Vintage Wine Estates (VWESQ) 10-Q/A 13 Oct 23 2023 Q3 Quarterly report (amended) Financial data

Document and Entity Information

Document and Entity Information - shares	9 Months Ended
	Mar. 31, 2023	Oct. 04, 2023
Document Information [Line Items]
Document Type	10-Q/A
Document Quarterly Report	true
Amendment Flag	true
Amendment Description	Vintage Wine Estates, Inc. (the “Company”) is filing this Amendment No. 1 on Form 10-Q/A for the quarter ended March 31, 2023 (this “Form 10-Q/A”). This Form 10-Q/A amends the Company’s Quarterly Report on Form 10-Q for the quarterly period ended March 31, 2023, as filed with the Securities and Exchange Commission (“SEC”) on May 10, 2023 (the “Original Filing”). This Form 10-Q/A is being filed to restate the Company’s unaudited condensed consolidated financial statements for the three and nine months ended March 31, 2023. The restatement reflects the reversal of revenue for the three months ended March 31, 2023 because control of bulk whiskey inventory for one sale did not transfer, the correction of an error related to the classification of assets as part of the historical purchase price allocations for certain business combinations, which impacted the loss on a partial disposition of Laetitia Vineyard and Wineries land and related vineyards that occurred during the three months ended December 31, 2022, and the treatment of a deferred gain related to the implementation of ASC 842, Leases. These adjustments were evaluated by management in accordance with SEC Staff Accounting Bulletin Topic 1M, "Materiality," and SEC Staff Accounting Bulletin Topic 1N, "Considering the Effects of Prior Year Misstatements when Quantifying Misstatements in the Current Year Financial Statements," and management determined the effects of the restatement to be material. In light of the restatement, the Company is also correcting and/or reclassifying certain immaterial out-of-period items and other adjustments in all periods presented. See Note 2 to the unaudited condensed consolidated financial statements included in this Form 10-Q/A for further information regarding the restatement and reclassifications.
Document Period End Date	Mar. 31, 2023
Document Fiscal Year Focus	2023
Document Fiscal Period Focus	Q3
Entity Registrant Name	VINTAGE WINE ESTATES, INC.
Entity Central Index Key	0001834045
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Current Fiscal Year End Date	--06-30
Entity Filer Category	Accelerated Filer
Entity Common Stock, Shares Outstanding		59,565,790
Entity Shell Company	false
Entity Small Business	false
Entity Emerging Growth Company	true
Entity Ex Transition Period	false
Entity Incorporation State Country Code	NV
Entity Tax Identification Number	87-1005902
Entity Address Address Line One	937 Tahoe Boulevard
Entity File Number	001-40016
Entity Address Address Line Two	Suite 210
Entity Address City Or Town	Incline Village
Entity Address State Or Province	NV
Entity Address Postal Zip Code	89451
City Area Code	877
Local Phone Number	289-9463
Document Transition Report	false
Class A common stock
Document Information [Line Items]
Security12b Title	Common stock, no par value per share
Trading Symbol	VWE
Security Exchange Name	NASDAQ
Warrants
Document Information [Line Items]
Security12b Title	Warrants to purchase common stock
Trading Symbol	VWEWW
Security Exchange Name	NASDAQ

Condensed Consolidated Balance

Condensed Consolidated Balance Sheets (Unaudited) - USD ($) $ in Thousands	Mar. 31, 2023	Jun. 30, 2022
Current assets:
Cash and cash equivalents	$ 25,382	$ 44,758
Restricted cash	0	4,800
Accounts receivable, net	36,722	37,869
Other receivables	722	3,866
Inventories	199,224	192,922
Assets held for sale, net	547	0
Current interest rate swap asset	3,920	2,877
Prepaid expenses and other current assets	23,519	11,864
Total current assets	290,036	298,956
Property, plant, and equipment, net	219,492	238,719
Operating lease right-of-use assets	32,971	0
Finance lease right-of-use-assets	624	0
Goodwill	29,666	154,951
Intangible assets, net	45,337	63,097
Interest rate swap asset	3,619	6,280
Other assets	4,701	3,464
Total assets	626,446	765,467
Current liabilities
Line of credit	114,429	144,215
Accounts payable	22,200	13,473
Accrued liabilities and other payables	34,966	26,997
Current operating lease liabilities	6,357	0
Current finance lease liabilities	286	0
Current maturities of long-term debt	14,634	14,909
Total current liabilities	192,872	199,594
Other long-term liabilities	1,693	7,055
Long-term debt, less current maturities	176,946	169,095
Long-term operating lease liabilities	27,695	0
Long-term finance lease liabilities	344	0
Deferred tax liability	7,312	29,325
Deferred gain	0	10,666
Total liabilities	406,862	415,735
Commitments and contingencies (Note 14)
Redeemable noncontrolling interest	261	1,494
Stockholders' equity
Preferred stock, no par value, 2,000,000 shares authorized, and none issued and outstanding at March 31, 2023 and June 30, 2022.	0	0
Common stock, no par value, 200,000,000 shares authorized, 62,161,553 issued and 59,289,659 outstanding at March 31, 2023 and 61,691,054 issued and 58,819,160 outstanding at June 30, 2022.	0	0
Additional paid-in capital	380,617	376,099
Treasury stock, at cost: 2,871,894 shares held at March 31, 2023 and June 30, 2022.	(26,034)	(26,034)
(Accumulated Deficit) Retained Earnings	(134,457)	(1,092)
Total Vintage Wine Estates, Inc. stockholders' equity	220,126	348,973
Noncontrolling interests	(803)	(735)
Total stockholders' equity	219,323	348,238
Total liabilities, redeemable noncontrolling interest, and stockholders' equity	$ 626,446	$ 765,467

Condensed Consolidated Balanc_2

Condensed Consolidated Balance Sheets (Unaudited) (Parenthetical) - $ / shares	Mar. 31, 2023	Jun. 30, 2022
Statement of Financial Position [Abstract]
Preferred stock, par value | $ / shares	$ 0	$ 0
Preferred stock, shares authorized	2,000,000	2,000,000
Preferred stock, shares issued	0	0
Preferred stock, shares outstanding	0	0
Common stock, par value | $ / shares	$ 0	$ 0
Common stock, shares authorized	200,000,000	200,000,000
Common stock, shares issued	62,161,553	61,691,054
Common stock, shares outstanding	59,289,659	58,819,160
Repurchases of common stock	2,871,894	2,871,894

Condensed Consolidated Statemen

Condensed Consolidated Statements of Operations and Comprehensive Income (Unaudited) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Mar. 31, 2023	Mar. 31, 2022	Mar. 31, 2023	Mar. 31, 2022
Net revenues
Net revenue	$ 64,651	$ 78,933	$ 221,132	$ 218,579
Cost of revenues
Cost of revenues	51,375	53,164	152,580	137,202
Gross profit	13,276	25,769	68,552	81,377
Selling, general, and administrative expenses	26,506	24,159	90,094	65,682
Amortization expense	1,813	2,083	5,429	3,938
Goodwill impairment losses	0	0	125,285	0
Intangible impairment losses	0	0	12,643	0
Gain on remeasurement of contingent liability	0	0	(3,289)	155
Gain on litigation proceeds	(884)	0	(1,414)	0
Gain on sale leaseback	0	(333)	0	(1,000)
(Gain) loss on sale of property, plant, and equipment	(5,977)	312	(1,546)	388
(Loss) Income from operations	(8,182)	(452)	(158,650)	12,214
Other (expense) income
Interest expense	(4,291)	(3,729)	(13,322)	(10,825)
Net (loss) gain on interest rate swap agreements	(3,596)	14,556	4,892	19,475
Loss on extingushment of debt	0	0	(479)	0
Other (loss) gain, net	(161)	1,957	326	1,945
Total other (expense) income, net	(8,048)	12,784	(8,583)	10,595
(Loss) Income before provision for income taxes	(16,230)	12,332	(167,233)	22,809
Income tax (benefit) provision	(2,702)	3,375	(24,880)	6,396
Net (loss) income	(13,528)	8,957	(142,353)	16,413
Net loss attributable to the noncontrolling interests	(14)	(34)	(1,235)	(74)
Net (loss) income attributable to common stockholders	$ (13,514)	$ 8,991	$ (141,118)	$ 16,487
Net (loss) earnings per share allocable to common stockholders
Basic	$ (0.23)	$ 0.15	$ (2.39)	$ 0.27
Diluted	$ (0.23)	$ 0.15	$ (2.39)	$ 0.27
Weighted average shares used in the calculation of earnings per share allocable to common stockholders
Basic	59,289,659	61,410,403	59,014,915	60,773,258
Diluted	59,289,659	61,410,403	59,014,915	60,773,258
Wine, spirits and cider
Net revenues
Net revenue	$ 41,276	$ 50,859	$ 147,252	$ 157,640
Cost of revenues
Cost of revenues	37,575	40,303	107,251	106,607
Nonwine
Net revenues
Net revenue	23,375	28,074	73,880	60,939
Cost of revenues
Cost of revenues	$ 13,800	$ 12,861	$ 45,329	$ 30,595

Condensed Consolidated Statem_2

Condensed Consolidated Statements of Stockholders' Equity (Unaudited) - USD ($)	Total	Revision of Prior Period, Accounting Standards Update, Adjustment [Member]	Common Stock	Treasury Stock	Additional Paid-In Capital	Retained Earnings	Retained Earnings Revision of Prior Period, Accounting Standards Update, Adjustment [Member]	Non-Controlling Interests	Redeemable Non controlling Interest
BEGINNING BALANCE at Jun. 30, 2021	$ 360,255,000				$ 360,732,000			$ (477,000)
BEGINNING BALANCE (in Shares) at Jun. 30, 2021			60,461,611
Redeemable Non-Controlling Interest Beginning Balance at Jun. 30, 2021									$ 1,682,000
Temporary equity, Net income (loss)									3,000
Out-of-period adjustments	(836,000)					$ (667,000)		(169,000)
Net income (loss)	765,000					793,000		(28,000)
Redeemable Non-Controlling Interest Ending Balance at Sep. 30, 2021									1,685,000
ENDING BALANCE at Sep. 30, 2021	360,184,000				360,732,000	126,000		(674,000)
ENDING BALANCE (in Shares) at Sep. 30, 2021			60,461,611
Temporary equity, Net income (loss)									2,000
Net income (loss)	6,686,000					6,703,000		(17,000)
Redeemable Non-Controlling Interest Ending Balance at Dec. 31, 2021									1,687,000
ENDING BALANCE at Dec. 31, 2021	366,870,000				360,732,000	6,829,000		(691,000)
ENDING BALANCE (in Shares) at Dec. 31, 2021			60,461,611
Stock-based compensation expense, net of forfeitures	1,394,000				1,394,000
Issuance of Series A Stock in business combination	10,521,000				10,521,000
Issuance of Series A Stock in business combination, share			1,229,443
Temporary equity, Net income (loss)									(11,000)
Treasury Stock, Value, Acquired, Cost Method	(2,833,000)			$ (2,833,000)
Repurchases of common stock				313,539
Net income (loss)	8,968,000					8,991,000		(23,000)
Redeemable Non-Controlling Interest Ending Balance at Mar. 31, 2022									1,676,000
ENDING BALANCE at Mar. 31, 2022	384,920,000			$ (2,833,000)	372,647,000	15,820,000		(714,000)
ENDING BALANCE (in Shares) at Mar. 31, 2022			61,691,054	313,539
BEGINNING BALANCE at Jun. 30, 2022	348,238,000			$ (26,034,000)	376,099,000	(1,092,000)		(735,000)
BEGINNING BALANCE (in Shares) at Jun. 30, 2022			61,691,054	2,871,894
Redeemable Non-Controlling Interest Beginning Balance at Jun. 30, 2022	1,494,000								1,494,000
Stock-based compensation expense, net of forfeitures	3,440,000				3,440,000
Repurchase of public warrants	(172,000)				(172,000)
Shareholder distribution									(66,000)
Temporary equity, Net income (loss)									(146,000)
Net income (loss)	1,504,000					1,532,000		(28,000)
Redeemable Non-Controlling Interest Ending Balance at Sep. 30, 2022									1,282,000
ENDING BALANCE at Sep. 30, 2022	360,762,000	$ 7,752,000		$ (26,034,000)	379,367,000	8,192,000	$ 7,752,000	(763,000)
ENDING BALANCE (in Shares) at Sep. 30, 2022			61,691,054	2,871,894
BEGINNING BALANCE at Jun. 30, 2022	348,238,000			$ (26,034,000)	376,099,000	(1,092,000)		(735,000)
BEGINNING BALANCE (in Shares) at Jun. 30, 2022			61,691,054	2,871,894
Redeemable Non-Controlling Interest Beginning Balance at Jun. 30, 2022	1,494,000								1,494,000
Redeemable Non-Controlling Interest Ending Balance at Mar. 31, 2023	261,000								261,000
ENDING BALANCE at Mar. 31, 2023	219,323,000			$ (26,034,000)	380,617,000	(134,457,000)		(803,000)
ENDING BALANCE (in Shares) at Mar. 31, 2023			62,161,553	2,871,894
BEGINNING BALANCE at Sep. 30, 2022	360,762,000	$ 7,752,000		$ (26,034,000)	379,367,000	8,192,000	$ 7,752,000	(763,000)
BEGINNING BALANCE (in Shares) at Sep. 30, 2022			61,691,054	2,871,894
Redeemable Non-Controlling Interest Beginning Balance at Sep. 30, 2022									1,282,000
Stock-based compensation expense, net of forfeitures	3,250,000				3,250,000
Vesting of restricted stock			755,880
Taxes paid related to net share settlement of equity awards	(976,000)		$ (285,381,000)		(976,000)
Temporary equity, Net income (loss)									(1,023,000)
Net income (loss)	(129,159,000)					(129,135,000)		(24,000)
Redeemable Non-Controlling Interest Ending Balance at Dec. 31, 2022									259,000
ENDING BALANCE at Dec. 31, 2022	233,877,000			$ (26,034,000)	381,641,000	(120,943,000)		(787,000)
ENDING BALANCE (in Shares) at Dec. 31, 2022			62,161,553	2,871,894
Stock-based compensation expense, net of forfeitures	(1,024,000)				(1,024,000)
Temporary equity, Net income (loss)									2,000
Net income (loss)	(13,530,000)					(13,514,000)		(16,000)
Redeemable Non-Controlling Interest Ending Balance at Mar. 31, 2023	261,000								$ 261,000
ENDING BALANCE at Mar. 31, 2023	$ 219,323,000			$ (26,034,000)	$ 380,617,000	$ (134,457,000)		$ (803,000)
ENDING BALANCE (in Shares) at Mar. 31, 2023			62,161,553	2,871,894

Condensed Consolidated Statem_3

Condensed Consolidated Statements Of Cash Flows (Unaudited) - USD ($) $ in Thousands	9 Months Ended
	Mar. 31, 2023	Mar. 31, 2022
Cash flows from operating activities
Net (loss) income	$ (142,353)	$ 16,413
Adjustments to reconcile net (loss) income to net cash from operating activities:
Depreciation	11,799	9,384
Amortization expense	6,196	4,234
Goodwill and intangible asset impairment losses	137,929	0
Remeasurement of contingent consideration liabilities	(3,289)	155
Stock-based compensation expense	5,666	1,394
Provision for credit losses	405	45
Provision for inventory reserve	10,131	0
Net unrealized gain on interest rate swap agreements	(4,892)	(19,475)
(Benefit) provision for deferred income tax	(24,927)	(1,028)
(Gain) Loss on disposition of assets	(1,546)	388
Deferred gain on sale leaseback	0	(1,000)
Loss on extinguishment of debt	479	0
Deferred rent	0	285
Change in operating assets and liabilities (net of effect of business combinations):
Accounts receivable	742	(21,261)
Other receivables	3,144	376
Inventories	(16,637)	15,369
Prepaid expenses and other current assets	(11,655)	(2,232)
Other assets	602	(6,440)
Accounts payable	10,250	(8,106)
Accrued liabilities and other payables	15,102	8,207
Net change in lease assets and liabilities	(992)	0
Other	0	(836)
Net cash used in operating activities	(3,846)	(4,128)
Cash flows from investing activities
Proceeds from disposition of assets	19,707	105
Purchases of property, plant, and equipment	(11,318)	(15,723)
Acquisition of businesses	0	(74,268)
Net cash provided by (used) in investing activities	8,389	(89,886)
Cash flows from financing activities
Repurchase of common stock	0	(2,833)
Principal payments on line of credit	(136,358)	(67,210)
Proceeds from line of credit	111,863	126,591
Financing costs incurred from line of credit	(1,975)	0
Outstanding checks in excess of cash	(1,523)	2,900
Principal payments on debt	(73,195)	(13,178)
Proceeds from debt	74,640	0
Loan fees	(377)	0
Principal payments on finance leases	(205)	0
Distributions to noncontrolling interest	(66)	0
Repurchase of public warrants	(172)	0
Payments of minimum tax withholdings on stock-based payment awards	(976)	0
Payments on acquisition payable	(375)	(226)
Net cash (used in) provided by financing activities	(28,719)	46,044
Net change in cash, cash equivalents and restricted cash	(24,176)	(47,970)
Cash, cash equivalents and restricted cash, beginning of period	49,558	123,679
Cash, cash equivalents and restricted cash, end of period	25,382	75,709
Cash paid during the period for:
Interest	10,802	9,508
Income taxes	0	22
Noncash investing and financing activities:
Contingent consideration in a business combination	0	8,460
Issuance of common stock in business combination	0	10,521
Operating lease assets obtained in exchange for operating lease liabilities	37,759	0
Finance lease assets obtained in exchange for finance lease obligations	67	0
Accrued interest on term loan and line-of credit refinanced to principal	1,726	0
Line of credit refinanced as term debt	9,646	0
Term debt refinanced from a line of credit	3,823	0
Financing costs deducted from long-term debt proceeds	474	0
Financing costs deducted from line of credit proceeds	$ 532	$ 0

Basis of Presentation and Signi

Basis of Presentation and Significant Accounting Policies	9 Months Ended
	Mar. 31, 2023
Accounting Policies [Abstract]
Basis of Presentation and Significant Accounting Policies	1 . Basis of Presentation and Si gnificant Accounting Policies (as restated) Basis of Presentation The condensed consolidated financial statements include the accounts of all majority-owned or controlled subsidiaries, and all significant intercompany transactions and amounts have been eliminated. The results of businesses acquired or disposed of are included in the condensed consolidated financial statements from the date of the acquisition or up to the date of disposal, respectively. References to the "Company", "we," "our," "us," and similar pronouns in this Quarterly Report on Form 10-Q for the quarter ended March 31, 2023 (this "Form 10-Q") refer to Vintage Wine Estates, Inc., a Nevada corporation, and its majority owned subsidiaries or controlled subsidiaries unless the context requires otherwise. Our fiscal year ends on June 30. References to fiscal 2023 and 2022 in these condensed consolidated financial statements are to the fiscal years ending or ended June 30, 2023 and June 30, 2022, respectively. Our unaudited condensed consolidated financial statements have been prepared in accordance with the U.S. Securities and Exchange Commission ("SEC") instructions to Quarterly Reports on Form 10-Q and include the information and disclosures required by accounting principles generally accepted in the United States ("GAAP") for interim financial reporting. Inflation and supply chain constraints, as well as the ongoing COVID-19 pandemic ("COVID-19"), continue to disrupt the U.S. and global economies and there remains uncertainty about the impact on the economy. We cannot estimate with any certainty the length or severity of the economic uncertainties or the related financial consequences on our business and operations, including whether and when historic economic and operating conditions will resume or the extent to which the disruption may impact our business, financial position, results of operations or cash flows. Management expects economic uncertainties including inflation and supply chain constraints to continue to impact several areas of the business including sales, cost of goods, operating expenses and cash flows. In the opinion of management, all adjustments necessary for a fair presentation of the unaudited condensed consolidated financial statements have been included in this Form 10-Q/A. Except as disclosed elsewhere in this Form 10-Q/A, all such adjustments are of a normal and recurring nature. In addition, financial results presented for this fiscal 2023 interim period are not necessarily indicative of the results that may be expected for the full fiscal year ending June 30, 2023 or any other future interim or annual period. These condensed consolidated financial statements are unaudited and accordingly, should be read in conjunction with the audited consolidated financial statements and related notes contained in our Annual Report on Form 10-K for the fiscal year ended June 30, 2023, filed with the SEC on October 13, 2023. The June 30, 2022 condensed consolidated balance sheet was derived from the audited consolidated financial statements as of that date. Significant Accounting Policies A description of the Company’s significant accounting policies is included in the audited financial statements within its Annual Report on Form 10-K for the fiscal year ended June 30, 2022. Except as noted below, there have been no material changes in the Company’s significant accounting policies during the nine months ended March 31, 2023. Use of Estimates The preparation of financial statements in accordance with GAAP requires us to make estimates and assumptions that affect the reported amounts in the condensed consolidated financial statements and accompanying notes. These estimates form the basis for judgments we make about the carrying values of assets and liabilities that are not readily apparent from other sources. We base our estimates and judgments on historical experience and on various other assumptions that we believe are reasonable under the circumstances. These estimates are based on management’s knowledge about current events and expectations about actions we may undertake in the future. Significant estimates include, but are not limited to depletion allowance, allowance for credit losses, the net realizable value of inventory, expected future cash flows including growth rates, discount rates, and other assumptions and estimates used to evaluate the recoverability of long-lived assets, estimated fair values of intangible assets in acquisitions, intangible assets and goodwill for impairment, amortization methods and periods, the estimated fair value of long-term debt, the valuation of interest rate swaps, contingent consideration, common stock, stock-based compensation, accounting for income taxes and net assets held for sale. Actual results could differ materially from those estimates. Restricted Cash The following table provides a reconciliation of cash, cash equivalents and restricted cash reported within the condensed consolidated balance sheet that sums to the total of the same such amounts as shown in the condensed consolidated statement of cash flows: March 31, 2023 June 30, 2022 (in thousands) As Restated Cash and cash equivalents $ 25,382 $ 44,758 Restricted cash - 4,800 Total cash, cash equivalents and restricted cash as shown in the consolidated statement of cash flows $ 25,382 $ 49,558 In connection with the amended and restated loan and security agreement (see Note 11), the Company entered into a Deposit Control Agreement which required $ 4.8 million of the total cash received to be placed into a restricted cash collateral account, subject to release upon the completion of certain construction work and certificates of occupancy associated with the Ray's Station production facility. In July 2022, the Deposit Control Agreement was terminated upon certification that the conditions to Ray's Station were satisfied. Accounts Receivable and Allowance for Credit Losses The Company adopted Accounting Standards Update ("ASU") ASU No. 2016-13, Financial Instruments-Credit Losses (Topic 326) and its related amendments as of July 1, 2022, see “Recently Adopted Accounting Pronouncements” below. Accounts receivable are recorded at the invoiced amount. We consider an account past due on the first day following its due date. We monitor past due accounts periodically and establish appropriate reserves to cover expected losses, and consider historical experience, the current economic environment, customer credit ratings or bankruptcies and reasonable and supportable forecasts to develop our allowance for expected credit losses. We review these factors quarterly to determine if any adjustments are needed to the allowance. Account balances are written-off against the established allowance when we feel it is probable the receivable will not be recovered. The provision for credit losses for the periods ended March 31, 2023 and June 30, 2022, was $ 0.8 million and $ 0.4 million, respectively. We do not accrue interest on past-due amounts. Bad debt expense was insignificant for all reporting periods presented. Other receivables include insurance related receivables, income tax receivables and other miscellaneous receivables. Disaggregation of Revenue The following table summarizes revenue by geographic region: Three Months Ended March 31, Nine Months Ended March 31, 2023 2022 2023 2022 (in thousands) As Restated As Restated United States $ 64,287 $ 77,586 $ 219,474 $ 214,061 International 364 1,347 1,658 4,518 Total net revenue $ 64,651 $ 78,933 $ 221,132 $ 218,579 The following table provides a disaggregation of revenue based on the pattern of revenue recognition: Three Months Ended March 31, Nine Months Ended March 31, 2023 2022 2023 2022 (in thousands) As Restated As Restated Point in time $ 53,178 $ 65,170 $ 187,381 $ 180,464 Over a period of time 11,473 13,763 33,751 38,115 Total net revenue $ 64,651 $ 78,933 $ 221,132 $ 218,579 Concentrations of Risk Financial instruments that potentially expose us to significant concentrations of credit risk consist primarily of cash and trade accounts receivable. We maintain the majority of our cash balances at multiple financial institutions that management believes are of high-credit quality and financially stable. At times, we have cash deposited with major financial institutions in excess of the Federal Deposit Insurance Corporation ("FDIC") insurance limits. At March 31, 2023 and June 30, 2022, we had $ 30.2 million and $ 49.0 million respectively, in major financial institutions in excess of FDIC insurance limits. We sell the majority of our wine through U.S. distributors and the direct-to-consumer channel. Receivables arising from these sales are not collateralized. We attempt to limit our credit risk by performing ongoing credit evaluations of our customers and maintaining adequate allowances for potential credit losses. The following table summarizes customer concentration of: Three Months Ended March 31, Nine Months Ended March 31, 2023 2022 2023 2022 Revenue as a percent of total revenue Customer A 22.9 % 15.6 % 20.0 % 18.3 % Customer B * * * 10.0 % Customer C * * * 10.1 % Customer D * * * * The following table summarizes customer concentration of: March 31, 2023 June 30, 2022 Receivables as a percent of total receivables Customer A 44.7 % 26.0 % Customer B * * Customer C * * Customer D 10.9 % * * Customer revenue or receivables did not exceed 10% in the respective periods. Revenue for sales from Customer A, Customer B, Customer D are included within the Wholesale and Business-to-Business segments and Customer C is included within the Business-to-Business segment. Principal vs. Agent Considerations As part of our revenue recognition process, we evaluate whether we are the principal or agent for the performance obligations in our contracts with customers. When we determine that we are the principal for a performance obligation, we recognize revenue for that performance obligation on a gross basis. When we determine that we are an agent for a performance obligation, we recognize revenue for that performance obligation net of the related costs. In determining whether we are the principal or the agent, we evaluate whether we have control of the goods or services before we transfer the goods or services to the customer by considering whether we are primarily obligated for transferring the goods or services to the customer, whether we have inventory risk for the goods or services before the goods or services are transferred to the customer, and whether we have latitude in establishing prices. Inventories Inventories of bulk and bottled wines, spirits, and ciders and inventories of non-wine products and bottling and packaging supplies are valued at the lower of cost using the FIFO method or net realizable value. Costs associated with winemaking, and other costs associated with the manufacturing of products for resale, are recorded as inventory. Net realizable value is the value of an asset that can be realized upon the sale of the asset, less a reasonable estimate of the costs associated with either the eventual sale or the disposal of the asset in question. Inventories are classified as current assets in accordance with recognized industry practice, although most wines and spirits are aged for periods longer than one year. Leases The Company adopted ASU 2016-02, Leases ("Topic 842") and its related amendments as of July 1, 2022, see “Recently Adopted Accounting Pronouncements” below. The Company has both operating leases and finance leases. The Company’s non-cancelable leases for winery facilities, vineyards, corporate and administrative offices, tasting rooms, and some equipment are classified as operating leases. The Company’s non-cancelable leases for certain equipment that include a bargain purchase option at the end of the lease term are classified as finance leases. The Company recognizes a right of use (“ROU”) asset representing its right to use the underlying asset for the lease term on the condensed consolidated balance sheet and related lease liabilities representing its obligation to make lease payments arising from the lease. ROU assets and lease liabilities are recognized at the lease commencement date based on the present value of lease payments over the lease term. Because the rate implicit in each lease is not readily determinable, the Company uses its incremental borrowing rate to determine the present value of the lease payments. The ROU asset also includes adjustments for lease incentives receivable, deferred rent and prepaid rent when applicable. The Company’s lease terms may include options to extend the lease when it is reasonably certain that the Company will exercise that option. The Company has made an accounting policy election not to recognize ROU assets and lease obligations for its short-term leases, which are defined as leases with an initial term of 12 months or less. However, the Company will recognize these lease payments in the condensed consolidated statements of operations and comprehensive income (loss) on a straight-line basis over the lease term and variable lease payments in the period in which the obligation is incurred. Lease expense for operating leases is recognized on a straight-line basis over the lease term. For finance leases, the right-of-use asset is amortized to amortization expense and interest expense is recorded in connection with the lease liability. Payments under lease arrangements are primarily fixed, however, most lease agreements also contain some variable payments. Variable lease payments other than those that depend on an index or a rate are expensed as incurred and not included in the operating lease ROU assets and lease liabilities. These amounts primarily include payments for taxes, parking and common area expenses. See Note 10. Assets Held for Sale The Company classifies an asset group (‘asset’) as held for sale in the period that (i) it has approved and committed to a plan to sell the asset, (ii) the asset is available for immediate sale in its present condition, (iii) an active program to locate a buyer and other actions required to sell the asset have been initiated, (iv) the sale of the asset is probable and transfer of the asset is expected to qualify for recognition as a completed sale within one year (subject to certain events or circumstances), (v) the asset is being actively marketed for sale at a price that is reasonable in relation to its current fair value, and (vi) it is unlikely that significant changes to the plan will be made or that the plan will be withdrawn. The Company initially and subsequently measures a long-lived asset that is classified as held for sale at the lower of its carrying value or fair value less any costs to sell. Any loss resulting from this measurement is recognized in selling, general and administrative expenses in the period in which the held for sale criteria are met. Conversely, gains are generally not recognized on the sale of a long-lived asset until the date of sale. Upon designation as an asset held for sale, the Company stops recording depreciation or amortization expense on the asset. The Company assesses the fair value of assets held for sale less any costs to sell at each reporting period until the asset is no longer classified as held for sale. Casualty Gains In relation to various events related to weather and wildfires, the Company received insurance and litigation proceeds of $ 1.4 million during the nine months ended March 31, 2023. Segment Information We operate in three reportable segments. Operating segments are defined as components of an enterprise about which separate financial information is evaluated regularly by the chief operating decision maker in deciding how to allocate resources and assessing performance. The Company’s chief operating decision maker (“CODM”), our Interim Chief Executive Officer, allocates resources and assesses performance based upon discrete financial information at the segment level. Earnings Per Share Basic net income (loss) per share is calculated by dividing the net income (loss) allocable to common stockholders by the weighted-average number of shares of common stock outstanding during the period. For purposes of the calculation of diluted net income (loss) per share, stock options warrants to purchase common stock, and restricted stock units are considered potentially dilutive securities but are excluded from the calculation of diluted net income (loss) per share when their effect is antidilutive. As a result, in certain periods, diluted net loss per share is the same as the basic net loss per share for the periods presented. The Company does not pay dividends or have participating shares outstanding. Emerging Growth Company Status We are an emerging growth company, as defined in the Jumpstart Our Business Startups Act of 2012 (“JOBS Act”). Under the JOBS Act, emerging growth companies can delay adopting new or revised accounting standards issued subsequent to the enactment of the JOBS Act, until such time as those standards apply to private companies. We have elected to use this extended transition period for complying with new or revised accounting standards that have different effective dates for public and private companies until the earlier of the date that we (i) are no longer an emerging growth company or (ii) affirmatively and irrevocably opt out of the extended transition period provided in the JOBS Act. Recently Adopted Accounting Pronouncements In December 2022, the Financial Accounting Standards Board ("FASB") issued ASU 2022-06: Reference Rate Reform (Topic 848): Deferral of the Sunset Date of Topic 848, which defers the sunset date of ASU 2020-04: Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting from March 31, 2023 to December 31, 2024. ASU 2020-04 provides optional expedients and exceptions to applying the guidance on contract modifications, hedge accounting, and other transactions, to simplify the accounting for transitioning from the London Interbank Offered Rate, and other interbank offered rates expected to be discontinued, to alternative reference rates. After December 31, 2024, entities will no longer be permitted to apply the relief in Topic 848. The Company determined that adoption of this ASU will not have a material impact on our consolidated financial statements. In February 2016, the FASB issued Accounting Standards Codification 842 or "Topic 842", which supersedes the guidance in ASC 840, Leases . The new standard, as amended by subsequent ASUs on Topic 842 and recent extensions issued by the FASB in response to COVID-19, requires lessees to apply a dual approach, classifying leases as either finance or operating leases based on the principle of whether the lease is effectively a financed purchase by the lessee. This classification determines whether lease expense is recognized based on an effective interest method or on a straight-line basis over the term of the lease. A lessee is also required to record a right-of-use asset and a lease liability for all leases with a term of greater than 12 months regardless of its classification. Leases with a term of 12 months or less are accounted for in the Company's consolidated statements of operations. The Company adopted Topic 842 effective July 1, 2022 using the modified retrospective approach, whereby we recognized a transition adjustment at the effective date of Topic 842, rather than at the beginning of the earliest comparative period presented. Prior period information was not restated. In addition, the Company applied the package of transition practical expedients, which allows the Company to carryforward its population of existing leases, the classification of each lease and the treatment of initial direct costs as of the period of adoption. The Company did not elect the practical expedient related to hindsight analysis which allows a lessee to use hindsight in determining the lease term and in assessing impairment of the entity’s ROU assets. The Company identified the population of real estate and equipment leases to which the guidance applies and implemented changes in its systems, procedures and controls relating to how lease information is obtained, processed and analyzed. In connection with the restatement, the Company has reclassified the deferred gain related to a previous sale and leaseback of $ 10.7 million related to retained earnings. Refer to Note 2. Further, the Company recognized $ 37.6 million in ROU assets that represent the Company's right to use the underlying assets for the lease term and $ 39.2 million in lease obligations that represent the Company's obligation to make lease payments arising from the lease. The ROU assets recognized upon adoption of Topic 842, included the reclassification of approximately $ 2.1 million of deferred rent and $ 0.4 million of prepaid rent. See Note 10. In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments-Credit Losses (Topic 326) : Measurement of Credit Losses on Financial Instruments , as amended, which requires the measurement and recognition of expected credit losses for financial assets held at amortized cost. It also eliminates the concept of other-than-temporary impairment and requires credit losses related to available-for-sale debt securities to be recorded through an allowance for credit losses rather than as a reduction in the amortized cost basis of the securities. These changes will result in more timely recognition of credit losses. 10 The Company adopted ASU No. 2016-13, as amended effective July 1, 2022. We consider historical experience, the current economic environment, customer credit ratings or bankruptcies, and reasonable and supportable forecasts to develop our allowance for credit losses. We review these factors quarterly to determine if any adjustments are needed to the allowance. This guidance did not have a material impact on our condensed consolidated financial statements. Recently Issued Accounting Pronouncements The recently issued accounting pronouncements are not expected to have an impact on the Company.

Restatement, Reclassification a

Restatement, Reclassification and Revision of Previously Issued Condensed Consolidated Financial Statements	9 Months Ended
	Mar. 31, 2023
Accounting Changes and Error Corrections [Abstract]
Restatement, Reclassification and Revision of Previously Issued Condensed Consolidated Financial Statements	2. Restatement, Reclassification and Revision of Previously Issued Condensed Consolidated Financial Statements The Company has restated its condensed consolidated statements as of and for the three and nine months ended March 31, 2023. Errors were discovered during the course of management’s review of the Company’s financial statements in the process of closing the fiscal year ended June 30, 2023 and in conjunction with the year-end audit. The errors were primarily related to the reversal of revenue for the three months ended March 31, 2023 because control of bulk whiskey inventory for one sale did not transfer, the correction of an error related to the classification of assets as part of the historical purchase price allocations for certain business combinations, which impacted the loss on a partial disposition of Laetitia Vineyard and Wineries land and related vineyards that occurred during the three months ended December 31, 2022, and the treatment of a deferred gain as part of the implementation of ASC 842, Leases ("ASC 842"). In light of the restatement, the Company is also correcting and/or reclassifying certain immaterial out-of-period items and other adjustments in all periods presented, which include but are not limited to those related to the determination of the service period used in the recognition of stock-based compensation expense and classification of assets as part of the historical purchase price allocations for certain business combinations . Certain prior year amounts have been reclassified for consistency with the current year presentation. In addition, our beginning accumulated deficit increased by $ 0.7 million, net of a tax benefit of $ 0.3 million, as a consequence of the impact of those identified immaterial errors to periods prior to July 1, 2021. Regarding our previously reported unaudited condensed consolidated balance sheet as of March 31, 2023, the following table presents a $ 4.7 million decrease to accounts receivable and a $ 1.2 million increase to inventory due to a reversal of revenue in the third quarter because the control of bulk whiskey inventory for one sale did not transfer and an adjustment of $ 10.7 million deferred gain arising from a prior-year sale leaseback transaction that should have been recognized as a cumulative-effect adjustment to retained earnings as part of the implementation of ASC 842 , offset by previously recognized amortization for the nine months ended March 31, 2023 of $ 0.9 million. In addition, the Company is adjusting for certain immaterial out-of-period items, reclassifications and other adjustments including but not limited to: (i) $ 6.6 million reclassification between cash and cash equivalents and accounts payable for classification of outstanding checks; (ii) $ 177.0 million reclassification between current and long-term maturities of long-term debt due to amended credit agreement; (iii) $ 3.1 million adjustment to additional paid-in capital and retained earnings due to overstatement of stock-based compensation expense arising from an incorrect service period used in expense recognition; and (iv) $ 8.9 million adjustment to accumulated deficit due to $ 1.1 million year to date change in net loss as well as prior year increase in accumulated deficit of $ 0.7 million, net of $ 0.3 million tax benefit, primarily due to a non-recurring adjustment for historical acquisitions of $ 1.6 million, offset by $ 0.9 million for adjustment to property, plant and equipment, net due to overstatement of depreciation expense. CONDENSED CONSOLIDATED BALANCE SHEET (Unaudited) March 31, 2023 (in thousands) As Previously Reported Adjustments As Revised Assets Current assets: Cash and cash equivalents $ 31,966 $ ( 6,584 ) $ 25,382 Accounts receivable, net 41,381 ( 4,659 ) 36,722 Inventories 199,268 ( 44 ) 199,224 Total current assets 301,322 ( 11,286 ) 290,036 Property, plant, and equipment, net 219,680 ( 188 ) 219,492 Intangible assets, net 45,438 ( 101 ) 45,337 Total assets $ 638,021 $ ( 11,575 ) $ 626,446 Liabilities, redeemable noncontrolling interest, and stockholders' equity Current liabilities: Accounts payable $ 28,785 $ ( 6,585 ) $ 22,200 Accrued liabilities and other payables 34,325 641 34,966 Current maturities of long-term debt 191,580 ( 176,946 ) 14,634 Total current liabilities 375,762 ( 182,890 ) 192,872 Long-term debt, less current maturities - 176,946 176,946 Deferred tax liability 5,698 1,614 7,312 Deferred gain 10,116 ( 10,116 ) - Total liabilities 421,308 ( 14,446 ) 406,862 Redeemable noncontrolling interest 262 ( 1 ) 261 Stockholders' equity: Additional paid-in capital 383,720 ( 3,103 ) 380,617 Accumulated Deficit ( 140,601 ) 6,144 ( 134,457 ) Total Vintage Wine Estates, Inc. stockholders' equity 217,085 3,041 220,126 Noncontrolling interests ( 634 ) ( 169 ) ( 803 ) Total stockholders' equity 216,451 2,872 219,323 Total liabilities, redeemable noncontrolling interest, and stockholders' equity $ 638,021 $ ( 11,575 ) $ 626,446 Regarding the previously reported unaudited condensed consolidated statement of operations for the three and nine months ended March 31, 2023, the following table presents a $ 4.7 million adjustment to net revenue: nonwine and a $ 1.2 million adjustment to cost of revenue: nonwine as a reversal of revenue in the third quarter because the control of bulk whiskey inventory for one sale did not transfer, the correction of an error of $ 3.5 million related to the classification of assets as part of the historical purchase price allocations for certain business combinations, which increased the loss on a partial disposition of Laetitia Vineyard and Wineries land and related vineyards, and the impact of the restatement of $ 0.5 million amortization, adjusted through gain on sale leaseback, of a deferred gain of $ 10.7 million arising from a prior-year sale leaseback transaction that should have been recognized as a cumulative-effect adjustment to equity as part of the implementation of ASC 842 . In addition, the Company is adjusting for certain immaterial out-of-period items, reclassifications and other adjustments including but not limited to: (i) $ 1.2 million adjustment for the nine months ending March 31, 2023 to intangible assets due to impairment recognized in 2022; (ii) $ 2.0 million cumulative adjustment for the nine months ending March 31, 2023 to selling, general and administrative expense due to a non-recurring adjustment for historical acquisitions; and (iii) adjustments of $ 1.0 million and $ 1.3 million for the three and nine months ended March 31, 2023, respectively, to increase selling, general and administrative expense due to an understatement of stock-based compensation expense arising from an incorrect service period used in expense recognition. CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (Unaudited) Three Months Ended March 31, 2023 Nine Months Ended March 31, 2023 (in thousands, except share and per share amounts) As Previously Reported Adjustments As Restated As Previously Reported Adjustments As Restated Net revenue Wine, spirits and cider $ 41,443 $ ( 167 ) $ 41,276 $ 146,160 $ 1,092 $ 147,252 Nonwine 28,035 ( 4,660 ) 23,375 78,540 ( 4,660 ) 73,880 Total net revenue 69,478 ( 4,827 ) 64,651 224,700 ( 3,568 ) 221,132 Cost of revenue Wine, spirits and cider 37,829 ( 254 ) 37,575 108,499 ( 1,248 ) 107,251 Nonwine 15,303 ( 1,503 ) 13,800 46,524 ( 1,195 ) 45,329 Total cost of revenue 53,132 ( 1,757 ) 51,375 155,023 ( 2,443 ) 152,580 Gross profit 16,346 ( 3,070 ) 13,276 69,677 ( 1,125 ) 68,552 Selling, general, and administrative expenses 25,526 980 26,506 92,458 ( 2,364 ) 90,094 Intangible impairment losses - - - 13,823 ( 1,180 ) 12,643 Gain on remeasurement of contingent liability - - - ( 2,648 ) ( 641 ) ( 3,289 ) Gain on sale leaseback ( 333 ) 333 - ( 550 ) 550 - Gain on sale of property, plant, and equipment ( 5,977 ) - ( 5,977 ) ( 5,625 ) 4,079 ( 1,546 ) (Loss) from operations ( 3,799 ) ( 4,383 ) ( 8,182 ) ( 157,081 ) ( 1,569 ) ( 158,650 ) Loss before provision for income taxes ( 11,847 ) ( 4,383 ) ( 16,230 ) ( 165,664 ) ( 1,569 ) ( 167,233 ) Income tax (benefit) provision ( 1,673 ) ( 1,029 ) ( 2,702 ) ( 24,231 ) ( 649 ) ( 24,880 ) Net loss ( 10,174 ) ( 3,354 ) ( 13,528 ) ( 141,433 ) ( 920 ) ( 142,353 ) Net loss attributable to the noncontrolling interests ( 14 ) - ( 14 ) ( 1,403 ) 168 ( 1,235 ) Net loss attributable to common stockholders $ ( 10,160 ) $ ( 3,354 ) $ ( 13,514 ) $ ( 140,030 ) $ ( 1,088 ) $ ( 141,118 ) Net loss per share allocable to common stockholders Basic $ ( 0.17 ) $ ( 0.06 ) $ ( 0.23 ) $ ( 2.37 ) $ ( 0.02 ) $ ( 2.39 ) Diluted $ ( 0.17 ) $ ( 0.06 ) $ ( 0.23 ) $ ( 2.37 ) $ ( 0.02 ) $ ( 2.39 ) The following table presents the impact of the adjustments and reclassifications discussed above on the unaudited condensed consolidated cash flow statement for the nine months ending March 31, 2023: CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited) Nine Months Ended March 31, 2023 (in thousands) As Previously Reported Adjustments As Restated Cash flows from operating activities Net loss $ ( 141,433 ) $ ( 920 ) $ ( 142,353 ) Adjustments to reconcile net loss to net cash from operating activities: Depreciation 11,409 390 11,799 Amortization expense Goodwill and intangible asset impairment losses 139,108 ( 1,179 ) 137,929 Remeasurement of contingent consideration liabilities ( 2,648 ) ( 641 ) ( 3,289 ) Stock-based compensation expense 6,971 ( 1,305 ) 5,666 Provision for credit losses 677 ( 272 ) 405 Provision for inventory reserve - 10,131 10,131 (Benefit) provision for deferred income tax ( 24,281 ) ( 646 ) ( 24,927 ) Gain on disposition of assets ( 5,625 ) 4,079 ( 1,546 ) Deferred gain on sale leaseback ( 550 ) 550 - Deferred rent ( 2,079 ) 2,079 - Change in operating assets and liabilities (net of effect of business combinations): Accounts receivable ( 3,866 ) 4,608 742 Inventories ( 5,466 ) ( 11,171 ) ( 16,637 ) Prepaid expenses and other current assets ( 10,125 ) ( 1,530 ) ( 11,655 ) Accounts payable 10,511 ( 261 ) 10,250 Accrued liabilities and other payables 16,934 ( 1,832 ) 15,102 Net change in lease assets and liabilities 1,087 ( 2,079 ) ( 992 ) Net cash used in operating activities ( 3,846 ) - ( 3,846 ) Cash flows from financing activities Outstanding checks in excess of cash 4,327 ( 5,850 ) ( 1,523 ) Net cash used in financing activities ( 22,869 ) ( 5,850 ) ( 28,719 ) Net change in cash, cash equivalents and restricted cash ( 18,326 ) ( 5,850 ) ( 24,176 ) Cash, cash equivalents and restricted cash, beginning of period 50,292 ( 734 ) 49,558 Cash, cash equivalents and restricted cash, end of period $ 31,966 ( 6,584 ) $ 25,382 Supplemental cash flow information Noncash investing and financing activities: Increase in finance lease assets and liabilities upon adoption of ASC 842 $ 759 ( 692 ) $ 67 Reclassifications and Revisions Subsequent to the issuance of the Company's financial statements as of the year ended June 30, 2022, the Company discovered an error in its classification of purchase price for specific properties, which resulted in the Company overstating depreciable assets and the related depreciation expense for post-acquisition periods. Management has evaluated this misstatement, which understated property, plant and equipment, net and overstated inventories and the related cost of revenue, and concluded it was not material to prior periods, individually or in the aggregate. However, correcting the cumulative effect of the error in the current period would have had a material effect on the results of operations for such period. Therefore, the Company is revising the relevant prior period consolidated financial statements and related footnotes for this error and other immaterial out-of-period items for comparative purposes. The Company will also correct previously reported financial information for such immaterial errors in future filings, as applicable. Additionally, comparative prior period amounts in the applicable notes to the unaudited condensed consolidated financial statements have been revised, certain prior year amounts have been reclassified for consistency with the current year presentation, and our beginning accumulated deficit was increased by $ 0.7 million, net of a tax benefit of $ 0.3 million, as a consequence of the impact of those identified immaterial errors to periods prior to July 1, 2021. Regarding our previously reported consolidated balance sheet as of June 30, 2022, the following table presents the impact of certain immaterial out-of-period items, reclassifications and other adjustments including but not limited to: (i) $ 1.8 million reclassification from restricted cash to cash and cash equivalents as well as $ 0.7 million reclassification for outstanding checks between cash and cash equivalents and accounts payable; (ii) $ 1.9 million non-recurring adjustment to prepaid expenses and other current assets related to the formation of VWE Captive, LLC; (iii) $ 2.6 million adjustment to property, plant, and equipment, net due to an overstatement of depreciation expense arising from the incorrect classification of assets as part of historical purchase price allocations; (iv) $ 1.5 million reclassification between property, plant, and equipment and inventories related to specific spirits barrels; (v) $ 1.3 million adjustment to intangible assets, net due to impairment; (vi) $ 2.1 million non-recurring adjustment to accrued liabilities and other payables for historical acquisitions; (vii) $ 1.8 million adjustment to additional paid-in capital and retained earnings due to overstatement of stock-based compensation expense arising from an incorrect service period used in expense recognition; and (viii) $ 0.7 million adjustment to accumulated deficit due to a prior year accumulated deficit increase of $ 0.7 million, net of $ 0.3 million tax benefit, primarily due to a non-recurring adjustment for historical acquisitions of $ 1.6 million, offset by $ 0.9 million for adjustment to property, plant and equipment, net due to overstatement of depreciation expense. CONSOLIDATED BALANCE SHEET June 30, 2022 (in thousands) As Previously Reported Adjustments As Revised Assets Current assets: Cash and cash equivalents $ 43,692 $ 1,066 $ 44,758 Restricted cash 6,600 ( 1,800 ) 4,800 Accounts receivable, net 38,192 ( 323 ) 37,869 Inventories 192,102 820 192,922 Prepaid expenses and other current assets 13,394 ( 1,530 ) 11,864 Total current assets 300,723 ( 1,767 ) 298,956 Property, plant, and equipment, net 236,100 2,619 238,719 Intangible assets, net 64,377 ( 1,280 ) 63,097 Total assets $ 765,895 $ ( 428 ) $ 765,467 Liabilities, redeemable noncontrolling interest, and stockholders' equity Current liabilities: Accounts payable $ 13,947 $ ( 474 ) $ 13,473 Accrued liabilities and other payables 24,204 2,793 26,997 Total current liabilities 197,275 2,319 199,594 Other long-term liabilities 6,491 564 7,055 Deferred tax liability 29,979 ( 654 ) 29,325 Total liabilities 413,506 2,229 415,735 Redeemable noncontrolling interest 1,663 ( 169 ) 1,494 Stockholders' equity: Additional paid-in capital 377,897 ( 1,798 ) 376,099 Accumulated deficit ( 571 ) ( 521 ) ( 1,092 ) Total Vintage Wine Estates, Inc. stockholders' equity 351,292 ( 2,319 ) 348,973 Noncontrolling interests ( 566 ) ( 169 ) ( 735 ) Total stockholders' equity 350,726 ( 2,488 ) 348,238 Total liabilities, redeemable noncontrolling interest, and stockholders' equity $ 765,895 $ ( 428 ) $ 765,467 The following table presents the impact of certain immaterial out-of-period items, reclassifications and other adjustments including but not limited to: (i) a cumulative $ 7.7 million adjustment due to an understatement of costs resulting from incorrect overhead absorption; and (ii) a cumulative $ 1.6 million adjustment to correct the beginning balance of the interest rate swap liability as of June 30, 2021. CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (Unaudited) Three Months Ended March 31, 2022 Nine Months Ended March 31, 2022 (in thousands, except share and per share amounts) As Reported Adjustments As Revised As Reported Adjustments As Revised Net revenues Wine, spirits and cider $ 50,859 $ - $ 50,859 $ 157,292 $ 348 $ 157,640 Total revenues 78,933 - 78,933 218,231 348 218,579 Cost of revenues Wine, spirits and cider 38,764 1,539 40,303 98,428 8,179 106,607 Nonwine 12,152 709 12,861 29,886 709 30,595 Total cost of revenues 50,916 2,248 53,164 128,314 8,888 137,202 Gross profit 28,017 ( 2,248 ) 25,769 89,917 ( 8,540 ) 81,377 Selling, general, and administrative expenses 24,952 ( 793 ) 24,159 66,724 ( 1,042 ) 65,682 Gain on remeasurement of contingent liability - - - - 155 155 Loss on sale of property, plant, and equipment 431 ( 119 ) 312 507 ( 119 ) 388 Income from operations 884 ( 1,336 ) ( 452 ) 19,748 ( 7,534 ) 12,214 Other income (expense) Net unrealized gain on interest rate swap agreements 4,553 10,003 14,556 8,582 10,893 19,475 Total other income (expense), net 2,781 10,003 12,784 ( 298 ) 10,893 10,595 Income before provision for income taxes 3,665 8,667 12,332 19,450 3,359 22,809 Income tax provision 958 2,417 3,375 5,412 984 6,396 Net income 2,707 6,250 8,957 14,038 2,375 16,413 Net loss attributable to the noncontrolling interests ( 73 ) 39 ( 34 ) ( 138 ) 64 ( 74 ) Net income attributable to Vintage Wine Estates, Inc. 2,780 6,211 8,991 14,176 2,311 16,487 Net income allocable to common stockholders $ 2,780 6,211 $ 8,991 $ 14,176 2,311 $ 16,487 Net earnings per share allocable to common stockholders Basic $ 0.05 0.10 $ 0.15 $ 0.23 0.04 $ 0.27 Diluted $ 0.05 0.10 $ 0.15 $ 0.23 0.04 $ 0.27 The following table presents the impact of the adjustments and reclassifications discussed above on the unaudited condensed consolidated cash flow statement for the nine months ending March 31, 2022: CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited) Nine Months Ended March 31, 2022 (in thousands) As Reported Adjustments As Revised Cash flows from operating activities Net income $ 14,038 $ 2,375 $ 16,413 Adjustments to reconcile net income to net cash from operating activities: Depreciation 14,095 ( 4,711 ) 9,384 Remeasurement of contingent consideration liabilities - 155 155 Stock-based compensation expense 1,943 ( 549 ) 1,394 Net unrealized gain on interest rate swap agreements ( 8,582 ) ( 10,893 ) ( 19,475 ) (Benefit) provision for deferred income tax 888 ( 1,916 ) ( 1,028 ) Loss on disposition of assets 508 ( 120 ) 388 Change in operating assets and liabilities (net of effect of business combinations): Inventories 4,244 11,125 15,369 Prepaid expenses and other current assets ( 2,457 ) 225 ( 2,232 ) Other assets ( 6,215 ) ( 225 ) ( 6,440 ) Accrued liabilities and other payables 2,836 5,371 8,207 Other - ( 836 ) ( 836 ) Net cash used in operating activities ( 4,128 ) 0 ( 4,128 )

Business Combinations

Business Combinations	9 Months Ended
	Mar. 31, 2023
Business Combinations [Abstract]
Business Combinations	. B u siness Combinations Meier's On January 18, 2022, the Company acquired 100 % of the capital stock in Meier's Wine Cellars, Inc., DBA Meier's Beverage Group, an Ohio company ("Meier's"). Meier's is a wholesale and business-to-business company that specializes in custom blending, contract storage, contract manufacturing, and private labeling for wine, beer, and spirits. Over the years, Meier's continued extending their winemaking skills by producing table wines, sparkling wines, dessert wines, vermouths and carbonated grape juice. The purchase price totaling $ 25.0 million was comprised of cash of $ 12.5 million and 1,229,443 shares of common stock with a value of $ 12.5 million. The terms of the acquisition also provide for the possibility of additional contingent consideration of up to $ 10.0 million based on Meier's exceeding current EBITDA levels over each of the next three years. The earn out consideration will be paid in a combination of 50 % cash and 50 % stock. The common stock shares issued are also subject to the terms of the lock-up agreement. The allocation of the consideration for the net assets acquired from the acquisition of Meier's were as follows: (in thousands) Sources of financing Cash $ 12,500 Shares of common stock 10,521 Contingent consideration 4,900 Settlement of pre-existing relationship ( 125 ) Fair value of consideration 27,796 Assets acquired: Accounts receivable 3,669 Fixed assets 12,859 Inventory 4,280 Other assets 356 Trademarks 700 Customer relationships 6,400 Accounts payable and accrued expenses ( 2,682 ) Deferred tax liability ( 6,033 ) Total identifiable assets acquired 19,549 Goodwill $ 8,247 The number of shares of common stock were valued based on the Closing Date share price, resulting in a fair value of $ 12.0 million, less a discount of $ 1.5 million due to lack of marketability for shares of common stock, resulting in the shares of common stock valued at $ 10.5 million. The contingent consideration was fair valued using the Monte Carlo simulation model, resulting in fair value earnout payments of $ 4.9 million. The Company valued the fair value of accounts receivable, other assets, accounts payable and accrued expenses and fixed assets at the acquisition date. Inventory was comprised of finished goods, work in process and raw materials. The fair value of finished goods inventory and work in process inventory was derived using projected cost of goods sold as a percentage of net revenue. Raw materials inventory was valued at its book value. The trade names and trademarks fair value was derived using the RFR. Key assumptions in valuing trade names and trademarks included (i) a royalty rate of 1.1 % and (ii) discount rate of 27.0 %. Customer relationships fair value was derived using the MPEEM, utilizing a discount rate of 28.0 %. Customer relationships were weighted 100.0% using the MPEEM model. The results of operations of Meier's are included in the accompanying condensed consolidated statements of operations from the January 18, 2022 acquisition date. Transaction costs incurred in the acquisition were insignificant. Other Acquisitions On February 14, 2022, the Company purchased certain intellectual property pertaining or related to a canned cannabis beverage brand. The Company purchased the intellectual property at a purchase price of $ 0.4 million. An executive officer of the Company has a related party relationship and serves as a member of the board of directors.

Inventory

Inventory	9 Months Ended
	Mar. 31, 2023
Inventory Disclosure [Abstract]
Inventory	4. Inve ntory ( as restated ) Inventory consists of the following: (in thousands) March 31, 2023 June 30, 2022 As Restated Bulk wine, spirits and cider $ 99,674 $ 88,978 Bottled wine, spirits and cider 78,650 86,785 Bottling and packaging supplies 19,448 16,328 Nonwine inventory 1,452 831 Total inventories $ 199,224 $ 192,922 For the three months ended March 31, 2023 and 2022, the Company recognized costs related to reducing inventory to its net realizable value of $ 9.6 million and zero , respectively. For the nine months ended March 31, 2023 and 2022, the Company recognized costs related to reducing inventory to its net realizable value of $ 10.1 million and zero , respectively. During the three months ended March 31, 2023, the Company recorded an inventory writedown of $ 10.1 million to mark down $ 6.8 million related to bulk wine, $ 3.1 million related to finished goods, and $ 0.2 million related to dry goods to the lower of cost or market following the Company's decision to discontinue certain product lines, reduce SKUs and help improve warehouse efficiencies. For the nine months ended March 31, 2023 and fiscal year ended June 30, 2022, the Company's inventory balances are presented net of inventory reserves of $ 6.8 million and $ 2.2 million, respectively, for bulk wine, spirits and cider inventory, $ 4.5 million and $ 1.8 million, respectively, for bottled wine, spirits and cider inventory and $ 0.4 million and $ 0.4 million, respectively, for bottling and packaging supplies inventory.

Assets Held for Sale

Assets Held for Sale	9 Months Ended
	Mar. 31, 2023
Property, Plant and Equipment Assets Held-for-sale Disclosure [Abstract]
Assets Held for Sale	. Assets Held for Sale During the period ended March 31, 2023, the Company had one asset group held for sale. The asset group relates to land and assumption of a land lease related to the Tamarack Cellars production facility. The Company intends to complete the sales of the assets within twelve months. The carrying amounts of assets held for sale consists of the following: (in thousands) March 31, 2023 Tamarack Cellars property, plant and equipment held for sale $ 1,168 Less accumulated depreciation and amortization ( 621 ) Total assets held for sale $ 547 The cash flows related to held for sale assets have not been segregated, and remain included in the major classes of assets. There were no assets classified as held for sale as of June 30, 2022. During the three months ended March 31, 2023, the Company sold the Tenma Vineyard, which was held for sale as of December 31, 2022, for a sale price of $ 11 million. We recognized a gain on the sale of $ 6.1 million. This gain was recorded within loss (gain) on sale of property, plant, and equipment on the accompanying condensed consolidated statement of operations and comprehensive income. On March 31, 2023, the Company sold certain Tamarack Cellars assets held for sale for a total selling price of $ 0.1 million.

Property, Plant and Equipment

Property, Plant and Equipment	9 Months Ended
	Mar. 31, 2023
Property, Plant and Equipment [Abstract]
Property, Plant and Equipment	6. Property, Pla nt, and Equipment ( as restated ) Property, plant, and equipment consists of the following: March 31, 2023 June 30, 2022 (in thousands) As Restated Buildings and improvements $ 144,481 $ 139,223 Land 31,073 46,632 Machinery and equipment 80,894 77,676 Cooperage 9,644 10,165 Vineyards 10,623 12,860 Furniture and fixtures 1,767 1,754 278,482 288,310 Less accumulated depreciation ( 74,564 ) ( 66,987 ) 203,918 221,323 Construction in progress 15,574 17,396 $ 219,492 $ 238,719 Depreciation expense related to property and equipment wa s $ 3.9 million for both the three months ended March 31, 2023 and 2022, respectively, and $ 11.8 million and $ 9.4 million for the nine months ended March 31, 2023 and 2022, respectively.

Goodwill and Intangibles Assets

Goodwill and Intangibles Assets	9 Months Ended
	Mar. 31, 2023
Goodwill and Intangible Assets Disclosure [Abstract]
Goodwill and Intangibles Assets	7. Goodwill and Intan gible Assets ( as restated ) Goodwill The following is a rollforward of the Company's goodwill by segment: Wholesale Direct-to-Consumer Business-to-Business Total (in thousands) Balance at June 30, 2022 $ 116,304 $ 29,666 $ 8,981 $ 154,951 Goodwill Impairment $ ( 116,304 ) $ - $ ( 8,981 ) $ ( 125,285 ) Balance at March 31, 2023 $ - $ 29,666 $ - $ 29,666 Our reporting units are the same as our reportable segments. We test our reporting units for impairment annually, or more frequently if events or circumstances indicate it is more likely than not that the fair value of a reporting unit is less than its carrying amount. During the three months ended December 31, 2022, we identified a number of goodwill impairment indicators that led us to conclude that an impairment test on goodwill was required to determine if the fair values of certain reporting units were below their carrying values. Most notably, revenue and earnings before income tax depreciation and amortization (EBITDA) for the second quarter (a historically strong quarter given the seasonal impact of holiday sales) fell short of projections. Additionally, we experienced increases in operational costs associated with higher cost of wine, freight and other supply chain items consistent with trends in the current economic environment. Both of these factors had a negative impact on our overall financial performance and led us to experience declining cash flows when compared to earlier quarter projections. Along with the continued market fluctuations, the Company's stock price continued to consistently decline during our second quarter of fiscal 2023. Fair value determinations require considerable judgment and are sensitive to changes in underlying assumptions, estimates, and market factors. Estimating the fair value of individual reporting units requires us to make assumptions and estimates regarding our future plans, as well as industry, economic, and regulatory conditions. These assumptions and estimates include estimated future annual net cash flows, income tax rates, discount rates, growth rates, and other market factors. If current expectations of future growth rates and margins are not met, if market factors outside of our control, such as discount rates, change, or if management’s expectations or plans otherwise change, then one or more of our reporting units might become impaired in the future. We utilized the discounted cash flow method under the income approach and the Guideline Public Company Method (GPCM) under the market approach to estimate the fair value of our reporting units. Some of the more significant assumptions inherent in estimating the fair values under the income approach include the estimated future annual net cash flows for each reporting unit (including net sales, cost of revenue, selling, general and administrative expense updated as of the end of the second quarter, depreciation and amortization, working capital, and capital expenditures), estimated growth rates, income tax rates, long-term growth rates, and a discount rate that appropriately reflects the risks inherent in each future cash flow stream. Under the GPCM approach, the significant assumptions include the consideration of stock price and financial metrics from guideline companies. As a result of our interim impairment test, we determined that the fair values of the Wholesale and Business-to-Business reporting units were less than their respective carrying amounts. We recognized a total impairment charge of $ 125.3 m illion as of and for the three months ended December 31, 2022, which consists of $ 116.3 million for Wholesale and $ 9.0 million for Business-to-Business and is included in goodwill impairment losses in the condensed consolidated statements of operations. Intangible Assets The following tables summarize other intangible assets by class: March 31, 2023 Gross Accumulated Accumulated Impairment Losses Net Intangible Weighted Average Remaining Amortization Period (in years) (in thousands) As Restated As Restated As Restated Indefinite-life intangibles Trade names and trademarks $ 28,922 $ - $ ( 12,643 ) $ 16,279 N/A Winery use permits 6,750 - - 6,750 N/A Total Indefinite-life intangibles 35,672 - ( 12,643 ) 23,029 Definite-life intangibles Customer and Sommelier relationships 30,700 ( 9,727 ) - 20,973 3.8 Trade names and trademarks 1,900 ( 565 ) - 1,335 3.2 Total definite-life intangibles 32,600 ( 10,292 ) - 22,308 Total other intangible assets $ 68,272 $ ( 10,292 ) $ ( 12,643 ) $ 45,337 June 30, 2022 (in thousands) Gross Accumulated Accumulated Impairment Losses Net Intangible Weighted Average Remaining Amortization Period (in years) Indefinite-life intangibles Trade names and trademarks $ 30,203 $ - $ ( 1,281 ) $ 28,922 N/A Winery use permits 6,750 - - 6,750 N/A Total Indefinite-life intangibles 36,953 - ( 1,281 ) 35,672 Definite-life intangibles Customer and Sommelier relationships 30,700 ( 4,922 ) - 25,778 4.4 Trade names and trademarks 1,900 ( 253 ) - 1,647 3.5 Total definite-life intangibles 32,600 ( 5,175 ) - 27,425 Total other intangible assets $ 69,553 $ ( 5,175 ) $ ( 1,281 ) $ 63,097 Our indefinite-lived intangible asset balance consists of trade names, trademarks and winery use permits, which had and aggregate carrying amount o f $ 23.0 million as of Ma rch 31, 2023. We test our trade names, trademarks, and winery use permits for impairment annually, or more frequently if events or circumstances indicate it is more likely than not that the fair value of a trade name, trademark or winery use permit is less than its carrying amount. As noted above in the goodwill section, there were events and circumstances which occurred during the second quarter ending December 31, 2022 that indicated that it was more likely than not that the fair values of certain of our trademarks may be below their carrying amounts. As such, we performed a quantitative impairment test on our indefinite-lived intangibles. We evaluated the Company's winery use permits and determined that there was no evidence as of December 31, 2022 to suggest that any of the permits associated with the land and facilities of a given property had been compromised or no longer held the value assigned on the date of the acquisition. The value of the winery use permits is based off of the various ways the winery property can be used in the Company’s operations and is therefore not solely dependent on the value of the trade name and forecasted sales of the wine currently produced on that particular property. We utilized the relief from royalty method under the income approach to estimate the fair value of our trade names and trademarks. Some of the more significant assumptions inherent in estimating the fair values include the estimated future annual net sales for each trademark and trade name, royalty rates (as a percentage of net sales that would hypothetically be charged by a licensor of the brand to an unrelated licensee), income tax considerations, long-term growth rates, and a discount rate that reflects the level of risk associated with the future cost savings attributable to the trade name or trademark. Based on the analysis performed, it was determined that the Company had a trade names and trademark impairment charge totaling $ 12.6 million, which consisted of $ 10.4 million related to Wholesale, $ 2.1 million related to Direct-to-Consumer, and $ 0.1 million related to Business-to-Business segments. In addition, a $ 1.3 million impairment loss was recognized in fiscal 2022. The total impairment loss of $ 13.9 million consists primarily of $ 4.1 million and $ 3.7 million related to the certain trademarks, respectively. The impairment loss arose due to a continued decline in certain trademark volumes and a lower royalty rate use for assessing certain trademarks given management's expectations. The impairment loss is included in intangible asset impairment losses in the condensed consolidated statements of operations. The range of discount rates, long-term growth rates, EBITDA multiples and royalty rates we used to estimate the fair values of our reporting units (in relation to our goodwill impairment testing) and trademarks as of the December 31, 2022 impairment testing date for each reporting unit or trademark, were as follows: Discount Rate Long-Term Growth Rate EBITDA Multiple Royalty Rate Min Max Min Max Min Max Min Max Reporting units 13.5 % 14.0 % 3.0 % 5.0 % 14.5 x 16 x Trademarks 15.0 % 15.0 % 3.0 % 5.0 % 1.5 % 2.0 % Amortization expense of definite-life intangibles w as $ 1.7 million and $ 1.7 million for the three months ended March 31, 2023 and 2022, respectively, and $ 5.1 million and $ 3.3 million for the nine months ended March 31, 2023 and 2022, respectively. As of March 31, 2023, estimated future amortization expense for definite-lived assets is as follows: (in thousands) 2023 remaining $ 1,705 2024 6,811 2025 5,292 2026 4,527 2027 3,179 Thereafter 794 Total estimated amortization expense $ 22,308

Accrued Liabilities

Accrued Liabilities	9 Months Ended
	Mar. 31, 2023
Payables and Accruals [Abstract]
Accrued Liabilities	8. Accrue d Liabilities ( as restated ) The major classes of accrued liabilities are summarized as follows: March 31, 2023 June 30, 2022 (in thousands) As Restated Accrued purchases $ 12,499 $ 6,728 Accrued employee compensation 7,703 5,580 Other accrued expenses 5,888 8,867 Non related party accrued interest expense 623 429 Contingent consideration 3,979 2,710 Unearned Income 1,975 642 Captive insurance liabilities 2,299 2,041 Total Accrued liabilities and other payables $ 34,966 $ 26,997

Fair Value Measurements

Fair Value Measurements	9 Months Ended
	Mar. 31, 2023
Fair Value Disclosures [Abstract]
Fair Value Measurements	9. Fair Value M easurements ( as restated ) The following tables present assets and liabilities measured at fair value on a recurring basis: March 31, 2023 (in thousands) Level 1 Level 2 Level 3 Total Assets: Money market funds $ 9,805 $ - $ - $ 9,805 Interest rate swaps (1) - 7,539 - 7,539 Total $ 9,805 $ 7,539 $ - $ 17,344 Liabilities: Contingent consideration liabilities (2) $ - $ - $ 5,492 $ 5,492 Total $ - $ - $ 5,492 $ 5,492 June 30, 2022 (in thousands) Level 1 Level 2 Level 3 Total Assets: Money market funds $ 36,616 $ - $ - $ 36,616 Interest rate swaps (1) - 9,157 - 9,157 Total $ 36,616 $ 9,157 $ - $ 45,773 Liabilities: Contingent consideration liabilities (2) $ - $ - $ 9,156 $ 9,156 Total $ - $ - $ 9,156 $ 9,156 (1) The fair value of interest rate swaps is estimated using a discounted cash flow analysis that considers the expected future cash flows of each interest rate swap. This analysis reflects the contractual terms of the interest rate swap, including the remaining period to maturity, and uses market-corroborated Level 2 inputs, including forward interest rate curves and implied interest rate volatilities. The fair value of an interest rate swap is estimated by discounting future fixed cash payments against the discounted expected variable cash receipts. The variable cash receipts are estimated based on an expectation of future interest rates derived from forward interest rate curves. The fair value of an interest rate swap also incorporates credit valuation adjustments to reflect the non-performance risk of the Company and the respective counterparty. (2) We assess the fair value of contingent consideration to be settled in cash related to acquisitions using probability weighted models for the various contractual earn-outs. These are Level 3 measurements. Significant unobservable inputs used in the estimated fair values of these contingent consideration liabilities include probabilities of achieving customer related performance targets, specified sales milestones, consulting milestones, changes in unresolved claims, projected revenue or changes in discount rates. On March 13, 2023, the Company entered into a termination agreement to terminate two interest rate swap agreements with notional amounts of $ 50,000,000 and $ 75,000,000 . As part of the termination, the Company realized a gain of $ 6.3 million that is included in net (loss) gain on interest rate swap agreements in the condensed consolidated statement of operations and comprehensive income (loss). The remaining balance included in this account represents the net unrealized gain (loss) on interest rate swaps. The following table provides a reconciliation of liabilities measured at fair value on a recurring basis using significant unobservable inputs (Level 3): Contingent (in thousands) As Restated Balance at June 30, 2022 $ 9,156 Acquisitions - Payments ( 375 ) Change in fair value ( 3,289 ) Balance at March 31, 2023 5,492 Less: current portion ( 3,979 ) Long term portion $ 1,513 The current and long-term portion of contingent consideration is included within the accrued liabilities and other payables and other long-term liabilities, respectively, in the condensed consolidated balance sheets. Our non-financial assets, such as goodwill, indefinite-lived intangible assets and long-lived assets are adjusted to fair value when an impairment charge is recognized. Such fair value measurements are based predominately on Level 3 inputs.

Leases

Leases	9 Months Ended
	Mar. 31, 2023
Leases [Abstract]
Leases	1 0. Leases ( as restated ) Leases Under ASC 842 We have lease agreements for certain winery facilities, vineyards, corporate and administrative offices, tasting rooms, and equipment under long-term non-cancelable leases. We determine if an arrangement is a lease at inception by evaluating whether the arrangement conveys the right to use an identified asset and whether we obtain substantially all of the economic benefits from and have the ability to direct the use of the asset. Our lease agreements generally do not contain any material residual value guarantees or material restrictive covenants. Beginning July 1, 2022, operating leases are included in operating lease right-of-use assets, current operating lease liabilities and long-term operating lease liabilities in our condensed consolidated balance sheet. Operating lease right-of-use assets and corresponding operating lease liabilities are recognized at commencement date based on the present value of lease payments over the lease term. Operating lease expense for operating lease assets is recognized on a straight-line basis over the lease term. As most of our leases do not provide an implicit rate, we use our collateralized incremental borrowing rate based on the information available at commencement date in determining the present value of lease payments. We use the implicit rate if it is readily determinable. In connection with the restatement, the Company has reclassified the deferred gain related to a previous sale and leaseback of $ 7.8 million, net of taxes of $ 2.9 million, to retained earnings. As part of the financial statement revision, the Company capitalized a machinery and equipment lease during the quarter ended December 31, 2021 of $ 0.7 million. See Note 2. Finance leases are included in finance lease right-of-use assets, current finance lease liabilities and long-term finance lease liabilities in our condensed consolidated balance sheet. Our lease agreements include leases that contain lease components and non-lease components. For all asset classes, we have elected to account for both of these provisions as a single lease component. We also have elected to apply a practical expedient for short-term leases whereby we do not recognize a lease liability and right-of-use asset for leases with a term of 12 months or less. In addition, we elected the package of transition practical expedients permitted under the transition guidance, which allows the Company to carry forward our leases without reassessing, whether any contracts are leases or contain leases, lease classification and initial direct costs. Our leases have remaining lease terms from less than one year to 10 years . Our lease terms may include options to extend or terminate the lease when it is reasonably certain and there is significant economic incentive to exercise that option. Beginning fiscal 2022, we no longer had related party lease agreements. The following table summarizes the components of lease expense: Three Months Ended Nine Months Ended (in thousands) March 31, 2023 March 31, 2023 Operating lease expense $ 1,807 $ 5,365 Finance lease expense Amortization of right-of-use assets 66 205 Interest on lease liabilities 8 25 Total finance lease expense 74 230 Variable lease expense 200 677 Short-term lease expense 28 98 Total lease expense $ 2,109 $ 6,370 The following table summarizes supplemental balance sheet items related to leases: (in thousands) March 31, 2023 Operating Leases Operating lease right-of-use assets $ 32,971 Current portion of operating lease liabilities 6,357 Long-term operating lease liabilities 27,695 Total operating lease liabilities 34,052 Finance Leases Finance lease right-of-use assets 624 Current portion of finance lease liabilities 286 Long-term finance lease liabilities 344 Total finance lease liabilities $ 630 The following table summarizes the weighted-average remaining lease term and discount rate: Weighted-average remaining lease term (in years) Operating leases 6.2 Finance leases 2.5 Weighted-average discount rate Operating leases 5.0 % Finance leases 5.0 % The minimum annual payments under our lease agreements as of March 31, 2023 are as follows: (in thousands) Operating Leases Finance Leases Remaining fiscal 2023 $ 1,326 $ 78 2024 6,943 309 2025 6,538 180 2026 6,512 96 2027 6,158 6 2028 and thereafter 12,122 - Total lease payments 39,599 669 Less imputed interest ( 5,547 ) ( 39 ) Present value of lease liabilities 34,052 630 Current portion of lease liabilities ( 6,357 ) ( 286 ) Total long term lease liabilities $ 27,695 $ 344 Note - Table excludes obligations for leases with original terms of 12 months or less which have not been recognized as ROU assets or liabilities in our condensed consolidated balance sheets. On December 15, 2022, we closed on a purchase and sale agreement to sell a portion of Laetitia Vineyard and Winery’s land and related vineyards to a third-party buyer for $ 8.7 million. Concurrent with the finalization of the sale, we entered into a lease agreement to lease back from the third-party buyer certain of the vineyards blocks sold. The rent, payable annually, on this two-year operating lease was deemed to be below market. Therefore, we recorded an off-market adjustment of $ 0.3 million which increased the initial measurement of the ROU asset for this lease and reduced the loss recognized on this sale. On March 31, 2023, the Company entered into a lease agreement with a third-party to lease a building beginning on April 1, 2023 for an initial term of 4 years at a monthly rate of $ 7,500 for the first year to be increased by 3 % each year. Concurrently with the lease, the Company sold certain equipment held at the leased premises for total consideration of $ 109 thousand.

Long-Term and Other Short-Term

Long-Term and Other Short-Term Obligations	9 Months Ended
	Mar. 31, 2023
Debt Disclosure [Abstract]
Long-Term and Other Short-Term Obligations	11. Long-Term a nd Other Short-Term Obligations ( as restated ) The following table summarizes long-term and other short-term obligations: (in thousands) March 31, 2023 June 30, 2022 Note to a bank with interest at LIBOR ( 1.76 %) at September 30, 2022 plus 1.75 %; payable in quarterly installments of $ 1,180 principal with applicable interest; secured by specific assets of the Company. Extinguished and refinanced in December 2022. - 76,792 Note to a bank with one month interest at SOFR ( 4.87 %) at March 31, 2023 plus 2.35 %; payable in quarterly installments of $ 1,454 principal with applicable interest; matures in December 2027 ; secured by specific assets of the Company. 143,986 - Capital expenditures borrowings payable at LIBOR ( 0.50 %) at September 30, 2022 plus 1.75 %, payable in quarterly installments of $ 1,077 at September 30, 2022. Extinguished and refinanced in December 2022. - 40,776 Capital expenditures borrowings payable at SOFR ( 4.87 %) at March 31, 2023 plus 2.35 %, payable in quarterly installments of $ 801 with draw expiring June 2027. 13,564 - Equipment Term Loan payable at SOFR ( 4.87 %) at March 31, 2023 plus 2.35 %, payable in quarterly installments of $ 250 with draw expiring December 2026. 3,682 - Note to a bank with interest fixed at 3.6 %, payable in monthly installments of $ 60 principal with applicable interest; matures in April 2023 . 60 593 Note to a bank with interest fixed at 2.75 %, payable in monthly installments of $ 61 principal with March 2024 . 719 1,246 Note to a bank with interest fixed at 7.50 %, payable in monthly installments of $ 61 principal with April 2026 . 1,972 - Delayed Draw Term Loan ("DDTL") with interest at LIBOR ( 2.32 %) at September 2022 plus 1.75 %, payable in quarterly installments of $ 1,260 starting March 2022. Extinguished and refinanced in December 2022. - 65,882 Delayed Draw Term Loan ("DDTL") with interest at SOFR ( 4.87 %) at March 31, 2023 plus 2.35 %, payable in quarterly installments of $ 818 . Matures in December 2027 . 29,000 - Note to a bank with interest fixed at 11.84 %, payable in monthly installments of $ 1 principal with April 2029 . 49 - 193,032 185,289 Less current maturities ( 14,634 ) ( 14,909 ) Less unamortized deferred financing costs ( 1,452 ) ( 1,285 ) $ 176,946 $ 169,095 Line of Credit In April 2021, we entered into an amended and restated loan and security agreement (the “Amended and Restated Loan and Security Agreement”) to increase the credit facility to $ 480.0 million consisting of an accounts receivable and inventory revolving facility up to $ 230.0 million, a term loan in a principal amount of up to $ 100.0 million, a capital expenditures facility in an aggregate principal of up to $ 50.0 million, and a delay draw term loan facility up to an aggregate of $ 100.0 million which was limited to an aggregate of $ 55.0 million. On November 8, 2022, we amended the amended and restated loan and security agreement to revise a definition used in a financial covenant under the agreement for the debt covenant calculation as of September 30, 2022 and subsequent periods. On December 13, 2022, we entered into a second amended and restated loan and security agreement (the “Second A&R Loan and Security Agreement”), which further amended and restated the Amended and Restated Loan and Security Agreement and provides credit facilities totaling up to $ 458.4 million. The credit facilities under the Second A&R Loan and Security Agreement consist of: (i) a term loan facility in the principal amount of approximately $ 156.5 million (the “Term Loan Facility”), (ii) an accounts receivable and inventory revolving facility in the principal amount of approximately $ 229.7 million with a letter of credit sub-facility in the aggregate availability amount of $ 20.0 million (the “Revolving Facility”), (iii) an equipment loan facility in the principal amount of approximately $ 4.2 million (the “Equipment Loan”), (iv) a capital expenditure facility in the principal amount of approximately $ 15.2 million (the “Capex Facility”) and (v) a delayed draw term loan facility in the principal amount of approximately $ 52.9 million (amounts are available to be drawn through December 13, 2023) (the “DDTL Facility”, and, together with the Term Loan Facility, the Revolving Facility, the Equipment Loan and the Capex Facility, the “Credit Facilities”). Concurrent with the closing of the Second A&R Loan and Security Agreement, we executed a draw of approximately $ 154.6 million on the Term Loan Facility, $ 125.0 million on the Revolving Facility, $ 4.2 million on the Equipment Loan, $ 15.2 million on the Capex Facility and $ 30.6 million on the DDTL Facility. The proceeds from the loan were used to, among other things, pay down outstanding amounts of under the Company’s existing credit facilities including the Amended and Restated Loan and Security Agreement. The Term Loan Facility matures on December 13, 2027 , and the Second A&R Loan and Security Agreement extends the maturities of the other credit facilities as follows: (i) the Revolving Facility matures on December 13, 2027 , (ii) the Equipment Loan matures on December 31, 2026 , (iii) the Capex Facility matures on June 30, 2027 and (iv) the DDTL Facility matures on December 13, 2027 . The refinancing of the Second A&R Loan and Security Agreement was evaluated in accordance with ASC 470-50, Modifications and Extinguishments on a lender-by-lender basis. Certain lenders did not participate in the refinancing and the repayment of their related outstanding debt balances has been accounted for as an extinguishment of debt. Proceeds of borrowings from new lenders were accounted for as a new debt financing. The Company recorded a loss on extinguishment of debt of $ 0.5 million in the accompanying consolidated statement of operations and comprehensive income. For the remainder of the lenders, this transaction was accounted for as a modification because the difference between present value of the cash flows under the terms of the modified agreement (the Second A&R Loan and Security Agreement) and the present value of the cash flows under terms of the original agreement was less than 10% on a lender-by-lender basis. As part of the refinancing of the Term Loan Facility, the Company incurred various costs of $ 2.3 million, including a $ 0.5 million original issue discount and $ 1.9 million in third-party debt issuance costs. As part of the refinancing of the Revolving Facility , t he Company incurred various costs of $ 2.6 million, including a $ 0.5 million original issue discount and $ 2.1 million in third-party debt issuance costs. Regularly scheduled principal repayments of the Credit Facilities (other than the Revolving Facility) are payable on a quarterly basis as follows: (i) with respect to the Term Loan Facility, an amount equal to the original principal amount of the Term Loan Facility multiplied by 1/100 th , (ii) with respect to the Equipment Loan, an amount equal to $ 0.2 million, (iii) with respect to the Capex Facility, an amount equal to $ 0.8 million, and (iv) with respect to the DDTL Facility, an amount equal to the original principal amount of the DDTL Facility multiplied by 1/28 th with respect to delayed draw term loans used to purchase equipment and 1/100 th with respect to delayed draw term loans used to purchase real estate. Repayment of the Revolving Facility is required if the borrowing base (as defined in the Second A&R Loan and Security Agreement) does not support the amount of borrowing under the Revolving Facility. Any unpaid principal, interest and other amounts owing with respect to any Credit Facility is due at maturity of such Credit Facility. Borrowings under the Credit Facilities bear interest at a rate per annum equal to, at the Company’s option, either (a) a Term Secured Overnight Financing rate “SOFR” for the applicable interest period relevant to such borrowing, plus a market-determined credit spread adjustment depending on such interest period ( 0.10 % for one-month; 0.15 % for three-months; and 0.25 % for six-months), plus an applicable margin ( 2.25 % for the Credit Facilities other than the Revolving Facility; for the Revolving Facility the applicable margin is based on a range of 1.50 %- 2.00 % depending on average borrowing availability under the Credit Facilities) or (b) an Adjusted Base Rate, or ABR, determined by reference to the highest of (i) Federal Funds Rate plus 0.50 %, (ii) the rate of interest established by the lender acting as the administrative agent as its “prime rate” and (iii) the Term SOFR for a one-month term in effect on that day plus 1.0 % plus a market-determined credit spread adjustment of 0.10 %, plus, in each case, an applicable margin ( 1.25 % for the Credit Facilities other than the Revolving Facility; depending on average availability for the Revolving Facility, with the initial applicable margin for the Revolving Facility being 1.00 %). The Company is currently in the process of amending our interest rate swap agreements to conform with the Credit Facilities. We do not expect the impact of these amendments to have a material impact on the Credit Facilities' interest rates. In addition, the Second A&R Loan and Security Agreement and related loan documents provide for recurring fees with respect to the Credit Facilities, including (i) a fee for the unused commitments of the lenders under the Term Loan Facility, the Revolving Facility and the DDTL Facility, payable quarterly, accruing at a rate equal to 0.25 % per annum with respect to the Term Loan Facility and the DDTL Facility and a rate within the range of 0.15 %- 0.20 % per annum with respect to the Revolving Facility depending on average availability under the Revolving Facility (ii) letter of credit fees (which vary depending on the applicable margin rate based on the average availability under the Revolving Facility), fronting fees and processing fees to each issuing bank and (iii) administration fees. The Credit Facilities are secured by substantially all of the assets of the Company. Additionally, the Second A&R Loan and Security Agreement includes customary representations and warranties, affirmative and negative covenants, financial covenants and certain other amendments, including, without limitation, (i) a minimum fixed charge coverage ratio (based on trailing twelve-month EBITDA adjusted for capital expenditures, taxes and certain other items) of 1.10:1.00 measured on a rolling four quarter basis provided that the minimum capital expenditure amount for purposes of calculating the fixed charge coverage ratio will increase by $ 175.0 thousand per quarter until it reaches $ 1.5 million, (ii) the addition of a maximum debt to capitalization ratio covenant, initially set at 0.60:1.00 for each quarter until December 31, 2023 and stepping down to 0.575:1.00 for each quarter until March 31, 2024 and 0.55:1.00 for each quarter until December 31, 2024 and thereafter, (iii) certain new EBITDA addbacks (and one historical EBITDA deduction in the amount of approximately $ 1.4 million for the quarter ended September 30, 2022) and (iv) certain amendments to the conditions for permitted acquisitions and accordion increases. The effective interest rate under the revolving facility w as 6.7 % and 3.1 % as of March 31, 2023 and 2022, respectively. The Company had availability under the line of credit as of March 31, 2023 and June 30, 2022, respectively. On February 13, 2023, we amended the Second A&R Loan and Security Agreement to revise the deadline for submitting our December 31, 2022 consolidated financial statements to 90 days after the period end. On March 31, 2023, we amended the Second A&R Loan and Security Agreement to revise the deadline for submitting our December 31, 2022 consolidated financial statements to 120 days after the period end. On May 9, 2023, we amended the Second A&R Loan and Security Agreement to revise the definition and calculation of certain financial covenants as of March 31, 2023. The amendment revised the definition of Adjusted EBITDA (as defined in the Second A&R Loan and Security Agreement) as utilized in the fixed charge coverage ratio calculation to allow certain addbacks to Adjusted EBITDA. Due to the amendment, at March 31, 2023, the Company believes it is in compliance with the covenants contained in the Second A&R Loan and Security Agreement. On October 12, 2023, th e Company entered into a fourth amendment to the Second Amended and Restated Loan and Security Agreement (the “Fourth Amendment”) by and among the Company, the Borrowers, the Lenders party thereto, and Agent. The Fourth Amendment, among other things: (i) waives certain existing events of default relating to the Company’s failure to comply with the financial covenants and financial reporting requirements set forth in the Credit Agreement for prior fiscal periods; (ii) reduces the aggregate revolving commitment and the aggregate delayed draw term loan commitment to $ 200,000,000 and $ 38,100,000 , respectively; (iii) replaces the maximum debt to capitalization financial covenant with a minimum adjusted EBITDA financial covenant of not less than (1) $ 4,000,000 for the fiscal quarter ending September 30, 2023, (2) $ 17,000,000 for the two fiscal quarter period ending December 31, 2023, (3) $ 27,000,000 for the three fiscal quarter period ending March 31, 2024, (4) $ 34,000,000 for the four fiscal quarter period ending June 30, 2024, and (5) $ 35,000,000 for each four fiscal quarter period ending thereafter; (iv) adds a minimum liquidity covenant of $ 25,000,000 (or, for fiscal quarters ending in December, $ 15,000,000 ), which applies only for the fiscal quarters ending September 30, 2023 through and including December 31, 2024 (the “Covenant Modification Period”); (v) suspends the minimum fixed charge coverage ratio covenant for the fiscal quarters ending September 30, 2023 through and including June 30, 2024 and provides for a step-down of the minimum fixed charge coverage ratio to 1.00:1.00 for the remainder of the Covenant Modification Period; (vi) adds an equity cure right for the Company in the event of future breaches of the financial covenants; (vii) reduces revolver availability by (1) $ 15,000,000 during the months of February through September of each year and (2) $ 10,000,000 during the months of October through January of each year; (viii) suspends the exercise of incremental facilities during the Covenant Modification Period; (ix) restricts all permitted acquisitions during the term of the credit facilities, unless previously approved by the required Lenders; (x) increases in the applicable margin for all credit facilities to 3.00 % for SOFR Loans and 2.00 % for ABR Loans, which margins will step-up further if certain prepayments of the Term Loans are not made by certain dates prescribed in the Amendment; (xi) adds additional mandatory prepayments of (1) $ 10,000,000 by no later than March 31, 2024, (2) an additional $ 10,000,000 by no later than June 30, 2024 and (3) an additional $ 25,000,000 by no later than December 31, 2024; (xii) adds additional mandatory prepayments in the event that the Borrowers maintain a cash balance in excess of $ 20,000,000 ; (xiii) permits additional sales of certain real property with an aggregate appraised value of approximately $ 60,000,000 , in addition to related personal property assets; and (xiv) adds certain additional reporting requirements to Agent and the Lenders. As a result, as of the date hereof, the Company has received a waiver for certain events of default and is in compliance with its covenants contained in the Second A&R Loan and Security Agreement. Maturities of Long-Term and Other Short-Term Borrowings Maturities of long-term and other short-term borrowings for succeeding years are as follows: Remaining 2023 $ 3,660 2024 14,456 2025 13,963 2026 13,892 2027 12,680 Thereafter 134,381 $ 193,032

Stockholders' Equity

Stockholders' Equity	9 Months Ended
	Mar. 31, 2023
Equity [Abstract]
Stockholders' Equity	12. Stockhold ers' Equity ( as restated ) Common Stock We had reserved shares of stock, on an as-if converted basis, for issuance as follows: March 31, 2023 June 30, 2022 Warrants 25,646,453 25,818,247 Earnout shares 5,726,864 5,726,864 Total 31,373,317 31,545,111 Warrants At March 31, 2023, there were 25,646,453 warrants outstanding to purchase shares of the Company's common stock at a price of $ 11.50 per whole share. The 25,646,453 warrants are made up of 18,000,000 Public Warrants (the "Public Warrants") and 8,000,000 Private Warrants (the "Private Warrants") less 353,547 warrants that have been repurchased as part of our share repurchase plan. The Public Warrants are exercisable commencing on August 11, 2021 and expire five years after the commencement date. The Company may accelerate the expiry date by providing 30 days ’ prior written notice, if and only if, the closing price of the Company’s common stock equals or exceeds $ 18.00 per share for any 20 trading days within a 30 -trading day period. The public warrant holder’s right to exercise will be forfeited unless the warrants are exercised prior to the date specified in the notice of acceleration of the expiry date. At March 31, 2023, there were 8,000,000 purchased warrants at a price of $ 1.00 per Private Warrant, with each Private Warrant exercisable commencing on August 11, 2021 for one common share at an exercise price of $ 11.50 , subject to anti-dilution adjustments. The Private Warrants expire five years after the commencement date. Earnout Shares In connection with the closing of the business combination between Bespoke Capital Acquisition Corp. and Vintage Wine Estates, Inc., a California corporation (“VWE Legacy”) pursuant to a transaction agreement dated February 3, 2021, as amended, certain shareholders of shareholders of VWE Legacy are entitled to receive up to an additional 5,726,864 shares of the Company’s common stock (the “Earnout Shares”) if at any point during the Earnout Period, from June 7, 2021 to June 7, 2023, the Company's closing share price on the Nasdaq on 20 trading days out of 30 consecutive trading days; • is at or above $15 (but below $20), 50% of the Earnout Shares will be issued; and • is at or above $20 (i) to the extent no Earnout Shares have previously been issued, 100% of the Earnout Shares or (ii) to the extent the event Earnout Shares were previously issued, 50% of the Earnout Shares will be issued. The Earnout Shares will be adjusted to reflect any stock split, reverse stock split, stock dividend (including any dividend or distribution of securities convertible common shares), reorganization, recapitalization, reclassification, combination and, exchange of shares or other like change. The Earnout Shares are indexed to the Company’s equity and meet the criteria for equity classification. The fair value of the Earnout Shares, $ 32.4 million, was recorded as a dividend to additional paid in capital due to the absence of retained earnings. No Earnout Shares were issued as of March 31, 2023. Meier's Earnout Shares In connection with the closing of the Meier's business combination with Paul T. Lux Irrevocable Trust pursuant to a merger agreement dated January 18, 2022, Mr. Lux is entitled to receive up to an additional $ 5 million of the Company’s common stock, subject to the terms of the earnout agreement. The Company will make earnout payments based on the product of the amount of adjusted EBITDA in calendar 2022, 2023 and 2024 over EBITDA threshold, as defined in the merger agreement, and the earnout multiple of seven. The earnout payment shall be paid 50 % in cash and 50 % in the Company's common stock. No shares were issued through March 31, 2023. 2021 Stock Incentive Plan Effective June 7, 2021, the Company adopted the 2021 Omnibus Incentive Plan (as amended, the "2021 Plan”). The 2021 Plan provides for the issuance of stock options, stock appreciation rights, performance shares, performance units, stock, restricted stock, restricted stock units and cash incentive awards. The 2021 Plan was approved by shareholders at the Annual Meeting of Shareholders on February 2, 2022. The following table provides total stock-based compensation expense by award type: Three Months Ended Nine Months Ended (in thousands) March 31, 2023 March 31, 2022 March 31, 2023 March 31, 2022 As Restated As Restated Stock option awards $ 63 $ 279 $ 1,027 $ 279 Restricted stock units ( 1,087 ) 1,115 4,639 1,115 Total stock-based compensation $ ( 1,024 ) $ 1,394 $ 5,666 $ 1,394 Stock-based compensation expense is included as a component of selling, general and administrative expenses in the condensed consolidated statement of operations. On January 17, 2023, a member of the executive team resigned from the Company. Along with the resignation, all outstanding stock options and unvested restricted stock units previously granted to this executive under the Company's 2021 Plan ceased to vest and any unvested awards were forfeited. The Company recognized a reduction to stock-based compensation expense related to these forfeitures in the amount of $ 1.5 million during the three months ended March 31, 2023 On February 7, 2023, the Company and Patrick Roney, founder of VWE, entered into a letter agreement whereby Mr. Roney voluntarily elected to transition from Chief Executive Officer of the Company to Executive Chairman of the Board, effective February 7, 2023. In connection with his appointment as Executive Chairman, all outstanding stock options and unvested restricted stock units previously granted to Mr. Roney under the Company’s 2021 Plan ceased to vest and any unvested awards were forfeited. The Company recognized a reduction to stock-based compensation expense related to these forfeitures in the amount of $ 2.0 million during the three months ended March 31, 2023. Stock Options Stock options granted under the 2021 Plan are subject to market conditions. The stock options are exercisable for ten years and only become exercisable if the volume-weighted average price per share of our common stock is at least $ 12.50 over a 30-day consecutive trading period following the grant date. The fair value of the stock options was estimated using a Monte Carlo simulation valuation model. Stock option awards vest in four equal installments of 25 %, with the first installment vesting 18 months after the vesting commencement date with respect to an additional 25 % of the total stock-based award on each of the 2nd, 3rd and 4th anniversaries of the vesting commencement date, providing in each case the employee remains in continuous employment or service with the Company or an Affiliate. Compensation expense is recognized ratably over the derived service period. The following table presents a summary of stock option activity under the 2021 Plan: Stock Options Weighted-Average Exercise Price Weighted-Average Remaining Contractual Life (Years) Aggregate Intrinsic Value Outstanding at June 30, 2022 3,503,527 $ 10.50 8.4 $ - Granted 782,061 10.50 9.5 - Exercised - - - Forfeited or cancelled ( 1,257,927 ) 10.50 - Outstanding at March 31, 2023 3,027,661 $ 10.50 8.7 $ - Total unrecognized compensation expense related to the stock options was $ 4.4 million, which is expected to be recognized over a weighted-average period of 4.9 years. As of March 31, 2023, 643,547 options were exercisable pending attainment of market condition. Restricted Stock Units Restricted stock units are subject only to service conditions and vest in four equal installments of 25 %, with the first installment vesting 18 months after the vesting commencement date and the other installments vesting on each of the 2nd, 3rd and 4th anniversaries of the vesting commencement date. One restricted stock unit vested in full on the 10 month anniversary of the vesting commencement date. The following table presents a summary of restricted stock units activity for the periods presented: Restricted Stock Units Weighted-Average Grant Date Fair Value Outstanding at June 30, 2022 1,902,068 $ 8.14 Granted 584,434 3.29 Vested ( 755,880 ) 8.20 Forfeited or cancelled ( 569,489 ) 8 Outstanding at March 31, 2023 1,161,133 $ 5.62 Total unrecognized compensation expense related to the restricted stock units was $ 3.3 million, which is expected to be recognized over a weighted-average period of 2.8 years. During the three months ended December 31, 2022, 755,880 restricted stock units vested and as a result the Company withheld 285,381 restricted stock units to cover the taxes related to the net share settlement of equity awards. During the three months ended March 31, 2023, 569,489 restricted stock units were forfeited or cancelled. This was partially as a result of the staffing changes described above. Stock and Warrant Repurchase Plan On March 8, 2022, the Company's board of directors approved a repurchase plan authorizing the Company to purchase up to $ 30.0 million in aggregate value of our common stock and/or warrants through September 8, 2022. The repurchase program did not require the Company to acquire a specific number of shares or warrants. The cost of the shares and warrants that were repurchased were funded from available working capital. For accounting purposes, common stock and/or warrants repurchased under our repurchase plan were recorded based upon the settlement date of the applicable trade. Such repurchased shares are presented using the cost method. During the three and nine months ended March 31, 2023, the Company repurchased zero and 171,994 warrants, respectively, at an average price of $ 1.00 per warrant. The total cost of the shares and/or warrants repurchased was $ 0.2 million. The table below summarizes the changes in repurchases of common stock and warrants: Three Months Ended (in thousands) March 31, 2023 Balance at December 31, 2022 3,225,441 Repurchases of common stock - Repurchases of warrants - Balance at March 31, 2023 3,225,441 Nine Months Ended (in thousands) March 31, 2023 Balance at June 30, 2022 3,053,447 Repurchases of common stock - Repurchases of warrants 171,994 Balance at March 31, 2023 3,225,441

Income Taxes

Income Taxes	9 Months Ended
	Mar. 31, 2023
Income Tax Disclosure [Abstract]
Income Taxes	13. Inco me Taxes ( as restated ) For the three months ended March 31, 2023, the effective tax rate differs from the federal statutory rate of 21 % primarily due to permanent items related to non-deductible officers compensation expense, discrete items related to impairments, and increase in valuation allowance. For the three months ended March 31, 2022, the effective tax rate differs from the federal statutory rate of 21 % primarily due to state taxes. For the nine months ended March 31, 2023, the effective tax rate differs from the federal statutory rate of 21 % primarily due to permanent items related to non-deductible officers compensation expense, discrete items related to impairments, and increase in valuation allowance. For the nine months ended March 31, 2023, the effective tax rate differs from the federal statutory rate of 21 % primarily due to state taxes.

Commitments and Contingent Liab

Commitments and Contingent Liabilities and Litigation	9 Months Ended
	Mar. 31, 2023
Commitments and Contingencies Disclosure [Abstract]
Commitments and Contingent Liabilities and Litigation	14. Commitm ents and Contingent Liabilities and Litigation We are subject to a variety of claims and lawsuits that arise from time to time in the ordinary course of business. Although management believes that any pending claims and lawsuits will not have a material impact on the Company’s consolidated financial position or results of operations, the adjudication of such matters are subject to inherent uncertainties and management’s assessment may change depending on future events. Litigation On November 14, 2022, a purported securities class action lawsuit was filed in the U.S. District Court for the District of Nevada against the Company and certain current and former members of its management team. The lawsuit is captioned Ezzes v. Vintage Wine Estates, Inc., et al. (“Ezzes“), and alleges that the defendants violated Sections 10(b) and 20(a) of the Securities Exchange Act of 1934, as amended, and Rule 10b-5 promulgated thereunder, by making material misstatements or omissions in certain of the Company's periodic reports filed with the SEC relating to, among other things, the Company’s business, operations, and prospects, including with respect to the Company’s inventory metrics and overhead burden. The lawsuit seeks an unspecified amount of damages and an award of attorney’s fees, in addition to other relief. On November 28, 2022, a second purported securities class action lawsuit, captioned Salbenblatt v. Vintage Wine Estates, Inc., et al. (“Salbenblatt”), was filed in the same court, containing similar claims and allegations, and seeking similar relief, as the Ezzes lawsuit. On February 14, 2023, the Court consolidated both actions and appointed the lead plaintiffs. The Salbenblatt action was transferred to and consolidated with the Ezzes action. On May 1, 2023, the lead plaintiffs filed a consolidated amended class action complaint (“amended complaint”). On June 30, 2023, the defendants filed a motion to dismiss the amended complaint. The motion to dismiss was fully briefed on September 25, 2023, and is pending. The Company believes this litigation is without merit and intends to defend against them vigorously. However, litigation is inherently uncertain, and the Company is unable to predict the outcome of this litigation and is unable to estimate the range of loss, if any, that could result from an unfavorable outcome. The Company also cannot provide any assurance that the ultimate resolution of this litigation will not have a material adverse effect on our reputation, business, prospects, results of operations or financial condition. The Company is involved in two disputes relating to an Asset Purchase Agreement (“APA”) and a related Non-Compete Agreement/Non-Solicitation Agreement (the “Non-Compete Agreement”) from a 2018 acquisition. Claimant has alleged that the Company did not make certain earnout payments allegedly due under the APA and has alleged that the Company misused alleged rights of publicity with respect to the brands in violation of the Non-Compete Agreement. On or about August 30, 2023, Claimants served a demand for arbitration on the Company. At present, Claimants collectively have not quantified the total amount of their alleged damages for all claims; however based on information provided by Claimants, the Company would anticipate that any claim of damages would likely be at least approximately $ 3.0 million. The Company disputes both that any amounts in excess of the accrued earn-out liability for the dispute period are owed and that the Company misused the alleged rights of publicity. The Company intends to vigorously defend itself against the claims. At this time, in view of the complexity and ongoing nature of the matters, we are unable to reasonably estimate a possible loss or range of loss that the Company may incur to resolve these matters or defend against these claims. From time to time, the Company may become subject to other legal proceedings, claims and litigation arising in the ordinary course of business. In addition, the Company may receive letters alleging infringement of patent or other intellectual property rights. The Company is not currently a party to any other material legal proceedings, nor is it aware of any pending or threatened litigation that, in the Company’s opinion, would have a material adverse effect on the business, operating results, cash flows or financial condition should such litigation be resolved unfavorably. Indemnification Agreements In the ordinary course of business, we may provide indemnification of varying scope and terms to vendors, lessors, customers and other parties with respect to certain matters including, but not limited to, losses arising out of breach of such agreements or from intellectual property infringement claims made by third parties. These indemnities include indemnities to our directors and officers to the maximum extent permitted under applicable state laws. The maximum potential amount of future payments we could be required to make under these indemnification agreements is, in many cases, unlimited. Historically, we have not incurred any significant costs as a result of such indemnifications. Other Commitments Contracts exist with various growers and certain wineries to supply a significant portion of our future grape and wine requirements. Contract amounts are subject to change based upon actual vineyard yields, grape quality and changes in grape prices. Estimated future minimum grape and bulk wine purchase commitments are as follows: (in thousands) Total Remaining Fiscal 2023 $ - 2024 12,360 2025 7,466 2026 3,619 2027 195 2028 105 $ 23,745 Grape, bulk wine and cider purchases under contracts totaled $ 17.9 million and $ 9.2 million and $ 47.9 million and $ 30.4 million for the three and nine months ended March 31, 2023 and 2022, respectively. The Company expects to fulfill all of these purchase commitments.

Related Party Transactions

Related Party Transactions	9 Months Ended
	Mar. 31, 2023
Related Party Transactions [Abstract]
Related Party Transactions	15. Related Party Transactions On February 7, 2023, the Company and Patrick Roney, founder of VWE, entered into a letter agreement (the “Letter Agreement”) whereby Mr. Roney voluntarily elected to transition from Chief Executive Officer of the Company to Executive Chairman of the Board, effective February 7, 2023. Pursuant to the terms of the Letter Agreement, the Employment Agreement between the Company and Mr. Roney effective June 7, 2021 (the “Prior Employment Agreement”) was terminated and upon such termination the Company agreed to provide Mr. Roney his accrued but unpaid Base Salary and PTO (as defined in the Prior Employment Agreement) through February 7, 2023, and any vested amounts or benefits that he is entitled to receive under any plan, program, or policy, as described in Section 5.1 of the Prior Employment Agreement. Mr. Roney expressly waived any claim to the severance benefits described in Section 5.2(b) of the Prior Employment Agreement. Pursuant to the terms of the Letter Agreement, Mr. Roney will receive an annual base salary of $ 250,000 for his service as Executive Chairman and will be eligible to participate in the Company’s employee benefit plans and programs in accordance with their terms and eligibility requirements. In connection with his appointment as Executive Chairman, all outstanding stock options and unvested restricted stock units previously granted to Mr. Roney under the Company’s 2021 Plan ceased to vest and any unvested awards were forfeited. See Note 12. The Company has a contract with Bin-to-bottle, a storage and bottling company owned by Mr. Roney, for storage purposes. The expenses incurred for storage were immaterial for the years ended June 30, 2023 and 2022. Also on February 7, 2023, the Board appointed Jon Moramarco, a member of the Board, as the Company’s Interim Chief Executive Officer. In connection with such appointment, the Company entered into a consulting agreement (the “Consulting Agreement”) with bw166 LLC (“bw166”) and Mr. Moramarco, pursuant to which the Company will pay bw166 a monthly fee of $ 17,500 and will reimburse bw166 and Mr. Moramarco for reasonable business-related expenses in connection with the Interim Chief Executive Officer services provided thereunder. Additionally, the Company agreed to award Mr. Moramarco a one-time grant of 100,000 restricted stock units pursuant to the 2021 Plan, which will vest in full on the one-year anniversary of the grant date. Mr. Moramarco is the Managing Partner of bw166 and has a controlling interest therein. Immediate Family Member and Other Business Arrangements We provide at will employment to several family members of officers or directors who provide various sales, marketing and administrative services to us. Payroll and other expenses to these related parties was $ 140 thousand and $ 91 thousand for the three months ended March 31, 2023 and 2022, respectively and $ 360 thousand and $ 287 thousand for the nine months ended March 31, 2023 and 2022, respectively. We pay for sponsorship and marketing services and point of sale marketing materials to unincorporated businesses that are managed by immediate family members of a Company executive officer. For the three months ended March 31, 2023 and 2022, payments related to sponsorship and marketing services totaled $ 87 thousand and $ 87 thousand, respectively. For the nine months ended March 31, 2023 and 2022, payments related to sponsorship and marketing services totaled $ 261 thousand and $ 279 thousand, respectively. The Company has a revenue sharing agreement with Sonoma Brands Partners II, LLC where a portion of B.R. Cohn and Clos Pegase sales during various events throughout the year go to Sonoma Brands Partners II, LLC. Sonoma Brands Partners II, LLC is managed by a member of the Company's board of directors. For nine months ended March 31, 2023 and 2022, payments to Sonoma Brands Partners II, LLC totaled $ 232 thousand and $ 169 thousand, respectively. Financial Advisory Agreement In April 2022, the Company entered into an arrangement with Global Leisure Partners LLC ("GLP") to act as a financial advisor to the Company in connection with its exploration of acquisitions, mergers, investments and other strategic matters. A director of the Company having the authority to establish policies and make decisions is an executive of GLP. Although members of the board of directors are typically independent from management, members of the board of directors would be considered management based on the definition of management in ASC 850, Related Party Disclosures . P ayments to GLP in respect of capital markets and mergers and acquisitions matters totaled $ 50 thousand and zero for the three months ended March 31, 2023 and 2022, respectively and $ 150 thousand and zero for the nine months ended March 31, 2023 and 2022, respectively.

Segments

Segments	9 Months Ended
	Mar. 31, 2023
Segment Reporting [Abstract]
Segments	16. Seg ments ( as restated ) Operating segments are defined as components of an enterprise about which separate financial information is available that is evaluated regularly by the CODM, or decision-making group, in deciding how to allocate resources and in assessing performance. When determining the reportable segments, the Company aggregated operating segments based on their similar economic and operating characteristics. Our operations are principally managed on a sales distribution basis and are comprised of three reportable segments: Wholesale; Direct-to-Consumer; and Business-to-Business. The factors for determining the reportable segments include the manner in which management evaluates performance for purposes for allocating resources and assessing performance. We report our segments as follows: Wholesale -- We sell our wine, spirits and cider to wholesale distributors under purchase orders. Wholesale operations generate revenue from product sold to distributors, who then sell them off to off-premise retail locations such as grocery stores, wine clubs, specialty and multi-national retail chains, as well as on-premise locations such as restaurants and bars. Direct-to-Consumer ("DTC") -- We sell our wine and other merchandise directly to consumers through wine club memberships, at wineries’ tasting rooms, at Sommelier wine tasting events, and through the Internet. Winery estates hold various public and private events for customers and our wine club members. The certified Sommeliers provide guided tasting experiences customized for each audience through virtual and in-person events globally. Business-to-Business ("B2B") -- Our Business-to-Business sales channel generates revenue primarily from the sale of private label wines and spirits, and custom winemaking services. Annually, we work with our national retail partners to develop private label wines incremental to their wholesale channel businesses. Other -- Other is included in the tables below for purposes of reconciliation of revenues and profit but is not considered a reportable segment. In 2022, it included revenue from grape and bulk wine sales and storage services. In 2023 and going forward, these immaterial revenues are recorded in the B2B segment. We record corporate level expenses, non-direct selling expenses and other expenses not specifically allocated to the results of operations in Other. The following tables present net revenue and income from operations directly attributable to the Company's segments: Three Months Ended March 31, 2023 As Restated (in thousands) Wholesale Direct-to-Consumer Business-to-Business Other Total Segment Results Net revenue $ 20,811 $ 17,008 $ 26,831 $ 1 $ 64,651 Income (loss) from operations $ ( 1,573 ) $ ( 2,905 ) $ 2,406 $ ( 6,110 ) $ ( 8,182 ) Three Months Ended March 31, 2022 (in thousands) Wholesale Direct-to-Consumer Business-to-Business Other Total Segment Results Net revenue $ 24,549 $ 19,595 $ 33,657 $ 1,132 $ 78,933 Income (loss) from operations $ 3,256 $ 1,014 $ 10,016 $ ( 14,738 ) $ ( 452 ) Nine Months Ended March 31, 2023 As Restated (in thousands) Wholesale Direct-to-Consumer Business-to-Business Other Total Segment Results Net revenue $ 67,881 $ 63,472 $ 89,825 $ ( 46 ) $ 221,132 Income (loss) from operations $ ( 126,181 ) $ 488 $ 11,772 $ ( 44,729 ) $ ( 158,650 ) Nine Months Ended March 31, 2022 (in thousands) Wholesale Direct-to-Consumer Business-to-Business Other Total Segment Results Net revenue $ 62,923 $ 69,664 $ 83,349 $ 2,643 $ 218,579 Income (loss) from operations $ 10,501 $ 13,568 $ 23,500 $ ( 35,355 ) $ 12,214 There was no inter-segment activity for any of the given reporting periods presented. Depreciation expense recognized by operating segment is summarized below: (in thousands) Wholesale Direct-to-Consumer Business-to-Business Other Total For the three months ended March 31: 2023 $ 7 $ 286 $ 245 $ 496 $ 1,034 2022 $ - 200 $ - $ - $ 200 (in thousands) Wholesale Direct-to-Consumer Business-to-Business Other Total For the Nine months ended March 31: 2023 $ 20 $ 876 $ 712 $ 1,448 $ 3,056 2022 $ - 500 $ - $ - $ 500 Amortization expense recognized by operating segment is summarized below: (in thousands) Wholesale Direct-to-Consumer Business-to-Business Other Total For the three months ended March 31: 2023 $ 636 $ 798 $ 379 $ - $ 1,813 2022 $ 620 1,400 $ 63 $ - 2,083 (in thousands) Wholesale Direct-to-Consumer Business-to-Business Other Total For the Nine months ended March 31: 2023 $ 1,868 $ 2,407 $ 1,141 $ 13 $ 5,429 2022 $ 1,038 2,832 $ 68 $ - 3,938

Earnings Per Share

Earnings Per Share	9 Months Ended
	Mar. 31, 2023
Earnings Per Share [Abstract]
Earnings Per Share	17. Earning s Per Share (as restated) The following table reconciles the number of common shares used to compute basic and diluted earnings per share attributable to Vintage Wine Estates, Inc., shareholders: Three Months Ended March 31, Nine Months Ended March 31, 2023 2022 2023 2022 (in thousands, except for per share amounts) As Restated As Restated Net (loss) income $ ( 13,528 ) $ 8,957 $ ( 142,353 ) $ 16,413 Less: loss allocable to noncontrolling interest ( 14 ) ( 34 ) ( 1,235 ) ( 74 ) Net (loss) income allocable to common shareholders $ ( 13,514 ) $ 8,991 $ ( 141,118 ) $ 16,487 Numerator – Basic EPS Net (loss) income allocable to common shareholders $ ( 13,514 ) $ 8,991 $ ( 141,118 ) $ 16,487 Net (loss) income allocated to common shareholders $ ( 13,514 ) $ 8,991 $ ( 141,118 ) $ 16,487 Numerator – Diluted EPS Net (loss) income allocated to common shareholders $ ( 13,514 ) $ 8,991 $ ( 141,118 ) $ 16,487 Net (loss) income allocated to common shareholders $ ( 13,514 ) $ 8,991 $ ( 141,118 ) $ 16,487 Denominator – Basic Common Shares Weighted average common shares outstanding - Basic 59,289,659 61,410,403 59,014,915 60,773,258 Denominator – Diluted Common Shares Weighted average common shares - Diluted 59,289,659 61,410,403 59,014,915 60,773,258 Net (loss) income per share – basic: Common Shares $ ( 0.23 ) $ 0.15 $ ( 2.39 ) $ 0.27 Net (loss) income per share – diluted: Common Shares $ ( 0.23 ) $ 0.15 $ ( 2.39 ) $ 0.27 The following securities have been excluded from the calculations of diluted earnings per share attributable to common shareholders because including them would have been antidilutive: Three Months Ended March 31, Nine Months Ended March 31, 2023 2022 2023 2022 Shares subject to warrants to purchase common stock 25,646,453 26,000,000 25,646,453 26,000,000 Shares subject to options to purchase common stock 3,027,661 2,650,051 3,027,661 2,650,051 Total 28,674,114 28,650,051 28,674,114 28,650,051

Subsequents Events

Subsequents Events	9 Months Ended
	Mar. 31, 2023
Subsequent Events [Abstract]
Subsequent Events	18. Subsequent Events ( as restated ) On January 17, 2023, a member of the executive team resigned from the company. Along with the resignation, all outstanding stock options and unvested restricted stock units previously granted to this executive under the Company's 2021 Plan ceased to vest and any unvested awards were forfeited. The Company recognized a reduction to stock-based compensation expense related to these forfeitures in the amount of $ 1.5 million during the three months ending March 31, 2023. On January 19, 2023, the Company amended its interest rate swap agreements with Bank of the West effective January 15, 2023, which had floating rates tied to LIBOR prior to the effective date, to align the floating rates to SOFR in accordance with the Company's Second A&R Loan and Security Agreement. On February 7, 2023, the Company and Patrick Roney, founder of VWE, entered into a letter agreement (the “Letter Agreement”) whereby Mr. Roney voluntarily elected to transition from Chief Executive Officer of the Company to Executive Chairman of the Board, effective February 7, 2023. Pursuant to the terms of the Letter Agreement, the Employment Agreement between the Company and Mr. Roney effective June 7, 2021 (the “Prior Employment Agreement”) was terminated and upon such termination the Company agreed to provide Mr. Roney his accrued but unpaid Base Salary and PTO (as defined in the Prior Employment Agreement) through February 7, 2023, and any vested amounts or benefits that he is entitled to receive under any plan, program, or policy, as described in Section 5.1 of the Prior Employment Agreement. Mr. Roney expressly waived any claim to the severance benefits described in Section 5.2(b) of the Prior Employment Agreement. Pursuant to the terms of the Letter Agreement, Mr. Roney will receive an annual base salary of $ 250,000 for his service as Executive Chairman and will be eligible to participate in the Company’s employee benefit plans and programs in accordance with their terms and eligibility requirements. In connection with his appointment as Executive Chairman, all outstanding stock options and unvested restricted stock units previously granted to Mr. Roney under the Company’s 2021 Plan ceased to vest and any unvested awards were forfeited. The total forfeitures amounted to $ 2.0 million dollars for the three months ending March 31, 2023. Also on February 7, 2023, the Board appointed Jon Moramarco, a member of the Board, as the Company’s Interim Chief Executive Officer. In connection with such appointment, the Company entered into a consulting agreement (the “Consulting Agreement”) with bw166 LLC (“bw166”) and Mr. Moramarco, pursuant to which the Company will pay bw166 a monthly fee of $ 17,500 and will reimburse bw166 and Mr. Moramarco for reasonable business-related expenses in connection with the Interim Chief Executive Officer services provided thereunder. Additionally, the Company agreed to award Mr. Moramarco a one-time grant of 100,000 restricted stock units pursuant to the 2021 Plan, which will vest in full on the one-year anniversary of the grant date. Mr. Moramarco is the Managing Partner of bw166 and has a controlling interest therein. On February 13, 2023, we amended the Second A&R Loan and Security Agreement to revise the deadline for submitting our December 31, 2022 consolidated financial statements to 90 days after the period end. On March 1, 2023, the Company laid off certain employees in order to cut costs and reduce redundancies in the workforce. Our expected cost savings, after taking into consideration employee termination costs of approximately $ 1.4 million, are $ 1.8 million. On March 2, 2023, the Company sold the Tenma vineyard, which was held for sale as of December 31, 2022, for net cash proceeds of approximately $ 11.0 million. On March 13, 2023, the Company exited its interest rate swap agreements with City National Bank resulting in a net cash inflow of approximately $ 6.3 million. On March 31, 2023, the Company entered into a lease agreement to lease a building to a third-party beginning on April 1, 2023 for an initial term of 4 years at a monthly rate of $ 7,500 for the first year to be increased by 3 % each year. Concurrently with the lease on March 31, 2023, the Company sold certain equipment held at the leased premises for total consideration of $ 109 thousand. The building was vacated by the Company earlier in fiscal 2023 as part of a consolidation initiative. On March 31, 2023, we amended the Second A&R Loan and Security Agreement to revise the deadline for submitting our December 31, 2022 consolidated financial statements to 120 days after the period end. On May 9, 2023, the Company entered into an amendment to its Second A&R Loan and Security Agreement that adjusted the definition of certain financial covenants for the quarter ended March 31, 2023. On October 12, 2023, the Company entered into a fourth amendment to the Second Amended and Restated Loan and Security Agreement (the “Fourth Amendment”) by and a mong the Company, the Borrowers, the Lenders party thereto, and Agent. The Fourth Amendment, among other things: (i) waives certain existing events of default relating to the Company’s failure to comply with the financial covenants and financial reporting requirements set forth in the Credit Agreement for prior fiscal periods; (ii) reduces the aggregate revolving commitment and the aggregate delayed draw term loan commitment to $ 200,000,000 and $ 38,100,000 , respectively; (iii) replaces the maximum debt to capitalization financial covenant with a minimum adjusted EBITDA financial covenant of not less than (1) $ 4,000,000 for the fiscal quarter ending September 30, 2023, (2) $ 17,000,000 for the two fiscal quarter period ending December 31, 2023, (3) $ 27,000,000 for the three fiscal quarter period ending March 31, 2024, (4) $ 34,000,000 for the four fiscal quarter period ending June 30, 2024, and (5) $ 35,000,000 for each four fiscal quarter period ending thereafter; (iv) adds a minimum liquidity covenant of $ 25,000,000 (or, for fiscal quarters ending in December, $ 15,000,000 ), which applies only for the fiscal quarters ending September 30, 2023 through and including December 31, 2024 (the “Covenant Modification Period”); (v) suspends the minimum fixed charge coverage ratio covenant for the fiscal quarters ending September 30, 2023 through and including June 30, 2024 and provides for a step-down of the minimum fixed charge coverage ratio to 1.00:1.00 for the remainder of the Covenant Modification Period; (vi) adds an equity cure right for the Company in the event of future breaches of the financial covenants; (vii) reduces revolver availability by (1) $ 15,000,000 during the months of February through September of each year and (2) $ 10,000,000 during the months of October through January of each year; (viii) suspends the exercise of incremental facilities during the Covenant Modification Period; (ix) restricts all permitted acquisitions during the term of the credit facilities, unless previously approved by the required Lenders; (x) increases in the applicable margin for all credit facilities to 3.00 % for SOFR Loans and 2.00 % for ABR Loans, which margins will step-up further if certain prepayments of the Term Loans are not made by certain dates prescribed in the Amendment; (xi) adds additional mandatory prepayments of (1) $ 10,000,000 by no later than March 31, 2024, (2) an additional $ 10,000,000 by no later than June 30, 2024 and (3) an additional $ 25,000,000 by no later than December 31, 2024; (xii) adds additional mandatory prepayments in the event that the Borrowers maintain a cash balance in excess of $ 20,000,000 ; (xiii) permits additional sales of certain real property with an aggregate appraised value of approximately $ 60,000,000 , in addition to related personal property assets; and (xiv) adds certain additional reporting requirements to Agent and the Lenders.

Basis of Presentation and Sig_2

Basis of Presentation and Significant Accounting Policies (Policies)	9 Months Ended
	Mar. 31, 2023
Basis of Presentation	Basis of Presentation The condensed consolidated financial statements include the accounts of all majority-owned or controlled subsidiaries, and all significant intercompany transactions and amounts have been eliminated. The results of businesses acquired or disposed of are included in the condensed consolidated financial statements from the date of the acquisition or up to the date of disposal, respectively. References to the "Company", "we," "our," "us," and similar pronouns in this Quarterly Report on Form 10-Q for the quarter ended March 31, 2023 (this "Form 10-Q") refer to Vintage Wine Estates, Inc., a Nevada corporation, and its majority owned subsidiaries or controlled subsidiaries unless the context requires otherwise. Our fiscal year ends on June 30. References to fiscal 2023 and 2022 in these condensed consolidated financial statements are to the fiscal years ending or ended June 30, 2023 and June 30, 2022, respectively. Our unaudited condensed consolidated financial statements have been prepared in accordance with the U.S. Securities and Exchange Commission ("SEC") instructions to Quarterly Reports on Form 10-Q and include the information and disclosures required by accounting principles generally accepted in the United States ("GAAP") for interim financial reporting. Inflation and supply chain constraints, as well as the ongoing COVID-19 pandemic ("COVID-19"), continue to disrupt the U.S. and global economies and there remains uncertainty about the impact on the economy. We cannot estimate with any certainty the length or severity of the economic uncertainties or the related financial consequences on our business and operations, including whether and when historic economic and operating conditions will resume or the extent to which the disruption may impact our business, financial position, results of operations or cash flows. Management expects economic uncertainties including inflation and supply chain constraints to continue to impact several areas of the business including sales, cost of goods, operating expenses and cash flows. In the opinion of management, all adjustments necessary for a fair presentation of the unaudited condensed consolidated financial statements have been included in this Form 10-Q/A. Except as disclosed elsewhere in this Form 10-Q/A, all such adjustments are of a normal and recurring nature. In addition, financial results presented for this fiscal 2023 interim period are not necessarily indicative of the results that may be expected for the full fiscal year ending June 30, 2023 or any other future interim or annual period. These condensed consolidated financial statements are unaudited and accordingly, should be read in conjunction with the audited consolidated financial statements and related notes contained in our Annual Report on Form 10-K for the fiscal year ended June 30, 2023, filed with the SEC on October 13, 2023. The June 30, 2022 condensed consolidated balance sheet was derived from the audited consolidated financial statements as of that date.
Use of Estimates	Use of Estimates The preparation of financial statements in accordance with GAAP requires us to make estimates and assumptions that affect the reported amounts in the condensed consolidated financial statements and accompanying notes. These estimates form the basis for judgments we make about the carrying values of assets and liabilities that are not readily apparent from other sources. We base our estimates and judgments on historical experience and on various other assumptions that we believe are reasonable under the circumstances. These estimates are based on management’s knowledge about current events and expectations about actions we may undertake in the future. Significant estimates include, but are not limited to depletion allowance, allowance for credit losses, the net realizable value of inventory, expected future cash flows including growth rates, discount rates, and other assumptions and estimates used to evaluate the recoverability of long-lived assets, estimated fair values of intangible assets in acquisitions, intangible assets and goodwill for impairment, amortization methods and periods, the estimated fair value of long-term debt, the valuation of interest rate swaps, contingent consideration, common stock, stock-based compensation, accounting for income taxes and net assets held for sale. Actual results could differ materially from those estimates.
Restricted Cash	Restricted Cash The following table provides a reconciliation of cash, cash equivalents and restricted cash reported within the condensed consolidated balance sheet that sums to the total of the same such amounts as shown in the condensed consolidated statement of cash flows: March 31, 2023 June 30, 2022 (in thousands) As Restated Cash and cash equivalents $ 25,382 $ 44,758 Restricted cash - 4,800 Total cash, cash equivalents and restricted cash as shown in the consolidated statement of cash flows $ 25,382 $ 49,558 In connection with the amended and restated loan and security agreement (see Note 11), the Company entered into a Deposit Control Agreement which required $ 4.8 million of the total cash received to be placed into a restricted cash collateral account, subject to release upon the completion of certain construction work and certificates of occupancy associated with the Ray's Station production facility. In July 2022, the Deposit Control Agreement was terminated upon certification that the conditions to Ray's Station were satisfied.
Accounts Receivable and Allowance for Credit Losses	Accounts Receivable and Allowance for Credit Losses The Company adopted Accounting Standards Update ("ASU") ASU No. 2016-13, Financial Instruments-Credit Losses (Topic 326) and its related amendments as of July 1, 2022, see “Recently Adopted Accounting Pronouncements” below. Accounts receivable are recorded at the invoiced amount. We consider an account past due on the first day following its due date. We monitor past due accounts periodically and establish appropriate reserves to cover expected losses, and consider historical experience, the current economic environment, customer credit ratings or bankruptcies and reasonable and supportable forecasts to develop our allowance for expected credit losses. We review these factors quarterly to determine if any adjustments are needed to the allowance. Account balances are written-off against the established allowance when we feel it is probable the receivable will not be recovered. The provision for credit losses for the periods ended March 31, 2023 and June 30, 2022, was $ 0.8 million and $ 0.4 million, respectively. We do not accrue interest on past-due amounts. Bad debt expense was insignificant for all reporting periods presented. Other receivables include insurance related receivables, income tax receivables and other miscellaneous receivables.
Disaggregation Of Revenue	Disaggregation of Revenue The following table summarizes revenue by geographic region: Three Months Ended March 31, Nine Months Ended March 31, 2023 2022 2023 2022 (in thousands) As Restated As Restated United States $ 64,287 $ 77,586 $ 219,474 $ 214,061 International 364 1,347 1,658 4,518 Total net revenue $ 64,651 $ 78,933 $ 221,132 $ 218,579 The following table provides a disaggregation of revenue based on the pattern of revenue recognition: Three Months Ended March 31, Nine Months Ended March 31, 2023 2022 2023 2022 (in thousands) As Restated As Restated Point in time $ 53,178 $ 65,170 $ 187,381 $ 180,464 Over a period of time 11,473 13,763 33,751 38,115 Total net revenue $ 64,651 $ 78,933 $ 221,132 $ 218,579
Concentrations of Risk	Concentrations of Risk Financial instruments that potentially expose us to significant concentrations of credit risk consist primarily of cash and trade accounts receivable. We maintain the majority of our cash balances at multiple financial institutions that management believes are of high-credit quality and financially stable. At times, we have cash deposited with major financial institutions in excess of the Federal Deposit Insurance Corporation ("FDIC") insurance limits. At March 31, 2023 and June 30, 2022, we had $ 30.2 million and $ 49.0 million respectively, in major financial institutions in excess of FDIC insurance limits. We sell the majority of our wine through U.S. distributors and the direct-to-consumer channel. Receivables arising from these sales are not collateralized. We attempt to limit our credit risk by performing ongoing credit evaluations of our customers and maintaining adequate allowances for potential credit losses. The following table summarizes customer concentration of: Three Months Ended March 31, Nine Months Ended March 31, 2023 2022 2023 2022 Revenue as a percent of total revenue Customer A 22.9 % 15.6 % 20.0 % 18.3 % Customer B * * * 10.0 % Customer C * * * 10.1 % Customer D * * * * The following table summarizes customer concentration of: March 31, 2023 June 30, 2022 Receivables as a percent of total receivables Customer A 44.7 % 26.0 % Customer B * * Customer C * * Customer D 10.9 % * * Customer revenue or receivables did not exceed 10% in the respective periods. Revenue for sales from Customer A, Customer B, Customer D are included within the Wholesale and Business-to-Business segments and Customer C is included within the Business-to-Business segment.
Principal vs. Agent Considerations	Principal vs. Agent Considerations As part of our revenue recognition process, we evaluate whether we are the principal or agent for the performance obligations in our contracts with customers. When we determine that we are the principal for a performance obligation, we recognize revenue for that performance obligation on a gross basis. When we determine that we are an agent for a performance obligation, we recognize revenue for that performance obligation net of the related costs. In determining whether we are the principal or the agent, we evaluate whether we have control of the goods or services before we transfer the goods or services to the customer by considering whether we are primarily obligated for transferring the goods or services to the customer, whether we have inventory risk for the goods or services before the goods or services are transferred to the customer, and whether we have latitude in establishing prices.
Inventories	Inventories Inventories of bulk and bottled wines, spirits, and ciders and inventories of non-wine products and bottling and packaging supplies are valued at the lower of cost using the FIFO method or net realizable value. Costs associated with winemaking, and other costs associated with the manufacturing of products for resale, are recorded as inventory. Net realizable value is the value of an asset that can be realized upon the sale of the asset, less a reasonable estimate of the costs associated with either the eventual sale or the disposal of the asset in question. Inventories are classified as current assets in accordance with recognized industry practice, although most wines and spirits are aged for periods longer than one year.
Leases	Leases The Company adopted ASU 2016-02, Leases ("Topic 842") and its related amendments as of July 1, 2022, see “Recently Adopted Accounting Pronouncements” below. The Company has both operating leases and finance leases. The Company’s non-cancelable leases for winery facilities, vineyards, corporate and administrative offices, tasting rooms, and some equipment are classified as operating leases. The Company’s non-cancelable leases for certain equipment that include a bargain purchase option at the end of the lease term are classified as finance leases. The Company recognizes a right of use (“ROU”) asset representing its right to use the underlying asset for the lease term on the condensed consolidated balance sheet and related lease liabilities representing its obligation to make lease payments arising from the lease. ROU assets and lease liabilities are recognized at the lease commencement date based on the present value of lease payments over the lease term. Because the rate implicit in each lease is not readily determinable, the Company uses its incremental borrowing rate to determine the present value of the lease payments. The ROU asset also includes adjustments for lease incentives receivable, deferred rent and prepaid rent when applicable. The Company’s lease terms may include options to extend the lease when it is reasonably certain that the Company will exercise that option. The Company has made an accounting policy election not to recognize ROU assets and lease obligations for its short-term leases, which are defined as leases with an initial term of 12 months or less. However, the Company will recognize these lease payments in the condensed consolidated statements of operations and comprehensive income (loss) on a straight-line basis over the lease term and variable lease payments in the period in which the obligation is incurred. Lease expense for operating leases is recognized on a straight-line basis over the lease term. For finance leases, the right-of-use asset is amortized to amortization expense and interest expense is recorded in connection with the lease liability. Payments under lease arrangements are primarily fixed, however, most lease agreements also contain some variable payments. Variable lease payments other than those that depend on an index or a rate are expensed as incurred and not included in the operating lease ROU assets and lease liabilities. These amounts primarily include payments for taxes, parking and common area expenses. See Note 10.
Assets Held for Sale	Assets Held for Sale The Company classifies an asset group (‘asset’) as held for sale in the period that (i) it has approved and committed to a plan to sell the asset, (ii) the asset is available for immediate sale in its present condition, (iii) an active program to locate a buyer and other actions required to sell the asset have been initiated, (iv) the sale of the asset is probable and transfer of the asset is expected to qualify for recognition as a completed sale within one year (subject to certain events or circumstances), (v) the asset is being actively marketed for sale at a price that is reasonable in relation to its current fair value, and (vi) it is unlikely that significant changes to the plan will be made or that the plan will be withdrawn. The Company initially and subsequently measures a long-lived asset that is classified as held for sale at the lower of its carrying value or fair value less any costs to sell. Any loss resulting from this measurement is recognized in selling, general and administrative expenses in the period in which the held for sale criteria are met. Conversely, gains are generally not recognized on the sale of a long-lived asset until the date of sale. Upon designation as an asset held for sale, the Company stops recording depreciation or amortization expense on the asset. The Company assesses the fair value of assets held for sale less any costs to sell at each reporting period until the asset is no longer classified as held for sale.
Casualty Gains	Casualty Gains In relation to various events related to weather and wildfires, the Company received insurance and litigation proceeds of $ 1.4 million during the nine months ended March 31, 2023.
Segment Information	Segment Information We operate in three reportable segments. Operating segments are defined as components of an enterprise about which separate financial information is evaluated regularly by the chief operating decision maker in deciding how to allocate resources and assessing performance. The Company’s chief operating decision maker (“CODM”), our Interim Chief Executive Officer, allocates resources and assesses performance based upon discrete financial information at the segment level.
Earnings Per Share	Earnings Per Share Basic net income (loss) per share is calculated by dividing the net income (loss) allocable to common stockholders by the weighted-average number of shares of common stock outstanding during the period. For purposes of the calculation of diluted net income (loss) per share, stock options warrants to purchase common stock, and restricted stock units are considered potentially dilutive securities but are excluded from the calculation of diluted net income (loss) per share when their effect is antidilutive. As a result, in certain periods, diluted net loss per share is the same as the basic net loss per share for the periods presented. The Company does not pay dividends or have participating shares outstanding.
Emerging Growth Company Status	Emerging Growth Company Status We are an emerging growth company, as defined in the Jumpstart Our Business Startups Act of 2012 (“JOBS Act”). Under the JOBS Act, emerging growth companies can delay adopting new or revised accounting standards issued subsequent to the enactment of the JOBS Act, until such time as those standards apply to private companies. We have elected to use this extended transition period for complying with new or revised accounting standards that have different effective dates for public and private companies until the earlier of the date that we (i) are no longer an emerging growth company or (ii) affirmatively and irrevocably opt out of the extended transition period provided in the JOBS Act.
Recently Adopted Accounting Pronouncements and Recently Issued Accounting Pronouncements	Recently Adopted Accounting Pronouncements In December 2022, the Financial Accounting Standards Board ("FASB") issued ASU 2022-06: Reference Rate Reform (Topic 848): Deferral of the Sunset Date of Topic 848, which defers the sunset date of ASU 2020-04: Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting from March 31, 2023 to December 31, 2024. ASU 2020-04 provides optional expedients and exceptions to applying the guidance on contract modifications, hedge accounting, and other transactions, to simplify the accounting for transitioning from the London Interbank Offered Rate, and other interbank offered rates expected to be discontinued, to alternative reference rates. After December 31, 2024, entities will no longer be permitted to apply the relief in Topic 848. The Company determined that adoption of this ASU will not have a material impact on our consolidated financial statements. In February 2016, the FASB issued Accounting Standards Codification 842 or "Topic 842", which supersedes the guidance in ASC 840, Leases . The new standard, as amended by subsequent ASUs on Topic 842 and recent extensions issued by the FASB in response to COVID-19, requires lessees to apply a dual approach, classifying leases as either finance or operating leases based on the principle of whether the lease is effectively a financed purchase by the lessee. This classification determines whether lease expense is recognized based on an effective interest method or on a straight-line basis over the term of the lease. A lessee is also required to record a right-of-use asset and a lease liability for all leases with a term of greater than 12 months regardless of its classification. Leases with a term of 12 months or less are accounted for in the Company's consolidated statements of operations. The Company adopted Topic 842 effective July 1, 2022 using the modified retrospective approach, whereby we recognized a transition adjustment at the effective date of Topic 842, rather than at the beginning of the earliest comparative period presented. Prior period information was not restated. In addition, the Company applied the package of transition practical expedients, which allows the Company to carryforward its population of existing leases, the classification of each lease and the treatment of initial direct costs as of the period of adoption. The Company did not elect the practical expedient related to hindsight analysis which allows a lessee to use hindsight in determining the lease term and in assessing impairment of the entity’s ROU assets. The Company identified the population of real estate and equipment leases to which the guidance applies and implemented changes in its systems, procedures and controls relating to how lease information is obtained, processed and analyzed. In connection with the restatement, the Company has reclassified the deferred gain related to a previous sale and leaseback of $ 10.7 million related to retained earnings. Refer to Note 2. Further, the Company recognized $ 37.6 million in ROU assets that represent the Company's right to use the underlying assets for the lease term and $ 39.2 million in lease obligations that represent the Company's obligation to make lease payments arising from the lease. The ROU assets recognized upon adoption of Topic 842, included the reclassification of approximately $ 2.1 million of deferred rent and $ 0.4 million of prepaid rent. See Note 10. In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments-Credit Losses (Topic 326) : Measurement of Credit Losses on Financial Instruments , as amended, which requires the measurement and recognition of expected credit losses for financial assets held at amortized cost. It also eliminates the concept of other-than-temporary impairment and requires credit losses related to available-for-sale debt securities to be recorded through an allowance for credit losses rather than as a reduction in the amortized cost basis of the securities. These changes will result in more timely recognition of credit losses. 10 The Company adopted ASU No. 2016-13, as amended effective July 1, 2022. We consider historical experience, the current economic environment, customer credit ratings or bankruptcies, and reasonable and supportable forecasts to develop our allowance for credit losses. We review these factors quarterly to determine if any adjustments are needed to the allowance. This guidance did not have a material impact on our condensed consolidated financial statements. Recently Issued Accounting Pronouncements The recently issued accounting pronouncements are not expected to have an impact on the Company.

Basis of Presentation and Sig_3

Basis of Presentation and Significant Accounting Policies (Tables)	9 Months Ended
	Mar. 31, 2023
Accounting Policies [Abstract]
Summary of Reconciliation of Cash, Cash Equivalents, and Restricted Cash	The following table provides a reconciliation of cash, cash equivalents and restricted cash reported within the condensed consolidated balance sheet that sums to the total of the same such amounts as shown in the condensed consolidated statement of cash flows: March 31, 2023 June 30, 2022 (in thousands) As Restated Cash and cash equivalents $ 25,382 $ 44,758 Restricted cash - 4,800 Total cash, cash equivalents and restricted cash as shown in the consolidated statement of cash flows $ 25,382 $ 49,558
Summary of Revenue by Segment and Region	The following table summarizes revenue by geographic region: Three Months Ended March 31, Nine Months Ended March 31, 2023 2022 2023 2022 (in thousands) As Restated As Restated United States $ 64,287 $ 77,586 $ 219,474 $ 214,061 International 364 1,347 1,658 4,518 Total net revenue $ 64,651 $ 78,933 $ 221,132 $ 218,579
Summary of Disaggregation of Revenue	The following table provides a disaggregation of revenue based on the pattern of revenue recognition: Three Months Ended March 31, Nine Months Ended March 31, 2023 2022 2023 2022 (in thousands) As Restated As Restated Point in time $ 53,178 $ 65,170 $ 187,381 $ 180,464 Over a period of time 11,473 13,763 33,751 38,115 Total net revenue $ 64,651 $ 78,933 $ 221,132 $ 218,579
Schedules of Customer Concentration Risk	The following table summarizes customer concentration of: Three Months Ended March 31, Nine Months Ended March 31, 2023 2022 2023 2022 Revenue as a percent of total revenue Customer A 22.9 % 15.6 % 20.0 % 18.3 % Customer B * * * 10.0 % Customer C * * * 10.1 % Customer D * * * * The following table summarizes customer concentration of: March 31, 2023 June 30, 2022 Receivables as a percent of total receivables Customer A 44.7 % 26.0 % Customer B * * Customer C * * Customer D 10.9 % * * Customer revenue or receivables did not exceed 10% in the respective periods.

Restatement, Reclassification_2

Restatement, Reclassification and Revision of Previously Issued Condensed Consolidated Financial Statements (Tables)	9 Months Ended
	Mar. 31, 2023
Accounting Changes and Error Corrections [Abstract]
Schedule of Restatement, Reclassification and Revision of Previously Issued Condensed Consolidated Financial Statements	Regarding our previously reported unaudited condensed consolidated balance sheet as of March 31, 2023, the following table presents a $ 4.7 million decrease to accounts receivable and a $ 1.2 million increase to inventory due to a reversal of revenue in the third quarter because the control of bulk whiskey inventory for one sale did not transfer and an adjustment of $ 10.7 million deferred gain arising from a prior-year sale leaseback transaction that should have been recognized as a cumulative-effect adjustment to retained earnings as part of the implementation of ASC 842 , offset by previously recognized amortization for the nine months ended March 31, 2023 of $ 0.9 million. In addition, the Company is adjusting for certain immaterial out-of-period items, reclassifications and other adjustments including but not limited to: (i) $ 6.6 million reclassification between cash and cash equivalents and accounts payable for classification of outstanding checks; (ii) $ 177.0 million reclassification between current and long-term maturities of long-term debt due to amended credit agreement; (iii) $ 3.1 million adjustment to additional paid-in capital and retained earnings due to overstatement of stock-based compensation expense arising from an incorrect service period used in expense recognition; and (iv) $ 8.9 million adjustment to accumulated deficit due to $ 1.1 million year to date change in net loss as well as prior year increase in accumulated deficit of $ 0.7 million, net of $ 0.3 million tax benefit, primarily due to a non-recurring adjustment for historical acquisitions of $ 1.6 million, offset by $ 0.9 million for adjustment to property, plant and equipment, net due to overstatement of depreciation expense. CONDENSED CONSOLIDATED BALANCE SHEET (Unaudited) March 31, 2023 (in thousands) As Previously Reported Adjustments As Revised Assets Current assets: Cash and cash equivalents $ 31,966 $ ( 6,584 ) $ 25,382 Accounts receivable, net 41,381 ( 4,659 ) 36,722 Inventories 199,268 ( 44 ) 199,224 Total current assets 301,322 ( 11,286 ) 290,036 Property, plant, and equipment, net 219,680 ( 188 ) 219,492 Intangible assets, net 45,438 ( 101 ) 45,337 Total assets $ 638,021 $ ( 11,575 ) $ 626,446 Liabilities, redeemable noncontrolling interest, and stockholders' equity Current liabilities: Accounts payable $ 28,785 $ ( 6,585 ) $ 22,200 Accrued liabilities and other payables 34,325 641 34,966 Current maturities of long-term debt 191,580 ( 176,946 ) 14,634 Total current liabilities 375,762 ( 182,890 ) 192,872 Long-term debt, less current maturities - 176,946 176,946 Deferred tax liability 5,698 1,614 7,312 Deferred gain 10,116 ( 10,116 ) - Total liabilities 421,308 ( 14,446 ) 406,862 Redeemable noncontrolling interest 262 ( 1 ) 261 Stockholders' equity: Additional paid-in capital 383,720 ( 3,103 ) 380,617 Accumulated Deficit ( 140,601 ) 6,144 ( 134,457 ) Total Vintage Wine Estates, Inc. stockholders' equity 217,085 3,041 220,126 Noncontrolling interests ( 634 ) ( 169 ) ( 803 ) Total stockholders' equity 216,451 2,872 219,323 Total liabilities, redeemable noncontrolling interest, and stockholders' equity $ 638,021 $ ( 11,575 ) $ 626,446 Regarding the previously reported unaudited condensed consolidated statement of operations for the three and nine months ended March 31, 2023, the following table presents a $ 4.7 million adjustment to net revenue: nonwine and a $ 1.2 million adjustment to cost of revenue: nonwine as a reversal of revenue in the third quarter because the control of bulk whiskey inventory for one sale did not transfer, the correction of an error of $ 3.5 million related to the classification of assets as part of the historical purchase price allocations for certain business combinations, which increased the loss on a partial disposition of Laetitia Vineyard and Wineries land and related vineyards, and the impact of the restatement of $ 0.5 million amortization, adjusted through gain on sale leaseback, of a deferred gain of $ 10.7 million arising from a prior-year sale leaseback transaction that should have been recognized as a cumulative-effect adjustment to equity as part of the implementation of ASC 842 . In addition, the Company is adjusting for certain immaterial out-of-period items, reclassifications and other adjustments including but not limited to: (i) $ 1.2 million adjustment for the nine months ending March 31, 2023 to intangible assets due to impairment recognized in 2022; (ii) $ 2.0 million cumulative adjustment for the nine months ending March 31, 2023 to selling, general and administrative expense due to a non-recurring adjustment for historical acquisitions; and (iii) adjustments of $ 1.0 million and $ 1.3 million for the three and nine months ended March 31, 2023, respectively, to increase selling, general and administrative expense due to an understatement of stock-based compensation expense arising from an incorrect service period used in expense recognition. CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (Unaudited) Three Months Ended March 31, 2023 Nine Months Ended March 31, 2023 (in thousands, except share and per share amounts) As Previously Reported Adjustments As Restated As Previously Reported Adjustments As Restated Net revenue Wine, spirits and cider $ 41,443 $ ( 167 ) $ 41,276 $ 146,160 $ 1,092 $ 147,252 Nonwine 28,035 ( 4,660 ) 23,375 78,540 ( 4,660 ) 73,880 Total net revenue 69,478 ( 4,827 ) 64,651 224,700 ( 3,568 ) 221,132 Cost of revenue Wine, spirits and cider 37,829 ( 254 ) 37,575 108,499 ( 1,248 ) 107,251 Nonwine 15,303 ( 1,503 ) 13,800 46,524 ( 1,195 ) 45,329 Total cost of revenue 53,132 ( 1,757 ) 51,375 155,023 ( 2,443 ) 152,580 Gross profit 16,346 ( 3,070 ) 13,276 69,677 ( 1,125 ) 68,552 Selling, general, and administrative expenses 25,526 980 26,506 92,458 ( 2,364 ) 90,094 Intangible impairment losses - - - 13,823 ( 1,180 ) 12,643 Gain on remeasurement of contingent liability - - - ( 2,648 ) ( 641 ) ( 3,289 ) Gain on sale leaseback ( 333 ) 333 - ( 550 ) 550 - Gain on sale of property, plant, and equipment ( 5,977 ) - ( 5,977 ) ( 5,625 ) 4,079 ( 1,546 ) (Loss) from operations ( 3,799 ) ( 4,383 ) ( 8,182 ) ( 157,081 ) ( 1,569 ) ( 158,650 ) Loss before provision for income taxes ( 11,847 ) ( 4,383 ) ( 16,230 ) ( 165,664 ) ( 1,569 ) ( 167,233 ) Income tax (benefit) provision ( 1,673 ) ( 1,029 ) ( 2,702 ) ( 24,231 ) ( 649 ) ( 24,880 ) Net loss ( 10,174 ) ( 3,354 ) ( 13,528 ) ( 141,433 ) ( 920 ) ( 142,353 ) Net loss attributable to the noncontrolling interests ( 14 ) - ( 14 ) ( 1,403 ) 168 ( 1,235 ) Net loss attributable to common stockholders $ ( 10,160 ) $ ( 3,354 ) $ ( 13,514 ) $ ( 140,030 ) $ ( 1,088 ) $ ( 141,118 ) Net loss per share allocable to common stockholders Basic $ ( 0.17 ) $ ( 0.06 ) $ ( 0.23 ) $ ( 2.37 ) $ ( 0.02 ) $ ( 2.39 ) Diluted $ ( 0.17 ) $ ( 0.06 ) $ ( 0.23 ) $ ( 2.37 ) $ ( 0.02 ) $ ( 2.39 ) The following table presents the impact of the adjustments and reclassifications discussed above on the unaudited condensed consolidated cash flow statement for the nine months ending March 31, 2023: CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited) Nine Months Ended March 31, 2023 (in thousands) As Previously Reported Adjustments As Restated Cash flows from operating activities Net loss $ ( 141,433 ) $ ( 920 ) $ ( 142,353 ) Adjustments to reconcile net loss to net cash from operating activities: Depreciation 11,409 390 11,799 Amortization expense Goodwill and intangible asset impairment losses 139,108 ( 1,179 ) 137,929 Remeasurement of contingent consideration liabilities ( 2,648 ) ( 641 ) ( 3,289 ) Stock-based compensation expense 6,971 ( 1,305 ) 5,666 Provision for credit losses 677 ( 272 ) 405 Provision for inventory reserve - 10,131 10,131 (Benefit) provision for deferred income tax ( 24,281 ) ( 646 ) ( 24,927 ) Gain on disposition of assets ( 5,625 ) 4,079 ( 1,546 ) Deferred gain on sale leaseback ( 550 ) 550 - Deferred rent ( 2,079 ) 2,079 - Change in operating assets and liabilities (net of effect of business combinations): Accounts receivable ( 3,866 ) 4,608 742 Inventories ( 5,466 ) ( 11,171 ) ( 16,637 ) Prepaid expenses and other current assets ( 10,125 ) ( 1,530 ) ( 11,655 ) Accounts payable 10,511 ( 261 ) 10,250 Accrued liabilities and other payables 16,934 ( 1,832 ) 15,102 Net change in lease assets and liabilities 1,087 ( 2,079 ) ( 992 ) Net cash used in operating activities ( 3,846 ) - ( 3,846 ) Cash flows from financing activities Outstanding checks in excess of cash 4,327 ( 5,850 ) ( 1,523 ) Net cash used in financing activities ( 22,869 ) ( 5,850 ) ( 28,719 ) Net change in cash, cash equivalents and restricted cash ( 18,326 ) ( 5,850 ) ( 24,176 ) Cash, cash equivalents and restricted cash, beginning of period 50,292 ( 734 ) 49,558 Cash, cash equivalents and restricted cash, end of period $ 31,966 ( 6,584 ) $ 25,382 Supplemental cash flow information Noncash investing and financing activities: Increase in finance lease assets and liabilities upon adoption of ASC 842 $ 759 ( 692 ) $ 67 Regarding our previously reported consolidated balance sheet as of June 30, 2022, the following table presents the impact of certain immaterial out-of-period items, reclassifications and other adjustments including but not limited to: (i) $ 1.8 million reclassification from restricted cash to cash and cash equivalents as well as $ 0.7 million reclassification for outstanding checks between cash and cash equivalents and accounts payable; (ii) $ 1.9 million non-recurring adjustment to prepaid expenses and other current assets related to the formation of VWE Captive, LLC; (iii) $ 2.6 million adjustment to property, plant, and equipment, net due to an overstatement of depreciation expense arising from the incorrect classification of assets as part of historical purchase price allocations; (iv) $ 1.5 million reclassification between property, plant, and equipment and inventories related to specific spirits barrels; (v) $ 1.3 million adjustment to intangible assets, net due to impairment; (vi) $ 2.1 million non-recurring adjustment to accrued liabilities and other payables for historical acquisitions; (vii) $ 1.8 million adjustment to additional paid-in capital and retained earnings due to overstatement of stock-based compensation expense arising from an incorrect service period used in expense recognition; and (viii) $ 0.7 million adjustment to accumulated deficit due to a prior year accumulated deficit increase of $ 0.7 million, net of $ 0.3 million tax benefit, primarily due to a non-recurring adjustment for historical acquisitions of $ 1.6 million, offset by $ 0.9 million for adjustment to property, plant and equipment, net due to overstatement of depreciation expense. CONSOLIDATED BALANCE SHEET June 30, 2022 (in thousands) As Previously Reported Adjustments As Revised Assets Current assets: Cash and cash equivalents $ 43,692 $ 1,066 $ 44,758 Restricted cash 6,600 ( 1,800 ) 4,800 Accounts receivable, net 38,192 ( 323 ) 37,869 Inventories 192,102 820 192,922 Prepaid expenses and other current assets 13,394 ( 1,530 ) 11,864 Total current assets 300,723 ( 1,767 ) 298,956 Property, plant, and equipment, net 236,100 2,619 238,719 Intangible assets, net 64,377 ( 1,280 ) 63,097 Total assets $ 765,895 $ ( 428 ) $ 765,467 Liabilities, redeemable noncontrolling interest, and stockholders' equity Current liabilities: Accounts payable $ 13,947 $ ( 474 ) $ 13,473 Accrued liabilities and other payables 24,204 2,793 26,997 Total current liabilities 197,275 2,319 199,594 Other long-term liabilities 6,491 564 7,055 Deferred tax liability 29,979 ( 654 ) 29,325 Total liabilities 413,506 2,229 415,735 Redeemable noncontrolling interest 1,663 ( 169 ) 1,494 Stockholders' equity: Additional paid-in capital 377,897 ( 1,798 ) 376,099 Accumulated deficit ( 571 ) ( 521 ) ( 1,092 ) Total Vintage Wine Estates, Inc. stockholders' equity 351,292 ( 2,319 ) 348,973 Noncontrolling interests ( 566 ) ( 169 ) ( 735 ) Total stockholders' equity 350,726 ( 2,488 ) 348,238 Total liabilities, redeemable noncontrolling interest, and stockholders' equity $ 765,895 $ ( 428 ) $ 765,467 The following table presents the impact of certain immaterial out-of-period items, reclassifications and other adjustments including but not limited to: (i) a cumulative $ 7.7 million adjustment due to an understatement of costs resulting from incorrect overhead absorption; and (ii) a cumulative $ 1.6 million adjustment to correct the beginning balance of the interest rate swap liability as of June 30, 2021. CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (Unaudited) Three Months Ended March 31, 2022 Nine Months Ended March 31, 2022 (in thousands, except share and per share amounts) As Reported Adjustments As Revised As Reported Adjustments As Revised Net revenues Wine, spirits and cider $ 50,859 $ - $ 50,859 $ 157,292 $ 348 $ 157,640 Total revenues 78,933 - 78,933 218,231 348 218,579 Cost of revenues Wine, spirits and cider 38,764 1,539 40,303 98,428 8,179 106,607 Nonwine 12,152 709 12,861 29,886 709 30,595 Total cost of revenues 50,916 2,248 53,164 128,314 8,888 137,202 Gross profit 28,017 ( 2,248 ) 25,769 89,917 ( 8,540 ) 81,377 Selling, general, and administrative expenses 24,952 ( 793 ) 24,159 66,724 ( 1,042 ) 65,682 Gain on remeasurement of contingent liability - - - - 155 155 Loss on sale of property, plant, and equipment 431 ( 119 ) 312 507 ( 119 ) 388 Income from operations 884 ( 1,336 ) ( 452 ) 19,748 ( 7,534 ) 12,214 Other income (expense) Net unrealized gain on interest rate swap agreements 4,553 10,003 14,556 8,582 10,893 19,475 Total other income (expense), net 2,781 10,003 12,784 ( 298 ) 10,893 10,595 Income before provision for income taxes 3,665 8,667 12,332 19,450 3,359 22,809 Income tax provision 958 2,417 3,375 5,412 984 6,396 Net income 2,707 6,250 8,957 14,038 2,375 16,413 Net loss attributable to the noncontrolling interests ( 73 ) 39 ( 34 ) ( 138 ) 64 ( 74 ) Net income attributable to Vintage Wine Estates, Inc. 2,780 6,211 8,991 14,176 2,311 16,487 Net income allocable to common stockholders $ 2,780 6,211 $ 8,991 $ 14,176 2,311 $ 16,487 Net earnings per share allocable to common stockholders Basic $ 0.05 0.10 $ 0.15 $ 0.23 0.04 $ 0.27 Diluted $ 0.05 0.10 $ 0.15 $ 0.23 0.04 $ 0.27 The following table presents the impact of the adjustments and reclassifications discussed above on the unaudited condensed consolidated cash flow statement for the nine months ending March 31, 2022: CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited) Nine Months Ended March 31, 2022 (in thousands) As Reported Adjustments As Revised Cash flows from operating activities Net income $ 14,038 $ 2,375 $ 16,413 Adjustments to reconcile net income to net cash from operating activities: Depreciation 14,095 ( 4,711 ) 9,384 Remeasurement of contingent consideration liabilities - 155 155 Stock-based compensation expense 1,943 ( 549 ) 1,394 Net unrealized gain on interest rate swap agreements ( 8,582 ) ( 10,893 ) ( 19,475 ) (Benefit) provision for deferred income tax 888 ( 1,916 ) ( 1,028 ) Loss on disposition of assets 508 ( 120 ) 388 Change in operating assets and liabilities (net of effect of business combinations): Inventories 4,244 11,125 15,369 Prepaid expenses and other current assets ( 2,457 ) 225 ( 2,232 ) Other assets ( 6,215 ) ( 225 ) ( 6,440 ) Accrued liabilities and other payables 2,836 5,371 8,207 Other - ( 836 ) ( 836 ) Net cash used in operating activities ( 4,128 ) 0 ( 4,128 )

Business Combinations (Tables)

Business Combinations (Tables)	9 Months Ended
	Mar. 31, 2023
Meier's Wine Cellars, Inc
Business Acquisition [Line Items]
Summary of Allocation of Purchase Price to Fair Value of Assets Acquired	The allocation of the consideration for the net assets acquired from the acquisition of Meier's were as follows: (in thousands) Sources of financing Cash $ 12,500 Shares of common stock 10,521 Contingent consideration 4,900 Settlement of pre-existing relationship ( 125 ) Fair value of consideration 27,796 Assets acquired: Accounts receivable 3,669 Fixed assets 12,859 Inventory 4,280 Other assets 356 Trademarks 700 Customer relationships 6,400 Accounts payable and accrued expenses ( 2,682 ) Deferred tax liability ( 6,033 ) Total identifiable assets acquired 19,549 Goodwill $ 8,247

Inventory (Tables)

Inventory (Tables)	9 Months Ended
	Mar. 31, 2023
Inventory Disclosure [Abstract]
Schedule of Inventory	Inventory consists of the following: (in thousands) March 31, 2023 June 30, 2022 As Restated Bulk wine, spirits and cider $ 99,674 $ 88,978 Bottled wine, spirits and cider 78,650 86,785 Bottling and packaging supplies 19,448 16,328 Nonwine inventory 1,452 831 Total inventories $ 199,224 $ 192,922

Assets Held for Sale (Tables)

Assets Held for Sale (Tables)	9 Months Ended
	Mar. 31, 2023
Property, Plant and Equipment Assets Held-for-sale Disclosure [Abstract]
Schedule of Carrying Amounts of Assets Held for Sale	The carrying amounts of assets held for sale consists of the following: (in thousands) March 31, 2023 Tamarack Cellars property, plant and equipment held for sale $ 1,168 Less accumulated depreciation and amortization ( 621 ) Total assets held for sale $ 547

Property, Plant and Equipment (

Property, Plant and Equipment (Tables)	9 Months Ended
	Mar. 31, 2023
Property, Plant and Equipment [Abstract]
Schedule of Property, Plant and Equipment	Property, plant, and equipment consists of the following: March 31, 2023 June 30, 2022 (in thousands) As Restated Buildings and improvements $ 144,481 $ 139,223 Land 31,073 46,632 Machinery and equipment 80,894 77,676 Cooperage 9,644 10,165 Vineyards 10,623 12,860 Furniture and fixtures 1,767 1,754 278,482 288,310 Less accumulated depreciation ( 74,564 ) ( 66,987 ) 203,918 221,323 Construction in progress 15,574 17,396 $ 219,492 $ 238,719

Goodwill and Intangibles Asse_2

Goodwill and Intangibles Assets (Tables)	9 Months Ended
	Mar. 31, 2023
Goodwill and Intangible Assets Disclosure [Abstract]
Summary of Goodwill by Segment	The following is a rollforward of the Company's goodwill by segment: Wholesale Direct-to-Consumer Business-to-Business Total (in thousands) Balance at June 30, 2022 $ 116,304 $ 29,666 $ 8,981 $ 154,951 Goodwill Impairment $ ( 116,304 ) $ - $ ( 8,981 ) $ ( 125,285 ) Balance at March 31, 2023 $ - $ 29,666 $ - $ 29,666 Our reporting units are the same as our reportable segments. We test our reporting units for impairment annually, or more frequently if events or circumstances indicate it is more likely than not that the fair value of a reporting unit is less than its carrying amount. During the three months ended December 31, 2022, we identified a number of goodwill impairment indicators that led us to conclude that an impairment test on goodwill was required to determine if the fair values of certain reporting units were below their carrying values. Most notably, revenue and earnings before income tax depreciation and amortization (EBITDA) for the second quarter (a historically strong quarter given the seasonal impact of holiday sales) fell short of projections. Additionally, we experienced increases in operational costs associated with higher cost of wine, freight and other supply chain items consistent with trends in the current economic environment. Both of these factors had a negative impact on our overall financial performance and led us to experience declining cash flows when compared to earlier quarter projections. Along with the continued market fluctuations, the Company's stock price continued to consistently decline during our second quarter of fiscal 2023.
Schedule of Components of Finite-Lived Intangible Assets, Accumulated Amortization, and Indefinite-Lived Assets	The following tables summarize other intangible assets by class: March 31, 2023 Gross Accumulated Accumulated Impairment Losses Net Intangible Weighted Average Remaining Amortization Period (in years) (in thousands) As Restated As Restated As Restated Indefinite-life intangibles Trade names and trademarks $ 28,922 $ - $ ( 12,643 ) $ 16,279 N/A Winery use permits 6,750 - - 6,750 N/A Total Indefinite-life intangibles 35,672 - ( 12,643 ) 23,029 Definite-life intangibles Customer and Sommelier relationships 30,700 ( 9,727 ) - 20,973 3.8 Trade names and trademarks 1,900 ( 565 ) - 1,335 3.2 Total definite-life intangibles 32,600 ( 10,292 ) - 22,308 Total other intangible assets $ 68,272 $ ( 10,292 ) $ ( 12,643 ) $ 45,337 June 30, 2022 (in thousands) Gross Accumulated Accumulated Impairment Losses Net Intangible Weighted Average Remaining Amortization Period (in years) Indefinite-life intangibles Trade names and trademarks $ 30,203 $ - $ ( 1,281 ) $ 28,922 N/A Winery use permits 6,750 - - 6,750 N/A Total Indefinite-life intangibles 36,953 - ( 1,281 ) 35,672 Definite-life intangibles Customer and Sommelier relationships 30,700 ( 4,922 ) - 25,778 4.4 Trade names and trademarks 1,900 ( 253 ) - 1,647 3.5 Total definite-life intangibles 32,600 ( 5,175 ) - 27,425 Total other intangible assets $ 69,553 $ ( 5,175 ) $ ( 1,281 ) $ 63,097
Schedule Of Estimate The Fair Values Of Our Reporting Units And Trademark	The range of discount rates, long-term growth rates, EBITDA multiples and royalty rates we used to estimate the fair values of our reporting units (in relation to our goodwill impairment testing) and trademarks as of the December 31, 2022 impairment testing date for each reporting unit or trademark, were as follows: Discount Rate Long-Term Growth Rate EBITDA Multiple Royalty Rate Min Max Min Max Min Max Min Max Reporting units 13.5 % 14.0 % 3.0 % 5.0 % 14.5 x 16 x Trademarks 15.0 % 15.0 % 3.0 % 5.0 % 1.5 % 2.0 %
Estimated Future Amortization Expense for Finite-Lived Intangible Assets	As of March 31, 2023, estimated future amortization expense for definite-lived assets is as follows: (in thousands) 2023 remaining $ 1,705 2024 6,811 2025 5,292 2026 4,527 2027 3,179 Thereafter 794 Total estimated amortization expense $ 22,308

Accrued Liabilities (Tables)

Accrued Liabilities (Tables)	9 Months Ended
	Mar. 31, 2023
Payables and Accruals [Abstract]
Schedule Of Accrued Liabilities	The major classes of accrued liabilities are summarized as follows: March 31, 2023 June 30, 2022 (in thousands) As Restated Accrued purchases $ 12,499 $ 6,728 Accrued employee compensation 7,703 5,580 Other accrued expenses 5,888 8,867 Non related party accrued interest expense 623 429 Contingent consideration 3,979 2,710 Unearned Income 1,975 642 Captive insurance liabilities 2,299 2,041 Total Accrued liabilities and other payables $ 34,966 $ 26,997

Fair Value Measurements (Tables

Fair Value Measurements (Tables)	9 Months Ended
	Mar. 31, 2023
Fair Value Disclosures [Abstract]
Summary of Fair Value Assets and Liabilities Measured on Recurring Basis	The following tables present assets and liabilities measured at fair value on a recurring basis: March 31, 2023 (in thousands) Level 1 Level 2 Level 3 Total Assets: Money market funds $ 9,805 $ - $ - $ 9,805 Interest rate swaps (1) - 7,539 - 7,539 Total $ 9,805 $ 7,539 $ - $ 17,344 Liabilities: Contingent consideration liabilities (2) $ - $ - $ 5,492 $ 5,492 Total $ - $ - $ 5,492 $ 5,492 June 30, 2022 (in thousands) Level 1 Level 2 Level 3 Total Assets: Money market funds $ 36,616 $ - $ - $ 36,616 Interest rate swaps (1) - 9,157 - 9,157 Total $ 36,616 $ 9,157 $ - $ 45,773 Liabilities: Contingent consideration liabilities (2) $ - $ - $ 9,156 $ 9,156 Total $ - $ - $ 9,156 $ 9,156
Summary of Reconciliation of Liabilities Measured at Fair Value on Recurring Basis Using Significant Unobservable Inputs (Level 3)	The following table provides a reconciliation of liabilities measured at fair value on a recurring basis using significant unobservable inputs (Level 3): Contingent (in thousands) As Restated Balance at June 30, 2022 $ 9,156 Acquisitions - Payments ( 375 ) Change in fair value ( 3,289 ) Balance at March 31, 2023 5,492 Less: current portion ( 3,979 ) Long term portion $ 1,513

Leases (Tables)

Leases (Tables)	9 Months Ended
	Mar. 31, 2023
Leases [Abstract]
Schedule of Components of Lease Expense	The following table summarizes the components of lease expense: Three Months Ended Nine Months Ended (in thousands) March 31, 2023 March 31, 2023 Operating lease expense $ 1,807 $ 5,365 Finance lease expense Amortization of right-of-use assets 66 205 Interest on lease liabilities 8 25 Total finance lease expense 74 230 Variable lease expense 200 677 Short-term lease expense 28 98 Total lease expense $ 2,109 $ 6,370
Schedule of Supplemental Balance Sheet Items Related to Leases	The following table summarizes supplemental balance sheet items related to leases: (in thousands) March 31, 2023 Operating Leases Operating lease right-of-use assets $ 32,971 Current portion of operating lease liabilities 6,357 Long-term operating lease liabilities 27,695 Total operating lease liabilities 34,052 Finance Leases Finance lease right-of-use assets 624 Current portion of finance lease liabilities 286 Long-term finance lease liabilities 344 Total finance lease liabilities $ 630
Schedule of Weighted Average Remaining Lease Term and Discount Rate	The following table summarizes the weighted-average remaining lease term and discount rate: Weighted-average remaining lease term (in years) Operating leases 6.2 Finance leases 2.5 Weighted-average discount rate Operating leases 5.0 % Finance leases 5.0 %
Schedule of Future Minimum Lease Payments	The minimum annual payments under our lease agreements as of March 31, 2023 are as follows: (in thousands) Operating Leases Finance Leases Remaining fiscal 2023 $ 1,326 $ 78 2024 6,943 309 2025 6,538 180 2026 6,512 96 2027 6,158 6 2028 and thereafter 12,122 - Total lease payments 39,599 669 Less imputed interest ( 5,547 ) ( 39 ) Present value of lease liabilities 34,052 630 Current portion of lease liabilities ( 6,357 ) ( 286 ) Total long term lease liabilities $ 27,695 $ 344 Note - Table excludes obligations for leases with original terms of 12 months or less which have not been recognized as ROU assets or liabilities in our condensed consolidated balance sheets.

Long-Term and Other Short-Ter_2

Long-Term and Other Short-Term Obligations (Tables)	9 Months Ended
	Mar. 31, 2023
Debt Disclosure [Abstract]
Summary of Long-term and Other Short-term Obligations	The following table summarizes long-term and other short-term obligations: (in thousands) March 31, 2023 June 30, 2022 Note to a bank with interest at LIBOR ( 1.76 %) at September 30, 2022 plus 1.75 %; payable in quarterly installments of $ 1,180 principal with applicable interest; secured by specific assets of the Company. Extinguished and refinanced in December 2022. - 76,792 Note to a bank with one month interest at SOFR ( 4.87 %) at March 31, 2023 plus 2.35 %; payable in quarterly installments of $ 1,454 principal with applicable interest; matures in December 2027 ; secured by specific assets of the Company. 143,986 - Capital expenditures borrowings payable at LIBOR ( 0.50 %) at September 30, 2022 plus 1.75 %, payable in quarterly installments of $ 1,077 at September 30, 2022. Extinguished and refinanced in December 2022. - 40,776 Capital expenditures borrowings payable at SOFR ( 4.87 %) at March 31, 2023 plus 2.35 %, payable in quarterly installments of $ 801 with draw expiring June 2027. 13,564 - Equipment Term Loan payable at SOFR ( 4.87 %) at March 31, 2023 plus 2.35 %, payable in quarterly installments of $ 250 with draw expiring December 2026. 3,682 - Note to a bank with interest fixed at 3.6 %, payable in monthly installments of $ 60 principal with applicable interest; matures in April 2023 . 60 593 Note to a bank with interest fixed at 2.75 %, payable in monthly installments of $ 61 principal with March 2024 . 719 1,246 Note to a bank with interest fixed at 7.50 %, payable in monthly installments of $ 61 principal with April 2026 . 1,972 - Delayed Draw Term Loan ("DDTL") with interest at LIBOR ( 2.32 %) at September 2022 plus 1.75 %, payable in quarterly installments of $ 1,260 starting March 2022. Extinguished and refinanced in December 2022. - 65,882 Delayed Draw Term Loan ("DDTL") with interest at SOFR ( 4.87 %) at March 31, 2023 plus 2.35 %, payable in quarterly installments of $ 818 . Matures in December 2027 . 29,000 - Note to a bank with interest fixed at 11.84 %, payable in monthly installments of $ 1 principal with April 2029 . 49 - 193,032 185,289 Less current maturities ( 14,634 ) ( 14,909 ) Less unamortized deferred financing costs ( 1,452 ) ( 1,285 ) $ 176,946 $ 169,095
Schedule of Maturities of Long-term and Other Short-term Borrowings	Maturities of Long-Term and Other Short-Term Borrowings Maturities of long-term and other short-term borrowings for succeeding years are as follows: Remaining 2023 $ 3,660 2024 14,456 2025 13,963 2026 13,892 2027 12,680 Thereafter 134,381 $ 193,032

Stockholders' Equity (Tables)

Stockholders' Equity (Tables)	9 Months Ended
	Mar. 31, 2023
Equity [Abstract]
Schedule of Reserved Shares Stock on Converted Basis	We had reserved shares of stock, on an as-if converted basis, for issuance as follows: March 31, 2023 June 30, 2022 Warrants 25,646,453 25,818,247 Earnout shares 5,726,864 5,726,864 Total 31,373,317 31,545,111
Schedule of Share-Based Compensation Expense	The following table provides total stock-based compensation expense by award type: Three Months Ended Nine Months Ended (in thousands) March 31, 2023 March 31, 2022 March 31, 2023 March 31, 2022 As Restated As Restated Stock option awards $ 63 $ 279 $ 1,027 $ 279 Restricted stock units ( 1,087 ) 1,115 4,639 1,115 Total stock-based compensation $ ( 1,024 ) $ 1,394 $ 5,666 $ 1,394
Summary of Stock Options Activity	The following table presents a summary of stock option activity under the 2021 Plan: Stock Options Weighted-Average Exercise Price Weighted-Average Remaining Contractual Life (Years) Aggregate Intrinsic Value Outstanding at June 30, 2022 3,503,527 $ 10.50 8.4 $ - Granted 782,061 10.50 9.5 - Exercised - - - Forfeited or cancelled ( 1,257,927 ) 10.50 - Outstanding at March 31, 2023 3,027,661 $ 10.50 8.7 $ -
Summary of Restricted Stock Units Activity	The following table presents a summary of restricted stock units activity for the periods presented: Restricted Stock Units Weighted-Average Grant Date Fair Value Outstanding at June 30, 2022 1,902,068 $ 8.14 Granted 584,434 3.29 Vested ( 755,880 ) 8.20 Forfeited or cancelled ( 569,489 ) 8 Outstanding at March 31, 2023 1,161,133 $ 5.62
Summary of Changes in Repurchases of Common Stock and Warrants	The table below summarizes the changes in repurchases of common stock and warrants: Three Months Ended (in thousands) March 31, 2023 Balance at December 31, 2022 3,225,441 Repurchases of common stock - Repurchases of warrants - Balance at March 31, 2023 3,225,441 Nine Months Ended (in thousands) March 31, 2023 Balance at June 30, 2022 3,053,447 Repurchases of common stock - Repurchases of warrants 171,994 Balance at March 31, 2023 3,225,441

Commitments and Contingent Li_2

Commitments and Contingent Liabilities and Litigation (Tables)	9 Months Ended
	Mar. 31, 2023
Commitments and Contingencies Disclosure [Abstract]
Schedule of Purchase Commitments	Estimated future minimum grape and bulk wine purchase commitments are as follows: (in thousands) Total Remaining Fiscal 2023 $ - 2024 12,360 2025 7,466 2026 3,619 2027 195 2028 105 $ 23,745

Segments (Tables)

Segments (Tables)	9 Months Ended
	Mar. 31, 2023
Segment Reporting [Abstract]
Summary of Revenue by Segment and Region	The following tables present net revenue and income from operations directly attributable to the Company's segments: Three Months Ended March 31, 2023 As Restated (in thousands) Wholesale Direct-to-Consumer Business-to-Business Other Total Segment Results Net revenue $ 20,811 $ 17,008 $ 26,831 $ 1 $ 64,651 Income (loss) from operations $ ( 1,573 ) $ ( 2,905 ) $ 2,406 $ ( 6,110 ) $ ( 8,182 ) Three Months Ended March 31, 2022 (in thousands) Wholesale Direct-to-Consumer Business-to-Business Other Total Segment Results Net revenue $ 24,549 $ 19,595 $ 33,657 $ 1,132 $ 78,933 Income (loss) from operations $ 3,256 $ 1,014 $ 10,016 $ ( 14,738 ) $ ( 452 ) Nine Months Ended March 31, 2023 As Restated (in thousands) Wholesale Direct-to-Consumer Business-to-Business Other Total Segment Results Net revenue $ 67,881 $ 63,472 $ 89,825 $ ( 46 ) $ 221,132 Income (loss) from operations $ ( 126,181 ) $ 488 $ 11,772 $ ( 44,729 ) $ ( 158,650 ) Nine Months Ended March 31, 2022 (in thousands) Wholesale Direct-to-Consumer Business-to-Business Other Total Segment Results Net revenue $ 62,923 $ 69,664 $ 83,349 $ 2,643 $ 218,579 Income (loss) from operations $ 10,501 $ 13,568 $ 23,500 $ ( 35,355 ) $ 12,214
Summary of Depreciation Expense Recognized by Operating Segment	Depreciation expense recognized by operating segment is summarized below: (in thousands) Wholesale Direct-to-Consumer Business-to-Business Other Total For the three months ended March 31: 2023 $ 7 $ 286 $ 245 $ 496 $ 1,034 2022 $ - 200 $ - $ - $ 200 (in thousands) Wholesale Direct-to-Consumer Business-to-Business Other Total For the Nine months ended March 31: 2023 $ 20 $ 876 $ 712 $ 1,448 $ 3,056 2022 $ - 500 $ - $ - $ 500
Summary of Amortization Expense Recognized by Operating Segment	Amortization expense recognized by operating segment is summarized below: (in thousands) Wholesale Direct-to-Consumer Business-to-Business Other Total For the three months ended March 31: 2023 $ 636 $ 798 $ 379 $ - $ 1,813 2022 $ 620 1,400 $ 63 $ - 2,083 (in thousands) Wholesale Direct-to-Consumer Business-to-Business Other Total For the Nine months ended March 31: 2023 $ 1,868 $ 2,407 $ 1,141 $ 13 $ 5,429 2022 $ 1,038 2,832 $ 68 $ - 3,938

Earnings Per Share (Tables)

Earnings Per Share (Tables)	9 Months Ended
	Mar. 31, 2023
Earnings Per Share [Abstract]
Computation of Basic and Diluted Net Loss Per Share Attributable to Common Stockholders	The following table reconciles the number of common shares used to compute basic and diluted earnings per share attributable to Vintage Wine Estates, Inc., shareholders: Three Months Ended March 31, Nine Months Ended March 31, 2023 2022 2023 2022 (in thousands, except for per share amounts) As Restated As Restated Net (loss) income $ ( 13,528 ) $ 8,957 $ ( 142,353 ) $ 16,413 Less: loss allocable to noncontrolling interest ( 14 ) ( 34 ) ( 1,235 ) ( 74 ) Net (loss) income allocable to common shareholders $ ( 13,514 ) $ 8,991 $ ( 141,118 ) $ 16,487 Numerator – Basic EPS Net (loss) income allocable to common shareholders $ ( 13,514 ) $ 8,991 $ ( 141,118 ) $ 16,487 Net (loss) income allocated to common shareholders $ ( 13,514 ) $ 8,991 $ ( 141,118 ) $ 16,487 Numerator – Diluted EPS Net (loss) income allocated to common shareholders $ ( 13,514 ) $ 8,991 $ ( 141,118 ) $ 16,487 Net (loss) income allocated to common shareholders $ ( 13,514 ) $ 8,991 $ ( 141,118 ) $ 16,487 Denominator – Basic Common Shares Weighted average common shares outstanding - Basic 59,289,659 61,410,403 59,014,915 60,773,258 Denominator – Diluted Common Shares Weighted average common shares - Diluted 59,289,659 61,410,403 59,014,915 60,773,258 Net (loss) income per share – basic: Common Shares $ ( 0.23 ) $ 0.15 $ ( 2.39 ) $ 0.27 Net (loss) income per share – diluted: Common Shares $ ( 0.23 ) $ 0.15 $ ( 2.39 ) $ 0.27
Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share	The following securities have been excluded from the calculations of diluted earnings per share attributable to common shareholders because including them would have been antidilutive: Three Months Ended March 31, Nine Months Ended March 31, 2023 2022 2023 2022 Shares subject to warrants to purchase common stock 25,646,453 26,000,000 25,646,453 26,000,000 Shares subject to options to purchase common stock 3,027,661 2,650,051 3,027,661 2,650,051 Total 28,674,114 28,650,051 28,674,114 28,650,051

Basis of Presentation and Sig_4

Basis of Presentation and Significant Accounting Policies - Additional information (Details)	3 Months Ended	9 Months Ended
	Mar. 31, 2023 USD ($)	Mar. 31, 2023 USD ($) Segment	Mar. 31, 2022 USD ($)	Jun. 30, 2022 USD ($)
Subsidiary Sale Of Stock [Line Items]
Restricted Cash	$ 0	$ 0		$ 4,800,000
Amortization expense		6,196,000	$ 4,234,000
Cash deposited FDIC insurance limits	30,200,000	30,200,000		49,000,000
Insurance claim settlement amount received		1,400
Provision of doubtful accounts	800,000	$ 800,000		400,000
Number of reporting segments | Segment		3
ROU assets Deferred rent reclassification	2,100,000	$ 2,100,000
Deferred Gain	0	0		$ 10,666,000
Deferred gain loss on sale leaseback		0	$ 1,000,000
ROU assets Prepaid rent reclassification	400,000	400,000
Operating Lease Payments		39,200,000
Right Of Use Assets Recognized	37,600,000	37,600,000
Adjustments
Subsidiary Sale Of Stock [Line Items]
Deferred Gain	(10,116,000)	(10,116,000)
Deferred gain loss on sale leaseback	10,700,000	(550,000)
Adjustments | Retained Earnings
Subsidiary Sale Of Stock [Line Items]
Deferred gain loss on sale leaseback	10,700,000	7,800,000
Loan And Security Agreement [Member]
Subsidiary Sale Of Stock [Line Items]
Cash collateral for borrowed securities	$ 4,800,000	$ 4,800,000

Basis of Presentation and Sig_5

Basis of Presentation and Significant Accounting Policies - Summary of Reconciliation of Cash, Cash Equivalents, and Restricted Cash (Detail) - USD ($) $ in Thousands	Mar. 31, 2023	Jun. 30, 2022	Mar. 31, 2022	Jun. 30, 2021
Cash and Cash Equivalents [Abstract]
Cash and cash equivalents	$ 25,382	$ 44,758
Restricted Cash	0	4,800
Total cash, cash equivalents and restricted cash as shown in the statement of cash flows	$ 25,382	$ 49,558	$ 75,709	$ 123,679

Basis of Presentation and Sig_6

Basis of Presentation and Significant Accounting Policies - Summary of Disaggregation of Revenue (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Mar. 31, 2023	Mar. 31, 2022	Mar. 31, 2023	Mar. 31, 2022
Disaggregation Of Revenue [Line Items]
Total net revenue	$ 64,651	$ 78,933	$ 221,132	$ 218,579
United States
Disaggregation Of Revenue [Line Items]
Total net revenue	64,287	77,586	219,474	214,061
International
Disaggregation Of Revenue [Line Items]
Total net revenue	$ 364	$ 1,347	$ 1,658	$ 4,518

Basis of Presentation and Sig_7

Basis of Presentation and Significant Accounting Policies - Summary of Disaggregation of Revenue Recognized (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Mar. 31, 2023	Mar. 31, 2022	Mar. 31, 2023	Mar. 31, 2022
Disaggregation Of Revenue [Line Items]
Total net revenue	$ 64,651	$ 78,933	$ 221,132	$ 218,579
Point in Time
Disaggregation Of Revenue [Line Items]
Total net revenue	53,178	65,170	187,381	180,464
Over a period of Time
Disaggregation Of Revenue [Line Items]
Total net revenue	$ 11,473	$ 13,763	$ 33,751	$ 38,115

Basis of Presentation and Sig_8

Basis of Presentation and Significant Accounting Policies - Schedules of Customer Concentration Risk (Details) - Customer Concentration	3 Months Ended		9 Months Ended		12 Months Ended
	Mar. 31, 2023	Mar. 31, 2022	Mar. 31, 2023	Mar. 31, 2022	Jun. 30, 2022
Customer A | Revenue
Concentration Risk [Line Items]
Concentration risk percentage	22.90%	15.60%	20%	18.30%
Customer A | Receivables
Concentration Risk [Line Items]
Concentration risk percentage			44.70%		26%
Customer B | Revenue
Concentration Risk [Line Items]
Concentration risk percentage				10%
Customer C | Revenue
Concentration Risk [Line Items]
Concentration risk percentage				10.10%
Customer D | Receivables
Concentration Risk [Line Items]
Concentration risk percentage			10.90%

Restatement, Reclassification_3

Restatement, Reclassification and Revision of Previously Issued Condensed Consolidated Financial Statements - Additional Information (Details) - USD ($)		3 Months Ended		9 Months Ended		12 Months Ended
	Jun. 30, 2021	Mar. 31, 2023	Mar. 31, 2022	Mar. 31, 2023	Mar. 31, 2022	Jun. 30, 2022
Error Corrections and Prior Period Adjustments Restatement [Line Items]
(Accumulated Deficit) Retained Earnings		$ (134,457,000)		$ (134,457,000)		$ (1,092,000)
Accounts receivable, net		36,722,000		36,722,000		37,869,000
Deferred gain loss on sale leaseback				0	$ 1,000,000
Amortization expense		1,813,000	$ 2,083,000	5,429,000	3,938,000
Deferred Gain		0		0		10,666,000
Intangible assets, net		(45,337,000)		(45,337,000)		(63,097,000)
Income Tax Expense (Benefit)		(2,702,000)	3,375,000	(24,880,000)	6,396,000
Property, plant, and equipment, net		219,492,000		219,492,000		238,719,000
Change in net income (loss)		(13,514,000)	8,991,000	(141,118,000)	16,487,000
Restricted cash		0		0		4,800,000
Net (loss) income		(13,528,000)	8,957,000	(142,353,000)	16,413,000
Nonwine
Error Corrections and Prior Period Adjustments Restatement [Line Items]
Adjustment to net revenue		4,700,000		4,700,000
Previously Reported
Error Corrections and Prior Period Adjustments Restatement [Line Items]
(Accumulated Deficit) Retained Earnings		(140,601,000)		(140,601,000)		(571,000)
Accounts receivable, net		41,381,000		41,381,000		38,192,000
Deferred gain loss on sale leaseback				550,000
Amortization expense				900,000
Classification of assets purchase price				3,500,000
Deferred Gain		10,116,000		10,116,000
Intangible assets, net		(45,438,000)		(45,438,000)		(64,377,000)
Income Tax Expense (Benefit)		(1,673,000)	958,000	(24,231,000)	5,412,000
Property, plant, and equipment, net		219,680,000		219,680,000		236,100,000
Change in net income (loss)			2,780,000		14,176,000
Restricted cash						6,600,000
Net (loss) income		(10,174,000)	2,707,000	(141,433,000)	14,038,000
Previously Reported | Nonwine
Error Corrections and Prior Period Adjustments Restatement [Line Items]
Adjustment to cost of revenue		1,200,000		1,200,000
Revision of Prior Period, Adjustment [Member]
Error Corrections and Prior Period Adjustments Restatement [Line Items]
(Accumulated Deficit) Retained Earnings	$ 700,000	6,144,000		6,144,000		(521,000)
Accounts receivable, net		(4,659,000)		(4,659,000)		(323,000)
Increase decrease in inventories due to reversal of revenue		1,200,000		1,200,000
Deferred gain loss on sale leaseback		10,700,000		(550,000)
Amortization expense				500,000
Deferred Gain		(10,116,000)		(10,116,000)
Intangible assets, net		101,000		101,000		1,280,000
Adjustment to intangible assets net				1,200,000
Adjustment to selling general and administrative expense				2,000,000
Selling general and administrative expense due to an understatement of stock based compensation expense		1,000,000		1,300,000
Income Tax Expense (Benefit)		(1,029,000)	2,417,000	(649,000)	984,000
Net of a tax benefit	300,000			300,000		300,000
Adjustment to property, plant and equipment, net and retained earnings due to overstatement of depreciation expense		900,000		900,000		900,000
Property, plant, and equipment, net		(188,000)		(188,000)		2,619,000
Reclassification between cash and cash equivalents and accounts payable		6,600,000		6,600,000		700,000
Reclassification between current and long-term maturities of long-term debt		177,000,000		177,000,000
Adjustment to additional paid-in capital and retained earnings due to overstatement of stock-based compensation expense		3,100,000		3,100,000		1,800,000
Reclassification adjustment to accumulated deficit		8,900,000	700,000	8,900,000	700,000	700,000
Change in net income (loss)			6,211,000	1,100,000	2,311,000
Reduction in equity						700,000
Adjustment to historical acquisition		1,600,000		1,600,000		1,600,000
Restricted cash						(1,800,000)
Adjustment to prepaid expenses and other current assets						1,900,000
Reclassification between property, plant and equipment and inventories						1,500,000
Adjustment to accrued liabilities and other payables for historical acquisitions						$ 2,100,000
Net (loss) income		(3,354,000)	$ 6,250,000	(920,000)	$ 2,375,000
Adjustment due to an understatement of costs				7,700,000
Adjustment of interest rate swap liability	$ 1,600
Revision of Prior Period, Adjustment [Member] | Retained Earnings [Member]
Error Corrections and Prior Period Adjustments Restatement [Line Items]
Deferred gain loss on sale leaseback		$ 10,700,000		7,800,000
Net of a tax benefit				$ 2,900,000

Restatement, Reclassification_4

Restatement, Reclassification and Revision of Previously Issued Condensed Consolidated Financial - Balance Sheet (Details) - USD ($) $ in Thousands	Mar. 31, 2023	Dec. 31, 2022	Sep. 30, 2022	Jun. 30, 2022	Mar. 31, 2022	Dec. 31, 2021	Sep. 30, 2021	Jun. 30, 2021
Current assets:
Cash and cash equivalents	$ 25,382			$ 44,758
Restricted cash	0			4,800
Accounts receivable, net	36,722			37,869
Inventories	199,224			192,922
Prepaid expenses and other current assets	23,519			11,864
Total current assets	290,036			298,956
Property, plant, and equipment, net	219,492			238,719
Intangible assets, net	45,337			63,097
Total assets	626,446			765,467
Current liabilities
Accounts payable	22,200			13,473
Accrued liabilities and other payables	34,966			26,997
Current maturities of long-term debt	14,634			14,909
Total current liabilities	192,872			199,594
Other long-term liabilities	1,693			7,055
Long-term debt, less current maturities	176,946			169,095
Deferred tax liability	7,312			29,325
Deferred gain	0			10,666
Total liabilities	406,862			415,735
Redeemable noncontrolling interest	261			1,494
Stockholders' equity
Additional paid-in capital	380,617			376,099
(Accumulated Deficit) Retained Earnings	(134,457)			(1,092)
Total Vintage Wine Estates, Inc. stockholders' equity	220,126			348,973
Noncontrolling interests	(803)			(735)
Total stockholders' equity	219,323	$ 233,877	$ 360,762	348,238	$ 384,920	$ 366,870	$ 360,184	$ 360,255
Total liabilities, redeemable noncontrolling interest, and stockholders' equity	626,446			765,467
Previously Reported
Current assets:
Cash and cash equivalents	31,966			43,692
Restricted cash				6,600
Accounts receivable, net	41,381			38,192
Inventories	199,268			192,102
Prepaid expenses and other current assets				13,394
Total current assets	301,322			300,723
Property, plant, and equipment, net	219,680			236,100
Intangible assets, net	45,438			64,377
Total assets	638,021			765,895
Current liabilities
Accounts payable	28,785			13,947
Accrued liabilities and other payables	34,325			24,204
Current maturities of long-term debt	191,580
Total current liabilities	375,762			197,275
Other long-term liabilities				6,491
Long-term debt, less current maturities	0
Deferred tax liability	5,698			29,979
Deferred gain	10,116
Total liabilities	421,308			413,506
Redeemable noncontrolling interest	262			1,663
Stockholders' equity
Additional paid-in capital	383,720			377,897
(Accumulated Deficit) Retained Earnings	(140,601)			(571)
Total Vintage Wine Estates, Inc. stockholders' equity	217,085			351,292
Noncontrolling interests	(634)			(566)
Total stockholders' equity	216,451			350,726
Total liabilities, redeemable noncontrolling interest, and stockholders' equity	638,021			765,895
Adjustments
Current assets:
Cash and cash equivalents	(6,584)			1,066
Restricted cash				(1,800)
Accounts receivable, net	(4,659)			(323)
Inventories	(44)			820
Prepaid expenses and other current assets				(1,530)
Total current assets	(11,286)			(1,767)
Property, plant, and equipment, net	(188)			2,619
Intangible assets, net	(101)			(1,280)
Total assets	(11,575)			(428)
Current liabilities
Accounts payable	(6,585)			(474)
Accrued liabilities and other payables	641			2,793
Current maturities of long-term debt	(176,946)
Total current liabilities	(182,890)			2,319
Other long-term liabilities				564
Long-term debt, less current maturities	176,946
Deferred tax liability	(1,614)			(654)
Deferred gain	(10,116)
Total liabilities	(14,446)			2,229
Redeemable noncontrolling interest	(1)			(169)
Stockholders' equity
Additional paid-in capital	(3,103)			(1,798)
(Accumulated Deficit) Retained Earnings	6,144			(521)				$ 700
Total Vintage Wine Estates, Inc. stockholders' equity	3,041			(2,319)
Noncontrolling interests	(169)			(169)
Total stockholders' equity	2,872			(2,488)
Total liabilities, redeemable noncontrolling interest, and stockholders' equity	$ (11,575)			$ (428)

Restatement, Reclassification_5

Restatement, Reclassification and Revision of Previously Issued Condensed Consolidated Financial - Statement of Operations and Comprehensive Income (Details) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended		9 Months Ended		12 Months Ended
	Mar. 31, 2023	Mar. 31, 2022	Mar. 31, 2023	Mar. 31, 2022	Jun. 30, 2022
Net revenues
Net revenue	$ 64,651	$ 78,933	$ 221,132	$ 218,579
Cost of revenues
Cost of revenues	51,375	53,164	152,580	137,202
Gross profit	13,276	25,769	68,552	81,377
Selling, general, and administrative expenses	26,506	24,159	90,094	65,682
Intangible impairment losses	0	0	12,643	0	$ 1,281
Intangible impairment losses	0		12,643
Gain on remeasurement of contingent liability	0	0	(3,289)	155
Gain on sale leaseback	0	(333)	0	(1,000)
(Gain) loss on sale of property, plant, and equipment	(5,977)	312	(1,546)	388
(Loss) Income from operations	(8,182)	(452)	(158,650)	12,214
Other (expense) income
Net unrealized gain on interest rate swap agreements	(3,596)	14,556	4,892	19,475
Total other (expense) income, net	(8,048)	12,784	(8,583)	10,595
(Loss) Income before provision for income taxes	(16,230)	12,332	(167,233)	22,809
Income tax (benefit) provision	(2,702)	3,375	(24,880)	6,396
Net (loss) income	(13,528)	8,957	(142,353)	16,413
Net loss attributable to the noncontrolling interests	(14)	(34)	(1,235)	(74)
Net income attributable to Vintage Wine Estates, Inc.	(13,514)	8,991	(141,118)	16,487
Net income allocable to common stockholders	(13,514)	8,991	(141,118)	16,487
Net (loss) income attributable to common stockholders	$ (13,514)	$ 8,991	$ (141,118)	$ 16,487
Net (loss) earnings per share allocable to common stockholders
Basic	$ (0.23)	$ 0.15	$ (2.39)	$ 0.27
Diluted	$ (0.23)	$ 0.15	$ (2.39)	$ 0.27
Wine, spirits and cider
Net revenues
Net revenue	$ 41,276	$ 50,859	$ 147,252	$ 157,640
Cost of revenues
Cost of revenues	37,575	40,303	107,251	106,607
Nonwine
Net revenues
Net revenue	23,375	28,074	73,880	60,939
Cost of revenues
Cost of revenues	13,800	12,861	45,329	30,595
Previously Reported
Net revenues
Net revenue	69,478	78,933	224,700	218,231
Cost of revenues
Cost of revenues	53,132	50,916	155,023	128,314
Gross profit	16,346	28,017	69,677	89,917
Selling, general, and administrative expenses	25,526	24,952	92,458	66,724
Intangible impairment losses	0		13,823
Gain on remeasurement of contingent liability	0	0	(2,648)	0
Gain on sale leaseback	(333)		(550)
(Gain) loss on sale of property, plant, and equipment	(5,977)	431	(5,625)	507
(Loss) Income from operations	(3,799)	884	(157,081)	19,748
Other (expense) income
Net unrealized gain on interest rate swap agreements		4,553		8,582
Total other (expense) income, net		2,781		(298)
(Loss) Income before provision for income taxes	(11,847)	3,665	(165,664)	19,450
Income tax (benefit) provision	(1,673)	958	(24,231)	5,412
Net (loss) income	(10,174)	2,707	(141,433)	14,038
Net loss attributable to the noncontrolling interests	(14)	(73)	(1,403)	(138)
Net income attributable to Vintage Wine Estates, Inc.		2,780		14,176
Net income allocable to common stockholders	$ (10,160)	2,780	$ (140,030)	14,176
Net (loss) income attributable to common stockholders		$ 2,780		$ 14,176
Net (loss) earnings per share allocable to common stockholders
Basic	$ (0.17)	$ 0.05	$ (2.37)	$ 0.23
Diluted	$ (0.17)	$ 0.05	$ (2.37)	$ 0.23
Previously Reported | Wine, spirits and cider
Net revenues
Net revenue	$ 41,443	$ 50,859	$ 146,160	$ 157,292
Cost of revenues
Cost of revenues	37,829	38,764	108,499	98,428
Previously Reported | Nonwine
Net revenues
Net revenue	28,035		78,540
Cost of revenues
Cost of revenues	15,303	12,152	46,524	29,886
Adjustments
Net revenues
Net revenue	(4,827)	0	(3,568)	348
Cost of revenues
Cost of revenues	(1,757)	2,248	(2,443)	8,888
Gross profit	(3,070)	(2,248)	(1,125)	(8,540)
Selling, general, and administrative expenses	980	(793)	(2,364)	(1,042)
Intangible impairment losses	0		(1,180)
Gain on remeasurement of contingent liability	0	0	(641)	(155)
Gain on sale leaseback	333		550
(Gain) loss on sale of property, plant, and equipment	0	(119)	4,079	(119)
(Loss) Income from operations	(4,383)	(1,336)	(1,569)	(7,534)
Other (expense) income
Net unrealized gain on interest rate swap agreements		10,003		10,893
Total other (expense) income, net		10,003		10,893
(Loss) Income before provision for income taxes	(4,383)	8,667	(1,569)	3,359
Income tax (benefit) provision	(1,029)	2,417	(649)	984
Net (loss) income	(3,354)	6,250	(920)	2,375
Net loss attributable to the noncontrolling interests	0	39	168	64
Net income attributable to Vintage Wine Estates, Inc.		6,211	1,100	2,311
Net income allocable to common stockholders	$ (3,354)	6,211	(1,088)	2,311
Net (loss) income attributable to common stockholders		$ 6,211	$ 1,100	$ 2,311
Net (loss) earnings per share allocable to common stockholders
Basic	$ (0.06)	$ 0.10	$ (0.02)	$ 0.04
Diluted	$ (0.06)	$ 0.10	$ (0.02)	$ 0.04
Adjustments | Wine, spirits and cider
Net revenues
Net revenue	$ (167)	$ 0	$ 1,092	$ 348
Cost of revenues
Cost of revenues	(254)	1,539	(1,248)	8,179
Adjustments | Nonwine
Net revenues
Net revenue	(4,660)		(4,660)
Cost of revenues
Cost of revenues	$ (1,503)	$ 709	$ (1,195)	$ 709

Restatement, Reclassification_6

Restatement, Reclassification and Revision of Previously Issued Condensed Consolidated Financial - Statements of Cash Flows (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Mar. 31, 2023	Mar. 31, 2022	Mar. 31, 2023	Mar. 31, 2022
Cash flows from operating activities
Net (loss) income	$ (13,528)	$ 8,957	$ (142,353)	$ 16,413
Adjustments to reconcile net (loss) income to net cash from operating activities:
Depreciation			11,799	9,384
Goodwill and intangible asset impairment losses			137,929	0
Remeasurement of contingent consideration liabilities			(3,289)	155
Stock-based compensation expense			5,666	1,394
Net unrealized gain on interest rate swap agreements	3,596	(14,556)	(4,892)	(19,475)
Provision for credit losses			405
Provision for inventory reserve			10,131	0
(Benefit) provision for deferred income tax			(24,927)	(1,028)
(Gain) Loss on disposition of assets			(1,546)	388
Deferred gain on sale leaseback			0	(1,000)
Deferred rent			0	285
Change in operating assets and liabilities (net of effect of business combinations):
Accounts receivable			742	(21,261)
Inventories			(16,637)	15,369
Prepaid expenses and other current assets			(11,655)	(2,232)
Other assets			602	(6,440)
Accounts payable			10,250	(8,106)
Accrued liabilities and other payables			15,102	8,207
Net change in lease assets and liabilities			(992)	0
Other				(836)
Net cash used in operating activities			(3,846)	(4,128)
Cash flows from financing activities
Outstanding checks in excess of cash			(1,523)	2,900
Net cash (used in) provided by financing activities			(28,719)	46,044
Net change in cash, cash equivalents and restricted cash			(24,176)	(47,970)
Cash, cash equivalents and restricted cash, beginning of period			49,558	123,679
Cash, cash equivalents and restricted cash, end of period	25,382	75,709	25,382	75,709
Noncash investing and financing activities:
Increase in finance lease assets and liabilities upon adoption of ASC 842			67
Previously Reported
Cash flows from operating activities
Net (loss) income	(10,174)	2,707	(141,433)	14,038
Adjustments to reconcile net (loss) income to net cash from operating activities:
Depreciation			11,409	14,095
Goodwill and intangible asset impairment losses			139,108
Remeasurement of contingent consideration liabilities			(2,648)	0
Stock-based compensation expense			6,971	1,943
Net unrealized gain on interest rate swap agreements		(4,553)		(8,582)
Provision for credit losses			677
Provision for inventory reserve			0
(Benefit) provision for deferred income tax			(24,281)	888
(Gain) Loss on disposition of assets			(5,625)	508
Deferred gain on sale leaseback			(550)
Deferred rent			(2,079)
Change in operating assets and liabilities (net of effect of business combinations):
Accounts receivable			(3,866)
Inventories			(5,466)	4,244
Prepaid expenses and other current assets			(10,125)	(2,457)
Other assets				(6,215)
Accounts payable			10,511
Accrued liabilities and other payables			16,934	2,836
Net change in lease assets and liabilities			1,087
Other				0
Net cash used in operating activities			(3,846)	(4,128)
Cash flows from financing activities
Outstanding checks in excess of cash			4,327
Net cash (used in) provided by financing activities			(22,869)
Net change in cash, cash equivalents and restricted cash			(18,326)
Cash, cash equivalents and restricted cash, beginning of period			50,292
Cash, cash equivalents and restricted cash, end of period	31,966		31,966
Noncash investing and financing activities:
Increase in finance lease assets and liabilities upon adoption of ASC 842			759
Adjustments
Cash flows from operating activities
Net (loss) income	(3,354)	6,250	(920)	2,375
Adjustments to reconcile net (loss) income to net cash from operating activities:
Depreciation			390	(4,711)
Goodwill and intangible asset impairment losses			(1,179)
Remeasurement of contingent consideration liabilities			(641)	155
Stock-based compensation expense			(1,305)	(549)
Net unrealized gain on interest rate swap agreements		$ (10,003)		(10,893)
Provision for credit losses			(272)
Provision for inventory reserve			10,131
(Benefit) provision for deferred income tax			(646)	(1,916)
(Gain) Loss on disposition of assets			4,079	(120)
Deferred gain on sale leaseback	(10,700)		550
Deferred rent			2,079
Change in operating assets and liabilities (net of effect of business combinations):
Accounts receivable			4,608
Inventories			(11,171)	11,125
Prepaid expenses and other current assets			(1,530)	225
Other assets				(225)
Accounts payable			(261)
Accrued liabilities and other payables			(1,832)	5,371
Net change in lease assets and liabilities			(2,079)
Other				(836)
Net cash used in operating activities			0	$ 0
Cash flows from financing activities
Outstanding checks in excess of cash			(5,850)
Net cash (used in) provided by financing activities			(5,850)
Net change in cash, cash equivalents and restricted cash			(5,850)
Cash, cash equivalents and restricted cash, beginning of period			(734)
Cash, cash equivalents and restricted cash, end of period	$ (6,584)		(6,584)
Noncash investing and financing activities:
Increase in finance lease assets and liabilities upon adoption of ASC 842			$ (692)

Business Combinations - Schedul

Business Combinations - Schedule of Summary of Allocation of Consideration for Net Assets Acquired (Details) - USD ($) $ in Thousands	Jan. 18, 2022	Mar. 31, 2023	Jun. 30, 2022
Business Acquisition [Line Items]
Goodwill		$ 29,666	$ 154,951
Meier's Wine Cellars, Inc
Business Acquisition [Line Items]
Cash	$ 12,500
Shares of common stock	10,521
Contingent consideration	4,900
Settlement of pre-existing relationship	(125)
Fair value of consideration	27,796
Accounts receivable	3,669
Fixed assets	12,859
Inventory	4,280
Other assets	356
Trademarks	700
Customer relationships	6,400
Accounts payable and accrued expenses	(2,682)
Deferred tax liability	(6,033)
Total identifiable assets acquired	19,549
Goodwill	$ 8,247

Business Combinations - Additio

Business Combinations - Additional Information (Details) $ in Thousands	Feb. 14, 2022 USD ($)	Jan. 18, 2022 USD ($) Rate shares	Mar. 31, 2023 USD ($) Rate shares	Jun. 30, 2022 USD ($) shares
Business Acquisition [Line Items]
Purchase consideration	$ 400
Common stock, shares issued | shares			62,161,553	61,691,054
Common stock, value			$ 0	$ 0
Meier's Wine Cellars, Inc
Business Acquisition [Line Items]
Business acquisition description		On January 18, 2022, the Company acquired 100% of the capital stock in Meier's Wine Cellars, Inc., DBA Meier's Beverage Group, an Ohio company ("Meier's").
Purchase consideration		$ 25,000
Cash payment to acquire buiness		$ 12,500
Common stock, shares issued | shares		1,229,443
Common stock, value		$ 12,500
Business combination additional contingent consideration payable		10,000
Business combination, Acquired receivable, Fair value		12,000
Discount for shares of common stock		1,500
Shares of common stock valued		10,500
Contingent consideration in fair value earnout payments		$ 4,900
Percentage of earnout consideration paid in cash		50%
Percentage of earnout consideration paid in stock		50%
Measurement Input Royalty Rate | Meier's Wine Cellars, Inc
Business Acquisition [Line Items]
Percentage of ownership interest acquired		100%
Key assumption rate | Rate		1.1
Measurement Input Discount Rate | Meier's Wine Cellars, Inc
Business Acquisition [Line Items]
Key assumption rate | Rate		27	28

Inventory - Schedule of Invento

Inventory - Schedule of Inventory (Details) - USD ($) $ in Thousands	Mar. 31, 2023	Jun. 30, 2022
Inventory [Line Items]
Inventories	$ 199,224	$ 192,922
Bulk Wine Spirits and Cider
Inventory [Line Items]
Inventories	99,674	88,978
Bottled Wine, Spirits and Cider
Inventory [Line Items]
Inventories	78,650	86,785
Bottling and Packaging Supplies
Inventory [Line Items]
Inventories	19,448	16,328
Nonwine Inventory
Inventory [Line Items]
Inventories	$ 1,452	$ 831

Inventory - Additional Informat

Inventory - Additional Information (Details) - USD ($) $ in Millions	3 Months Ended		9 Months Ended
	Mar. 31, 2023	Mar. 31, 2022	Mar. 31, 2023	Mar. 31, 2022	Jun. 30, 2022
Inventory [Line Items]
Impairment of inventory	$ 9.6	$ 0	$ 10.1	$ 0
Mark Down
Inventory [Line Items]
Impairment of inventory	10.1
Bulk Wine
Inventory [Line Items]
Inventory valuation reserves	6.8		6.8
Finished Goods
Inventory [Line Items]
Inventory valuation reserves	3.1		3.1
Dry Goods
Inventory [Line Items]
Inventory valuation reserves	0.2		0.2
Bulk Wine Spirits and Cider
Inventory [Line Items]
Inventory valuation reserves	6.8		6.8		$ 2.2
Bottled Wine, Spirits and Cider
Inventory [Line Items]
Inventory valuation reserves	4.5		4.5		1.8
Bottling and Packaging Supplies
Inventory [Line Items]
Inventory valuation reserves	$ 0.4		$ 0.4		$ 0.4

Assets Held for Sale - Schedule

Assets Held for Sale - Schedule of Carrying Amounts of Assets Held For Sale (Details) - USD ($) $ in Thousands	Mar. 31, 2023	Jun. 30, 2022
Property, Plant and Equipment [Line Items]
Less accumulated depreciation and amortization	$ (621)
Total assets held for sale	547	$ 0
Property, plant and equipment
Property, Plant and Equipment [Line Items]
Tamarack Cellars property, plant and equipment held for sale	$ 1,168

Assets Held for Sale - Addition

Assets Held for Sale - Additional Information (Details) - USD ($) $ in Thousands				3 Months Ended		9 Months Ended
	Mar. 31, 2023	Mar. 02, 2023	Dec. 15, 2022	Mar. 31, 2023	Mar. 31, 2022	Mar. 31, 2023	Mar. 31, 2022	Jun. 30, 2022
Long-Lived Assets Held-for-sale [Line Items]
Assets held for sale, net	$ 547			$ 547		$ 547		$ 0
Proceeds from sale of land held for sale	$ 100		$ 8,700
Gain on sale of land held for sale				5,977	$ (312)	$ 1,546	$ (388)
Tenma vineyard
Long-Lived Assets Held-for-sale [Line Items]
Proceeds from sale of land held for sale		$ 11,000		11,000
Gain on sale of land held for sale				$ 6,100

Property, Plant and Equipment -

Property, Plant and Equipment - Schedule of Property, Plant and Equipment (Details) - USD ($) $ in Thousands	Mar. 31, 2023	Jun. 30, 2022
Property Plant And Equipment [Line Items]
Property, Plant and Equipment, Gross	$ 278,482	$ 288,310
Less accumulated depreciation	(74,564)	(66,987)
Property, Plant and Equipment, Net Before Construction and Development In Progress	203,918	221,323
Construction in progress	15,574	17,396
Property, Plant and Equipment, Net	219,492	238,719
Buildings and Improvements
Property Plant And Equipment [Line Items]
Property, Plant and Equipment, Gross	144,481	139,223
Land
Property Plant And Equipment [Line Items]
Property, Plant and Equipment, Gross	31,073	46,632
Machinery and Equipment
Property Plant And Equipment [Line Items]
Property, Plant and Equipment, Gross	80,894	77,676
Cooperage
Property Plant And Equipment [Line Items]
Property, Plant and Equipment, Gross	9,644	10,165
Vineyards
Property Plant And Equipment [Line Items]
Property, Plant and Equipment, Gross	10,623	12,860
Furniture and equipment
Property Plant And Equipment [Line Items]
Property, Plant and Equipment, Gross	$ 1,767	$ 1,754

Property, Plant and Equipment_2

Property, Plant and Equipment - Additional Information (Details) - USD ($) $ in Millions	3 Months Ended		9 Months Ended
	Mar. 31, 2023	Mar. 31, 2022	Mar. 31, 2023	Mar. 31, 2022
Property, Plant and Equipment [Abstract]
Depreciation and amortization expense	$ 3.9	$ 3.9	$ 11.8	$ 9.4

Goodwill and Intangible Assets

Goodwill and Intangible Assets - Summary of Goodwill by Segment (Details) - USD ($) $ in Thousands	3 Months Ended			9 Months Ended		12 Months Ended
	Mar. 31, 2023	Dec. 31, 2022	Mar. 31, 2022	Mar. 31, 2023	Mar. 31, 2022	Jun. 30, 2022
Goodwill [Line Items]
Goodwill, Beginning Balance				$ 154,951
Goodwill impairment	$ 0	$ (125,300)	$ 0	(125,285)	$ 0	$ (1,300)
Goodwill, Ending Balance	29,666			29,666		154,951
Wholesale
Goodwill [Line Items]
Goodwill, Beginning Balance				116,304
Goodwill impairment		(116,300)		(116,304)
Goodwill, Ending Balance	0			0		116,304
Direct to Consumer
Goodwill [Line Items]
Goodwill, Beginning Balance				29,666
Goodwill impairment				0
Goodwill, Ending Balance	29,666			29,666		29,666
Business to Business
Goodwill [Line Items]
Goodwill, Beginning Balance				8,981
Goodwill impairment		$ (9,000)		(8,981)
Goodwill, Ending Balance	$ 0			$ 0		$ 8,981

Goodwill and Intangible asset_2

Goodwill and Intangible assets - Schedule of Components of Finite-Lived Intangible Assets, Accumulated Amortization, and Indefinite-Lived Assets (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended		12 Months Ended
	Mar. 31, 2023	Mar. 31, 2022	Mar. 31, 2023	Mar. 31, 2022	Dec. 31, 2022	Jun. 30, 2022
Finite-Lived Intangible Assets [Line Items]
Total indefinite-life intangibles, Amount	$ 35,672		$ 35,672			$ 36,953
Accumulated Impairment Losses			(12,643)			(1,281)
Total indefinite-life intangibles, Net amount	23,029		23,029			35,672
Total other intangible assets	0	$ 0	(12,643)	$ 0		(1,281)
Total definite-life intangibles, Gross Carrying Amount	32,600		32,600			32,600
Total definite-life intangibles, Accumulated Amortization	(10,292)		(10,292)			(5,175)
Total definite-life intangibles, Net Carrying Amount	22,308		22,308			27,425
Total other intangibles assets, Gross Carrying Amount	68,272		68,272			69,553
Total other intangibles assets, Accumulated Amortization	(10,292)		(10,292)			(5,175)
Total other intangibles assets, Net Carrying Amount	45,337		45,337			63,097
Customer and Sommerlier Relationships
Finite-Lived Intangible Assets [Line Items]
Total definite-life intangibles, Gross Carrying Amount	30,700		30,700			30,700
Total definite-life intangibles, Accumulated Amortization	(9,727)		(9,727)			(4,922)
Total definite-life intangibles, Net Carrying Amount	20,973		$ 20,973			25,778
Weighted Average Remaining Amortization Period (in years)			3 years 9 months 18 days		4 years 4 months 24 days
Trade names and Trademarks
Finite-Lived Intangible Assets [Line Items]
Total indefinite-life intangibles, Amount	28,922		$ 28,922			30,203
Accumulated Impairment Losses			(12,643)			(1,281)
Total indefinite-life intangibles, Net amount	16,279		16,279			28,922
Total definite-life intangibles, Gross Carrying Amount	1,900		1,900			1,900
Total definite-life intangibles, Accumulated Amortization	(565)		(565)			(253)
Total definite-life intangibles, Net Carrying Amount	1,335		$ 1,335			1,647
Weighted Average Remaining Amortization Period (in years)			3 years 2 months 12 days		3 years 6 months
Winery Use Permits
Finite-Lived Intangible Assets [Line Items]
Total indefinite-life intangibles, Amount	6,750		$ 6,750			6,750
Total indefinite-life intangibles, Net amount	$ 6,750		$ 6,750			$ 6,750

Goodwill and Intangible Asset_3

Goodwill and Intangible Assets - Additional Information (Details) - USD ($) $ in Thousands	3 Months Ended			9 Months Ended		12 Months Ended
	Mar. 31, 2023	Dec. 31, 2022	Mar. 31, 2022	Mar. 31, 2023	Mar. 31, 2022	Jun. 30, 2022
Goodwill [Line Items]
Amortization of intangible assets	$ 1,700		$ 1,700	$ 5,100	$ 3,300
Aggregate carrying amount	29,666			29,666		$ 154,951
Trade impairments				12,643		1,281
Goodwill impairment losses	0	$ 125,300	$ 0	125,285	$ 0	1,300
Trade names and Trademarks
Goodwill [Line Items]
Aggregate carrying amount	23,000			23,000
Trade impairments				12,643		1,281
Goodwill impairment losses				13,900
Wholesale
Goodwill [Line Items]
Aggregate carrying amount	0			0		116,304
Goodwill impairment losses		116,300		116,304
Wholesale | Trade names and Trademarks
Goodwill [Line Items]
Trade impairments				10,400
Direct to Consumer
Goodwill [Line Items]
Aggregate carrying amount	29,666			29,666		29,666
Goodwill impairment losses				0
Direct to Consumer | Trade names and Trademarks
Goodwill [Line Items]
Trade impairments				2,100
Business to Business
Goodwill [Line Items]
Aggregate carrying amount	$ 0			0		$ 8,981
Goodwill impairment losses		$ 9,000		8,981
Business to Business | Trade names and Trademarks
Goodwill [Line Items]
Trade impairments				100
Trademark One | Trade names and Trademarks
Goodwill [Line Items]
Goodwill impairment losses				4,100
Trademark Two | Trade names and Trademarks
Goodwill [Line Items]
Goodwill impairment losses				$ 3,700

Goodwill and Intangible Asset_4

Goodwill and Intangible Assets - Schedule Of Estimate The Fair Values Of Our Reporting Units And Trademark (Details)	Dec. 31, 2022
Measurement Input Discount Rate | Maximum
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Fair values of reporting units	14%
Fair values of trademarks	15%
Measurement Input Discount Rate | Minimum
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Fair values of reporting units	13.50%
Fair values of trademarks	15%
Measurement Input, Long-Term Revenue Growth Rate | Maximum
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Fair values of reporting units	5%
Fair values of trademarks	5%
Measurement Input, Long-Term Revenue Growth Rate | Minimum
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Fair values of reporting units	3%
Fair values of trademarks	3%
Measurement Input, EBITDA Multiple | Maximum
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Fair values of reporting units	16%
Measurement Input, EBITDA Multiple | Minimum
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Fair values of reporting units	14.50%
Measurement Input Royalty Rate | Maximum
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Fair values of trademarks	2%
Measurement Input Royalty Rate | Minimum
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Fair values of trademarks	1.50%

Goodwill and Intangible Asset_5

Goodwill and Intangible Assets - Schedule of Estimated Future Amortization Expense for Finite-Lived Intangible Assets (Detail) $ in Thousands	Mar. 31, 2023 USD ($)
Finite-Lived Intangible Assets, Net, Amortization Expense, Fiscal Year Maturity [Abstract]
2023 remaining	$ 1,705
2024	6,811
2025	5,292
2026	4,527
2027	3,179
Thereafter	794
Total estimated amortization expense	$ 22,308

Accrued Liabilities - Schedule

Accrued Liabilities - Schedule Of Accrued Liabilities (Details) - USD ($) $ in Thousands	Mar. 31, 2023	Jun. 30, 2022
Payables and Accruals [Abstract]
Accrued purchases	$ 12,499	$ 6,728
Accrued employee compensation	7,703	5,580
Other accrued expenses	5,888	8,867
Non related party accrued interest expense	623	429
Contingent consideration	3,979	2,710
Unearned Income	1,975	642
Captive insurance liabilities	2,299	2,041
Total Accrued liabilities and other payables	$ 34,966	$ 26,997

Fair Value Measurements - Summa

Fair Value Measurements - Summary of Fair Value Assets and Liabilities Measured on Recurring Basis (Details) - Fair Value, Recurring - USD ($) $ in Thousands		Mar. 31, 2023	Jun. 30, 2022
Assets:
Assets		$ 17,344	$ 45,773
Interest rate swaps	[1]	7,539	9,157
Liabilities:
Contingent consideration liabilities	[2]	5,492	9,156
Liabilities		5,492	9,156
Fair Value, Inputs, Level 1
Assets:
Assets		9,805	36,616
Liabilities:
Contingent consideration liabilities	[2]	0	0
Liabilities		0	0
Fair Value, Inputs, Level 2
Assets:
Assets		7,539	9,157
Interest rate swaps	[1]	7,539	9,157
Liabilities:
Contingent consideration liabilities	[2]	0	0
Liabilities		0	0
Fair Value, Inputs, Level 3
Assets:
Assets		0	0
Liabilities:
Contingent consideration liabilities	[2]	5,492	9,156
Liabilities		5,492	9,156
Money Market Funds
Assets:
Assets		9,805	36,616
Money Market Funds | Fair Value, Inputs, Level 1
Assets:
Assets		9,805	36,616
Money Market Funds | Fair Value, Inputs, Level 2
Assets:
Assets		0	0
Money Market Funds | Fair Value, Inputs, Level 3
Assets:
Assets		$ 0	$ 0
[1] (1) The fair value of interest rate swaps is estimated using a discounted cash flow analysis that considers the expected future cash flows of each interest rate swap. This analysis reflects the contractual terms of the interest rate swap, including the remaining period to maturity, and uses market-corroborated Level 2 inputs, including forward interest rate curves and implied interest rate volatilities. The fair value of an interest rate swap is estimated by discounting future fixed cash payments against the discounted expected variable cash receipts. The variable cash receipts are estimated based on an expectation of future interest rates derived from forward interest rate curves. The fair value of an interest rate swap also incorporates credit valuation adjustments to reflect the non-performance risk of the Company and the respective counterparty. (2) We assess the fair value of contingent consideration to be settled in cash related to acquisitions using probability weighted models for the various contractual earn-outs. These are Level 3 measurements. Significant unobservable inputs used in the estimated fair values of these contingent consideration liabilities include probabilities of achieving customer related performance targets, specified sales milestones, consulting milestones, changes in unresolved claims, projected revenue or changes in discount rates.

Fair Value Measurements - Sum_2

Fair Value Measurements - Summary of Reconciliation of Liabilities Measured at Fair Value on Recurring Basis Using Significant Unobservable Inputs (Level 3) (Details) - USD ($) $ in Thousands	9 Months Ended
	Mar. 31, 2023	Jun. 30, 2022
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]
Less: current portion	$ (3,979)	$ (2,710)
Fair Value, Recurring | Fair Value, Inputs, Level 3
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]
Beginning Balance	9,156
Acquisitions	0
Payments	(375)
Change in fair value	(3,289)
Ending Balance	5,492
Less: current portion	(3,979)
Long term portion	$ 1,513

Fair Value Measurements - Addit

Fair Value Measurements - Additional Information (Details)	Mar. 13, 2023 USD ($)
Interest Rate Swap One Agreement [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
notional amount	$ 50,000,000
Interest Rate Swap Two Agreement [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
notional amount	75,000,000
Interest Rate Swap
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Cash termination gain	$ 6,300,000

Leases - Additional Information

Leases - Additional Information (Details) - USD ($) $ in Thousands				3 Months Ended		9 Months Ended		12 Months Ended
	Mar. 31, 2023	Dec. 15, 2022	Jun. 30, 2021	Mar. 31, 2023	Dec. 31, 2021	Mar. 31, 2023	Mar. 31, 2022	Jun. 30, 2022
Lessee, Lease, Description [Line Items]
Purchase and sale agreement	$ 100	$ 8,700
Off-market adjustment amount		$ 300
Deferred gain loss on sale leaseback						$ 0	$ 1,000
Capitalized machinery and equipment lease					$ 700
Revision of Prior Period, Adjustment [Member]
Lessee, Lease, Description [Line Items]
Deferred gain loss on sale leaseback				$ 10,700		(550)
Net of a tax benefit			$ 300			300		$ 300
Revision of Prior Period, Adjustment [Member] | Retained Earnings
Lessee, Lease, Description [Line Items]
Deferred gain loss on sale leaseback				$ 10,700		7,800
Net of a tax benefit						$ 2,900
Maximum
Lessee, Lease, Description [Line Items]
Remaining lease terms	10 years			10 years		10 years
Minimum
Lessee, Lease, Description [Line Items]
Remaining lease terms	1 year			1 year		1 year
Sublease
Lessee, Lease, Description [Line Items]
Lease term	4 years			4 years		4 years
Sublese interest rate amount	$ 7,500
Increased percentage of sublease interest amount	3%
Total consideration from sale of subleased equipment	$ 109

Leases - Schedule of Components

Leases - Schedule of Components of Lease Expense (Details) - USD ($) $ in Thousands	3 Months Ended	9 Months Ended
	Mar. 31, 2023	Mar. 31, 2023
Leases [Abstract]
Operating lease expense	$ 1,807	$ 5,365
Amortization of right-of-use assets	66	205
Interest on lease liabilities	8	25
Total finance lease expense	74	230
Variable lease expense	200	677
Short-term lease expense	28	98
Total lease expense	$ 2,109	$ 6,370

Leases - Schedule of Supplement

Leases - Schedule of Supplemental Balance Sheet Items Related to Leases (Details) - USD ($) $ in Thousands	Mar. 31, 2023	Jun. 30, 2022
Leases [Abstract]
Operating lease right-of-use assets	$ 32,971	$ 0
Current portion of lease liabilities	6,357	0
Long-term operating lease liabilities	27,695	0
Operating Lease, Liability, Total	34,052
Finance lease right-of-use-assets	624	0
Current portion of finance lease liabilities	286	0
Long-term finance lease liabilities	344	$ 0
Finance Lease, Liability, Total	$ 630

Leases - Schedule of Weighted A

Leases - Schedule of Weighted Average Remaining Lease Term and Discount Rate (Details)	Mar. 31, 2023
Weighted Average Remaining Lease Term
Operating leases	6 years 2 months 12 days
Finance leases	2 years 6 months
Weighted Average Discount Rate
Operating leases	5%
Finance leases	5%

Leases - Schedule of Future Min

Leases - Schedule of Future Minimum Lease Payments (Details) - USD ($) $ in Thousands	Mar. 31, 2023	Jun. 30, 2022
Lessee, Operating Lease, Liability, to be Paid [Abstract]
Remaining fiscal 2023	$ 1,326
2024	6,943
2025	6,538
2026	6,512
2027	6,158
2028 and thereafter	12,122
Total lease payments	39,599
Less imputed interest	(5,547)
Operating Lease, Liability, Total	34,052
Current portion of lease liabilities	(6,357)	$ 0
Total long term lease liabilities	27,695	0
Finance Lease, Liability, to be Paid [Abstract]
Remaining fiscal 2023	78
2024	309
2025	180
2026	96
2027	6
2028 and thereafter	0
Total lease payments	669
Less imputed interest	(39)
Finance Lease, Liability, Total	630
Current portion of lease liabilities	(286)	0
Total long term lease liabilities	$ 344	$ 0

Long-Term and Other Short-Ter_3

Long-Term and Other Short-Term Obligations - Summary of Long-term and Other Short-term Obligations (Details) - USD ($) $ in Thousands	Mar. 31, 2023	Jun. 30, 2022
Debt Instrument [Line Items]
Long term debt	$ 193,032	$ 185,289
Less current maturities	(14,634)	(14,909)
Less unamortized deferred financing costs	(1,452)	(1,285)
Long-term debt and lease obligation	176,946	169,095
Base Rate | Borrowings
Debt Instrument [Line Items]
Long term debt	0	40,776
Secured Overnight Financing Rate (SOFR) | Borrowings
Debt Instrument [Line Items]
Long term debt	13,564
Notes Payable to Bank
Debt Instrument [Line Items]
Long term debt	49
Notes Payable to Bank | April 2023
Debt Instrument [Line Items]
Long term debt	60	593
Notes Payable to Bank | March 2024
Debt Instrument [Line Items]
Long term debt	719	1,246
Notes Payable to Bank | March 2026
Debt Instrument [Line Items]
Long term debt	1,972
Notes Payable to Bank | London Interbank Offered Rate (LIBOR)
Debt Instrument [Line Items]
Long term debt	0	76,792
Notes Payable to Bank | Secured Overnight Financing Rate (SOFR)
Debt Instrument [Line Items]
Long term debt	143,986
Equipment Term Loan | Secured Overnight Financing Rate (SOFR)
Debt Instrument [Line Items]
Long term debt	3,682
Delayed Draw Term Loan | London Interbank Offered Rate (LIBOR) | December 2022
Debt Instrument [Line Items]
Long term debt	0	$ 65,882
Delayed Draw Term Loan | Secured Overnight Financing Rate (SOFR) | December 2027 [Member]
Debt Instrument [Line Items]
Long term debt	$ 29,000

Long-Term and Other Short-Ter_4

Long-Term and Other Short-Term Obligations - Summary of Long-term and Other Short-term Obligations (Parenthetical) (Details) - USD ($) $ in Thousands			1 Months Ended		3 Months Ended			6 Months Ended	9 Months Ended
	Mar. 31, 2023	Sep. 30, 2022	Sep. 30, 2022	Jan. 13, 2022	Mar. 31, 2023	Sep. 30, 2022	Mar. 13, 2022	Jun. 13, 2022	Mar. 31, 2023	Mar. 31, 2022
Secured Overnight Financing Rate (SOFR)
Debt Instrument [Line Items]
Debt instrument, basis spread on variable rate				0.10%			0.15%	0.25%	1%
Base Rate
Debt Instrument [Line Items]
Debt instrument, basis spread on variable rate									2.25%
Borrowings | London Interbank Offered Rate (LIBOR)
Debt Instrument [Line Items]
Debt instrument, basis spread on variable rate						0.50%
Borrowings | Secured Overnight Financing Rate (SOFR) | June 2027 [Member]
Debt Instrument [Line Items]
Debt instrument, basis spread on variable rate					4.87%
Borrowings | Base Rate
Debt Instrument [Line Items]
Debt instrument, basis spread on variable rate						1.75%
Borrowings | Base Rate | June 2027 [Member]
Debt Instrument [Line Items]
Debt instrument, basis spread on variable rate					2.35%
Notes Payable to Bank
Debt Instrument [Line Items]
Debt instrument, periodic payment									$ 1
Maturity period									2029-04
Fixed interest rate	11.84%				11.84%				11.84%
Notes Payable to Bank | April 2023
Debt Instrument [Line Items]
Debt instrument, periodic payment									$ 60
Maturity period									2023-04
Fixed interest rate	3.60%				3.60%				3.60%
Notes Payable to Bank | March 2024
Debt Instrument [Line Items]
Debt instrument, periodic payment									$ 61
Maturity period									2024-03
Fixed interest rate	2.75%				2.75%				2.75%
Notes Payable to Bank | March 2026
Debt Instrument [Line Items]
Debt instrument, periodic payment									$ 61
Maturity period									2026-04
Fixed interest rate	7.50%				7.50%				7.50%
Notes Payable to Bank | December 2022
Debt Instrument [Line Items]
Debt instrument, basis spread on variable rate		1.75%
Notes Payable to Bank | December 2027
Debt Instrument [Line Items]
Debt instrument, basis spread on variable rate	2.35%
Notes Payable to Bank | London Interbank Offered Rate (LIBOR)
Debt Instrument [Line Items]
Debt instrument, periodic payment						$ 1,077
Notes Payable to Bank | London Interbank Offered Rate (LIBOR) | December 2022
Debt Instrument [Line Items]
Debt instrument, periodic payment		$ 1,180
Debt instrument, basis spread on variable rate		1.76%
Notes Payable to Bank | Secured Overnight Financing Rate (SOFR) | December 2027
Debt Instrument [Line Items]
Debt instrument, periodic payment	$ 1,454
Maturity period									2027-12
Debt instrument, basis spread on variable rate	4.87%
Notes Payable to Bank | Secured Overnight Financing Rate (SOFR) | June 2027 [Member]
Debt Instrument [Line Items]
Debt instrument, periodic payment					$ 801
Equipment Term Loan | Secured Overnight Financing Rate (SOFR) | December 2026
Debt Instrument [Line Items]
Debt instrument, periodic payment					$ 250
Debt instrument, basis spread on variable rate					4.87%
Equipment Term Loan | Base Rate | December 2026
Debt Instrument [Line Items]
Debt instrument, basis spread on variable rate					2.35%
Delayed Draw Term Loan
Debt Instrument [Line Items]
Debt instrument, periodic payment										$ 1,260
Debt instrument, basis spread on variable rate										1.75%
Delayed Draw Term Loan | December 2027
Debt Instrument [Line Items]
Debt instrument, periodic payment					$ 818
Delayed Draw Term Loan | London Interbank Offered Rate (LIBOR)
Debt Instrument [Line Items]
Debt instrument, basis spread on variable rate			2.32%
Delayed Draw Term Loan | Secured Overnight Financing Rate (SOFR) | December 2027
Debt Instrument [Line Items]
Maturity period									2027-12
Debt instrument, basis spread on variable rate					4.87%
Delayed Draw Term Loan | Base Rate | December 2027
Debt Instrument [Line Items]
Debt instrument, basis spread on variable rate					2.35%

Long-Term and Other Short-Ter_5

Long-Term and Other Short-Term Obligations - Additional Information (Details) - USD ($)

1 Months Ended

3 Months Ended

6 Months Ended

9 Months Ended

Oct. 12, 2023

Jan. 13, 2022

Mar. 31, 2023

Sep. 30, 2022

Mar. 31, 2022

Mar. 13, 2022

Dec. 31, 2022

Jun. 13, 2022

Mar. 31, 2023

Mar. 31, 2022

Oct. 31, 2023

Dec. 13, 2022

Jun. 30, 2022

Apr. 30, 2021

Debt Instrument [Line Items]

Gain (Loss) on Extinguishment of Debt

$ 0

$ 0

$ 479,000

$ 0

Common stock, shares issued

62,161,553

62,161,553

61,691,054

Debt Instrument, Covenant Description

(i) a minimum fixed charge coverage ratio (based on trailing twelve-month EBITDA adjusted for capital expenditures, taxes and certain other items) of 1.10:1.00 measured on a rolling four quarter basis provided that the minimum capital expenditure amount for purposes of calculating the fixed charge coverage ratio will increase by $175.0 thousand per quarter until it reaches $1.5 million, (ii) the addition of a maximum debt to capitalization ratio covenant, initially set at 0.60:1.00 for each quarter until December 31, 2023 and stepping down to 0.575:1.00 for each quarter until March 31, 2024 and 0.55:1.00 for each quarter until December 31, 2024 and thereafter, (iii) certain new EBITDA addbacks (and one historical EBITDA deduction in the amount of approximately $1.4 million for the quarter ended September 30, 2022) and (iv) certain amendments to the conditions for permitted acquisitions and accordion increases.

Capital Expenditure Amoun tIncrease In Coverage Ratio

$ 175,000

Capital Expenditure Maximum Amount of Coverage Ratio

1,500,000

Deduction in EBITDA

$ 1,400,000

Secured Overnight Financing Rate (SOFR)

Debt Instrument [Line Items]

Revolving line of credit amount interest rate on outstanding

0.10%

0.15%

0.25%

1%

Base Rate

Debt Instrument [Line Items]

Revolving line of credit amount interest rate on outstanding

2.25%

Federal Funds Rate Plus

Debt Instrument [Line Items]

Revolving line of credit amount interest rate on outstanding

0.50%

Adjusted Base Rate

Debt Instrument [Line Items]

Revolving line of credit amount interest rate on outstanding

0.10%

Borrowings | London Interbank Offered Rate (LIBOR)

Debt Instrument [Line Items]

Revolving line of credit amount interest rate on outstanding

0.50%

Borrowings | Base Rate

Debt Instrument [Line Items]

Revolving line of credit amount interest rate on outstanding

1.75%

Minimum | Secured Overnight Financing Rate (SOFR)

Debt Instrument [Line Items]

Revolving line of credit amount interest rate on outstanding

1.50%

Maximum | Secured Overnight Financing Rate (SOFR)

Debt Instrument [Line Items]

Revolving line of credit amount interest rate on outstanding

2%

Accounts Receivable And Inventory Revolving Facility

Debt Instrument [Line Items]

Aggregate principal amount

$ 230,000,000

Capital Expenditure Facility

Debt Instrument [Line Items]

Aggregate principal amount

50,000,000

Revolving Credit Facility

Debt Instrument [Line Items]

Payment of loan fees

$ 2,600,000

Original Issue Discount

500,000

Third-party debt issuance cost

$ 2,100,000

Debt Instrument, interest rate, effective percentage

6.70%

3.10%

6.70%

3.10%

Revolving Credit Facility | Adjusted Base Rate

Debt Instrument [Line Items]

Revolving line of credit amount interest rate on outstanding

1%

Credit Facilities Other Than Revolving Facility | Secured Overnight Financing Rate (SOFR)

Debt Instrument [Line Items]

Revolving line of credit amount interest rate on outstanding

1.25%

Delay Draw Term Loan Facility

Debt Instrument [Line Items]

Aggregate principal amount

100,000,000

Delay Draw Term Loan Facility | Maximum

Debt Instrument [Line Items]

Aggregate principal amount

55,000,000

Term Loan

Debt Instrument [Line Items]

Aggregate principal amount

100,000,000

Payment of loan fees

$ 2,300,000

Original Issue Discount

500,000

Third party costs

1,900,000

Term Loan | Equipment Loan

Debt Instrument [Line Items]

Aggregate principal amount

$ 200,000

200,000

Term Loan | Capex Facility

Debt Instrument [Line Items]

Aggregate principal amount

800,000

$ 800,000

Fourth Amendment

Debt Instrument [Line Items]

Minimum liquidity covenant

$ 15,000,000

Debt Instrument, Covenant Description

(i) waives certain existing events of default relating to the Company’s failure to comply with the financial covenants and financial reporting requirements set forth in the Credit Agreement for prior fiscal periods; (ii) reduces the aggregate revolving commitment and the aggregate delayed draw term loan commitment to $200,000,000 and $38,100,000, respectively; (iii) replaces the maximum debt to capitalization financial covenant with a minimum adjusted EBITDA financial covenant of not less than (1) $4,000,000 for the fiscal quarter ending September 30, 2023, (2) $17,000,000 for the two fiscal quarter period ending December 31, 2023, (3) $27,000,000 for the three fiscal quarter period ending March 31, 2024, (4) $34,000,000 for the four fiscal quarter period ending June 30, 2024, and (5) $35,000,000 for each four fiscal quarter period ending thereafter; (iv) adds a minimum liquidity covenant of $25,000,000 (or, for fiscal quarters ending in December, $15,000,000), which applies only for the fiscal quarters ending September 30, 2023 through and including December 31, 2024 (the “Covenant Modification Period”); (v) suspends the minimum fixed charge coverage ratio covenant for the fiscal quarters ending September 30, 2023 through and including June 30, 2024 and provides for a step-down of the minimum fixed charge coverage ratio to 1.00:1.00 for the remainder of the Covenant Modification Period; (vi) adds an equity cure right for the Company in the event of future breaches of the financial covenants; (vii) reduces revolver availability by (1) $15,000,000 during the months of February through September of each year and (2) $10,000,000 during the months of October through January of each year; (viii) suspends the exercise of incremental facilities during the Covenant Modification Period; (ix) restricts all permitted acquisitions during the term of the credit facilities, unless previously approved by the required Lenders; (x) increases in the applicable margin for all credit facilities to 3.00% for SOFR Loans and 2.00% for ABR Loans, which margins will step-up further if certain prepayments of the Term Loans are not made by certain dates prescribed in the Amendment; (xi) adds additional mandatory prepayments of (1) $10,000,000 by no later than March 31, 2024, (2) an additional $10,000,000 by no later than June 30, 2024 and (3) an additional $25,000,000 by no later than December 31, 2024; (xii) adds additional mandatory prepayments in the event that the Borrowers maintain a cash balance in excess of $20,000,000; (xiii) permits additional sales of certain real property with an aggregate appraised value of approximately $60,000,000, in addition to related personal property assets; and (xiv) adds certain additional reporting requirements to Agent and the Lenders.

Fourth Amendment | Subsequent Event

Debt Instrument [Line Items]

Fiscal quarter ending September 30, 2023

$ 4,000,000

Fiscal quarter period ending December 31, 2023

17,000,000

Fiscal quarter period ending March 31, 2024

27,000,000

Fiscal quarter period ending June 30, 2024

34,000,000

Thereafter

35,000,000

Minimum liquidity covenant

25,000,000

Debt instrument, periodic payment

20,000,000

Line of credit facility covenant aggregate appraised value

60,000,000

Fourth Amendment | March 31, 2024 | Subsequent Event

Debt Instrument [Line Items]

Debt instrument, periodic payment

10,000,000

Fourth Amendment | June 30, 2024 | Subsequent Event

Debt Instrument [Line Items]

Debt instrument, periodic payment

10,000,000

Fourth Amendment | December 31, 2024 | Subsequent Event

Debt Instrument [Line Items]

Debt instrument, periodic payment

25,000,000

Fourth Amendment | February through September | Subsequent Event

Debt Instrument [Line Items]

Available amount under line of credit

15,000,000

Fourth Amendment | October through January | Subsequent Event

Debt Instrument [Line Items]

Available amount under line of credit

$ 10,000,000

$ 10,000,000

Fourth Amendment | Secured Overnight Financing Rate (SOFR) | Subsequent Event

Debt Instrument [Line Items]

Revolving line of credit amount interest rate on outstanding

3%

Fourth Amendment | Alternate Base Rate | Subsequent Event

Debt Instrument [Line Items]

Revolving line of credit amount interest rate on outstanding

2%

Fourth Amendment | Revolving Credit Facility | Subsequent Event

Debt Instrument [Line Items]

Maximum borrowing capacity

$ 200,000,000

Fourth Amendment | Delay Draw Term Loan Facility | Subsequent Event

Debt Instrument [Line Items]

Maximum borrowing capacity

$ 38,100,000

Loan And Security Agreement

Debt Instrument [Line Items]

Cash collateral for borrowed securities

$ 4,800,000

$ 4,800,000

Amended And Restated Loan And Security Agreement | Maximum

Debt Instrument [Line Items]

Aggregate principal amount

$ 480,000,000

Second A&R Loan and Security Agreement

Debt Instrument [Line Items]

Aggregate principal amount

$ 458,400,000

Gain (Loss) on Extinguishment of Debt

$ (500,000)

Debt instrument, maturity

The Term Loan Facility matures on December 13, 2027, and the Second A&R Loan and Security Agreement extends the maturities of the other credit facilities as follows: (i) the Revolving Facility matures on December 13, 2027, (ii) the Equipment Loan matures on December 31, 2026, (iii) the Capex Facility matures on June 30, 2027 and (iv) the DDTL Facility matures on December 13, 2027.

Debt instrument, maturity period

Dec. 13, 2027

Second A&R Loan and Security Agreement | Accounts Receivable And Inventory Revolving Facility

Debt Instrument [Line Items]

Aggregate principal amount

229,700,000

Second A&R Loan and Security Agreement | Revolving Credit Facility

Debt Instrument [Line Items]

Aggregate principal amount

20,000,000

Proceeds from new loan

$ 125,000,000

Debt instrument, maturity period

Dec. 13, 2027

Second A&R Loan and Security Agreement | Revolving Credit Facility | Minimum

Debt Instrument [Line Items]

Interest rate on debt

0.15%

Second A&R Loan and Security Agreement | Revolving Credit Facility | Maximum

Debt Instrument [Line Items]

Interest rate on debt

0.20%

Second A&R Loan and Security Agreement | Equipment Loan

Debt Instrument [Line Items]

Aggregate principal amount

4,200,000

Proceeds from new loan

$ 4,200,000

Debt instrument, maturity period

Dec. 31, 2026

Second A&R Loan and Security Agreement | Delay Draw Term Loan Facility

Debt Instrument [Line Items]

Aggregate principal amount

52,900,000

Second A&R Loan and Security Agreement | Capex Facility

Debt Instrument [Line Items]

Aggregate principal amount

15,200,000

Proceeds from new loan

$ 15,200,000

Debt instrument, maturity period

Jun. 30, 2027

Second A&R Loan and Security Agreement | DDTL Facility

Debt Instrument [Line Items]

Proceeds from new loan

$ 30,600,000

Debt instrument, maturity period

Dec. 13, 2027

Second A&R Loan and Security Agreement | Term Loan

Debt Instrument [Line Items]

Aggregate principal amount

$ 156,500,000

Interest rate on debt

0.25%

Proceeds from new loan

$ 154,600,000

Long-Term and Other Short-Ter_6

Long-Term and Other Short-Term Obligations - Schedule of Maturities of Long-term and Other Short-term Borrowings (Details) - USD ($) $ in Thousands	Mar. 31, 2023	Jun. 30, 2022
Long-Term Debt, Unclassified [Abstract]
Remaining 2023	$ 3,660
2024	14,456
2025	13,963
2026	13,892
2027	12,680
Thereafter	134,381
Long term debt	$ 193,032	$ 185,289

Stockholders' Equity - Schedule

Stockholders' Equity - Schedule of Reserved Shares Stock on Converted Basis (Details) - Common Stock - shares	Mar. 31, 2023	Jun. 30, 2022
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Reserved shares of stock for issuance	31,373,317	31,545,111
Warrants
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Reserved shares of stock for issuance	25,646,453	25,818,247
Earnout Shares
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Reserved shares of stock for issuance	5,726,864	5,726,864

Stockholders' Equity - Addition

Stockholders' Equity - Additional Information (Details) - USD ($) $ / shares in Units, $ in Thousands		1 Months Ended	3 Months Ended		9 Months Ended
	Aug. 11, 2021	Sep. 30, 2022	Mar. 31, 2023	Dec. 31, 2022	Mar. 31, 2023	Jun. 30, 2022	Mar. 08, 2022	Jan. 18, 2022
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Additional shares received of common stock			5,726,864		5,726,864
Common stock, value			$ 0		$ 0	$ 0
Earn out shares, description					is at or above $15 (but below $20), 50% of the Earnout Shares will be issued; and
Fair value of earn out shares					$ 32,400
Earnout shares issued			0		0
Stock based compensation expense			$ 1,500
forfeitures			$ 2,000
Stock Repurchase Program, Authorized Amount							$ 30,000
Meier's Wine Cellars, Inc [Member]
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Common stock, value								$ 12,500
Percentage of earnout consideration paid in cash								50%
Percentage of earnout consideration paid in stock								50%
Private Warrants
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Warrants to purchase of common stock			8,000,000		8,000,000
Exercise price per share of warrants outstanding			$ 1		$ 1
Public Warrants
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Warrants to purchase of common stock			18,000,000		18,000,000
Exercise price per share of warrants outstanding			$ 11.50		$ 11.50
Closing price of common stock trading period		20 days
Closing Price Of Common Stock Trading Period, Maximum number of days		30 days
Warrant, exercise price, Increase		$ 18
Expiration period of warrants exercisable after the commencement date	5 years
Common Stock
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Exercise price per share of warrants outstanding			$ 11.50		$ 11.50
Warrants
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Warrants to purchase of common stock			25,646,453		25,646,453
Warrants repurchased			0		171,994
Shares issued, price per share			$ 1		$ 1
Warrants | Share Repurchase Plan
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Repurchase of warrants					353,547
Treasury Stock
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Stock repurchased during period, value					$ 200
Share-Based Payment Arrangement, Option [Member]
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Shares, Vested and Exercisable			643,547		643,547
Contractual life					10 years
Required Minimum Volume Weighted Average Price Per Common Stock For Exercise Of Vested Options			$ 12.50		$ 12.50
Unrecognized compensation expense to stock option			$ 4,400		$ 4,400
Weighted average period					4 years 10 months 24 days
Percentage of stock options expected to vest after eighteen months of grant date			25%		25%
Percentage of stock options expected to vest on each of second, third and fourth anniversary of the grant date			25%		25%
Restricted Stock Units (RSUs) [Member]
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Unrecognized compensation expense to stock option			$ 3,300		$ 3,300
Weighted average period					2 years 9 months 18 days
Restricted stock units vested				755,880	755,880
Shares paid for tax withholding (in shares)				285,381
Restricted stock units forfeited			569,489		569,489
Restricted stock units vesting percentage					25%
Earnout Shares [Member] | Meier's Wine Cellars, Inc [Member]
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Shares issued			0		0
Earnout Shares [Member] | Common Stock | Meier's Wine Cellars, Inc [Member]
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Common stock, value								$ 5,000
IPO | Private Warrants
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Warrants to purchase of common stock			8,000,000		8,000,000

Stockholders' Equity - Schedu_2

Stockholders' Equity - Schedule of Share-Based Compensation Expense (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Mar. 31, 2023	Mar. 31, 2022	Mar. 31, 2023	Mar. 31, 2022
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Stock-based compensation expense	$ (1,024)	$ 1,394	$ 5,666	$ 1,394
Stock Options [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Stock-based compensation expense	63	279	1,027	279
Restricted Stock Units [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Stock-based compensation expense	$ (1,087)	$ 1,115	$ 4,639	$ 1,115

Stockholders' Equity - Summary

Stockholders' Equity - Summary of Stock Options Activity (Details) - $ / shares	9 Months Ended	12 Months Ended
	Mar. 31, 2023	Jun. 30, 2022
Share-Based Payment Arrangement [Abstract]
Stock Options, Beginning Balance	3,503,527
Stock Options, Granted	782,061
Stock Options, Canceled and forfeited	(1,257,927)
Stock Options, Ending Balance	3,027,661	3,503,527
Weighted Average Exercise Price, Beginning Balance	$ 10.50
Weighted Average Exercise Price,Granted	10.50
Weighted Average Exercise Price, Canceled and forfeited	10.50
Weighted Average Exercise Price, Ending Balance	$ 10.50	$ 10.50
Weighted-Average Remaining Contractual Life, Granted	9 years 6 months
Weighted-Average Remaining Contractual Life	8 years 8 months 12 days	8 years 4 months 24 days

Stockholders' Equity - Summar_2

Stockholders' Equity - Summary of Restricted Stock Units Activity (Details) - Restricted Stock Units (RSUs) [Member] - $ / shares	3 Months Ended		9 Months Ended
	Mar. 31, 2023	Dec. 31, 2022	Mar. 31, 2023
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Stock Option, Beginning Balance			1,902,068
Stock Units, Granted			584,434
Stock Units, Vested		(755,880)	(755,880)
Stock Units, Forfeited	(569,489)		(569,489)
Stock Option, Ending Balance	1,161,133		1,161,133
Weighted Average Grant Date Fair Value, Beginning Balance			$ 8.14
Weighted Average Grant Date Fair Value, Granted			3.29
Weighted Average Grant Date Fair Value, Vested			8.20
Weighted Average Grant Date Fair Value, Forfeited or cancelled			8
Weighted Average Grant Date Fair Value, Ending Balance	$ 5.62		$ 5.62

Stockholders' Equity - Summar_3

Stockholders' Equity - Summary of Changes in Treasury Stock (Details) - shares	3 Months Ended	9 Months Ended
	Mar. 31, 2023	Mar. 31, 2023
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Beginning balance	3,225,441	3,053,447
Ending balance	3,225,441	3,225,441
Warrants
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Repurchases of common stock	0	171,994

Income Taxes - Additional Infor

Income Taxes - Additional Information (Details)	3 Months Ended		9 Months Ended
	Mar. 31, 2023	Mar. 31, 2022	Mar. 31, 2023
Income Tax Disclosure [Abstract]
Federal income tax at the statutory rate	21%	21%	21%

Commitments and Contingent Li_3

Commitments and Contingent Liabilities and Litigation - Additional Information (Details) - USD ($) $ in Millions	3 Months Ended		9 Months Ended
	Mar. 31, 2023	Mar. 31, 2022	Mar. 31, 2023	Mar. 31, 2022
Loss Contingencies [Line Items]
Purchases under contract	$ 17.9	$ 47.9	$ 9.2	$ 30.4
Misuse Of Non-Compete Agreement And Failed Earnout Payment
Loss Contingencies [Line Items]
Allegation for potential damages			$ 3

Commitments and Contingent Li_4

Commitments and Contingent Liabilities and Litigation - Schedule of Purchase Commitments (Details) $ in Thousands	Mar. 31, 2023 USD ($)
Commitments and Contingencies Disclosure [Abstract]
Remaining 2023	$ 0
2024	12,360
2025	7,466
2026	3,619
2027	195
2028	105
Purchase Obligation	$ 23,745

Related Party Transactions - Ad

Related Party Transactions - Additional Information (Details) - USD ($)		3 Months Ended		9 Months Ended
	Feb. 07, 2023	Mar. 31, 2023	Mar. 31, 2022	Mar. 31, 2023	Mar. 31, 2022
Related Party Transaction [Line Items]
Restricted stock units	100,000
Other expenses		$ 140,000	$ 91,000	$ 360,000	$ 287,000
Payments related to sponsorship and marketing services		87,000	87,000	261,000	279,000
Payments to Sonoma Brands Partners II, LLC				232,000	169,000
Payment to capital markets and mergers and acquisitions		$ 50,000	$ 0	$ 150,000	$ 0
Board of Directors Chairman
Related Party Transaction [Line Items]
Annual base salary	$ 250,000
Interim Chief Executive Officer
Related Party Transaction [Line Items]
Annual base salary	$ 17,500

Segments - Summary of Revenue b

Segments - Summary of Revenue by Segment and Region (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Mar. 31, 2023	Mar. 31, 2022	Mar. 31, 2023	Mar. 31, 2022
Segment Reporting Information [Line Items]
Net revenue	$ 64,651	$ 78,933	$ 221,132	$ 218,579
Income (loss) from operations	(8,182)	(452)	(158,650)	12,214
Wholesale
Segment Reporting Information [Line Items]
Net revenue	20,811	24,549	67,881	62,923
Income (loss) from operations	(1,573)	3,256	(126,181)	10,501
Direct to Consumer
Segment Reporting Information [Line Items]
Net revenue	17,008	19,595	63,472	69,664
Income (loss) from operations	(2,905)	1,014	488	13,568
Business to Business
Segment Reporting Information [Line Items]
Net revenue	26,831	33,657	89,825	83,349
Income (loss) from operations	2,406	10,016	11,772	23,500
Other
Segment Reporting Information [Line Items]
Net revenue	1	1,132	(46)	2,643
Income (loss) from operations	$ (6,110)	$ (14,738)	$ (44,729)	$ (35,355)

Segments - Summary of Depreciat

Segments - Summary of Depreciation Expense Recognized by Operating Segment (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Mar. 31, 2023	Mar. 31, 2022	Mar. 31, 2023	Mar. 31, 2022
Segment Reporting Information [Line Items]
Depreciation	$ 1,034	$ 200	$ 3,056	$ 500
Wholesale
Segment Reporting Information [Line Items]
Depreciation	7	0	20	0
Direct to Consumer
Segment Reporting Information [Line Items]
Depreciation	286	200	876	500
Business to Business
Segment Reporting Information [Line Items]
Depreciation	245	0	712	0
Other
Segment Reporting Information [Line Items]
Depreciation	$ 496	$ 0	$ 1,448	$ 0

Segments - Summary of Amortizat

Segments - Summary of Amortization Expense Recognized by Operating Segment (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Mar. 31, 2023	Mar. 31, 2022	Mar. 31, 2023	Mar. 31, 2022
Segment Reporting Information [Line Items]
Amortization expense	$ 1,813	$ 2,083	$ 5,429	$ 3,938
Wholesale [Member]
Segment Reporting Information [Line Items]
Amortization expense	636	620	1,868	1,038
Direct To Consumer [Member]
Segment Reporting Information [Line Items]
Amortization expense	798	1,400	2,407	2,832
Business To Business [Member]
Segment Reporting Information [Line Items]
Amortization expense	379	63	1,141	68
Other
Segment Reporting Information [Line Items]
Amortization expense	$ 0	$ 0	$ 13	$ 0

Earning Per Share - Computation

Earning Per Share - Computation of Basic and Diluted Net Loss Per Share Attributable to Common Stockholders (Details) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended		9 Months Ended
	Mar. 31, 2023	Mar. 31, 2022	Mar. 31, 2023	Mar. 31, 2022
Earnings Per Share [Abstract]
Net (loss) income	$ (13,528)	$ 8,957	$ (142,353)	$ 16,413
Less: income (loss) allocable to noncontrolling interest	(14)	(34)	(1,235)	(74)
Net (loss) income allocable to common shareholders	(13,514)	8,991	(141,118)	16,487
Numerator- Basic EPS
Net income (loss) allocated to common shareholders	(13,514)	8,991	(141,118)	16,487
Numerator- Diluted EPS
Net income (loss) allocated to common shareholders	$ (13,514)	$ 8,991	$ (141,118)	$ 16,487
Weighted average common shares - Basic	59,289,659	61,410,403	59,014,915	60,773,258
Weighted average common shares - Diluted	59,289,659	61,410,403	59,014,915	60,773,258
Basic	$ (0.23)	$ 0.15	$ (2.39)	$ 0.27
Diluted	$ (0.23)	$ 0.15	$ (2.39)	$ 0.27

Earning Per Share - Antidilutiv

Earning Per Share - Antidilutive Securities Excluded from Computation of Earnings Per Share (Details) - shares	3 Months Ended		9 Months Ended
	Mar. 31, 2023	Mar. 31, 2022	Mar. 31, 2023	Mar. 31, 2022
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items]
Antidilutive securities	28,674,114	28,650,051	28,674,114	28,650,051
Warrants
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items]
Antidilutive securities	25,646,453	26,000,000	25,646,453	26,000,000
Options
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items]
Antidilutive securities	3,027,661	2,650,051	3,027,661	2,650,051

Subsequents Events - Additional

Subsequents Events - Additional Information (Details) - USD ($)

1 Months Ended

3 Months Ended

6 Months Ended

9 Months Ended

Oct. 12, 2023

Mar. 31, 2023

Mar. 13, 2023

Mar. 02, 2023

Mar. 01, 2023

Feb. 07, 2023

Dec. 15, 2022

Jan. 13, 2022

Mar. 31, 2023

Mar. 13, 2022

Dec. 31, 2022

Jun. 13, 2022

Mar. 31, 2023

Oct. 31, 2023

Subsequent Event [Line Items]

Stock based compensation expense

$ 1,500,000

forfeitures

$ 2,000,000

Restricted stock units

100,000

Employee termination costs

$ 1,400,000

Expected cost savings

$ 1,800,000

Proceeds from sale of land held for sale

$ 100,000

$ 8,700,000

Debt instrument covenant description

(i) a minimum fixed charge coverage ratio (based on trailing twelve-month EBITDA adjusted for capital expenditures, taxes and certain other items) of 1.10:1.00 measured on a rolling four quarter basis provided that the minimum capital expenditure amount for purposes of calculating the fixed charge coverage ratio will increase by $175.0 thousand per quarter until it reaches $1.5 million, (ii) the addition of a maximum debt to capitalization ratio covenant, initially set at 0.60:1.00 for each quarter until December 31, 2023 and stepping down to 0.575:1.00 for each quarter until March 31, 2024 and 0.55:1.00 for each quarter until December 31, 2024 and thereafter, (iii) certain new EBITDA addbacks (and one historical EBITDA deduction in the amount of approximately $1.4 million for the quarter ended September 30, 2022) and (iv) certain amendments to the conditions for permitted acquisitions and accordion increases.

Net cash inflow from interest rate swap agreement

$ 6,300,000

Sublease

Subsequent Event [Line Items]

Lease term

4 years

4 years

4 years

Total consideration from sale of subleased equipment

$ 109,000

Sublese interest rate amount

$ 7,500,000

Increased percentage of sublease interest amount

3%

Tenma vineyard

Subsequent Event [Line Items]

Proceeds from sale of land held for sale

$ 11,000,000

$ 11,000,000

Board of Directors Chairman

Subsequent Event [Line Items]

Salary and Wage, Excluding Cost of Good and Service Sold

$ 250,000

Interim Chief Executive Officer

Subsequent Event [Line Items]

Salary and Wage, Excluding Cost of Good and Service Sold

$ 17,500

Secured Overnight Financing Rate (SOFR)

Subsequent Event [Line Items]

Revolving line of credit amount interest rate on outstanding

0.10%

0.15%

0.25%

1%

Fourth Amendment

Subsequent Event [Line Items]

Debt instrument covenant description

(i) waives certain existing events of default relating to the Company’s failure to comply with the financial covenants and financial reporting requirements set forth in the Credit Agreement for prior fiscal periods; (ii) reduces the aggregate revolving commitment and the aggregate delayed draw term loan commitment to $200,000,000 and $38,100,000, respectively; (iii) replaces the maximum debt to capitalization financial covenant with a minimum adjusted EBITDA financial covenant of not less than (1) $4,000,000 for the fiscal quarter ending September 30, 2023, (2) $17,000,000 for the two fiscal quarter period ending December 31, 2023, (3) $27,000,000 for the three fiscal quarter period ending March 31, 2024, (4) $34,000,000 for the four fiscal quarter period ending June 30, 2024, and (5) $35,000,000 for each four fiscal quarter period ending thereafter; (iv) adds a minimum liquidity covenant of $25,000,000 (or, for fiscal quarters ending in December, $15,000,000), which applies only for the fiscal quarters ending September 30, 2023 through and including December 31, 2024 (the “Covenant Modification Period”); (v) suspends the minimum fixed charge coverage ratio covenant for the fiscal quarters ending September 30, 2023 through and including June 30, 2024 and provides for a step-down of the minimum fixed charge coverage ratio to 1.00:1.00 for the remainder of the Covenant Modification Period; (vi) adds an equity cure right for the Company in the event of future breaches of the financial covenants; (vii) reduces revolver availability by (1) $15,000,000 during the months of February through September of each year and (2) $10,000,000 during the months of October through January of each year; (viii) suspends the exercise of incremental facilities during the Covenant Modification Period; (ix) restricts all permitted acquisitions during the term of the credit facilities, unless previously approved by the required Lenders; (x) increases in the applicable margin for all credit facilities to 3.00% for SOFR Loans and 2.00% for ABR Loans, which margins will step-up further if certain prepayments of the Term Loans are not made by certain dates prescribed in the Amendment; (xi) adds additional mandatory prepayments of (1) $10,000,000 by no later than March 31, 2024, (2) an additional $10,000,000 by no later than June 30, 2024 and (3) an additional $25,000,000 by no later than December 31, 2024; (xii) adds additional mandatory prepayments in the event that the Borrowers maintain a cash balance in excess of $20,000,000; (xiii) permits additional sales of certain real property with an aggregate appraised value of approximately $60,000,000, in addition to related personal property assets; and (xiv) adds certain additional reporting requirements to Agent and the Lenders.

Minimum liquidity covenant

$ 15,000,000

Subsequent Event | Fourth Amendment

Subsequent Event [Line Items]

Minimum liquidity covenant

$ 25,000,000

Fiscal quarter ending September 30, 2023

4,000,000

Fiscal quarter period ending December 31, 2023

17,000,000

Fiscal quarter period ending March 31, 2024

27,000,000

Fiscal quarter period ending June 30, 2024

34,000,000

Thereafter

35,000,000

Debt instrument, periodic payment

20,000,000

Line of credit facility covenant aggregate appraised value

60,000,000

Subsequent Event | Fourth Amendment | March 31, 2024

Subsequent Event [Line Items]

Debt instrument, periodic payment

10,000,000

Subsequent Event | Fourth Amendment | June 30, 2024

Subsequent Event [Line Items]

Debt instrument, periodic payment

10,000,000

Subsequent Event | Fourth Amendment | December 31, 2024

Subsequent Event [Line Items]

Debt instrument, periodic payment

25,000,000

Subsequent Event | Fourth Amendment | February through September

Subsequent Event [Line Items]

Available amount under line of credit

15,000,000

Subsequent Event | Fourth Amendment | October through January

Subsequent Event [Line Items]

Available amount under line of credit

10,000,000

$ 10,000,000

Subsequent Event | Fourth Amendment | Revolving Credit Facility

Subsequent Event [Line Items]

Maximum borrowing capacity

200,000,000

Subsequent Event | Fourth Amendment | Delay Draw Term Loan Facility

Subsequent Event [Line Items]

Maximum borrowing capacity

$ 38,100,000

Subsequent Event | Fourth Amendment | Secured Overnight Financing Rate (SOFR)

Subsequent Event [Line Items]

Revolving line of credit amount interest rate on outstanding

3%

Subsequent Event | Fourth Amendment | Alternate Base Rate

Subsequent Event [Line Items]

Revolving line of credit amount interest rate on outstanding

2%