On September 4, 2018, the last reported sale price of our common stock on the OTCQB was $4.85 per share. As of September 4, 2018,10, 2020, there were 345 registered346 holders of record of our common stock. This number does not include beneficial owners whose shares were held in street name.

In the fiscal year 2017ended June 30, 2020, we paid four quarterlyone special cash dividendsdividend of $0.12$0.50 per share of common stock. In fiscal year 2018 we paid two quarterly cash dividends of $0.12 per share of common stock.On October 27, 2017, we announced the Board of Directors’ decision to suspend the Company’s quarterly dividend following the payment of the December 28, 2017 dividend to preserve the Company’s liquidity while the Investment Committee considers potential acquisition targets and alternative uses of the Company’s 2017 sale proceeds and other assets. The Board of Directors will continue to regularly assess our allocation of capital regularly and evaluate whether and when to reinstate the quarterly cash dividend or declare any further special dividend.dividends.

On March 5, 2018, the Company announced its Board of Directors authorized the repurchase of up to one million shares of the Company’s common stock. In February 2019 we completed the purchase of the authorized one million shares, and the Board of Directors authorized the repurchase of an additional 500,000 shares of the Company’s common stock under a new repurchase program that replaces and supersedes the prior repurchase program. Repurchases may be made at the discretion of management through open market or privately negotiated transactions or any combination of the same. Open market purchases aremay be made pursuant to trading plans subject to the restrictions and protections of Rule 10b5-1 and/or Rule 10b-18 of the Securities Act. The repurchase program does not have an expiration date.

The following table sets forth information about the shares of the Company’s common stock that the Company repurchased No purchases were made under this program during the three months ended June 30, 2018:2020. At June 30, 2020, there were 364,298 shares available for repurchase under the program.

Item 6. Selected Financial DataData.

The information required by this item has been omitted, as the Company qualifies as a smaller reporting company.

Item 7. Management'sManagement’s Discussion and Analysis of Financial Condition and Results of Operations.

The following Management’s Discussion and Analysis of Financial Condition and Results of Operations should be read in conjunction with the consolidated financial statements and the related notes thereto, which appear elsewhere herein. Except for thestatements of historical financial information,facts, many of the matters discussed in this Item 7 may beare considered “forward-looking” statements that reflect our plans, estimates, and beliefs. Actual results could differ materially from those discussed in the forward-looking statements. Factors that could cause or contribute to such differences include, but are not limited to, those discussed below or elsewhere herein, including in Item 1A. Risk Factors, and under the heading “Cautionary Statement Regarding Forward Looking Statements” on page 1 herein.Forward-Looking Statements.”

Overview

We are a holding company owning and seeking to own subsidiaries engaged in a variety of business operations. As of June 30, 2020, we had two existing operating segments: (i) MCA operations, conducted primarily through our subsidiary LMCS, and (ii) real estate operations, conducted through Recur and its subsidiaries.

As of June 30, 2020, the Company holds an 80% interest in LMCS, with the remaining 20% held by Old LuxeMark. Through LMCS, we manage a network of MCA originators and syndicate participants who provide those originators with capital by purchasing participation interests in or co-funding MCA transactions. In addition, we provide loans to MCA originators, the proceeds of which are used by the MCA originators to fund MCAs themselves. LMCS’ daily operations are led by the three principals of Old LuxeMark. CCUR provides operational, accounting, and legal support to LMCS. On December 31, 2017,July 17, 2020, we completed the saleentered into a series of our Content Delivery business and other related assets to Vecimaagreements with Old LuxeMark pursuant to which our interest in LMCS was reduced from 80% to 51%. After the CDN APA. Substantially allrepayment of the outstanding balance of the Master Promissory Note issued by LMCS to the Company, Old LuxeMark has the right to purchase the remaining 51% equity interest in LMCS for nominal consideration. We are reviewing our strategic options with respect to our continued participation in the MCA industry.

Recur provides commercial loans to local, regional, and national builders, developers, and commercial landowners and also acquires, owns, and manages a portfolio of real property for development. Recur does not provide consumer mortgages.

In addition to our MCA and real estate operating segments, we actively evaluate acquisitions of additional businesses or operating assets, and liabilities associated with the Content Delivery business were assigned to Vecimaeither as part of the transaction. The Content Delivery business provided advanced applications focused on storing, protecting, transforming, and delivering high value media assets and served industries and customers that demand uncompromising performance, reliability and flexibility to gain a competitive edge, drive meaningful growth and confidently deliver best-in-class solutions that enrich the lives of millions of people around the world every day. The Content Delivery business consisted of (1) software, hardware and services for intelligently streaming video content to a variety of consumer devices and storing and managing content in the network and (2) Aquari™ Storage, a unified scale-out storage solutions product that is ideally suited for a wide range of enterprise IT and video applications that require advanced performance, very large storage capacities, and a high degree of reliability.

In May 2017, we sold our Real-Time business consisting of real-time Linux operating system versions, development and performance optimization tools, simulation software and other system software combined, in many cases, with computer platforms and services. These real-time products were sold to a wide variety of companies seeking high performance, real-time computer solutions in the defense, aerospace, financial and automotive markets around the world.

A special committee of the Board, the Investment Committee, was established upon the signing of the CDN APA for the purpose of considering alternative means to deploy the proceeds of the sale of the Content Delivery business and other corporate assets to maximize long-term value for our stockholders. Such alternatives include, but are not limited to, evaluating opportunities to invest in or acquire all or a controlling interest in one or more operating businesses or assets intended to provide attractive returns for our stockholders and intended to result in appreciation in value, a more liquid trading market for our stock and enhance our ability to utilize our existing U.S. federal NOLs. Other than the restrictions set forth in the relevant non-competition and non-solicitation agreement executed by the Company in connection with the dispositionan expansion of our prior operations, there are no restrictions on the transactions that we can pursue, including with respect to industry sectorcurrent operating segments or geographic location.

We are actively pursuing business opportunities, including the acquisitionestablishment of a new businesses or assets, as well as developing and managing our current business and assets. We continually identify and evaluate a wide range of opportunitiesoperating segment, in an effort to reinvest the proceeds of our calendar year 2017 business dispositions and maximize use of other assets such as our NOLs.NOL carryforwards. We may also seek additional capital and financing to support the purchase of additional businesses and/or to provide additional working capital to further develop our operating segments. We believe that these activities will enable us to identify, acquire, and grow businesses and assets that will maximize value for all our stockholders.

As partIn support of this effort,the Company’s goal of expanding its existing operations and acquiring additional operating assets, we work with our senior management spendsexternal asset manager to prudently invest the excess capital of the Company so that the capital of the Company is preserved for future acquisitions, while also generating a significant portionreturn for stockholders. Our external asset manager allocates the investment assets of its time evaluatingthe Company while balancing the amount of liquid resources needed to continue to expand and support our current operations. Our external asset manager has broad investment authority to invest our excess capital resources in marketable debt and equity securities and also assists in our acquisition strategy by identifying potential acquisition and strategic opportunities. We have received referrals with respect to and have performed due diligence assessments on multiple target companies and strategic opportunities in a variety of industries. We work with several financial advisors and consultants on a non-exclusive basis, and have been able to filter leads and referrals through diverse channels enabling us to review a wide range of opportunities in a variety of industries. We have not focused our acquisition and strategic efforts on any specific industry, focusing instead on identifying well-priced businesses and assets that we believe have significant growth potential.

targets.

The global outbreak of COVID-19 was declared a pandemic by the World Health Organization and a national emergency by the U.S. government in March 2020 and has negatively impacted the U.S. and global economy, disrupted global supply chains, resulted in significant travel and transport restrictions, including mandated closures and orders to “shelter-in-place,” and created significant disruption of the financial markets. The extent of the impact of the COVID-19 pandemic on our operational and financial performance will depend on future developments, including the duration and spread of the pandemic and related actions taken by the U.S. government, state and local government officials, and international governments to prevent disease spread, all of which are uncertain and cannot be predicted.

Our acquisition processMCA segment experienced a decline in revenues during the last four months of our fiscal year ended June 30, 2020, which management believes is predominantly due to the economic uncertainties caused by the pandemic, and we anticipate our MCA revenues will continue to be adversely affected while major parts of the U.S. economy are restricted by mandatory business shut-downs and/or stay-at-home orders, as well as other effects of the pandemic. We and our finance partners decreased our volume of new funding arrangements while evaluating the effect of the current economic uncertainties on the MCA business and its customers during the third quarter of our fiscal year 2020. During the fourth quarter of our fiscal year 2020, management concluded that it would not resume funding MCAs with MCA originators and would focus our MCA segment exclusively on MCA syndication fee income generated by our LMCS business unit. Our reduced participation in MCA funding through originators reduces our syndication fee income and revenue from direct funding of MCAs. We anticipate continued lower funding of new MCAs and reduced collection volume on outstanding MCAs until the economic situation caused by the pandemic stabilizes and a greater level of economic activity returns. Additionally, while originators of MCAs modified their underwriting criteria during the fourth quarter of our fiscal year ended June 30, 2020 and focused new funding on identifying fairly- to under-valued businesses that have growth potential. Due to current market conditions we have faced significant competition from strategic and, in particular, financial buyers which in many instances have raised seller valuation expectations above what we considerbeen deemed “essential services” during the pandemic, it remains to be attractiveseen whether essential businesses will pursue MCAs at levels sufficient to offset the declines in MCA collections for usthe foregoing reasons.

On July 17, 2020, LMCS entered into a series of transactions resulting in its recapitalization. The transactions included an amendment to the operating agreement of LMCS that reduced our ownership from 80% to 51% of LMCS and the grant by the Company to LMCS’ non-controlling member of a right to purchase the Company’s remaining equity interests in LMCS upon the occurrence of certain conditions, including, without limitation, the repayment of an intercompany note from the Company to LMCS. The transaction also included (i) the waiver of LMCS’ obligations to pay contingent consideration to the non-controlling member, (ii) the termination of certain warrants to purchase the Company’s capital stock held by certain affiliates of the non-controlling member, (iii) the assignment of certain contractual rights of LMCS to the non-controlling member, and (iv) the amendment of an intercompany note from the Company to LMCS. All conditions required for the non-controlling member to have the right to repurchase LMCS have been met as of the filing date of this report, with the exception of the repayment of the intercompany note.

The economic impact of the ongoing pandemic on our stockholders.LMCS business unit and the decision not to provide additional resources to LMCS to fund MCAs through MCA originators in the future triggered the requirement for an impairment test of the goodwill and long-lived assets attributable to our LMCS business unit during the fourth quarter of our fiscal year ended June 30, 2020. As a result of the impairment tests, we concluded that the goodwill, definite-lived intangible assets, and right-of-use lease assets attributable to our LMCS business unit were impaired as of June 30, 2020, and we recorded a $1.4 million impairment charge. Furthermore, these same impairment indicators, coupled with the post-fiscal-year-end waiver of LMCS’ obligations to pay contingent consideration to its non-controlling member and termination of certain warrants to purchase the Company’s capital stock held by certain affiliates of the non-controlling member, resulted in the full write off of our contingent consideration liability payable to the non-controlling member, in the amount of $3.1 million during the fiscal year ended June 30, 2020.

We believe that our real estate borrowers will continue to be able to service their real estate loans by paying principal and interest as payments become due. We continue to develop real estate for future sale. While we do not believe that fairly-any of these projects warrant impairment charges or other reserves at this point, we do expect that the economic impact of the pandemic will result in a delay in the eventual sale of this real estate.

Through most of the fiscal year ended June 30, 2020, we continued to actively evaluate and under-valued opportunities existengage with potential acquisition target candidates; however, the pandemic delayed our due diligence process by impeding our ability to participate in in-person site visits and are attainablephysical tours and do not intendcomplicated our ability to pursue what we considerplace valuations on targets given the uncertainty in the global markets. We expect this uncertainty to be overvalued businesses and assets that we believe may not delivercontinue as the levels of returns that we target.pandemic persists over the next few months.

In additionAugust 2020, we established CCUR Aviation Finance, LLC, a wholly owned subsidiary through which we operate our aviation funding business. Since August 2018, we have periodically funded aviation deposit purchases for a fee, and we expect this business to its pursuit of acquisition opportunities, the Investment Committee is tasked with creating operating activitiescontinue and businesses that will enhance stockholder value. To that end, duringgrow. We have reported income from this business within our MCA segment. During fiscal year 2018,2020, we provided $17.5 million in funding for aviation deposits.

In April 2020, the Company’s Board of Directors appointed existing director Steven G. Singer as Chairman of the Board. In June 2020, Wayne Barr, Jr. resigned from the Board and provided the Board of Directors with notice that he will take an indefinite leave of absence from his position as CEO and President of the Company began developingwhile he serves as interim CEO of HC2 Holdings, Inc. during its search for a real estate operation initially through making a numberpermanent CEO. The Board approved the selection of commercial loans secured by real property. BasedIgor Volshteyn, age 43, to serve as interim COO and President of the Company during the Leave Period. From January 2019 to June 2020, Mr. Volshteyn served as Senior Vice President of Business Development of the Company. Additionally, in June 2020, the Board appointed Robert Pons to serve on the successBoard until the 2020 annual meeting of these activities, includingstockholders of the yield characteristicsCompany (the “2020 Meeting”). The Board intends to nominate Mr. Pons for election as an independent director of these loans,the Company and management’s experiencerecommend in favor of his election by stockholders at the 2020 Meeting. The Board also appointed Mr. Pons as the Nominating Committee Chairman and as a member of the Compensation, Audit, and Asset Management committees. Mr. Pons will receive the non-employee director compensation designated for directors and for the Nominating Committee Chairman as outlined in the real estate area,Company’s definitive proxy statement on Schedule 14A filed with the Company recently created Recur Holdings LLC, a Delaware limited liability company wholly ownedSEC on September 9, 2019, as adjusted by the Company, through which the Company will hold and manage its existing and future real estate operations. At thisBoard of Directors from time the Company does not expect any significant increase in expenses for its real estate operations as its existing management team has significant experience in this sector and believes that they can manage the business without adding additional staffing resources. As these operations grow, we plan to leverage our contacts and potential strategic partnerships to help source continued opportunities for this business. As a part of its real estate operations, the Company plans to continue to assess opportunities to create value through real property ownership, financing and/or development, among other strategies. The Company intends to continue to build on its current operations through its newly formed subsidiary while it continues to evaluate acquisition and strategic opportunities (inside or outside of the real estate sector).

Results of our Content Delivery and Real-Time businesses are retrospectively reported as discontinued operations in our consolidated financial statements for all periods presented. Prior year information has been adjusted to conform to the current year presentation. Unless otherwise stated, the information disclosed in the footnotes accompanying the consolidated financial statements refers to continuing operations. See Note 4 – Discontinued Operations for more information regarding results from discontinued operations.time.

Application of Critical Accounting Policies

The SEC defines “critical accounting policies” as those that require application of management’s most difficult, subjective, or complex judgments, often as a result of the need to make estimates about the effect of matters that are inherently uncertain and may change in subsequent periods.

The following is not intended to be a comprehensive list of all our accounting policies. Our significant accounting policies are more fully described in Note 21 to the consolidated financial statements. In many cases, the accounting treatment of a transaction is specifically dictated by accounting principles generally accepted in the U.S.,United States, with no need for management’s judgment in their application. There are also areas in which management’s judgment in selecting an available alternative would not produce a materially different result.

We have identified the following as accounting policies critical to us:

Valuation of Financial InstrumentsRevenue Recognition for MCA Syndication Fee Income

We discloserecognize revenue when our performance obligations with our customers have been satisfied. Our performance obligation is to facilitate funding for MCA originators through the LMCS syndication network. The performance obligation is satisfied at a point in time when the syndicate participants provide MCA originators with capital by purchasing participation interests in funded MCAs.

We determine the transaction price based on the fixed consideration in our contractual agreements, which do not contain any variable consideration. As we have identified only one distinct performance obligation, the transaction price is allocated entirely to this service. In determining the transaction price, a significant financing component does not exist, since the timing from when we perform this service to when the syndicate participants fund the MCA is less than one year, and we are not paid in advance for the performance of our services.

Goodwill and Intangible Assets

Goodwill represents the excess of purchase price over the fair value of the net assets of businesses acquired. We review goodwill at least annually for impairment. In our financial instruments accordingevaluation of goodwill impairment, we perform a qualitative assessment that requires management judgment and the use of estimates to determine if it is more likely than not that the fair value of a reporting unit is less than the reporting unit’s carrying amount. An entity has an unconditional option to bypass the qualitative assessment for any reporting unit and proceed directly to performing the quantitative goodwill impairment test. An entity may resume performing the qualitative assessment in any subsequent period. We perform our annual impairment tests as of December 31 of each year, unless circumstances indicate the need to accelerate the timing of the tests. We completed our annual impairment test of goodwill as of December 31, 2019 and concluded that there was no impairment.

Intangible assets include trade name, non-competition agreements, and syndicate participant/originator relationships, are subject to amortization over their respective useful lives, and are classified in definite-lived intangibles, net, in the accompanying consolidated balance sheets. These intangibles are evaluated for impairment whenever events or changes in circumstances indicate that the carrying value of the assets may not be fully recoverable. If facts and circumstances indicate that the carrying value might not be recoverable, projected undiscounted net cash flows associated with the related assets or groups of assets over their estimated remaining useful lives is compared against their respective carrying amounts. If an asset is found to be impaired, the impairment charge will be measured as the amount by which the carrying amount of an asset exceeds its fair value.

Subsequent to completion of our annual goodwill impairment analysis, the COVID-19 virus developed into a pandemic that significantly impacted the global economy. Our MCA segment experienced a decline in revenues during the last quarter of our fiscal year ended June 30, 2020, which management believes is predominantly due to the economic uncertainties caused by the pandemic, and we anticipate our MCA revenues will continue to be adversely affected while major parts of the U.S. economy are restricted by mandatory business shut-downs and/or stay-at-home orders, as well as other effects of the pandemic. We decreased our volume of new funding arrangements while evaluating the effect of the current economic uncertainties on the MCA business and its customers during the third quarter of our fiscal year 2020. During the fourth quarter of our fiscal year 2020, management concluded that it would not resume funding MCAs with MCA originators and would focus our MCA segment exclusively on MCA syndication fee income generated by our LMCS business unit and funding aviation purchase deposits for fees. Our reduced participation in MCA funding through originators reduces our syndication fee income and revenue from direct funding of MCAs. We anticipate continued lower funding of new MCAs and reduced collection volume on outstanding MCAs until the economic situation caused by the pandemic stabilizes and a greater level of economic activity returns.

The economic impact of the ongoing pandemic on the LMCS business and decision not to provide additional resources to LMCS to fund MCAs through MCA originators in the future triggered the requirement for a quantitative impairment test of the goodwill and long-lived assets attributable to our LMCS business unit during the fourth quarter of our fiscal year ended June 30, 2020. As a result of the impairment tests, we concluded that the goodwill, definite-lived intangible assets, and right-of-use lease assets attributable to our LMCS business unit were impaired as of June 30, 2020. Please see Note 6 for further discussion.

Fair Value Measurements

Fair value is defined as the price that would be received from selling an asset or paid to transfer a liability in an orderly fashion between market participants at the measurement date. When determining the fair value measurements for assets and liabilities required or permitted to be either recorded or disclosed at fair value, we consider the most advantageous market in which transactions would occur and we consider assumptions that market participants would use when pricing the asset or liability.

Accounting Standards Codification (ASC) Topic 820, Fair Value Measurements and Disclosures, requires certain disclosures regarding fair value and establishes a fair value hierarchy (Levels I, II, and III, as defined below). ASC 820 "Fair Value Measurements and Disclosures" establishes a framework for valuation inputs. The hierarchy prioritizes the inputs into three levels based on the extent to which inputs used in measuring fair value and expands financial statement disclosure requirements forare observable in the market. Each fair value measurements. ASC 820 further specifies a hierarchymeasurement is reported in one of valuation techniques,the three levels, which are determined by the lowest level input that is based on whethersignificant to the inputs into the valuation technique are observable or unobservable.fair value measurement in its entirety. The hierarchy is as follows:levels are:

Our investment portfolio consists of money market funds, domestic and international commercial paper, equity securities, mortgage loans, and corporate debt. All highly liquid investments with an original maturity of three months or less when purchased are considered to be cash equivalents. All cash equivalents are carried at cost less any unamortized premium or discount, which approximates fair value. All investments with original maturities of more than three months which are not classified as held-to-maturity or trading securities, are classified as available-for-sale, trading, or held-to-maturity investments. Our marketable securities, other than equity securities, are classified as available-for-sale, and are reported at fair value, with unrealized gains and losses, net of tax, reported in stockholders’ equity as a component of accumulated other comprehensive income or loss. Interest on securities is recordedreported in the accompanying consolidated statements of operations in interest income. Any realizedDividends paid by securities are reported in the accompanying consolidated statements of operations in other income. Realized gains or losses would be shownare reported in the accompanying consolidated statements of operations in net realized gain on investments.

We used Level 3 inputs to determine the fair value of our preferred stock investments. The Company has elected the measurement alternative and will record the investments at cost adjusted for observable price changes for an identical or similar investment of the same issuer. Observable price changes and impairment indicators will be assessed each reporting period.

We also used Level 3 inputs to determine the fair value of our contingent consideration and common stock purchase warrants related to the LuxeMark Acquisition. The Company used a Monte Carlo simulation technique to value the performance-based contingent consideration and common stock purchase warrants. This technique is a probabilistic model which relies on repeated random sampling to obtain numerical results. As of June 30, 2020, we reduced the fair value of contingent consideration related to the LuxeMark Acquisition, as management decided to reduce funding of MCAs and the contingent consideration agreements were terminated on July 17, 2020.

We provide fair value measurementsmeasurement disclosures of our available-for-sale securities in accordance with one of the three levels of fair value measurement.

Commercial and Mortgage Loans and Loan Losses

We have potential exposure to transaction losses as a result of uncollectibility of commercial mortgage and other loans. We base our reserve estimates on prior charge-off history and currently available information that is indicative of a transaction loss. We reflect additions to the reserve in current operating results, while we make charges to the reserve when we incur losses. We reflect recoveries in the reserve for transaction losses as collected.

We have the intent and ability to hold these loans to maturity or payoff, and as such have classified these loans as held-for-investment. These loans are reported on the balance sheet at the outstanding principal balance adjusted for any charge-offs, allowance for loan losses, and deferred fees or costs. As of June 30, 2020, we have not recorded any charge-offs, and believe that an allowance for loan losses is not required.

Advances Receivable

In December 2018, we began purchasing participation interests in MCAs from third parties whose principal activity is originating MCAs to small businesses. MCAs are contracts formed through future receivables purchase and sale agreements, which stipulate the purchase price, or the amount advanced, and the specified amount, or the advance amount plus the factored receivable balance that will be repaid, on the face of the contract. Generally, a specified amount will be withdrawn from the merchant’s bank account via daily or weekly automatic transactions in order to pay down the merchant’s advance. These are not consumer loan contracts, nor are they installment loan contracts to businesses for business use only. In addition, there is no financial assetsmonthly minimum payment, nor is there a specific repayment schedule.

Allowance for MCA Credit Losses

The allowance for credit losses for MCAs is established at the time of funding through a provision for losses charged to our consolidated statement of operations based on an analysis of our charge-off history and historical performance experienced by an industry peer group. Losses are charged against the allowance when management believes that are measuredthe future collection in full of purchased receivables is unlikely. We review our MCA receivables on a recurringregular basis and charge off any MCA receivables for which the merchant has not made a payment in 90 days or more. Subsequent recoveries, if any, are credited to the provision for credit losses on advances. The establishment of appropriate reserves is an inherently uncertain process, and ultimate losses may vary from the current estimates. We regularly update our reserve estimates as new facts become known and events occur that fall within Level 3may affect the settlement or recovery of the fair value hierarchy.losses. In addition, new facts and circumstances may adversely affect our MCA portfolio, resulting in increased delinquencies and losses, and could require additional provisions for credit losses, which could impact future periods.

Income Taxes

As part of the process of preparing our consolidated financial statements, we are required to estimate income taxes in each of the jurisdictions in which we operate. The provision for income taxes is determined using the asset and liability approach for accounting for income taxes. A current liability is recognized for the estimated taxes payable for the current fiscal year. Deferred tax assets and liabilities are recognized for the estimated future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using the enacted tax rates in effect for the fiscal year in which the timing differences are expected to be recovered or settled. The effecteffects on deferred tax assets and liabilities of changes in tax rates or tax laws are recognized in the provision for income taxes in the period that includes the enactment date.

Valuation allowances are established when necessary to reduce deferred tax assets to the amount more-likely-than-notmore likely than not to be realized. To the extent we establish or change the valuation allowance in a period, the tax effect will generally flow through the consolidated statement of operations. In the case of an acquired or merged entity, we will record any valuation allowance on a deferred tax asset established through purchase accounting procedures as an adjustment to goodwill at the acquisition date. Any subsequent change to a valuation allowance established during purchase accounting that occurs within the measurement period of the acquisition (a period not to exceed 12 months) will also be recorded as an adjustment to goodwill, provided that such a change relates to new information about the facts and circumstances that existed on the acquisition date. All other changes to a valuation allowance established during purchase accounting will flow through the consolidated statement of operations.

The determination of our provision for income taxes requires significant judgment, the use of estimates, and the interpretation and application of complex tax laws. We are subject to income taxes in the U.S.United States and numerousseveral foreign jurisdictions. Significant judgment is required in determining our worldwide provision for income taxes and recording the related tax assets and liabilities. In the ordinary course of our business, there are transactions and calculations for which the ultimate tax determination is uncertain. Despite our belief that we have appropriate support for all the positions taken on our tax returns, we acknowledge that certain positions may be successfully challenged by the taxing authorities. Therefore, an accrual for uncertainty in income taxes is provided for when necessary. If we have accruals for uncertainty in income taxes, these accruals are reviewed quarterly and reversed upon being sustained under audit, the expiration of the statute of limitations, new information, or other determination by the taxing authorities. The provision for income taxes includes the impact of changes in uncertainty in income taxes. Although we believe our recorded tax assets and liabilities are reasonable, tax laws and regulations are subject to interpretation and inherent uncertainty. Therefore, our assessments can involve both a series of complex judgments about future events and relyreliance on estimates and assumptions. Although we believe these estimates and assumptions are reasonable, the final determination could be materially different than that which is reflected in our provision for income taxes and recorded tax assets and liabilities.

In the calculation of our quarterly provision for income taxes, we use an annual effective rate based on expected annual income and statutory tax rates, which may require judgments and estimates. The tax (or benefit) applicable to significant unused or infrequently occurring items, discontinued operations or extraordinary items are separately recognized in the income tax provision in the quarter in which they occur.

In assessing the realizability of deferred tax assets, we consider whether it is more-likely-than-notmore likely than not that some portion or all of our deferred tax assets will not be realized. In determining whether or not a valuation allowance for deferred tax assets is needed, we evaluate all available evidence, both positive and negative, including: trends in operating income or losses;losses, currently available information about future years;tax years, future reversals of existing taxable temporary differences;differences, future taxable income exclusive of reversing temporary differences and carryforwards;carryforwards, taxable income in prior carryback tax years if carryback is permitted under the tax law;law, and tax planning strategies that would accelerate taxable amounts to utilize expiring carryforwards, change the character of taxable and deductible amounts from ordinary income or loss to capital gain or loss, or switch from tax-exempt to taxable investments. The ultimate realization of deferred tax assets is dependent upon the generation of future taxable income during the periods in which those temporary differences become deductible.

As of June 30, 2018,2020, we maintain a full valuation allowance on our net deferred tax assets in all jurisdictions, with the exception of the $975 thousand AMT credit carryforward that is now considered refundable after the enactment of the TCJA. We do not have sufficient evidence of future income to conclude that it is more likely than not that the Company will realize its entire U. S. deferred tax inventory in anywith the exception of its jurisdictions (U.S., Germany, Spain, Hong Kong, United Kingdom,the aforementioned NOLs and Australia).credits expected to expire before usage. Therefore, we have recognized a full valuation allowance on the Company’s U. S. NOLs and credits expected to expire before usage, as well as on our German deferred tax inventory.assets. We reevaluate our conclusions quarterly regarding the valuation allowance and will make appropriate adjustments as necessary in the period in which significant changes occur.

Tax Cuts and Jobs Act

TCJA includes numerous changes to the U.S. tax code that could affect our business, such as the reduction in the U.S. federal corporate tax rate and the one-time Transition Tax on the deemed repatriation of foreign subsidiaries' earnings. As a result, as of June 30, 2018, we have provided an $8.9 million provisional estimate of the impact of the reduction in the U.S. federal corporate tax rate on our deferred tax balances. Due to our full valuation allowance position in the U.S., with the exception of the $975 thousand AMT credit carryforward, this provisional impact did not have a significant impact on our consolidated financial statements for fiscal year 2018. We have provisionally estimated no Transition Tax will be owed due to the ability to offset the earnings of foreign subsidiaries with the losses from unprofitable foreign subsidiaries. We have provided these provisional estimates under the guidelines of the SEC's Staff Accounting Bulletin No. 118, "Income Tax Accounting Implications of the Tax Cuts and Jobs Act" ("SAB 118").

As a result of the TCJA, we are reassessing our intentions related to our indefinite reinvestment assertion as part of our provisional estimates. Should we decide to no longer indefinitely reinvest such foreign earnings outside the U.S., we would have to adjust the income tax provision in the period such determination is made. The Company currently has an immaterial amount of cash available for repatriation of less than $50 thousand. After the TCJA, there should be no federal income taxes that would be due upon repatriation. Any other impact, such as withholding tax, state taxes, or foreign exchange rate changes, should be immaterial based on the amount of cash held overseas.

Defined BenefitDefined-Benefit Pension Plan

We maintain defined benefitdefined-benefit pension plans (the “Pension Plans”) for a number of former employees of our German subsidiary (“participants”). In 1998, the Pension Plans were closed to new employees and no existing employees are eligible to participate, as all eligible participants are no longer employed by CCUR.the Company. The Pension Plans provide benefits to be paid to all participants at retirement based primarily on years of service with CCURthe Company and compensation rates in effect near retirement. Our policy is to fund benefits attributed to participants’ services to date. The determination of our Pension Plans’ benefit obligations and expenses areis dependent on our selection of certain assumptions used by actuaries in calculating such amounts. Those assumptions include, among others, the weighted averageweighted-average discount rate and the weighted averageweighted-average expected rate of return on plan assets. To the extent that these assumptions change, our future benefit obligation and net periodic pension expense may be positively or negatively impacted.

Results of Operations

MCA revenue includes fees from advances that we provide on future merchant receivables, as well as fees earned for sourcing both syndication capital and merchant leads for MCA originators. We generate revenue from interest on loans by entering into commercial loan agreements to fund third party originators in the MCA industry and real estate industry.

GeneralSelling, general, and administrative (“SG&A”) expenses consist primarily of salaries, benefits, overhead, managementcommissions, rent, travel, administrative personnel human resources,costs, information systems, insurance, investor relations, accounting, legal services, board of director fees and expenses, and other professional services.

InterestOther interest income is earned on cash overnight sweep accounts and money market deposits as well as investments in commercial paper, debt securities, and the secured loans involved in our real estate operation.securities. Interest income also includes accretion of discounts forrelated to transactions in which we purchased debt securities whereby such discount ison the secondary markets at a discount. Such discounts are amortized over the termterms of theeach debt security to itsthe commitment valuevalues that will be due on theeach maturity date, as well as early repayment. Additionally, we also earn PIK interest from one of our debt securities whereby interest is paid in the form of an increase in the commitment value due from the debt security issuer on the maturity date.

Fiscal Year 20182020 in Comparison to Fiscal Year 20172019

GeneralConsolidated Revenues and Administrative.Income. General and administrative expenses were $7.4During the fiscal year ended June 30, 2020, we generated $5.9 million of total revenue, compared to $3.5 million during the fiscal year ended June 30, 2019. The increase was driven largely by our increased participation in the MCA industry. Our net income for fiscal year 2018,2020 increased to $13.0 million, compared to $0.6 million during fiscal year 2019. This increase was attributable to a $6.0 million income tax benefit resulting from the release of a substantial portion of the valuation allowance on our deferred tax assets, our investments in certain debt and equity securities, and an increase in our income before income tax driven by our MCA operations.

MCA Operations Segment Revenues. We generated $5.6 million of $1.7revenue from MCA operations during the fiscal year ended June 30, 2020, compared to $2.6 million during the fiscal year ended June 30, 2019. For the fiscal year ended June 30, 2020, we maintained a larger weighted-average outstanding balance of funded MCAs compared to the prior year, and consequently earned higher MCA revenue during the current period relative to the fiscal year ended June 30, 2019. Our syndication fee revenue during the fiscal year ended June 30, 2020 benefited from a full year of syndication activity, while in the prior fiscal year, we only began generating syndication revenue after the LuxeMark Acquisition in mid-February 2019. Additionally, as part of our MCA business, we originated term loans to an MCA originator so that it may fund additional MCAs. These loans generated $0.9 million of interest income during the fiscal year ended June 30, 2020. Our MCA operations revenues for the fiscal year are as follows:

MCA revenue from interest on loans to MCA originators is categorized as MCA operations revenue for purposes of segment reporting but reported within the line item Interest on mortgage and commercial loans within our consolidated statements of operations.

Revenues from each of the revenue sources within our MCA segment increased year over year because, for our fiscal 2020, we reported 12 months of MCA revenues from the LMCS business unit which we established in February of the prior fiscal year upon the LuxeMark acquisition. However, with the onset of the COVID-19 pandemic during the third quarter of our fiscal year 2020, we experienced declines of MCA revenues during the latter half of the fiscal year ended June 30, 2020. This occurred as (i) fewer merchants are meeting MCA underwriting criteria, which reduces our syndication fee income and ability to generate revenue by funding MCAs, (ii) underwriters are less interested in purchasing leads, and (iii) a portion of our merchants, in coordination with the originators, have reduced or 29.8%,paused payments to better weather the current economic downturn, which reduces our MCA revenues. Furthermore, we reduced our volume of MCA funding during the third quarter of our fiscal 2020, primarily as a result of our efforts to better evaluate the impact of the pandemic on MCA assets before funding additional assets. We anticipate continued lower funding and collection volSSSSume over the next few months and are uncertain as to the long-term impact of the pandemic at this point. After the end of our fiscal year, we entered into a series of agreements with Old LuxeMark pursuant to which our interest in LMCS was reduced from $5.780% to 51%. After the repayment of the outstanding balance of the Master Promissory Note issued by LMCS to the Company, Old LuxeMark has the right to purchase the remaining 51% equity interest in LMCS for nominal consideration. We are reviewing our strategic options with respect to our continued participation in the MCA industry.

Real Estate Operations Segment Revenues. We generated $0.3 million of revenue from real estate operations for the fiscal year ended June 30, 2020, as compared to $0.9 million for the priorfiscal year period.ended June 30, 2019. The decrease in revenue resulted from the decrease in interest on commercial mortgage loans due to borrower payoffs outpacing originations.

SG&A Expenses. SG&A expenses were $7.7 million for the fiscal year ended June 30, 2020, a $4.0 million, or 109.0%, increase from the fiscal year ended June 30, 2019. This increase was primarily due to:to the following:

These cost increases were partially offset by the following decreases in fiscal year 2018 general and administrative expenses, compared to the same period in the prior year:

These increases to SG&A expense during our fiscal year 2020 were partially offset by a decrease in acquisition-related costs, as the prior year included $0.3 million of expenses related to the LuxeMark Acquisition.

Amortization of Purchased Intangibles. Our amortization of purchased intangibles includes amortization over the respective useful lives of the trade name, non-competition agreements, and investor/originator relationships attributable to the LuxeMark Acquisition. Our intangible assets are evaluated for impairment whenever events or changes in circumstances indicate that the carrying value of the assets may not be fully recoverable. We acquired these intangibles as part of the LuxeMark Acquisition on February 13, 2019.

Impairment of Goodwill and Long-Lived Assets and Change in Fair Value of Contingent Consideration. During the fiscal year ended June 30, 2020, we recorded a $1.7 million net gain from the change in fair value of contingent consideration payable to Old LuxeMark, partially offset by impairment charges attributable to the goodwill, purchased intangibles, and right-of-use lease assets of our LMCS business unit, as further detailed below:

The decrease in estimated contingent consideration liability associated with the LuxeMark Acquisition resulted from (i) LMCS not meeting the minimum performance levels to earn the calendar year 2019 earnout, and (ii) termination of the earnout agreements on July 17, 2020. These same facts and circumstances resulted in the impairment of the LMCS business unit’s purchased intangibles, other long-lived assets, and goodwill, which partially offset the gain from reducing the fair value of the contingent consideration liability.

Provision for Credit Losses on Advances. During the fiscal year ended June 30, 2020, we recorded a $0.8 million provision for credit losses on MCAs, a $0.8 million, or 47.1%, decrease from the fiscal year ended June 30, 2019. The year-over-year decrease in provision expense resulted from decreases in the amounts of MCAs funded in the current year versus the prior year, and from our shift away from originators with higher default rates to those with lower default rates. Recent MCA funding activity decreased primarily as a result of our efforts to better evaluate the impact of the pandemic on MCA assets before funding additional assets. Included within the $0.8 million current year provision for credit losses is $0.3 million of provision expense for existing MCAs during the current period due to our anticipated impact of the pandemic on merchant repayment activity.

Other Interest Income. Interest Other interest income increased by $1.4 millionincludes interest earned on investments in fiscal year 2018 compared to fiscal year 2017.debt securities and cash and money market balances. The components of our interest income for ourthe fiscal years 2018year ended June 30, 2020 and 20172019 are as follows:

Other interest income for the fiscal year ended June 30, 2020 increased by $2.6 million, or 58.6%, compared to the fiscal year ended June 30, 2019, due to higher yields on a higher weighted-average balance of investments in debt securities and accretion of the discounts on these securities.

Interest income increased in the current year relative to the prior year due to:

Realized Gain on Investments, Net.

Investment gain, net.In fiscal year 2018 the Company invested a portion of its business sale proceeds in equity securities. During the fiscal year ended June 30, 2020, we liquidated oursold investments in certain equity investment position in two companies’ common stockand debt securities for a gainwhich we recognized $2.3 million of net realized gains, as compared to $0.5 million of realized gains on investmentthe sale of $164 thousand.certain equity and debt securities during the prior fiscal year.

Unrealized Loss on Equity Securities, Net

Foreign exchange loss.. After selling our Content Delivery business (an asset sale)During the fiscal year ended June 30, 2020, we began dissolving and liquidating all but onereported unrealized losses on equity securities, net, of our remaining foreign subsidiaries. As part$0.8 million, compared to unrealized losses on equity securities, net, of this process we settled or wrote-off all outstanding intercompany balances with these subsidiaries. Many of these balances were previously marked to U.S. dollars each period with foreign exchange$1.8 million during the fiscal year ended June 30, 2019. Our unrealized gains and losses recorded to cumulative translation adjustment,on equity securities each year are a componentfunction of changes in the fair value of the equity onsecurities that we hold as of the current reporting period balance sheet because settlementdate relative to the preceding balance sheet date. Additionally, our unrealized losses during the current year were primarily attributable to reversal of such intercompany balances was neither imminent nor expectedprior year unrealized gains related to equity securities that we sold during operation of our prior business. Additionally, any cumulative translation adjustment from translating the foreign subsidiaries’ financial statements from its functional currency to U.S. dollars was also written off within our statements of operations. As a result of settling and/or writing off these balances, as well as beginning the dissolution and liquidation processcurrent year for all but one of our foreign subsidiaries,which we recorded $1.9 million of foreign exchange losses to our 2018 statement of operations that had previously been recorded as cumulative translation adjustment, a component of equity on the balance sheet.

Benefit for Income Taxes.We recorded a consolidated income tax benefit of $1.0 million for both of our fiscal years 2018 and 2017, respectively. The domestic income tax benefitreported realized gains in the current period, was primarily due towhile the favorable impact of the TCJA that was enacted on December 22, 2017, specifically regarding refundability of previously paid alternative minimum tax incurredunrealized loss in the current and prior year periods.is primarily attributable to declines in the market values of securities.

Loss from Continuing Operations.Our loss from continuing operations(Benefit) Provision for Income Taxes. We reported $6.0 million of income tax benefit for the fiscal year ended June 30, 2018 was $6.8 million, or $0.71 loss per basic and diluted share, compared to a loss2020. This income tax benefit resulted from continuing operations for the prior year of $4.7 million, or $0.51 loss per basic and diluted share.

Income from Discontinued Operations, Net of Income Taxes. We sold our Content Delivery business on December 31, 2017 and our Real-Time business in May 2017. Our fiscal 2018 income from discontinued operations, net of income taxes, includes the financial results of our Content Delivery business for the period from July 1, 2017 and through December 31, 2017. Included in our fiscal year 2018 income from discontinued operations, net of income taxes of $22.8 million is the recognitionrelease of a $22.6 million pre-tax gain on the salesubstantial portion of the Content Delivery business. The gainvaluation allowance on the sale of the Content Delivery business also reflects $1.8 million of third-party transaction related expenses from the transaction for theour deferred tax assets during our fiscal year ended June 30, 2018.

Our fiscal 2017 income from discontinued operations, net2020. The release of income taxes includes a $6.4 million net loss for our Content Delivery business through June 30, 2017 and net income of $39.5 million forvaluation allowance was based on our Real-Time business through May 15, 2017 (and through May 30, 2017 for the European operations of the Real-Time business). Included in income from discontinued operations, net of income taxes is the recognition of a pre-tax gain on the sale of the Real-Time business of $34.6 million. The gain on the sale of the Real-Time business also reflects $2.7 million of third-party transaction related expenses from the transaction for the year ended June 30, 2017.

We recorded $0.8 million and $2.0 million of income tax expense within our Discontinued Operations during our fiscal years 2018 and 2017, respectively. The income tax expense in both periods is primarily related to U.S. alternative minimum tax and U.S. State income tax expense and foreign income tax expense in jurisdictions where we do not have available NOLs. We have adequate federal NOLs to offset thecumulative taxable income generated byover the salepast three years and expectations of future taxable income. Should future results vary from our Content Delivery business during the year ended June 30, 2018; howeverexpectations, we do not have adequate state NOLsmay release additional valuation allowance or be required to offset all of our taxable state income generated by the sale of our Content Delivery business.provide additional valuation allowance reserves.

Liquidity and Capital Resources

We believe we have sufficient liquidity and capital resources to continue funding our operations and sustain currently expected levels of capital expenditures over the next 12 months. While we maintain significant amounts of cash and cash equivalents and marketable securities which we may use to fund our operations and make investments, the pandemic has had a significant impact on credit and capital markets, which may adversely affect our ability to access third-party debt or equity financing. Our future liquidity will be affected by, among other things:

Uses and Sources of Cash

Cash Flows from Operating Activities

We used $8.2generated $3.6 million and $3.0$1.8 million of cash from operating activities during the fiscal years 2018ended June 30, 2020 and 2017,2019, respectively. Operating cash usagegenerated during the fiscal year 2018ended June 30, 2020 was primarily attributable to net income, adjusted for non-cash items and realized gains on investments, as well as favorable working capital changes, namely expense incurred during the timing of paymentsmade against our accounts payable toperiod for SARs that did not settle both current and previous years’ transaction costs related toduring the sale of our 2017 operating businesses and losses from operations.period. Operating cash usagegenerated during the fiscal year 2017ended June 30, 2019 was primarily attributable tolosses income from operations,. adjusted for non-cash items and profits on investments.

Cash Flows from Investing Activities

Fiscal Year 2018Ending June 30, 2020

During the fiscal year 2018,ended June 30, 2020 we generated $28.3$4.0 million of cash, net, from investing activities. Our net cash inflows were primarily driven by liquidations of $5.3 million more in debt and equity securities than investments in debt and equity securities during the fiscal year ended June 30, 2020. Our collections of principal on mortgage and commercial loans outpaced new loan funding amounts during the current fiscal year by $1.3 million. Our mortgage and commercial loan borrowers are all current with their required payments as of June 30, 2020. Our mortgage loans typically require interest-only payments until maturity or payoff. Partially offsetting these investing cash inflows, we experienced $2.3 million of net investing cash outflows from funding and collecting MCAs and aviation deposits receivable, primarily due to increased funding of aviation deposits during the latter half of the current fiscal year, many of which are not expected to be collected until the first quarter of our fiscal year 2021. Additionally, we invested an additional $0.3 million in a real estate development project which we expect to monetize in the latter half of our fiscal year 2021 or early fiscal year 2022.

Fiscal Year Ending June 30, 2019

During our fiscal year ended June 30, 2019 we used $26.8 million of cash, net, for investing activities. We funded $8.3 million of commercial loans, $5.6 million of which were mortgage loans through our real estate operating subsidiary, Recur. We received $5.8 million from principal payments during our fiscal year 2019, as four loans were paid off during the period. We also funded a $2.8 million loan to an MCA originator during the period.

In fiscal year 2019, we entered into an arrangement with certain MCA originators to participate in funding MCA originations. We made initial advances of $8.0 million to one originator, who in turn advanced these funds to merchants as part of a syndication. As merchant receivables have been collected, we have used the collected funds to fund additional MCAs. Through June 30, 2019, we had funded $18.1 million in MCAs (including the original $8.0 million) and collected $9.8 million of merchant receivables as repayment for these advances. Additionally, we provided $4.8 million of cash advances to an aviation business to fund deposits required for aircraft purchases for up to six months, in exchange for paying us an upfront fee. We collected $2.0 million of these aviation advances during our fiscal year 2019.

As part of our real estate operations, in fiscal year 2019 we acquired land in the amount of $3.3 million for the purpose of development. The acquisition costs include costs to acquire the land, including interest and other expenses that have been capitalized as part of the purchase price. We continue to hold and develop the land as of June 30, 2020.

In our fiscal year 2019, we acquired the assets of Old LuxeMark through our subsidiary, LMCS, and retained an 80% interest in LMCS in exchange for an initial payment of $1.2 million and the issuance of a 20% interest in LMCS to Old LuxeMark. Additionally, the Purchase Agreement required the Company to pay to Old LuxeMark four earnout payments of up to $1,000,000 each if fully earned through the achievement of agreed-upon distributable net income (“DNI”) thresholds. The earnout payments are calculated based on DNI for each of the calendar years ending on December 31, 2019, 2020, 2021, and 2022, and any such payments earned would likely be paid in the third quarters of our fiscal years 2020, 2021, 2022, and 2023. As of July 17, 2020, both parties agreed to terminate the contingent earnout consideration as part of a recapitalization of LMCS.

Our remaining fiscal year 2019 investing activities consisted of $22.2 million in purchases and $12.0 million in maturities or sales of debt and equity securities for the purpose of funding our operating expenses as we continue to evolve our real estate and MCA operating businesses and actively search for additional operating businesses to acquire, as well as collection of the $1.45 million of proceeds from the sale of ourthe Content Delivery business $18.8 million of cash from the maturity of available-for-sale securities, $8.0 million from the collection of a short-term mortgage loan, and $2.0 million from the collection of funds held in escrow for one year subsequent to the prior year sale of our Real Time business. During the same period, we invested $32.4 million in available-for-sale and trading investments, $12.4 million in mortgage loans that we originated or purchased and $1.4 million in a deposit on a mortgage loan for a mortgage loan that closed after the reporting period. Subsequent to the sale of our Content Delivery business, we broadened our investment portfolio and assets to include corporate debt and equity securities, as well as mortgage loans that will be a part of the developing and expanding real estate operations managed through our new subsidiary Recur Holdings LLC. This shift in investments was for the purpose of improving our return on the proceeds from the recent sales of our prior 2017 operating businesses while we evaluate strategic alternatives.until January 2, 2019.

Fiscal Year 2017

During fiscal year 2017, we invested $0.9 million in property and equipment. These capital additions were for our prior 2017 operating businesses and primarily related to: (1) development and test equipment for our development groups and (2) demonstration systems used by our sales and marketing group. Fiscal year 2017 capital expenditures were driven by our initial investments in lab and test equipment for our Aquari™ storage development group.

We invested $6.9 million in short-term investments during the year ended June 30, 2017. We moved cash to these short-term investments in the third quarter of fiscal year 2017 so that we may earn a higher return than we had previously earned with our cash and cash equivalent balances. Our short-term investments consist of highly liquid commercial paper and have original maturities of more than 3 months but no more than 12 months.

In May 2017, we sold our Real-Time business for gross proceeds of $35.0 million in cash subject to working capital and other adjustments. Net proceeds from the sale received through June 30, 2017 totaling $31.0 million are as follows: (1) a $29.4 million payment to the Company in cash received on May 15, 2017 (including a reduction for estimated working capital of $0.8 million), (2) a $2.8 million payment in cash to the Company concurrently with the transfer of the European operations of the Real-Time business to the Purchaser received on May 30, 2017, less (3) $1.1 million in cash transferred in the sale. The remaining $2.0 million placed in escrow as security for certain purchase price adjustments and for the Company’s indemnification obligations was released to the Company in May 2018.

Cash Flows from Financing Activities

On January 2, 2018,During the fiscal year ended June 30, 2020 we purchasedused $6.4 million of cash for financing activities. During the fiscal year, we fully repaid the outstanding balance of a $1.6 million term loan. We repaid the balance with existing cash prior to maturity to reduce associated interest cost.

During our fiscal year 2020, the Company declared and retired 41,566 shares from certain non-Section 16 employees whose shares vested duepaid a one-time dividend of $0.50 per share, which resulted in $4.4 million of cash dividends paid during the year. Another $0.1 million of dividends declared during the year relate to restricted stock and will remain as dividends payable until the restricted stock vests.

During our fiscal year 2020, the Company distributed $0.3 million of cash to the changenon-controlling member of LMCS, representing the non-controlling member’s 20% interest in control triggered by the sale of our Content Delivery business on December 31, 2017. The $239 thousand repurchase of shares at $5.76 per share was approved by the Board of Directors on a one-time basis to facilitate employees’ payment of payroll withholding taxes due upon vesting of the shares. Shares were repurchased from employees only to the extent required to fund minimum required withholding taxes based on the closing price nearest to the December 31, 2017 vest date.LMCS’ DNI.

On March 5, 2018, we announced that our Board of Directors authorized the repurchase of up to one million shares of the Company’s common stock. RepurchasesIn January 2019, we completed the purchase of the authorized one million shares, and the Board of Directors authorized the repurchase of an additional 500,000 shares of the Company’s common stock under a new repurchase program that replaces and supersedes the prior repurchase program. Purchases are made at the discretion of management through private transactions or open market or privately negotiated transactions or any combination of the same. Open market purchases, which may be made pursuant to trading plans subject to the restrictions and protections of Rule 10b5-1 and/or Rule 10b-18 of the Exchange Act, as amended. InAct. We repurchased 16,821 shares of the Company’s common stock totaling $0.1 million during the fiscal year 2018, weended June 30, 2020, as compared to 378,421 shares of the Company’s common stock totaling $1.4 million during the fiscal year ended June 30, 2019. All repurchased and retired 740,460stock was retired. We may purchase up to 364,298 additional shares under thispursuant to our previously announced repurchase plan for a total cost of $3.8 million.plan.

We paid two quarterly cash dividends, each for $0.12 per share, during the first two quarters of our fiscal year 2018, compared to four quarterly cash dividends, each for $0.12 per share, for our fiscal year 2017. We also paid less than $0.1 million of dividends that had been held as dividends payable from previous declarations to restricted stockholders for whom restrictions lapsed during the year. Additionally, in January 2018, as a result of the acceleration of vesting of substantially all of our previously unvested restricted stock triggered by the sale of our Content Delivery business, we paid $0.3 million of previously accrued dividends in January 2018. On October 27, 2017, we announced the Board of Directors’ decision to suspend future dividends after the payment of the December 2017 quarterly dividend while the Board of Directors and its Investment Committee consider potential acquisition targets and alternative uses of our continuing assets.Liquidity

Although, as of June 30, 2018, we did not and do not currently have any outstanding debt or borrowing facilities in place, we periodically review the need for credit arrangements. Based upon our existing cash balances, historical cash usage, and anticipated operating cash flow in the near term, we believe that existing cash balances will be sufficient to meet our anticipated working capital, capital expenditure requirements and any dividend payments for at least the next twelve months.

We had working capital (current(which we define as current assets lessminus current liabilities) of $55.3$51.0 million and $53.0 million of cash, cash equivalents, trading and available-for-sale investments at June 30, 2018,2020, compared to working capital of $45.3$48.8 million and $42.3 million cash, cash equivalents and available-for-sale investments at June 30, 2017.2019. At June 30, 2018,2020, we had no material commitments for capital expenditures.

As of June 30, 2018,2020, less than 0.1% of our cash iswas in foreign accounts, and there is no expectation that any foreign cash would need to be transferred from these foreign accounts to cover U.S. operations in the next 12 months.Based upon our existing cash balances, tradingequity securities, and available-for-sale-termavailable-for-sale investments, historical cash usage, and anticipated operating cash flow in the current fiscal year, we believe that existing U.S. cash balances will be sufficient to meet our anticipated working capital requirements for at least the next 12 months.months from the issuance date of this report.

Off-Balance Sheet Arrangements

We havehad no material off-balance sheet arrangements as of June 30, 2018.2020.

Recent Accounting Guidance

Recently Issued and Adopted Accounting Guidance

In July 2015,January 2016, theFinancial Accounting Standards Board (“FASB”(the “FASB”)issued Accounting Standards Update (“ASU”) No. 2015-11,Inventory (Topic 330): Simplifying the Measurement of Inventory2016-01 (“ASU 2015-11”2016-01”). This amendment requires that an entity measure its inventory at the “lower of cost and net realizable value.” Net realizable value is the estimated selling price in the ordinary course of business, less reasonably predictable costs of completion, disposal and transportation. Current literature requires measurement of inventory at “lower of cost or market.” Market could be replacement cost, net realizable value, or net realizable value less an approximate normal profit margin. ASU 2015-11 was effective for us on July 1, 2017,and we adopted the guidance prospectively. The adoption of ASU 2015-11 did not have a material impact on our consolidated financial statements or disclosures.

In March 2016, the FASB issued ASU No. 2016-09,Compensation – Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting (“ASU 2016-09”). ASU 2016-09 provides for simplification of certain aspects of employee share-based payment accounting including income taxes, classification of awards as either equity or liabilities, and classification on the statement of cash flows. ASU 2016-09 was effective for us on July 1, 2017,and we adopted the guidance prospectively. The adoption of ASU 2016-09 did not have a material impact on our consolidated financial statements or disclosures.

In March 2018, the FASB issued ASU No. 2018-05, “Amendments to SEC Paragraphs Pursuant to SEC Staff Accounting Bulletin No. 118”(“ASU 2018-05”). The amendments in ASU 2018-05 provide guidance on when to record and disclose provisional amounts for certain income tax effects of the TCJA. The amendments also require any provisional amounts or subsequent adjustments to be included in net income. Additionally, ASU 2018-05 discusses required disclosures that an entity must make with regard to the TCJA. ASU 2018-05 is effective immediately as new information is available to adjust provisional amounts that were previously recorded. We have adopted ASU 2018-05 and will continue to evaluate indicators that may give rise to a change in our tax provision as a result of the TCJA.

Recent Accounting Guidance Not Yet Adopted

In January 2016, the FASB issued ASU No. 2016-01,,Financial Instruments-Overall: Recognition and Measurement of Financial Assets and Financial Liabilities, as amended by ASU No. 2018-03,Financial Instruments-Overall: Technical Corrections and Improvements, issued in February 2018, on the recognition and measurement of financial instruments. The new guidance is effective for fiscal years beginning after December 15, 2017, including interim periods within those fiscal years. Early adoption is permitted for the instrument-specific credit risk provision. The new guidance changes the current accounting guidance related to (i) the classification and measurement of certain equity investments, (ii) the presentation of changes in the fair value of financial liabilities measured under the fair value option that are due to instrument-specific credit risk, and (iii) certain disclosures associated with the fair value of financial instruments. Additionally, there willis no longer be a requirement to assess equity securities for impairment since such securities will beare now measured at fair value through net income. We will utilizeutilized a modified retrospective approach to adopt the new guidance effective July 1, 2018. Upon adoption, theThe impact related to the change in accounting for equity securities for theour fiscal year ended June 30, 2018 will be $318 thousandwas $0.3 million of net unrealized investment gains, net of income tax, reclassified from AOCI to retained earnings.

In February 2016, the FASB issued ASU No. 2016-02,Leases (Topic 842) (“ASU 2016-02”). ASU 2016-02 requires a lessee to recognize a, on the recognition of lease liability forassets and lease liabilities on the obligation to make lease payments and a right-to-use asset for the right to use the underlying asset for the lease term. ASU 2016-02balance sheet. The new guidance is effective for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years. Early adoption is permitted. We are currently evaluatingThe new guidance changes the effect that ASU 2016-02 will have on our consolidated financial statements and related disclosures.

In June 2016, the FASB issued ASU No. 2016-13Financial Instruments - Credit Losses - Measurement of Credit Losses on Financial Instruments (Topic 326), or ASU 2016-13. ASU 2016-13 significantly changes how entities will measure credit losses for most financial assets and certain other instruments that are not measured at fair value through net income.  Thecurrent accounting guidance will replace the “incurred loss” approach under existing guidance with an “expected loss” model for instruments measured at amortized cost and require entities to record allowances for available-for-sale debt securities rather than reduce the carrying amount, as they do today under the other-than-temporary impairment model. It also simplifies the accounting model for purchased credit-impaired debt securities and loans. The guidance is effective for fiscal years beginning after December 15, 2019 and is to be adopted through a cumulative-effect adjustment to retained earnings as of the beginning of the first reporting period in which the guidance is effective. While the Company is currently evaluating the impact ASU 2016-13 will have on our consolidated financial statements beginning July 1, 2019, we expect that the adoption may result in higher provisions for potential loan losses.

In August 2016, the FASB issued ASU No. 2016-15,Clarification of Certain Cash Receipts and Cash Payments (“ASU 2016-15”), which eliminates the diversity in practice related to the classificationrecognition of certain cash receipts and payments in the statement of cash flows, by adding or clarifying guidance on eight specific cash flow issues. ASU 2016-15 is effective for fiscal years beginning after December 15, 2017, including interim periods within those fiscal years, with early adoption permitted. The amendments in this update should be applied retrospectively to all periods presented, unless deemed impracticable, in which case, prospective application is permitted.We do not expect ASU 2016-15 to have a material impact on our consolidated financial statements or disclosures.

In January 2017, the FASB issued ASU No. 2017-01 -Business Combinations (Topic 805) (“ASU 2017-01”), which clarifies the definition of a business. For accounting and financial reporting purposes, businesses are generally comprised of three elements; inputs, processes, and outputs. Integrated sets oflease assets and activities capable of providing these three elements may not always be considered a business, and the lack of one of the three elements does not always disqualify the set from being a business. The issuance of ASU 2017-01 provides a clarifying screen to determine when a set of assets and activities is not a business. Primarily, the screen requires that when substantially all of the fair value of the gross assets acquired is concentrated in a single identifiable asset or group of similar identifiable assets, the set is not a business. The amendments contained in ASU 2017-01 are effective for annual periods beginning after December 15, 2017 and may belease liabilities. We early adopted for certain transactions that have occurred before the new guidance effective date, but only when the underlying transaction has not been reportedJune 30, 2019, as further disclosed in theNote 16 to these financial statements that have been issued or made available for issuance. We do not expect ASU 2017-01 to have a material impact on our consolidated financial statements or disclosures unless we enter into a business combination.

In May 2017, the FASB issued ASU No. 2017-09,Compensation – Stock Compensation (Topic 718): Scope of Modification Accounting (“ASU 2017-09”), to provide clarity and reduce both diversity in practice and cost complexity when applying the guidance in Topic 718 to a change to the terms and conditions of a share-based payment award. ASU 2017-09 also provides guidance about the types of changes to the terms or conditions of a share-based payment award that require an entity to apply modification accounting in accordance with Topic 718. ASU 2017-09 is effective for annual periods beginning after December 15, 2017, and for interim periods therein. Early adoption is permitted. We do not expect the adoption of ASU 2017-09 to have a material impact on our consolidated financial statements or disclosures.statements.

In February 2018, the FASB issued ASU No. 2018-02,Reclassification of Certain Tax Effects from Accumulated Other Comprehensive Income (Topic 220)(“ASU 2018-02”), which permits entities to reclassify the tax effects stranded in accumulated other comprehensive income as a result of recent U.S.United States federal tax reforms to retained earnings. The guidance also requires entities to disclose their accounting policies with regards to the treatment of stranded tax effects not related to the Tax Cuts and Jobs Act. It allows entities to elect either a “security-by-security” approach or a “portfolio approach” to recognize the stranded tax effects from a valuation allowance release. Under the security-by-security approach, an entity will recognize the stranded tax effects associated with individual securities as it disposes of each security. Under the portfolio approach, an entity will recognize the stranded tax effects associated with a portfolio of securities when it has disposed of all securities within that portfolio. Entities can elect to apply the guidance retrospectively or in the period of adoption. This guidance is effective for fiscal years beginning after December 15, 2018 and interim periods therein, with early adoption permitted. We do not expect thatadopted the adoption of thisnew guidance will have aeffective July 1, 2019 with no material impact on our consolidated financial statements or disclosures. We elected the portfolio approach to recognize the stranded tax effects from our valuation allowance release.

In March 2020, the FASB issued ASU No. 2020-03, Codification Improvements to Financial Instruments (“ASU 2020-03”). ASU 2020-03 provides changes to clarify or improve existing guidance. This guidance is effective upon issuance. We adopted the new guidance effective March 31, 2020 with no impact on our consolidated financial statements or disclosures.

Recent Accounting Guidance Not Yet Adopted

In JuneAugust 2018, the FASB issued ASU No. 2018-07,2018-13, ImprovementsFair Value Measurement (Topic 820): Disclosure Framework — Changes to Nonemployee Share-Based Payment Accountingthe Disclosure Requirements for Fair Value Measurement (“ASU 2018-07”No. 2018-13”). ASU No. 2018-13 is part of the disclosure framework project and eliminates certain disclosure requirements for fair value measurements, requires entities to simplify the accounting for share-based payments to non-employees by aligning it with the accounting for share-based payments to employees, with certain exceptions.disclose new information, and modifies existing disclosure requirements. The new guidance expands the scope of ASC 718 to include share-based payments granted to non-employees in exchange for goods or services used or consumed in an entity’s own operations and supersedes the guidance in ASC 505-50. Under the guidance, the measurement of equity-classified non-employee awards will be fixed at the grant date. The guidance is effective for public companies in annual periodsfiscal years beginning after December 15, 2018,2019, including interim periods within those fiscal years. Early adoption is permitted. We are currently evaluating the impact this change will have on our consolidated financial statements and disclosures.

In November 2019, the FASB issued ASU No. 2019-10, Financial Instruments – Credit Losses (Topic 326), Derivatives and Hedging (Topic 815), and Leases (Topic 842): Effective Dates (“ASU 2019-10”). Among other things, ASU 2019-10 provides that ASU No. 2016-13, Financial Instruments—Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments (“ASU 2016-13”) will be effective for Public Business Entities that are SEC filers, excluding smaller reporting companies such as the Company, for fiscal years beginning after December 15, 2019 and interim periods within those fiscal years. EarlyFor all other entities, including smaller reporting companies like the Company, ASU 2016-13 will be effective for fiscal years beginning after December 15, 2022, including interim periods within those fiscal years. For all entities, early adoption is permitted, including in an interim period, but not before an entity adoptswill continue to be permitted. We are currently evaluating the new revenue guidance. We adoptedimpact that ASU 2018-07 effective July 1, 2018 and it2016-13 will not have a material impact on our consolidated financial statements orand disclosures.

In December 2019, the FASB issued ASU No. 2019-12, Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes (“ASU 2019-12”). ASU 2019-12 simplifies the accounting for income taxes by removing certain exceptions to the general principles in Topic 740 and clarifying and amending existing guidance. This guidance is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2020, with early adoption permitted. We are currently evaluating the impact that ASU 2019-12 will have on our consolidated financial statements and disclosures.

Item 7A. Quantitative and Qualitative Disclosures About Market Risk.

The information required by this item has been omitted as the Company qualifies as a smaller reporting company.

Item 8. Financial Statements and Supplementary Data.

The following consolidated financial statements and supplementary data are included herein.

Item 8. Consolidated Financial Statements and Supplementary Data.

The following consolidated financial statements and supplementary data are included herein.

Item 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure.

None.

Item 9A. Controls and Procedures.

Evaluation of Disclosure Controls and Procedures

Under the supervision and with the participation of our management, including our chief executive officer (“CEO”)President and chief financial officer (“CFO”),our CFO, we conducted an evaluation of the effectiveness of the design and operation of our disclosure controls and procedures, as such term is defined in Exchange Act Rules 13a-15(e) and 15d-15(e), as of June 30, 2018.2020. Based upon that evaluation, our CEOPresident and CFO concluded thatour disclosure controls and procedures were effective as of June 30, 2018.2020.

Management believes the consolidated financial statements included in this Annual Report on Form 10-K present fairly, in all material respects, our financial position, results of operations, and cash flows as of and for the periods presented.

Management’s Report on Internal Control over Financial Reporting

Our management is responsible for establishing and maintaining adequate internal control over financial reporting, as such term is defined in Exchange Act Rules 12a-15(f)13a-15(f) and 15d-15(f). Under the supervision and with the participation of our management, including our CEOPresident and CFO, we conducted an evaluation of the effectiveness of our internal control over financial reporting as of June 30, 20182020 based on criteria established in “Internal Control—Integrated Framework” (2013) by the Committee of Sponsoring Organizations of the Treadway Commission (COSO)(“COSO”). Based on this evaluation, our management concluded that our internal control over financial reporting was effective as of June 30, 2018.2020.

This Annual Report on Form 10-K does not include an attestation report of our independent registered public accounting firm regarding internal control over financial reporting. Management’s report was not subject to attestation by our independent registered public accounting firm in accordance with amendments to Section 404 of the Sarbanes-Oxley Act pursuant to Section 989G of the Dodd-Frank Wall Street Reform and Consumer Protection Act that permit us to provide only management’s report in this Annual Report on Form 10-K.

Because of its inherent limitations, internal control over financial reporting can provide only reasonable assurance that the objectives of the control system are met and may not prevent or detect misstatements. In addition, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

Changes in Internal Control over Financial Reporting

There were no changes toin our internal control over financial reporting during the quarter ended June 30, 20182020 that have materially affected, or are reasonably likely to materially affect, our internal controls over financial reporting.

Item 9B. Other Information.

None.

PART III

Item 10. Directors, Executive Officers and Corporate Governance.

CCUR Holdings will file with the SEC a definitive Proxy Statement for its 2020 Annual Meeting of Stockholders (the “Proxy Statement”) no later than 120 days after the close of its fiscal year ended June 30, 2020. The information required by this item regardingwith respect to the Registrant’sCompany’s executive officers is locatedappears in Part I of this Annual Report on Form 10-K under the caption “Executive Officers of the Registrant.heading “Information about our Executive Officers.”

The Registrant hereby incorporatesother information required by this item is furnished by incorporation by reference in this Annual Report on Form 10-K certainto the information under the captionsheadings “Election of Directors,”Directors” and “Corporate Governance and Committees of the Board,” and “Other Matters—Section 16(a) Beneficial Ownership Reporting Compliance”Board” in the Registrant's definitive Proxy Statement to be used in connection with its 2018 Annual Meeting of Stockholders (the “Registrant's 2018 Proxy Statement”).Statement.

We have adopted a written codeCode of ethics applicable to our principal executive, financial,Ethics for Senior Executive and accounting officers, or persons performing similar functions,Financial Officers (the “Code of Ethics”), which is intended to qualify as a “code of ethics” within the meaning of Item 406 of Regulation S-K.S-K of the Exchange Act. The codeCode of ethicsEthics applies to our principal executive officer, principal financial officer, principal accounting officer or controller, and persons performing similar functions. The Code of Ethics is posted on the InvestorsCorporate Governance page of our website (www.ccurholdings.com), under the ‘Company’ tab, then ‘Investors,’ then ‘Corporate Governance’. We will disclose information pertaining to any amendment to, or waiver from, the provisions of the Code of Ethics that apply to our principal executive officer, principal financial officer, principal accounting officer or controller, or persons performing similar functions, and that relate to any element of the Code of Ethics enumerated in the SEC rules and regulations by posting this information on the Corporate Governance page of our website (www.ccurholdings.com), under the ‘Company’ tab, then ‘Investors’ in the Corporate Governance section. If we amend or change, or grant a waiver from, our code of ethics applicable to our principal executive, financial and accounting officers, or persons performing similar functions, and that relates to any element of the code of ethics enumerated in the SEC rules, we will disclose these events through our website (www.ccurholdings.com), under the ‘Company’ tab‘Investors,’ then ‘Investors’ in the Corporate Governance section. A copy of the code of ethics will be furnished without charge upon written request delivered to the following address: Attn: Corporate Secretary, 4375 River Green Parkway, Suite 210, Duluth, Georgia 30096.‘Corporate Governance’.

Item 11. Executive Compensation.

The Registrant hereby incorporatesinformation required by this item is furnished by incorporation by reference in this Annual Report on Form 10-K certainto the information under the captionsheadings “Compensation Discussion and Analysis” (other than the Compensation Committee Report) and “Compensation of Directors” in the Registrant's 2018 Proxy Statement.

Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters.

The Registrant hereby incorporatesinformation required by this item is furnished by incorporation by reference in this Annual Report on Form 10-K certainto the information under the captionheadings “Common Stock Ownership of Management and Certain Beneficial Owners” and “Equity Compensation Plan Information” in the Registrant's 2018 Proxy Statement.

The Registrant knows of no contractual arrangements, including any pledge by any person of securities of the Registrant, the operation of which may at a subsequent date result in a change in control of the Registrant.

Item 13. Certain Relationships and Related Transactions, and Director Independence.

The Registrant hereby incorporatesinformation required by this item is furnished by incorporation by reference in this Annual Report on Form 10-K certainto the information under the captionheadings “Certain Relationships and Related Party Transactions” and “Election of Directors” in the Registrant’s 2018 Proxy Statement.

Item 14. Principal Accountant Fees and Services.

The Registrant hereby incorporatesinformation required by this item is furnished by incorporation by reference in this Annual Report on Form 10-K certainto the information under the caption “Principal Accountant Fees and Services”heading “Fees Paid to Independent Registered Public Accounting Firm” in the Registrant’s 2018 Proxy Statement.

PART IV

Item 15. Exhibits and Financial Statement Schedules.

(a) (1) Financial Statements Filed as Part of This Report:

Report of Independent Registered Public Accounting Firm

Consolidated Balance Sheets as of June 30, 20182020 and 20172019

Consolidated Statements of Operations for the fiscal years ended June 30, 20182020 and 20172019

Consolidated Statements of Comprehensive Income (Loss) for the fiscal years ended June 30, 20182020 and 20172019

Consolidated Statements of Stockholders'Stockholders’ Equity for the fiscal years ended June 30, 20182020 and 20172019

Consolidated Statements of Cash Flows for the fiscal years ended June 30, 20182020 and 20172019

Notes to Consolidated Financial Statements

(2) Financial Statement Schedules

Schedule IV – Mortgage Loans on Real Estate

All other financial statements and schedules not listed have been omitted since the required information is included in the Consolidated Financial Statements or the Notes thereto, or is not applicable, material, or required.

(3) Exhibits