company was not material for each of the years ended June 30, 2021, 2020, and 2019. The Company leases operating facilities for SelectRx from a related party as this individual has entered into an employment contract with the Company as part of the acquisition. Refer to Note 5 for a discussion of our related party lease. |
Summary of Business and Signi_2
Summary of Business and Significant Accounting Policies (Policies) | 12 Months Ended |
Jun. 30, 2021 | |
Accounting Policies [Abstract] | |
Description of Business | Description of Business —SelectQuote, Inc. and its subsidiaries (the “Company” or “SelectQuote”) contract with numerous insurance carriers to sell senior health (“Senior”), life (“Life”), and auto and home insurance (“Auto & Home”) policies by telephone to individuals throughout the United States through the use of multi-channel marketing and advertising campaigns. Senior sells Medicare Advantage, Medicare Supplement, Medicare Part D, and other ancillary senior health insurance related policies. InsideResponse and Population Health are also included in Senior. Life sells term and permanent life insurance policies (together referred to as "core") and final expense policies, along with other ancillary products. Auto & Home primarily sells non-commercial auto & home property and casualty insurance policies. SelectQuote’s licensed insurance agents provide comparative rates from a variety of insurance carriers relying on our technology distribution channel with a combination of proprietary and commercially available software to perform its quote service and sell insurance policies on behalf of the insurance carriers. The Company primarily earns revenue in the form of commission payments from the insurance carriers. Commission payments are received both when the initial policy is sold (“first year”) and when the underlying policyholder renews their policy in subsequent years (“renewal”). Additionally, the Company receives certain volume-based bonuses from some carriers on first-year policies sold, which are referred to as production bonuses and marketing development funds, based on attaining various predetermined target sales levels or other agreed upon objectives. |
Basis of Presentation | Basis of Presentation —The accompanying consolidated financial statements include the accounts of SelectQuote, Inc., and its wholly owned subsidiaries: SelectQuote Insurance Services, SelectQuote Auto & Home Insurance Services, LLC (“SQAH”), ChoiceMark Insurance Services, Inc., Tiburon Insurance Services, InsideResponse, LLC, and SelectQuote Ventures, Inc. All intercompany accounts and transactions have been eliminated in consolidation. The consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles and include all adjustments necessary for the fair presentation of our financial position as of June 30, 2021. Certain reclassifications have been made to prior periods to conform with current year. Results from operations related to entities acquired during the periods covered by the consolidated financial statements are reflected from the effective date of acquisition. Results of operations were not materially impacted by the COVID-19 pandemic. Our fiscal year ends on June 30. References in this Annual Report to a particular "year," "fiscal," "fiscal year," or "year-end" mean our fiscal year. The significant accounting policies applied in preparing the accompanying consolidated financial statements of the Company are summarized below. |
Seasonality | Seasonality —Medicare-eligible individuals are permitted to change their Medicare Advantage and Medicare Part D prescription drug coverage for the following year during the Medicare annual enrollment period (“AEP”) in October through December and are allowed to switch plans from an existing plan during the open enrollment period (“OEP”) in January through March each year. As a result, the Company’s Senior segment’s commission revenue is highest in the second quarter and to a lesser extent, the third quarter during OEP. |
Use of Estimates | Use of Estimates —The preparation of consolidated financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of revenues, expenses, assets, and liabilities and disclosure of contingent assets and liabilities. The Company regularly assesses these estimates; however, actual amounts could differ from those estimates. The most significant items involving management’s estimates include estimates of revenue recognition, commissions receivable, the provision for income taxes, share-based compensation, and valuation of intangible assets and goodwill. The impact of changes in estimates is recorded in the period in which they become known. |
Business Combinations | Business Combinations —The Company accounts for business combinations in accordance with ASC Topic 805, Business Combinations (“ASC 805”), which requires most identifiable assets, liabilities, and goodwill |
Cash, Cash Equivalents, and Restricted Cash | Cash, Cash Equivalents, and Restricted Cash—Cash and cash equivalents represent cash and short-term, highly liquid investments with maturities of three months or less at the time of purchase. The Company’s restricted cash balance consists of a specified deposit account to be used only for interest payments on the 2019 Term Loan (as defined below). |
Concentrations of Credit Risk | Concentrations of Credit Risk—Financial instruments that potentially subject the Company to concentrations of credit risk consist primarily of accounts and commissions receivable. The Company believes the potential for collection issues with any of its customers is minimal as of June 30, 2021, based on the lack of collection issues in the past and the high financial standards the Company requires of its customers. |
Property and Equipment—Net | Property and Equipment—Net—Property and equipment are stated at cost less accumulated depreciation. Finance lease amortization expenses are included in depreciation expense in our consolidated statements of comprehensive income. |
Software—Net | Software—Net —The Company capitalizes costs of materials, consultants, and compensation and benefits costs of employees who devote time to the development of internal-use software during the application development stage. Judgment is required in determining the point at which various projects enter the phases at which costs may be capitalized, in assessing the ongoing value of the capitalized costs, and in determining the estimated useful lives over which the costs are amortized, which is generally 3 years. Implementation costs incurred in a hosting arrangement that is a service contract are capitalized according to the requirements for capitalizing implementation costs incurred to develop or obtain internal-use software and classified in the same balance sheet line item as amounts prepaid for the related hosting arrangement. Amortization of these costs is recorded to the same income statement line item as the service fees for the related hosting arrangement and over the same term. |
Leases | Leases— The Company has entered into various lease agreements for office space and other equipment as lessee. At contract inception, the Company determines that a contract contains a lease if the contract conveys the right to control the use of identified property, plant, or equipment (an identified asset) for a period of time in exchange for consideration. If a contract contains a lease, the Company recognizes a right-of-use asset and a lease liability on the consolidated balance sheet at lease commencement. The Company has elected a practical expedient to make an accounting policy not to record short-term leases on the consolidated balance sheet, defined as leases with an initial term of 12 months or less that do not contain purchase options that the lessee is reasonably certain to elect. Right-of-use assets represent the Company’s right to use an underlying asset for the lease term as the Company has control over an economic resource and is benefiting from the use of the asset. Lease liabilities represent the Company’s obligation to make payments for that right of use. Right-of-use assets and lease liabilities are determined by recognizing the present value of future lease payments using the Company’s incremental borrowing rate, which is the rate we would have to pay to borrow on a collateralized basis based upon information available at the lease commencement date. The right-of-use asset is measured at the commencement date by totaling the amount of the initial measurement of the lease liability, adding any lease payments made to the lessor at or before the commencement date, subtracting any lease incentives received, and adding any initial direct costs incurred by the Company. When lease terms include renewal or termination options, the Company determines the lease term as the noncancelable period of the lease, plus periods covered by an option to extend the lease if the Company is reasonably certain to exercise the option. The Company considers an option to be reasonably certain to be exercised by the Company when a significant economic incentive exists. The Company has lease agreements with lease and nonlease components. The Company elected the practical expedient to make an accounting policy election by class of underlying asset, to not separate nonlease components from the associated lease components and instead account for each separate lease component and its associated nonlease components as a single lease component. The Company has applied this accounting policy election to all asset classes. |
Impairment and Disposal of Long-Lived Assets | Impairment and Disposal of Long-Lived Assets —The Company reviews its long-lived assets for impairment whenever events or changes in circumstances indicate that the carrying amount of such assets may not be recoverable. Recoverability of an asset to be held and used is measured by a comparison of the carrying amount of an asset to future undiscounted net cash flows expected to be generated by the asset. If such asset is considered to be impaired, a loss is recognized for the amount by which the carrying amount of the asset exceeds the fair value of the asset. Assets to be disposed of are reported at the lower of the carrying amount or fair value, less costs to sell. For the years ended June 30, 2021, 2020, and 2019, there were no events or changes in circumstances to indicate impairment of long-lived assets. |
Goodwill | Goodwill —Goodwill represents the excess of the purchase price over the estimated fair values of identifiable assets and liabilities acquired in a business combination as of the acquisition date. Goodwill is not amortized in accordance with the requirements of ASC 350, Intangibles-Goodwill and Other (“ASC 350”). ASC 350 requires that the Company test goodwill for impairment on an annual basis and whenever events or circumstances indicate that the asset may be impaired. The Company considers significant unfavorable industry or economic trends as factors in deciding when to perform an impairment test. Goodwill is allocated among, and evaluated for impairment, at the reporting unit level, which is defined as an operating segment or one level below an operating segment. The Company performs the annual goodwill impairment as of April 1. Refer to Note 2 of the consolidated financial statements for further details. |
Commission Advances | Commission Advances—Commission advances represent a refund liability primarily for upfront future renewal commission payments received from certain insurance carriers at the time an insurance policy is first sold. The Company is required to return commission advances to customers in the event the underlying policyholder does not renew the policy. When the Company has an unconditional right to the consideration, the Company recognizes a reduction to the corresponding contract asset and refund liability. |
Equity Issuance Costs | Equity Issuance Costs—Equity issuance costs primarily consist of legal fees, underwriting fees, and other costs incurred as a result of the IPO and the issuance of Series E preferred stock. |
Revenue Recognition | Revenue Recognition— The Company recognizes revenue when a customer obtains control of promised goods or services and recognizes an amount that reflects the consideration that an entity expects to receive in exchange for those goods or services. The Company applies the following five-step model in order to determine this amount: (i) identification of the contract with a customer; (ii) identification of the performance obligations in the contract, including whether they are distinct in the context of the contract; (iii) measurement of the transaction price, including the constraint on variable consideration; (iv) allocation of the transaction price to the performance obligations; and (v) recognition of revenue when (or as) the Company satisfies each performance obligation. Contracts with Customers — The Company’s primary customers are the insurance carriers that it contracts with to sell insurance policies on their behalf. The Company only applies the five-step model to contracts when it is probable that it will collect the consideration it is entitled to in exchange for the goods or services it transfers to the customer. The Company earns commissions for first year and renewal policies from the insurance carriers, as presented in the consolidated statements of comprehensive income as commission revenue. Additionally, the Company earns production bonuses on first year policies from the insurance carriers based on attaining predetermined target sales levels or other agreed upon objectives and marketing development funds received from certain insurance carriers based on historical experience to drive incremental policy sales, as presented in the consolidated statements of comprehensive income as production bonus and other revenue. The contracts with the insurance carriers are non-exclusive and can typically be terminated unilaterally by either party. We review individual contracts to determine the Company’s legal and enforceable rights to renewal commissions upon contract termination when determining variable consideration. Additionally, the insurance carriers often have the ability to amend provisions in the contracts relating to the prospective commission rates paid to the Company for new policies sold. The Company’s contracts with customers contain a single performance obligation satisfied at a point in time to which it allocates the total transaction price. Significant Judgments — The accounting estimates and judgments related to the recognition of revenue require the Company to make assumptions about numerous factors such as the determination of performance obligations and determination of the transaction price. In determining the amounts of revenue to recognize, the Company uses the following methods, inputs, and assumptions: • Determination of Performance Obligations —The Company reviews each contract with customers to determine what promises the Company must deliver and which of these promises are capable of being distinct and are distinct in the context of the contract. The delivery of new policyholders to the insurance carriers is the only material promise specified within the contracts. After a policy is sold, the Company has no material additional or recurring obligations to the policyholder or the insurance carrier. The Company’s contracts do not include downstream policyholder activities such as claims support or payment collection services. While the primary promise is the sale of policies, some contracts include the promise to provide administrative services to policyholders on behalf of the insurance carrier such as responding to policyholder inquiries regarding coverage or providing proof of insurance. The Company has concluded that while these administrative services may be distinct, they are immaterial in the context of the contract. ▪ Determination of the Transaction Price —The transaction price is identified as the first year commission due upon the initial sale of a policy as well as an estimate of renewal commissions or production bonuses when applicable. The estimates of renewal commissions and production bonuses are considered variable consideration and require significant judgment including determining the number of periods in which a renewal will occur and the value of those renewal commissions to be received if renewed. For renewal commissions, the Company utilizes the expected value approach. This approach incorporates a combination of historical lapse and premium increase data (where applicable), available insurance carrier experience data, historical payment data by segment and insurance carrier to estimate forecasted renewal consideration and constrain revenue recognized to the extent that it is probable that a significant reversal in the amount of cumulative revenue recognized will not occur. The uncertainty associated with the variable consideration is subsequently resolved when the policy renews, and adjustments in variable consideration are recognized in the period incurred. The foregoing is exclusive of marketing development funds, InsideResponse lead generation revenue, and Population Health revenue in which the transaction prices are known. The Company utilizes a practical expedient to estimate commission revenue by applying the use of a portfolio approach to policies grouped together by segment, insurance carrier, product type, and quarter the policy was initially sold (referred to as a “cohort”). This provides a practical approach to estimating the renewal commissions expected to be collected for each cohort by evaluating various factors, including but not limited to, contracted commission rates, insurance carrier mix, premium increases, and persistency rates. Timing of Recognition — The Company recognizes revenue when it has completed its performance obligation, which is at different milestones for each segment based on the contractual enforceable rights, the Company’s historical experience, and established customer business practices: Senior Revenue a. Commission revenue for senior health policies is recognized at the earliest of when the insurance carrier has approved the policy sold, when a commission payment is received from the insurance carrier, or when the policy sold becomes effective. b. Lead sales revenue for InsideResponse is recognized when the generated lead is accepted by the customer, which is the point of sale, and the Company has no further performance obligation after the delivery. c. Revenues generated from SelectRx are recognized upon shipment. At the time of shipment, the Company has performed substantially all of its performance obligations and does not experience a significant level of returns or re-shipments. There are no future revenue streams associated as patients have the option to cancel their service at any time. Life Revenue a. Commission revenue is recognized when the insurance carrier has approved the policy sold and payment information has been obtained from the policyholder. Auto & Home Revenue a. Commission revenue is recognized when the policy sold becomes effective. The Company does not receive consideration prior to the satisfaction of its performance obligation, and as a result, does not have contract liabilities with its customers. Refer to Note 13 of the consolidated financial statements for further information. Reassessment of the Transaction Price — The Company is continuously evaluating the assumptions and inputs into the Company's calculation of renewal commission revenue. As a result of these continuous evaluations, the Company recognizes cohort adjustments for revenue from prior periods when the cash collections are different from the estimated constrained renewal commissions. Cohort adjustments are a result of a change in estimate of |
Accounts Receivable | Accounts Receivable —Accounts receivable represents either first year or renewal commissions expected to be received on policies that have already been sold or renewed and for production bonus revenue that has been earned but not received from the insurance carrier. Typically, the Company receives commission payments as the insurance carriers receive payments from the underlying policyholders. As these can be on various payment terms such as monthly or quarterly, a receivable is recorded to account for the commission payments yet to be received from the insurance carriers. |
Commissions Receivable | Commissions Receivable —Commissions receivable are contract assets that represent estimated variable consideration for performance obligations that have been satisfied but payment is not due as the underlying policy has not renewed yet. The current portion of commissions receivable are future renewal commissions expected to be renewed within one year, while the non-current portion of commissions receivable are expected to be renewed beyond one year. Contract assets are reclassified as accounts receivable when the rights to the renewal commissions become unconditional, which is primarily upon renewal of the underlying policy, typically on an annual basis. The Company assesses impairment for uncollectible consideration amounts when information available indicates it is probable that an asset has been impaired. There were no impairments recorded during the years ended June 30, 2021 or 2020, respectively. |
Cost of Revenue | Cost of Revenue —Cost of revenue represents the direct costs associated with fulfilling the Company’s obligations to the insurance carriers for the sale of insurance policies. Such costs primarily consist of compensation and related benefit costs for sales agents, fulfillment specialists, and others directly engaged in serving policy holders. The Company does not have any incremental costs of obtaining its contracts with its customers, the insurance carriers. |
Share-Based Compensation | Share-Based Compensation —The Company applies the fair value method under ASC 718, Compensation—Stock Compensation (“ASC 718”), in accounting for share-based compensation to employees. Under ASC 718, compensation cost is measured at the grant date based on the fair value of the equity instruments awarded and is recognized over the period during which an employee is required to provide service in exchange for the award, or the requisite service period, which is usually the vesting period. The fair value of the equity award granted is estimated on the date of the grant. |
Marketing and Advertising Expense | Marketing and Advertising Expenses—Direct costs related to marketing and advertising the Company’s services are expensed in the period incurred. |
Income Taxes | Income Taxes —The Company accounts for income taxes using an asset and liability method. Deferred income tax assets and liabilities result from temporary differences between the tax basis of assets and liabilities and their reported amounts in the consolidated financial statements that will result in taxable or deductible amounts in future years. Valuation allowances are provided when necessary to reduce deferred tax assets to the amount expected to be realized. The Company applies ASC 740, Income Taxes (“ASC 740”), in accounting for uncertainty in income taxes recognized in the Company’s consolidated financial statements. ASC 740 requires a more-likely-than-not threshold for financial statement recognition and measurement of tax positions taken or expected to be taken in a tax return. The Company records a liability for the difference between the benefit recognized and measured pursuant to ASC 740 and the tax position taken or expected to be taken on the Company’s tax return. To the extent that the |
Comprehensive Income | Comprehensive Income—Comprehensive income is comprised of net income and the effective portion of changes in the fair value of derivatives designated and that qualify as cash flow hedges, less amounts reclassified into earnings |
Adoption of New Accounting Pronouncements and Recent Accounting Pronouncements Not Yet Adopted | Adoption of New Accounting Pronouncements —In February 2016, the Financial Accounting Standards Board (the "FASB") issued Accounting Standards Update ("ASU") 2016-02, Leases (Topic 842) , which has been clarified and amended by various subsequent updates. The core principle of this standard is that a lessee should recognize the assets and liabilities that arise from leases, by recognizing in the consolidated balance sheet a liability to make lease payments (the lease liability) and a right-of-use asset representing its right to use the underlying asset for the lease term. In accordance with the guidance of Topic 842, leases are classified as finance or operating leases, and both types of leases are recognized on the consolidated balance sheet. The accounting applied by a lessor is largely unchanged from that applied under previous guidance. The new guidance requires certain expanded qualitative disclosures and specific quantitative disclosures in order to provide users of financial statements enough information to supplement the amounts recorded in the financial statements so that users can understand more about the nature of an entity’s leasing activities. The Company adopted the new guidance and related amendments on July 1, 2020, and elected the transition package of practical expedients permitted under the transition guidance, which allowed the carry forward of historical assessments of whether a contract contains a lease, lease classification, and initial direct costs. The new guidance and related amendments have been applied on a modified retrospective basis using the optional transition method with an application date of July 1, 2020. As a result of adopting this standard, on July 1, 2020, the Company recorded lease liabilities of $41.3 million and right-of-use assets of $29.7 million, which includes reclassifications of existing assets and liabilities primarily related to deferred rent. The adoption of this new standard did not have a material impact on the Company’s consolidated statements of comprehensive income or the consolidated statements of cash flows. The Company has included expanded disclosures on the consolidated balance sheets and in Note 5 to the consolidated financial statements. In January 2017, the FASB issued ASU No. 2017-04, “ Intangibles-Goodwill and Other (Topic 350) : Simplifying the Test for Goodwill Impairment. ” This ASU amends the subsequent measurement of goodwill whereby Step 2 from the goodwill impairment test is eliminated. As a result, an entity should recognize a goodwill impairment charge for the amount by which the carrying amount exceeds the reporting unit's fair value. The standard was adopted and applied prospectively by the Company as of July 1, 2020, but it did not have an impact on the Company's consolidated financial statements and disclosures. In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments — Credit Losses (Topic 326), which amends the guidance for accounting for assets that are potentially subject to credit risk. The amendments affect contract assets, loans, debt securities, trade receivables, net investments in leases, off-balance-sheet credit exposures, reinsurance receivables, and certain other financial assets. The Company adopted the standard on a prospective basis as of July 1, 2020. Adoption of the standard did not have a material impact on the Company's consolidated financial statements and related disclosures. Recent Accounting Pronouncements Not Yet Adopted —In December 2019, the FASB issued ASU No. 2019-12, Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes , which simplifies and changes the accounting for certain income tax transactions, among other minor improvements. This standard becomes effective for the Company on July 1, 2022, and for interim periods beginning July 1, 2023, with early adoption permitted. The Company is currently evaluating the impact to its consolidated financial statements and related disclosures but does not expect this ASU to have a material impact. |
Net Income (Loss) Per Share | The Company calculates net income per share as defined by ASC Topic 260, “ Earnings per Share |
Summary of Business and Signi_3
Summary of Business and Significant Accounting Policies (Tables) | 12 Months Ended |
Jun. 30, 2021 | |
Accounting Policies [Abstract] | |
Property and Equipment | Depreciation is computed using the straight-line method based on the date the asset is placed in service using the following estimated useful lives: Computer hardware 3 years Machinery and equipment 2–4 years Automobiles 5 years Leasehold improvements Shorter of lease period or useful life Furniture and fixtures 7 years Property and equipment—net consisted of the following as of June 30: (in thousands) 2021 2020 Computer hardware $ 13,351 $ 9,829 Machinery and equipment (1) 2,667 2,443 Leasehold improvements 18,525 17,692 Furniture and fixtures 5,004 5,259 Work in progress 7,220 1,267 Total 46,767 36,490 Less accumulated depreciation (17,257) (14,340) Property and equipment—net $ 29,510 $ 22,150 (1) Includes financing lease right-of-use assets. |
Acquisitions (Tables)
Acquisitions (Tables) | 12 Months Ended |
Jun. 30, 2021 | |
Business Combination and Asset Acquisition [Abstract] | |
Fair Value Hierarchy | Based on the valuation inputs, the Company has recorded assets acquired and liabilities assumed according to the following fair value hierarchy: Level 1 Unadjusted quoted prices in active markets for identical assets or liabilities Level 2 Unadjusted quoted prices in active markets for similar assets or liabilities; or unadjusted quoted prices for identical or similar assets or liabilities in markets that are not active; or inputs other than quoted prices that are observable for the asset or liability. Level 3 Unobservable inputs for the asset or liability |
Summary of Total Consideration of the Acquisition | Under the terms of the Merger Agreement, total consideration in the acquisition consisted of the following as of the acquisition date (in thousands): Base purchase price $ 32,700 Fair value of earnout 30,437 Net working capital true-up (1) 3,527 Closing cash 904 Closing indebtedness (476) Total purchase consideration $ 67,092 (1) The Company recorded a $0.1 million measurement period adjustment to the carrying amount of goodwill related to the net working capital true-up for the year ended June 30, 2021. Under the terms of the Asset Purchase Agreement, the total consideration for the acquisition consisted of the following as of the acquisition date (in thousands): Base purchase price $ 30,000 Net working capital true-up (499) Total Purchase Consideration $ 29,501 Under the terms of the Stock Purchase Agreement, total consideration in the acquisition consisted of the following as of the acquisition date (in thousands): Base purchase price $ 20,000 Net working capital true-up (483) Closing cash 20 Total purchase consideration $ 19,537 |
Schedule of Recognized Identified Assets Acquired and Liabilities Assumed | The following table summarizes the estimated fair values of the assets acquired and liabilities assumed as of the acquisition date (in thousands): Description Estimated Life Amount Cash and cash equivalents $ 955 Accounts receivable 8,220 Other current assets 459 Property and equipment, net 51 Accounts payable (2,922) Accrued expenses (737) Other current liabilities (8) Other liabilities (1) Net tangible assets acquired 6,017 Trade Name 5 years 2,680 Proprietary Software 2-5 years 1,042 Non-compete agreements 3 years 192 Customer relationships 7 years 16,069 Goodwill Indefinite 41,092 Total intangible assets acquired 61,075 Net assets acquired $ 67,092 The following table summarizes the estimated fair values of the assets acquired and liabilities assumed as of the acquisition date (in thousands): Description Estimated Life Amount Accounts receivable $ 1,301 Total tangible assets acquired 1,301 Non-compete agreements 5 years 1,000 Vendor relationships 9 years 23,700 Goodwill Indefinite 3,500 Total intangible assets acquired 28,200 Net Assets Acquired $ 29,501 Description Estimated Life Amount Cash and cash equivalents $ 20 Accounts receivable 613 Other current assets 28 Property and equipment, net 287 Accounts payable (280) Accrued expenses, including compensation and benefits (45) Net tangible assets acquired 623 Proprietary Software 3 years 550 Non-compete agreements 5 years 100 Customer relationships 1 year 200 Goodwill Indefinite 18,064 Total intangible assets acquired 18,914 Net assets acquired $ 19,537 |
Property And Equipment_Net (Tab
Property And Equipment—Net (Tables) | 12 Months Ended |
Jun. 30, 2021 | |
Property, Plant and Equipment [Abstract] | |
Property and Equipment | Depreciation is computed using the straight-line method based on the date the asset is placed in service using the following estimated useful lives: Computer hardware 3 years Machinery and equipment 2–4 years Automobiles 5 years Leasehold improvements Shorter of lease period or useful life Furniture and fixtures 7 years Property and equipment—net consisted of the following as of June 30: (in thousands) 2021 2020 Computer hardware $ 13,351 $ 9,829 Machinery and equipment (1) 2,667 2,443 Leasehold improvements 18,525 17,692 Furniture and fixtures 5,004 5,259 Work in progress 7,220 1,267 Total 46,767 36,490 Less accumulated depreciation (17,257) (14,340) Property and equipment—net $ 29,510 $ 22,150 (1) Includes financing lease right-of-use assets. |
Software_Net (Tables)
Software—Net (Tables) | 12 Months Ended |
Jun. 30, 2021 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Capitalized Software | Software—net consisted of the following as of June 30: (in thousands) 2021 2020 Software $ 16,530 $ 10,999 Work in progress 3,826 1,922 Total 20,356 12,921 Less accumulated amortization (7,745) (4,522) Software—net $ 12,611 $ 8,399 |
Leases (Tables)
Leases (Tables) | 12 Months Ended |
Jun. 30, 2021 | |
Leases [Abstract] | |
Schedule of Right-of-Use Asset and Lease Liability | Right-of-Use Asset and Lease Liability —The right-of-use assets and lease liabilities were as follows as of June 30, 2021: (in thousands) Balance Sheet Classification Amount Assets Operating leases Operating lease right-of-use assets $ 31,414 Finance leases Property and equipment - net 181 Total lease right-of-use assets 31,595 Liabilities Current Operating leases Operating lease liabilities - current 5,289 Finance leases Other current liabilities 188 Non-current Operating leases Operating lease liabilities 38,392 Finance leases Other liabilities 27 Total lease liabilities $ 43,896 |
Schedule of Lease Costs and Supplemental Information | Lease Costs —The components of lease costs were as follows: Year Ended June 30, (in thousands) 2021 Finance lease costs (1) $ 245 Operating lease costs (2) 7,843 Short-term lease costs 172 Variable lease costs (3) 1,195 Sublease income (975) Total net lease costs $ 8,480 (1) Primarily consists of amortization of finance lease right-of-use assets and an immaterial amount of interest on finance lease liabilities recorded in operating costs and expenses and interest expense, net in the consolidated statements of comprehensive income. (2) Recorded in operating costs and expenses in the consolidated statements of comprehensive income. (3) Variable lease costs are not included in the measurement of the lease liability or right-of-use asset as they are not based on an index or rate and primarily represents common area maintenance charges and real estate taxes recorded in operating costs and expenses in the consolidated statements of comprehensive income. Supplemental Information —Supplemental information related to leases was as follows as of and for the year ended June 30, 2021: (in thousands) Operating Leases Finance leases Total Cash paid for amounts included in measurement of liabilities: Operating cash flows from leases $ 7,228 $ 11 $ 7,239 Financing cash flows from leases — 262 262 Right-of-use assets obtained in exchange for new lease liabilities $ 5,618 $ 194 $ 5,812 Operating Leases Finance leases Weighted-average remaining lease term (in years) 7.20 1.14 Weighted-average discount rate 9.58 % 6.44 % |
Schedule of Maturity of Operating Lease Liabilities | As of June 30, 2021, remaining maturities of lease liabilities for each of the next five fiscal years and thereafter are as follows: (in thousands) Operating leases Finance leases Total 2022 9,171 196 9,367 2023 8,704 26 8,730 2024 9,086 — 9,086 2025 9,100 — 9,100 2026 6,825 — 6,825 Thereafter 17,537 — 17,537 Total undiscounted lease payments 60,423 222 60,645 Less: interest 16,742 7 16,749 Present value of lease liabilities $ 43,681 $ 215 $ 43,896 |
Schedule of Maturity of Finance Lease Liabilities | As of June 30, 2021, remaining maturities of lease liabilities for each of the next five fiscal years and thereafter are as follows: (in thousands) Operating leases Finance leases Total 2022 9,171 196 9,367 2023 8,704 26 8,730 2024 9,086 — 9,086 2025 9,100 — 9,100 2026 6,825 — 6,825 Thereafter 17,537 — 17,537 Total undiscounted lease payments 60,423 222 60,645 Less: interest 16,742 7 16,749 Present value of lease liabilities $ 43,681 $ 215 $ 43,896 |
Schedule of Future Minimum Rental Payments for Operating Leases | The following table summarizes the future annual minimum lease obligations under non-cancelable operating leases at June 30, 2020, under the previous lease accounting standard ASC 840, Leases (in thousands): 2021 $ 8,781 2022 8,497 2023 7,991 2024 8,353 2025 8,306 Thereafter 21,262 Total minimum lease payments $ 63,190 |
Supplemental Financial Statem_2
Supplemental Financial Statement Information (Tables) | 12 Months Ended |
Jun. 30, 2021 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Schedule of Cash, Cash Equivalents, and Restricted Cash | Cash, cash equivalents, and restricted cash consisted of the following as of June 30: (in thousands) 2021 2020 Cash $ 25,713 $ 20,395 Money market funds 260,741 300,670 Cash and cash equivalents 286,454 321,065 Restricted Cash — 47,805 Total cash, cash equivalents, and restricted cash $ 286,454 $ 368,870 |
Schedule of Other Current Assets | Other current assets consisted of the following as of June 30: (in thousands) 2021 2020 Prepaid expenses (1) $ 2,327 $ 7,257 Other receivables (2) 1,882 2,036 Other (3) 277 828 Total other current assets $ 4,486 $ 10,121 (1) Prepaid expenses primarily consists of amounts prepaid for future services and other contractual arrangements for which we have yet to receive benefit. (2) Other receivables primarily consists of tax incentive payments not yet received. (3) Other primarily consists of prescription drug management inventory and income taxes receivable. |
Other Current Liabilities | Other current liabilities consisted of the following as of June 30: (in thousands) 2021 2020 Unearned revenue $ 5,080 $ 1,738 Current portion of debt 2,360 Unrealized loss on interest rate swap contract 236 1,669 Deferred rent-short term — 1,488 Leases payable-short term — 49 Financing lease liabilities-short term 188 — Total other current liabilities $ 7,864 $ 4,944 |
Schedule of Other Noncurrent Liabilities | Other current liabilities consisted of the following as of June 30: (in thousands) 2021 2020 Deferred rent-long term $ — $ 11,451 Leases payable-long term — 59 Payroll tax liabilities-long term 4,332 2,493 Acquisition holdback 5,730 — Financing lease liabilities-long term 27 — Third party commission liabilities 1,286 — Other (1) 368 632 Total other liabilities $ 11,743 $ 14,635 (1) Other noncurrent liabilities primarily consists of revenue sharing obligations expected to settle beyond one year from the balance sheet date. |
Intangible Assets and Goodwill
Intangible Assets and Goodwill (Tables) | 12 Months Ended |
Jun. 30, 2021 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Acquired Goodwill | For the following acquisitions, the reporting units to which goodwill has been assigned and the associated reportable segments are as follows: Acquisition Reporting Unit Reportable Segment Auto & Home-controlling interest Auto & Home Auto & Home InsideResponse Senior Senior Lead distribution company Senior Senior Express Med Pharmaceuticals Senior Senior |
Schedule of Intangible Assets and Goodwill | The carrying amounts, accumulated amortization, net carrying value, and weighted average remaining life of our definite-lived amortizable intangible assets as well as our goodwill are presented in the tables below as of June 30 (dollars in thousands, useful life in years): 2021 2020 Gross Carrying Amount Accumulated Amortization Net Carrying Amount Weighted-Average Remaining Useful Life Gross Carrying Amount Accumulated Amortization Net Carrying Amount Weighted-Average Remaining Useful Life Total intangible assets subject to amortization Customer relationships $ 17,122 $ (3,448) $ 13,674 $ 16,922 $ (1,011) $ 15,911 Trade name 2,680 (625) 2,055 2,680 (88) 2,592 Proprietary software 1,592 (382) 1,210 1,042 (48) 994 Non-compete agreements 1,292 (163) 1,129 192 (16) 176 Vendor relationships 23,700 (1,098) 22,602 — — — Total intangible assets $ 46,386 $ (5,716) $ 40,670 7.1 $ 20,836 $ (1,163) $ 19,673 6.4 Total indefinite-lived assets Goodwill-Auto & Home $ 5,364 $ 5,364 Goodwill-Senior 62,655 41,213 Total goodwill $ 68,019 $ 46,577 |
Schedule of Goodwill | Changes in the balance of goodwill for the year ended June 30, 2021, are as follows (in thousands): Balance, June 30, 2020 $ 46,577 Measurement period adjustments (1) (122) Goodwill from the acquisition of a lead distribution company 3,500 Goodwill from the acquisition of Express Med Pharmaceuticals 18,064 Balance, June 30, 2021 $ 68,019 (1) Represents measurement period adjustments related to the InsideResponse acquisition (refer to Note 2 to the consolidated financial statements for further details). |
Schedule of Future Amortization Expense | As of June 30, 2021, expected amortization expense in future fiscal periods were as follows (in thousands): Trade Name Proprietary Software Non-compete agreements Vendor Relationships Customer relationships Total 2022 $ 536 $ 432 $ 282 $ 2,633 $ 2,476 $ 6,359 2023 536 339 273 2,633 2,324 6,105 2024 536 308 220 2,633 2,319 6,016 2025 447 131 220 2,633 2,316 5,747 2026 — — 134 2,633 2,313 5,080 Thereafter — — — 9,437 1,926 11,363 Total $ 2,055 $ 1,210 $ 1,129 $ 22,602 $ 13,674 $ 40,670 |
Derivative Instruments and He_2
Derivative Instruments and Hedging Activities (Tables) | 12 Months Ended |
Jun. 30, 2021 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Schedule of Derivative Instruments in Statement of Financial Position, Fair Value | The following table presents the fair value of the Company’s derivative financial instrument on a gross basis, as well as its classification on the Company’s consolidated balance sheets as of June 30: (in thousands) 2021 2020 Derivatives Designated as Hedging Instruments Balance Sheet Location Fair Value Balance Sheet Location Fair Value Cash flow hedge Other current liabilities $ (236) Other current liabilities $ (1,669) |
Schedule of Derivative Instrument (Losses) Gains | The following table presents the unrealized gains (losses) deferred to accumulated other comprehensive income (loss) resulting from the Company’s derivative instruments designated as cash flow hedging instruments as of June 30: (in thousands) 2021 2020 Unrealized gain (loss), before taxes $ 1,251 $ (1,723) Income tax (expense) benefit (310) 428 Unrealized gain (loss), net of taxes $ 941 $ (1,295) The following table presents information about the reclassification of gains and losses from accumulated other comprehensive income (loss) into earnings resulting from the Company’s derivative instruments designated as cash flow hedging instruments as of June 30: (in thousands) 2021 2020 Interest expense $ 721 $ 54 Income tax benefit (179) (13) Net reclassification into earnings $ 542 $ 41 Amounts included in accumulated other comprehensive income (loss) are recorded net of the related income tax effects. The following table details the changes in accumulated other comprehensive income (loss): (in thousands) Derivative Instruments Balance at June 30, 2020 $ (1,254) Unrealized gains, net of related tax expense of $0.3 million 941 Amount reclassified into earnings, net of related taxes of $0.2 million 542 Balance at June 30, 2021 $ 229 |
Debt (Tables)
Debt (Tables) | 12 Months Ended |
Jun. 30, 2021 | |
Debt Disclosure [Abstract] | |
Schedule of Long-term Debt Instruments | Debt consisted of the following as of June 30: (in thousands) 2021 2020 Term Loans $ 471,912 $ 325,000 Unamortized debt issuance costs on Term Loans (4,081) (5,819) Unamortized debt discount on Term Loans (6,428) (7,367) Total debt 461,403 311,814 Less current portion of debt: (1) (2,360) — Non-current portion of debt $ 459,043 $ 311,814 (1) Presented in other current liabilities on the consolidated balance sheets. |
Shareholders' Equity (Tables)
Shareholders' Equity (Tables) | 12 Months Ended |
Jun. 30, 2021 | |
Equity [Abstract] | |
Schedule of Stock by Class | As of June 30, 2021, the Company has reserved the following authorized, but unissued, shares of common stock: Employee Stock Purchase Plan ("ESPP") 1,343,560 Stock awards outstanding under 2020 Plan 1,881,742 Stock awards available for grant under 2020 Plan 7,668,259 Options outstanding under 2003 Plan 2,005,977 Options available for grant under 2003 Plan — Total 12,899,538 |
Schedule of Share-Based Compensation Activity | Total share-based compensation for stock awards included in general and administrative expense in our consolidated statements of comprehensive income for the periods presented was as follows: Year Ended June 30, (in thousands) 2021 2020 2019 Share-based compensation related to: Equity classified stock options $ 1,732 $ 9,383 $ 86 Equity classified RSU's 2,274 115 — Equity classified PSU's 705 — — Total $ 4,711 $ 9,498 $ 86 |
Schedule of Stock Options, Valuation Assumptions | The Company used the following weighted-average assumptions for the stock options granted during the periods presented below: Year Ended June 30, 2021 2020 2019 Volatility 25.0% 25.1% 24.8% Risk-free interest rate 0.4% 0.7% 2.7% Dividend yield —% —% 1.9% to 2.3% Assumed forfeitures —% —% —% Expected term (in years) 6.24 5.94 5.95 Weighted-average fair value (per share) $4.90 $3.79 $0.15 |
Schedule of Stock Options Roll Forward | The following table summarizes stock option activity under the Stock Plans for the year ended June 30, 2021: Number of Options Weighted- Average Exercise Price Weighted- Average Remaining Contractual Term (in Years) Aggregate Intrinsic Value (in Thousands) Outstanding—June 30, 2020 4,067,417 $ 2.69 Options granted 1,040,960 19.31 Options exercised (1,695,152) 0.94 Options forfeited/expired/cancelled (14,712) 11.95 Outstanding—June 30, 2021 3,398,513 $ 8.61 6.17 $ 37,466 Vested and exercisable—June 30, 2021 2,030,083 $ 2.02 4.28 $ 35,071 |
Schedule of Restricted Stock Unit Activity | The following table summarizes restricted stock unit activity under the 2020 Stock Plan for the year ended June 30, 2021: Number of Restricted Stock Units Weighted-Average Grant Date Fair Value Unvested as of June 30, 2020 150,000 $ 20.00 Granted 261,066 18.77 Vested (49,999) 20.00 Cancelled (4,782) 17.89 Unvested as of June 30, 2021 356,285 $ 19.12 |
Schedule of Performance Stock Activity | The following table summarizes performance stock unit activity under the 2020 Stock Plan for the year ended June 30, 2021: Number of Performance Stock Units Weighted-Average Grant Date Fair Value Unvested as of June 30, 2020 — $ — Granted 132,921 17.97 Vested — — Cancelled — — Unvested as of June 30, 2021 132,921 $ 17.97 |
Revenue from Contracts with Cus
Revenue from Contracts with Customers (Tables) | 12 Months Ended |
Jun. 30, 2021 | |
Revenue from Contract with Customer [Abstract] | |
Schedule of Disaggregation of Revenue | The disaggregation of revenue by segment and product is depicted for the periods presented below, and is consistent with how the Company evaluates its financial performance: Year Ended June 30, (in thousands) 2021 2020 2019 Senior: Commission revenue: Medicare advantage $ 595,132 $ 285,957 $ 138,526 Medicare supplement 23,431 34,301 25,118 Prescription drug plan 1,652 2,867 3,209 Dental, vision, and health 15,969 7,758 4,470 Other commission revenue 2,156 362 2,526 Total commission revenue 638,340 331,245 173,849 Production bonus and other revenue 90,361 30,428 18,408 Total Senior revenue 728,701 361,673 192,257 Life: Commission revenue: Core 79,666 75,236 76,135 Final expense 78,764 30,592 11,057 Ancillary 4,219 2,036 2,054 Total commission revenue 162,649 107,864 89,246 Production bonus and other revenue 22,854 22,103 21,247 Total Life revenue 185,503 129,967 110,493 Auto & Home: Total commission revenue 27,621 38,031 33,240 Production bonus and other revenue 3,292 3,158 1,814 Total Auto & Home revenue 30,913 41,189 35,054 Eliminations: Total commission revenue (2,004) (534) (335) Production bonus and other revenue (5,298) (780) — Total Elimination revenue (7,302) (1,314) (335) Total commission revenue 826,606 476,606 296,000 Total production bonus and other revenue 111,209 54,909 41,469 Total revenue $ 937,815 $ 531,515 $ 337,469 |
Schedule of Activity in Commissions Receivable | A separate roll forward of commissions receivable (current and long term) for the year ended June 30, 2021, is shown below: (in thousands) 2021 Balance as of June 30, 2020 $ 512,961 Commission revenue from revenue recognized 451,086 Net commission revenue adjustment from change in estimate (6,968) Amounts recognized as accounts receivable (111,182) Balance as of June 30, 2021 $ 845,897 |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Jun. 30, 2021 | |
Income Tax Disclosure [Abstract] | |
Schedule of Components of Income Tax Expense (Benefit) | Income tax expense consists of the following for the periods presented: Year Ended June 30, (in thousands) 2021 2020 2019 Current income taxes: Federal $ — $ — $ (64) State 149 63 107 Total 149 63 43 Deferred income taxes: Federal 29,317 21,021 19,748 State 5,337 3,932 2,243 Total 34,654 24,953 21,991 Income tax expense $ 34,803 $ 25,016 $ 22,034 |
Schedule of Effective Income Tax Rate Reconciliation | The following reconciles the statutory federal income tax rate to the effective income tax rate for the periods presented: Year Ended June 30, 2021 2020 2019 Federal statutory rate 21.0% 21.0% 21.0% Differences in income tax expense resulting from: State income taxes 3.2 4.0 3.8 Kansas HPIP credit (0.5) (0.9) (1.5) Non-qualified stock option exercises (3.6) (0.5) — Other 0.9 — — Effective income tax rate 21.0% 23.6% 23.3% |
Schedule of Deferred Tax Assets and Liabilities | Significant components of the deferred tax assets and liabilities were as follows as of June 30: (in thousands) 2021 2020 Deferred tax assets: Accruals and other $ 15,179 $ 10,663 Lease liability 11,300 — Deferred rent — 3,349 Interest expense limitation 14,517 7,269 Net operating losses 76,281 27,557 Credit carryforward 6,486 5,413 Total deferred tax assets 123,763 54,251 Deferred tax liabilities: Commissions receivable (251,768) (155,297) Lease right-of-use asset (8,133) — Basis difference in fixed and amortizable assets (4,850) (4,798) Total deferred tax liabilities (264,751) (160,095) Net long-term deferred tax liabilities $ (140,988) $ (105,844) |
Net Income (Loss) Per Share (Ta
Net Income (Loss) Per Share (Tables) | 12 Months Ended |
Jun. 30, 2021 | |
Earnings Per Share [Abstract] | |
Schedule of Earnings Per Share, Basic and Diluted | The following table sets forth the computation of net income (loss) per share for the periods presented: Year Ended June 30, (in thousands, except per share amounts) 2021 2020 2019 Basic: Numerator: Net income $ 131,046 $ 81,147 $ 72,579 Less: dividends declared on Series A, B, C & D preferred stock — (86,302) (661) Less: cumulative dividends on Series D preferred stock — (10,849) (12,000) Net income (loss) attributable to common shareholders 131,046 (16,004) 59,918 Denominator: Weighted-average common stock outstanding 162,889 97,496 85,378 Net income (loss) per share—basic: $ 0.80 $ (0.16) $ 0.70 Diluted: Numerator: Net income (loss) attributable to common shareholders $ 131,046 $ (16,004) $ 59,918 Add: dividends declared on Series A, B & C preferred stock (1) — — 181 Add: dividends declared on Series D preferred stock (1) — — 480 Add: cumulative dividends on Series D preferred stock (1) — — 12,000 Net income (loss) attributable to common and common equivalent shareholders 131,046 (16,004) 72,579 Denominator: Weighted-average common stock outstanding 162,889 97,496 85,378 Series A, B & C preferred stock outstanding (1) — — 12,071 Series D preferred stock outstanding (1) — — 32,000 Stock options outstanding to purchase shares of common stock including unvested RSU's and from the ESPP (1) 2,655 — 3,042 Total common and common equivalent shares outstanding 165,544 97,496 132,491 Net income (loss) per share—diluted: $ 0.79 $ (0.16) $ 0.55 (1) Excluded from the computation of net loss per share-diluted for the year ended June 30, 2020, because the effect would have been anti-dilutive. |
Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share | The weighted average potential shares of common stock that were excluded from the calculation of net income (loss) per share-diluted for the periods presented because including them would have been anti-dilutive consisted of the following as of June 30: (in thousands) 2021 2020 2019 Series A, B & C preferred stock outstanding — 10,871 — Series D preferred stock outstanding — 28,817 — Series E preferred stock outstanding — 694 — Stock options outstanding to purchase shares of common stock including unvested RSU's and from the ESPP 784 4,161 — Shares subject to outstanding PSU's (1) 121 — — Total 905 44,543 — (1) The weighted-average number of shares excluded from the computation of net income (loss) per share-diluted because the performance conditions associated with these awards were not met. |
Segment Information (Tables)
Segment Information (Tables) | 12 Months Ended |
Jun. 30, 2021 | |
Segment Reporting [Abstract] | |
Schedule of Segment Reporting Information, by Segment | The following tables present information about the reportable segments for the periods presented: Year Ended June 30, 2021 (in thousands) Senior Life Auto & Home Corp & Elims Consolidated Revenue $ 728,701 $ 185,503 $ 30,913 $ (7,302) $ 937,815 Operating expenses (484,924) (155,127) (22,735) (46,899) (1) (709,685) Other expenses, net — — — (100) (100) Adjusted EBITDA $ 243,777 $ 30,376 $ 8,178 $ (54,301) 228,030 Share-based compensation expense (5,165) Non-recurring expenses (2) (6,065) Fair value adjustments to contingent earnout obligations (1,488) Depreciation and amortization (16,142) Loss on disposal of property, equipment, and software (686) Interest expense, net (29,320) Loss on extinguishment of debt (3,315) Income tax expense (34,803) Net income $ 131,046 (1) Operating expenses in the Corp & Elims division primarily include $34.0 million in salaries and benefits for certain general, administrative, and IT related departments, and $13.4 million in professional services fees. (2) These expenses primarily consist of costs incurred for the First Amendment, recent acquisitions, re-designation of the hedge, and the Secondary Offering. Year Ended June 30, 2020 Senior Life Auto & Home Corp & Elims Consolidated Revenue $ 361,673 $ 129,967 $ 41,189 $ (1,314) $ 531,515 Operating expenses (215,935) (102,155) (32,490) (26,881) (1) (377,461) Other expenses, net — — — (30) (30) Adjusted EBITDA $ 145,738 $ 27,812 $ 8,699 $ (28,225) 154,024 Share-based compensation expense (9,498) Non-recurring expenses (2) (3,721) Depreciation and amortization (7,993) Loss on disposal of property, equipment, and software (360) Fair value adjustments to contingent earnout obligations (375) Restructuring expenses (153) Interest expense, net (24,595) Loss on extinguishment of debt (1,166) Income tax expense (25,016) Net income $ 81,147 (1) Operating expenses in the Corp & Elims division primarily include $17.2 million in salaries and benefits for certain general, administrative, and IT related departments, and $8.7 million in professional services fees. (2) These expenses consist of one-time consulting expenses associated with adopting ASC 606, non-recurring compensation to certain former board members, non-restructuring severance expenses, employer payroll taxes on the one-time Distribution to stock option holders, costs related to our IPO, cost related to the acquisition of InsideResponse, and expenses related to business continuity in response to the COVID-19 pandemic. Year Ended June 30, 2019 Senior Life Auto & Home Corp & Elims Consolidated Revenue $ 192,257 $ 110,493 $ 35,054 $ (335) $ 337,469 Operating expenses (102,083) (84,672) (27,237) (18,184) (1) (232,176) Other expenses, net — — — (15) (15) Adjusted EBITDA $ 90,174 $ 25,821 $ 7,817 $ (18,534) 105,278 Share-based compensation expense (86) Non-recurring expenses (2) (1,691) Depreciation and amortization (4,702) Loss on disposal of property, equipment and software (221) Restructuring expenses (2,305) Interest expense, net (1,660) Income tax expense (22,034) Net income $ 72,579 (1) Operating expenses in the Corp & Elims division primarily include $12.2 million in salaries and benefits for certain general, administrative, and IT related departments and $4.2 million in professional services fees. (2) These expenses consist primarily of one-time consulting expenses associated with adopting ASC 606, nonrecurring compensation to certain board members and non-restructuring severance expenses. |
Summary of Business and Signi_4
Summary of Business and Significant Accounting Policies - Narrative (Details) - USD ($) $ in Thousands | 1 Months Ended | 2 Months Ended | 3 Months Ended | 12 Months Ended | |||
May 31, 2020 | May 31, 2020 | Jun. 30, 2021 | Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2019 | Jul. 01, 2020 | |
Class of Stock [Line Items] | |||||||
Present value of lease liabilities | $ 43,681 | $ 43,681 | $ 41,300 | ||||
Operating leases | 31,414 | 31,414 | $ 0 | $ 29,700 | |||
Advertising expense | 329,400 | 162,800 | $ 99,900 | ||||
Commission advances | $ 5,100 | $ 5,100 | $ 1,700 | ||||
Preferred Class E | |||||||
Class of Stock [Line Items] | |||||||
Payments of stock issuance costs | $ 5,600 | ||||||
Major Customer One | Accounts And Commission Receivable | Customer Concentration Risk | |||||||
Class of Stock [Line Items] | |||||||
Concentration risk, percentage | 29.00% | 26.00% | |||||
Major Customer One | Revenue from Contract with Customer Benchmark | Customer Concentration Risk | |||||||
Class of Stock [Line Items] | |||||||
Concentration risk, percentage | 24.00% | 26.00% | 23.00% | ||||
Major Customer Two | Accounts And Commission Receivable | Customer Concentration Risk | |||||||
Class of Stock [Line Items] | |||||||
Concentration risk, percentage | 21.00% | 20.00% | |||||
Major Customer Two | Revenue from Contract with Customer Benchmark | Customer Concentration Risk | |||||||
Class of Stock [Line Items] | |||||||
Concentration risk, percentage | 19.00% | 18.00% | 14.00% | ||||
Major Customer Three | Accounts And Commission Receivable | Customer Concentration Risk | |||||||
Class of Stock [Line Items] | |||||||
Concentration risk, percentage | 10.00% | 10.00% | |||||
Major Customer Three | Revenue from Contract with Customer Benchmark | Customer Concentration Risk | |||||||
Class of Stock [Line Items] | |||||||
Concentration risk, percentage | 15.00% | 11.00% | 12.00% | ||||
IPO | |||||||
Class of Stock [Line Items] | |||||||
Payments of stock issuance costs | $ 26,900 |
Summary of Business and Signi_5
Summary of Business and Significant Accounting Policies - Property and Equipment and Capitalized Software (Details) | 12 Months Ended |
Jun. 30, 2021 | |
Property, Plant and Equipment [Line Items] | |
Capitalized computer software, amortization period | 3 years |
Computer hardware | |
Property, Plant and Equipment [Line Items] | |
Property equipment, useful life | 3 years |
Machinery and equipment | Minimum | |
Property, Plant and Equipment [Line Items] | |
Property equipment, useful life | 2 years |
Machinery and equipment | Maximum | |
Property, Plant and Equipment [Line Items] | |
Property equipment, useful life | 4 years |
Automobiles | |
Property, Plant and Equipment [Line Items] | |
Property equipment, useful life | 5 years |
Furniture and fixtures | |
Property, Plant and Equipment [Line Items] | |
Property equipment, useful life | 7 years |
Acquisitions - Narrative (Detai
Acquisitions - Narrative (Details) $ in Thousands | Apr. 30, 2021USD ($)patientsegmentprovision | Feb. 01, 2021USD ($)insurancePolicy | May 01, 2020USD ($) | Jun. 30, 2021USD ($) | Jun. 30, 2021USD ($) | Jun. 30, 2021USD ($) | Jun. 30, 2021USD ($) | Jun. 30, 2020USD ($) | Jun. 30, 2019USD ($) |
Business Acquisition [Line Items] | |||||||||
Fair value adjustments to contingent earnout obligations | $ 1,488 | $ 375 | $ 0 | ||||||
Estimated life | 7 years 1 month 6 days | 6 years 4 months 24 days | |||||||
Lead performance percentage | 100.00% | ||||||||
InsideResponse | |||||||||
Business Acquisition [Line Items] | |||||||||
Percentage of voting interests acquired | 100.00% | ||||||||
Purchase consideration, net | $ 65,000 | ||||||||
Payments to acquire businesses, gross | 32,700 | ||||||||
Contingent consideration, liability | 32,300 | ||||||||
Fair value adjustments to contingent earnout obligations | $ 1,500 | ||||||||
Business acquisition, goodwill, expected tax deductible amount | $ 5,000 | $ 5,000 | $ 5,000 | $ 5,000 | |||||
Base purchase price | 32,700 | ||||||||
Net working capital true-up | (3,527) | ||||||||
Aggregate purchase price | $ 67,092 | ||||||||
InsideResponse | Minimum | |||||||||
Business Acquisition [Line Items] | |||||||||
Estimated life | 2 years | ||||||||
InsideResponse | Maximum | |||||||||
Business Acquisition [Line Items] | |||||||||
Estimated life | 7 years | ||||||||
Lead Distribution Company | |||||||||
Business Acquisition [Line Items] | |||||||||
Purchase consideration, net | $ 33,500 | ||||||||
Payments to acquire businesses, gross | 24,000 | ||||||||
Contingent consideration, liability | 3,500 | ||||||||
Fair value adjustments to contingent earnout obligations | 400 | ||||||||
Base purchase price | 30,000 | ||||||||
Holdback for indemnification claims | $ 6,000 | ||||||||
Minimum insurance policies to be sold | insurancePolicy | 50,000 | ||||||||
Cash payout term | 5 days | ||||||||
Target performance percentage | 60.00% | 60.00% | |||||||
Remaining holdback for indemnification claims | $ 5,500 | ||||||||
Net working capital true-up | $ 499 | ||||||||
Net working capital true-up time period | 15 months | ||||||||
Revenue generated from business acquisition | $ 5,600 | ||||||||
Aggregate purchase price | $ 29,501 | ||||||||
Lead Distribution Company | Minimum | |||||||||
Business Acquisition [Line Items] | |||||||||
Estimated life | 5 years | ||||||||
Lead Distribution Company | Maximum | |||||||||
Business Acquisition [Line Items] | |||||||||
Estimated life | 9 years | ||||||||
Express Med Pharmaceutical Inc | |||||||||
Business Acquisition [Line Items] | |||||||||
Percentage of voting interests acquired | 100.00% | ||||||||
Contingent consideration, liability | $ 4,000 | ||||||||
Fair value adjustments to contingent earnout obligations | 300 | ||||||||
Business acquisition, goodwill, expected tax deductible amount | 16,000 | ||||||||
Base purchase price | 20,000 | ||||||||
Holdback for indemnification claims | 2,500 | ||||||||
Net working capital true-up | 483 | ||||||||
Revenue generated from business acquisition | $ 1,800 | ||||||||
Aggregate purchase price | 24,000 | ||||||||
Cash acquired from acquisition | $ 17,500 | ||||||||
Number of provisions | provision | 2 | ||||||||
Consideration arrangements provision one | $ 3,000 | ||||||||
Contingent consideration provision one period | 20 months | ||||||||
Contingent consideration provision one, minimum number of patients processed | segment | 75,000 | ||||||||
Contingent consideration provision two | $ 1,000 | ||||||||
Contingent consideration, number of active patients | patient | 15,000 | ||||||||
Contingent consideration provision two period | 36 months | ||||||||
Capacity of new facility | segment | 75,000 | ||||||||
Express Med Pharmaceutical Inc | Minimum | |||||||||
Business Acquisition [Line Items] | |||||||||
Estimated life | 1 year | ||||||||
Express Med Pharmaceutical Inc | Maximum | |||||||||
Business Acquisition [Line Items] | |||||||||
Estimated life | 5 years |
Acquisitions - Consideration (D
Acquisitions - Consideration (Details) - USD ($) $ in Thousands | Apr. 30, 2021 | Feb. 01, 2021 | May 01, 2020 | Jun. 30, 2021 | Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2019 |
Business Acquisition [Line Items] | |||||||
Total purchase consideration | $ 41,028 | $ 35,821 | $ 0 | ||||
Goodwill purchase accounting adjustments | $ (122) | ||||||
InsideResponse | |||||||
Business Acquisition [Line Items] | |||||||
Base purchase price | $ 32,700 | ||||||
Fair value of earnout | 30,437 | ||||||
Net working capital true-up | 3,527 | ||||||
Closing cash | 904 | ||||||
Closing indebtedness | (476) | ||||||
Total purchase consideration | $ 67,092 | ||||||
Goodwill purchase accounting adjustments | $ 100 | ||||||
Lead Distribution Company | |||||||
Business Acquisition [Line Items] | |||||||
Base purchase price | $ 30,000 | ||||||
Net working capital true-up | (499) | ||||||
Total purchase consideration | $ 29,501 | ||||||
Express Med Pharmaceutical Inc | |||||||
Business Acquisition [Line Items] | |||||||
Base purchase price | $ 20,000 | ||||||
Net working capital true-up | (483) | ||||||
Closing cash | 20 | ||||||
Total purchase consideration | 19,537 | ||||||
Total purchase consideration | $ 24,000 |
Acquisitions - Estimated Fair V
Acquisitions - Estimated Fair Value Of Assets Acquired And Liabilities Assumed (Details) - USD ($) $ in Thousands | Apr. 30, 2021 | Feb. 01, 2021 | May 01, 2020 | Jun. 30, 2021 | Jun. 30, 2020 |
Business Acquisition [Line Items] | |||||
Goodwill | $ 68,019 | $ 46,577 | |||
Estimated life | 7 years 1 month 6 days | 6 years 4 months 24 days | |||
InsideResponse | |||||
Business Acquisition [Line Items] | |||||
Cash and cash equivalents | $ 955 | ||||
Accounts receivable | 8,220 | ||||
Other current assets | 459 | ||||
Property and equipment, net | 51 | ||||
Accounts payable | (2,922) | ||||
Accrued expenses | (737) | ||||
Other current liabilities | (8) | ||||
Other liabilities | (1) | ||||
Net tangible assets acquired | 6,017 | ||||
Goodwill | 41,092 | ||||
Total intangible assets acquired | 61,075 | ||||
Net assets acquired | $ 67,092 | ||||
InsideResponse | Minimum | |||||
Business Acquisition [Line Items] | |||||
Estimated life | 2 years | ||||
InsideResponse | Maximum | |||||
Business Acquisition [Line Items] | |||||
Estimated life | 7 years | ||||
Lead Distribution Company | |||||
Business Acquisition [Line Items] | |||||
Accounts receivable | $ 1,301 | ||||
Net tangible assets acquired | 1,301 | ||||
Goodwill | 3,500 | ||||
Total intangible assets acquired | 28,200 | ||||
Net assets acquired | $ 29,501 | ||||
Lead Distribution Company | Minimum | |||||
Business Acquisition [Line Items] | |||||
Estimated life | 5 years | ||||
Lead Distribution Company | Maximum | |||||
Business Acquisition [Line Items] | |||||
Estimated life | 9 years | ||||
Express Med Pharmaceutical Inc | |||||
Business Acquisition [Line Items] | |||||
Cash and cash equivalents | $ 20 | ||||
Accounts receivable | 613 | ||||
Other current assets | 28 | ||||
Property and equipment, net | 287 | ||||
Accounts payable | (280) | ||||
Accrued expenses | (45) | ||||
Net tangible assets acquired | 623 | ||||
Goodwill | 18,064 | ||||
Total intangible assets acquired | 18,914 | ||||
Net assets acquired | $ 19,537 | ||||
Express Med Pharmaceutical Inc | Minimum | |||||
Business Acquisition [Line Items] | |||||
Estimated life | 1 year | ||||
Express Med Pharmaceutical Inc | Maximum | |||||
Business Acquisition [Line Items] | |||||
Estimated life | 5 years | ||||
Trade Name | InsideResponse | |||||
Business Acquisition [Line Items] | |||||
Intangible assets | $ 2,680 | ||||
Estimated life | 5 years | ||||
Proprietary Software | InsideResponse | |||||
Business Acquisition [Line Items] | |||||
Intangible assets | $ 1,042 | ||||
Proprietary Software | InsideResponse | Minimum | |||||
Business Acquisition [Line Items] | |||||
Estimated life | 2 years | ||||
Proprietary Software | InsideResponse | Maximum | |||||
Business Acquisition [Line Items] | |||||
Estimated life | 5 years | ||||
Proprietary Software | Express Med Pharmaceutical Inc | |||||
Business Acquisition [Line Items] | |||||
Intangible assets | $ 550 | ||||
Estimated life | 3 years | ||||
Non-compete agreements | InsideResponse | |||||
Business Acquisition [Line Items] | |||||
Intangible assets | $ 192 | ||||
Estimated life | 3 years | ||||
Non-compete agreements | Lead Distribution Company | |||||
Business Acquisition [Line Items] | |||||
Intangible assets | $ 1,000 | ||||
Estimated life | 5 years | ||||
Non-compete agreements | Express Med Pharmaceutical Inc | |||||
Business Acquisition [Line Items] | |||||
Intangible assets | $ 100 | ||||
Estimated life | 5 years | ||||
Customer relationships | InsideResponse | |||||
Business Acquisition [Line Items] | |||||
Intangible assets | $ 16,069 | ||||
Estimated life | 7 years | ||||
Customer relationships | Express Med Pharmaceutical Inc | |||||
Business Acquisition [Line Items] | |||||
Intangible assets | $ 200 | ||||
Estimated life | 1 year | ||||
Vendor Relationships | Lead Distribution Company | |||||
Business Acquisition [Line Items] | |||||
Intangible assets | $ 23,700 | ||||
Estimated life | 9 years |
Property And Equipment_Net - Su
Property And Equipment—Net - Summary (Details) - USD ($) $ in Thousands | Jun. 30, 2021 | Jun. 30, 2020 |
Property, Plant and Equipment [Line Items] | ||
Total | $ 46,767 | $ 36,490 |
Less accumulated depreciation | (17,257) | (14,340) |
PROPERTY AND EQUIPMENT—Net | 29,510 | 22,150 |
Computer hardware | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 13,351 | 9,829 |
Machinery and equipment | ||
Property, Plant and Equipment [Line Items] | ||
Total | 2,667 | 2,443 |
Leasehold improvements | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 18,525 | 17,692 |
Furniture and fixtures | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 5,004 | 5,259 |
Work in progress | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | $ 7,220 | $ 1,267 |
Property And Equipment_Net - Na
Property And Equipment—Net - Narrative (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2019 | |
Property, Plant and Equipment [Abstract] | |||
Depreciation and amortization | $ 7.7 | $ 5.2 | $ 3.7 |
Software_Net - Summary (Details
Software—Net - Summary (Details) - USD ($) $ in Thousands | Jun. 30, 2021 | Jun. 30, 2020 |
Finite-Lived Intangible Assets [Line Items] | ||
Software, gross | $ 20,356 | $ 12,921 |
Less accumulated amortization | (7,745) | (4,522) |
SOFTWARE—Net | 12,611 | 8,399 |
Proprietary Software | ||
Finite-Lived Intangible Assets [Line Items] | ||
Software, gross | 16,530 | 10,999 |
Work in progress | ||
Finite-Lived Intangible Assets [Line Items] | ||
Software, gross | $ 3,826 | $ 1,922 |
Software_Net - Narrative (Detai
Software—Net - Narrative (Details) - USD ($) $ in Millions | 3 Months Ended | 12 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2019 | |
Goodwill and Intangible Assets Disclosure [Abstract] | ||||
Capitalized software costs in the period | $ 7.6 | $ 5.8 | $ 4.1 | |
Capitalized software amortization | $ (3.9) | $ (2.2) | $ (0.9) |
Leases - Narrative (Details)
Leases - Narrative (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2019 | |
Lessee, Lease, Description [Line Items] | |||
Expected rental payments | $ 60,423 | ||
Sublease income | 975 | $ 300 | $ 400 |
Operating lease costs | 7,843 | ||
Monaca, Pennsylvania | Affiliated Entity | |||
Lessee, Lease, Description [Line Items] | |||
Expected rental payments | $ 3,600 | ||
Operating lease, term | 10 years | ||
Extension option term | 5 years | ||
Minimum | |||
Lessee, Lease, Description [Line Items] | |||
Operating lease, term | 1 year | ||
Maximum | |||
Lessee, Lease, Description [Line Items] | |||
Operating lease, term | 15 years |
Leases - Schedule of Right of U
Leases - Schedule of Right of Use Assets and Liabilities (Details) - USD ($) $ in Thousands | Jun. 30, 2021 | Jul. 01, 2020 | Jun. 30, 2020 |
Assets | |||
Operating leases | $ 31,414 | $ 29,700 | $ 0 |
Finance leases | $ 181 | ||
Finance Lease, Right-of-Use Asset, Statement of Financial Position [Extensible List] | PROPERTY AND EQUIPMENT—Net | ||
Total lease right-of-use assets | $ 31,595 | ||
Current | |||
Operating lease liabilities—current | 5,289 | 0 | |
Financing lease liabilities-short term | $ 188 | 0 | |
Finance Lease, Liability, Current, Statement of Financial Position [Extensible List] | Other current liabilities | ||
Non-current | |||
Operating leases | $ 38,392 | 0 | |
Financing lease liabilities-long term | $ 27 | $ 0 | |
Finance Lease, Liability, Noncurrent, Statement of Financial Position [Extensible List] | OTHER LIABILITIES | ||
Total lease liabilities | $ 43,896 |
Leases - Schedule of Lease Cost
Leases - Schedule of Lease Costs (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2019 | |
Leases [Abstract] | |||
Finance lease costs | $ 245 | ||
Operating lease costs | 7,843 | ||
Short-term lease costs | 172 | ||
Variable lease costs | 1,195 | ||
Sublease income | (975) | $ (300) | $ (400) |
Total net lease costs | $ 8,480 |
Leases - Supplemental Informati
Leases - Supplemental Information (Details) $ in Thousands | 12 Months Ended |
Jun. 30, 2021USD ($) | |
Operating Leases | |
Operating cash flows from leases | $ 7,228 |
Financing cash flows from leases | 0 |
Right-of-use assets obtained in exchange for new lease liabilities | 5,618 |
Finance leases | |
Operating cash flows from leases | 11 |
Financing cash flows from leases | 262 |
Right-of-use assets obtained in exchange for new lease liabilities | 194 |
Operating cash flows from leases | 7,239 |
Financing cash flows from leases | 262 |
Right-of-use assets obtained in exchange for new lease liabilities | $ 5,812 |
Weighted-average remaining lease term (in years) | |
Operating lease | 7 years 2 months 12 days |
Finance lease | 1 year 1 month 20 days |
Weighted-average discount rate | |
Operating lease | 9.58% |
Finance lease | 6.44% |
Leases - Maturity of Lease Liab
Leases - Maturity of Lease Liabilities (Details) - USD ($) $ in Thousands | Jun. 30, 2021 | Jul. 01, 2020 |
Operating Leases | ||
2022 | $ 9,171 | |
2023 | 8,704 | |
2024 | 9,086 | |
2025 | 9,100 | |
2026 | 6,825 | |
Thereafter | 17,537 | |
Total undiscounted lease payments | 60,423 | |
Less: interest | 16,742 | |
Present value of lease liabilities | 43,681 | $ 41,300 |
Finance leases | ||
2022 | 196 | |
2023 | 26 | |
2024 | 0 | |
2025 | 0 | |
2026 | 0 | |
Thereafter | 0 | |
Total undiscounted lease payments | 222 | |
Less: interest | 7 | |
Present value of lease liabilities | 215 | |
2022 | 9,367 | |
2023 | 8,730 | |
2024 | 9,086 | |
2025 | 9,100 | |
2026 | 6,825 | |
Thereafter | 17,537 | |
Total undiscounted lease payments | 60,645 | |
Less: interest | 16,749 | |
Total lease liabilities | $ 43,896 |
Leases - Maturity of Lease Li_2
Leases - Maturity of Lease Liabilities Under Previous Accounting Standard (Details) $ in Thousands | Jun. 30, 2020USD ($) |
Leases [Abstract] | |
2021 | $ 8,781 |
2022 | 8,497 |
2023 | 7,991 |
2024 | 8,353 |
2025 | 8,306 |
Thereafter | 21,262 |
Total minimum lease payments | $ 63,190 |
Supplemental Financial Statem_3
Supplemental Financial Statement Information - Cash, Cash Equivalents, and Restricted Cash (Details) - USD ($) $ in Thousands | Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2018 |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||||
Cash | $ 25,713 | $ 20,395 | ||
Money market funds | 260,741 | 300,670 | ||
Cash and cash equivalents | 286,454 | 321,065 | $ 570 | |
Restricted cash | 0 | 47,805 | ||
Total cash, cash equivalents, and restricted cash | $ 286,454 | $ 368,870 | $ 570 | $ 958 |
Supplemental Financial Statem_4
Supplemental Financial Statement Information - Other Current Assets (Details) - USD ($) $ in Thousands | Jun. 30, 2021 | Jun. 30, 2020 |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||
Prepaid expenses | $ 2,327 | $ 7,257 |
Other receivables | 1,882 | 2,036 |
Other | 277 | 828 |
Other current assets | $ 4,486 | $ 10,121 |
Supplemental Financial Statem_5
Supplemental Financial Statement Information - Other Current Liabilities (Details) - USD ($) $ in Thousands | Jun. 30, 2021 | Jun. 30, 2020 |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||
Unearned revenue | $ 5,080 | $ 1,738 |
Non-recourse debt—current | 2,360 | |
Unrealized loss on interest rate swap contract | 236 | 1,669 |
Deferred rent-short term | 0 | 1,488 |
Leases payable-short term | 0 | 49 |
Financing lease liabilities-short term | 188 | 0 |
Total other current liabilities | $ 7,864 | $ 4,944 |
Supplemental Financial Statem_6
Supplemental Financial Statement Information - Other Long-term Liabilities (Details) - USD ($) $ in Thousands | Jun. 30, 2021 | Jun. 30, 2020 |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||
Deferred rent-long term | $ 0 | $ 11,451 |
Leases payable-long term | 0 | 59 |
Payroll tax liabilities-long term | 4,332 | 2,493 |
Acquisition holdback | 5,730 | 0 |
Financing lease liabilities-long term | 27 | 0 |
Third party commission liabilities | 1,286 | 0 |
Other | 368 | 632 |
Total other liabilities | $ 11,743 | $ 14,635 |
Intangible Assets and Goodwil_2
Intangible Assets and Goodwill - Narrative (Details) - USD ($) | 12 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2019 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |||
Goodwill, impairment | $ 0 | $ 0 | $ 0 |
Amortization of intangible assets | $ 4,600,000 | $ 500,000 | $ 100,000 |
Intangible Assets and Goodwil_3
Intangible Assets and Goodwill - Carrying Amounts of Goodwill and Intangible Assets (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Jun. 30, 2021 | Jun. 30, 2020 | |
Finite-Lived Intangible Assets [Line Items] | ||
Finite-lived intangible assets, gross | $ 46,386 | $ 20,836 |
Finite-lived intangible assets, accumulated amortization | (5,716) | (1,163) |
Total | $ 40,670 | $ 19,673 |
Estimated life | 7 years 1 month 6 days | 6 years 4 months 24 days |
GOODWILL | $ 68,019 | $ 46,577 |
Auto & Home | ||
Finite-Lived Intangible Assets [Line Items] | ||
GOODWILL | 5,364 | 5,364 |
Senior | ||
Finite-Lived Intangible Assets [Line Items] | ||
GOODWILL | 62,655 | 41,213 |
Customer relationships | ||
Finite-Lived Intangible Assets [Line Items] | ||
Finite-lived intangible assets, gross | 17,122 | 16,922 |
Finite-lived intangible assets, accumulated amortization | (3,448) | (1,011) |
Total | 13,674 | 15,911 |
Trade Name | ||
Finite-Lived Intangible Assets [Line Items] | ||
Finite-lived intangible assets, gross | 2,680 | 2,680 |
Finite-lived intangible assets, accumulated amortization | (625) | (88) |
Total | 2,055 | 2,592 |
Proprietary Software | ||
Finite-Lived Intangible Assets [Line Items] | ||
Finite-lived intangible assets, gross | 1,592 | 1,042 |
Finite-lived intangible assets, accumulated amortization | (382) | (48) |
Total | 1,210 | 994 |
Non-compete agreements | ||
Finite-Lived Intangible Assets [Line Items] | ||
Finite-lived intangible assets, gross | 1,292 | 192 |
Finite-lived intangible assets, accumulated amortization | (163) | (16) |
Total | 1,129 | 176 |
Vendor Relationships | ||
Finite-Lived Intangible Assets [Line Items] | ||
Finite-lived intangible assets, gross | 23,700 | 0 |
Finite-lived intangible assets, accumulated amortization | (1,098) | 0 |
Total | $ 22,602 | $ 0 |
Intangible Assets and Goodwil_4
Intangible Assets and Goodwill - Goodwill Rollforward (Details) $ in Thousands | 12 Months Ended |
Jun. 30, 2021USD ($) | |
Goodwill [Roll Forward] | |
Balance, June 30, 2020 | $ 46,577 |
Measurement period adjustments | (122) |
Balance, June 30, 2021 | 68,019 |
Lead Distribution Company | |
Goodwill [Roll Forward] | |
Goodwill from the acquisition | 3,500 |
Express Med Pharmaceutical Inc | |
Goodwill [Roll Forward] | |
Goodwill from the acquisition | $ 18,064 |
Intangible Assets and Goodwil_5
Intangible Assets and Goodwill - Schedule of Future Amortization (Details) - USD ($) $ in Thousands | Jun. 30, 2021 | Jun. 30, 2020 |
Finite-Lived Intangible Assets [Line Items] | ||
2022 | $ 6,359 | |
2023 | 6,105 | |
2024 | 6,016 | |
2025 | 5,747 | |
2026 | 5,080 | |
Thereafter | 11,363 | |
Total | 40,670 | $ 19,673 |
Trade Name | ||
Finite-Lived Intangible Assets [Line Items] | ||
2022 | 536 | |
2023 | 536 | |
2024 | 536 | |
2025 | 447 | |
2026 | 0 | |
Thereafter | 0 | |
Total | 2,055 | 2,592 |
Proprietary Software | ||
Finite-Lived Intangible Assets [Line Items] | ||
2022 | 432 | |
2023 | 339 | |
2024 | 308 | |
2025 | 131 | |
2026 | 0 | |
Thereafter | 0 | |
Total | 1,210 | 994 |
Non-compete agreements | ||
Finite-Lived Intangible Assets [Line Items] | ||
2022 | 282 | |
2023 | 273 | |
2024 | 220 | |
2025 | 220 | |
2026 | 134 | |
Thereafter | 0 | |
Total | 1,129 | 176 |
Vendor Relationships | ||
Finite-Lived Intangible Assets [Line Items] | ||
2022 | 2,633 | |
2023 | 2,633 | |
2024 | 2,633 | |
2025 | 2,633 | |
2026 | 2,633 | |
Thereafter | 9,437 | |
Total | 22,602 | 0 |
Customer relationships | ||
Finite-Lived Intangible Assets [Line Items] | ||
2022 | 2,476 | |
2023 | 2,324 | |
2024 | 2,319 | |
2025 | 2,316 | |
2026 | 2,313 | |
Thereafter | 1,926 | |
Total | $ 13,674 | $ 15,911 |
Employee Benefit Plans (Details
Employee Benefit Plans (Details) - USD ($) $ in Millions | May 21, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2019 |
Deferred Compensation Arrangement with Individual, Share-based Payments [Line Items] | ||||
Employer matching contribution, percent | 2.00% | |||
Defined contribution plan, cost | $ 3.6 | $ 2.1 | $ 1.5 | |
Self insurance reserve | $ 1.8 | $ 0.7 | ||
Employee Stock Purchase Plan ("ESPP") | Employee Stock Purchase Plan ("ESPP") | ||||
Deferred Compensation Arrangement with Individual, Share-based Payments [Line Items] | ||||
Purchase price of common stock, percent | 95.00% | |||
Minimum purchase price of common stock as a percent of offering date fair value, percent | 85.00% | |||
Minimum purchase price of common stock as a percent of common stock exercise date fair value, percent | 85.00% |
Derivative Instruments and He_3
Derivative Instruments and Hedging Activities - Narrative (Details) | Mar. 12, 2021USD ($) | May 29, 2020USD ($) | Jun. 30, 2021USD ($) |
Derivative [Line Items] | |||
De-designation of cash flow hedge recognized as income (expense) | $ (500,000) | ||
Cash flow hedge to be reclassified during next 12 months | $ 900,000 | ||
Interest Rate Swap | |||
Derivative [Line Items] | |||
Derivative, notional amount | $ 325,000,000 | ||
LIBOR | Interest Rate Swap | |||
Derivative [Line Items] | |||
Derivative, exchange floating rate floor | 0.01 | ||
Derivative, exchange floating rate basis spread | 6.00% | ||
Base Rate | Interest Rate Swap | |||
Derivative [Line Items] | |||
Derivative, basis spread on variable rate | 1.188% | ||
Line of Credit | Base Rate | Interest Rate Swap | |||
Derivative [Line Items] | |||
Derivative, fixed interest rate | 6.00% | ||
Secured Debt | Line of Credit | |||
Derivative [Line Items] | |||
Line of credit facility, maximum borrowing capacity | $ 425,000,000 |
Derivative Instruments and He_4
Derivative Instruments and Hedging Activities - Balance Sheet Location (Details) - Interest Rate Swap - USD ($) $ in Thousands | Jun. 30, 2021 | Jun. 30, 2020 |
Other Assets | ||
Derivative [Line Items] | ||
Cash flow hedge | $ (236) | |
Other current liabilities | ||
Derivative [Line Items] | ||
Cash flow hedge | $ (1,669) |
Derivative Instruments and He_5
Derivative Instruments and Hedging Activities - Schedule of Unrealized (Losses) Gains in Accumulated Other Comprehensive Loss (Details) - Interest Rate Swap - USD ($) $ in Thousands | 12 Months Ended | |
Jun. 30, 2021 | Jun. 30, 2020 | |
Derivative [Line Items] | ||
Unrealized gain, before taxes | $ 1,251 | $ (1,723) |
Income tax expense | (310) | 428 |
Unrealized gain, net of taxes | $ 941 | $ (1,295) |
Derivative Instruments and He_6
Derivative Instruments and Hedging Activities - Reclassified From Other Comprehensive Income (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Jun. 30, 2021 | Jun. 30, 2020 | |
Derivative Instruments, Gain (Loss) [Line Items] | ||
Amount reclassified into earnings, net tax | $ 542 | $ 41 |
Interest expense | ||
Derivative Instruments, Gain (Loss) [Line Items] | ||
Amount reclassified into earnings, net tax | 721 | 54 |
Income tax benefit | ||
Derivative Instruments, Gain (Loss) [Line Items] | ||
Amount reclassified into earnings, net tax | $ (179) | $ (13) |
Derivative Instruments and He_7
Derivative Instruments and Hedging Activities - Change in Accumulated Other Comprehensive Income (Details) $ in Thousands | 12 Months Ended |
Jun. 30, 2021USD ($) | |
AOCI Attributable to Parent, Net of Tax [Roll Forward] | |
Beginning balance | $ 545,689 |
Unrealized gains, net of related tax expense of $0.3 million | 941 |
Amount reclassified into earnings, net of related taxes of $0.2 million | 542 |
Ending balance | 674,889 |
Reclassification from AOCI, current period, tax | 200 |
Accumulated Gain (Loss), Net, Cash Flow Hedge, Parent | |
AOCI Attributable to Parent, Net of Tax [Roll Forward] | |
Beginning balance | (1,254) |
Ending balance | 229 |
Other comprehensive income (loss) before reclassifications, tax | $ 300 |
Debt - Credit Agreement and Sen
Debt - Credit Agreement and Senior Secured Credit Facility (Details) - USD ($) $ in Thousands | Jun. 30, 2021 | Jun. 30, 2020 |
Debt Instrument [Line Items] | ||
Total debt | $ 461,403 | $ 311,814 |
Less current portion of debt | (2,360) | 0 |
Non-current portion of debt | 459,043 | 311,814 |
Line of Credit | Secured Debt | ||
Debt Instrument [Line Items] | ||
Term Loans | 471,912 | 325,000 |
Unamortized debt issuance costs on Term Loans | (4,081) | (5,819) |
Unamortized debt discount on Term Loans | $ (6,428) | $ (7,367) |
Debt - Narrative (Details)
Debt - Narrative (Details) | Feb. 24, 2021USD ($) | Jun. 08, 2020USD ($) | May 26, 2020USD ($) | Nov. 15, 2019USD ($) | Nov. 05, 2019USD ($) | Jun. 30, 2021USD ($) | Jun. 30, 2021USD ($) | Jun. 30, 2020USD ($) | Jun. 30, 2019USD ($) | Jun. 30, 2020USD ($)draw | Dec. 14, 2018USD ($) |
Line of Credit Facility [Line Items] | |||||||||||
Debt issuance cost paid | $ 885,000 | $ 7,854,000 | $ 258,000 | ||||||||
Loss on extinguishment of debt | 3,315,000 | 1,166,000 | 0 | ||||||||
Net proceeds from Term Loans | 228,753,000 | 416,500,000 | 0 | ||||||||
Write-off of debt issuance costs | 2,570,000 | 237,000 | 0 | ||||||||
Amortization of debt issuance costs | 3,300,000 | $ 2,300,000 | $ 100,000 | ||||||||
Dividend Declared | |||||||||||
Line of Credit Facility [Line Items] | |||||||||||
Dividends | $ 188,700,000 | ||||||||||
2019 Term Loan | Dividend Declared | |||||||||||
Line of Credit Facility [Line Items] | |||||||||||
Dividends | $ 275,000,000 | ||||||||||
Revolving Credit Facility | |||||||||||
Line of Credit Facility [Line Items] | |||||||||||
Line of credit facility, maximum borrowing capacity | $ 75,000,000 | 75,000,000 | |||||||||
Revolving Credit Facility | LIBOR | |||||||||||
Line of Credit Facility [Line Items] | |||||||||||
Debt instrument, basis spread on variable rate | 4.00% | ||||||||||
Revolving Credit Facility | Base Rate | |||||||||||
Line of Credit Facility [Line Items] | |||||||||||
Debt instrument, basis spread on variable rate | 3.00% | ||||||||||
Line of Credit | LIBOR | |||||||||||
Line of Credit Facility [Line Items] | |||||||||||
Debt instrument, basis spread on variable rate | 5.00% | ||||||||||
LIBOR floor rate | 0.75% | ||||||||||
Line of Credit | Base Rate | |||||||||||
Line of Credit Facility [Line Items] | |||||||||||
Debt instrument, basis spread on variable rate | 4.00% | ||||||||||
Line of Credit | DDTL Facility | |||||||||||
Line of Credit Facility [Line Items] | |||||||||||
Line of credit facility, maximum borrowing capacity | 145,000,000 | 145,000,000 | |||||||||
Secured Debt | Revolving Credit Facility | |||||||||||
Line of Credit Facility [Line Items] | |||||||||||
Unamortized debt issuance costs on Term Loans | 900,000 | 900,000 | |||||||||
Commitment fee percentage | 0.15% | ||||||||||
Secured Debt | Revolving Credit Facility | 2019 Term Loan | |||||||||||
Line of Credit Facility [Line Items] | |||||||||||
Line of credit facility, maximum borrowing capacity | $ 75,000,000 | ||||||||||
Unamortized debt issuance costs | 6,800,000 | ||||||||||
Secured Debt | Revolving Credit Facility | 2021 Term Loan | |||||||||||
Line of Credit Facility [Line Items] | |||||||||||
Unamortized debt issuance costs on Term Loans | $ 200,000 | ||||||||||
Secured Debt | Line of Credit | |||||||||||
Line of Credit Facility [Line Items] | |||||||||||
Unamortized debt discount on Term Loans | $ 8,500,000 | ||||||||||
Debt instrument, periodic payment, percent | 1.00% | ||||||||||
Long-term debt, term | 5 years | ||||||||||
Unamortized debt issuance costs | $ 8,000,000 | 1,400,000 | 1,400,000 | ||||||||
Unamortized debt issuance costs on Term Loans | 1,100,000 | 1,100,000 | |||||||||
Loss on extinguishment of debt | $ 3,300,000 | $ 3,300,000 | |||||||||
Breakage fee, percent | 1.00% | 1.00% | |||||||||
Payoff to non-consenting lenders | $ 800,000 | ||||||||||
Secured Debt | Line of Credit | 2019 Term Loan | |||||||||||
Line of Credit Facility [Line Items] | |||||||||||
Debt instrument, face amount | 425,000,000 | ||||||||||
Interest fund | 68,000,000 | ||||||||||
Period of interest payments used for calculation of interest fund | 2 years | ||||||||||
Repayments of debt | 84,100,000 | $ 100,000,000 | |||||||||
Unamortized debt issuance costs | 1,200,000 | ||||||||||
Debt issuance cost paid | 4,800,000 | ||||||||||
Unamortized debt issuance costs on Term Loans | 3,800,000 | ||||||||||
Secured Debt | Line of Credit | 2021 Term Loan | |||||||||||
Line of Credit Facility [Line Items] | |||||||||||
Line of credit facility, maximum borrowing capacity | 231,000,000 | ||||||||||
Unamortized debt issuance costs | 700,000 | ||||||||||
Debt issuance cost paid | $ 2,300,000 | ||||||||||
Secured Debt | Line of Credit | DDTL Facility | |||||||||||
Line of Credit Facility [Line Items] | |||||||||||
Line of credit facility, maximum borrowing capacity | $ 145,000,000 | ||||||||||
Term loans outstanding | $ 471,900,000 | $ 471,900,000 | |||||||||
Ticking fee multiplier, fee | 1.00% | ||||||||||
Receivables Financing Agreement | |||||||||||
Line of Credit Facility [Line Items] | |||||||||||
Payments of lines of credit | $ 29,300,000 | ||||||||||
Receivables Financing Agreement | Line of Credit | Secured Debt | |||||||||||
Line of Credit Facility [Line Items] | |||||||||||
Line of credit facility, maximum borrowing capacity | $ 30,000,000 | ||||||||||
Loss on extinguishment of debt | 1,200,000 | ||||||||||
Debt instrument, interest rate | 11.50% | ||||||||||
Net proceeds from Term Loans | $ 32,800,000 | ||||||||||
Number of draws on line of credit | draw | 7 | ||||||||||
Payments of lines of credit | $ 4,500,000 | ||||||||||
Prepayment penalty | (900,000) | ||||||||||
Write-off of debt issuance costs | $ 300,000 |
Shareholders' Equity - Common S
Shareholders' Equity - Common Stock Reserved For Future Issuance (Details) - shares | Jun. 30, 2021 | Jun. 30, 2020 |
Class of Stock [Line Items] | ||
Options issued and outstanding under stock option plans (in shares) | 3,398,513 | 4,067,417 |
Common Stock | ||
Class of Stock [Line Items] | ||
Number of shares available for grant (in shares) | 12,899,538 | |
Employee Stock Purchase Plan ("ESPP") | Common Stock | ||
Class of Stock [Line Items] | ||
Number of shares available for grant (in shares) | 1,343,560 | |
2020 Plan | Common Stock | ||
Class of Stock [Line Items] | ||
Number of shares available for grant (in shares) | 7,668,259 | |
Options issued and outstanding under stock option plans (in shares) | 1,881,742 | |
2003 Plan | Common Stock | ||
Class of Stock [Line Items] | ||
Number of shares available for grant (in shares) | 0 | |
Options issued and outstanding under stock option plans (in shares) | 2,005,977 |
Shareholders' Equity - Schedule
Shareholders' Equity - Schedule of Share-based Compensation (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2019 | |
Class of Stock [Line Items] | |||
Share-based compensation expense | $ 4,711 | $ 9,498 | $ 86 |
Incentive Stock Options | |||
Class of Stock [Line Items] | |||
Share-based compensation expense | 1,732 | 9,383 | 86 |
Restricted Stock Units (RSUs) | |||
Class of Stock [Line Items] | |||
Share-based compensation expense | 2,274 | 115 | 0 |
Performance Stock | |||
Class of Stock [Line Items] | |||
Share-based compensation expense | $ 705 | $ 0 | $ 0 |
Shareholders' Equity - Fair Val
Shareholders' Equity - Fair Value Assumptions (Details) - $ / shares | 12 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2019 | |
Class of Stock [Line Items] | |||
Volatility | 25.00% | 25.10% | 24.80% |
Risk-free interest rate | 0.40% | 0.70% | 2.70% |
Dividend yield | 0.00% | 0.00% | |
Assumed forfeitures | 0.00% | 0.00% | 0.00% |
Expected term (in years) | 6 years 2 months 26 days | 5 years 11 months 8 days | 5 years 11 months 12 days |
Weighted-average fair value (in dollars per share) | $ 4.90 | $ 3.79 | $ 0.15 |
Maximum | |||
Class of Stock [Line Items] | |||
Dividend yield | 2.30% | ||
Minimum | |||
Class of Stock [Line Items] | |||
Dividend yield | 1.90% |
Shareholders' Equity - Option A
Shareholders' Equity - Option Activity (Details) $ / shares in Units, $ in Thousands | 12 Months Ended |
Jun. 30, 2021USD ($)$ / sharesshares | |
Number of Options | |
Beginning balance (in shares) | shares | 4,067,417 |
Options granted (in shares) | shares | 1,040,960 |
Options exercised (in shares) | shares | (1,695,152) |
Options forfeited/expired/cancelled (in shares) | shares | (14,712) |
Ending balance (in shares) | shares | 3,398,513 |
Vested and exercisable, number of options (in shares) | shares | 2,030,083 |
Weighted- Average Exercise Price | |
Beginning balance (in dollars per share) | $ / shares | $ 2.69 |
Options granted (in dollars per share) | $ / shares | 19.31 |
Options exercised (in dollars per share) | $ / shares | 0.94 |
Options forfeited/expired/cancelled (in dollars per share) | $ / shares | 11.95 |
Ending balance (in dollars per share) | $ / shares | 8.61 |
Vested and exercisable, weighted average exercise price (in dollars per share) | $ / shares | $ 2.02 |
Weighted-average remaining contractual term, outstanding | 6 years 2 months 1 day |
Weighted-average remaining contractual term, vested and exercisable | 4 years 3 months 10 days |
Aggregate intrinsic value, outstanding | $ | $ 37,466 |
Aggregate intrinsic value, vested and exercisable | $ | $ 35,071 |
Shareholders' Equity - Share-Ba
Shareholders' Equity - Share-Based Compensation Plans (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2019 | |
Equity [Abstract] | |||
Cost not yet recognized | $ 5,100 | ||
Cost not yet recognized, period for recognition | 2 years 10 months 13 days | ||
Proceeds from common stock options exercised and employee stock purchase plan | $ 1,887 | $ 5,506 | $ 4,300 |
Shareholders' Equity - Restrict
Shareholders' Equity - Restricted Stock Unit and Performance Stock Activity (Details) $ / shares in Units, $ in Millions | 12 Months Ended |
Jun. 30, 2021USD ($)$ / sharesshares | |
Restricted Stock Units (RSUs) | |
Number of Restricted Stock Units | |
Beginning balance (in shares) | shares | 150,000 |
Granted (in shares) | shares | 261,066 |
Vested (in shares) | shares | (49,999) |
Cancelled (in shares) | shares | (4,782) |
Ending balance (in shares) | shares | 356,285 |
Weighted-Average Grant Date Fair Value | |
Beginning balance (in dollars per share) | $ / shares | $ 20 |
Granted (in dollars per share) | $ / shares | 18.77 |
Vested (in dollars per share) | $ / shares | 20 |
Cancelled (in dollars per share) | $ / shares | 17.89 |
Ending balance (in dollars per share) | $ / shares | $ 19.12 |
Share-based cost not yet recognized | $ | $ 5.4 |
Weighted-average remaining service period | 2 years 6 months 21 days |
Performance Stock | |
Number of Restricted Stock Units | |
Beginning balance (in shares) | shares | 0 |
Granted (in shares) | shares | 132,921 |
Vested (in shares) | shares | 0 |
Cancelled (in shares) | shares | 0 |
Ending balance (in shares) | shares | 132,921 |
Weighted-Average Grant Date Fair Value | |
Beginning balance (in dollars per share) | $ / shares | $ 0 |
Granted (in dollars per share) | $ / shares | 17.97 |
Vested (in dollars per share) | $ / shares | 0 |
Cancelled (in dollars per share) | $ / shares | 0 |
Ending balance (in dollars per share) | $ / shares | $ 17.97 |
Share-based cost not yet recognized | $ | $ 1.7 |
Weighted-average remaining service period | 2 years 2 months 1 day |
Shareholders' Equity - Employee
Shareholders' Equity - Employee Stock Purchase Plan (Details) - USD ($) $ in Thousands | May 21, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2019 |
Deferred Compensation Arrangement with Individual, Share-based Payments [Line Items] | ||||
Share-based compensation expense | $ 5,165 | $ 9,498 | $ 86 | |
Employee Stock Purchase Plan ("ESPP") | Employee Stock Purchase Plan ("ESPP") | ||||
Deferred Compensation Arrangement with Individual, Share-based Payments [Line Items] | ||||
Purchase price of common stock, percent | 95.00% | |||
Minimum purchase price of common stock as a percent of offering date fair value, percent | 85.00% | |||
Minimum purchase price of common stock as a percent of common stock exercise date fair value, percent | 85.00% | |||
Shares issued to employees (in shares) | 56,440 | |||
Share-based compensation expense | $ 400 | $ 0 |
Shareholders' Equity - Narrativ
Shareholders' Equity - Narrative (Details) $ / shares in Units, $ in Thousands | Mar. 08, 2021$ / sharesshares | May 26, 2020USD ($)$ / sharesshares | Mar. 30, 2020shares | Feb. 28, 2020shares | Feb. 27, 2020shares | Nov. 15, 2019USD ($)$ / shares | May 06, 2020USD ($)shares | Jun. 30, 2021USD ($)installmentplan$ / sharesshares | Jun. 30, 2020USD ($)$ / sharesshares | Jun. 30, 2019USD ($) | Apr. 17, 2020$ / sharesshares |
Class of Stock [Line Items] | |||||||||||
Common stock, par value, (dollars per share) | $ / shares | $ 0.01 | $ 0.01 | |||||||||
Preferred stock, conversion basis, number of shares issued per share converted | 8 | 8 | 1 | ||||||||
Issuance and conversion of preferred shares, net of transaction fees | $ 130,047 | ||||||||||
Issuance and conversion of preferred shares, net of transaction fees (in shares) | shares | 7,500,000 | ||||||||||
Treasury stock retired (in shares) | shares | 4,000,000 | ||||||||||
Treasury stock, value | 0 | ||||||||||
Treasury stock retired | $ 195 | ||||||||||
Stock split, conversion ratio | 8 | ||||||||||
Common stock, shares authorized (in shares) | shares | 700,000,000 | 23,000,000 | 700,000,000 | 700,000,000 | |||||||
Add: dividends declared on Series D preferred stock | $ 0 | $ 86,302 | $ 661 | ||||||||
Dividends in excess of earnings | 58,438 | ||||||||||
Share based compensation cost recognition | 9,200 | ||||||||||
Number of share-based compensation plans | plan | 2 | ||||||||||
2003 Plan | |||||||||||
Class of Stock [Line Items] | |||||||||||
Award exercise period after termination | 90 days | ||||||||||
Award exercise period after termination due to death or disability | 12 months | ||||||||||
Award expiration period | 10 years | ||||||||||
Number of installments | installment | 4 | ||||||||||
Purchase price of common stock, percent | 100.00% | ||||||||||
2003 Plan | Share-based Payment Arrangement, Tranche One | |||||||||||
Class of Stock [Line Items] | |||||||||||
Vesting rights percentage | 33.30% | ||||||||||
2003 Plan | Share-based Payment Arrangement, Tranche Two | |||||||||||
Class of Stock [Line Items] | |||||||||||
Vesting rights percentage | 0.0416% | ||||||||||
2020 Plan | |||||||||||
Class of Stock [Line Items] | |||||||||||
Percentage of outstanding stock annual increase, maximum | 3.00% | ||||||||||
Incentive Stock Options | 2020 Plan | |||||||||||
Class of Stock [Line Items] | |||||||||||
Common stock, shares reserved for future issuance (in shares) | shares | 4,000,000 | ||||||||||
Dividend Declared | |||||||||||
Class of Stock [Line Items] | |||||||||||
Dividends | $ 188,700 | ||||||||||
Dividends payable (in dollars per share) | $ / shares | $ 1.96 | ||||||||||
Add: dividends declared on Series D preferred stock | $ 86,300 | ||||||||||
Dividend Paid | |||||||||||
Class of Stock [Line Items] | |||||||||||
Dividends | 265,800 | ||||||||||
Dividend Paid | Incentive Stock Options | |||||||||||
Class of Stock [Line Items] | |||||||||||
Dividends | $ 9,200 | ||||||||||
IPO | |||||||||||
Class of Stock [Line Items] | |||||||||||
Number of shares issued in transaction (in shares) | shares | 18,000,000 | ||||||||||
Sale of stock, price per share (in dollars per share) | $ / shares | $ 20 | ||||||||||
Proceeds from initial public offering | $ 333,100 | ||||||||||
Secondary Offering | |||||||||||
Class of Stock [Line Items] | |||||||||||
Number of shares issued in transaction (in shares) | shares | 10,600,000 | ||||||||||
Common stock, par value, (dollars per share) | $ / shares | $ 0.01 | ||||||||||
Preferred Stock | |||||||||||
Class of Stock [Line Items] | |||||||||||
Issuance and conversion of preferred shares, net of transaction fees | 200 | ||||||||||
Treasury stock retired | $ 100 | 200 | $ 77,000 | ||||||||
Dividends payable (in dollars per share) | $ / shares | $ 15.66 | ||||||||||
Preferred Class E | |||||||||||
Class of Stock [Line Items] | |||||||||||
Issuance and conversion of preferred shares, net of transaction fees | $ (100) | ||||||||||
Temporary equity, shares issued (in shares) | shares | 35,000 | 100,000 | |||||||||
Shares issued, price per share (in dollars per share) | $ / shares | $ 1,000 | ||||||||||
Proceeds from issuance or sale of equity | $ 135,000 | ||||||||||
Proceeds from issuance or sale of equity, net | $ 129,400 |
Revenue from Contracts with C_2
Revenue from Contracts with Customers - Disaggregation of Revenue (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2019 | |
Disaggregation of Revenue [Line Items] | |||
Total revenue | $ 937,815 | $ 531,515 | $ 337,469 |
Contract with customer, liabilities | 5,080 | 1,738 | |
Marketing Development Funds | |||
Disaggregation of Revenue [Line Items] | |||
Contract with customer, liabilities | 3,800 | ||
Commission | |||
Disaggregation of Revenue [Line Items] | |||
Total revenue | 826,606 | 476,606 | 296,000 |
Production bonus and other | |||
Disaggregation of Revenue [Line Items] | |||
Total revenue | 111,209 | 54,909 | 41,469 |
Intersegment Eliminations | |||
Disaggregation of Revenue [Line Items] | |||
Total revenue | 7,302 | 1,314 | 335 |
Intersegment Eliminations | Commission | |||
Disaggregation of Revenue [Line Items] | |||
Total revenue | 2,004 | 534 | 335 |
Intersegment Eliminations | Production bonus and other | |||
Disaggregation of Revenue [Line Items] | |||
Total revenue | 5,298 | 780 | 0 |
Senior | |||
Disaggregation of Revenue [Line Items] | |||
Total revenue | 728,701 | 361,673 | 192,257 |
Senior | Commission | |||
Disaggregation of Revenue [Line Items] | |||
Total revenue | 638,340 | 331,245 | 173,849 |
Senior | Medicare advantage | |||
Disaggregation of Revenue [Line Items] | |||
Total revenue | 595,132 | 285,957 | 138,526 |
Senior | Medicare supplement | |||
Disaggregation of Revenue [Line Items] | |||
Total revenue | 23,431 | 34,301 | 25,118 |
Senior | Prescription drug plan | |||
Disaggregation of Revenue [Line Items] | |||
Total revenue | 1,652 | 2,867 | 3,209 |
Senior | Dental, vision, and health | |||
Disaggregation of Revenue [Line Items] | |||
Total revenue | 15,969 | 7,758 | 4,470 |
Senior | Other commission revenue | |||
Disaggregation of Revenue [Line Items] | |||
Total revenue | 2,156 | 362 | 2,526 |
Senior | Production bonus and other | |||
Disaggregation of Revenue [Line Items] | |||
Total revenue | 90,361 | 30,428 | 18,408 |
Life | |||
Disaggregation of Revenue [Line Items] | |||
Total revenue | 185,503 | 129,967 | 110,493 |
Life | Commission | |||
Disaggregation of Revenue [Line Items] | |||
Total revenue | 162,649 | 107,864 | 89,246 |
Life | Core | |||
Disaggregation of Revenue [Line Items] | |||
Total revenue | 79,666 | 75,236 | 76,135 |
Life | Final expense | |||
Disaggregation of Revenue [Line Items] | |||
Total revenue | 78,764 | 30,592 | 11,057 |
Life | Ancillary | |||
Disaggregation of Revenue [Line Items] | |||
Total revenue | 4,219 | 2,036 | 2,054 |
Life | Production bonus and other | |||
Disaggregation of Revenue [Line Items] | |||
Total revenue | 22,854 | 22,103 | 21,247 |
Auto & Home | |||
Disaggregation of Revenue [Line Items] | |||
Total revenue | 30,913 | 41,189 | 35,054 |
Auto & Home | Commission | |||
Disaggregation of Revenue [Line Items] | |||
Total revenue | 27,621 | 38,031 | 33,240 |
Auto & Home | Production bonus and other | |||
Disaggregation of Revenue [Line Items] | |||
Total revenue | $ 3,292 | $ 3,158 | $ 1,814 |
Revenues from Contracts with _2
Revenues from Contracts with Customers - Commission Receivable Roll Forward (Details) $ in Thousands | 12 Months Ended |
Jun. 30, 2021USD ($) | |
Activity in Commissions Receivable [Roll Forward] | |
Beginning balance | $ 512,961 |
Commission revenue from revenue recognized | 451,086 |
Net commission revenue adjustment from change in estimate | (6,968) |
Amounts recognized as accounts receivable | (111,182) |
Ending balance | $ 845,897 |
Income Taxes - Narrative (Detai
Income Taxes - Narrative (Details) - USD ($) $ in Millions | Jun. 30, 2021 | Jun. 30, 2020 |
Income Tax Disclosure [Abstract] | ||
NOL carryforwards | $ 296.1 | $ 277.2 |
Income Taxes - Components of In
Income Taxes - Components of Income Tax Expense (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2019 | |
Current income taxes: | |||
Federal | $ 0 | $ 0 | $ (64) |
State | 149 | 63 | 107 |
Total | 149 | 63 | 43 |
Deferred income taxes: | |||
Federal | 29,317 | 21,021 | 19,748 |
State | 5,337 | 3,932 | 2,243 |
Total | 34,654 | 24,953 | 21,991 |
Income tax expense | $ 34,803 | $ 25,016 | $ 22,034 |
Income Taxes - Reconciliation o
Income Taxes - Reconciliation of Effective Tax Rates (Details) | 12 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2019 | |
Income Tax Disclosure [Abstract] | |||
Federal statutory rate | 21.00% | 21.00% | 21.00% |
State income taxes | 3.20% | 4.00% | 3.80% |
Kansas HPIP credit | (0.50%) | (0.90%) | (1.50%) |
Non-qualified stock option exercises | (3.60%) | (0.50%) | 0.00% |
Other | 0.90% | 0.00% | 0.00% |
Effective income tax rate | 21.00% | 23.60% | 23.30% |
Income Taxes - Components of De
Income Taxes - Components of Deferred Tax Assets and Liabilities (Details) - USD ($) $ in Thousands | Jun. 30, 2021 | Jun. 30, 2020 |
Deferred tax assets: | ||
Accruals and other | $ 15,179 | $ 10,663 |
Lease liability | 11,300 | |
Deferred rent | 0 | 3,349 |
Interest expense limitation | 14,517 | 7,269 |
Net operating losses | 76,281 | 27,557 |
Credit carryforward | 6,486 | 5,413 |
Total deferred tax assets | 123,763 | 54,251 |
Deferred tax liabilities: | ||
Commissions receivable | (251,768) | (155,297) |
Lease right-of-use asset | (8,133) | |
Basis difference in fixed and amortizable assets | (4,850) | (4,798) |
Total deferred tax liabilities | (264,751) | (160,095) |
Net long-term deferred tax liabilities | $ (140,988) | $ (105,844) |
Net Income (Loss) Per Share (De
Net Income (Loss) Per Share (Details) $ / shares in Units, shares in Thousands, $ in Thousands | Feb. 28, 2020 | Jun. 30, 2021USD ($)$ / sharesshares | Jun. 30, 2020USD ($)$ / sharesshares | Jun. 30, 2019USD ($)$ / sharesshares |
Earnings Per Share, Diluted, by Common Class, Including Two Class Method [Line Items] | ||||
Stock split, conversion ratio | 8 | |||
Numerator: | ||||
Net income | $ 131,046 | $ 81,147 | $ 72,579 | |
Less: dividends declared on Series A, B, C & D preferred stock | 0 | (86,302) | (661) | |
Net income (loss) attributable to common shareholders | $ 131,046 | $ (16,004) | $ 59,918 | |
Denominator: | ||||
Weighted average number of shares outstanding, basic (in shares) | shares | 162,889 | 97,496 | 85,378 | |
Net income (loss) per share—basic: (in dollars per share) | $ / shares | $ 0.80 | $ (0.16) | $ 0.70 | |
Numerator: | ||||
Add: dividends declared on Series D preferred stock | $ 0 | $ 86,302 | $ 661 | |
Net income (loss) attributable to common and common equivalent shareholders | $ 131,046 | $ (16,004) | $ 72,579 | |
Denominator: | ||||
Stock options outstanding to purchase shares of common stock (in shares) | shares | 2,655 | 0 | 3,042 | |
Total common and common equivalent shares outstanding (in shares) | shares | 165,544 | 97,496 | 132,491 | |
Net income (loss) per share—diluted: (in dollars per share) | $ / shares | $ 0.79 | $ (0.16) | $ 0.55 | |
Preferred Class A, B, and C | ||||
Numerator: | ||||
Add: dividends declared on Series A, B & C preferred stock | $ 0 | $ 0 | $ 181 | |
Denominator: | ||||
Preferred stock, outstanding (in shares) | shares | 0 | 0 | 12,071 | |
Preferred Class D | ||||
Numerator: | ||||
Less: dividends declared on Series A, B, C & D preferred stock | $ 0 | $ 0 | $ (480) | |
Less: cumulative dividends on Series D preferred stock | 0 | (10,849) | (12,000) | |
Numerator: | ||||
Add: dividends declared on Series D preferred stock | 0 | 0 | 480 | |
Add: cumulative dividends on Series D preferred stock | $ 0 | $ 0 | $ 12,000 | |
Denominator: | ||||
Preferred stock, outstanding (in shares) | shares | 0 | 0 | 32,000 |
Net Income (Loss) Per Share - A
Net Income (Loss) Per Share - Antidilutive Shares (Details) - shares shares in Thousands | 12 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2019 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Antidilutive securities (in shares) | 905 | 44,543 | 0 |
Stock Option | Restricted Stock Units (RSUs) | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Antidilutive securities (in shares) | 784 | 4,161 | 0 |
Stock Option | Phantom Share Units (PSUs) | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Antidilutive securities (in shares) | 121 | 0 | 0 |
Preferred Class A, B, and C | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Antidilutive securities (in shares) | 0 | 10,871 | 0 |
Preferred Class D | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Antidilutive securities (in shares) | 0 | 28,817 | 0 |
Preferred Class E | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Antidilutive securities (in shares) | 0 | 694 | 0 |
Segment Information (Details)
Segment Information (Details) $ in Thousands | 3 Months Ended | 12 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2021USD ($)segment | Jun. 30, 2020USD ($) | Jun. 30, 2019USD ($) | |
Segment Reporting Information [Line Items] | ||||
Number of reportable segments | segment | 3 | |||
Revenue | $ 937,815 | $ 531,515 | $ 337,469 | |
Operating expenses | (709,685) | (377,461) | (232,176) | |
Other expenses, net | (100) | (30) | (15) | |
Adjusted EBITDA | 228,030 | 154,024 | 105,278 | |
Share-based compensation expense | (5,165) | (9,498) | (86) | |
Non-recurring expenses | (6,065) | (3,721) | (1,691) | |
Fair value adjustments to contingent earnout obligations | (1,488) | (375) | 0 | |
Depreciation and amortization | (16,142) | (7,993) | (4,702) | |
Loss on disposal of property, equipment, and software | (686) | (360) | (221) | |
Restructuring expenses | (153) | (2,305) | ||
Interest expense, net | (29,320) | (24,595) | (1,660) | |
Income tax expense | (34,803) | (25,016) | (22,034) | |
Loss on extinguishment of debt | (3,315) | (1,166) | 0 | |
NET INCOME | 131,046 | $ 81,147 | $ 72,579 | |
Major Customer One | Customer Concentration Risk | Revenue from Contract with Customer Benchmark | ||||
Segment Reporting Information [Line Items] | ||||
Concentration risk, percentage | 24.00% | 26.00% | 23.00% | |
Major Customer Two | Customer Concentration Risk | Revenue from Contract with Customer Benchmark | ||||
Segment Reporting Information [Line Items] | ||||
Concentration risk, percentage | 19.00% | 18.00% | 14.00% | |
Major Customer Three | Customer Concentration Risk | Revenue from Contract with Customer Benchmark | ||||
Segment Reporting Information [Line Items] | ||||
Concentration risk, percentage | 15.00% | 11.00% | 12.00% | |
Corp & Elims | ||||
Segment Reporting Information [Line Items] | ||||
Revenue | (7,302) | $ (1,314) | $ (335) | |
Operating expenses | (46,899) | (26,881) | (18,184) | |
Other expenses, net | (100) | (30) | (15) | |
Adjusted EBITDA | (54,301) | (28,225) | (18,534) | |
Salary expense | 34,000 | 17,200 | 12,200 | |
Professional fees | 13,400 | 8,700 | 4,200 | |
Senior | ||||
Segment Reporting Information [Line Items] | ||||
Revenue | 728,701 | 361,673 | 192,257 | |
Senior | Operating Segments | ||||
Segment Reporting Information [Line Items] | ||||
Revenue | 728,701 | 361,673 | 192,257 | |
Operating expenses | (484,924) | (215,935) | (102,083) | |
Other expenses, net | 0 | 0 | 0 | |
Adjusted EBITDA | 243,777 | 145,738 | 90,174 | |
Life | ||||
Segment Reporting Information [Line Items] | ||||
Revenue | 185,503 | 129,967 | 110,493 | |
Life | Operating Segments | ||||
Segment Reporting Information [Line Items] | ||||
Revenue | 185,503 | 129,967 | 110,493 | |
Operating expenses | (155,127) | (102,155) | (84,672) | |
Other expenses, net | 0 | 0 | 0 | |
Adjusted EBITDA | 30,376 | 27,812 | 25,821 | |
Auto & Home | ||||
Segment Reporting Information [Line Items] | ||||
Revenue | 30,913 | 41,189 | 35,054 | |
Auto & Home | Operating Segments | ||||
Segment Reporting Information [Line Items] | ||||
Revenue | 30,913 | 41,189 | 35,054 | |
Operating expenses | (22,735) | (32,490) | (27,237) | |
Other expenses, net | 0 | 0 | 0 | |
Adjusted EBITDA | $ 8,178 | $ 8,699 | $ 7,817 |
Related-Party Transactions (Det
Related-Party Transactions (Details) - USD ($) $ in Thousands | May 01, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2019 |
Related Party Transaction [Line Items] | ||||
Related party expense | $ 16,100 | $ 10,100 | ||
Accounts receivable, related parties | $ 100 | |||
InsideResponse | ||||
Related Party Transaction [Line Items] | ||||
Percentage of voting interests acquired | 100.00% | |||
Total purchase consideration | $ 67,092 | |||
Immediate Family Member of Management or Principal Owner | Senior Healthcare Distribution Lead Costs | ||||
Related Party Transaction [Line Items] | ||||
Related party expense | 100 | 500 | $ 1,600 | |
Accounts payable, related parties | $ 100 | |||
Immediate Family Member of Management or Principal Owner | InsideResponse | ||||
Related Party Transaction [Line Items] | ||||
Total purchase consideration | $ 65,000 | |||
Management | InsideResponse | ||||
Related Party Transaction [Line Items] | ||||
Revenue from related parties | $ 1,900 |