Cover
Cover - shares | 9 Months Ended | |
Mar. 31, 2024 | Apr. 30, 2024 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Mar. 31, 2024 | |
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 $0.01 per share | |
Trading Symbol | SLQT | |
Security Exchange Name | NYSE | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Accelerated Filer | |
Entity Small Business | true | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding (in shares) | 169,158,740 | |
Entity Central Index Key | 0001794783 | |
Current Fiscal Year End Date | --06-30 | |
Document Fiscal Year Focus | 2024 | |
Document Fiscal Period Focus | Q3 | |
Amendment Flag | false |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Mar. 31, 2024 | Jun. 30, 2023 |
CURRENT ASSETS: | ||
Cash and cash equivalents | $ 37,808 | $ 83,156 |
Accounts receivable, net of allowances of $6.5 million and $2.7 million, respectively | 253,083 | 154,565 |
Commissions receivable-current | 69,165 | 111,148 |
Other current assets | 24,115 | 14,355 |
Total current assets | 384,171 | 363,224 |
COMMISSIONS RECEIVABLE—Net | 763,958 | 729,350 |
PROPERTY AND EQUIPMENT—Net | 22,536 | 27,452 |
SOFTWARE—Net | 13,952 | 14,740 |
OPERATING LEASE RIGHT-OF-USE ASSETS | 19,341 | 23,563 |
INTANGIBLE ASSETS—Net | 7,926 | 10,200 |
GOODWILL | 29,136 | 29,136 |
OTHER ASSETS | 4,119 | 21,586 |
TOTAL ASSETS | 1,245,139 | 1,219,251 |
CURRENT LIABILITIES: | ||
Accounts payable | 61,168 | 27,577 |
Accrued expenses | 21,058 | 16,993 |
Accrued compensation and benefits | 57,483 | 49,966 |
Operating lease liabilities—current | 4,663 | 5,175 |
Current portion of long-term debt | 37,717 | 33,883 |
Contract liabilities | 3,655 | 1,691 |
Other current liabilities | 4,227 | 1,972 |
Total current liabilities | 189,971 | 137,257 |
LONG-TERM DEBT, NET—less current portion | 648,331 | 664,625 |
DEFERRED INCOME TAXES | 35,057 | 39,581 |
OPERATING LEASE LIABILITIES | 22,326 | 27,892 |
OTHER LIABILITIES | 2,649 | 2,926 |
Total liabilities | 898,334 | 872,281 |
COMMITMENTS AND CONTINGENCIES | ||
SHAREHOLDERS’ EQUITY: | ||
Common stock, $0.01 par value | 1,692 | 1,669 |
Additional paid-in capital | 577,389 | 567,266 |
Accumulated deficit | (238,752) | (235,644) |
Accumulated other comprehensive income | 6,476 | 13,679 |
Total shareholders’ equity | 346,805 | 346,970 |
TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY | $ 1,245,139 | $ 1,219,251 |
CONDENSED CONSOLIDATED BALANC_2
CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) $ in Millions | Mar. 31, 2024 | Jun. 30, 2023 |
Statement of Financial Position [Abstract] | ||
Allowance for credit loss | $ 6.5 | $ 2.7 |
Common stock, par value, (dollars per share) | $ 0.01 | $ 0.01 |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Mar. 31, 2024 | Mar. 31, 2023 | Mar. 31, 2024 | Mar. 31, 2023 | |
Revenues [Abstract] | ||||
Total revenue | $ 376,400 | $ 299,398 | $ 1,014,567 | $ 781,070 |
OPERATING COSTS AND EXPENSES: | ||||
Cost of revenue | 84,315 | 79,186 | 254,250 | 235,827 |
Cost of goods sold—pharmacy revenue | 106,172 | 62,302 | 284,360 | 154,753 |
Marketing and advertising | 109,276 | 90,205 | 288,676 | 237,724 |
Selling, general, and administrative | 34,971 | 27,544 | 97,049 | 86,662 |
Technical development | 8,604 | 6,434 | 24,291 | 18,860 |
Total operating costs and expenses | 343,338 | 265,671 | 948,626 | 733,826 |
INCOME FROM OPERATIONS | 33,062 | 33,727 | 65,941 | 47,244 |
INTEREST EXPENSE, NET | (24,330) | (21,105) | (70,141) | (58,885) |
OTHER INCOME (EXPENSE,) NET | (12) | (206) | (51) | (118) |
INCOME (LOSS) BEFORE INCOME TAX EXPENSE (BENEFIT) | 8,720 | 12,416 | (4,251) | (11,759) |
INCOME TAX EXPENSE (BENEFIT) | 169 | 3,152 | (1,143) | (1,053) |
NET INCOME (LOSS) | $ 8,551 | $ 9,264 | $ (3,108) | $ (10,706) |
NET INCOME (LOSS) PER SHARE: | ||||
Basic (in dollars per share) | $ 0.05 | $ 0.06 | $ (0.02) | $ (0.06) |
Diluted (in dollars per share) | $ 0.05 | $ 0.06 | $ (0.02) | $ (0.06) |
WEIGHTED-AVERAGE COMMON STOCK OUTSTANDING USED IN PER SHARE AMOUNTS: | ||||
Basic (in shares) | 169,070 | 166,543 | 168,291 | 165,951 |
Diluted (in shares) | 170,956 | 167,905 | 168,291 | 165,951 |
OTHER COMPREHENSIVE INCOME (LOSS) NET OF TAX: | ||||
Gain (loss) on cash flow hedge | $ (1,771) | $ (2,661) | $ (7,203) | $ 1,358 |
OTHER COMPREHENSIVE INCOME (LOSS) | (1,771) | (2,661) | (7,203) | 1,358 |
COMPREHENSIVE INCOME (LOSS) | 6,780 | 6,603 | (10,311) | (9,348) |
Commission | ||||
Revenues [Abstract] | ||||
Total revenue | 230,763 | 197,258 | 611,744 | 533,627 |
Pharmacy | ||||
Revenues [Abstract] | ||||
Total revenue | 120,282 | 66,948 | 323,865 | 159,641 |
Other | ||||
Revenues [Abstract] | ||||
Total revenue | $ 25,355 | $ 35,192 | $ 78,958 | $ 87,802 |
CONDENSED CONSOLIDATED STATEM_2
CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS' EQUITY - USD ($) $ in Thousands | Total | Restricted Stock Units (RSUs) | Common Stock | Common Stock Restricted Stock Units (RSUs) | Additional Paid-In Capital | Additional Paid-In Capital Restricted Stock Units (RSUs) | Accumulated Deficit | Accumulated Other Comprehensive Income |
Beginning balance (in shares) at Jun. 30, 2022 | 164,452,000 | |||||||
Beginning balance at Jun. 30, 2022 | $ 391,105 | $ 1,644 | $ 554,845 | $ (177,100) | $ 11,716 | |||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Net Income (Loss) | (10,706) | (10,706) | ||||||
Gain (loss) on cash flow hedge, net of tax | 5,895 | 5,895 | ||||||
Amount reclassified into earnings, net tax | (4,537) | (4,537) | ||||||
Exercise of employee stock options, net of shares withheld for cashless exercises and to cover tax withholdings (in shares) | 1,139,000 | |||||||
Exercise of employee stock options, net of shares withheld for cashless exercises and to cover tax withholdings | 639 | $ 12 | 627 | |||||
Issuance of common stock pursuant to employee stock purchase plan (in shares) | 877,000 | |||||||
Issuance of common stock pursuant to employee stock purchase plan | 548 | $ 9 | 539 | |||||
Vesting of restricted stock unit awards and performance stock unit awards net of shares withheld to cover tax withholdings (in shares) | 189,000 | |||||||
Vesting of restricted stock unit awards and performance stock unit awards net of shares withheld to cover tax withholdings | $ (40) | $ 2 | $ (42) | |||||
Share-based compensation expense | 8,515 | 8,515 | ||||||
Ending balance (in shares) at Mar. 31, 2023 | 166,657,000 | |||||||
Ending balance at Mar. 31, 2023 | 391,419 | $ 1,667 | 564,484 | (187,806) | 13,074 | |||
Beginning balance (in shares) at Dec. 31, 2022 | 166,511,000 | |||||||
Beginning balance at Dec. 31, 2022 | 381,765 | $ 1,665 | 561,435 | (197,070) | 15,735 | |||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Net Income (Loss) | 9,264 | 9,264 | ||||||
Gain (loss) on cash flow hedge, net of tax | (484) | (484) | ||||||
Amount reclassified into earnings, net tax | (2,177) | (2,177) | ||||||
Exercise of employee stock options, net of shares withheld for cashless exercises and to cover tax withholdings (in shares) | 23,000 | |||||||
Exercise of employee stock options, net of shares withheld for cashless exercises and to cover tax withholdings | 42 | 42 | ||||||
Issuance of common stock pursuant to employee stock purchase plan (in shares) | 97,000 | |||||||
Issuance of common stock pursuant to employee stock purchase plan | 64 | $ 1 | 63 | |||||
Vesting of restricted stock unit awards and performance stock unit awards net of shares withheld to cover tax withholdings (in shares) | 26,000 | |||||||
Vesting of restricted stock unit awards and performance stock unit awards net of shares withheld to cover tax withholdings | (6) | $ 1 | (7) | |||||
Share-based compensation expense | 2,951 | 2,951 | ||||||
Ending balance (in shares) at Mar. 31, 2023 | 166,657,000 | |||||||
Ending balance at Mar. 31, 2023 | 391,419 | $ 1,667 | 564,484 | (187,806) | 13,074 | |||
Beginning balance (in shares) at Jun. 30, 2023 | 166,867,000 | |||||||
Beginning balance at Jun. 30, 2023 | 346,970 | $ 1,669 | 567,266 | (235,644) | 13,679 | |||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Net Income (Loss) | (3,108) | (3,108) | ||||||
Gain (loss) on cash flow hedge, net of tax | 929 | 929 | ||||||
Amount reclassified into earnings, net tax | $ (8,132) | (8,132) | ||||||
Exercise of employee stock options, net of shares withheld for cashless exercises and to cover tax withholdings (in shares) | 16,000 | 16,000 | ||||||
Exercise of employee stock options, net of shares withheld for cashless exercises and to cover tax withholdings | $ 8 | 8 | ||||||
Vesting of restricted stock unit awards and performance stock unit awards net of shares withheld to cover tax withholdings (in shares) | 2,276,000 | |||||||
Vesting of restricted stock unit awards and performance stock unit awards net of shares withheld to cover tax withholdings | (374) | $ 23 | (397) | |||||
Share-based compensation expense | 10,512 | 10,512 | ||||||
Ending balance (in shares) at Mar. 31, 2024 | 169,159,000 | |||||||
Ending balance at Mar. 31, 2024 | 346,805 | $ 1,692 | 577,389 | (238,752) | 6,476 | |||
Beginning balance (in shares) at Dec. 31, 2023 | 168,974,000 | |||||||
Beginning balance at Dec. 31, 2023 | 336,517 | $ 1,690 | 573,883 | (247,303) | 8,247 | |||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Net Income (Loss) | 8,551 | 8,551 | ||||||
Gain (loss) on cash flow hedge, net of tax | 858 | 858 | ||||||
Amount reclassified into earnings, net tax | (2,629) | (2,629) | ||||||
Vesting of restricted stock unit awards and performance stock unit awards net of shares withheld to cover tax withholdings (in shares) | 169,000 | |||||||
Vesting of restricted stock unit awards and performance stock unit awards net of shares withheld to cover tax withholdings | $ (15) | $ 2 | $ (17) | |||||
Share-based compensation expense | 3,515 | 3,515 | ||||||
Ending balance (in shares) at Mar. 31, 2024 | 169,159,000 | |||||||
Ending balance at Mar. 31, 2024 | $ 346,805 | $ 1,692 | $ 577,389 | $ (238,752) | $ 6,476 |
CONDENSED CONSOLIDATED STATEM_3
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 9 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
CASH FLOWS FROM OPERATING ACTIVITIES: | ||
Net loss | $ (3,108) | $ (10,706) |
Adjustments to reconcile net loss to net cash and cash equivalents used in operating activities: | ||
Depreciation and amortization | 18,591 | 21,087 |
Loss on disposal of property, equipment, and software | 13 | 390 |
Share-based compensation expense | 10,512 | 8,525 |
Deferred income taxes | (2,151) | (1,416) |
Amortization of debt issuance costs and debt discount | 4,863 | 6,250 |
Write-off of debt issuance costs | 293 | 710 |
Accrued interest payable in kind | 14,323 | 8,450 |
Non-cash lease expense | 1,945 | 3,115 |
Changes in operating assets and liabilities: | ||
Accounts receivable, net | (98,519) | (62,738) |
Commissions receivable | 7,375 | 17,092 |
Other assets | (2,620) | 3,166 |
Accounts payable and accrued expenses | 36,073 | 6,440 |
Operating lease liabilities | (3,802) | (4,331) |
Other liabilities | 11,453 | (8,869) |
Net cash used in operating activities | (4,759) | (12,835) |
CASH FLOWS FROM INVESTING ACTIVITIES: | ||
Purchases of property and equipment | (3,114) | (1,056) |
Proceeds from sales of property and equipment | 253 | 0 |
Purchases of software and capitalized software development costs | (6,065) | (5,804) |
Net cash used in investing activities | (8,926) | (6,860) |
CASH FLOWS FROM FINANCING ACTIVITIES: | ||
Payments on Term Loans | (30,412) | (17,833) |
Payments on other debt | (112) | (123) |
Proceeds from common stock options exercised and employee stock purchase plan | 8 | 1,187 |
Payments of tax withholdings related to net share settlement of equity awards | (374) | (40) |
Payments of debt issuance costs | (773) | (10,110) |
Payment of acquisition holdback | 0 | (2,335) |
Net cash used in financing activities | (31,663) | (29,254) |
NET DECREASE IN CASH AND CASH EQUIVALENTS | (45,348) | (48,949) |
CASH AND CASH EQUIVALENTS—Beginning of period | 83,156 | 140,997 |
CASH AND CASH EQUIVALENTS—End of period | 37,808 | 92,048 |
SUPPLEMENTAL CASH FLOW INFORMATION: | ||
Interest paid, net | (50,023) | (43,309) |
Income taxes paid | $ (185) | $ (15) |
Summary of Business and Signifi
Summary of Business and Significant Accounting Policies | 9 Months Ended |
Mar. 31, 2024 | |
Accounting Policies [Abstract] | |
SUMMARY OF BUSINESS AND SIGNIFICANT ACCOUNTING POLICIES | SUMMARY OF BUSINESS AND SIGNIFICANT ACCOUNTING POLICIES Description of Business —SelectQuote, Inc. (together with its subsidiaries, the “Company” or “SelectQuote”) is a leading technology-enabled, direct-to-consumer distribution platform for insurance products and healthcare services. We contract with insurance carriers to sell senior health, life, and auto and home insurance policies by telephone to individuals throughout the United States through the use of multi-channel marketing and advertising campaigns. SelectQuote’s Senior division (“Senior”) sells Medicare Advantage, Medicare Supplement, Medicare Part D, and other ancillary senior health insurance related products. SelectQuote’s Life division (“Life”) sells term life, final expense, and other ancillary products, and SelectQuote’s Auto & Home division (“Auto & Home”) primarily sells non-commercial auto and home, property and casualty insurance products. The Healthcare Services division (“Healthcare Services”) includes SelectRx and Population Health. SelectRx is a Patient-Centered Pharmacy Home™ (“PCPH”) accredited pharmacy, which offers essential prescription medications, OTC medications, customized medication packaging, and medication therapy management, providing long-term pharmacy care that enables patients to optimize medication adherence to drive positive health outcomes while enabling patients to remain at home. Population Health helps members understand the benefits available under their health plans, contracts with insurance carriers to complete health-risk assessments (“HRA”) on members, partners with value-based care (“VBC”) providers for a variety of healthcare-related services, and introduces members to the pharmacy services offered through SelectRx. Basis of Presentation —The accompanying unaudited condensed consolidated financial statements include the accounts of SelectQuote, Inc. and its wholly owned subsidiaries: SelectQuote Insurance Services, SelectQuote Auto & Home Insurance Services, LLC, ChoiceMark Insurance Services, Inc., Tiburon Insurance Services, InsideResponse, LLC (“InsideResponse”), and SelectQuote Ventures, Inc. The unaudited condensed consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles (“U.S. GAAP”) for interim financial information and reflect all normal recurring adjustments that are necessary to present fairly the results for the interim periods presented. All intercompany accounts and transactions have been eliminated in consolidation. Certain information and disclosures normally included in annual financial statements prepared in accordance with U.S. GAAP have been condensed or omitted in accordance with those rules and regulations and with the instructions to Form 10-Q and Rule 10-01 of Regulation S-X. The unaudited condensed consolidated financial statements have been prepared on the same basis as the audited consolidated financial statements in our Annual Report on Form 10-K for the year ended June 30, 2023, filed with the Securities and Exchange Commission on September 13, 2023 (the “Annual Report”), and include all adjustments necessary for the fair presentation of our financial position for the periods presented. Our results for the periods presented in our financial statements are not necessarily indicative of the results to be expected for any subsequent period, including for the year ending June 30, 2024, and therefore should not be relied upon as an indicator of future results. The accompanying unaudited condensed consolidated financial statements and related notes should be read in conjunction with the audited consolidated financial statements for the year ended June 30, 2023. Use of Estimates —The preparation of condensed consolidated financial statements in conformity with accounting principles generally accepted in the United States 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, accounts receivable, net, 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. 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. Significant Accounting Policies —There have been no material changes to the Company’s significant accounting policies as described in our Annual Report. Recent Accounting Pronouncements Adopted —The Company did not adopt any new accounting pronouncements during the nine months ended March 31, 2024. |
Acquisitions
Acquisitions | 9 Months Ended |
Mar. 31, 2024 | |
Business Combination and Asset Acquisition [Abstract] | |
Acquisitions | ACQUISITIONS In accordance with Accounting Standards Codification (“ASC”) 805, Business Combinations (“ASC 805”), the Company allocates the fair value of purchase consideration 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 Significant unobservable inputs for the asset or liability Express Med Pharmaceuticals —On April 30, 2021, the Company acquired 100% of the outstanding shares of Express Med Pharmaceuticals, Inc., which is included in SelectRx, a closed-door, long term care pharmacy provider, for an aggregate purchase price of up to $24.0 million, as set forth in the Stock Purchase Agreement dated April 30, 2021. 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 earnout of up to $4.0 million is comprised of two separate provisions. During the year ended June 30, 2023, the Company paid the first and second earnout provisions of $3.0 million and $1.0 million, respectively, as well as the remaining holdback, net of adjustments, of $2.4 million. 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 Healthcare Services reporting unit, which is also a reportable segment, and $16.3 million is deductible for tax purposes after adding back acquisition costs and settling the remaining holdback. The Company is amortizing the intangible assets acquired on a straight-line basis over their estimated remaining lives, ranging from one Simple Meds —On August 31, 2021, SelectRx acquired 100% of the outstanding equity interests of Simple Meds, a full-service pharmaceutical distributor, for an aggregate purchase price of $7.0 million, as set forth in the Membership Interest Purchase Agreement dated August 31, 2021. The aggregate purchase price of $7.0 million was paid in cash at the closing of the transaction. At the date of acquisition, the fair value of net tangible assets acquired approximated their carrying value. The customer relationships were valued using the multiple period excess earnings method, and as such, 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 Simple Meds business with the Company's technology and existing customer base. This acquired goodwill is allocated to the Healthcare Services reporting unit, which is also a reportable segment, and $5.6 million is deductible for tax purposes after adding back acquisition costs. |
Property And Equipment_Net
Property And Equipment—Net | 9 Months Ended |
Mar. 31, 2024 | |
Property, Plant and Equipment [Abstract] | |
Property And Equipment—Net | PROPERTY AND EQUIPMENT—NET Property and equipment—net consisted of the following: (in thousands) March 31, 2024 June 30, 2023 Computer hardware $ 20,012 $ 20,970 Machinery and equipment (1) 15,700 14,825 Leasehold improvements 19,033 20,422 Furniture and fixtures 4,669 4,591 Work in progress 3,310 338 Total 62,724 61,146 Less accumulated depreciation (40,188) (33,694) Property and equipment—net $ 22,536 $ 27,452 (1) Includes financing lease right-of-use assets. Work in progress as of March 31, 2024, primarily represents equipment utilized in SelectRx operations, computer equipment held for sale and leasehold improvements not yet put into service and not yet being depreciated. Work in progress as of June 30, 2023, primarily represents leasehold improvements and computer equipment not yet put into service and not yet being depreciated. Depreciation expense for the three months ended March 31, 2024 and 2023, was $3.3 million and $3.7 million, respectively, and $9.4 million and $10.9 million for the nine months ended March 31, 2024 and 2023, respectively. |
Software_Net
Software—Net | 9 Months Ended |
Mar. 31, 2024 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Software—Net | SOFTWARE—NET Software—net consisted of the following: (in thousands) March 31, 2024 June 30, 2023 Software $ 38,601 $ 35,945 Work in progress 95 143 Total 38,696 36,088 Less accumulated amortization (24,744) (21,348) Software—net $ 13,952 $ 14,740 Work in progress as of March 31, 2024 and June 30, 2023, represents costs incurred for software not yet put into service and not yet being amortized. For the three months ended March 31, 2024 and 2023, the Company capitalized internal-use software and website development costs of $2.2 million and $1.8 million, respectively, and recorded amortization expense of $2.6 million and $2.0 million, respectively. For the nine months ended March 31, 2024 and 2023, the Company capitalized internal-use software and website development costs of $6.1 million and $5.7 million, respectively, and recorded amortization expense of $6.9 million and $5.9 million, respectively. |
Intangible Assets and Goodwill
Intangible Assets and Goodwill | 9 Months Ended |
Mar. 31, 2024 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Intangible Assets and Goodwill | INTANGIBLE ASSETS AND GOODWILL Intangible assets — The carrying amounts, accumulated amortization, and net carrying value of our definite-lived intangible assets are presented in the table below (dollars in thousands): March 31, 2024 June 30, 2023 Gross Carrying Amount Accumulated Amortization Net Carrying Amount Gross Carrying Amount Impairment Charges (1) Accumulated Amortization Net Carrying Amount Customer relationships $ 17,492 $ (10,356) $ 7,136 $ 17,492 $ — $ (8,617) $ 8,875 Trade name 2,680 (2,100) 580 2,680 — (1,697) 983 Proprietary software 1,042 (875) 167 1,042 — (758) 284 Non-compete agreements 100 (57) 43 1,292 (533) (701) 58 Vendor relationships — — — 20,400 (15,111) (5,289) — Total intangible assets $ 21,314 $ (13,388) $ 7,926 $ 42,906 $ (15,644) $ (17,062) $ 10,200 (1) During the year ended June 30, 2023, the Company recorded impairment charges for its long-lived intangible assets recognized as part of the acquisition of a lead distribution company. Refer to the consolidated financial statements in our Annual Report on Form 10-K for additional details. The Company's intangible assets include those long-lived intangible assets which were recognized at their estimated acquisition date fair values. 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. There were no impairment triggers identified with respect to the Company’s long-lived assets during the three and nine months ended March 31, 2024 and 2023. For the three months ended March 31, 2024 and 2023, amortization expense related to intangible assets totaled $0.8 million and $1.4 million, respectively, and $2.3 million and $4.2 million for the nine months ended March 31, 2024 and 2023, respectively, recorded in selling, general, and administrative expense in the condensed consolidated statements of comprehensive income (loss). The weighted-average remaining useful life of intangible assets was 2.9 and 3.6 years as of March 31, 2024 and June 30, 2023, respectively. As of March 31, 2024, expected amortization expense in future fiscal periods were as follows (in thousands): Trade Name Proprietary Software Non-Compete Agreements Customer relationships Total Remainder fiscal 2024 $ 133 $ 39 $ 5 $ 580 $ 757 2025 447 128 20 2,316 2,911 2026 — — 18 2,313 2,331 2027 — — — 1,927 1,927 Total $ 580 $ 167 $ 43 $ 7,136 $ 7,926 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 discussed in Note 2 to the condensed consolidated financial statements. 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. As of March 31, 2024, the Company’s goodwill balance of $29.1 million was related to the acquisitions of Express Meds and Simple Meds and is all assigned to the Healthcare Services reporting unit and reportable segment. The Company performs its annual goodwill impairment testing as of April 1, or more frequently if it believes that indicators of impairment exist. During the three and nine months ended March 31, 2024 and 2023, there were no indicators of impairment. |
Leases
Leases | 9 Months Ended |
Mar. 31, 2024 | |
Leases [Abstract] | |
Leases | LEASES The majority of the Company’s leases are operating leases related to office space for which the Company recognizes lease expense on a straight-line basis over the respective lease term. The Company leases office facilities in the United States in San Diego, California; Centennial, Colorado; Overland Park, Kansas; Oakland, California; Indianapolis, Indiana; and Monaca, Pennsylvania. SelectRx leases the Monaca facility from an Executive Vice President of SelectRx. 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 that it is reasonably certain to exercise. The Company's operating leases have remaining lease terms from less than one year up to twelve years. During the nine months ended March 31, 2024, the Company entered into a lease amendment for the Overland Park, Kansas office which extended the lease term for a portion of its office facilities resulting in additional right-of-use assets obtained in exchange for new lease liabilities of $0.6 million. In addition, as part of the amendment, the Company leased additional office facilities with an expected commencement date on or before June 1, 2024, which will result in additional right-of-use assets in exchange for new lease liabilities of $4.5 million, and executed the early termination option for a portion of its office facilities effective on the commencement date of the additional office space, resulting in remeasurement of the operating lease liability and accelerated amortization of the right-of-use asset over the shortened remaining term of the lease. During the nine months ended March 31, 2023, operating leases commenced in San Diego, California and Indianapolis, Indiana, resulting in new right-of-use assets obtained in exchange for new lease liabilities of $1.6 million. In addition, the Company exercised an early termination option for a portion of its office facilities in Overland Park, Kansas effective July 31, 2023, which resulted in an early termination penalty of $0.9 million, which was recorded as part of the remeasurement of the operating lease liability and resulted in accelerated amortization of the right-of-use asset over the shortened remaining term of the lease. Lease Costs —The components of lease costs were as follows for the periods presented: Three Months Ended March 31, Nine Months Ended March 31, (in thousands) 2024 2023 2024 2023 Finance lease costs (1) $ 41 $ 43 $ 125 $ 129 Operating lease costs (2) 1,271 1,953 4,371 5,998 Short-term lease costs 61 74 183 137 Variable lease costs (3) 203 (6) 498 404 Sublease income (574) (671) (1,721) (1,756) Total net lease costs $ 1,002 $ 1,393 $ 3,456 $ 4,912 (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 condensed consolidated statements of comprehensive income (loss). (2) Recorded in operating costs and expenses in the condensed consolidated statements of comprehensive income (loss). (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 condensed consolidated statements of comprehensive income (loss). Maturities of Lease Liabilities —As of March 31, 2024, 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 Remainder fiscal 2024 $ 1,915 $ 42 $ 1,957 2025 7,257 140 7,397 2026 6,708 38 6,746 2027 5,389 32 5,421 2028 4,832 — 4,832 Thereafter 11,025 — 11,025 Total undiscounted lease payments 37,126 252 37,378 Less: interest 10,137 19 10,156 Present value of lease liabilities $ 26,989 $ 233 $ 27,222 The Company executed noncancelable subleases for portions of its office facilities in Overland Park, Kansas and Centennial, Colorado, which commenced during the fiscal years ended June 30, 2023 and 2022, and run through July 31, 2029 and November 30, 2026, respectively. Sublease income is recorded on a straight-line basis as a reduction of lease expense in the condensed consolidated statements of comprehensive income (loss). The Company may consider entering into additional sublease arrangements in the future. Sublease Income —As of March 31, 2024, the future minimum fixed sublease receipts under non-cancelable operating lease agreements are as follows: (in thousands) Total Remainder fiscal 2024 $ 632 2025 2,548 2026 2,587 2027 2,180 2028 1,931 Thereafter 2,092 Total sublease income $ 11,970 |
Leases | LEASES The majority of the Company’s leases are operating leases related to office space for which the Company recognizes lease expense on a straight-line basis over the respective lease term. The Company leases office facilities in the United States in San Diego, California; Centennial, Colorado; Overland Park, Kansas; Oakland, California; Indianapolis, Indiana; and Monaca, Pennsylvania. SelectRx leases the Monaca facility from an Executive Vice President of SelectRx. 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 that it is reasonably certain to exercise. The Company's operating leases have remaining lease terms from less than one year up to twelve years. During the nine months ended March 31, 2024, the Company entered into a lease amendment for the Overland Park, Kansas office which extended the lease term for a portion of its office facilities resulting in additional right-of-use assets obtained in exchange for new lease liabilities of $0.6 million. In addition, as part of the amendment, the Company leased additional office facilities with an expected commencement date on or before June 1, 2024, which will result in additional right-of-use assets in exchange for new lease liabilities of $4.5 million, and executed the early termination option for a portion of its office facilities effective on the commencement date of the additional office space, resulting in remeasurement of the operating lease liability and accelerated amortization of the right-of-use asset over the shortened remaining term of the lease. During the nine months ended March 31, 2023, operating leases commenced in San Diego, California and Indianapolis, Indiana, resulting in new right-of-use assets obtained in exchange for new lease liabilities of $1.6 million. In addition, the Company exercised an early termination option for a portion of its office facilities in Overland Park, Kansas effective July 31, 2023, which resulted in an early termination penalty of $0.9 million, which was recorded as part of the remeasurement of the operating lease liability and resulted in accelerated amortization of the right-of-use asset over the shortened remaining term of the lease. Lease Costs —The components of lease costs were as follows for the periods presented: Three Months Ended March 31, Nine Months Ended March 31, (in thousands) 2024 2023 2024 2023 Finance lease costs (1) $ 41 $ 43 $ 125 $ 129 Operating lease costs (2) 1,271 1,953 4,371 5,998 Short-term lease costs 61 74 183 137 Variable lease costs (3) 203 (6) 498 404 Sublease income (574) (671) (1,721) (1,756) Total net lease costs $ 1,002 $ 1,393 $ 3,456 $ 4,912 (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 condensed consolidated statements of comprehensive income (loss). (2) Recorded in operating costs and expenses in the condensed consolidated statements of comprehensive income (loss). (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 condensed consolidated statements of comprehensive income (loss). Maturities of Lease Liabilities —As of March 31, 2024, 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 Remainder fiscal 2024 $ 1,915 $ 42 $ 1,957 2025 7,257 140 7,397 2026 6,708 38 6,746 2027 5,389 32 5,421 2028 4,832 — 4,832 Thereafter 11,025 — 11,025 Total undiscounted lease payments 37,126 252 37,378 Less: interest 10,137 19 10,156 Present value of lease liabilities $ 26,989 $ 233 $ 27,222 The Company executed noncancelable subleases for portions of its office facilities in Overland Park, Kansas and Centennial, Colorado, which commenced during the fiscal years ended June 30, 2023 and 2022, and run through July 31, 2029 and November 30, 2026, respectively. Sublease income is recorded on a straight-line basis as a reduction of lease expense in the condensed consolidated statements of comprehensive income (loss). The Company may consider entering into additional sublease arrangements in the future. Sublease Income —As of March 31, 2024, the future minimum fixed sublease receipts under non-cancelable operating lease agreements are as follows: (in thousands) Total Remainder fiscal 2024 $ 632 2025 2,548 2026 2,587 2027 2,180 2028 1,931 Thereafter 2,092 Total sublease income $ 11,970 |
Debt
Debt | 9 Months Ended |
Mar. 31, 2024 | |
Debt Disclosure [Abstract] | |
Debt | DEBT Debt consisted of the following: (in thousands) March 31, 2024 June 30, 2023 Term Loans (effective interest rate 14.8%) $ 691,420 $ 707,509 Unamortized debt issuance costs and debt discount (5,372) (9,001) Total debt 686,048 698,508 Less current portion of long-term debt: (37,717) (33,883) Long-term debt $ 648,331 $ 664,625 Senior Secured Credit Facility — On November 5, 2019, the Company entered into a $425.0 million credit agreement with UMB Bank N.A. (“UMB”) as a lender and revolving agent and Morgan Stanley Capital Administrators, Inc. as a lender and the administrative agent for a syndicate of lenders party to the agreement (replaced by Wilmington Trust as administrative agent effective February 24, 2022). On February 24, 2021, November 2, 2021, December 23, 2021, August 26, 2022, May 5, 2023, September 11, 2023, November 1, 2023, and February 7, 2024, the Company entered into amendments to the credit agreement ( individually, the “First Amendment”, “Second Amendment”, “Third Amendment” , “Fourth Amendment”, “Fifth Amendment”, “Sixth Amendment”, “Seventh Amendment”, and “Eighth Amendment”, together with the original credit agreement and any subsequent amendments, the “Senior Secured Credit Facility” ) with certain of its existing lenders and new lenders. The First Amendment provided for an additional $231.0 million in term loans (together with the initial $425.0 million, the “Term Loans”) and added a $145.0 million se nior secured delayed draw term loan facility (the "DDTL Facility") . The Second Amendment provided for additional commitments of $25.0 million, in addition to the initial $75.0 million, for the s ecured revolving loan facility (the “Revolving Credit Facility”) and an additional $200.0 million under the DDTL Facility. The Third Amendment provided for additional commitments of $35.0 million under the Revolving Credit Facility. T he Fourth Amendment (1) amended the Company’s existing financial covenant to better align with its business plan and added an additional minimum liquidity covenant, (2) terminated certain DDTL commitments and reduced the Revolving Credit Facility from $135.0 million to $100.0 million, (3) introduced a minimum asset coverage ratio for any borrowing on the Revolving Credit Facility t hat would result in a total revolving exposure of more than $50.0 million, and (4) provided certain lenders with the right to appoint a representative to observe meetings of the Company’s board of directors and certain of its committees. In addition, the Fourth Amendment provided for the Company to pay a revolving credit termination fee of $0.5 million for the ratable account of each revolving lender upon the termination of all revolving loan commitments. Note that pursuant to the Fourth Amendment, upon termination of the outstanding DDTL commitments, when referring to Term Loans, it will now include the outstanding balance of the previously defined Term Loans and also the outstanding balance of the DDTL, and “DDTL” will no longer be referenced. The Fifth Amendment decreased the minimum asset coverage ratio required to be maintained by the Company as of March 31, 2024, and the Sixth Amendment decreased the minimum asset coverage ratio required to be maintained by th e Company as of June 30, 2024. The Seventh Amendment amended the Senior Secured Credit Facility to decrease the minimum asset coverage ratio and minimum liquidity covenant required to be maintained by th e Company as of September 30, 2024, and December 31, 2023, respectively. T he Eighth Amendment (1) established a new $692.0 million class of extended term loans and extended the maturity date applicable thereto to February 15, 2025, (2) reduced the aggregate revolving credit commitment amounts to an aggregate amount of $73.6 million, further reducing to $73.0 million, $72.4 million, and $71.7 million as of March 31, 2024, June 30, 2024, and September 30, 2024, respectively; and terminated an aggregate amount of $25.8 million of the non-extended revolving credit commitments, (3) created a class of non-extended term loans of $9.4 million having a maturity date of November 5, 2024, for certain Term Loan le nders that elected not to extend the maturity date applicable to those loans, (4) established a minimum asset coverage ratio covenant as of December 31, 2024, and (5) revised the minimum liquidity covenants based on the reduced revolving credit commitments. Pursuant to the amendment, the Company paid fees of $0.7 million to its lenders. After giving effect to the amendments, in aggregate, the Senior Secured Credit Facility provides for (1) an aggregate principal amount of up to $73.0 million under the Revolving Credit Facility, of which all was available to borrow as of March 31, 2024 and (2) Term Loans outstanding in an aggregate principal amount of $691.4 million as of March 31, 2024. The Term Loans bear interest on the outstanding principal amount thereof at a rate per annum equal to either (a) SOFR (subject to a floor of 0.75%) plus 6.00% in cash plus 2.00% payable in kind or (b) a base rate plus 5.00% in cash plus 2.00% payable in kind, at the Company’s option. As of October 1, 2023, the cash and paid in kind interest rate with respect to the Term Loans increased 0.50% and 1.00%, respectively. The Revolving Credit Facility accrues interest on amounts drawn at a rate per annum equal to either (a) SOFR (subject to a floor of 1.0%) plus 5.0% or (b) a base rate plus 4.0%, at the Company’s option. The Term Loans are mandatorily repayable in equal quarterly installments in an aggregate annual amount equal to 2.5% of the outstanding principal amount of the Term Loans as of the Fourth Amendment effective date, which increased to 4.75% on July 1, 2023, with the remaining balance payable on the maturity date. As of March 31, 2024, the Company has made principal payments of $235.9 million on the Term Loans. The Senior Secured Credit Facility contains customary affirmative and negative covenants and events of default and financial covenants requiring the Company and certain of its subsidiaries to maintain a minimum asset coverage ratio and minimum liquidity requirements. As of March 31, 2024, the Company was in compliance with all of the required covenants. The obligations of the Company are guaranteed by the Company’s subsidiaries and secured by a security interest in all assets of the Company, subject to certain exceptions. The Company has incurred a total of $40.9 million in debt issuance costs and debt discounts related to the Senior Secured Credit Facility, of which $33.8 million was capitalized. The costs associated with the Revolving Credit Facility are being amortized on a straight-line basis over the remaining life of the Senior Secured Credit Facility and the costs associated with the Term Loans are being amortized using the effective interest method over the same term. Total amortization of debt issuance costs was $1.5 million and $2.3 million for the three months ended March 31, 2024 and 2023, respectively, and $4.9 million and $6.3 million for the nine months ended March 31, 2024 and 2023, respectively, which was included in interest expense, net in the Company’s condensed consolidated statements of comprehensive income (loss). The Company uses derivative financial instruments to hedge against its exposure to fluctuations in interest rates associated with the Term Loans. On September 30, 2022, as a result of the Fourth Amendment, the Company terminated its existing interest rate swap indexed to 1-month LIBOR and executed a new interest rate swap indexed to 1-month SOFR. In accordance with ASC 848, Reference Rate Reform , the Company did not de-designate the interest rate swap when it was amended from LIBOR to SOFR as the Company is permitted to maintain the designation as part of the transitional relief. As of March 31, 2024, the Company’s interest rate swap is a receive-variable, pay-fixed interest rate swap on the notional amount of $325.0 million of the Company’s total outstanding Term Loans balance with a fixed rate of 6.00% plus 0.931% (the “Amended Interest Rate Swap”), which terminates on November 5, 2024. As of March 31, 2024, the Amended Interest Rate Swap had a fair value of $8.3 million and was recorded in other current assets in the condensed consolidated balance sheet. The Company classifies its Amended Interest Rate Swap as a Level 2 on the fair value hierarchy as the majority of the inputs used to value it primarily includes other than quoted prices that are observable and it uses standard calculations and models that use readily observable market data as their basis. The Company estimates that through the maturity date of November 5, 2024, $8.1 million will be reclassified into interest expense. |
Commitments and Contingencies
Commitments and Contingencies | 9 Months Ended |
Mar. 31, 2024 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | COMMITMENTS AND CONTINGENCIES Lease Obligations —Refer to Note 6 to the condensed 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 governmental inquiries in the ordinary course of business. Such matters may include insurance regulatory claims; commercial, tax, employment, or intellectual property disputes; matters relating to competition and sales practices; claims for damages arising out of the use of the Company’s services. The Company may also become subject to lawsuits related to past or future acquisitions, divestitures, or other transactions, including matters related to representations and warranties, indemnities, and assumed or retained liabilities. The Company is not currently 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; however, in the event of unexpected developments, it is possible that the ultimate resolution of certain ongoing matters, if unfavorable, could be materially adverse to our business, prospects, financial condition, liquidity, results of operation, cash flows, or capital levels. Securities Class Actions and Stockholder Derivative Suit On August 16, 2021, a putative securities class action lawsuit captioned Hartel v. SelectQuote, Inc., et al. , Case No. 1:21-cv-06903 (“the Hartel Action”) 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 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 "Hartel 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 Hartel Relevant Period. The plaintiffs seek unspecified damages and reimbursement of attorneys’ fees and certain other costs. On October 7, 2021, a putative securities class action lawsuit captioned West Palm Beach Police Pension Fund v. SelectQuote, Inc., et al. , Case No. 1:21-cv-08279 (“the WPBPPF Action”), was filed in the U.S. District Court for the Southern District of New York against the Company, two of its executive officers, and six current or former members of the Company’s Board of Directors, along with the underwriters of the Company’s initial public offering of common stock (the "Offering"). The complaint asserts claims for securities law violations on behalf of a putative class of plaintiffs who purchased shares of the Company’s common stock (i) in or traceable to the Offering or (ii) between May 20, 2020 and August 25, 2021 (the "WPB 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 financial well-being and prospects, allegedly causing the Company’s common stock to trade at artificially inflated prices during the WPB Relevant Period. The complaint also alleges the defendants violated Sections 11, 12(a)(2), and 15 of the Securities Act by making misstatements and omissions of material facts in connection with the Offering, allegedly causing a decline in the value of the Company’s common stock. The plaintiffs seek unspecified damages, rescission, and reimbursement of attorneys’ fees and certain other costs. On October 15, 2021, a motion to consolidate the Hartel Action and the WPBPPF Action was filed. On September 2, 2022, the court entered an order consolidating the Hartel and WPBPPF Actions under the caption In re SelectQuote, Inc. Securities Litigation , Case No. 1:21-cv-06903 (the “Securities Class Action”) and appointing the West Palm Beach Police Pension Fund and City of Fort Lauderdale Police & Fire Retirement System as lead plaintiffs. On November 19, 2022, plaintiffs filed an amended complaint asserting similar allegations to those alleged in the Hartel and WPBPPF Actions in addition to new allegations regarding certain defendants’ purported violation of Section 20A of the Exchange Act. The amended complaint also added Brookside Equity Partners LLC, one of the Company’s principal stockholders, as a defendant. On January 27, 2023, the Company filed a motion to dismiss the amended complaint on behalf of itself and certain of its current and former officers and directors. Plaintiffs filed an opposition to the motion to dismiss on April 5, 2023, and the Company filed its reply to plaintiffs’ opposition on May 10, 2023. On March 28, 2024, the court granted the Company’s motion to dismiss, with leave to amend. Plaintiffs’ deadline for filing a second amended complaint is May 31, 2024. On March 25, 2022, a stockholder derivative action captioned Jadlow v. Danker, et al. , Case No. 1:22-cv-00391 (“the Jadlow Action”) was filed in the U.S. District Court for the District of Delaware by an alleged stockholder of the Company, purportedly on the Company’s behalf. The lawsuit was brought against certain of the Company’s current and former directors and officers, and against the Company, as nominal defendant. The complaint alleges that certain of the defendants violated Section 14(a) 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. The complaint also asserts claims against all defendants for breach of fiduciary duty, unjust enrichment, abuse of control, gross mismanagement, and waste of corporate assets based on the same general underlying conduct and seeks contribution under Sections 10(b) and 21D of the Exchange Act and Section 11(f) of the Securities Act from the individual defendants named in the Securities Class Actions. The complaint seeks unspecified damages for the Company, restitution, reformation and improvement of its corporate governance and internal procedures regarding compliance with laws, and reimbursement of costs and attorneys’ fees. On July 25, 2022, the Jadlow action was transferred to the U.S. District Court for the Southern District of New York, where it was assigned Case No. 1:22-cv-06290 and referred to Judge Alvin K. Hellerstein as possibly related to the Hartel Action. On August 4, 2022, Judge Hellerstein accepted the Jadlow action as related to the Hartel Action and, on August 10, 2022, granted the parties’ joint stipulation to stay the Jadlow action pending the resolution of the motion to dismiss the Securities Class Action. The Company currently believes that these matters will not have a material adverse effect on its operations, financial condition or liquidity; however, depending on how the matters progress, they 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 these matters is probable and, therefore, has not accrued a liability related to these matters |
Shareholders' Equity
Shareholders' Equity | 9 Months Ended |
Mar. 31, 2024 | |
Equity [Abstract] | |
Shareholders' Equity | SHAREHOLDERS' EQUITY Common Stock —As of March 31, 2024, the Company has reserved the following authorized, but unissued, shares of common stock: Employee Stock Purchase Plan 159 Stock awards outstanding under 2020 Plan 18,457,999 Stock awards available for grant under 2020 Plan 2,849,703 Options outstanding under 2003 Plan 523,356 Total 21,831,217 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 Company’s 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 restricted stock units (“PSU's”), price-vested restricted stock units (“PVU’s”), and other forms of equity compensation (collectively, “stock awards”). All stock awards (other than ISOs, which may be granted only to current employees of the Company) may be granted to employees, non-employee directors, and consultants of the Company and its subsidiaries and affiliates. The number of shares of common stock available for issuance as of March 31, 2024, pursuant to future awards under the Company's 2020 Stock Plan is 2,849,703. 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 total 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 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 selling, general, and administrative expense in the condensed consolidated statements of comprehensive income (loss) was as follows for the periods presented: Three Months Ended March 31, Nine Months Ended March 31, (in thousands) 2024 2023 2024 2023 Share-based compensation related to: Equity classified stock options $ 673 $ 799 $ 2,109 $ 2,495 Equity classified RSU's 1,992 1,563 5,850 4,490 Equity classified PSU's — 77 33 29 Equity classified PVU's 850 486 2,520 1,384 Total $ 3,515 $ 2,925 $ 10,512 $ 8,398 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 condensed consolidated statements of comprehensive loss. During the nine months ended March 31, 2024 and 2023, there were no stock options granted. The following table summarizes stock option activity under the Stock Plans for the nine months ended March 31, 2024: Number of Options Weighted- Average Exercise Price Weighted- Average Remaining Contractual Term (in Years) Aggregate Intrinsic Value (in Thousands) Outstanding—June 30, 2023 3,847,339 $ 11.56 Options granted — — Options exercised (16,000) 0.53 Options forfeited/expired/cancelled (64,358) 7.38 Outstanding—March 31, 2024 3,766,981 $ 11.68 6.70 $ 178 Vested and exercisable—March 31, 2024 2,505,019 $ 11.77 6.35 $ 178 As of March 31, 2024, there was $2.7 million in unrecognized compensation cost related to unvested stock options granted, which is expected to be recognized over a weighted-average period of 1.34 years. The Company received less than $0.1 million of cash in connection with stock options exercised in each of the three months ended March 31, 2024 and 2023, and less than $0.1 million and $0.6 million in connection with stock options exercised during the nine months ended March 31, 2024 and 2023, respectively. Restricted Stock —The Company grants RSU's to eligible employees, non-employee directors, and contractors. These awards generally vest over a period of one The following table summarizes restricted stock unit activity under the 2020 Stock Plan for the nine months ended March 31, 2024: Number of Restricted Stock Units Weighted-Average Grant Date Fair Value Unvested as of June 30, 2023 4,911,613 $ 2.57 Granted 6,578,688 1.49 Vested (2,468,847) 2.08 Forfeited (217,727) 2.12 Unvested as of March 31, 2024 8,803,727 $ 1.91 As of March 31, 2024, there was $11.9 million of unrecognized compensation cost related to unvested restricted stock units granted, which is expected to be recognized over a weighted-average period of 1.87 years. Performance Stock — The following table summarizes performance stock unit activity under the 2020 Stock Plan for the nine months ended March 31, 2024: Number of Performance Stock Units Weighted-Average Grant Date Fair Value Unvested as of June 30, 2023 13,365 $ 17.96 Granted — — Vested (14,477) 17.95 Forfeited — — Performance adjustment (1) 1,112 — Unvested as of March 31, 2024 — $ — (1) Represents adjustments to previously granted PSU’s to reflect changes in estimates of future financial performance against targets. If certain performance metrics are met, PSU’s vest at the end of a three-year performance period. The fiscal year 2021 tranche vested on September 13, 2023, at 13% of the target and 14,477 shares were issued. The number of shares that could be earned for the fiscal year 2022 tranche is estimated to be at 0% of the target as of March 31, 2024. As such, as of March 31, 2024, there was no unrecognized compensation cost related to unvested performance stock units granted. Price-Vested Units —The Company grants PVU's to eligible employees for which vesting is subject to the fulfillment of both a service period and the achievement of stock price hurdles during the relevant performance period. The awards are divided into four separate tranches, each with a different price hurdle which is measured as the average trading price over 60 calendar days on a rolling daily basis, over a performance period of five years. An employee is eligible to vest in one-third of the awards in each tranche after each year of service, but subject to the achievement of the stock-price hurdle attached to each tranche. As a result, share-based compensation will be recognized on a straight-line basis across twelve tranches over each tranche’s requisite service period, which is the greater of the derived service period and the explicit service period. The following table summarizes the number of shares, stock price hurdles, service periods, and performance periods for each tranche, for the PVU’s awarded during the nine months ended March 31, 2024: Number of Shares per Tranche Grant Date Fair Value (per Share) Stock Price Hurdle (per Share) Performance Period Requisite Service Period Tranche 1 559,202 $ 1.85 $ 2.50 August 1, 2023 - August 1, 2028 1 year - 3 years Tranche 2 559,175 $ 1.69 $ 5.00 August 1, 2023 - August 1, 2028 1.41 years - 3 years Tranche 3 559,213 $ 1.55 $ 7.50 August 1, 2023 - August 1, 2028 1.96 years - 3 years Tranche 4 559,185 $ 1.45 $ 10.00 August 1, 2023 - August 1, 2028 2.27 years - 3 years Tranche 5 8,439 $ 0.98 $ 2.50 February 1, 2024 - February 1, 2029 1.29 years - 3 years Tranche 6 8,437 $ 0.84 $ 5.00 February 1, 2024 - February 1, 2029 2.20 years - 3 years Tranche 7 8,441 $ 0.75 $ 7.50 February 1, 2024 - February 1, 2029 2.64 years - 3 years Tranche 8 8,438 $ 0.67 $ 10.00 February 1, 2024 - February 1, 2029 2.90 years - 3 years The following table summarizes the number of shares, stock price hurdles, service periods, and performance periods for each tranche, for the PVU’s awarded during the nine months ended March 31, 2023: Number of Shares per Tranche Grant Date Fair Value (per Share) Stock Price Hurdle (per Share) Performance Period Requisite Service Period Tranche 1 1,055,674 $ 1.52 $ 4.00 August 1, 2022 - August 1, 2027 1.39 years - 3 years Tranche 2 1,055,648 $ 1.25 $ 7.50 August 1, 2022 - August 1, 2027 2.33 years - 3 years Tranche 3 1,055,674 $ 1.11 $ 10.00 August 1, 2022 - August 1, 2027 2.66 years - 3 years Tranche 4 1,055,648 $ 1.01 $ 12.50 August 1, 2022 - August 1, 2027 2.90 years - 3 years The fair value of each PVU (for purposes of calculation of share-based compensation expense) is estimated using a Monte Carlo simulation valuation model that uses assumptions determined as of the date of the grant. Use of this model requires the input of subjective assumptions and changes in the subjective assumptions can materially affect the estimate of the fair value of share-based compensation recognized in the consolidated statements of comprehensive loss. These assumptions include estimating the volatility of the Company's common stock price over the expected term, 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, the cost of equity, and the dividend yield assumption which is based on the Company's dividend payment history and management's expectations of future dividend payments. The Company used the following weighted-average assumptions for the PVU’s granted as of the date below: Shares Granted February 1, 2024 Shares Granted August 1, 2023 Shares Granted August 1, 2022 Share price as of grant date $1.11 $1.38 $1.80 Volatility 90.8% 94.3% 79.3% Risk-free interest rate 3.7% 4.1% 2.6% Cost of Equity 11.6% 9.2% 10.6% Dividend yield —% —% —% The following table summarizes price-vested stock unit activity under the 2020 Stock Plan for the nine months ended March 31, 2024: Number of Price-Vested Units Weighted-Average Grant Date Fair Value Unvested as of June 30, 2023 4,044,180 $ 1.22 Granted 2,270,530 1.62 Vested — — Forfeited (70,802) 1.36 Unvested as of March 31, 2024 6,243,908 $ 1.37 As of March 31, 2024, there was $4.1 million of unrecognized compensation cost related to unvested PVU’s granted, which is expected to be recognized over a weighted-average period of 1.45 years. ESPP — The purpose of the Company’s employee stock purchase plan (“ESPP”) is to provide the Company's eligible employees with an opportunity to purchase shares on the exercise date at a price equal to 85% of the fair market value of the Company’s common stock as of either the exercise date or the first day of the relevant offering period, whichever is lesser. The ESPP was suspended effective April 1, 2023, and as of March 31, 2024, there are 159 shares reserved for future issuance under the plan. During the nine months ended March 31, 2023, the Company issued 876,933 shares to its employees and recorded share-based compensation expense related to the ESPP of less than $0.1 million for the three months ended March 31, 2023 and $0.1 million for the nine months ended March 31, 2023. The Company received cash of less than $0.1 million in connection with ESPP purchases during the three months ended March 31, 2023, and $0.6 million in connection with ESPP purchases during the nine months ended March 31, 2023. |
Revenues from Contracts with Cu
Revenues from Contracts with Customers | 9 Months Ended |
Mar. 31, 2024 | |
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: Three Months Ended March 31, Nine Months Ended March 31, (in thousands) 2024 2023 2024 2023 Senior: Commission revenue: Medicare advantage $ 184,740 $ 156,014 $ 477,081 $ 412,850 Medicare supplement 1,027 417 2,965 1,588 Prescription drug plan 324 203 697 481 Dental, vision, and health 845 1,185 2,599 3,203 Other commission revenue 588 726 1,361 2,162 Total commission revenue 187,524 158,545 484,703 420,284 Total other revenue 16,735 26,655 57,002 66,257 Total Senior revenue 204,259 185,200 541,705 486,541 Healthcare Services: Total pharmacy revenue 120,282 66,948 323,865 159,641 Total other revenue 3,925 3,777 9,419 9,629 Total Healthcare Services revenue 124,207 70,725 333,284 169,270 Life: Commission revenue: Term 17,789 17,678 55,016 49,371 Final expense 17,537 13,804 46,139 44,357 Total commission revenue 35,326 31,482 101,155 93,728 Total other revenue 5,360 5,468 14,700 14,052 Total Life revenue 40,686 36,950 115,855 107,780 Auto & Home: Total commission revenue 8,746 7,895 27,836 21,940 Total other revenue 388 343 813 1,188 Total Auto & Home revenue 9,134 8,238 28,649 23,128 Eliminations: Total commission revenue (833) (664) (1,950) (2,325) Total other revenue (1,053) (1,051) (2,976) (3,324) Total Elimination revenue (1,886) (1,715) (4,926) (5,649) Total commission revenue 230,763 197,258 611,744 533,627 Total pharmacy revenue 120,282 66,948 323,865 159,641 Total other revenue 25,355 35,192 78,958 87,802 Total revenue $ 376,400 $ 299,398 $ 1,014,567 $ 781,070 Contract Balances —The Company has contract assets related to commissions receivable from its insurance carrier partners, with the movement over time as the policy is renewed between long-term and short-term commissions receivable and accounts receivable, net being the main activity, along with commission revenue adjustments from changes in estimates. A roll forward of commissions receivable (current and long-term) is shown below for the period presented: (in thousands) Balance as of June 30, 2023 $ 840,498 Commission revenue from revenue recognized 218,136 Net commission revenue adjustment from change in estimate 1,667 Amounts recognized as accounts receivable, net (227,178) Balance as of March 31, 2024 $ 833,123 For the nine months ended March 31, 2024, the $1.7 million net commission revenue adjustment from change in estimate includes adjustments related to revenue recognized in prior fiscal years, based on the Company’s reassessment of each of its cohorts’ transaction prices. It includes a negative adjustment of $1.8 million for Senior, a positive adjustment of $3.4 million for Auto & Home, and a positive adjustment of $0.1 million for Life. The Company’s contract liabilities on the condensed consolidated balance sheets represent unamortized upfront payments received as of March 31, 2024, for commission revenue for which the performance obligations have not yet been met and are anticipated to be recognized over the next twelve months. A roll forward of contract liabilities (current and long-term) is shown below for the period presented: (in thousands) Balance as of June 30, 2023 $ 1,691 Commission revenue recognized (27,241) Other revenue recognized (515) Amounts recognized as contract liabilities 29,720 Balance as of March 31, 2024 $ 3,655 |
Income Taxes
Income Taxes | 9 Months Ended |
Mar. 31, 2024 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | INCOME TAXES For the three months ended March 31, 2024 and 2023, the Company recognized income tax expense of $0.2 million and $3.2 million, respectively, representing effective tax rates of 1.9% and 25.4%, respectively. The differences from the federal statutory tax rate to the effective tax rates for the three months ended March 31, 2024, were primarily related to state income taxes and the recording of a valuation allowance for federal tax attributes that the Company does not expect to utilize prior to expiration. The differences from our federal statutory tax rate to the effective tax rate for the three months ended March 31, 2023, were primarily related to state income taxes, RSU vestings, and the recording of a valuation allowance for state tax attributes that the Company does not expect to utilize prior to expiration. For the nine months ended March 31, 2024 and 2023, the Company recognized income tax benefits of $1.1 million and $1.1 million, respectively, representing effective tax rates of 26.9% and 8.9%, respectively. The differences from the federal statutory tax rate to the effective tax rate for the nine months ended March 31, 2024, were primarily related to state income taxes and the recording of a valuation allowance for federal tax attributes that the Company does not expect to utilize prior to expiration. The differences from the federal statutory tax rate to the effective tax rate for the nine months ended March 31, 2023, were primarily related to state income taxes, RSU vestings, and the recording of a valuation allowance for state tax attributes that the Company does not expect to utilize prior to expiration. As of March 31, 2024, the Company has a valuation allowance of $3.6 million for deferred tax assets related to certain federal and state specific net operating losses and credits, as it is more likely than not that those assets will not be realized. As the Company is currently in a three-year cumulative loss position, it cannot consider the projections of future income as part of the valuation allowance analysis and have considered the other sources of future taxable income described under ASC 740 when evaluating the need for a valuation allowance. After evaluating these sources of taxable income, and considering the jurisdiction and character of the deferred tax assets, the Company continues to recognize its deferred tax assets as of March 31, 2024, as it believes it is more likely than not that the net deferred tax assets will be realized, outside of the deferred tax asset related to certain federal and state credits noted above where a valuation allowance has been established. |
Net Income (Loss) Per Share
Net Income (Loss) Per Share | 9 Months Ended |
Mar. 31, 2024 | |
Earnings Per Share [Abstract] | |
Net Income (Loss) Per Share | NET INCOME (LOSS) PER SHARE The Company calculates net loss per share as defined by ASC 260, Earnings per Share (“ASC 260”). Basic net loss per share (“Basic EPS”) is computed by dividing net loss attributable to common shareholders by the weighted-average common stock outstanding during the respective period. Diluted net loss per share (“Diluted EPS”) is computed by dividing net loss 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 common shares issuable upon the exercise of outstanding employee stock options, unvested RSU's, PSU’s assuming the performance conditions are satisfied as of the end of the reporting period, PVU’s assuming market conditions are satisfied as of the end of the reporting period, 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 treasury stock method for employee stock options, RSU's, PSU’s, PVU’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: Three Months Ended March 31, Nine Months Ended March 31, (in thousands, except per share amounts) 2024 2023 2024 2023 Basic: Numerator: Net income (loss) attributable to common shareholders $ 8,551 $ 9,264 $ (3,108) $ (10,706) Denominator: Weighted-average common stock outstanding 169,070 166,543 168,291 165,951 Net income (loss) per share—basic: $ 0.05 $ 0.06 $ (0.02) $ (0.06) Diluted: Numerator: Net income (loss) attributable to common and common equivalent shareholders $ 8,551 $ 9,264 $ (3,108) $ (10,706) Denominator: Weighted-average common stock outstanding 169,070 166,543 168,291 165,951 Stock options outstanding to purchase shares of common stock including unvested RSU's and from the ESPP (1) 1,886 1,362 — — Total common and common equivalent shares outstanding 170,956 167,905 168,291 165,951 Net income (loss) per share—diluted: $ 0.05 $ 0.06 $ (0.02) $ (0.06) (1) Excluded from the computation of net income (loss) per share-diluted for the nine months ended March 31, 2024 and 2023, 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 because including them would have been anti-dilutive are as follows for the periods presented: Three Months Ended March 31, Nine Months Ended March 31, (in thousands) 2024 2023 2024 2023 Stock options outstanding to purchase shares of common stock including unvested RSU's and from the ESPP 6,483 4,181 12,145 8,338 The weighted average potential shares of common stock that were excluded from the calculation of net income (loss) per share-diluted because the performance or market conditions associated with these awards were not met are as follows for the periods presented: Three Months Ended March 31, Nine Months Ended March 31, (in thousands) 2024 2023 2024 2023 Shares subject to outstanding PVU’s 6,244 4,100 6,268 4,158 Shares subject to outstanding PSU's — 10 — 7 Total 6,244 4,110 6,268 4,165 |
Segment Information
Segment Information | 9 Months Ended |
Mar. 31, 2024 | |
Segment Reporting [Abstract] | |
Segment Information | SEGMENT INFORMATION The Company’s operating and reportable segments have been determined in accordance with ASC 280, Segment Reporting (“ASC 280”). The Company has four reportable segments: i) Senior, ii) Healthcare Services, iii) Life, and iv) Auto & Home. The Company includes non-operating activity, share-based compensation expense, certain intersegment eliminations, and the costs of providing corporate and other administrative services in its administrative division in Corporate & Eliminations. These services and activities are not directly identifiable with the Company’s reportable segments and are shown in the tables below to reconcile the reportable segments to the condensed consolidated financial statements. The Company has not aggregated any operating segments into 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, cost of goods sold-pharmacy revenue, marketing and advertising, selling, general, and administrative, 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, selling, general, and administrative, 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, cost of goods sold, marketing and advertising, technical development, and selling, 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; and non-recurring expenses such as severance payments and transaction costs. Our CODM does not separately evaluate assets by segment, with the exception of commissions receivable; therefore, assets by segment are not presented. The following table presents information about the reportable segments for the three months ended March 31, 2024: (in thousands) Senior Healthcare Services Life Auto & Home Corp & Elims Consolidated Revenue $ 204,259 $ 124,207 $ 40,686 $ 9,134 $ (1,886) (1) $ 376,400 Operating expenses (142,765) (122,598) (37,548) (5,524) (21,355) (2) (329,790) Other income (expense), net — — — (1) (11) (12) Adjusted EBITDA $ 61,494 $ 1,609 $ 3,138 $ 3,609 $ (23,252) 46,598 Share-based compensation expense (3,515) Transaction costs (3) (3,325) Depreciation and amortization (6,704) Loss on disposal of property, equipment, and software (4) Interest expense, net (24,330) Income tax expense (169) Net income $ 8,551 (1) Revenue in the Corp & Elims division represents intercompany revenue eliminated between segments, including for lead generation referrals from InsideResponse (within Senior) and referrals between the other segments. (2) Operating expenses in the Corp & Elims division primarily include $16.2 million in salaries and benefits for certain general, administrative, and IT related departments and $3.9 million in professional services fees. (3) These expenses primarily consist of financing transaction costs and non-restructuring severance expenses. The following table presents information about the reportable segments for the three months ended March 31, 2023: (in thousands) Senior Healthcare Services Life Auto & Home Corp & Elims Consolidated Revenue $ 185,200 $ 70,725 $ 36,950 $ 8,238 $ (1,715) (1) $ 299,398 Operating expenses (126,034) (74,091) (31,446) (5,648) (17,947) (2) (255,166) Other income (expense), net — — (201) 1 (6) (206) Adjusted EBITDA $ 59,166 $ (3,366) $ 5,303 $ 2,591 $ (19,668) 44,026 Share-based compensation expense (2,959) Transaction costs (3) (433) Depreciation and amortization (7,098) Loss on disposal of property, equipment, and software (15) Interest expense, net (21,105) Income tax expense (3,152) Net income $ 9,264 (1) Revenue in the Corp & Elims division represents intercompany revenue eliminated between segments, including for lead generation referrals from InsideResponse (within Senior) and referrals between the other segments. (2) Operating expenses in the Corp & Elims division primarily include $12.6 million in salaries and benefits for certain general, administrative, and IT related departments and $4.6 million in professional services fees. (3) These expenses consist of costs related to the Senior Secured Credit Facility and non-restructuring severance expenses. The following table presents information about the reportable segments for the nine months ended March 31, 2024: (in thousands) Senior Healthcare Services Life Auto & Home Corp & Elims Consolidated Revenue $ 541,705 $ 333,284 $ 115,855 $ 28,649 $ (4,926) (1) $ 1,014,567 Operating expenses (402,834) (326,373) (102,910) (16,994) (62,770) (2) (911,881) Other income (expense), net — — — (1) (50) (51) Adjusted EBITDA $ 138,871 $ 6,911 $ 12,945 $ 11,654 $ (67,746) 102,635 Share-based compensation expense (10,512) Transaction costs (3) (7,629) Depreciation and amortization (18,591) Loss on disposal of property, equipment, and software (13) Interest expense, net (70,141) Income tax benefit 1,143 Net loss $ (3,108) (1) Revenue in the Corp & Elims division represents intercompany revenue eliminated between segments primarily for lead generation referrals from InsideResponse (within Senior) to the other segments. (2) Operating expenses in the Corp & Elims division primarily include $46.7 million in salaries and benefits for certain general, administrative, and IT related departments and $12.0 million in professional services fees. (3) These expenses primarily consist of financing transaction costs and non-restructuring severance expenses. The following table presents information about the reportable segments for the nine months ended March 31, 2023: (in thousands) Senior Healthcare Services Life Auto & Home Corp & Elims Consolidated Revenue $ 486,541 $ 169,270 $ 107,780 $ 23,128 $ (5,649) (1) $ 781,070 Operating expenses (347,608) (193,726) (91,409) (15,812) (52,270) (2) (700,825) Other income (expense), net — — — (1) (117) (118) Adjusted EBITDA $ 138,933 $ (24,456) $ 16,371 $ 7,315 $ (58,036) 80,127 Share-based compensation expense (8,525) Transaction costs (3) (3,003) Depreciation and amortization (21,087) Loss on disposal of property, equipment, and software (386) Interest expense, net (58,885) Income tax benefit 1,053 Net loss $ (10,706) (1) Revenue in the Corp & Elims division represents intercompany revenue eliminated between segments primarily for lead generation referrals from InsideResponse (within Senior) to the other segments. (2) Operating expenses in the Corp & Elims division primarily include $36.8 million in salaries and benefits for certain general, administrative, and IT related departments and $13.8 million in professional services fees. (3)These expenses primarily consist of costs related to the Fourth Amendment to the Senior Secured Credit Facility and non-restructuring severance expenses. Revenues from each of the reportable segments are earned from transactions in the United States and follow the same accounting policies used for the Company’s condensed consolidated financial statements. All of the Company’s long-lived assets are located in the United States. For the three months ended March 31, 2024, three customers accounted for 27% (UHC), 20% (Aetna), and 18% (Humana) of total revenue. For the three months ended March 31, 2023, three customers accounted for 31% (UHC), 24% (Humana), and 8% (Wellcare) of total revenue. For the nine months ended March 31, 2024, three customers accounted for 30% (UHC), 18% (Humana), and 15% (Aetna) of total revenue. For the nine months ended March 31, 2023, three customers accounted for 31% (UHC), 21% (Humana), and 10% (Wellcare) of total revenue. For all periods presented, the revenue was provided by both the Senior and Healthcare Services segments. |
Pay vs Performance Disclosure
Pay vs Performance Disclosure - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Mar. 31, 2024 | Mar. 31, 2023 | Mar. 31, 2024 | Mar. 31, 2023 | |
Pay vs Performance Disclosure | ||||
Net loss | $ 8,551 | $ 9,264 | $ (3,108) | $ (10,706) |
Insider Trading Arrangements
Insider Trading Arrangements | 3 Months Ended |
Mar. 31, 2024 | |
Trading Arrangements, by Individual | |
Rule 10b5-1 Arrangement Adopted | false |
Non-Rule 10b5-1 Arrangement Adopted | false |
Rule 10b5-1 Arrangement Terminated | false |
Non-Rule 10b5-1 Arrangement Terminated | false |
Summary of Business and Signi_2
Summary of Business and Significant Accounting Policies (Policies) | 9 Months Ended |
Mar. 31, 2024 | |
Accounting Policies [Abstract] | |
Description of Business | Description of Business —SelectQuote, Inc. (together with its subsidiaries, the “Company” or “SelectQuote”) is a leading technology-enabled, direct-to-consumer distribution platform for insurance products and healthcare services. We contract with insurance carriers to sell senior health, life, and auto and home insurance policies by telephone to individuals throughout the United States through the use of multi-channel marketing and advertising campaigns. SelectQuote’s Senior division (“Senior”) sells Medicare Advantage, Medicare Supplement, Medicare Part D, and other ancillary senior health insurance related products. SelectQuote’s Life division (“Life”) sells term life, final expense, and other ancillary products, and SelectQuote’s Auto & Home division (“Auto & Home”) primarily sells non-commercial auto and home, property and casualty insurance products. The Healthcare Services division (“Healthcare Services”) includes SelectRx and Population Health. SelectRx is a Patient-Centered Pharmacy Home™ (“PCPH”) accredited pharmacy, which offers essential prescription medications, OTC medications, customized medication packaging, and medication therapy management, providing long-term pharmacy care that enables patients to optimize medication adherence to drive positive health outcomes while enabling patients to remain at home. Population Health helps members understand the benefits available under their health plans, contracts with insurance carriers to complete health-risk assessments (“HRA”) on members, partners with value-based care (“VBC”) providers for a variety of healthcare-related services, and introduces members to the pharmacy services offered through SelectRx. |
Basis of Presentation | Basis of Presentation |
Use of Estimates | Use of Estimates —The preparation of condensed consolidated financial statements in conformity with accounting principles generally accepted in the United States 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, accounts receivable, net, 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. |
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. |
Recent Accounting Pronouncements Adopted | Recent Accounting Pronouncements Adopted —The Company did not adopt any new accounting pronouncements during the nine months ended March 31, 2024. |
Acquisitions (Tables)
Acquisitions (Tables) | 9 Months Ended |
Mar. 31, 2024 | |
Business Combination and Asset Acquisition [Abstract] | |
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 Significant unobservable inputs for the asset or liability |
Property And Equipment_Net (Tab
Property And Equipment—Net (Tables) | 9 Months Ended |
Mar. 31, 2024 | |
Property, Plant and Equipment [Abstract] | |
Property and Equipment | Property and equipment—net consisted of the following: (in thousands) March 31, 2024 June 30, 2023 Computer hardware $ 20,012 $ 20,970 Machinery and equipment (1) 15,700 14,825 Leasehold improvements 19,033 20,422 Furniture and fixtures 4,669 4,591 Work in progress 3,310 338 Total 62,724 61,146 Less accumulated depreciation (40,188) (33,694) Property and equipment—net $ 22,536 $ 27,452 (1) Includes financing lease right-of-use assets. |
Software_Net (Tables)
Software—Net (Tables) | 9 Months Ended |
Mar. 31, 2024 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Capitalized Software | Software—net consisted of the following: (in thousands) March 31, 2024 June 30, 2023 Software $ 38,601 $ 35,945 Work in progress 95 143 Total 38,696 36,088 Less accumulated amortization (24,744) (21,348) Software—net $ 13,952 $ 14,740 |
Intangible Assets and Goodwill
Intangible Assets and Goodwill (Tables) | 9 Months Ended |
Mar. 31, 2024 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Indefinite-Lived Intangible Assets | The carrying amounts, accumulated amortization, and net carrying value of our definite-lived intangible assets are presented in the table below (dollars in thousands): March 31, 2024 June 30, 2023 Gross Carrying Amount Accumulated Amortization Net Carrying Amount Gross Carrying Amount Impairment Charges (1) Accumulated Amortization Net Carrying Amount Customer relationships $ 17,492 $ (10,356) $ 7,136 $ 17,492 $ — $ (8,617) $ 8,875 Trade name 2,680 (2,100) 580 2,680 — (1,697) 983 Proprietary software 1,042 (875) 167 1,042 — (758) 284 Non-compete agreements 100 (57) 43 1,292 (533) (701) 58 Vendor relationships — — — 20,400 (15,111) (5,289) — Total intangible assets $ 21,314 $ (13,388) $ 7,926 $ 42,906 $ (15,644) $ (17,062) $ 10,200 (1) During the year ended June 30, 2023, the Company recorded impairment charges for its long-lived intangible assets recognized as part of the acquisition of a lead distribution company. Refer to the consolidated financial statements in our Annual Report on Form 10-K for additional details. |
Schedule of Future Amortization Expense | As of March 31, 2024, expected amortization expense in future fiscal periods were as follows (in thousands): Trade Name Proprietary Software Non-Compete Agreements Customer relationships Total Remainder fiscal 2024 $ 133 $ 39 $ 5 $ 580 $ 757 2025 447 128 20 2,316 2,911 2026 — — 18 2,313 2,331 2027 — — — 1,927 1,927 Total $ 580 $ 167 $ 43 $ 7,136 $ 7,926 |
Leases (Tables)
Leases (Tables) | 9 Months Ended |
Mar. 31, 2024 | |
Leases [Abstract] | |
Schedule of Lease Costs and Supplemental Information | The components of lease costs were as follows for the periods presented: Three Months Ended March 31, Nine Months Ended March 31, (in thousands) 2024 2023 2024 2023 Finance lease costs (1) $ 41 $ 43 $ 125 $ 129 Operating lease costs (2) 1,271 1,953 4,371 5,998 Short-term lease costs 61 74 183 137 Variable lease costs (3) 203 (6) 498 404 Sublease income (574) (671) (1,721) (1,756) Total net lease costs $ 1,002 $ 1,393 $ 3,456 $ 4,912 (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 condensed consolidated statements of comprehensive income (loss). (2) Recorded in operating costs and expenses in the condensed consolidated statements of comprehensive income (loss). (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 condensed consolidated statements of comprehensive income (loss). |
Schedule of Maturity of Operating Lease Liabilities | Maturities of Lease Liabilities —As of March 31, 2024, 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 Remainder fiscal 2024 $ 1,915 $ 42 $ 1,957 2025 7,257 140 7,397 2026 6,708 38 6,746 2027 5,389 32 5,421 2028 4,832 — 4,832 Thereafter 11,025 — 11,025 Total undiscounted lease payments 37,126 252 37,378 Less: interest 10,137 19 10,156 Present value of lease liabilities $ 26,989 $ 233 $ 27,222 |
Schedule of Maturity of Finance Lease Liabilities | Maturities of Lease Liabilities —As of March 31, 2024, 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 Remainder fiscal 2024 $ 1,915 $ 42 $ 1,957 2025 7,257 140 7,397 2026 6,708 38 6,746 2027 5,389 32 5,421 2028 4,832 — 4,832 Thereafter 11,025 — 11,025 Total undiscounted lease payments 37,126 252 37,378 Less: interest 10,137 19 10,156 Present value of lease liabilities $ 26,989 $ 233 $ 27,222 |
Sublease, Future Minimum Receipts, Fiscal Year Maturity | Sublease Income —As of March 31, 2024, the future minimum fixed sublease receipts under non-cancelable operating lease agreements are as follows: (in thousands) Total Remainder fiscal 2024 $ 632 2025 2,548 2026 2,587 2027 2,180 2028 1,931 Thereafter 2,092 Total sublease income $ 11,970 |
Debt (Tables)
Debt (Tables) | 9 Months Ended |
Mar. 31, 2024 | |
Debt Disclosure [Abstract] | |
Schedule of Long-term Debt Instruments | Debt consisted of the following: (in thousands) March 31, 2024 June 30, 2023 Term Loans (effective interest rate 14.8%) $ 691,420 $ 707,509 Unamortized debt issuance costs and debt discount (5,372) (9,001) Total debt 686,048 698,508 Less current portion of long-term debt: (37,717) (33,883) Long-term debt $ 648,331 $ 664,625 |
Shareholders' Equity (Tables)
Shareholders' Equity (Tables) | 9 Months Ended |
Mar. 31, 2024 | |
Equity [Abstract] | |
Schedule of Stock by Class | As of March 31, 2024, the Company has reserved the following authorized, but unissued, shares of common stock: Employee Stock Purchase Plan 159 Stock awards outstanding under 2020 Plan 18,457,999 Stock awards available for grant under 2020 Plan 2,849,703 Options outstanding under 2003 Plan 523,356 Total 21,831,217 |
Schedule of Share-Based Compensation Activity | Total share-based compensation for stock awards included in selling, general, and administrative expense in the condensed consolidated statements of comprehensive income (loss) was as follows for the periods presented: Three Months Ended March 31, Nine Months Ended March 31, (in thousands) 2024 2023 2024 2023 Share-based compensation related to: Equity classified stock options $ 673 $ 799 $ 2,109 $ 2,495 Equity classified RSU's 1,992 1,563 5,850 4,490 Equity classified PSU's — 77 33 29 Equity classified PVU's 850 486 2,520 1,384 Total $ 3,515 $ 2,925 $ 10,512 $ 8,398 |
Schedule of Stock Options Roll Forward | The following table summarizes stock option activity under the Stock Plans for the nine months ended March 31, 2024: Number of Options Weighted- Average Exercise Price Weighted- Average Remaining Contractual Term (in Years) Aggregate Intrinsic Value (in Thousands) Outstanding—June 30, 2023 3,847,339 $ 11.56 Options granted — — Options exercised (16,000) 0.53 Options forfeited/expired/cancelled (64,358) 7.38 Outstanding—March 31, 2024 3,766,981 $ 11.68 6.70 $ 178 Vested and exercisable—March 31, 2024 2,505,019 $ 11.77 6.35 $ 178 |
Schedule of Restricted Stock Unit Activity | The following table summarizes restricted stock unit activity under the 2020 Stock Plan for the nine months ended March 31, 2024: Number of Restricted Stock Units Weighted-Average Grant Date Fair Value Unvested as of June 30, 2023 4,911,613 $ 2.57 Granted 6,578,688 1.49 Vested (2,468,847) 2.08 Forfeited (217,727) 2.12 Unvested as of March 31, 2024 8,803,727 $ 1.91 |
Schedule of Performance Stock Activity | The following table summarizes performance stock unit activity under the 2020 Stock Plan for the nine months ended March 31, 2024: Number of Performance Stock Units Weighted-Average Grant Date Fair Value Unvested as of June 30, 2023 13,365 $ 17.96 Granted — — Vested (14,477) 17.95 Forfeited — — Performance adjustment (1) 1,112 — Unvested as of March 31, 2024 — $ — (1) Represents adjustments to previously granted PSU’s to reflect changes in estimates of future financial performance against targets. |
Schedule of Share-Based Compensation Arrangements by Share-Based Payment Award | The following table summarizes the number of shares, stock price hurdles, service periods, and performance periods for each tranche, for the PVU’s awarded during the nine months ended March 31, 2024: Number of Shares per Tranche Grant Date Fair Value (per Share) Stock Price Hurdle (per Share) Performance Period Requisite Service Period Tranche 1 559,202 $ 1.85 $ 2.50 August 1, 2023 - August 1, 2028 1 year - 3 years Tranche 2 559,175 $ 1.69 $ 5.00 August 1, 2023 - August 1, 2028 1.41 years - 3 years Tranche 3 559,213 $ 1.55 $ 7.50 August 1, 2023 - August 1, 2028 1.96 years - 3 years Tranche 4 559,185 $ 1.45 $ 10.00 August 1, 2023 - August 1, 2028 2.27 years - 3 years Tranche 5 8,439 $ 0.98 $ 2.50 February 1, 2024 - February 1, 2029 1.29 years - 3 years Tranche 6 8,437 $ 0.84 $ 5.00 February 1, 2024 - February 1, 2029 2.20 years - 3 years Tranche 7 8,441 $ 0.75 $ 7.50 February 1, 2024 - February 1, 2029 2.64 years - 3 years Tranche 8 8,438 $ 0.67 $ 10.00 February 1, 2024 - February 1, 2029 2.90 years - 3 years The following table summarizes the number of shares, stock price hurdles, service periods, and performance periods for each tranche, for the PVU’s awarded during the nine months ended March 31, 2023: Number of Shares per Tranche Grant Date Fair Value (per Share) Stock Price Hurdle (per Share) Performance Period Requisite Service Period Tranche 1 1,055,674 $ 1.52 $ 4.00 August 1, 2022 - August 1, 2027 1.39 years - 3 years Tranche 2 1,055,648 $ 1.25 $ 7.50 August 1, 2022 - August 1, 2027 2.33 years - 3 years Tranche 3 1,055,674 $ 1.11 $ 10.00 August 1, 2022 - August 1, 2027 2.66 years - 3 years Tranche 4 1,055,648 $ 1.01 $ 12.50 August 1, 2022 - August 1, 2027 2.90 years - 3 years |
Schedule of Stock Options, Valuation Assumptions | The Company used the following weighted-average assumptions for the PVU’s granted as of the date below: Shares Granted February 1, 2024 Shares Granted August 1, 2023 Shares Granted August 1, 2022 Share price as of grant date $1.11 $1.38 $1.80 Volatility 90.8% 94.3% 79.3% Risk-free interest rate 3.7% 4.1% 2.6% Cost of Equity 11.6% 9.2% 10.6% Dividend yield —% —% —% |
Schedule of Nonvested Share Activity | The following table summarizes price-vested stock unit activity under the 2020 Stock Plan for the nine months ended March 31, 2024: Number of Price-Vested Units Weighted-Average Grant Date Fair Value Unvested as of June 30, 2023 4,044,180 $ 1.22 Granted 2,270,530 1.62 Vested — — Forfeited (70,802) 1.36 Unvested as of March 31, 2024 6,243,908 $ 1.37 |
Revenue from Contracts with Cus
Revenue from Contracts with Customers (Tables) | 9 Months Ended |
Mar. 31, 2024 | |
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: Three Months Ended March 31, Nine Months Ended March 31, (in thousands) 2024 2023 2024 2023 Senior: Commission revenue: Medicare advantage $ 184,740 $ 156,014 $ 477,081 $ 412,850 Medicare supplement 1,027 417 2,965 1,588 Prescription drug plan 324 203 697 481 Dental, vision, and health 845 1,185 2,599 3,203 Other commission revenue 588 726 1,361 2,162 Total commission revenue 187,524 158,545 484,703 420,284 Total other revenue 16,735 26,655 57,002 66,257 Total Senior revenue 204,259 185,200 541,705 486,541 Healthcare Services: Total pharmacy revenue 120,282 66,948 323,865 159,641 Total other revenue 3,925 3,777 9,419 9,629 Total Healthcare Services revenue 124,207 70,725 333,284 169,270 Life: Commission revenue: Term 17,789 17,678 55,016 49,371 Final expense 17,537 13,804 46,139 44,357 Total commission revenue 35,326 31,482 101,155 93,728 Total other revenue 5,360 5,468 14,700 14,052 Total Life revenue 40,686 36,950 115,855 107,780 Auto & Home: Total commission revenue 8,746 7,895 27,836 21,940 Total other revenue 388 343 813 1,188 Total Auto & Home revenue 9,134 8,238 28,649 23,128 Eliminations: Total commission revenue (833) (664) (1,950) (2,325) Total other revenue (1,053) (1,051) (2,976) (3,324) Total Elimination revenue (1,886) (1,715) (4,926) (5,649) Total commission revenue 230,763 197,258 611,744 533,627 Total pharmacy revenue 120,282 66,948 323,865 159,641 Total other revenue 25,355 35,192 78,958 87,802 Total revenue $ 376,400 $ 299,398 $ 1,014,567 $ 781,070 |
Schedule of Activity in Commissions Receivable | A roll forward of commissions receivable (current and long-term) is shown below for the period presented: (in thousands) Balance as of June 30, 2023 $ 840,498 Commission revenue from revenue recognized 218,136 Net commission revenue adjustment from change in estimate 1,667 Amounts recognized as accounts receivable, net (227,178) Balance as of March 31, 2024 $ 833,123 |
Contract with Customer, Contract Asset, Contract Liability, and Receivable | A roll forward of contract liabilities (current and long-term) is shown below for the period presented: (in thousands) Balance as of June 30, 2023 $ 1,691 Commission revenue recognized (27,241) Other revenue recognized (515) Amounts recognized as contract liabilities 29,720 Balance as of March 31, 2024 $ 3,655 |
Net Income (Loss) Per Share (Ta
Net Income (Loss) Per Share (Tables) | 9 Months Ended |
Mar. 31, 2024 | |
Earnings Per Share [Abstract] | |
Schedule of Income (Loss) Per Share, Basic and Diluted | The following table sets forth the computation of net income (loss) per share for the periods presented: Three Months Ended March 31, Nine Months Ended March 31, (in thousands, except per share amounts) 2024 2023 2024 2023 Basic: Numerator: Net income (loss) attributable to common shareholders $ 8,551 $ 9,264 $ (3,108) $ (10,706) Denominator: Weighted-average common stock outstanding 169,070 166,543 168,291 165,951 Net income (loss) per share—basic: $ 0.05 $ 0.06 $ (0.02) $ (0.06) Diluted: Numerator: Net income (loss) attributable to common and common equivalent shareholders $ 8,551 $ 9,264 $ (3,108) $ (10,706) Denominator: Weighted-average common stock outstanding 169,070 166,543 168,291 165,951 Stock options outstanding to purchase shares of common stock including unvested RSU's and from the ESPP (1) 1,886 1,362 — — Total common and common equivalent shares outstanding 170,956 167,905 168,291 165,951 Net income (loss) per share—diluted: $ 0.05 $ 0.06 $ (0.02) $ (0.06) (1) Excluded from the computation of net income (loss) per share-diluted for the nine months ended March 31, 2024 and 2023, because the effect would have been anti-dilutive. |
Schedule of Antidilutive Securities Excluded from Computation of Income (Loss) Per Share | The weighted average potential shares of common stock that were excluded from the calculation of net income (loss) per share-diluted because including them would have been anti-dilutive are as follows for the periods presented: Three Months Ended March 31, Nine Months Ended March 31, (in thousands) 2024 2023 2024 2023 Stock options outstanding to purchase shares of common stock including unvested RSU's and from the ESPP 6,483 4,181 12,145 8,338 The weighted average potential shares of common stock that were excluded from the calculation of net income (loss) per share-diluted because the performance or market conditions associated with these awards were not met are as follows for the periods presented: Three Months Ended March 31, Nine Months Ended March 31, (in thousands) 2024 2023 2024 2023 Shares subject to outstanding PVU’s 6,244 4,100 6,268 4,158 Shares subject to outstanding PSU's — 10 — 7 Total 6,244 4,110 6,268 4,165 |
Segment Information (Tables)
Segment Information (Tables) | 9 Months Ended |
Mar. 31, 2024 | |
Segment Reporting [Abstract] | |
Schedule of Segment Reporting Information, by Segment | The following table presents information about the reportable segments for the three months ended March 31, 2024: (in thousands) Senior Healthcare Services Life Auto & Home Corp & Elims Consolidated Revenue $ 204,259 $ 124,207 $ 40,686 $ 9,134 $ (1,886) (1) $ 376,400 Operating expenses (142,765) (122,598) (37,548) (5,524) (21,355) (2) (329,790) Other income (expense), net — — — (1) (11) (12) Adjusted EBITDA $ 61,494 $ 1,609 $ 3,138 $ 3,609 $ (23,252) 46,598 Share-based compensation expense (3,515) Transaction costs (3) (3,325) Depreciation and amortization (6,704) Loss on disposal of property, equipment, and software (4) Interest expense, net (24,330) Income tax expense (169) Net income $ 8,551 (1) Revenue in the Corp & Elims division represents intercompany revenue eliminated between segments, including for lead generation referrals from InsideResponse (within Senior) and referrals between the other segments. (2) Operating expenses in the Corp & Elims division primarily include $16.2 million in salaries and benefits for certain general, administrative, and IT related departments and $3.9 million in professional services fees. (3) These expenses primarily consist of financing transaction costs and non-restructuring severance expenses. The following table presents information about the reportable segments for the three months ended March 31, 2023: (in thousands) Senior Healthcare Services Life Auto & Home Corp & Elims Consolidated Revenue $ 185,200 $ 70,725 $ 36,950 $ 8,238 $ (1,715) (1) $ 299,398 Operating expenses (126,034) (74,091) (31,446) (5,648) (17,947) (2) (255,166) Other income (expense), net — — (201) 1 (6) (206) Adjusted EBITDA $ 59,166 $ (3,366) $ 5,303 $ 2,591 $ (19,668) 44,026 Share-based compensation expense (2,959) Transaction costs (3) (433) Depreciation and amortization (7,098) Loss on disposal of property, equipment, and software (15) Interest expense, net (21,105) Income tax expense (3,152) Net income $ 9,264 (1) Revenue in the Corp & Elims division represents intercompany revenue eliminated between segments, including for lead generation referrals from InsideResponse (within Senior) and referrals between the other segments. (2) Operating expenses in the Corp & Elims division primarily include $12.6 million in salaries and benefits for certain general, administrative, and IT related departments and $4.6 million in professional services fees. (3) These expenses consist of costs related to the Senior Secured Credit Facility and non-restructuring severance expenses. The following table presents information about the reportable segments for the nine months ended March 31, 2024: (in thousands) Senior Healthcare Services Life Auto & Home Corp & Elims Consolidated Revenue $ 541,705 $ 333,284 $ 115,855 $ 28,649 $ (4,926) (1) $ 1,014,567 Operating expenses (402,834) (326,373) (102,910) (16,994) (62,770) (2) (911,881) Other income (expense), net — — — (1) (50) (51) Adjusted EBITDA $ 138,871 $ 6,911 $ 12,945 $ 11,654 $ (67,746) 102,635 Share-based compensation expense (10,512) Transaction costs (3) (7,629) Depreciation and amortization (18,591) Loss on disposal of property, equipment, and software (13) Interest expense, net (70,141) Income tax benefit 1,143 Net loss $ (3,108) (1) Revenue in the Corp & Elims division represents intercompany revenue eliminated between segments primarily for lead generation referrals from InsideResponse (within Senior) to the other segments. (2) Operating expenses in the Corp & Elims division primarily include $46.7 million in salaries and benefits for certain general, administrative, and IT related departments and $12.0 million in professional services fees. (3) These expenses primarily consist of financing transaction costs and non-restructuring severance expenses. The following table presents information about the reportable segments for the nine months ended March 31, 2023: (in thousands) Senior Healthcare Services Life Auto & Home Corp & Elims Consolidated Revenue $ 486,541 $ 169,270 $ 107,780 $ 23,128 $ (5,649) (1) $ 781,070 Operating expenses (347,608) (193,726) (91,409) (15,812) (52,270) (2) (700,825) Other income (expense), net — — — (1) (117) (118) Adjusted EBITDA $ 138,933 $ (24,456) $ 16,371 $ 7,315 $ (58,036) 80,127 Share-based compensation expense (8,525) Transaction costs (3) (3,003) Depreciation and amortization (21,087) Loss on disposal of property, equipment, and software (386) Interest expense, net (58,885) Income tax benefit 1,053 Net loss $ (10,706) (1) Revenue in the Corp & Elims division represents intercompany revenue eliminated between segments primarily for lead generation referrals from InsideResponse (within Senior) to the other segments. (2) Operating expenses in the Corp & Elims division primarily include $36.8 million in salaries and benefits for certain general, administrative, and IT related departments and $13.8 million in professional services fees. (3)These expenses primarily consist of costs related to the Fourth Amendment to the Senior Secured Credit Facility and non-restructuring severance expenses. |
Acquisitions - Narrative (Detai
Acquisitions - Narrative (Details) $ in Millions | 9 Months Ended | 12 Months Ended | ||
Aug. 31, 2021 USD ($) | Apr. 30, 2021 USD ($) provision | Mar. 31, 2024 USD ($) | Jun. 30, 2023 USD ($) | |
Business Acquisition [Line Items] | ||||
Weighted average useful life (in years) | 2 years 10 months 24 days | 3 years 7 months 6 days | ||
Express Med Pharmaceutical Inc | ||||
Business Acquisition [Line Items] | ||||
Percentage of voting interests acquired (in percent) | 100% | |||
Total purchase consideration | $ 24 | |||
Cash acquired from acquisition | 17.5 | |||
Holdback for indemnification claims | 2.5 | |||
Contingent consideration, liability | $ 4 | |||
Number of provisions | provision | 2 | |||
Contingent consideration payment for provision one | $ 3 | |||
Contingent consideration provision two | 1 | |||
Remaining holdback for indemnification claims | $ 2.4 | |||
Express Med Pharmaceutical Inc | Minimum | ||||
Business Acquisition [Line Items] | ||||
Weighted average useful life (in years) | 1 year | |||
Express Med Pharmaceutical Inc | Maximum | ||||
Business Acquisition [Line Items] | ||||
Total purchase consideration | $ 24 | |||
Weighted average useful life (in years) | 5 years | |||
Express Med Pharmaceutical Inc | Senior | ||||
Business Acquisition [Line Items] | ||||
Business acquisition, goodwill, expected tax deductible amount | $ 16.3 | |||
Simple Meds | ||||
Business Acquisition [Line Items] | ||||
Percentage of voting interests acquired (in percent) | 100% | |||
Payments to acquire businesses, gross | $ 7 | |||
Simple Meds | Senior | ||||
Business Acquisition [Line Items] | ||||
Business acquisition, goodwill, expected tax deductible amount | $ 5.6 |
Property And Equipment_Net - Su
Property And Equipment—Net - Summary (Details) - USD ($) $ in Thousands | Mar. 31, 2024 | Jun. 30, 2023 |
Property, Plant and Equipment [Line Items] | ||
Total | $ 62,724 | $ 61,146 |
Less accumulated depreciation | (40,188) | (33,694) |
Property and equipment—net | 22,536 | 27,452 |
Computer hardware | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 20,012 | 20,970 |
Machinery and equipment | ||
Property, Plant and Equipment [Line Items] | ||
Total | 15,700 | 14,825 |
Leasehold improvements | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 19,033 | 20,422 |
Furniture and fixtures | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 4,669 | 4,591 |
Work in progress | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | $ 3,310 | $ 338 |
Property And Equipment_Net - Na
Property And Equipment—Net - Narrative (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Mar. 31, 2024 | Mar. 31, 2023 | Mar. 31, 2024 | Mar. 31, 2023 | |
Property, Plant and Equipment [Abstract] | ||||
Depreciation | $ 3.3 | $ 3.7 | $ 9.4 | $ 10.9 |
Software_Net - Summary (Details
Software—Net - Summary (Details) - USD ($) $ in Thousands | Mar. 31, 2024 | Jun. 30, 2023 |
Finite-Lived Intangible Assets [Line Items] | ||
Total | $ 38,696 | $ 36,088 |
Less accumulated amortization | (24,744) | (21,348) |
Software—net | 13,952 | 14,740 |
Software | ||
Finite-Lived Intangible Assets [Line Items] | ||
Total | 38,601 | 35,945 |
Work in progress | ||
Finite-Lived Intangible Assets [Line Items] | ||
Total | $ 95 | $ 143 |
Software_Net - Narrative (Detai
Software—Net - Narrative (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Mar. 31, 2024 | Mar. 31, 2023 | Mar. 31, 2024 | Mar. 31, 2023 | |
Goodwill and Intangible Assets Disclosure [Abstract] | ||||
Capitalized software costs in the period | $ 2.2 | $ 1.8 | $ 6.1 | $ 5.7 |
Capitalized software amortization | $ (2.6) | $ (2) | $ (6.9) | $ (5.9) |
Intangible Assets and Goodwil_2
Intangible Assets and Goodwill - Carrying Amounts Intangible Assets (Details) - USD ($) $ in Thousands | Mar. 31, 2024 | Jun. 30, 2023 |
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | $ 21,314 | $ 42,906 |
Accumulated Amortization | (13,388) | (17,062) |
Net Carrying Amount | 7,926 | 10,200 |
Impairment Charges | (15,644) | |
Customer relationships | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 17,492 | 17,492 |
Accumulated Amortization | (10,356) | (8,617) |
Net Carrying Amount | 7,136 | 8,875 |
Impairment Charges | 0 | |
Trade name | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 2,680 | 2,680 |
Accumulated Amortization | (2,100) | (1,697) |
Net Carrying Amount | 580 | 983 |
Impairment Charges | 0 | |
Proprietary software | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 1,042 | 1,042 |
Accumulated Amortization | (875) | (758) |
Net Carrying Amount | 167 | 284 |
Impairment Charges | 0 | |
Non-compete agreements | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 100 | 1,292 |
Accumulated Amortization | (57) | (701) |
Net Carrying Amount | 43 | 58 |
Impairment Charges | (533) | |
Vendor relationships | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 0 | 20,400 |
Accumulated Amortization | 0 | (5,289) |
Net Carrying Amount | $ 0 | 0 |
Impairment Charges | $ (15,111) |
Intangible Assets and Goodwil_3
Intangible Assets and Goodwill - Narrative (Details) - USD ($) | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||
Mar. 31, 2024 | Mar. 31, 2023 | Mar. 31, 2024 | Mar. 31, 2023 | Jun. 30, 2023 | |
Goodwill [Line Items] | |||||
Impairment of intangible assets excluding goodwill | $ 0 | $ 0 | $ 0 | $ 0 | |
Amortization of intangible assets | (800,000) | (1,400,000) | $ (2,300,000) | (4,200,000) | |
Weighted average useful life (in years) | 2 years 10 months 24 days | 3 years 7 months 6 days | |||
Goodwill | 29,136,000 | $ 29,136,000 | $ 29,136,000 | ||
Goodwill impairment | 0 | $ 0 | 0 | $ 0 | |
Healthcare Services: | |||||
Goodwill [Line Items] | |||||
Goodwill | $ 29,100,000 | $ 29,100,000 |
Intangible Assets and Goodwil_4
Intangible Assets and Goodwill - Schedule of Future Amortization (Details) - USD ($) $ in Thousands | Mar. 31, 2024 | Jun. 30, 2023 |
Finite-Lived Intangible Assets [Line Items] | ||
Remainder fiscal 2024 | $ 757 | |
2025 | 2,911 | |
2026 | 2,331 | |
2027 | 1,927 | |
Net Carrying Amount | 7,926 | $ 10,200 |
Trade name | ||
Finite-Lived Intangible Assets [Line Items] | ||
Remainder fiscal 2024 | 133 | |
2025 | 447 | |
2026 | 0 | |
2027 | 0 | |
Net Carrying Amount | 580 | 983 |
Proprietary software | ||
Finite-Lived Intangible Assets [Line Items] | ||
Remainder fiscal 2024 | 39 | |
2025 | 128 | |
2026 | 0 | |
2027 | 0 | |
Net Carrying Amount | 167 | 284 |
Non-compete agreements | ||
Finite-Lived Intangible Assets [Line Items] | ||
Remainder fiscal 2024 | 5 | |
2025 | 20 | |
2026 | 18 | |
2027 | 0 | |
Net Carrying Amount | 43 | 58 |
Customer relationships | ||
Finite-Lived Intangible Assets [Line Items] | ||
Remainder fiscal 2024 | 580 | |
2025 | 2,316 | |
2026 | 2,313 | |
2027 | 1,927 | |
Net Carrying Amount | $ 7,136 | $ 8,875 |
Leases - Narrative (Details)
Leases - Narrative (Details) - USD ($) $ in Thousands | 9 Months Ended | |||
Jun. 01, 2024 | Jul. 31, 2023 | Mar. 31, 2024 | Mar. 31, 2023 | |
Lessee, Lease, Description [Line Items] | ||||
Expected rental payments | $ 37,126 | |||
Minimum | ||||
Lessee, Lease, Description [Line Items] | ||||
Operating lease, term | 1 year | |||
Maximum | ||||
Lessee, Lease, Description [Line Items] | ||||
Operating lease, term | 12 years | |||
Monaca, Pennsylvania | Affiliated Entity | ||||
Lessee, Lease, Description [Line Items] | ||||
Expected rental payments | $ 3,600 | |||
Operating lease, term | 10 years | |||
Option to extend | 5 years | |||
San Diego, California and Indianapolis, Indiana | ||||
Lessee, Lease, Description [Line Items] | ||||
Right-of-use assets obtained in exchange for new lease liabilities | $ 1,600 | |||
Overland Park, Kansas | ||||
Lessee, Lease, Description [Line Items] | ||||
Right-of-use assets obtained in exchange for new lease liabilities | $ 600 | |||
Loss on lease termination | $ 900 | |||
Overland Park, Kansas | Forecast | ||||
Lessee, Lease, Description [Line Items] | ||||
Right-of-use assets obtained in exchange for new lease liabilities | $ 4,500 |
Leases - Schedule of Lease Cost
Leases - Schedule of Lease Costs (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Mar. 31, 2024 | Mar. 31, 2023 | Mar. 31, 2024 | Mar. 31, 2023 | |
Leases [Abstract] | ||||
Finance lease costs | $ 41 | $ 43 | $ 125 | $ 129 |
Operating lease costs | 1,271 | 1,953 | 4,371 | 5,998 |
Short-term lease costs | 61 | 74 | 183 | 137 |
Variable lease costs | 203 | (6) | 498 | 404 |
Sublease income | (574) | (671) | (1,721) | (1,756) |
Total net lease costs | $ 1,002 | $ 1,393 | $ 3,456 | $ 4,912 |
Leases - Maturity of Lease Liab
Leases - Maturity of Lease Liabilities (Details) $ in Thousands | Mar. 31, 2024 USD ($) |
Operating leases | |
Remainder fiscal 2024 | $ 1,915 |
2025 | 7,257 |
2026 | 6,708 |
2027 | 5,389 |
2028 | 4,832 |
Thereafter | 11,025 |
Total undiscounted lease payments | 37,126 |
Less: interest | 10,137 |
Present value of lease liabilities | 26,989 |
Finance leases | |
Remainder fiscal 2024 | 42 |
2025 | 140 |
2026 | 38 |
2027 | 32 |
2028 | 0 |
Thereafter | 0 |
Total undiscounted lease payments | 252 |
Less: interest | 19 |
Present value of lease liabilities | 233 |
Total | |
Remainder fiscal 2024 | 1,957 |
2025 | 7,397 |
2026 | 6,746 |
2027 | 5,421 |
2028 | 4,832 |
Thereafter | 11,025 |
Total undiscounted lease payments | 37,378 |
Less: interest | 10,156 |
Present value of lease liabilities | $ 27,222 |
Leases - Sublease Income, Fisca
Leases - Sublease Income, Fiscal Year Maturity (Details) $ in Thousands | Mar. 31, 2024 USD ($) |
Leases [Abstract] | |
Remainder fiscal 2024 | $ 632 |
2025 | 2,548 |
2026 | 2,587 |
2027 | 2,180 |
2028 | 1,931 |
Thereafter | 2,092 |
Total sublease income | $ 11,970 |
Debt - Credit Agreement and Sen
Debt - Credit Agreement and Senior Secured Credit Facility (Details) - USD ($) $ in Thousands | Mar. 31, 2024 | Jun. 30, 2023 |
Debt Instrument [Line Items] | ||
Unamortized debt issuance costs and debt discount | $ (5,372) | $ (9,001) |
Total debt | 686,048 | 698,508 |
Less current portion of long-term debt: | (37,717) | (33,883) |
Long-term debt | 648,331 | 664,625 |
Line of Credit | Secured Debt | ||
Debt Instrument [Line Items] | ||
Term Loans (effective interest rate 14.8%) | $ 691,420 | $ 707,509 |
Effective interest rate | 14.80% | 14.80% |
Debt - Narrative (Details)
Debt - Narrative (Details) - USD ($) | 3 Months Ended | 9 Months Ended | ||||||||||||
Aug. 26, 2022 | Mar. 31, 2024 | Mar. 31, 2023 | Mar. 31, 2024 | Mar. 31, 2023 | Sep. 30, 2024 | Jun. 30, 2024 | May 09, 2024 | Feb. 07, 2024 | Aug. 25, 2022 | Dec. 23, 2021 | Nov. 02, 2021 | Feb. 24, 2021 | Nov. 05, 2019 | |
Line of Credit Facility [Line Items] | ||||||||||||||
Line of credit facility, maximum borrowing capacity | $ 75,000,000 | |||||||||||||
Unamortized debt issuance costs | $ 40,900,000 | $ 40,900,000 | ||||||||||||
Unamortized debt issuance costs | 33,800,000 | 33,800,000 | ||||||||||||
Amortization of debt issuance costs and debt discount | 1,500,000 | $ 2,300,000 | 4,863,000 | $ 6,250,000 | ||||||||||
Cash flow hedge to be reclassified during next 12 months | 8,100,000 | 8,100,000 | ||||||||||||
Interest Rate Swap | ||||||||||||||
Line of Credit Facility [Line Items] | ||||||||||||||
Derivative, notional amount | 325,000,000 | 325,000,000 | ||||||||||||
Fair value of interest rate swap | $ 8,300,000 | $ 8,300,000 | ||||||||||||
Base Rate | Interest Rate Swap | ||||||||||||||
Line of Credit Facility [Line Items] | ||||||||||||||
Derivative, basis spread on variable rate | 0.931% | 0.931% | ||||||||||||
Extended Term Loans, Due February 15, 2025 | ||||||||||||||
Line of Credit Facility [Line Items] | ||||||||||||||
Debt instrument, face amount | $ 692,000,000 | |||||||||||||
Non-Extended Term Loans, Due November 5, 2024 | ||||||||||||||
Line of Credit Facility [Line Items] | ||||||||||||||
Debt instrument, face amount | 9,400,000 | |||||||||||||
Line of Credit | ||||||||||||||
Line of Credit Facility [Line Items] | ||||||||||||||
Increase in variable rate payable in cash | 0.50% | |||||||||||||
Increase in variable rate payable in kind | 1% | |||||||||||||
Line of Credit | Secured Overnight Financing Rate (SOFR) Overnight Index Swap Rate | ||||||||||||||
Line of Credit Facility [Line Items] | ||||||||||||||
Variable rate payable in cash | 6% | |||||||||||||
Variable rate payable in kind | 2% | |||||||||||||
Line of Credit | Secured Overnight Financing Rate (SOFR) Overnight Index Swap Rate | Minimum | ||||||||||||||
Line of Credit Facility [Line Items] | ||||||||||||||
Debt instrument, interest rate | 0.75% | |||||||||||||
Line of Credit | Base Rate | ||||||||||||||
Line of Credit Facility [Line Items] | ||||||||||||||
Variable rate payable in cash | 5% | |||||||||||||
Variable rate payable in kind | 2% | |||||||||||||
Line of Credit | Secured Debt | DDTL Facility | ||||||||||||||
Line of Credit Facility [Line Items] | ||||||||||||||
Line of credit facility, maximum borrowing capacity | $ 145,000,000 | |||||||||||||
Increase to maximum borrowing capacity | 200,000,000 | |||||||||||||
Termination fee | $ 500,000 | |||||||||||||
Line of Credit | Secured Debt | Term Loans | ||||||||||||||
Line of Credit Facility [Line Items] | ||||||||||||||
Line of credit facility, maximum borrowing capacity | $ 691,400,000 | $ 691,400,000 | ||||||||||||
Secured Debt | Line of Credit | ||||||||||||||
Line of Credit Facility [Line Items] | ||||||||||||||
Line of credit facility, maximum borrowing capacity | 425,000,000 | $ 425,000,000 | ||||||||||||
Increase to maximum borrowing capacity | $ 231,000,000 | |||||||||||||
Principal payments made | 235,900,000 | 235,900,000 | ||||||||||||
Secured Debt | Line of Credit | Minimum | ||||||||||||||
Line of Credit Facility [Line Items] | ||||||||||||||
Debt instrument, basis spread on variable rate | 2.50% | |||||||||||||
Secured Debt | Line of Credit | Maximum | ||||||||||||||
Line of Credit Facility [Line Items] | ||||||||||||||
Debt instrument, basis spread on variable rate | 4.75% | |||||||||||||
Revolving Credit Facility | Secured Overnight Financing Rate (SOFR) Overnight Index Swap Rate | Minimum | ||||||||||||||
Line of Credit Facility [Line Items] | ||||||||||||||
Debt instrument, interest rate | 1% | |||||||||||||
Revolving Credit Facility | Secured Overnight Financing Rate (SOFR) Overnight Index Swap Rate | Maximum | ||||||||||||||
Line of Credit Facility [Line Items] | ||||||||||||||
Debt instrument, basis spread on variable rate | 5% | |||||||||||||
Revolving Credit Facility | Base Rate | ||||||||||||||
Line of Credit Facility [Line Items] | ||||||||||||||
Debt instrument, basis spread on variable rate | 4% | |||||||||||||
Revolving Credit Facility | Line of Credit | ||||||||||||||
Line of Credit Facility [Line Items] | ||||||||||||||
Line of credit facility, maximum borrowing capacity | $ 100,000,000 | $ 73,000,000 | $ 73,000,000 | 73,600,000 | $ 135,000,000 | |||||||||
Increase to maximum borrowing capacity | $ 35,000,000 | $ 25,000,000 | ||||||||||||
Minimum revolving exposure for asset coverage ratio | $ 50,000,000 | |||||||||||||
Debt instrument, credit commitments terminated | 25,800,000 | |||||||||||||
Fees paid | $ 700,000 | |||||||||||||
Revolving Credit Facility | Line of Credit | Forecast | ||||||||||||||
Line of Credit Facility [Line Items] | ||||||||||||||
Line of credit facility, maximum borrowing capacity | $ 71,700,000 | $ 72,400,000 | ||||||||||||
Senior Secured Credit Facility | Secured Debt | Subsequent Event | ||||||||||||||
Line of Credit Facility [Line Items] | ||||||||||||||
Fees paid | $ 700,000 | |||||||||||||
Senior Secured Credit Facility | Secured Debt | Term Loans | Subsequent Event | ||||||||||||||
Line of Credit Facility [Line Items] | ||||||||||||||
Line of credit facility, maximum borrowing capacity | $ 683,800,000 |
Commitments and Contingencies (
Commitments and Contingencies (Details) - defendant | Oct. 07, 2021 | Aug. 16, 2021 |
Hartel v. SelectQuote, Inc. | Executive Officer | ||
Loss Contingencies [Line Items] | ||
Number of defendants | 2 | |
West Palm Beach Police Pension Fund v. SelectQuote, Inc. | Executive Officer | ||
Loss Contingencies [Line Items] | ||
Number of defendants | 2 | |
West Palm Beach Police Pension Fund v. SelectQuote, Inc. | Current And Former Director | ||
Loss Contingencies [Line Items] | ||
Number of defendants | 6 |
Shareholders' Equity - Common S
Shareholders' Equity - Common Stock Reserved For Future Issuance (Details) - shares | Mar. 31, 2024 | Jun. 30, 2023 |
Class of Stock [Line Items] | ||
Options issued and outstanding under stock option plans (in shares) | 3,766,981 | 3,847,339 |
Common Stock | ||
Class of Stock [Line Items] | ||
Number of shares available for grant (in shares) | 21,831,217 | |
ESPP | Common Stock | ||
Class of Stock [Line Items] | ||
Number of shares available for grant (in shares) | 159 | |
2020 Plan | Common Stock | ||
Class of Stock [Line Items] | ||
Number of shares available for grant (in shares) | 2,849,703 | |
Options issued and outstanding under stock option plans (in shares) | 18,457,999 | |
2003 Plan | Common Stock | ||
Class of Stock [Line Items] | ||
Options issued and outstanding under stock option plans (in shares) | 523,356 |
Shareholders' Equity - Narrativ
Shareholders' Equity - Narrative (Details) | 3 Months Ended | 9 Months Ended | |||
Sep. 13, 2023 shares | Mar. 31, 2024 USD ($) installment shares | Mar. 31, 2023 USD ($) | Mar. 31, 2024 USD ($) tranche plan installment shares | Mar. 31, 2023 USD ($) shares | |
Class of Stock [Line Items] | |||||
Number of share-based compensation plans | plan | 2 | ||||
Options granted (in shares) | 0 | ||||
Cost not yet recognized | $ | $ 2,700,000 | $ 2,700,000 | |||
Cost not yet recognized, period for recognition | 1 year 4 months 2 days | ||||
Proceeds from common stock options exercised and employee stock purchase plan | $ | $ 8,000 | $ 1,187,000 | |||
Restricted Stock Units (RSUs) | |||||
Class of Stock [Line Items] | |||||
Share-based cost not yet recognized (Less Than for PSU's granted) | $ | 11,900,000 | $ 11,900,000 | |||
Weighted-average remaining service period (in years) | 1 year 10 months 13 days | ||||
Restricted Stock Units (RSUs) | Minimum | |||||
Class of Stock [Line Items] | |||||
Award performance period | 1 year | ||||
Restricted Stock Units (RSUs) | Maximum | |||||
Class of Stock [Line Items] | |||||
Award performance period | 4 years | ||||
Performance Stock | Tranche 1 | |||||
Class of Stock [Line Items] | |||||
Number of potential shares earned (in percent) | 13% | ||||
Shares issued to employees (in shares) | 14,477 | ||||
Price-Vested Units (PVUs) | |||||
Class of Stock [Line Items] | |||||
Options granted (in shares) | 2,270,530 | ||||
Award performance period | 5 years | ||||
Share-based cost not yet recognized (Less Than for PSU's granted) | $ | $ 4,100,000 | $ 4,100,000 | |||
Weighted-average remaining service period (in years) | 1 year 5 months 12 days | ||||
Number of tranches | tranche | 4 | ||||
Threshold days for determining the weighted average price of share | 60 days | ||||
Number of tranches in straight line basis | tranche | 12 | ||||
Price-Vested Units (PVUs) | Tranche 1 | |||||
Class of Stock [Line Items] | |||||
Options granted (in shares) | 559,202 | 1,055,674 | |||
Price-Vested Units (PVUs) | Tranche 2 | |||||
Class of Stock [Line Items] | |||||
Options granted (in shares) | 559,175 | 1,055,648 | |||
Common Stock | |||||
Class of Stock [Line Items] | |||||
Number of shares available for grant (in shares) | 21,831,217 | 21,831,217 | |||
2020 Plan | |||||
Class of Stock [Line Items] | |||||
Percentage of outstanding stock annual increase, maximum | 3% | ||||
2020 Plan | Incentive Stock Options | |||||
Class of Stock [Line Items] | |||||
Common stock, shares reserved for future issuance (in shares) | 4,000,000 | 4,000,000 | |||
2020 Plan | ESPP | |||||
Class of Stock [Line Items] | |||||
Proceeds from common stock options exercised and employee stock purchase plan | $ | $ 100,000 | $ 100,000 | |||
Shares issued to employees (in shares) | 876,933 | ||||
2020 Plan | Common Stock | |||||
Class of Stock [Line Items] | |||||
Number of shares available for grant (in shares) | 2,849,703 | 2,849,703 | |||
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 (in years) | 10 years | ||||
Number of installments | installment | 4 | 4 | |||
Purchase price of common stock, percent | 100% | ||||
Proceeds from common stock options exercised and employee stock purchase plan | $ | $ 100,000 | 100,000 | $ 100,000 | $ 600,000 | |
ESPP | ESPP | |||||
Class of Stock [Line Items] | |||||
Proceeds from common stock options exercised and employee stock purchase plan | $ | $ 100,000 | $ 600,000 | |||
Minimum purchase price of common stock as a percent of common stock exercise date fair value, percent | 85% | ||||
ESPP | Common Stock | |||||
Class of Stock [Line Items] | |||||
Number of shares available for grant (in shares) | 159 | 159 |
Shareholders' Equity - Schedule
Shareholders' Equity - Schedule of Share-based Compensation (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Mar. 31, 2024 | Mar. 31, 2023 | Mar. 31, 2024 | Mar. 31, 2023 | |
Class of Stock [Line Items] | ||||
Share-based compensation expense | $ 3,515 | $ 2,925 | $ 10,512 | $ 8,398 |
Equity classified stock options | ||||
Class of Stock [Line Items] | ||||
Share-based compensation expense | 673 | 799 | 2,109 | 2,495 |
Equity classified RSU's | ||||
Class of Stock [Line Items] | ||||
Share-based compensation expense | 1,992 | 1,563 | 5,850 | 4,490 |
Equity classified PSU's | ||||
Class of Stock [Line Items] | ||||
Share-based compensation expense | 0 | 77 | 33 | 29 |
Equity classified PVU's | ||||
Class of Stock [Line Items] | ||||
Share-based compensation expense | $ 850 | $ 486 | $ 2,520 | $ 1,384 |
Shareholders' Equity - Option A
Shareholders' Equity - Option Activity (Details) $ / shares in Units, $ in Thousands | 9 Months Ended |
Mar. 31, 2024 USD ($) $ / shares shares | |
Number of Options | |
Beginning balance (in shares) | shares | 3,847,339 |
Options granted (in shares) | shares | 0 |
Options exercised (in shares) | shares | (16,000) |
Options forfeited/expired/cancelled (in shares) | shares | (64,358) |
Ending balance (in shares) | shares | 3,766,981 |
Vested and exercisable, number of options (in shares) | shares | 2,505,019 |
Weighted- Average Exercise Price | |
Beginning balance (in dollars per share) | $ / shares | $ 11.56 |
Options granted (in dollars per share) | $ / shares | 0 |
Options exercised (in dollars per share) | $ / shares | 0.53 |
Options forfeited/expired/cancelled (in dollars per share) | $ / shares | 7.38 |
Ending balance (in dollars per share) | $ / shares | 11.68 |
Vested and exercisable, weighted average exercise price (in dollars per share) | $ / shares | $ 11.77 |
Weighted-average remaining contractual term, outstanding (in years) | 6 years 8 months 12 days |
Weighted-average remaining contractual term, vested and exercisable (in years) | 6 years 4 months 6 days |
Aggregate intrinsic value, outstanding | $ | $ 178 |
Aggregate intrinsic value, vested and exercisable | $ | $ 178 |
Shareholders' Equity - Restrict
Shareholders' Equity - Restricted Stock Unit and Performance Stock Activity (Details) - $ / shares | 9 Months Ended | |
Mar. 31, 2024 | Sep. 13, 2023 | |
Weighted-Average Grant Date Fair Value | ||
Forfeited (in dollars per share) | $ 0 | |
Restricted Stock Units (RSUs) | ||
Number of Restricted Stock Units | ||
Beginning balance (in shares) | 4,911,613 | |
Granted (in shares) | 6,578,688 | |
Vested (in shares) | (2,468,847) | |
Forfeited (in shares) | (217,727) | |
Ending balance (in shares) | 8,803,727 | |
Weighted-Average Grant Date Fair Value | ||
Beginning balance (in dollars per share) | $ 2.57 | |
Granted (in dollars per share) | 1.49 | |
Vested (in dollars per share) | 2.08 | |
Forfeited (in dollars per share) | 2.12 | |
Ending balance (in dollars per share) | $ 1.91 | |
Restricted Stock Units (RSUs) | Minimum | ||
Weighted-Average Grant Date Fair Value | ||
Award performance period | 1 year | |
Restricted Stock Units (RSUs) | Maximum | ||
Weighted-Average Grant Date Fair Value | ||
Award performance period | 4 years | |
Performance Stock | ||
Number of Restricted Stock Units | ||
Beginning balance (in shares) | 13,365 | |
Granted (in shares) | 0 | |
Vested (in shares) | (14,477) | |
Forfeited (in shares) | 0 | |
Performance adjustment (in shares) | 1,112 | |
Ending balance (in shares) | 0 | |
Weighted-Average Grant Date Fair Value | ||
Beginning balance (in dollars per share) | $ 17.96 | |
Granted (in dollars per share) | 0 | |
Vested (in dollars per share) | 17.95 | |
Forfeited (in dollars per share) | 0 | |
Performance adjustment (in dollars per share) | 0 | |
Ending balance (in dollars per share) | $ 0 | |
Performance Stock | Tranche 1 | ||
Weighted-Average Grant Date Fair Value | ||
Number of potential shares earned (in percent) | 13% |
Shareholders' Equity - Price Ve
Shareholders' Equity - Price Vesting Units (Details) - $ / shares | 9 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Class of Stock [Line Items] | ||
Number of shares per tranche (in shares) | 0 | |
Stock price hurdle (in USD per Share) | $ 0 | |
Price-Vested Units (PVUs) | ||
Class of Stock [Line Items] | ||
Number of shares per tranche (in shares) | 2,270,530 | |
Grant date fair value (in USD per Share) | $ 1.62 | |
Price-Vested Units (PVUs) | Tranche 1 | ||
Class of Stock [Line Items] | ||
Number of shares per tranche (in shares) | 559,202 | 1,055,674 |
Grant date fair value (in USD per Share) | $ 1.85 | $ 1.52 |
Stock price hurdle (in USD per Share) | $ 2.50 | $ 4 |
Price-Vested Units (PVUs) | Tranche 1 | Minimum | ||
Class of Stock [Line Items] | ||
Requisite service period (in years) | 1 year | 1 year 4 months 20 days |
Price-Vested Units (PVUs) | Tranche 1 | Maximum | ||
Class of Stock [Line Items] | ||
Requisite service period (in years) | 3 years | 3 years |
Price-Vested Units (PVUs) | Tranche 2 | ||
Class of Stock [Line Items] | ||
Number of shares per tranche (in shares) | 559,175 | 1,055,648 |
Grant date fair value (in USD per Share) | $ 1.69 | $ 1.25 |
Stock price hurdle (in USD per Share) | $ 5 | $ 7.50 |
Price-Vested Units (PVUs) | Tranche 2 | Minimum | ||
Class of Stock [Line Items] | ||
Requisite service period (in years) | 1 year 4 months 28 days | 2 years 3 months 29 days |
Price-Vested Units (PVUs) | Tranche 2 | Maximum | ||
Class of Stock [Line Items] | ||
Requisite service period (in years) | 3 years | 3 years |
Price-Vested Units (PVUs) | Tranche 3 | ||
Class of Stock [Line Items] | ||
Number of shares per tranche (in shares) | 559,213 | 1,055,674 |
Grant date fair value (in USD per Share) | $ 1.55 | $ 1.11 |
Stock price hurdle (in USD per Share) | $ 7.50 | $ 10 |
Price-Vested Units (PVUs) | Tranche 3 | Minimum | ||
Class of Stock [Line Items] | ||
Requisite service period (in years) | 1 year 11 months 15 days | 2 years 7 months 28 days |
Price-Vested Units (PVUs) | Tranche 3 | Maximum | ||
Class of Stock [Line Items] | ||
Requisite service period (in years) | 3 years | 3 years |
Price-Vested Units (PVUs) | Tranche 4 | ||
Class of Stock [Line Items] | ||
Number of shares per tranche (in shares) | 559,185 | 1,055,648 |
Grant date fair value (in USD per Share) | $ 1.45 | $ 1.01 |
Stock price hurdle (in USD per Share) | $ 10 | $ 12.50 |
Price-Vested Units (PVUs) | Tranche 4 | Minimum | ||
Class of Stock [Line Items] | ||
Requisite service period (in years) | 2 years 3 months 7 days | 2 years 10 months 24 days |
Price-Vested Units (PVUs) | Tranche 4 | Maximum | ||
Class of Stock [Line Items] | ||
Requisite service period (in years) | 3 years | 3 years |
Price-Vested Units (PVUs) | Tranche 5 | ||
Class of Stock [Line Items] | ||
Number of shares per tranche (in shares) | 8,439 | |
Grant date fair value (in USD per Share) | $ 0.98 | |
Stock price hurdle (in USD per Share) | $ 2.50 | |
Price-Vested Units (PVUs) | Tranche 5 | Minimum | ||
Class of Stock [Line Items] | ||
Requisite service period (in years) | 1 year 3 months 14 days | |
Price-Vested Units (PVUs) | Tranche 5 | Maximum | ||
Class of Stock [Line Items] | ||
Requisite service period (in years) | 3 years | |
Price-Vested Units (PVUs) | Tranche 6 | ||
Class of Stock [Line Items] | ||
Number of shares per tranche (in shares) | 8,437 | |
Grant date fair value (in USD per Share) | $ 0.84 | |
Stock price hurdle (in USD per Share) | $ 5 | |
Price-Vested Units (PVUs) | Tranche 6 | Minimum | ||
Class of Stock [Line Items] | ||
Requisite service period (in years) | 2 years 2 months 12 days | |
Price-Vested Units (PVUs) | Tranche 6 | Maximum | ||
Class of Stock [Line Items] | ||
Requisite service period (in years) | 3 years | |
Price-Vested Units (PVUs) | Tranche 7 | ||
Class of Stock [Line Items] | ||
Number of shares per tranche (in shares) | 8,441 | |
Grant date fair value (in USD per Share) | $ 0.75 | |
Stock price hurdle (in USD per Share) | $ 7.50 | |
Price-Vested Units (PVUs) | Tranche 7 | Minimum | ||
Class of Stock [Line Items] | ||
Requisite service period (in years) | 2 years 7 months 20 days | |
Price-Vested Units (PVUs) | Tranche 7 | Maximum | ||
Class of Stock [Line Items] | ||
Requisite service period (in years) | 3 years | |
Price-Vested Units (PVUs) | Tranche 8 | ||
Class of Stock [Line Items] | ||
Number of shares per tranche (in shares) | 8,438 | |
Grant date fair value (in USD per Share) | $ 0.67 | |
Stock price hurdle (in USD per Share) | $ 10 | |
Price-Vested Units (PVUs) | Tranche 8 | Minimum | ||
Class of Stock [Line Items] | ||
Requisite service period (in years) | 2 years 10 months 24 days | |
Price-Vested Units (PVUs) | Tranche 8 | Maximum | ||
Class of Stock [Line Items] | ||
Requisite service period (in years) | 3 years |
Shareholders' Equity - Fair Val
Shareholders' Equity - Fair Value Assumptions (Details) - Price-Vested Units (PVUs) - $ / shares | Feb. 01, 2024 | Aug. 01, 2023 | Aug. 01, 2022 |
Class of Stock [Line Items] | |||
Share price as of grant date | $ 1.11 | $ 1.38 | $ 1.80 |
Volatility | 90.80% | 94.30% | 79.30% |
Risk-free interest rate | 3.70% | 4.10% | 2.60% |
Cost of Equity | 11.60% | 9.20% | 10.60% |
Dividend yield | 0% | 0% | 0% |
Shareholders' Equity - Price-ve
Shareholders' Equity - Price-vested Stock Unit Activity (Details) | 9 Months Ended |
Mar. 31, 2024 $ / shares shares | |
Number of Price-Vested Units | |
Granted (in shares) | 0 |
Price-Vested Units (PVUs) | |
Number of Price-Vested Units | |
Beginning balance (in shares) | 4,044,180 |
Granted (in shares) | 2,270,530 |
Vested (in shares) | 0 |
Forfeited (in shares) | (70,802) |
Ending balance (in shares) | 6,243,908 |
Weighted-Average Grant Date Fair Value | |
Beginning balance (in dollars per share) | $ / shares | $ 1.22 |
Granted (in dollars per share) | $ / shares | 1.62 |
Vested (in dollars per share) | $ / shares | 0 |
Forfeited (in dollars per share) | $ / shares | 1.36 |
Ending balance (in dollars per share) | $ / shares | $ 1.37 |
Shareholders' Equity - Employee
Shareholders' Equity - Employee Stock Purchase Plan (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2024 | Mar. 31, 2023 | |
Deferred Compensation Arrangement with Individual, Share-based Payments [Line Items] | |||
Proceeds from common stock options exercised and employee stock purchase plan | $ 8 | $ 1,187 | |
Common Stock | |||
Deferred Compensation Arrangement with Individual, Share-based Payments [Line Items] | |||
Number of shares available for grant (in shares) | 21,831,217 | ||
ESPP | Common Stock | |||
Deferred Compensation Arrangement with Individual, Share-based Payments [Line Items] | |||
Number of shares available for grant (in shares) | 159 | ||
ESPP | ESPP | |||
Deferred Compensation Arrangement with Individual, Share-based Payments [Line Items] | |||
Minimum purchase price of common stock as a percent of common stock exercise date fair value, percent | 85% | ||
Proceeds from common stock options exercised and employee stock purchase plan | $ 100 | $ 600 |
Revenue from Contracts with C_2
Revenue from Contracts with Customers - Disaggregation of Revenue (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Mar. 31, 2024 | Mar. 31, 2023 | Mar. 31, 2024 | Mar. 31, 2023 | |
Disaggregation of Revenue [Line Items] | ||||
Total revenue | $ 376,400 | $ 299,398 | $ 1,014,567 | $ 781,070 |
Commission | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenue | 230,763 | 197,258 | 611,744 | 533,627 |
Total pharmacy revenue | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenue | 120,282 | 66,948 | 323,865 | 159,641 |
Total other revenue | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenue | 25,355 | 35,192 | 78,958 | 87,802 |
Intersegment Eliminations | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenue | 1,886 | 1,715 | 4,926 | 5,649 |
Intersegment Eliminations | Commission | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenue | 833 | 664 | 1,950 | 2,325 |
Intersegment Eliminations | Total other revenue | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenue | 1,053 | 1,051 | 2,976 | 3,324 |
Senior: | Operating Segments | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenue | 204,259 | 185,200 | 541,705 | 486,541 |
Senior: | Operating Segments | Commission | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenue | 187,524 | 158,545 | 484,703 | 420,284 |
Senior: | Operating Segments | Medicare advantage | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenue | 184,740 | 156,014 | 477,081 | 412,850 |
Senior: | Operating Segments | Medicare supplement | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenue | 1,027 | 417 | 2,965 | 1,588 |
Senior: | Operating Segments | Prescription drug plan | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenue | 324 | 203 | 697 | 481 |
Senior: | Operating Segments | Dental, vision, and health | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenue | 845 | 1,185 | 2,599 | 3,203 |
Senior: | Operating Segments | Other commission revenue | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenue | 588 | 726 | 1,361 | 2,162 |
Senior: | Operating Segments | Total other revenue | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenue | 16,735 | 26,655 | 57,002 | 66,257 |
Healthcare Services: | Operating Segments | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenue | 124,207 | 70,725 | 333,284 | 169,270 |
Healthcare Services: | Operating Segments | Total pharmacy revenue | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenue | 120,282 | 66,948 | 323,865 | 159,641 |
Healthcare Services: | Operating Segments | Total other revenue | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenue | 3,925 | 3,777 | 9,419 | 9,629 |
Life: | Operating Segments | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenue | 40,686 | 36,950 | 115,855 | 107,780 |
Life: | Operating Segments | Commission | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenue | 35,326 | 31,482 | 101,155 | 93,728 |
Life: | Operating Segments | Term | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenue | 17,789 | 17,678 | 55,016 | 49,371 |
Life: | Operating Segments | Final expense | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenue | 17,537 | 13,804 | 46,139 | 44,357 |
Life: | Operating Segments | Total other revenue | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenue | 5,360 | 5,468 | 14,700 | 14,052 |
Auto & Home: | Operating Segments | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenue | 9,134 | 8,238 | 28,649 | 23,128 |
Auto & Home: | Operating Segments | Commission | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenue | 8,746 | 7,895 | 27,836 | 21,940 |
Auto & Home: | Operating Segments | Total other revenue | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenue | $ 388 | $ 343 | $ 813 | $ 1,188 |
Revenues from Contracts with _2
Revenues from Contracts with Customers - Commission Receivable Roll Forward (Details) $ in Thousands | 9 Months Ended |
Mar. 31, 2024 USD ($) | |
Activity in Commissions Receivable [Roll Forward] | |
Beginning balance | $ 840,498 |
Commission revenue from revenue recognized | 218,136 |
Net commission revenue adjustment from change in estimate | 1,667 |
Amounts recognized as accounts receivable, net | (227,178) |
Ending balance | $ 833,123 |
Revenues from Contracts with _3
Revenues from Contracts with Customers - Narrative (Details) $ in Millions | 9 Months Ended |
Mar. 31, 2024 USD ($) | |
Disaggregation of Revenue [Line Items] | |
Net commission revenue adjustment from change in estimate | $ 1.7 |
Auto & Home Segment | Senior | |
Disaggregation of Revenue [Line Items] | |
Negative adjustment | 1.8 |
Positive adjustment | 3.4 |
Auto & Home Segment | Life Segment | |
Disaggregation of Revenue [Line Items] | |
Negative adjustment | $ 0.1 |
Revenues from Contracts with _4
Revenues from Contracts with Customers - Contract Liabilities Roll Forward (Details) $ in Thousands | 9 Months Ended |
Mar. 31, 2024 USD ($) | |
Activities in Contract Liabilities [Roll Forward] | |
Balance as of June 30, 2023 | $ 1,691 |
Commission revenue recognized | (27,241) |
Other revenue recognized | (515) |
Amounts recognized as contract liabilities | 29,720 |
Balance as of March 31, 2024 | $ 3,655 |
Income Taxes (Details)
Income Taxes (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Mar. 31, 2024 | Mar. 31, 2023 | Mar. 31, 2024 | Mar. 31, 2023 | |
Income Tax Disclosure [Abstract] | ||||
Income tax expense (benefit) | $ 169 | $ 3,152 | $ (1,143) | $ (1,053) |
Effective income tax rate reconciliation, percent | 1.90% | 25.40% | 26.90% | 8.90% |
Valuation allowance | $ 3,600 | $ 3,600 |
Net Income (Loss) Per Share - S
Net Income (Loss) Per Share - Schedule of Earnings (Loss) Per Share, Basic and Diluted (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Mar. 31, 2024 | Mar. 31, 2023 | Mar. 31, 2024 | Mar. 31, 2023 | |
Numerator: | ||||
Net income (loss) attributable to common shareholders | $ 8,551 | $ 9,264 | $ (3,108) | $ (10,706) |
Denominator: | ||||
Weighted average number of shares outstanding, basic (in shares) | 169,070 | 166,543 | 168,291 | 165,951 |
Net income (loss) per share—basic (in dollars per | $ 0.05 | $ 0.06 | $ (0.02) | $ (0.06) |
Numerator: | ||||
Net income (loss) attributable to common and common equivalent shareholders | $ 8,551 | $ 9,264 | $ (3,108) | $ (10,706) |
Denominator: | ||||
Stock options outstanding to purchase shares of common stock including unvested RSU's and from the ESPP (in shares) | 1,886 | 1,362 | 0 | 0 |
Total common and common equivalent shares outstanding (in shares) | 170,956 | 167,905 | 168,291 | 165,951 |
Net income (loss) per share—diluted (in dollars per | $ 0.05 | $ 0.06 | $ (0.02) | $ (0.06) |
Net Income (Loss) Per Share - A
Net Income (Loss) Per Share - Antidilutive Shares (Details) - Stock Option - shares shares in Thousands | 3 Months Ended | 9 Months Ended | ||
Mar. 31, 2024 | Mar. 31, 2023 | Mar. 31, 2024 | Mar. 31, 2023 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Antidilutive securities (in shares) | 6,244 | 4,110 | 6,268 | 4,165 |
Restricted Stock Units (RSUs) | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Antidilutive securities (in shares) | 6,483 | 4,181 | 12,145 | 8,338 |
Price-Vested Units (PVUs) | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Antidilutive securities (in shares) | 6,244 | 4,100 | 6,268 | 4,158 |
Phantom Share Units (PSUs) | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Antidilutive securities (in shares) | 0 | 10 | 0 | 7 |
Segment Information - Schedule
Segment Information - Schedule of Segment Reporting Information (Details) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Mar. 31, 2024 USD ($) | Mar. 31, 2023 USD ($) | Mar. 31, 2024 USD ($) segment | Mar. 31, 2023 USD ($) | |
Segment Reporting Information [Line Items] | ||||
Number of reportable segments | segment | 4 | |||
Revenue | $ 376,400 | $ 299,398 | $ 1,014,567 | $ 781,070 |
Operating expenses | (329,790) | (255,166) | (911,881) | (700,825) |
Other income (expense), net | (12) | (206) | (51) | (118) |
Adjusted EBITDA | 46,598 | 44,026 | 102,635 | 80,127 |
Share-based compensation expense | (3,515) | (2,959) | (10,512) | (8,525) |
Transaction costs | (3,325) | (433) | (7,629) | (3,003) |
Depreciation and amortization | (6,704) | (7,098) | (18,591) | (21,087) |
Loss on disposal of property, equipment, and software | (13) | (386) | ||
Loss on disposal of property, equipment, and software | (4) | (15) | (13) | (390) |
Interest expense, net | (24,330) | (21,105) | (70,141) | (58,885) |
Income tax expense | (169) | (3,152) | 1,143 | 1,053 |
NET INCOME (LOSS) | 8,551 | 9,264 | (3,108) | (10,706) |
Corp & Elims | ||||
Segment Reporting Information [Line Items] | ||||
Revenue | (1,886) | (1,715) | (4,926) | (5,649) |
Operating expenses | (21,355) | (17,947) | (62,770) | (52,270) |
Other income (expense), net | (11) | (6) | (50) | (117) |
Adjusted EBITDA | (23,252) | (19,668) | (67,746) | (58,036) |
Salary expense | 16,200 | (12,600) | 46,700 | (36,800) |
Professional fees | 3,900 | (4,600) | 12,000 | (13,800) |
Senior: | Operating Segments | ||||
Segment Reporting Information [Line Items] | ||||
Revenue | 204,259 | 185,200 | 541,705 | 486,541 |
Operating expenses | (142,765) | (126,034) | (402,834) | (347,608) |
Other income (expense), net | 0 | 0 | 0 | 0 |
Adjusted EBITDA | 61,494 | 59,166 | 138,871 | 138,933 |
Healthcare Services: | Operating Segments | ||||
Segment Reporting Information [Line Items] | ||||
Revenue | 124,207 | 70,725 | 333,284 | 169,270 |
Operating expenses | (122,598) | (74,091) | (326,373) | (193,726) |
Other income (expense), net | 0 | 0 | 0 | 0 |
Adjusted EBITDA | 1,609 | (3,366) | 6,911 | (24,456) |
Life: | Operating Segments | ||||
Segment Reporting Information [Line Items] | ||||
Revenue | 40,686 | 36,950 | 115,855 | 107,780 |
Operating expenses | (37,548) | (31,446) | (102,910) | (91,409) |
Other income (expense), net | 0 | (201) | 0 | 0 |
Adjusted EBITDA | 3,138 | 5,303 | 12,945 | 16,371 |
Auto & Home: | Operating Segments | ||||
Segment Reporting Information [Line Items] | ||||
Revenue | 9,134 | 8,238 | 28,649 | 23,128 |
Operating expenses | (5,524) | (5,648) | (16,994) | (15,812) |
Other income (expense), net | (1) | 1 | (1) | (1) |
Adjusted EBITDA | $ 3,609 | $ 2,591 | $ 11,654 | $ 7,315 |
Segment Information - Narrative
Segment Information - Narrative (Details) - Revenue from Contract with Customer Benchmark - Customer Concentration Risk - Senior and Healthcare Services Segments | 3 Months Ended | 9 Months Ended | ||
Mar. 31, 2024 | Mar. 31, 2023 | Mar. 31, 2024 | Mar. 31, 2023 | |
UHC | ||||
Segment Reporting Information [Line Items] | ||||
Concentration risk, percentage | 27% | 31% | 30% | 31% |
Aetna | ||||
Segment Reporting Information [Line Items] | ||||
Concentration risk, percentage | 20% | 15% | ||
Humana | ||||
Segment Reporting Information [Line Items] | ||||
Concentration risk, percentage | 18% | 24% | 18% | 21% |
Wellcare | ||||
Segment Reporting Information [Line Items] | ||||
Concentration risk, percentage | 8% | 10% |