Cover
Cover | 6 Months Ended |
Dec. 31, 2020 | |
Cover [Abstract] | |
Document Type | S-1 |
Entity Registrant Name | SelectQuote, Inc. |
Entity Incorporation, State or Country Code | DE |
Entity Tax Identification Number | 94-3339273 |
Entity Address, Address Line One | 6800 West 115th Street |
Entity Address, Address Line Two | Suite 2511 |
Entity Address, City or Town | Overland Park |
Entity Address, State or Province | KS |
Entity Address, Postal Zip Code | 66211 |
City Area Code | 913 |
Local Phone Number | 599-9225 |
Entity Filer Category | Non-accelerated Filer |
Entity Small Business | false |
Entity Emerging Growth Company | true |
Entity Ex Transition Period | false |
Entity Central Index Key | 0001794783 |
Amendment Flag | false |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets (Unaudited) - USD ($) $ in Thousands | Dec. 31, 2020 | Sep. 30, 2020 | Jul. 01, 2020 | Jun. 30, 2020 | Dec. 31, 2019 | Sep. 30, 2019 | Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2017 |
Assets, Current [Abstract] | |||||||||
Cash and cash equivalents | $ 209,739 | $ 321,065 | $ 14,987 | $ 570 | |||||
Restricted cash | 36,168 | 47,805 | 0 | ||||||
Accounts receivable | 146,989 | 83,634 | 59,829 | ||||||
Commissions receivable-current | 76,265 | 51,209 | 36,108 | ||||||
Other current assets | 7,383 | 10,121 | 6,450 | ||||||
Total current assets | 476,544 | 513,834 | 102,957 | ||||||
COMMISSIONS RECEIVABLE—Net | 655,828 | 461,752 | 279,489 | ||||||
PROPERTY AND EQUIPMENT—Net | 24,512 | 22,150 | |||||||
SOFTWARE—Net | 10,085 | 8,399 | 4,895 | ||||||
OPERATING LEASE RIGHT-OF-USE ASSETS | 29,182 | $ 29,700 | 0 | ||||||
INTANGIBLE ASSETS—Net | 18,015 | 19,673 | 218 | ||||||
Goodwill | 46,456 | 46,577 | 5,364 | ||||||
OTHER ASSETS | 1,427 | 1,408 | 258 | ||||||
TOTAL ASSETS | 1,262,049 | 1,073,793 | 406,940 | ||||||
Liabilities, Current [Abstract] | |||||||||
Accounts payable | 32,420 | 22,891 | 7,634 | ||||||
Accrued expenses | 15,535 | 14,936 | 6,015 | ||||||
Accrued compensation and benefits | 35,067 | 22,228 | 12,566 | ||||||
Earnout liability | 31,966 | 30,812 | 0 | ||||||
Operating lease liabilities—current | 5,093 | 0 | |||||||
Other current liabilities | 20,938 | 4,944 | 3,087 | ||||||
Total current liabilities | 141,019 | 95,811 | 33,222 | ||||||
DEBT | 313,336 | 311,814 | |||||||
DEFERRED INCOME TAXES | 131,121 | 105,844 | 81,252 | ||||||
OPERATING LEASE LIABILITIES | 36,958 | 0 | |||||||
OTHER LIABILITIES | 5,480 | 14,635 | 7,567 | ||||||
Total liabilities | 627,914 | 528,104 | 143,688 | ||||||
Equity [Abstract] | |||||||||
Common Stock, Value, Issued | 1,628 | 1,622 | 906 | ||||||
Additional Paid in Capital | 545,441 | 548,113 | 138,378 | ||||||
Retained Earnings (Accumulated Deficit) | 88,461 | (2,792) | 200,446 | ||||||
Accumulated Other Comprehensive Income (Loss), Net of Tax | (1,395) | (1,254) | 0 | ||||||
Stockholders' Equity Attributable to Parent, Total | 634,135 | $ 544,974 | 545,689 | $ 38,919 | $ 262,475 | 262,455 | $ 187,129 | $ 153,921 | |
Liabilities and Equity, Total | $ 1,262,049 | $ 1,073,793 | $ 406,940 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares | Dec. 31, 2020 | Jun. 30, 2020 | Jun. 30, 2019 |
Statement of Financial Position [Abstract] | |||
Common stock, par value, (dollars per share) | $ 0.01 | $ 0.01 | $ 0.01 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Comprehensive Income (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | 12 Months Ended | |||||||||||
Dec. 31, 2020 | Jun. 30, 2020 | Mar. 31, 2020 | Dec. 31, 2019 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2018 | Sep. 30, 2018 | Dec. 31, 2020 | Dec. 31, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2018 | |
Revenues [Abstract] | ||||||||||||||
Revenue from Contract with Customer, Excluding Assessed Tax | $ 358,274 | $ 141,447 | $ 148,605 | $ 176,297 | $ 65,167 | $ 74,399 | $ 87,211 | $ 119,938 | $ 55,921 | $ 482,443 | $ 241,464 | $ 531,515 | $ 337,469 | $ 233,688 |
Operating Costs and Expenses [Abstract] | ||||||||||||||
Cost of revenue | 84,121 | 50,484 | 135,166 | 83,121 | 167,399 | 104,421 | 83,340 | |||||||
Marketing and advertising | 132,206 | 50,871 | 182,006 | 76,972 | 184,157 | 110,265 | 82,122 | |||||||
General and administrative | 13,043 | 13,997 | 25,245 | 19,123 | 35,283 | 18,169 | 15,157 | |||||||
Technical development | 4,750 | 3,510 | 8,598 | 6,223 | 12,347 | 8,326 | 9,913 | |||||||
Total operating costs and expenses | 234,120 | 118,862 | 351,015 | 185,439 | 399,186 | 241,181 | 190,532 | |||||||
INCOME FROM OPERATIONS | 124,154 | 35,862 | 40,443 | 57,435 | (1,410) | 17,265 | 29,599 | 45,685 | 3,739 | 131,428 | 56,025 | 132,329 | 96,288 | 43,156 |
INTEREST EXPENSE, NET | (6,782) | (6,178) | (13,543) | (6,883) | (25,761) | (1,660) | (929) | |||||||
OTHER EXPENSES, NET | (416) | (3) | (1,196) | (16) | (405) | (15) | (709) | |||||||
INCOME BEFORE INCOME TAX EXPENSE | 116,956 | 51,254 | 116,689 | 49,126 | 106,163 | 94,613 | 41,518 | |||||||
INCOME TAX EXPENSE | 26,540 | 12,184 | 25,436 | 11,744 | 25,016 | 22,034 | 6,619 | |||||||
NET INCOME | $ 90,416 | $ 20,049 | $ 23,716 | $ 39,070 | $ (1,688) | $ 12,886 | $ 22,238 | $ 34,663 | $ 2,792 | $ 91,253 | $ 37,382 | $ 81,147 | $ 72,579 | $ 34,899 |
Earnings Per Share [Abstract] | ||||||||||||||
Basic (in dollars per share) | $ 0.56 | $ 0.15 | $ 0.23 | $ (0.56) | $ (0.05) | $ 0.11 | $ 0.22 | $ 0.37 | $ 0 | $ 0.56 | $ (0.62) | $ (0.16) | $ 0.70 | $ 0.27 |
Diluted (in dollars per share) | $ 0.55 | $ 0.13 | $ 0.17 | $ (0.56) | $ (0.05) | $ 0.09 | $ 0.17 | $ 0.26 | $ 0 | $ 0.55 | $ (0.62) | $ (0.16) | $ 0.55 | $ 0.23 |
Earnings Per Share, Basic and Diluted, Other Disclosures [Abstract] | ||||||||||||||
Basic (in shares) | 162,645,000 | 90,374,000 | 162,546,000 | 88,945,000 | 97,496,000 | 85,378,000 | 81,314,000 | |||||||
Diluted (in shares) | 165,563,000 | 90,374,000 | 165,377,000 | 88,945,000 | 97,496,000 | 132,491,000 | 96,421,000 | |||||||
Other Comprehensive Income (Loss), Net of Tax [Abstract] | ||||||||||||||
Gain (loss) on cash flow hedge | $ 116 | $ 0 | $ (141) | $ 0 | $ (1,254) | $ 0 | $ 0 | |||||||
OTHER COMPREHENSIVE GAIN (LOSS) | 116 | 0 | (141) | 0 | (1,254) | 0 | 0 | |||||||
COMPREHENSIVE INCOME | 90,532 | 39,070 | 91,112 | 37,382 | 79,893 | 72,579 | 34,899 | |||||||
Commission | ||||||||||||||
Revenues [Abstract] | ||||||||||||||
Revenue from Contract with Customer, Excluding Assessed Tax | 320,974 | 158,650 | 427,519 | 216,472 | 476,606 | 296,000 | 206,611 | |||||||
Production bonus and other revenue | ||||||||||||||
Revenues [Abstract] | ||||||||||||||
Revenue from Contract with Customer, Excluding Assessed Tax | $ 37,300 | $ 17,647 | $ 54,924 | $ 24,992 | $ 54,909 | $ 41,469 | $ 27,077 |
Consolidated Statements of Chan
Consolidated Statements of Changes in Shareholders' Equity (Unaudited) - USD ($) $ in Thousands | Total | Common Stock [Member] | Additional Paid-in Capital [Member] | Retained Earnings/(Accumulated Deficit) | Treasury Stock [Member] | AOCI Attributable to Parent [Member] |
Beginning balance (in shares) at Jun. 30, 2017 | 84,771,000 | |||||
Beginning balance at Jun. 30, 2017 | $ 153,921 | $ 849 | $ 133,417 | $ 96,455 | $ (76,800) | $ 0 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Net income | 34,899 | 34,899 | ||||
Exercise of employee stock options, net of shares withheld for cashless exercises and to cover tax withholdings (in shares) | 496,000 | |||||
Exercise of employee stock options, net of shares withheld for cashless exercises and to cover tax withholdings | 565 | $ 1 | 564 | |||
Share-based compensation expense | 67 | 67 | ||||
Dividends paid | (1,882) | (1,882) | ||||
Ending balance (in shares) at Jun. 30, 2018 | 84,997,000 | |||||
Ending balance at Jun. 30, 2018 | 187,129 | $ 850 | 134,048 | 129,472 | (77,241) | 0 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Net income | 72,579 | 72,579 | ||||
Exercise of employee stock options, net of shares withheld for cashless exercises and to cover tax withholdings (in shares) | 5,642,000 | |||||
Exercise of employee stock options, net of shares withheld for cashless exercises and to cover tax withholdings | 4,300 | $ 56 | 4,244 | |||
Share-based compensation expense | 86 | 86 | ||||
Dividends paid | (1,958) | (1,958) | ||||
Ending balance (in shares) at Jun. 30, 2019 | 90,619,000 | |||||
Ending balance at Jun. 30, 2019 | 262,455 | $ 906 | 138,378 | 200,446 | (77,275) | 0 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Net income | (1,688) | |||||
Ending balance (in shares) at Sep. 30, 2019 | 91,967,000 | |||||
Ending balance at Sep. 30, 2019 | 262,475 | $ 920 | 140,072 | 198,758 | (77,275) | |
Beginning balance (in shares) at Jun. 30, 2019 | 90,619,000 | |||||
Beginning balance at Jun. 30, 2019 | 262,455 | $ 906 | 138,378 | 200,446 | (77,275) | 0 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Net income | 37,382 | 37,382 | ||||
Exercise of employee stock options, net of shares withheld for cashless exercises and to cover tax withholdings (in shares) | 4,651,000 | |||||
Exercise of employee stock options, net of shares withheld for cashless exercises and to cover tax withholdings | 4,819 | $ 47 | 4,772 | |||
Share-based compensation expense | 9,263 | 9,263 | ||||
Dividends paid | (207,341) | (207,341) | ||||
Dividends paid on unexercised stock options | (9,221) | (9,221) | ||||
Return of capital | (58,438) | (58,438) | ||||
Ending balance (in shares) at Dec. 31, 2019 | 95,270,000 | |||||
Ending balance at Dec. 31, 2019 | 38,919 | $ 953 | 84,754 | 30,487 | (77,275) | |
Beginning balance (in shares) at Jun. 30, 2019 | 90,619,000 | |||||
Beginning balance at Jun. 30, 2019 | 262,455 | $ 906 | 138,378 | 200,446 | (77,275) | 0 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Net income | 81,147 | 81,147 | ||||
Loss on cash flow hedge, net of tax | (1,295) | (1,295) | ||||
Amount reclassified into earnings, net tax | $ (41) | (41) | ||||
Exercise of employee stock options, net of shares withheld for cashless exercises and to cover tax withholdings (in shares) | 5,535,327 | 5,495,000 | ||||
Exercise of employee stock options, net of shares withheld for cashless exercises and to cover tax withholdings | $ 5,506 | $ 56 | 5,450 | |||
Share-based compensation expense | 9,483 | 9,483 | ||||
Dividends paid | (207,341) | (207,341) | ||||
Dividends paid on unexercised stock options | (9,221) | (9,221) | ||||
Return of capital | (58,438) | (58,438) | ||||
Ending balance (in shares) at Jun. 30, 2020 | 162,191,000 | |||||
Ending balance at Jun. 30, 2020 | 545,689 | $ 1,622 | 548,113 | (2,792) | 0 | (1,254) |
Beginning balance (in shares) at Sep. 30, 2019 | 91,967,000 | |||||
Beginning balance at Sep. 30, 2019 | 262,475 | $ 920 | 140,072 | 198,758 | (77,275) | |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Net income | 39,070 | 39,070 | ||||
Exercise of employee stock options, net of shares withheld for cashless exercises and to cover tax withholdings (in shares) | 3,303,000 | |||||
Exercise of employee stock options, net of shares withheld for cashless exercises and to cover tax withholdings | 3,133 | $ 33 | 3,100 | |||
Share-based compensation expense | 9,241 | 9,241 | ||||
Dividends paid | (207,341) | (207,341) | ||||
Dividends paid on unexercised stock options | (9,221) | (9,221) | ||||
Return of capital | (58,438) | (58,438) | ||||
Ending balance (in shares) at Dec. 31, 2019 | 95,270,000 | |||||
Ending balance at Dec. 31, 2019 | 38,919 | $ 953 | 84,754 | 30,487 | (77,275) | |
Beginning balance (in shares) at Jun. 30, 2020 | 162,191,000 | |||||
Beginning balance at Jun. 30, 2020 | 545,689 | $ 1,622 | 548,113 | (2,792) | $ 0 | (1,254) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Net income | 91,253 | 91,253 | ||||
Loss on cash flow hedge, net of tax | (375) | (375) | ||||
Amount reclassified into earnings, net tax | $ 234 | 234 | ||||
Exercise of employee stock options, net of shares withheld for cashless exercises and to cover tax withholdings (in shares) | 862,566 | 583,000 | ||||
Exercise of employee stock options, net of shares withheld for cashless exercises and to cover tax withholdings | $ (4,906) | $ 6 | (4,912) | |||
Share-based compensation expense | 2,240 | 2,240 | ||||
Return of capital | (58,400) | |||||
Ending balance (in shares) at Dec. 31, 2020 | 162,774,000 | |||||
Ending balance at Dec. 31, 2020 | 634,135 | $ 1,628 | 545,441 | 88,461 | (1,395) | |
Beginning balance (in shares) at Sep. 30, 2020 | 162,507,000 | |||||
Beginning balance at Sep. 30, 2020 | 544,974 | $ 1,625 | 546,815 | (1,955) | (1,511) | |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Net income | 90,416 | 90,416 | ||||
Loss on cash flow hedge, net of tax | 0 | |||||
Amount reclassified into earnings, net tax | 116 | 116 | ||||
Exercise of employee stock options, net of shares withheld for cashless exercises and to cover tax withholdings (in shares) | 267,000 | |||||
Exercise of employee stock options, net of shares withheld for cashless exercises and to cover tax withholdings | (2,707) | $ 3 | (2,710) | |||
Share-based compensation expense | 1,336 | 1,336 | ||||
Ending balance (in shares) at Dec. 31, 2020 | 162,774,000 | |||||
Ending balance at Dec. 31, 2020 | $ 634,135 | $ 1,628 | $ 545,441 | $ 88,461 | $ (1,395) |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Changes in Shareholders' Equity (Parenthetical) | 3 Months Ended |
Dec. 31, 2019$ / shares | |
Statement of Stockholders' Equity [Abstract] | |
Common stock dividends paid (in dollars per share) | $ 1.96 |
Preferred stock dividends paid (in dollars per share) | $ 15.66 |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) | 6 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Net income | $ 91,253,000 | $ 37,382,000 |
Adjustments to Reconcile Net Income (Loss) to Cash Provided by (Used in) Operating Activities [Abstract] | ||
Depreciation, Amortization and Accretion, Net | 6,937,000 | 3,168,000 |
Loss on disposal of property, equipment, and software | 162,000 | (2,000) |
Stock compensation expense | 2,259,000 | 9,263,000 |
Deferred income taxes | 25,321,000 | 11,759,000 |
Amortization of debt issuance costs and debt discount | 1,644,000 | 592,000 |
Fair value adjustments to contingent earnout obligations | 1,153,000 | 0 |
Operating Lease, Right-of-Use Asset, Amortization Expense | 1,887,000 | 0 |
Changes in operating assets and liabilities: | ||
Accounts receivable | (63,355,000) | (13,050,000) |
Commissions receivable | (219,132,000) | (110,792,000) |
Other assets | 1,906,000 | 856,000 |
Accounts payable and accrued expenses | 15,692,000 | 4,985,000 |
Other liabilities | (1,245,000) | 0 |
Other liabilities | 32,370,000 | 5,237,000 |
Net cash (used in) provided by operating activities | (103,148,000) | (50,602,000) |
CASH FLOWS FROM INVESTING ACTIVITIES: | ||
Purchases of property and equipment | (5,768,000) | (5,499,000) |
Proceeds from sales of property and equipment | 0 | 3,000 |
Purchases of software and capitalized software development costs | (3,449,000) | (2,434,000) |
Acquisition of business, net of cash acquired | 121,000 | 0 |
Net cash used in investing activities | (9,096,000) | (7,930,000) |
CASH FLOWS FROM FINANCING ACTIVITIES: | ||
Proceeds from revolving line of credit | 0 | 83,602,000 |
Payments on revolving line of credit | 0 | (91,778,000) |
Net proceeds from Term Loan | 0 | 416,500,000 |
Proceeds from non-recourse debt | 0 | 8,425,000 |
Payments on Term Loan | (108,000) | (1,440,000) |
Proceeds from common stock option exercises | 391,000 | 4,819,000 |
Payments of Ordinary Dividends, Common Stock | 0 | (275,000,000) |
Debt issuance costs | (5,320,000) | 0 |
Payments of costs incurred in connection with private placement | 0 | (7,694,000) |
Net cash provided by financing activities | (10,719,000) | 135,831,000 |
NET INCREASE IN CASH, CASH EQUIVALENTS, AND RESTRICTED CASH | (122,963,000) | 77,299,000 |
CASH, CASH EQUIVALENTS, AND RESTRICTED CASH—Beginning of year | 368,870,000 | 570,000 |
CASH, CASH EQUIVALENTS, AND RESTRICTED CASH—End of year | 245,907,000 | 77,869,000 |
Cash, Cash Equivalents, Restricted Cash and Restricted Cash Equivalents [Abstract] | ||
Cash, Cash Equivalents, Restricted Cash and Restricted Cash Equivalents, Total | 368,870,000 | 570,000 |
SUPPLEMENTAL CASH FLOW INFORMATION: | ||
Interest paid, net | (11,953,000) | (6,067,000) |
Refunds (payment) of income taxes, net | (86,000) | (38,000) |
Private Placement | ||
CASH FLOWS FROM FINANCING ACTIVITIES: | ||
Payments of costs incurred in connection with initial public offering | (1,771,000) | 0 |
IPO | ||
CASH FLOWS FROM FINANCING ACTIVITIES: | ||
Payments of costs incurred in connection with initial public offering | $ (3,911,000) | $ (1,603,000) |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) | Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2019 |
Assets, Current [Abstract] | |||
Cash and cash equivalents | $ 321,065,000 | $ 570,000 | |
Restricted cash | 47,805,000 | 0 | |
Accounts receivable | 83,634,000 | 59,829,000 | |
Commissions receivable-current | 51,209,000 | 36,108,000 | |
Other current assets | 10,121,000 | 6,450,000 | |
Total current assets | 513,834,000 | 102,957,000 | |
COMMISSIONS RECEIVABLE—Net | 461,752,000 | 279,489,000 | |
PROPERTY AND EQUIPMENT—Net | 22,150,000 | ||
PROPERTY AND EQUIPMENT—Net | 22,150,000 | 13,759,000 | |
OPERATING LEASE RIGHT-OF-USE ASSETS | 0 | ||
SOFTWARE—Net | 8,399,000 | 4,895,000 | |
INTANGIBLE ASSETS—Net | 19,673,000 | 218,000 | |
Goodwill | 46,577,000 | 5,364,000 | |
OTHER ASSETS | 1,408,000 | 258,000 | |
TOTAL ASSETS | 1,073,793,000 | 406,940,000 | |
Liabilities, Current [Abstract] | |||
Accounts payable | 22,891,000 | 7,634,000 | |
Accrued expenses | 14,936,000 | 6,015,000 | |
Accrued compensation and benefits | 22,228,000 | 12,566,000 | |
Non-recourse debt—current | 0 | 3,920,000 | |
Operating lease liabilities—current | 0 | ||
Earnout liability | 30,812,000 | 0 | |
Other current liabilities | 4,944,000 | 3,087,000 | |
Total current liabilities | 95,811,000 | 33,222,000 | |
DEBT | 311,814,000 | ||
Other Long-term Debt, Noncurrent | 311,814,000 | 11,032,000 | |
Secured Long-term Debt, Noncurrent | 0 | 10,615,000 | |
DEFERRED INCOME TAXES | 105,844,000 | 81,252,000 | |
OPERATING LEASE LIABILITIES | 0 | ||
OTHER LIABILITIES | 14,635,000 | 7,567,000 | |
Total liabilities | 528,104,000 | 143,688,000 | |
Commitments and Contingencies | |||
TEMPORARY EQUITY: | |||
Total temporary equity | 0 | 797,000 | |
Equity [Abstract] | |||
Common Stock, Value, Issued | 1,622,000 | 906,000 | |
Additional Paid in Capital | 548,113,000 | 138,378,000 | |
Treasury stock—No treasury shares as of June 30, 2020, and 4,041,223 shares at cost as of June 30, 2019 | 0 | (77,275,000) | |
Retained Earnings (Accumulated Deficit) | (2,792,000) | 200,446,000 | |
Accumulated Other Comprehensive Income (Loss), Net of Tax | (1,254,000) | 0 | |
Stockholders' Equity Attributable to Parent, Total | 545,689,000 | 262,455,000 | |
Liabilities and Equity, Total | $ 1,073,793,000 | $ 406,940,000 | |
Common stock, par value, (dollars per share) | $ 0.01 | $ 0.01 | |
Common stock, shares authorized (in shares) | 700,000,000 | 184,000,000 | |
Common stock, shares issued (in shares) | 162,190,730 | 90,619,204 | |
Common stock, shares outstanding (in shares) | 162,190,730 | 87,097,912 | |
Treasury stock (in shares) | 0 | 4,041,223 | |
Redeemable Convertible Preferred Stock Class A | |||
TEMPORARY EQUITY: | |||
Total temporary equity | $ 0 | $ 171,000 | |
Equity [Abstract] | |||
Temporary equity, shares authorized (in shares) | 1,137,235 | ||
Temporary equity, shares outstanding (in shares) | 0 | 847,776 | |
Temporary equity, shares issued (in shares) | 0 | 1,137,235,000 | |
Temporary equity, liquidation preference | $ 127 | ||
Temporary equity, par value (in dollars per share) | $ 0.01 | $ 0.01 | |
Redeemable Convertible Preferred Stock Class B | |||
TEMPORARY EQUITY: | |||
Total temporary equity | $ 0 | $ 501,000 | |
Equity [Abstract] | |||
Temporary equity, shares authorized (in shares) | 821,690 | ||
Temporary equity, shares outstanding (in shares) | 0 | 609,774 | |
Temporary equity, shares issued (in shares) | 0 | 821,690,000 | |
Temporary equity, liquidation preference | $ 372 | ||
Temporary equity, par value (in dollars per share) | $ 0.01 | $ 0.01 | |
Preferred Class C | |||
TEMPORARY EQUITY: | |||
Total temporary equity | $ 0 | $ 85,000 | |
Equity [Abstract] | |||
Temporary equity, shares authorized (in shares) | 69,925 | ||
Temporary equity, shares outstanding (in shares) | 0 | 51,369 | |
Temporary equity, shares issued (in shares) | 0 | 69,925 | |
Temporary equity, liquidation preference | $ 63 | ||
Temporary equity, par value (in dollars per share) | $ 0.01 | $ 0.01 | |
Preferred Class D | |||
TEMPORARY EQUITY: | |||
Total temporary equity | $ 0 | $ 40,000 | |
Equity [Abstract] | |||
Temporary equity, shares authorized (in shares) | 4,000,000 | ||
Temporary equity, shares outstanding (in shares) | 0 | 4,000,000 | |
Temporary equity, shares issued (in shares) | 0 | 4,000,000 | |
Temporary equity, liquidation preference | $ 127,244 | ||
Temporary equity, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - USD ($) | Jun. 30, 2020 | Jun. 30, 2019 |
Common stock, par value, (dollars per share) | $ 0.01 | $ 0.01 |
Common stock, shares authorized (in shares) | 700,000,000 | 184,000,000 |
Common stock, shares issued (in shares) | 162,190,730 | 90,619,204 |
Common stock, shares outstanding (in shares) | 162,190,730 | 87,097,912 |
Treasury stock (in shares) | 0 | 4,041,223 |
Redeemable Convertible Preferred Stock Class A | ||
Temporary equity, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Temporary equity, shares authorized (in shares) | 1,137,235 | |
Temporary equity, shares issued (in shares) | 0 | 1,137,235,000 |
Temporary equity, shares outstanding (in shares) | 0 | 847,776 |
Temporary equity, liquidation preference | $ 127 | |
Redeemable Convertible Preferred Stock Class B | ||
Temporary equity, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Temporary equity, shares authorized (in shares) | 821,690 | |
Temporary equity, shares issued (in shares) | 0 | 821,690,000 |
Temporary equity, shares outstanding (in shares) | 0 | 609,774 |
Temporary equity, liquidation preference | $ 372 | |
Preferred Class C | ||
Temporary equity, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Temporary equity, shares authorized (in shares) | 69,925 | |
Temporary equity, shares issued (in shares) | 0 | 69,925 |
Temporary equity, shares outstanding (in shares) | 0 | 51,369 |
Temporary equity, liquidation preference | $ 63 | |
Preferred Class D | ||
Temporary equity, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Temporary equity, shares authorized (in shares) | 4,000,000 | |
Temporary equity, shares issued (in shares) | 0 | 4,000,000 |
Temporary equity, shares outstanding (in shares) | 0 | 4,000,000 |
Temporary equity, liquidation preference | $ 127,244 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Income - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | 12 Months Ended | |||||||||||
Dec. 31, 2020 | Jun. 30, 2020 | Mar. 31, 2020 | Dec. 31, 2019 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2018 | Sep. 30, 2018 | Dec. 31, 2020 | Dec. 31, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2018 | |
Revenues [Abstract] | ||||||||||||||
Revenue from Contract with Customer, Excluding Assessed Tax | $ 358,274 | $ 141,447 | $ 148,605 | $ 176,297 | $ 65,167 | $ 74,399 | $ 87,211 | $ 119,938 | $ 55,921 | $ 482,443 | $ 241,464 | $ 531,515 | $ 337,469 | $ 233,688 |
Operating Costs and Expenses [Abstract] | ||||||||||||||
Cost of revenue | 84,121 | 50,484 | 135,166 | 83,121 | 167,399 | 104,421 | 83,340 | |||||||
Marketing and advertising | 132,206 | 50,871 | 182,006 | 76,972 | 184,157 | 110,265 | 82,122 | |||||||
General and administrative | 13,043 | 13,997 | 25,245 | 19,123 | 35,283 | 18,169 | 15,157 | |||||||
Technical development | 4,750 | 3,510 | 8,598 | 6,223 | 12,347 | 8,326 | 9,913 | |||||||
Total operating costs and expenses | 234,120 | 118,862 | 351,015 | 185,439 | 399,186 | 241,181 | 190,532 | |||||||
INCOME FROM OPERATIONS | 124,154 | 35,862 | 40,443 | 57,435 | (1,410) | 17,265 | 29,599 | 45,685 | 3,739 | 131,428 | 56,025 | 132,329 | 96,288 | 43,156 |
INTEREST EXPENSE, NET | (6,782) | (6,178) | (13,543) | (6,883) | (25,761) | (1,660) | (929) | |||||||
OTHER EXPENSES, NET | (416) | (3) | (1,196) | (16) | (405) | (15) | (709) | |||||||
INCOME BEFORE INCOME TAX EXPENSE | 116,956 | 51,254 | 116,689 | 49,126 | 106,163 | 94,613 | 41,518 | |||||||
INCOME TAX EXPENSE | 26,540 | 12,184 | 25,436 | 11,744 | 25,016 | 22,034 | 6,619 | |||||||
NET INCOME | $ 90,416 | $ 20,049 | $ 23,716 | $ 39,070 | $ (1,688) | $ 12,886 | $ 22,238 | $ 34,663 | $ 2,792 | $ 91,253 | $ 37,382 | $ 81,147 | $ 72,579 | $ 34,899 |
Earnings Per Share [Abstract] | ||||||||||||||
Basic (in dollars per share) | $ 0.56 | $ 0.15 | $ 0.23 | $ (0.56) | $ (0.05) | $ 0.11 | $ 0.22 | $ 0.37 | $ 0 | $ 0.56 | $ (0.62) | $ (0.16) | $ 0.70 | $ 0.27 |
Diluted (in dollars per share) | $ 0.55 | $ 0.13 | $ 0.17 | $ (0.56) | $ (0.05) | $ 0.09 | $ 0.17 | $ 0.26 | $ 0 | $ 0.55 | $ (0.62) | $ (0.16) | $ 0.55 | $ 0.23 |
Earnings Per Share, Basic and Diluted, Other Disclosures [Abstract] | ||||||||||||||
Basic (in shares) | 162,645,000 | 90,374,000 | 162,546,000 | 88,945,000 | 97,496,000 | 85,378,000 | 81,314,000 | |||||||
Diluted (in shares) | 165,563,000 | 90,374,000 | 165,377,000 | 88,945,000 | 97,496,000 | 132,491,000 | 96,421,000 | |||||||
Other Comprehensive Income (Loss), Net of Tax [Abstract] | ||||||||||||||
Gain (loss) on cash flow hedge | $ 116 | $ 0 | $ (141) | $ 0 | $ (1,254) | $ 0 | $ 0 | |||||||
OTHER COMPREHENSIVE GAIN (LOSS) | 116 | 0 | (141) | 0 | (1,254) | 0 | 0 | |||||||
COMPREHENSIVE INCOME | 90,532 | 39,070 | 91,112 | 37,382 | 79,893 | 72,579 | 34,899 | |||||||
Commission | ||||||||||||||
Revenues [Abstract] | ||||||||||||||
Revenue from Contract with Customer, Excluding Assessed Tax | 320,974 | 158,650 | 427,519 | 216,472 | 476,606 | 296,000 | 206,611 | |||||||
Production bonus and other revenue | ||||||||||||||
Revenues [Abstract] | ||||||||||||||
Revenue from Contract with Customer, Excluding Assessed Tax | $ 37,300 | $ 17,647 | $ 54,924 | $ 24,992 | $ 54,909 | $ 41,469 | $ 27,077 |
Consolidated Statements of Ch_2
Consolidated Statements of Changes in Shareholders' Equity - USD ($) $ in Thousands | Total | Preferred Stock | Cumulative Effect, Period of Adoption, Adjustment | Common Stock [Member] | Additional Paid-in Capital [Member] | Retained Earnings/(Accumulated Deficit) | Retained Earnings/(Accumulated Deficit)Cumulative Effect, Period of Adoption, Adjustment | Treasury Stock [Member] | AOCI Attributable to Parent [Member] |
Beginning balance (in shares) at Jun. 30, 2017 | 84,771,000 | ||||||||
Beginning balance at Jun. 30, 2017 | $ 153,921 | $ 849 | $ 133,417 | $ 96,455 | $ (76,800) | $ 0 | |||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||
Net income | 34,899 | 34,899 | |||||||
Exercise of employee stock options, net of shares withheld for cashless exercises and to cover tax withholdings (in shares) | 496,000 | ||||||||
Exercise of employee stock options, net of shares withheld for cashless exercises and to cover tax withholdings | 565 | $ 1 | 564 | ||||||
Share-based compensation expense | 67 | 67 | |||||||
Dividends paid | (1,882) | (1,882) | |||||||
Common stock repurchased (in shares) | (270,000) | ||||||||
Common stock repurchased | (441) | (441) | |||||||
Ending balance (in shares) at Jun. 30, 2018 | 84,997,000 | ||||||||
Ending balance at Jun. 30, 2018 | 187,129 | $ 353 | $ 850 | 134,048 | 129,472 | $ 353 | (77,241) | 0 | |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||
Net income | 72,579 | 72,579 | |||||||
Exercise of employee stock options, net of shares withheld for cashless exercises and to cover tax withholdings (in shares) | 5,642,000 | ||||||||
Exercise of employee stock options, net of shares withheld for cashless exercises and to cover tax withholdings | 4,300 | $ 56 | 4,244 | ||||||
Share-based compensation expense | 86 | 86 | |||||||
Dividends paid | (1,958) | (1,958) | |||||||
Common stock repurchased (in shares) | (20,000) | ||||||||
Common stock repurchased | (34) | ||||||||
Ending balance (in shares) at Jun. 30, 2019 | 90,619,000 | ||||||||
Ending balance at Jun. 30, 2019 | 262,455 | 400 | $ 906 | 138,378 | 200,446 | (77,275) | 0 | ||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||
Net income | (1,688) | ||||||||
Ending balance (in shares) at Sep. 30, 2019 | 91,967,000 | ||||||||
Ending balance at Sep. 30, 2019 | 262,475 | $ 920 | 140,072 | 198,758 | (77,275) | ||||
Beginning balance (in shares) at Jun. 30, 2019 | 90,619,000 | ||||||||
Beginning balance at Jun. 30, 2019 | 262,455 | 400 | $ 906 | 138,378 | 200,446 | (77,275) | 0 | ||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||
Net income | 37,382 | 37,382 | |||||||
Exercise of employee stock options, net of shares withheld for cashless exercises and to cover tax withholdings (in shares) | 4,651,000 | ||||||||
Exercise of employee stock options, net of shares withheld for cashless exercises and to cover tax withholdings | 4,819 | $ 47 | 4,772 | ||||||
Share-based compensation expense | 9,263 | 9,263 | |||||||
Dividends paid | (207,341) | (207,341) | |||||||
Dividends paid on unexercised stock options | (9,221) | (9,221) | |||||||
Return of capital | (58,438) | (58,438) | |||||||
Ending balance (in shares) at Dec. 31, 2019 | 95,270,000 | ||||||||
Ending balance at Dec. 31, 2019 | 38,919 | $ 953 | 84,754 | 30,487 | (77,275) | ||||
Beginning balance (in shares) at Jun. 30, 2019 | 90,619,000 | ||||||||
Beginning balance at Jun. 30, 2019 | 262,455 | $ 400 | $ 906 | 138,378 | 200,446 | (77,275) | 0 | ||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||
Net income | 81,147 | 81,147 | |||||||
Loss on cash flow hedge, net of tax | (1,295) | (1,295) | |||||||
Other Comprehensive Income (Loss), Cash Flow Hedge, Gain (Loss), Reclassification, after Tax | $ 41 | 41 | |||||||
Exercise of employee stock options, net of shares withheld for cashless exercises and to cover tax withholdings (in shares) | 5,535,327 | 5,495,000 | |||||||
Exercise of employee stock options, net of shares withheld for cashless exercises and to cover tax withholdings | $ 5,506 | $ 56 | 5,450 | ||||||
Share-based compensation expense | 9,483 | 9,483 | |||||||
Issuance and conversion of preferred shares, net of transaction fees (in shares) | 51,571,000 | ||||||||
Stock Issued During Period, Value, Conversion of Convertible Securities | 130,047 | $ 200 | $ 516 | 129,531 | |||||
Dividends paid | (207,341) | (207,341) | |||||||
Dividends paid on unexercised stock options | (9,221) | (9,221) | |||||||
Return of capital | (58,438) | (58,438) | |||||||
Treasury stock retired (in shares) | (3,520,000) | ||||||||
Treasury stock retirement | 195 | $ (200) | $ (36) | (77,044) | 77,275 | ||||
Proceeds from initial public offering (in shares) | 18,026,000 | ||||||||
Proceeds from initial public offering, net of underwriters’ discounts and commissions and other offering expenses | 333,110 | $ 180 | 332,930 | ||||||
Ending balance (in shares) at Jun. 30, 2020 | 162,191,000 | ||||||||
Ending balance at Jun. 30, 2020 | $ 545,689 | $ 1,622 | 548,113 | (2,792) | 0 | (1,254) | |||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||
Accounting Standards Update [Extensible List] | us-gaap:AccountingStandardsUpdate201609Member | ||||||||
Beginning balance (in shares) at Sep. 30, 2019 | 91,967,000 | ||||||||
Beginning balance at Sep. 30, 2019 | $ 262,475 | $ 920 | 140,072 | 198,758 | (77,275) | ||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||
Net income | 39,070 | 39,070 | |||||||
Exercise of employee stock options, net of shares withheld for cashless exercises and to cover tax withholdings (in shares) | 3,303,000 | ||||||||
Exercise of employee stock options, net of shares withheld for cashless exercises and to cover tax withholdings | 3,133 | $ 33 | 3,100 | ||||||
Share-based compensation expense | 9,241 | 9,241 | |||||||
Dividends paid | (207,341) | (207,341) | |||||||
Dividends paid on unexercised stock options | (9,221) | (9,221) | |||||||
Return of capital | (58,438) | (58,438) | |||||||
Ending balance (in shares) at Dec. 31, 2019 | 95,270,000 | ||||||||
Ending balance at Dec. 31, 2019 | 38,919 | $ 953 | 84,754 | 30,487 | (77,275) | ||||
Beginning balance (in shares) at Jun. 30, 2020 | 162,191,000 | ||||||||
Beginning balance at Jun. 30, 2020 | 545,689 | $ 1,622 | 548,113 | (2,792) | $ 0 | (1,254) | |||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||
Net income | 91,253 | 91,253 | |||||||
Loss on cash flow hedge, net of tax | (375) | (375) | |||||||
Other Comprehensive Income (Loss), Cash Flow Hedge, Gain (Loss), Reclassification, after Tax | $ (234) | (234) | |||||||
Exercise of employee stock options, net of shares withheld for cashless exercises and to cover tax withholdings (in shares) | 862,566 | 583,000 | |||||||
Exercise of employee stock options, net of shares withheld for cashless exercises and to cover tax withholdings | $ (4,906) | $ 6 | (4,912) | ||||||
Share-based compensation expense | 2,240 | 2,240 | |||||||
Return of capital | (58,400) | ||||||||
Ending balance (in shares) at Dec. 31, 2020 | 162,774,000 | ||||||||
Ending balance at Dec. 31, 2020 | 634,135 | $ 1,628 | 545,441 | 88,461 | (1,395) | ||||
Beginning balance (in shares) at Sep. 30, 2020 | 162,507,000 | ||||||||
Beginning balance at Sep. 30, 2020 | 544,974 | $ 1,625 | 546,815 | (1,955) | (1,511) | ||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||
Net income | 90,416 | 90,416 | |||||||
Loss on cash flow hedge, net of tax | 0 | ||||||||
Other Comprehensive Income (Loss), Cash Flow Hedge, Gain (Loss), Reclassification, after Tax | (116) | (116) | |||||||
Exercise of employee stock options, net of shares withheld for cashless exercises and to cover tax withholdings (in shares) | 267,000 | ||||||||
Exercise of employee stock options, net of shares withheld for cashless exercises and to cover tax withholdings | (2,707) | $ 3 | (2,710) | ||||||
Share-based compensation expense | 1,336 | 1,336 | |||||||
Ending balance (in shares) at Dec. 31, 2020 | 162,774,000 | ||||||||
Ending balance at Dec. 31, 2020 | $ 634,135 | $ 1,628 | $ 545,441 | $ 88,461 | $ (1,395) |
Consolidated Statements of Ch_3
Consolidated Statements of Changes in Shareholders' Equity (Parenthetical) | Feb. 28, 2020 | Dec. 31, 2019$ / shares | Dec. 31, 2019$ / shares | Jun. 30, 2020$ / shares | Jun. 30, 2019$ / shares | Jun. 30, 2018$ / shares |
Statement of Stockholders' Equity [Abstract] | ||||||
Common stock dividends paid (in dollars per share) | $ 1.96 | $ 15.66 | $ 15.66 | $ 0.12 | $ 0.12 | |
Stock split, conversion ratio | 8 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows | 6 Months Ended | 12 Months Ended | |||
Dec. 31, 2020USD ($) | Dec. 31, 2019USD ($) | Jun. 30, 2020USD ($) | Jun. 30, 2019USD ($) | Jun. 30, 2018USD ($) | |
Net income | $ 91,253,000 | $ 37,382,000 | $ 81,147,000 | $ 72,579,000 | $ 34,899,000 |
Adjustments to Reconcile Net Income (Loss) to Cash Provided by (Used in) Operating Activities [Abstract] | |||||
Depreciation and amortization | 6,937,000 | 3,168,000 | 7,993,000 | 4,702,000 | 3,468,000 |
Loss on disposal of property, equipment, and software | 162,000 | (2,000) | 360,000 | 221,000 | 700,000 |
Stock compensation expense | 2,259,000 | 9,263,000 | 9,498,000 | 86,000 | 67,000 |
Deferred income taxes | 25,321,000 | 11,759,000 | 25,007,000 | 21,991,000 | 6,584,000 |
Amortization of debt issuance costs and debt discount | 1,644,000 | 592,000 | 2,266,000 | 123,000 | 70,000 |
Write-off of debt issuance costs | 237,000 | 0 | 0 | ||
Fair value adjustments to contingent earnout obligations | 1,153,000 | 0 | 375,000 | 0 | 0 |
Changes in operating assets and liabilities: | |||||
Accounts receivable | (63,355,000) | (13,050,000) | (15,585,000) | (8,676,000) | (6,300,000) |
Commissions receivable | (219,132,000) | (110,792,000) | (197,364,000) | (91,639,000) | (46,370,000) |
Other assets | 1,906,000 | 856,000 | (3,352,000) | (3,031,000) | 389,000 |
Accounts payable and accrued expenses | 15,692,000 | 4,985,000 | 15,672,000 | 2,810,000 | 3,117,000 |
Other liabilities | 32,370,000 | 5,237,000 | 11,970,000 | 947,000 | (1,470,000) |
Net cash (used in) provided by operating activities | (103,148,000) | (50,602,000) | (61,776,000) | 113,000 | (4,846,000) |
CASH FLOWS FROM INVESTING ACTIVITIES: | |||||
Purchases of property and equipment | (5,768,000) | (5,499,000) | (9,446,000) | (3,921,000) | (5,396,000) |
Proceeds from sales of property and equipment | 0 | 3,000 | 3,000 | 0 | 0 |
Purchases of software and capitalized software development costs | (3,449,000) | (2,434,000) | (6,106,000) | (4,715,000) | (624,000) |
Acquisition of business, net of cash acquired | 121,000 | 0 | (35,821,000) | 0 | 0 |
Net cash used in investing activities | (9,096,000) | (7,930,000) | (51,370,000) | (8,636,000) | (6,020,000) |
CASH FLOWS FROM FINANCING ACTIVITIES: | |||||
Proceeds from revolving line of credit | 0 | 83,602,000 | 87,989,000 | 135,621,000 | 91,319,000 |
Payments on revolving line of credit | 0 | (91,778,000) | (99,021,000) | (144,341,000) | (75,952,000) |
Net proceeds from Term Loan | 0 | 416,500,000 | 416,500,000 | 0 | 0 |
Payments on Term Loan | (108,000) | (1,440,000) | (31,447,000) | (1,395,000) | (2,024,000) |
Proceeds from non-recourse debt | 0 | 8,425,000 | 16,575,000 | 16,200,000 | 0 |
Proceeds from common stock option exercises | 391,000 | 4,819,000 | 5,506,000 | 4,300,000 | 565,000 |
Purchase of treasury stock | 0 | (34,000) | (441,000) | ||
Cash dividends paid | 0 | (275,000,000) | (275,000,000) | (1,958,000) | (1,882,000) |
Issuance of preferred stock | 135,000,000 | 0 | 0 | ||
Debt issuance costs | (5,320,000) | 0 | |||
Payments of costs incurred in connection with private placement | 0 | (7,694,000) | (7,854,000) | (258,000) | (103,000) |
Payments of costs incurred in connection with initial public offering | 0 | ||||
Proceeds from initial public offering, net of underwriters’ discounts and commissions | 340,200,000 | 0 | 0 | ||
Net cash provided by financing activities | (10,719,000) | 135,831,000 | 481,446,000 | 8,135,000 | 11,482,000 |
NET INCREASE IN CASH, CASH EQUIVALENTS, AND RESTRICTED CASH | (122,963,000) | 77,299,000 | 368,300,000 | (388,000) | 616,000 |
CASH, CASH EQUIVALENTS, AND RESTRICTED CASH—Beginning of year | 368,870,000 | 570,000 | 570,000 | 958,000 | 342,000 |
CASH, CASH EQUIVALENTS, AND RESTRICTED CASH—End of year | 245,907,000 | 77,869,000 | 368,870,000 | 570,000 | 958,000 |
SUPPLEMENTAL CASH FLOW INFORMATION: | |||||
Interest paid, net | (11,953,000) | (6,067,000) | (23,497,000) | (1,467,000) | (786,000) |
Refunds (payment) of income taxes, net | (86,000) | (38,000) | 64,000 | (40,000) | (35,000) |
SUPPLEMENTAL DISCLOSURES OF NONCASH INVESTING ACTIVITIES: | |||||
Landlord funded allowance for tenant improvements | 4,437,000 | 2,562,000 | 5,393,000 | ||
Capital expenditures in accounts payable and accrued expenses | 241,000 | 250,000 | 373,000 | ||
Contingent earnout obligation related to acquisition | 30,437,000 | 0 | 0 | ||
SUPPLEMENTAL DISCLOSURES OF NONCASH FINANCING ACTIVITIES: | |||||
Payoff of the Credit Agreement | 0 | 91,778,000 | 99,021,000 | 144,341,000 | 75,952,000 |
Debt issuance costs incurred for the Credit Agreement | 0 | 0 | (186,000) | ||
Debt issuance costs in accounts payable and accrued expenses | 45,000 | 0 | 0 | ||
Equity issuance costs in accounts payable and accrued expenses | 5,643,000 | 0 | 0 | ||
Line of Credit | Credit Agreement | |||||
CASH FLOWS FROM FINANCING ACTIVITIES: | |||||
Payments on revolving line of credit | (21,645,000) | 0 | 0 | ||
SUPPLEMENTAL DISCLOSURES OF NONCASH FINANCING ACTIVITIES: | |||||
Payoff of the Credit Agreement | 21,645,000 | 0 | 0 | ||
Opening outstanding borrowings under the Credit Agreement | 0 | 11,032,000 | |||
Line of Credit | Revolving Credit Facility | |||||
CASH FLOWS FROM FINANCING ACTIVITIES: | |||||
Payments on revolving line of credit | 0 | 0 | (17,175,000) | ||
SUPPLEMENTAL DISCLOSURES OF NONCASH FINANCING ACTIVITIES: | |||||
Payoff of the Credit Agreement | 0 | 0 | 17,175,000 | ||
Opening outstanding borrowings under the Credit Agreement | 0 | 0 | 17,361,000 | ||
Secured Debt | Line of Credit | |||||
CASH FLOWS FROM FINANCING ACTIVITIES: | |||||
Payments on Term Loan | (100,000,000) | 0 | 0 | ||
SUPPLEMENTAL DISCLOSURES OF NONCASH FINANCING ACTIVITIES: | |||||
Opening outstanding borrowings under the Credit Agreement | 325,000,000 | 325,000,000 | 0 | ||
Private Placement | |||||
CASH FLOWS FROM FINANCING ACTIVITIES: | |||||
Payments of costs incurred in connection with initial public offering | (1,771,000) | 0 | (3,784,000) | 0 | 0 |
IPO | |||||
CASH FLOWS FROM FINANCING ACTIVITIES: | |||||
Payments of costs incurred in connection with initial public offering | $ (3,911,000) | $ (1,603,000) | $ (3,218,000) | $ 0 | $ 0 |
Summary of Business and Signifi
Summary of Business and Significant Accounting Policies | 6 Months Ended |
Dec. 31, 2020 | |
Accounting Policies [Abstract] | |
Summary of Business and Significant Accounting Policies | SUMMARY OF BUSINESS AND SIGNIFICANT ACCOUNTING POLICIES Description of Business —SelectQuote, Inc. and its subsidiaries (the “Company” or “SelectQuote”) contract with numerous insurance carriers to sell senior health (“Senior”), life (“Life”), and auto and home insurance (“Auto & Home”) policies by telephone to individuals throughout the United States through the use of multi-channel marketing and advertising campaigns. Senior sells Medicare Advantage, Medicare Supplement, Medicare Part D, and other ancillary senior health insurance related policies. Life sells term and permanent life insurance policies (together referred to as "core") and final expense policies, along with other ancillary products. Auto & Home primarily sells non-commercial auto & home property and casualty insurance policies. SelectQuote’s licensed insurance agents provide comparative rates from a variety of insurance carriers relying on our technology distribution channel with a combination of proprietary and commercially available software to perform its quote service and sell insurance policies on behalf of the insurance carriers. The Company earns revenue in the form of commission payments from the insurance carriers. Commission payments are received both when the initial policy is sold (“first year”) and when the underlying policyholder renews their policy in subsequent years (“renewal”). Additionally, the Company receives certain volume-based bonuses from some carriers on first-year policies sold, which are referred to as production bonuses and marketing development funds, based on attaining various predetermined target sales levels or other agreed upon objectives. Basis of Presentation —The accompanying unaudited condensed consolidated financial statements include the accounts of SelectQuote, Inc., and its wholly owned subsidiaries: SelectQuote Insurance Services, SelectQuote Auto & Home Insurance Services, LLC (“SQAH”), ChoiceMark Insurance Services, Inc., Tiburon Insurance Services, and InsideResponse, LLC ("InsideResponse"). The condensed consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles for interim financial information and reflect all normal recurring adjustments that are necessary to present fairly the results for the interim periods presented. All intercompany accounts and transactions have been eliminated in consolidation. Certain information and disclosures normally included in annual financial statements prepared in accordance with U.S. GAAP have been condensed or omitted in accordance with those rules and regulations and with the instructions to Form 10-Q and Rule 10-01 of Regulation S-X. The unaudited condensed consolidated financial statements have been prepared on the same basis as the audited consolidated financial statements in our Annual Report on Form 10-K for the year ended June 30, 2020, and include all adjustments necessary for the fair presentation of our financial position for the periods presented, the results of which are not necessarily indicative of the results to be expected for any subsequent period, including for the year ending June 30, 2021, and therefore should not be relied upon as an indicator of future results. The accompanying unaudited condensed consolidated financial statements and related notes should be read in conjunction with the audited consolidated financial statements for the year ended June 30, 2020. Results of operations were not materially impacted by the Covid-19 pandemic, but the Company is continuously assessing the evolving situation related to the pandemic. Use of Estimates —The preparation of condensed consolidated financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of revenues, expenses, assets, and liabilities and disclosure of contingent assets and liabilities. The Company regularly assesses these estimates; however, actual amounts could differ from those estimates. The most significant items involving management’s estimates include estimates of revenue recognition, commissions receivable, valuation of intangible assets and goodwill, share-based compensation expense, and the provision for income taxes. The impact of changes in estimates is recorded in the period in which they become known. Seasonality —Medicare-eligible individuals are permitted to change their Medicare Advantage and Medicare Part D prescription drug coverage for the following year during the Medicare annual enrollment period (“AEP”) in October through December and are allowed to switch plans from an existing plan during the open enrollment period (“OEP”) in January through March each year. As a result, the Company’s Senior segment’s commission revenue is highest in the second quarter during AEP and to a lesser extent, the third quarter during OEP. Significant Accounting Policies —With the exception of the adoption of recent accounting pronouncements, there have been no material changes to the Company’s significant accounting policies as described in our Annual Report on Form 10-K for the year ended June 30, 2020. Adoption of New Accounting Pronouncements —In February 2016, the Financial Accounting Standards Board (the "FASB") issued Accounting Standards Update ("ASU") 2016-02, Leases (Topic 842), which has been clarified and amended by various subsequent updates. The core principle of this standard is that a lessee should recognize the assets and liabilities that arise from leases, by recognizing in the condensed consolidated balance sheet a liability to make lease payments (the lease liability) and a right-of-use asset representing its right to use the underlying asset for the lease term. In accordance with the guidance of Topic 842, leases are classified as finance or operating leases, and both types of leases are recognized on the condensed consolidated balance sheet. The accounting applied by a lessor is largely unchanged from that applied under previous guidance. The new guidance requires certain expanded qualitative disclosures and specific quantitative disclosures in order to provide users of financial statements enough information to supplement the amounts recorded in the financial statements so that users can understand more about the nature of an entity’s leasing activities. Although the effective date of this ASU has been deferred for emerging growth companies until annual periods beginning after December 15, 2021, the Company has early adopted the new guidance and related amendments on July 1, 2020, and has elected the transition package of practical expedients permitted under the transition guidance, which allowed the carry forward of historical assessments of whether a contract contains a lease, lease classification and initial direct costs. The new guidance and related amendments have been applied on a modified retrospective basis using the optional transition method with an application date of July 1, 2020. As a result of adopting this standard, on July 1, 2020, the Company recorded lease liabilities of $41.3 million and right-of-use assets of $29.7 million, which includes reclassifications of existing assets and liabilities primarily related to deferred rent. The adoption of this new standard did not have a material impact on the Company’s condensed consolidated statement of comprehensive income or the condensed consolidated statement of cash flows. The Company has included expanded disclosures on the condensed consolidated balance sheets and in Note 7 to the condensed consolidated financial statements. In January 2017, the FASB issued ASU No. 2017-04, “Intangibles-Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment.” This ASU amends the subsequent measurement of goodwill whereby Step 2 from the goodwill impairment test is eliminated. As a result, an entity should recognize a goodwill impairment charge for the amount by which the carrying amount exceeds the reporting unit's fair value. The standard was adopted and applied prospectively by the Company as of July 1, 2020, but it did not have an impact on the Company's condensed consolidated financial statements and disclosures. Recent Accounting Pronouncements Not Yet Adopted —In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments — Credit Losses (Topic 326), which amends the guidance for accounting for assets that are potentially subject to credit risk. The amendment affects contract assets, loans, debt securities, trade receivables, net investments in leases, off-balance-sheet credit exposures, reinsurance receivables, and any other financial assets not excluded from the scope that have the contractual right to receive cash. As an emerging growth company, the standard is effective for the Company beginning in fiscal years starting after December 15, 2022, and interim periods within those fiscal years; however, early adoption is permitted. The Company is currently evaluating the impact to its condensed consolidated financial statements and related disclosures but does not expect this ASU to have a material impact. In December 2019, the FASB issued ASU No. 2019-12, Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes, which simplifies and changes the accounting for certain income tax transactions, among other minor improvements. This standard becomes effective for the Company on July 1, 2022, and for interim periods beginning July 1, 2023, with early adoption permitted. The Company is currently evaluating the impact to its condensed consolidated financial statements and related disclosures but does not expect this ASU to have a material impact. Description of Business —SelectQuote, Inc. and its subsidiaries (the “Company” or “SelectQuote”) contract with numerous insurance carriers to sell senior health (“Senior”), life (“Life”), and auto and home insurance (“Auto & Home”) policies by telephone to individuals throughout the United States through the use of multi-channel marketing and advertising campaigns. Senior sells Medicare Advantage, Medicare Supplement, Medicare Part D, and other ancillary senior health insurance related policies. Life sells primarily term and permanent life insurance policies. Auto & Home primarily sells non-commercial auto & home property and casualty insurance policies. SelectQuote’s licensed insurance agents provide comparative rates from a variety of insurance carriers relying on our technology distribution channel with a combination of proprietary and commercially available software to perform its quote service and sell insurance policies on behalf of the insurance carriers. The Company earns revenue in the form of commission payments from the insurance carriers. Commission payments are received both when the initial policy is sold (“first year”) and also when the underlying policyholder renews their policy in subsequent years (“renewal”). Additionally, the Company receives revenue from production bonuses based on metrics for first year policies sold and marketing development funds from some carriers. Basis of Presentation —The accompanying consolidated financial statements include the accounts of SelectQuote, Inc., and its wholly owned subsidiaries: SelectQuote Insurance Services, SelectQuote Auto & Home Insurance Services, LLC (“SQAH”), ChoiceMark Insurance Services, Inc., Tiburon Insurance Services, InsideResponse, LLC, and GenMark, LLC. All intercompany accounts and transactions have been eliminated in consolidation. The consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles and include all adjustments necessary for the fair presentation of our financial position as of June 30, 2020. Certain reclassifications have been made to prior periods to conform with current year. Results from operations related to entities acquired during the periods covered by the consolidated financial statements are reflected from the effective date of acquisition. Results of operations were not materially impacted by the Covid-19 pandemic, but the Company is continuously assessing the evolving situation related to the pandemic. Use of Estimates —The preparation of consolidated financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of revenues, expenses, assets, and liabilities and disclosure of contingent assets and liabilities. The Company regularly assesses these estimates; however, actual amounts could differ from those estimates. The most significant items involving management’s estimates include estimates of revenue recognition, commissions receivable, valuation of intangible assets and goodwill, share-based compensation expense and the provision for income taxes. The impact of changes in estimates is recorded in the period in which they become known. Seasonality —Medicare-eligible individuals are permitted to change their Medicare Advantage and Medicare Part D prescription drug coverage for the following year during the Medicare annual enrollment period (“AEP”) in October through December and are allowed to switch plans from an existing plan during the open enrollment period (“OEP”) in January through March each year. As a result, the Company’s Senior segment’s commission revenue is highest in the second quarter and to a lesser extent, the third quarter during OEP. Initial Public Offering —On May 26, 2020, the Company completed its initial public offering (the "IPO") whereby 18,000,000 shares of common stock were sold to the public at $20.00 per share (in addition to shares sold by selling stockholders). Net proceeds to the Company from the offering, after deducting underwriting discounts and commissions and offering expenses were $333.1 million. Stock Split —On February 28, 2020, the Company effected an eight-for-one forward stock split of its issued and outstanding shares of common stock and a proportional adjustment to the existing conversion ratios for each series of its preferred stock, which is referred to as the “stock split.” The par value of the Company’s common stock was not adjusted as a result of the stock split. All references to common stock, options to purchase common stock, share data, per share data and related information contained in the consolidated financial statements and related footnotes have been retrospectively adjusted, where applicable, to reflect the effect of the stock split and the adjustment of the preferred stock conversion ratios. Accordingly, an adjustment was made between common stock and additional paid-in-capital in the consolidated balance sheets to reflect the new values after the stock split. In connection with the stock split, the number of authorized shares of the Company’s common stock was increased to 700 million. The shares of treasury stock were not affected by the stock split and were retired on March 30, 2020. Treasury Share Retirement —The Company periodically retires treasury shares that it acquires through share repurchases and returns those shares to the status of authorized but unissued. When treasury shares are retired, the Company's policy is to allocate the excess of the repurchase price over the par value of shares acquired to retained earnings. On March 30, 2020, the Company retired 4.0 million shares of its common stock and preferred stock held in treasury. The shares were returned to the status of authorized but unissued shares. As a result, the treasury stock balance as of June 30, 2020 was reduced to zero, and the common stock, preferred stock, and retained earnings balances in the consolidated balance sheet were reduced by $0.1 million, $0.2 million, and $77.0 million, respectively. Equity Issuance Costs —Equity issuance costs primarily consist of legal fees, underwriting fees, and other costs incurred as a result of the IPO and the issuance of Series E preferred stock. Upon completion of the IPO in May of 2020, $26.9 million of costs were charged to shareholders’ equity against the gross proceeds raised. For the issuance of Series E preferred stock in April and May of 2020, $5.6 million of costs were charged to shareholders’ equity against the gross proceeds raised. The Company did not incur any equity issuance costs as of June 30, 2019. Business Combinations —The Company accounts for business combinations in accordance with ASC Topic 805, Business Combinations (“ASC 805”), which requires most identifiable assets, liabilities, noncontrolling interests, and goodwill acquired in a business combination to be recorded at full fair value at the acquisition date. Additionally, ASC 805 requires transaction-related costs to be expensed in the period incurred. The determination of fair value of assets acquired and liabilities assumed requires estimates and assumption that can change as a result of new information obtained about facts and circumstances that existed as of the acquisition date. As such, the Company will make any necessary adjustments to goodwill in the period identified within one year of the acquisition date. Adjustments outside of that range are recognized currently in earnings. Refer to Note 2 of the consolidated financial statements for further information. Cash, Cash Equivalents, and Restricted Cash —Cash and cash equivalents represent cash and short-term, highly liquid investments with maturities of three months or less at the time of purchase. The Company’s restricted cash balance consists of a specified deposit account to be used only for interest payments on the Term Loan (as defined below). Concentrations of Credit Risk —Financial instruments that potentially subject the Company to concentrations of credit risk consist primarily of accounts and commissions receivable. The Company believes the potential for collection issues with any of its customers is minimal as of June 30, 2020, based on the lack of collection issues in the past and the high financial standards the Company requires of its customers. As of June 30, 2020, three insurance carrier customers accounted for 26%, 20%, and 10% of total accounts and commissions receivable. As of June 30, 2019, two insurance carrier customers accounted for 20% and 17% of total accounts and commissions receivable. For the year ended June 30, 2020, three insurance carrier customers accounted for 26% 18%, and 11% of total revenue. For the year ended June 30, 2019, three insurance carrier customers accounted for 23%, 14%, and 12% of total revenue. For the year ended June 30, 2018, three insurance carrier customers accounted for 14%, 13%, and 13% of total revenue. Property and Equipment — Net —Property and equipment are stated at cost less accumulated depreciation. Capital lease amortization expenses are included in depreciation expense in our consolidated statements of comprehensive income. Depreciation is computed using the straight-line method based on the date the asset is placed in service using the following estimated useful lives: Computer hardware 3 years Equipment 3–4 years Leasehold improvements Shorter of lease period or useful life Furniture and fixtures 7 years Maintenance and minor replacements are expensed as incurred. Software — Net —The Company capitalizes costs of materials, consultants, and compensation and benefits costs of employees who devote time to the development of internal-use software during the application development stage. Judgment is required in determining the point at which various projects enter the phases at which costs may be capitalized, in assessing the ongoing value of the capitalized costs, and in determining the estimated useful lives over which the costs are amortized, which is generally 3 years. Impairment and Disposal of Long-Lived Assets —The Company reviews its long-lived assets for impairment whenever events or changes in circumstances indicate that the carrying amount of such assets may not be recoverable. Recoverability of an asset to be held and used is measured by a comparison of the carrying amount of an asset to future undiscounted net cash flows expected to be generated by the asset. If such asset is considered to be impaired, a loss is recognized for the amount by which the carrying amount of the asset exceeds the fair value of the asset. Assets to be disposed of are reported at the lower of the carrying amount or fair value, less costs to sell. For the year ended June 30, 2020, there were no events or changes in circumstances to indicate impairment of long-lived assets. Goodwill —Goodwill represents the excess of the purchase price over the estimated fair values of identifiable assets and liabilities acquired in a business combination as of the acquisition date. Goodwill is not amortized in accordance with the requirements of ASC 350, Intangibles-Goodwill and Other (“ASC 350”). ASC 350 requires that the Company test goodwill for impairment on an annual basis and whenever events or circumstances indicate that the asset may be impaired. The Company considers significant unfavorable industry or economic trends as factors in deciding when to perform an impairment test. Goodwill is allocated among, and evaluated for impairment, at the reporting unit level, which is defined as an operating segment or one level below an operating segment. The Company performs the annual goodwill impairment as of April 1. Refer to Note 2 of the consolidated financial statements regarding goodwill recorded as a result of the InsideResponse acquisition (as defined in Note 2 to the consolidated financial statements). Commission Advances —Commission advances represent a refund liability primarily for upfront future renewal commission payments received from certain insurance carriers at the time an insurance policy is first sold. The Company is required to return commission advances to customers in the event the underlying policyholder does not renew the policy. When the Company has an unconditional right to the consideration, the Company recognizes a reduction to the corresponding contract asset and refund liability. As of June 30, 2020 and 2019, there was approximately $1.7 million and $2.0 million, respectively, recorded in other current liabilities on the consolidated balance sheet. Revenue Recognition —The Company recognizes revenue when a customer obtains control of promised goods or services and recognizes an amount that reflects the consideration that an entity expects to receive in exchange for those goods or services. The Company applies the following five-step model in order to determine this amount: (i) identification of the contract with a customer; (ii) identification of the performance obligations in the contract, including whether they are distinct in the context of the contract; (iii) measurement of the transaction price, including the constraint on variable consideration; (iv) allocation of the transaction price to the performance obligations; and (v) recognition of revenue when (or as) the Company satisfies each performance obligation. Contracts with Customers —The Company’s customers are the insurance carriers that it contracts with to sell insurance policies on their behalf. The Company only applies the five-step model to contracts when it is probable that it will collect the consideration it is entitled to in exchange for the goods or services it transfers to the customer. The Company earns commissions for first year and renewal policies from the insurance carriers, as presented in the consolidated statements of comprehensive income as commission revenue. Additionally, the Company earns production bonuses on first year policies from the insurance carriers based on attaining predetermined target sales levels or other agreed upon objectives and marketing development funds received from certain insurance carriers based on historical experience to drive incremental policy sales, as presented in the consolidated statements of comprehensive income as production bonus and other revenue. The contracts with the insurance carriers are non-exclusive and can typically be terminated unilaterally by either party. We review individual contracts to determine the Company’s legal and enforceable rights to renewal commissions upon contract termination when determining variable consideration. Additionally, the insurance carriers often have the ability to amend provisions in the contracts relating to the prospective commission rates paid to the Company for new policies sold. The Company’s contracts with customers contain a single performance obligation satisfied at a point in time to which it allocates the total transaction price. Significant Judgments —The accounting estimates and judgments related to the recognition of revenue require the Company to make assumptions about numerous factors such as the determination of performance obligations and determination of the transaction price. In determining the amounts of revenue to recognize, the Company uses the following methods, inputs, and assumptions: • Determination of Performance Obligations—The Company reviews each contract with customers to determine what promises the Company must deliver and which of these promises are capable of being distinct and are distinct in the context of the contract. The delivery of new policyholders to the insurance carriers is the only material promise specified within the contracts. After a policy is sold, the Company has no material additional or recurring obligations to the policyholder or the insurance carrier. The Company’s contracts do not include downstream policyholder activities such as claims support or payment collection services. While the primary promise is the sale of policies, some contracts include the promise to provide administrative services to policyholders on behalf of the insurance carrier such as responding to policyholder inquiries regarding coverage or providing proof of insurance. The Company has concluded that while these administrative services may be distinct, they are immaterial in the context of the contract. ▪ Determination of the Transaction Price—The transaction price is identified as the first year commission due upon the initial sale of a policy as well as an estimate of renewal commissions or production bonuses when applicable. The estimates of renewal commissions and production bonuses are considered variable consideration and require significant judgment including determining the number of periods in which a renewal will occur and the value of those renewal commissions to be received if renewed. For renewal commissions, the Company utilizes the expected value approach. This approach incorporates a combination of historical lapse and premium increase data along with available industry and insurance carrier experience data to estimate forecasted renewal consideration and constrain revenue recognized to the extent that it is probable that a significant reversal in the amount of cumulative revenue recognized will not occur. The uncertainty associated with the variable consideration is subsequently resolved when the policy renews. The Company utilizes a practical expedient to estimate commission revenue by applying the use of a portfolio approach to policies grouped together by the segment, insurance carrier, product type, and quarter the policy was initially sold (referred to as a “cohort”). This provides a practical approach to estimating the renewal commissions expected to be collected for each cohort by evaluating various factors, including but not limited to, contracted commission rates, insurance carrier mix, premium increases, and persistency rates. For production bonuses, the Company utilizes the expected value approach that incorporates a combination of historical payment data by segment and insurance carrier as well as current forecast data that is used to estimate the amount of production bonus expected to be received from the insurance carriers. For marketing development funds, the Company records revenue over the period in which the funds are earned. Timing of Recognition —The Company recognizes revenue when it has completed its performance obligation, which is at different milestones for each segment based on the contractual enforceable rights, the Company’s historical experience, and established customer business practices: • For Senior, revenue is recognized at the earliest of when the insurance carrier has approved the policy sold, when a commission payment is received from the insurance carrier, or when the policy sold becomes effective. • For Life, revenue is recognized when the insurance carrier has approved the policy sold and payment information has been obtained from the policyholder. • For Auto & Home, revenue is recognized when the policy sold becomes effective. The Company does not receive consideration prior to the satisfaction of its performance obligation, and as a result, does not have contract liabilities with its customers. Refer to Note 12 of the consolidated financial statements for further information. Accounts Receivable —Accounts receivable represents either first year or renewal commissions expected to be received on policies that have already been sold or renewed and for production bonus revenue that has been earned but not received from the insurance carrier. Typically, the Company receives commission payments as the insurance carriers receive payments from the underlying policyholders. As these can be on various payment terms such as monthly or quarterly, a receivable is recorded to account for the commission payments yet to be received from the insurance carriers. Commissions Receivable —Commissions receivable are contract assets that represent estimated variable consideration for performance obligations that have been satisfied but payment is not due as the underlying policy has not renewed yet. The current portion of commissions receivable are future renewal commissions expected to be received within one year, while the non-current portion of commissions receivable are expected to be received beyond one year. Contract assets are reclassified as accounts receivable when the rights to the renewal commissions become unconditional, which is primarily upon renewal of the underlying policy, typically on an annual basis. The Company assesses impairment for uncollectible consideration amounts when information available indicates it is probable that an asset has been impaired. There were no impairments recorded during the years ended June 30, 2020 or 2019, respectively. Cost of Revenue —Cost of revenue represents the direct costs associated with fulfilling the Company’s obligations to the insurance carriers for the sale of insurance policies. Such costs primarily consist of compensation and related benefit costs for sales agents, fulfillment specialists, and others directly engaged in serving policy holders. The Company does not have any incremental costs of obtaining its contracts with its customers, the insurance carriers. Share-Based Compensation —The Company applies the fair value method under ASC 718, Compensation—Stock Compensation (“ASC 718”), in accounting for share-based compensation to employees. Under ASC 718, compensation cost is measured at the grant date based on the fair value of the equity instruments awarded and is recognized over the period during which an employee is required to provide service in exchange for the award, or the requisite service period, which is usually the vesting period. The fair value of the equity award granted is estimated on the date of the grant. Operating Leases —The Company recognizes rent expense on a straight-line basis over the lease term. Any lease incentives or scheduled rent adjustments are recognized as reductions of rental expense on a straight-line basis over the term of the lease. As of June 30, 2020 and 2019, deferred rent was $12.9 million and $8.5 million, respectively. The lease term begins on the date the Company becomes legally obligated for the rent payments or when the Company takes possession of the office space, whichever is earlier. Marketing and Advertising Expenses —Direct costs related to marketing and advertising the Company’s services are expensed in the period incurred. Advertising expense was $162.8 million, $99.9 million, and $74.6 million for the years ended June 30, 2020, 2019, and 2018, respectively. Income Taxes —The Company accounts for income taxes using an asset and liability method. Deferred income tax assets and liabilities result from temporary differences between the tax basis of assets and liabilities an |
Acquisitions
Acquisitions | 6 Months Ended |
Dec. 31, 2020 | |
Business Combinations [Abstract] | |
Acquisitions | ACQUISITIONSIn accordance with ASC Topic 805, Business Combinations (“ASC 805”), the Company allocates the purchase price of its acquisitions to the tangible assets, liabilities and intangible assets acquired based on fair values. Any excess purchase price over those fair values is recorded as goodwill. The fair value assigned to intangible assets acquired is supported by valuations using estimates and assumptions provided by management. Based on the valuation inputs, the Company has recorded assets acquired and liabilities assumed according the following fair value hierarchy: Level 1 Unadjusted quoted prices in active markets for identical assets or liabilities Level 2 Unadjusted quoted prices in active markets for similar assets or liabilities; or unadjusted quoted prices for identical or similar assets or liabilities in markets that are not active; or inputs other than quoted prices that are observable for the asset or liability. Level 3 Unobservable inputs for the asset or liability InsideResponse, LLC —On May 1, 2020, the Company acquired 100% of the outstanding membership units of InsideResponse for an aggregate purchase price of up to $65.0 million (subject to customary adjustments), as set forth in the Agreement and Plan of Merger, as amended on May 1, 2020 (the “Merger Agreement”). The purchase price is comprised of $32.7 million, which was paid in cash at the closing of the transaction and an earnout of up to $32.3 million. InsideResponse is an online marketing consulting firm the Company purchases leads from (refer to Note 15 to the condensed consolidated financial statements for related party information). Under the terms of the Merger Agreement, total consideration in the acquisition consisted of the following as of the acquisition date: (in thousands) Base purchase price $ 32,700 Fair value of earnout 30,437 Net working capital true-up (1) 3,527 Closing cash 904 Closing indebtedness (476) Total purchase consideration $ 67,092 __________________ (1) The Company recorded a $0.1 million measurement period adjustment to the carrying amount of goodwill related to the net working capital true-up for the six months ended December 31, 2020. The earnout will be paid in cash no later than 15 days after the accountant-reviewed stand-alone financial statements of InsideResponse, as of and for the period ending December 31, 2020, are finalized. The earnout is contingent upon the achievement of certain gross profit targets for InsideResponse in calendar year 2020, as set forth in the Merger Agreement, which provides for a range of possible payouts of up to $32.3 million. This assumes the minimum gross profit target of $12.3 million is reached, as otherwise there will be no consideration payout. As of the acquisition date, May 1, 2020, the fair value of the earnout liability was $30.4 million recorded as a current liability on the condensed consolidated balance sheet. Per the valuation, the earnout was discounted back to the valuation date at a counterparty risk adjusted rate of 5.00% which is designed to represent the Company’s incremental borrowing cost. As of December 31, 2020, the Company determined that InsideResponse had achieved the maximum gross profit target for calendar year 2020; therefore, the maximum fair market value of the earnout has been accrued. As a result, the Company recorded $0.4 million and $1.2 million in other expenses, net in the condensed consolidated statement of comprehensive income as an adjustment to the fair market value of the earnout liability during the three and six months ended December 31, 2020, respectively. Furthermore, each period until the February 2021 payout, the Company will accrete the earnout liability so that the fully expected earnout will be accrued as of the payout date. Changes in this measure have been recorded in the Company’s condensed consolidated statements of cash flows as a noncash reconciling item in the reconciliation of net income to net cash flows from operating activities. At the date of acquisition, the fair value of net tangible assets acquired approximated their carrying value. The trade name acquired was determined using the relief from royalty method, which measures the value by estimating the cost savings associated with owning the asset rather than licensing it. For the proprietary software acquired, the replacement cost method under the cost approach was used, estimating the cost to rebuild the software. The non-compete agreements were valued using the income approach, and the customer relationships were valued using the multiple period excess earnings method. As such, all aforementioned intangible assets were valued using Level 3 inputs. Further, the Company believes that the fair value of the earn-out liability falls within Level 3 of the fair value hierarchy as a result of the unobservable inputs used for the measurement. Goodwill resulting from the transaction represents the excess of the consideration transferred over the fair values of the assets acquired and liabilities assumed and primarily represents the expected synergies in streamlining the Company's marketing and advertising process by consolidating a primary vendor into its marketing team, providing full access to a rapidly growing and scalable lead generation strategy, guaranteeing our ability to consume more leads and reducing cost. This acquired goodwill is allocated to the Senior segment and approximately $5.0 million is deductible for tax purposes. The following table summarizes the estimated fair values of the assets acquired and liabilities assumed as of the acquisition date (in thousands): Description Estimated Life Amount Cash and cash equivalents $ 955 Accounts receivable 8,220 Other current assets 459 Property and equipment, net 51 Accounts payable (2,922) Accrued expenses (737) Other current liabilities (8) Other liabilities (1) Net tangible assets acquired 6,017 Trade Name 5 years 2,680 Proprietary Software 2-5 years 1,042 Non-compete agreements 3 years 192 Customer relationships 7 years 16,069 Goodwill Indefinite 41,092 Total intangible assets acquired 61,075 Net assets acquired $ 67,092 The Company will amortize the intangible assets acquired on a straight line basis over their estimated remaining lives, ranging from two Recent Acquisition —On February 1, 2021, the Company acquired substantially all of the assets of a lead distribution company for an aggregate purchase price of up to $33.5 million (subject to customary adjustments), as set forth in the Asset Purchase Agreement dated February 1, 2021. The purchase price is comprised of $30.0 million, of which $24.0 million was paid in cash at the closing of the transaction with an additional $6.0 million of holdback for indemnification claims, and an earnout of up to $3.5 million. In accordance with ASC 805, the Company allocates the purchase price of its acquisitions to the tangible assets, liabilities and intangible assets acquired based on fair values. Any excess purchase price over those fair values is recorded as goodwill. The fair value assigned to intangible assets acquired is supported by valuations using estimates and assumptions provided by management. On May 1, 2020, the Company acquired 100% of the outstanding membership units of InsideResponse LLC (“InsideResponse”) for an aggregate purchase price of up to $65.0 million (subject to customary adjustments), as set forth in the Merger Agreement. The purchase price is comprised of $32.7 million, which was paid in cash at the closing of the transaction, and an earnout of up to $32.3 million. InsideResponse is an online marketing consulting firm the Company purchases leads from (refer to Note 16 to the consolidated financial statements for related party information). The Company expensed $1.0 million of acquisition-related costs that were recorded to income from operations on the consolidated statement of comprehensive income. Under the terms of the Merger Agreement, total consideration in the acquisition consisted of the following as of June 30, 2020: (in thousands) Base purchase price $ 32,700 Fair value of earnout 30,437 Net working capital true-up 3,648 Closing cash 904 Closing indebtedness (476) Total purchase consideration $ 67,213 The earnout, if any, will be made no later than 15 days after the accountant-reviewed stand-alone financial statements of InsideResponse, as of and for the period ending December 31, 2020, are finalized, and will be paid 65% in cash and 35% in shares of the Company's common stock (to be valued based on the average closing price of its common stock for the 10 trading days ending three trading days immediately preceding such payment date). The earnout is contingent upon the achievement of certain gross profit targets for InsideResponse in calendar year 2020, as set forth in the Merger Agreement, which provides for a range of possible payouts of up to $32.3 million. This assumes the minimum gross profit target of $12.3 million is reached, as otherwise there will be no consideration payout. As of the acquisition date, May 1, 2020, the fair value of the earnout liability was $30.4 million recorded as a current liability on the consolidated balance sheet. Per the valuation, the earnout was discounted back to the valuation date at a counterparty risk adjusted rate of 5.00% which is designed to represent the Company’s incremental borrowing cost. Each period, until the March 15, 2021, payout, the Company will accrete the earnout liability at this rate with an additional fair market value adjustment through December 31, 2020, the end of the calculation period, so that the fully expected earnout will be accrued as of the payout date. As of June 30, 2020, the Company recorded $0.4 million in other expenses, net in the consolidated statement of comprehensive income, as an adjustment to the fair market value of the earnout liability. Further, changes in this measure will be recorded in the Company’s consolidated statements of cash flows as a noncash reconciling item in the reconciliation of net income to net cash flows from operating activities. Based on the valuation inputs, the Company has recorded assets acquired and liabilities assumed according the following fair value hierarchy: Level 1 Unadjusted quoted prices in active markets for identical assets or liabilities Level 2 Unadjusted quoted prices in active markets for similar assets or liabilities; or unadjusted quoted prices for identical or similar assets or liabilities in markets that are not active; or inputs other than quoted prices that are observable for the asset or liability. Level 3 Unobservable inputs for the asset or liability At the date of acquisition, the fair value of net tangible assets acquired approximated their carrying value. The trade name acquired was determined using the relief from royalty method, which measures the value by estimating the cost savings associated with owning the asset rather than licensing it. For the proprietary software acquired, the replacement cost method under the cost approach was used, estimating the cost to rebuild the software. The non-compete agreements were valued using the income approach, and the customer relationships were valued using the multiple period excess earnings method. As such, all aforementioned intangible assets were valued using Level 3 inputs. Further, the Company believes that the fair value of the earn-out liability falls within Level 3 of the fair value hierarchy as a result of the unobservable inputs used for the measurement. Goodwill resulting from the transaction represents the excess of the consideration transferred over the fair values of the assets acquired and liabilities assumed and primarily represents the expected synergies in streamlining the Company's marketing and advertising process by consolidating a primary vendor into our marketing team, providing full access to a rapidly growing and scalable lead generation strategy, guaranteeing our ability to consume more leads and reducing cost. This acquired goodwill is allocated to the Senior segment and approximately $5.0 million is deductible for tax purposes as of June 30, 2020. The valuation of the acquired net assets remains preliminary while management completes its valuation, particularly the valuation of acquired intangible assets. The following table summarizes the preliminary estimated fair values of the assets acquired and liabilities assumed as of the acquisition date (in thousands): Description Estimated Life Amount Cash and cash equivalents $ 955 Accounts receivable 8,220 Other current assets 459 Property and equipment, net 51 Accounts payable (2,922) Accrued expenses (737) Other current liabilities (8) Other liabilities (1) Net tangible assets acquired 6,017 Trade Name 5 years 2,680 Proprietary Software 2-5 years 1,042 Non-compete agreements 3 years 192 Customer relationships 7 years 16,069 Goodwill Indefinite 41,213 Total intangible assets acquired 61,196 Net assets acquired $ 67,213 The Company will amortize the intangible assets acquired on a straight line basis over their estimated remaining lives, ranging from 2 to 7 years. From the date of acquisition, May 1, 2020 through June 30, 2020, InsideResponse generated revenue of $4.6 million included in production bonus and other on the consolidated statement of comprehensive income. |
Property And Equipment_Net
Property And Equipment—Net | 6 Months Ended |
Dec. 31, 2020 | |
Property, Plant and Equipment [Abstract] | |
Property And Equipment—Net | PROPERTY AND EQUIPMENT—NET Property and equipment—net consisted of the following: (in thousands) December 31, 2020 June 30, 2020 Computer hardware $ 14,135 $ 9,829 Equipment (1) 2,333 2,443 Leasehold improvements 19,381 17,692 Furniture and fixtures 5,173 5,259 Work in progress 67 1,267 Total 41,089 36,490 Less accumulated depreciation (16,577) (14,340) Property and equipment—net $ 24,512 $ 22,150 __________________ (1) Includes financing lease right-of-use assets. Work in progress as of December 31, 2020 and June 30, 2020, primarily represents tenant improvements not yet put into service and are not yet being depreciated. Depreciation expenses for the three months ended December 31, 2020 and 2019, were $2.0 million and $1.3 million, respectively, and $3.6 million and $2.4 million for the six months ended December 31, 2020 and 2019, respectively. Property and equipment—net consisted of the following as of June 30: (in thousands) 2020 2019 Computer hardware $ 9,829 $ 5,674 Equipment 2,443 1,769 Leasehold improvements 17,692 11,504 Furniture and fixtures 5,259 3,646 Work in progress 1,267 392 Total 36,490 22,985 Less accumulated depreciation (14,340) (9,226) Property and equipment—net $ 22,150 $ 13,759 Work in progress as of June 30, 2020 and June 30, 2019, primarily represents tenant improvements not yet put into service and are not yet being depreciated. Depreciation expense for the years ended June 30, 2020, 2019, and 2018 was $5.2 million, $3.7 million, and $3.4 million, respectively. |
Software_Net
Software—Net | 6 Months Ended |
Dec. 31, 2020 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Software—Net | SOFTWARE—NET Software—net consisted of the following: (in thousands) December 31, 2020 June 30, 2020 Software $ 13,003 $ 10,999 Work in progress 2,640 1,922 Total 15,643 12,921 Less accumulated amortization (5,558) (4,522) Software—net $ 10,085 $ 8,399 Work in progress as of December 31, 2020 and June 30, 2020, primarily represents costs incurred for software not yet put into service and are not yet being depreciated. For the three months ended December 31, 2020 and 2019, the Company capitalized internal-use software and website development costs of $1.6 million and $1.2 million, respectively, and recorded amortization expense of $0.8 million and $0.4 million, respectively. For the six months ended December 31, 2020 and 2019, the Company capitalized internal-use software and website development costs of $3.2 million and $2.4 million, respectively, and recorded amortization expense of $1.7 million and $0.7 million, respectively. Software—net consisted of the following as of June 30 : (in thousands) 2020 2019 Software $ 10,999 $ 7,067 Work in progress 1,922 1,876 Total 12,921 8,943 Less accumulated amortization (4,522) (4,048) Software—net $ 8,399 $ 4,895 Work in progress as of June 30, 2020 and June 30, 2019, primarily represents costs incurred for software not yet put into service and are not yet being depreciated. For the years ended June 30, 2020, 2019, and 2018, the Company capitalized internal-use software and website development costs of $5.8 million, $4.1 million, and $0.4 million, respectively, and recorded amortization expense of $2.2 million, $0.9 million, and $0.6 million, respectively. |
Intangible Assets and Goodwill
Intangible Assets and Goodwill | 6 Months Ended |
Dec. 31, 2020 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Intangible Assets and Goodwill | INTANGIBLE ASSETS AND GOODWILL Intangible assets —The Company's intangible assets include those acquired as part of the acquisition of the controlling interest in Auto & Home in August 2012 as well as from the May 2020 acquisition of InsideResponse. The Company reviews its long-lived assets for impairment whenever events or changes in circumstances indicate that the carrying amount of such assets may not be recoverable. During the three and six months ended December 31, 2020 and 2019, there were no such indicators. Goodwill —In August 2012, the Company acquired the remaining interest in Auto & Home and recorded goodwill as the excess of the total consideration transferred plus the acquisition-date fair value of the previously held equity interest over the fair values of the identifiable net assets acquired. Further, in May 2020, the Company recorded as goodwill the excess of the purchase price over the estimated fair values of identifiable assets and liabilities acquired from InsideResponse. There were no goodwill impairment charges recorded during the three and six months ended December 31, 2020 and 2019. Goodwill is assigned to reporting units that are expected to benefit from the synergies of the business combination as of the acquisition date and becomes identified with that reporting unit in its entirety. As such the reporting unit as a whole supports the recovery of its goodwill. For the aforementioned acquisitions, the reporting units are Auto & Home and Senior, respectively. The carrying amounts, accumulated amortization, net carrying value, and weighted average remaining life of our definite-lived amortizable intangible assets as well as our goodwill are presented in the tables below (dollars in thousands, useful life in years): December 31, 2020 June 30, 2020 Gross Carrying Amount Accumulated Amortization Net Carrying Amount Weighted-Average Remaining Useful Life Gross Carrying Amount Accumulated Amortization Net Carrying Amount Weighted-Average Remaining Useful Life Total intangible assets subject to amortization Customer relationships-Auto & Home $ 853 $ (699) $ 154 $ 853 $ (680) $ 173 InsideResponse Trade Name 2,680 (357) 2,323 2,680 (88) 2,592 Proprietary Software-5 year 780 (104) 676 780 (26) 754 Proprietary Software-2 year 262 (88) 174 262 (22) 240 Non-compete agreements 192 (43) 149 192 (16) 176 Customer relationships 16,069 (1,530) 14,539 16,069 (331) 15,738 Total intangible assets $ 20,836 $ (2,821) $ 18,015 5.9 $ 20,836 $ (1,163) $ 19,673 6.4 Total indefinite-lived assets Goodwill-Auto & Home $ 5,364 $ 5,364 $ 5,364 $ 5,364 Goodwill-Senior 41,092 41,092 41,213 41,213 Total goodwill $ 46,456 $ 46,456 $ 46,577 $ 46,577 For the three months ended December 31, 2020 and 2019, amortization expense related to intangible assets totaled $0.8 million and less than $0.1 million, respectively, and $1.7 million and less than $0.1 million for the six months ended December 31, 2020 and 2019, respectively. Changes in the carrying amount of goodwill for the six months ended December 31, 2020, are as follows (in thousands): Balance, June 30, 2020 $ 46,577 Measurement period adjustments (1) (121) Balance, December 31, 2020 $ 46,456 __________________ (1) Represents measurement period adjustments related to the InsideResponse acquisition (refer to Note 2 to the condensed consolidated financial statements for further details). As of December 31, 2020, expected amortization expense in future periods were as follows (in thousands): Customer Relationships-Auto & Home Trade Name Proprietary Software Non-compete agreements Customer relationships Total Remainder fiscal 2021 $ 19 $ 268 $ 144 $ 32 $ 1,148 $ 1,611 2022 32 536 265 64 2,296 3,193 2023 28 536 156 53 2,296 3,069 2024 23 536 156 — 2,296 3,011 2025 20 447 129 — 2,296 2,892 Thereafter 32 — — — 4,207 4,239 Total $ 154 $ 2,323 $ 850 $ 149 $ 14,539 $ 18,015 Intangible assets —The Company's intangible assets include those acquired as part of the acquisition of the controlling interest in Auto & Home in August 2012 as well as from the May 2020 acquisition of InsideResponse. As described in Note 1 to the consolidated financial statements, the Company reviews its long-lived assets for impairment whenever events or changes in circumstances indicate that the carrying amount of such assets may not be recoverable. During the years ended June 30, 2020 and 2019, there have been no such indicators. Goodwill —In August of 2012, the Company acquired the remaining interest in Auto & Home, and recorded goodwill as the excess of the total consideration transferred plus the acquisition-date fair value of the previously held equity interest over the fair values of the identifiable net assets acquired. Further, in May 2020, the Company recorded as goodwill the excess of the purchase price over the estimated fair values of identifiable assets and liabilities acquired from InsideResponse. There were no goodwill impairment charges recorded during the years ended June 30, 2020, 2019, or 2018. Goodwill is assigned to reporting units that are expected to benefit from the synergies of the business combination as of the acquisition date and becomes identified with that reporting unit in its entirety. As such the reporting unit as a whole supports the recovery of its goodwill. For the aforementioned acquisitions, the reporting units are Auto & Home and Senior, respectively. The carrying amounts, accumulated amortization, net carrying value, and weighted average remaining life of our definite-lived amortizable intangible assets as well as our goodwill are presented in the tables below as of June 30 (dollars in thousands, useful life in years): 2020 2019 Gross Carrying Amount Accumulated Amortization Net Carrying Amount Weighted-average Remaining Useful Life Gross Carrying Amount Accumulated Amortization Net Carrying Amount Weighted-average Remaining Useful Life Total intangible assets subject to amortization Customer relationships-Auto & Home $ 853 $ (680) $ 173 $ 853 $ (635) $ 218 InsideResponse Trade Name 2,680 (88) 2,592 — — — Proprietary Software-5 year 780 (26) 754 — — — Proprietary Software-2 year 262 (22) 240 — — — Non-compete agreements 192 (16) 176 — — — Customer relationships 16,069 (331) 15,738 — — — Total intangible assets $ 20,836 $ (1,163) $ 19,673 6.4 $ 853 $ (635) $ 218 8.0 Total indefinite-lived assets Goodwill-Auto & Home $ 5,364 $ — $ 5,364 $ 5,364 $ — $ 5,364 Goodwill-Senior 41,213 — 41,213 — — — Total goodwill $ 46,577 $ — $ 46,577 $ 5,364 $ — $ 5,364 For the years ended June 30, 2020, 2019, and 2018, amortization expense related to intangible assets totaled $0.5 million, $0.1 million, and $0.1 million, respectively. As of June 30, 2020, expected amortization expense in future periods were as follows (in thousands): Year Ended June 30, Customer Relationships-Auto & Home Trade Name Proprietary Software Non-compete agreements Customer relationships Total 2021 $ 38 $ 536 $ 287 $ 62 $ 2,303 $ 3,226 2022 32 536 265 62 2,303 3,198 2023 28 536 156 52 2,303 3,075 2024 23 536 156 — 2,303 3,018 2025 20 448 130 — 2,303 2,901 Thereafter 32 — — — 4,223 4,255 Total $ 173 $ 2,592 $ 994 $ 176 $ 15,738 $ 19,673 |
Derivative Instruments and Hedg
Derivative Instruments and Hedging Activities | 6 Months Ended |
Dec. 31, 2020 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Derivative Instruments and Hedging Activities | DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIESThe Company uses derivative financial instruments to hedge against the interest rate risk associated with its variable rate debt as a result of the Company's exposure to fluctuations in interest rates associated with a senior secured term loan facility in an aggregate principal amount of $425.0 million with a syndicate of lenders led by Morgan Stanley as the administrator for the lending group (as used in this Note 6 and in Note 8, the “Term Loan”). To accomplish this hedging strategy, the Company enters into interest rate swaps designated as cash flow hedges that are designed to be highly correlated to the underlying terms of the debt instruments to which their forecasted, variable interest rate payments are tied. To qualify for hedge accounting, the Company documents and assesses effectiveness at inception and in subsequent reporting periods. The fair value of interest rate swaps are recorded on our condensed consolidated balance sheets as an asset or liability with the related gains or losses reported as a component of accumulated other comprehensive income. The changes in fair value are reclassified from accumulated other comprehensive income into earnings as an offset to interest expense in the same period that the hedged items affect earnings. The Company does not engage in the use of derivative instruments for speculative or trading purposes. We entered into a USD floored interest rate swap agreement on May 12, 2020, with an effective date of May 29, 2020, wherein the Company has exchanged a floating rate of interest of LIBOR (subject to a 1% floor) plus 6.00% on the notional amount of $325.0 million of the Company’s $425.0 million Term Loan (currently recorded in long term debt on the condensed consolidated balance sheets) for a fixed rate payment of 6.00% plus 1.188%. The derivative hedges the entire notional amount of $325 million priced at USD-LIBOR-BBA 1-month, and the interest rate swap terminates on November 5, 2024. The interest rate swap qualifies for cash flow hedge accounting as it was determined to be highly effective at inception and it continued to remain effective as of December 31, 2020. The Company did not record any ineffectiveness related to the interest rate swap. In addition, the Company has determined that the majority of the inputs used to value its interest rate swap fall within Level 2 of the fair value hierarchy as they primarily include other than quoted prices that are observable. Further this valuation uses standard calculations and models that use readily observable market data as their basis. As a result, the Company classifies its interest rate swap in Level 2 of the fair value hierarchy. The following table presents the fair value of the Company’s derivative financial instrument on a gross basis, as well as its classification on the Company’s condensed consolidated balance sheets for the periods presented: (in thousands) December 31, 2020 June 30, 2020 Derivatives Designated as Hedging Instruments Balance Sheet Location Fair Value Balance Sheet Location Fair Value Cash flow hedge Other current liabilities $ (1,853) Other current liabilities $ (1,669) The following table presents the unrealized losses deferred to accumulated other comprehensive loss resulting from the Company’s derivative instruments designated as cash flow hedging instruments for the periods presented: (in thousands) Three Months Ended December 31, 2020 Six Months Ended December 31, 2020 Unrealized loss, before taxes $ — $ (498) Income tax benefit — 123 Unrealized loss, net of taxes $ — $ (375) The following table presents information about the reclassification of gains and losses from accumulated other comprehensive loss into earnings resulting from the Company’s derivative instruments designated as cash flow hedging instruments for the periods presented: (in thousands) Three Months Ended December 31, 2020 Six Months Ended December 31, 2020 Interest expense $ 155 $ 311 Income tax benefit (39) (77) Net reclassification into earnings $ 116 $ 234 Amounts included in accumulated other comprehensive loss are recorded net of the related income tax effects. The following table details the changes in accumulated other comprehensive loss: (in thousands) Derivative Instruments Balance at June 30, 2020 $ (1,254) Unrealized losses, net of related tax benefit of $0.1 million (375) Amount reclassified into earnings, net of related taxes of $0.1 million 234 Balance at December 31, 2020 $ (1,395) As of December 31, 2020, the Company estimates that $0.6 million will be reclassified into interest expense during the next twelve months. The Company uses derivative financial instruments to hedge against the interest rate risk associated with its variable rate debt as a result of the Company's exposure to fluctuations in interest rates associated with the Term Loan. To accomplish this hedging strategy, the Company enters into interest rate swaps designated as cash flow hedges that are designed to be highly correlated to the underlying terms of the debt instruments to which its forecasted, variable interest rate payments are tied. To qualify for hedge accounting, the Company will document and assess effectiveness at inception and in subsequent reporting periods. The fair value of interest rate swaps are recorded on our consolidated balance sheet as an asset or liability with the related gains or losses reported as a component of accumulated other comprehensive income. The changes in fair value are reclassified from accumulated other comprehensive income into earnings as an offset to interest expense in the same period that the hedged items affect earnings. The Company does not engage in the use of derivative instruments for speculative or trading purposes. We entered into a USD floored interest rate swap agreement on May 12, 2020, with an effective date of May 29, 2020, wherein the Company has exchanged a floating rate of interest of LIBOR (subject to a 1% floor) plus 6.00% on the notional amount of $325.0 million of the Company’s $425.0 million Term Loan (currently recorded in long term debt on the consolidated balance sheet) for a fixed rate payment of 6.00% plus 1.188%. 84.6% and 15.4% of this derivative will hedge $275.0 million at USD-LIBOR-BBA 1-month and $50.0 million at USD-LIBOR-BBA 6-month, respectively, until September 30, 2020, when repricing occurs on the $50.0 million tranche at which point the derivative will be hedging the interest rate risk of the full $325.0 million in Term Loan debt at USD-LIBOR-BBA 1-month. The interest rate swap terminates on November 5, 2024. There were no derivative activities for the years ended June 30, 2019 and 2018. The interest rate swap qualifies for cash flow hedge accounting as it was determined to be highly effective at inception and it continues to remain effective as of June 30, 2020. The Company did not record any ineffectiveness related to the interest rate swap. In addition, the Company has determined that the majority of the inputs used to value its interest rate swap fall within Level 2 of the fair value hierarchy as they primarily include other than quoted prices that are observable. Further this valuation uses standard calculations and models that use readily observable market data as their basis. As a result, the Company classifies its interest rate swap in Level 2 of the fair value hierarchy. The table below presents the fair value of the Company’s derivative financial instrument on a gross basis, as well as its classification on the Company’s consolidated balance sheet as of June 30: (in thousands) 2020 2019 Derivatives Designated as Hedging Instruments Balance Sheet Location Fair Value Fair Value Cash flow hedge Other current liabilities $ (1,669) $ — The following table presents the unrealized losses deferred to accumulated other comprehensive loss resulting from the Company’s derivative instruments designated as cash flow hedging instruments as of June 30: (in thousands) 2020 Unrealized loss, before taxes $ 1,669 Income tax benefit $ (415) Unrealized loss, net of taxes $ 1,254 The Company reclassified less than $0.1 million from accumulated other comprehensive income into interest expense for the year ended June 30, 2020. The income tax effects as a result of the reclassification to interest expense were not significant. As of June 30, 2020, the Company estimates that $0.6 million will be reclassified into interest expense during the next twelve months. |
Leases
Leases | 6 Months Ended |
Dec. 31, 2020 | |
Leases [Abstract] | |
Leases | LEASES The Company has entered into various lease agreements for office space and other equipment as lessee. At contract inception, the Company determines that a contract contains a lease if the contract conveys the right to control the use of identified property, plant, or equipment (an identified asset) for a period of time in exchange for consideration. If a contract contains a lease, the Company recognizes a right-of-use asset and a lease liability on the condensed consolidated balance sheet at lease commencement. The Company has elected a practical expedient to make an accounting policy not to record short-term leases on the condensed consolidated balance sheet, defined as leases with an initial term of 12 months or less that do not contain purchase options that the lessee is reasonably certain to elect. Right-of-use assets represent the Company’s right to use an underlying asset for the lease term as the Company has control over an economic resource and is benefiting from the use of the asset. Lease liabilities represent the Company’s obligation to make payments for that right of use. Right-of-use assets and lease liabilities are determined by recognizing the present value of future lease payments using the Company’s incremental borrowing rate, which is the rate we would have to pay to borrow on a collateralized basis based upon information available at the lease commencement date. The right-of-use asset is measured at the commencement date by totaling the amount of the initial measurement of the lease liability, adding any lease payments made to the lessor at or before the commencement date, subtracting any lease incentives received, and adding any initial direct costs incurred by the Company. When lease terms include renewal or termination options, the Company determines the lease term as the noncancelable period of the lease, plus periods covered by an option to extend the lease if the Company is reasonably certain to exercise the option. The Company considers an option to be reasonably certain to be exercised by the Company when a significant economic incentive exists. The Company has lease agreements with lease and nonlease components. The Company elected the practical expedient to make an accounting policy election by class of underlying asset, to not separate nonlease components from the associated lease components and instead account for each separate lease component and its associated nonlease components as a single lease component. The Company has applied this accounting policy election to all asset classes. The majority of the Company’s leases are operating leases related to office space. The Company leases office facilities in the United States in San Francisco, California; San Diego, California; Centennial, Colorado; Jacksonville, Florida; Overland Park, Kansas; Wilmington, North Carolina; and Des Moines, Iowa under noncancelable operating leases that expire at various dates through July 2029. The Company recognizes lease expense for operating leases on a straight-line basis over the respective lease term. The Company has operating leases with remaining lease terms of less than one year to nine years. The Company has entered into noncancelable agreements to sublease portions of its office facilities to unrelated third parties. Sublease rental income is recorded as a reduction of rent expense in the accompanying condensed consolidated statements of comprehensive income. Sublease rental income was $0.2 million for each of the three and six months ended December 31, 2020. Operating lease expense was $2.0 million and $3.9 million for the three and six months ended December 31, 2020, respectively, recorded in general and administrative operating costs and expenses in the condensed consolidated statements of comprehensive income. As of December 31, 2020, the Company has entered into an additional lease for office space that has not yet commenced with undiscounted future payment obligations of approximately $2.8 million. The lease is expected to commence in calendar year 2021. Right-of-Use Asset and Lease Liability —The right-of-use assets and lease liabilities were as follows as of December 31, 2020: (in thousands) Balance Sheet Classification Amount Assets Operating leases Operating lease right-of-use assets $ 29,182 Finance leases Property and equipment - net 101 Total lease right-of-use assets 29,283 Liabilities Current Operating leases Operating lease liabilities - current 5,093 Finance leases Other current liabilities 122 Non-current Operating leases Operating lease liabilities 36,958 Finance leases Other liabilities 33 Total lease liabilities $ 42,206 Lease Costs —The components of lease costs were as follows for the periods presented: (in thousands) Three Months Ended December 31, 2020 Six Months Ended December 31, 2020 Finance lease costs (1) $ 58 $ 125 Operating lease costs (2) 1,952 3,879 Short-term lease costs 58 125 Variable lease costs (3) 449 714 Sublease income (170) (235) Total net lease costs $ 2,347 $ 4,608 __________________ (1) Primarily consists of amortization of finance lease right-of-use assets and an immaterial amount of interest on finance lease liabilities recorded in operating costs and expenses and interest expense, net in the condensed consolidated statements of comprehensive income. (2) Recorded in operating costs and expenses in the condensed consolidated statements of comprehensive income. (3) Variable lease costs not included in the measurement of the lease liability or right-of-use asset as they are not based on an index or rate. Primarily represents common area maintenance charges and real estate taxes recorded in operating costs and expenses in the condensed consolidated statements of comprehensive income. Supplemental Information —Supplemental information related to leases was as follows as of and for the six months ended December 31, 2020: (in thousands) Operating Leases Finance leases Total Cash paid for amounts included in measurement of liabilities: Operating cash flows from leases $ 2,705 $ 5 $ 2,710 Financing cash flows from leases — 129 129 Right-of-use assets obtained in exchange for new lease liabilities $ 1,495 $ — $ 1,495 Operating Leases Finance leases Weighted-average remaining lease term (in years) 7.31 1.04 Weighted-average discount rate 9.64 % 4.63 % Maturities of Lease Liabilities —As of December 31, 2020, remaining maturities of lease liabilities for each of the next five fiscal years and thereafter are as follows: (in thousands) Operating leases Finance leases Total Remainder of 2021 $ 4,485 $ 93 $ 4,578 2022 8,493 59 8,552 2023 7,936 5 7,941 2024 8,298 — 8,298 2025 8,294 — 8,294 2026 5,997 — 5,997 Thereafter 15,066 — 15,066 Total undiscounted lease payments 58,569 157 58,726 Less: interest 16,518 2 16,520 Present value of lease liabilities $ 42,051 $ 155 $ 42,206 The following table summarizes the future annual minimum lease obligations under non-cancelable operating leases at June 30, 2020, under the previous lease accounting standard ASC 840, Leases (in thousands): 2021 $ 8,781 2022 8,497 2023 7,991 2024 8,353 2025 8,306 Thereafter 21,262 Total minimum lease payments $ 63,190 |
Leases | LEASES The Company has entered into various lease agreements for office space and other equipment as lessee. At contract inception, the Company determines that a contract contains a lease if the contract conveys the right to control the use of identified property, plant, or equipment (an identified asset) for a period of time in exchange for consideration. If a contract contains a lease, the Company recognizes a right-of-use asset and a lease liability on the condensed consolidated balance sheet at lease commencement. The Company has elected a practical expedient to make an accounting policy not to record short-term leases on the condensed consolidated balance sheet, defined as leases with an initial term of 12 months or less that do not contain purchase options that the lessee is reasonably certain to elect. Right-of-use assets represent the Company’s right to use an underlying asset for the lease term as the Company has control over an economic resource and is benefiting from the use of the asset. Lease liabilities represent the Company’s obligation to make payments for that right of use. Right-of-use assets and lease liabilities are determined by recognizing the present value of future lease payments using the Company’s incremental borrowing rate, which is the rate we would have to pay to borrow on a collateralized basis based upon information available at the lease commencement date. The right-of-use asset is measured at the commencement date by totaling the amount of the initial measurement of the lease liability, adding any lease payments made to the lessor at or before the commencement date, subtracting any lease incentives received, and adding any initial direct costs incurred by the Company. When lease terms include renewal or termination options, the Company determines the lease term as the noncancelable period of the lease, plus periods covered by an option to extend the lease if the Company is reasonably certain to exercise the option. The Company considers an option to be reasonably certain to be exercised by the Company when a significant economic incentive exists. The Company has lease agreements with lease and nonlease components. The Company elected the practical expedient to make an accounting policy election by class of underlying asset, to not separate nonlease components from the associated lease components and instead account for each separate lease component and its associated nonlease components as a single lease component. The Company has applied this accounting policy election to all asset classes. The majority of the Company’s leases are operating leases related to office space. The Company leases office facilities in the United States in San Francisco, California; San Diego, California; Centennial, Colorado; Jacksonville, Florida; Overland Park, Kansas; Wilmington, North Carolina; and Des Moines, Iowa under noncancelable operating leases that expire at various dates through July 2029. The Company recognizes lease expense for operating leases on a straight-line basis over the respective lease term. The Company has operating leases with remaining lease terms of less than one year to nine years. The Company has entered into noncancelable agreements to sublease portions of its office facilities to unrelated third parties. Sublease rental income is recorded as a reduction of rent expense in the accompanying condensed consolidated statements of comprehensive income. Sublease rental income was $0.2 million for each of the three and six months ended December 31, 2020. Operating lease expense was $2.0 million and $3.9 million for the three and six months ended December 31, 2020, respectively, recorded in general and administrative operating costs and expenses in the condensed consolidated statements of comprehensive income. As of December 31, 2020, the Company has entered into an additional lease for office space that has not yet commenced with undiscounted future payment obligations of approximately $2.8 million. The lease is expected to commence in calendar year 2021. Right-of-Use Asset and Lease Liability —The right-of-use assets and lease liabilities were as follows as of December 31, 2020: (in thousands) Balance Sheet Classification Amount Assets Operating leases Operating lease right-of-use assets $ 29,182 Finance leases Property and equipment - net 101 Total lease right-of-use assets 29,283 Liabilities Current Operating leases Operating lease liabilities - current 5,093 Finance leases Other current liabilities 122 Non-current Operating leases Operating lease liabilities 36,958 Finance leases Other liabilities 33 Total lease liabilities $ 42,206 Lease Costs —The components of lease costs were as follows for the periods presented: (in thousands) Three Months Ended December 31, 2020 Six Months Ended December 31, 2020 Finance lease costs (1) $ 58 $ 125 Operating lease costs (2) 1,952 3,879 Short-term lease costs 58 125 Variable lease costs (3) 449 714 Sublease income (170) (235) Total net lease costs $ 2,347 $ 4,608 __________________ (1) Primarily consists of amortization of finance lease right-of-use assets and an immaterial amount of interest on finance lease liabilities recorded in operating costs and expenses and interest expense, net in the condensed consolidated statements of comprehensive income. (2) Recorded in operating costs and expenses in the condensed consolidated statements of comprehensive income. (3) Variable lease costs not included in the measurement of the lease liability or right-of-use asset as they are not based on an index or rate. Primarily represents common area maintenance charges and real estate taxes recorded in operating costs and expenses in the condensed consolidated statements of comprehensive income. Supplemental Information —Supplemental information related to leases was as follows as of and for the six months ended December 31, 2020: (in thousands) Operating Leases Finance leases Total Cash paid for amounts included in measurement of liabilities: Operating cash flows from leases $ 2,705 $ 5 $ 2,710 Financing cash flows from leases — 129 129 Right-of-use assets obtained in exchange for new lease liabilities $ 1,495 $ — $ 1,495 Operating Leases Finance leases Weighted-average remaining lease term (in years) 7.31 1.04 Weighted-average discount rate 9.64 % 4.63 % Maturities of Lease Liabilities —As of December 31, 2020, remaining maturities of lease liabilities for each of the next five fiscal years and thereafter are as follows: (in thousands) Operating leases Finance leases Total Remainder of 2021 $ 4,485 $ 93 $ 4,578 2022 8,493 59 8,552 2023 7,936 5 7,941 2024 8,298 — 8,298 2025 8,294 — 8,294 2026 5,997 — 5,997 Thereafter 15,066 — 15,066 Total undiscounted lease payments 58,569 157 58,726 Less: interest 16,518 2 16,520 Present value of lease liabilities $ 42,051 $ 155 $ 42,206 The following table summarizes the future annual minimum lease obligations under non-cancelable operating leases at June 30, 2020, under the previous lease accounting standard ASC 840, Leases (in thousands): 2021 $ 8,781 2022 8,497 2023 7,991 2024 8,353 2025 8,306 Thereafter 21,262 Total minimum lease payments $ 63,190 |
Debt
Debt | 6 Months Ended |
Dec. 31, 2020 | |
Debt Disclosure [Abstract] | |
Debt | DEBT Credit Agreement and Senior Secured Credit Facility — Debt consisted of the following: (in thousands) December 31, 2020 June 30, 2020 Term Loan (effective interest rate of 7.2%) $ 325,000 $ 325,000 Unamortized debt issuance costs on Term Loan (5,148) (5,819) Unamortized debt discount on Term Loan (6,516) (7,367) Total debt $ 313,336 $ 311,814 On November 5, 2019, the Company entered into a new credit agreement with UMB Bank N.A. (“UMB”) as a lender and revolving agent and Morgan Stanley Capital Administrators, Inc. (“Morgan Stanley”) as a lender and the administrative agent for a syndicate of lenders party to the agreement (as used in this Note 6 and in Note 8, the “Senior Secured Credit Facility”). The Senior Secured Credit Facility provides for (1) a secured revolving loan facility with UMB in an aggregate principal amount of up to $75.0 million (the “Revolving Credit Facility”) and (2) the Term Loan. The outstanding balance under the prior credit agreement with UMB was rolled into the Revolving Credit Facility and will continue to be used for general working capital purposes as needed. The proceeds of the Term Loan were used (i) to finance a distribution in November 2019 to all holders of the Company’s common and preferred stock as well as holders of stock options in an aggregate amount of $275.0 million (the “Distribution”), (ii) to fund cash to the balance sheet in an aggregate amount of $68.0 million, equal to the first two years of interest-only payments due in respect of the Term Loan, (iii) to pay the debt issuance costs incurred for the Senior Secured Credit Facility, and (iv) for general corporate purposes. The Senior Secured Credit Facility contains customary events of default and an asset coverage ratio covenant. As of December 31, 2020, the Company was in compliance with all of the covenants. The Company has granted a security interest in all of the Company’s assets as collateral. The Company paid $8.5 million to the lenders of the Term Loan as an original issue discount which was recorded as a reduction to the carrying amount of the Term Loan in debt in the condensed consolidated balance sheets as of December 31, 2020 and June 30, 2020. The debt discount is being amortized through interest expense on a straight-line basis over the five- year life of the Senior Secured Credit Facility. As of December 31, 2020, the balance of the unamortized debt discount in debt in the condensed consolidated balance sheet was $6.5 million. The Revolving Credit Facility accrues interest on amounts drawn at a rate per annum equal to either (a) LIBOR plus 4.0% or (b) a base rate plus 3.0%, at the Company’s option. The Term Loan bears interest on the outstanding principal amount thereof at a rate per annum equal to either (a) LIBOR plus 6.0% or (b) a base rate plus 5.0%, at the Company’s option. The Company’s risk management strategy includes entering into interest rate swap agreements from time to time to protect against unfavorable interest rate changes relating to forecasted debt transactions. Refer to Note 6 to the condensed consolidated financial statements for further details. The Term Loan is repayable beginning from March 31, 2022, in equal quarterly installments in an aggregate annual amount equal to 1% of the original principal amount of the Term Loan, with the balance payable on the maturity date of November 5, 2024. Upon the completion of the Company's initial public offering on May 26, 2020 (the "IPO"), the Company paid down $100.0 million of the Term Loan. In addition to paying interest on outstanding principal amounts under the Senior Secured Credit Facilities, the Company is required to pay UMB an unused commitment fee of 0.15%, in respect of the unutilized commitments under the Revolving Credit Facility. The Revolving Credit Facility also has a maturity date of November 5, 2024. Amortization of debt financing costs was $0.8 million and $0.6 million during the three months ended December 31, 2020 and 2019, respectively, and $1.6 million and $0.6 million during the six months ended December 31, 2020 and 2019, respectively, which was included in interest expense, net in the Company’s condensed consolidated statements of comprehensive income. Credit Agreement and Senior Secured Credit Facility — Debt consisted of the following as of June 30: (in thousands) 2020 2019 Credit Agreement $ — $ 11,032 Term Loan 325,000 — Unamortized debt issuance costs on Term Loan (5,819) — Unamortized debt discount on Term Loan (7,367) — Total debt $ 311,814 $ 11,032 On November 6, 2017, the Company entered into a two The Senior Secured Credit Facility provides for (1) a secured revolving loan facility with UMB in an aggregate principal amount of up to $75.0 million (the “Revolving Credit Facility”) and (2) a senior secured term loan facility in an aggregate principal amount of $425.0 million with a syndicate of lenders led by Morgan Stanley as the administrator for the lending group (the “Term Loan”). The outstanding balance under the prior Credit Agreement with UMB was rolled into the Revolving Credit Facility and will continue to be used for general working capital purposes as needed. The proceeds of the Term Loan were used (i) to finance a distribution to all holders of the Company’s common and preferred stock as well as holders of stock options in an aggregate amount of $275.0 million (the “Distribution”), (ii) to fund cash to the balance sheet in an aggregate amount of $68.0 million, equal to the first two years of interest-only payments due in respect of the Term Loan, (iii) to pay the debt issuance costs incurred for the Senior Secured Credit Facility, and (iv) for general corporate purposes. The Senior Secured Credit Facility contains customary events of default and an asset coverage ratio covenant. As of June 30, 2020, the Company was in compliance with all of the covenants. The Company has granted a security interest in all of the Company’s assets as collateral. Additionally, the Company paid $8.5 million to the lenders of the Term Loan as an original issue discount which was recorded as a reduction to the carrying amount of the Term Loan in debt in the consolidated balance sheet as of June 30, 2020. The debt discount is being amortized through interest expense on a straight-line basis over the five The Revolving Credit Facility accrues interest on amounts drawn at a rate per annum equal to either (a) LIBOR plus 4.0% or (b) a base rate plus 3.0%, at the Company’s option. The Term Loan bears interest on the outstanding principal amount thereof at a rate per annum equal to either (a) LIBOR plus 6.0% or (b) a base rate plus 5.0%, at the Company’s option. The Company’s risk management strategy includes entering into interest rate swap agreements from time to time to protect against unfavorable interest rate changes relating to forecasted debt transactions. We entered into a USD floored interest rate swap agreement on May 12, 2020, with an effective date of May 29, 2020, having a notional amount of $325.0 million and designated as a cash flow hedge of interest payments on the debt issuance. See Note 8 to the consolidated financial statements for more information. The Term Loan is repayable beginning from March 31, 2022, in equal quarterly installments in an aggregate annual amount equal to 1% of the original principal amount of the Term Loan, with the balance payable on the maturity date of November 5, 2024. Upon the completion of the IPO, the Company paid down $100.0 million of the Term Loan. In addition to paying interest on outstanding principal amounts under the Senior Secured Credit Facilities, the Company is required to pay UMB an unused commitment fee of 0.15%, in respect of the unutilized commitments under the Revolving Credit Facility. The Revolving Credit Facility also has a maturity date of November 5, 2024. Non-Recourse Debt —Non-recourse debt consisted of the following as of June 30: (in thousands) 2020 2019 Delayed draw credit facility $ — $ 14,835 Unamortized debt issuance costs — (300) Total non-recourse debt — 14,535 Less non-recourse debt—current — 3,920 Non-recourse debt—net $ — $ 10,615 On December 14, 2018, we entered into a senior secured delayed draw credit facility (as amended, the “Receivables Financing Agreement”). Pursuant to the Receivables Financing Agreement, we had access to a senior secured delayed draw credit facility consisting of up to $30.0 million aggregate principal amount of commitments (the “Commitment”), with no more than quarterly draws in an aggregate original principal amount not to exceed the Commitment, with the commissions receivable from the Auto & Home insurance policies sold by SelectQuote Auto & Home as collateral. As the underlying policyholders renewed their policies, the renewal commissions received from our insurance carrier partners were transferred to the lender as repayment of the draw, with any accrued interest being paid first. Each loan accrued interest at 11.5% that was computed on a daily basis on the unpaid principal and interest amounts. If the amount of renewal commissions received was not enough to pay off the loan balances, there was no recourse to the Company. If we continued to receive renewal commissions on the underlying policies after the time at which the loan balances were paid off, the right to those renewal commissions reverted back to the Company. Over the life of the Receivables Financing Agreement, we received $32.8 million in proceeds from seven draws on the facility and made principal payments of $4.5 million. On June 8, 2020, the Company repaid in full all of its and its subsidiaries’ indebtedness and other obligations totaling $29.3 million under the Receivables Financing Agreement. The Company repaid the outstanding debt using proceeds from the IPO. Concurrently with the repayment, all security interests and liens held by the Collateral Agent (as defined in the Receivables Financing Agreement) were terminated and released and the Receivables Financing Agreement was terminated. As a result of the repayment, the Company recorded a $1.2 million loss on debt extinguishment in interest expense in the consolidated statement of comprehensive income for the year ended June 30, 2020, primarily consisting of a prepayment penalty associated with the debt payoff activity of $0.9 million and the write-off of unamortized debt issuance costs of $0.3 million. The loans drawn on the Receivables Financing Agreement were recorded on the consolidated balance sheets at amortized cost. The fair value of the loans was measured as a level 3 liability and was based on the incremental borrowing rate for similar debt. However, as the underlying renewal commissions securing the loans are of high credit quality and turn over quickly, the Company has determined that the carrying value approximates fair value. Debt Issuance Costs —The Company initially incurred $0.2 million in debt issuance costs for the Credit Agreement for origination and legal fees that were recorded in other assets in the consolidated balance sheet as of June 30, 2018. These debt issuance costs were being amortized through interest expense on a straight-line basis over the two five five In addition, the Company incurred $0.3 million of debt issuance costs in connection with the Receivables Financing Agreement. These costs were being amortized through interest expense over the estimated time to pay off the individual note balances of five years for each draw. Upon termination of the Receivables Financing Agreement, the remaining balance of debt issuance costs of $0.2 million was recorded to interest expense in the consolidated statement of comprehensive income. As of June 30, 2019, the Company had $0.3 million of unamortized debt issuance costs related to the Receivables Financing Agreement recorded as a discount to non-recourse debt—net in the consolidated balance sheet. Amortization of debt financing costs amounted to $2.3 million, $0.1 million, and $0.1 million during year ended June 30, 2020, 2019, and 2018, respectively, which was included in interest expense in the Company’s consolidated statements of comprehensive income. Amortization expense related to the debt issuance costs as of June 30, 2020, for each of the next five fiscal years and thereafter is estimated to be as follows (in thousands): Fiscal Years 2021 $ 3,289 2022 3,289 2023 3,289 2024 3,289 2025 1,096 Thereafter — Total $ 14,252 |
Commitments and Contingencies
Commitments and Contingencies | 6 Months Ended |
Dec. 31, 2020 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | COMMITMENTS AND CONTINGENCIES Lease Obligations —Refer to Note 7 for commitments related to our operating leases. Legal Contingencies and Obligations —From time to time, the Company is subject to legal proceedings and claims in the ordinary course of business. The Company currently is not aware of any legal proceedings or claims that it believes will have, individually or in the aggregate, a material adverse effect on its business, financial condition, operating results, or cash flows. Lease Obligations —The Company leases office facilities in the United States in San Francisco, California; San Diego, California; Centennial, Colorado; Jacksonville, Florida; Overland Park, Kansas; Wilmington, North Carolina; and Des Moines, Iowa under noncancelable operating leases that expire at various dates through July 2029. As of June 30, 2020, future annual minimum lease obligations under noncancelable operating leases are as follows (in thousands): 2021 $ 8,781 2022 8,497 2023 7,991 2024 8,353 2025 8,306 Thereafter 21,262 Total minimum lease payments $ 63,190 The Company has entered into noncancelable agreements to sublease portions of its office facilities to unrelated third parties. Sublease rental income is recorded as a reduction of rent expense in the accompanying consolidated statements of comprehensive income. Sublease rental income totaled $0.3 million, $0.4 million, and $0.2 million for the years ended June 30, 2020, 2019, and 2018, respectively. Future minimum lease payments for operating leases have not been reduced by the future minimum sublease income in the schedule above. The Company recognizes rent expense on a straight-line basis over the lease period and has accrued for rent expense incurred but not paid. Rent expense for operating leases, net of sublease income, lease incentives, and rent recorded as restructuring expenses was $7.0 million, $4.4 million, and $3.7 million for the years ended June 30, 2020, 2019, and 2018, respectively, recorded in general and administrative operating costs and expenses in the consolidated statements of comprehensive income. Legal Contingencies and Obligations —From time to time, the Company is subject to legal proceedings and claims in the ordinary course of business. The Company currently is not aware of any legal proceedings or claims that it believes will have, individually or in the aggregate, a material adverse effect on its business, financial condition, operating results, or cash flows. |
Shareholders' Equity
Shareholders' Equity | 6 Months Ended |
Dec. 31, 2020 | |
Equity [Abstract] | |
Shareholders' Equity | SHAREHOLDERS' EQUITY Common Stock —As of December 31, 2020, the Company has reserved the following authorized, but unissued, shares of common stock: Employee Stock Purchase Plan ("ESPP") 1,400,000 Stock awards outstanding under 2020 Plan 1,914,953 Stock awards available for grant under 2020 Plan 7,685,047 Options outstanding under 2003 Plan 2,843,851 Options available for grant under 2003 Plan — Total 13,843,851 Share-Based Compensation Plans The Company has awards outstanding from two share-based compensation plans: the 2003 Stock Incentive Plan (the "2003 Stock Plan") and the 2020 Omnibus Incentive Plan (the "2020 Stock Plan") (collectively, the “Stock Plans”). However, no further awards will be made under the 2003 Stock Plan. The Company's Board of Directors adopted, and shareholders approved, the 2020 Stock Plan in connection with the IPO, which provides for the grant of incentive stock options (“ISO's”), nonstatutory stock options (“NSO's”), stock appreciation rights, restricted stock awards, restricted stock unit awards ("RSU's"), performance-based cash awards ("PSU's"), and other forms of equity compensation (collectively, “stock awards”). All awards may be granted to employees, non-employee directors, and consultants of the Company and its subsidiaries and affiliates except for ISO's, which can only be granted to current employees of the Company. The Company accounts for its share-based compensation awards in accordance with ASC 718, Compensation—Stock Compensation (“ASC 718”) which requires all share-based compensation to be recognized in the income statement based on fair value and applies to all awards granted, modified, canceled, or repurchased after the effective date. Total share-based compensation included in general and administrative expense in our condensed consolidated statements of comprehensive income was as follows for the periods presented: Three Months Ended December 31, Six Months Ended December 31, (in thousands) 2020 2019 2020 2019 Share-based compensation related to: Equity classified stock options $ 455 $ 9,241 $ 818 $ 9,263 Equity classified RSU's 545 — 960 — Equity classified PSU's 194 — 322 — Total share-based compensation $ 1,194 $ 9,241 $ 2,100 $ 9,263 Stock Options —The fair value of each option (for purposes of calculation of share-based compensation) was estimated on the date of grant using the Black-Scholes-Merton option pricing formula that uses assumptions determined at the date of grant. Use of this option pricing model requires the input of subjective assumptions. These assumptions include estimating the length of time employees will retain their vested stock options before exercising them ("expected term"), the estimated volatility of the Company's common stock price over the expected term ("volatility"), the number of options that will ultimately not complete their vesting requirements ("forfeitures"), the risk-free interest rate that reflects the interest rate at grant date on zero-coupon United States governmental bonds that have a remaining life similar to the expected term ("risk-free interest rate"), and the dividend yield assumption which is based on the Company's dividend payment history and management's expectations of future dividend payments ("dividend yield"). Changes in the subjective assumptions can materially affect the estimate of the fair value of share-based compensation and, consequently, the related amount recognized in the condensed consolidated statements of comprehensive income. The Company used the following weighted-average assumptions for the stock options granted during the six months ended December 31, 2020. There were no stock options granted during the six months ended December 31, 2019. 2020 Volatility 25.0 % Risk-free interest rate 0.4 % Dividend yield — % Assumed forfeitures — % Expected lives (in years) 6.24 Weighted-average fair value (per share) $ 4.86 The following table summarizes stock option activity under the Stock Plans for the six months ended December 31, 2020: Number of Options Weighted- Average Exercise Price Weighted- Average Remaining Contractual Term (in Years) Aggregate Intrinsic Value (in Thousands) Outstanding—June 30, 2020 4,067,417 $ 2.69 Options granted 1,022,109 19.17 Options exercised (862,566) 0.88 Options forfeited/expired/cancelled (1,720) 17.89 Outstanding—December 31, 2020 4,225,240 $ 7.03 5.90 $ 58,332 Vested and exercisable—December 31, 2020 2,619,955 $ 0.93 3.82 $ 51,916 As of December 31, 2020, there was $5.9 million in unrecognized compensation cost related to unvested stock options granted, which is expected to be recognized over a weighted-average period of 3.33 years. The Company received cash of $0.1 million and $3.2 million in connection with stock options exercised, net of cashless exercises, during the three months ended December 31, 2020 and 2019, respectively, and $0.4 million and $4.8 million in connection with stock options exercised, net of cashless exercises, during the six months ended December 31, 2020 and 2019, respectively. Restricted Stock —The following table summarizes restricted stock unit activity under the 2020 Stock Plan for the six months ended December 31, 2020. There were no RSU's granted during the six months ended December 31, 2019. Number of Restricted Stock Units Weighted-Average Grant Date Fair Value Unvested as of June 30, 2020 150,000 $ 20.00 Granted 252,063 $ 18.50 Vested — $ — Cancelled (873) $ 17.89 Unvested as of December 31, 2020 401,190 $ 19.06 As of December 31, 2020, there was $6.6 million of unrecognized compensation cost related to unvested restricted stock units granted, which is expected to be recognized over a weighted-average period of 2.91 years. Performance Stock —The following table summarizes performance stock unit activity under the 2020 Stock Plan for the six months ended December 31, 2020. There were no PSU's granted during the six months ended December 31, 2019. Number of Performance Stock Units Weighted-Average Grant Date Fair Value Unvested as of June 30, 2020 — — Granted 132,374 17.92 Vested — — Cancelled — — Unvested as of December 31, 2020 132,374 17.92 As of December 31, 2020, there was $2.1 million of unrecognized compensation cost related to unvested performance stock units granted, which is expected to be recognized over a weighted-average period of 2.66 years. ESPP — The first six month offering period of the ESPP commenced as of October 1, 2020, and will expire on March 31, 2021. The purpose of the ESPP is to provide the Company's eligible employees with an opportunity to purchase shares of its common stock through accumulated payroll deductions at 95% of the fair market value on the exercise date, but no less than the lesser of 85% of the fair market value of a share of common stock on the date the offering period commences or 85% of the fair market value of the common stock on the exercise date. As of December 31, 2020, the Company has not issued any shares through the ESPP and recorded share-based compensation expense of $0.1 million as the ESPP was determined to be a compensatory plan. Shareholders' Equity —Common and preferred shares issued include shares outstanding and shares held in the treasury stock. Common Stock —As of June 30, 2020, the Company has reserved the following authorized, but unissued, shares of common stock: Employee Stock Purchase Plan ("ESPP") 1,400,000 Stock awards outstanding under 2020 Plan 511,000 Stock awards available for grant under 2020 Plan 9,089,000 Options outstanding under 2003 Plan 3,706,417 Options available for grant under 2003 Plan — Total 14,706,417 Preferred Stock —The Company’s preferred stock as of June 30, 2019, was all classified as temporary equity. As per guidance under ASC 480-10-S99-3A(4), ASR 268 requires equity instruments with redemption features that are not solely within the control of the issuer to be classified outside of permanent equity, in temporary equity. Thus, as the terms of the preferred stock agreements dictated as such, Series A-D preferred stock as of June 30, 2019, was classified as temporary equity. Upon the closing of the Company's initial public offering (“IPO”), all outstanding shares of preferred stock converted on an 8:1 basis into common stock, and there was no preferred stock outstanding as of June 30, 2020. The conversion resulted in an impact to additional paid-in capital in the consolidated balance sheet of $0.2 million. Series E Preferred Stock —On April 17, 2020 and May 6, 2020, the Company issued and sold an aggregate of 100,000 shares and 35,000 shares, respectively, of its Series E preferred stock to certain “accredited investors” (as defined in Regulation D promulgated under the Securities Act of 1933), at a purchase price of $1,000 per share, for aggregate proceeds of $135.0 million and net proceeds to the Company of $129.4 million after deducting commissions and expenses. In connection with the sale of these shares, the Company entered into Investor Rights Letters with the purchasers of the Series E preferred stock which granted them certain rights, including but not limited to certain preemptive rights and information rights. Upon the closing of the Company's IPO, the foregoing rights terminated, and all outstanding shares of Series E preferred stock automatically converted into 7.5 million shares of common stock at a fixed discount to the initial offering price. The conversion resulted in an impact to additional paid-in capital in the consolidated balance sheet of $0.1 million. Initial Public Offering —On May 26, 2020, the Company completed its IPO whereby 18,000,000 shares of common stock were sold to the public at $20.00 per share (in addition to shares sold by selling stockholders). Net proceeds to the Company from the offering, after deducting underwriting discounts and commissions and offering expenses were $333.1 million. Treasury Share Retirement —On March 30, 2020, the Company retired 4.0 million shares of its common stock and preferred stock held in treasury. The shares were returned to the status of authorized but unissued shares. As a result, the treasury stock balance as of June 30, 2020 was reduced to zero, and the common stock, preferred stock, and retained earnings balances in the consolidated balance sheet were reduced by $0.1 million, $0.2 million, and $77.0 million, respectively. Stock Split —On February 28, 2020, the Board of Directors of the Company resolved via unanimous written consent to: i) approve an eight-for-one forward stock split pursuant to which each outstanding share of the Company’s common stock would become eight shares of the Company’s common stock (the “Forward Stock Split”), ii) approve an amendment to the Company’s Fifth Amended and Restated Certificate of Incorporation, increasing the number of authorized shares of the Company’s common stock from 23.0 million shares to 700.0 million shares (the “Amendment”), and iii) submit the Amendment to the Company’s stockholders for approval. On February 28, 2020, the holders of more than 50% of the outstanding shares of voting stock of the Company approved the Amendment and the Amendment was filed with the Secretary of State of the State of Delaware. The par value of each share of the Company’s common stock was not adjusted in connection with the aforementioned Forward Stock Split. As per the series A-D preferred stock agreements, shares of preferred stock are precluded from a stock split and thus, the number of shares of preferred stock before and after the split did not change. However, the conversion ratio was split effected. Therefore, the conversion ratio of series A-D preferred stock converting into common stock went from 1:1 to 8:1. Distribution —On November 15, 2019, the Company declared a distribution of $188.7 million on all outstanding common stock and stock options (regardless of vesting status) ($1.96 per share) and $86.3 million on all outstanding preferred stock ($15.66 per share) which was paid on November 20, 2019 (the “Distribution”). Of the Distribution, $265.8 million was paid to existing shareholders and $9.2 million was paid to stock option holders. The Distribution to shareholders is characterized as ordinary dividends up to accumulated earnings at the time of Distribution, with the excess over earnings of $58.4 million treated as a return of capital and recorded as a reduction to additional paid-in capital in the consolidated balance sheet as of June 30, 2020. The Distribution to stock option holders is characterized as an equity restructuring where a one-time large cash payment is made in lieu of modifying the option award as the Company’s stock options plans do not allow for dividends to be distributed to holders of stock options and do not provide any dividend protections. Although no other terms of the option awards were modified, this Distribution resulted in a modification to the outstanding awards and incremental share-based compensation expense was recorded in the consolidated statement of comprehensive income during the year ended June 30, 2020, for the increase in fair value over the original awards of $9.2 million. Share-Based Compensation Plans The Company has awards outstanding from two share-based compensation plans - the 2003 Stock Incentive Plan (the "2003 Stock Plan") and the 2020 Omnibus Incentive Plan (the "2020 Stock Plan") (collectively, the “Stock Plans”). However, no further awards will be made under the 2003 Stock Plan. The Company's Board of Directors adopted, and shareholders approved, the 2020 Stock Plan in connection with the IPO, which provides for the grant of incentive stock options (“ISOs”), nonstatutory stock options (“NSOs”), stock appreciation rights, restricted stock awards, restricted stock unit awards ("RSUs") and other forms of equity compensation (collectively, “stock awards”). Additionally, the 2020 Stock Plan provides for the grant of performance-based cash awards ("PSUs"). ISOs may be granted only to employees. All other awards may be granted to employees, non-employee directors, and consultants of the Company and its subsidiaries and affiliates. The number of shares of common stock available for issuance as of June 30, 2020, pursuant to future awards under the Company's 2020 Stock Plan is 9,089,000. The number of shares of the Company's common stock reserved under the 2020 Stock Plan is subject to an annual increase on the first day of each fiscal year beginning on July 1, 2021, equal to 3% of the outstanding shares of common stock as of the last day of the immediately preceding fiscal year. The maximum number of shares of common stock that may be issued upon the exercise of ISOs will be 4,000,000. The shares of common stock covered by any award (including any award granted pursuant to the 2003 Stock Plan) that is forfeited, terminated, expired, or lapsed without being exercised or settled for cash will again become available for issuance under the 2020 Stock Plan. With respect to any award, if the exercise price and/or tax withholding obligations are satisfied by delivering shares to the Company (by actual delivery or attestation), or if the exercise price and/or tax withholding obligations are satisfied by withholding shares otherwise issuable pursuant to the award, the share reserve shall nonetheless be reduced by the gross number of shares subject to the award. The Company accounts for its share-based compensation awards in accordance with ASC 718 which requires all share-based compensation to be recognized in the income statement based on fair value and applies to all awards granted, modified, canceled, or repurchased after the effective date. Total share-based compensation included in general and administrative expense in our consolidated statements of comprehensive income was as follows: Year Ended June 30, (in thousands) 2020 2019 2018 Share-based compensation related to: Equity classified stock options $ 9,383 $ 86 $ 67 Equity classified restricted stock units 115 — — Total share-based compensation $ 9,498 $ 86 $ 67 Stock Options —The stock options outstanding under the 2003 Stock Plan generally vest as to one-third after the vesting commencement date and as to 1/24 of the remaining shares subject to the stock option monthly thereafter, subject to the award recipient’s continued employment through the applicable vesting date. Upon a termination of employment for any reason other than for “Cause” (as defined in the 2003 Stock Plan), any unvested and outstanding stock options would generally be forfeited for no consideration, and any vested and outstanding stock options would remain exercisable for 90 days following the date of termination (and, in the case of a termination of employment due to death or disability, for 12 months following the date of termination). Stock options expire 10 years from the date of grant. The terms for ISOs and NSOs awarded in the 2020 Stock Plan are the same as in the 2003 Stock Plan noted with the exception that the options generally shall vest and become exercisable in four equal installments on each of the first four anniversaries of the grant date, subject to the award recipient’s continued employment through the applicable vesting date. Stock options are granted with an exercise price that is no less than 100% of the fair market value of the underlying shares on the date of the grant. The fair value of each option (for purposes of calculation of share-based compensation) was estimated on the date of grant using the Black-Scholes-Merton option pricing formula that uses assumptions determined at the date of grant. Use of this option pricing model requires the input of subjective assumptions. These assumptions include estimating the length of time employees will retain their vested stock options before exercising them ("expected term"), the estimated volatility of the Company's common stock price over the expected term ("volatility"), the number of options that will ultimately not complete their vesting requirements ("forfeitures"), the risk-free interest rate that reflects the interest rate at grant date on zero-coupon United States governmental bonds that have a remaining life similar to the expected term ("risk-free interest rate"), and the dividend yield assumption which is based on the Company's dividend payment history and management's expectations of future dividend payments ("dividend yield"). Changes in the subjective assumptions can materially affect the estimate of the fair value of share-based compensation and, consequently, the related amount recognized in the consolidated statements of comprehensive income. The Company used the following weighted-average assumptions for the stock options granted during the years ended June 30, 2020, 2019, and 2018: Year Ended June 30, 2020 2019 2018 Volatility 25.1 % 24.8 % 24.8 % Risk-free interest rate 0.7 % 2.7 % 2.1 % Dividend yield — % 1.9% to 2.3% 1.9% to 2.3% Assumed forfeitures — % — % — % Expected lives (in years) 5.94 5.95 5.89 Weighted-average fair value (per share) $ 3.79 $ 0.15 $ 0.05 The following table summarizes stock option activity under the Stock Plans for the year ended June 30, 2020: Number of Options Weighted- Average Exercise Price Weighted- Average Remaining Contractual Term (in Years) Aggregate Intrinsic Value (in Thousands) Outstanding—June 30, 2019 9,156,080 $ 1.01 Options granted 481,800 15.72 Options exercised (5,535,327) 1.06 Options forfeited/expired/cancelled (35,136) 1.37 Outstanding—June 30, 2020 4,067,417 $ 2.69 4.91 $ 92,106 Vested and exercisable—June 30, 2020 3,216,521 $ 0.84 3.85 $ 78,769 As of June 30, 2020, there was $1.8 million in unrecognized compensation cost related to unvested stock options granted, which is expected to be recognized over a weighted-average period of 3.15 years. The Company received cash of $5.5 million, $4.3 million, and $0.6 million in connection with stock options exercised during the years ended June 30, 2020, 2019, and 2018, respectively. Restricted Stock —During the year ended June 30, 2020, the Company granted 150,000 shares of restricted stock to employees, all of which were issued in the form of RSUs. The following table summarizes restricted stock unit activity under the 2020 Stock Plan for the year ended June 30, 2020: Number of Restricted Stock Units Weighted-Average Grant Date Fair Value Unvested as of June 30, 2019 — Granted 150,000 20 Vested — Cancelled — Unvested as of June 30, 2020 150,000 20 |
Revenues from Contracts with Cu
Revenues from Contracts with Customers | 6 Months Ended |
Dec. 31, 2020 | |
Revenue from Contract with Customer [Abstract] | |
Revenues from Contracts with Customers | REVENUES FROM CONTRACTS WITH CUSTOMERS Disaggregation of Revenue from Contracts with Customers— The disaggregation of revenue by segment and product is depicted for the periods presented below, and is consistent with how the Company evaluates its financial performance: Three Months Ended December 31, Six Months Ended December 31, (in thousands) 2020 2019 2020 2019 Senior: Commission revenue: Medicare advantage $ 263,975 $ 113,955 $ 312,705 $ 134,142 Medicare supplement 12,743 9,303 20,735 13,453 Prescription drug plan 1,102 1,659 1,717 2,036 Dental, vision, and hearing 5,647 2,223 8,370 3,224 Other commission revenue 743 211 1,203 159 Total commission revenue 284,210 127,351 344,730 153,014 Production bonus and other revenue 31,300 11,524 43,979 13,444 Total Senior revenue 315,510 138,875 388,709 166,458 Life: Commission revenue: Core 19,791 19,119 39,167 37,703 Final expense 10,297 3,391 27,934 6,885 Ancillary 465 686 1,049 1,254 Total commission revenue 30,553 23,196 68,150 45,842 Production bonus and other revenue 5,822 5,784 11,048 10,745 Total Life revenue 36,375 28,980 79,198 56,587 Auto & Home: Total commission revenue 6,491 8,227 15,104 17,816 Production bonus and other revenue 750 339 1,675 803 Total Auto & Home revenue 7,241 8,566 16,779 18,619 Eliminations: Total commission revenue (280) (124) (465) (200) Production bonus and other revenue (572) — (1,778) — Total Elimination revenue (852) (124) (2,243) (200) Total commission revenue 320,974 158,650 427,519 216,472 Total production bonus and other revenue 37,300 17,647 54,924 24,992 Total revenue $ 358,274 $ 176,297 $ 482,443 $ 241,464 Contract Balances— After a policy is sold, the Company has no material additional or recurring obligations to the policyholder or the insurance carrier. As such, there are no contract liabilities recorded in the condensed consolidated balance sheets. As there is no activity in the contract asset balances other than the movement over time between long-term and short-term commissions receivable and accounts receivable as the policy is renewed, a separate roll forward other than what is shown on the condensed consolidated balance sheets is not relevant. Cumulative revenue catch-up adjustments related to changes in the estimates of transaction prices were not material for the three and six months ended December 31, 2020 and 2019. Production Bonuses and Other— During the six months ended December 31, 2020, the Company received advance payments of fiscal year 2021 marketing development funds, which will be amortized over the course of the year based on policies sold. As of December 31, 2020, there was an unamortized balance remaining of $17.3 million recorded in other current liabilities in the condensed consolidated balance sheet. Disaggregation of Revenue from Contracts with Customers —The disaggregation of revenue by segment and product is depicted for the periods presented below, and is consistent with how the Company evaluates its financial performance: Year Ended June 30, (in thousands) 2020 2019 2018 Senior: Commission revenue: Medicare advantage $ 285,957 $ 138,526 $ 62,537 Medicare supplement 34,301 25,118 26,189 Prescription drug plan 2,867 3,209 2,985 Dental, vision, and health 7,758 4,470 2,932 Other commission revenue 362 2,526 2,345 Total commission revenue 331,245 173,849 96,988 Production bonus and other revenue 30,428 18,408 5,420 Total Senior revenue $ 361,673 $ 192,257 $ 102,408 Life: Commission revenue: Term $ 75,236 $ 76,135 $ 71,951 Other commission revenue 32,628 13,111 5,850 Total commission revenue 107,864 89,246 77,801 Production bonus and other revenue 22,103 21,247 20,417 Total Life revenue $ 129,967 $ 110,493 $ 98,218 Auto & Home: Total commission revenue $ 38,031 $ 33,240 $ 32,108 Production bonus and other revenue 3,158 1,814 1,240 Total Auto & Home revenue $ 41,189 $ 35,054 $ 33,348 Eliminations: Total commission revenue $ (534) $ (335) $ (286) Production bonus and other revenue (780) — — Total Elimination revenue $ (1,314) $ (335) $ (286) Total commission revenue 476,606 296,000 206,611 Total production bonus and other revenue 54,909 41,469 27,077 Total revenue $ 531,515 $ 337,469 $ 233,688 Contract Balances —After a policy is sold, the Company has no material additional or recurring obligations to the policyholder or the insurance carrier. As such, there are no contract liabilities recorded in the consolidated balance sheets. As there is no activity in the contract asset balances other than the movement over time between long-term and short-term commissions receivable and accounts receivable as the policy is renewed, a separate roll forward other than what is shown on the consolidated balance sheets is not relevant. Cumulative revenue catch-up adjustments related to changes in the estimates of transaction prices were not material for the years ended June 30, 2020, 2019, and 2018. |
Income Taxes
Income Taxes | 6 Months Ended |
Dec. 31, 2020 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | INCOME TAXES For the three months ended December 31, 2020 and 2019, the Company recognized income tax expense of $26.5 million and $12.2 million, respectively, representing an effective tax rate of 22.7% and 23.8%, respectively. The differences from the Company’s federal statutory tax rate to the effective tax rate for the three months ended December 31, 2020, were related to state income taxes, partially offset by state tax credits such as the Kansas High Performance Incentive Program (“HPIP”) and discrete items for the period, primarily from the exercise of non-qualified stock options. The differences from the Company’s federal statutory tax rate to the effective tax rate for the three months ended December 31, 2019, were primarily related to state income taxes, partially offset by state tax credits such as HPIP. For the six months ended December 31, 2020 and 2019, the Company recognized income tax expense of $25.4 million and $11.7 million, respectively, representing an effective tax rate of 21.8% and 23.9%, respectively. The differences from the Company’s federal statutory tax rate to the effective tax rate for the six months ended December 31, 2020, were related to state income taxes, partially offset by state tax credits such as HPIP and discrete items for the period, primarily from the exercise of non-qualified stock options. The differences from the Company’s federal statutory tax rate to the effective tax rate for the six months ended December 31, 2019, were primarily related to state income taxes, partially offset by state tax credits such as HPIP. Assessing the realizability of the Company’s deferred tax assets is dependent upon several factors, including the likelihood and amount, if any, of future taxable income in relevant jurisdictions during the periods in which those temporary differences become deductible. The Company forecasts taxable income by considering all available positive and negative evidence, including historical data and future plans and estimates. These assumptions require significant judgment about future taxable income. As a result, the amount of deferred tax assets considered realizable is subject to adjustment in future periods if estimates of future taxable income change. The Company continues to recognize its deferred tax assets as of December 31, 2020, as it believes it is more likely than not that the net deferred tax assets will be realized. The Company recognizes a significant deferred tax liability due to the timing of recognizing revenue when a policy is sold, while revenue recognition for tax purposes is not recognized until future renewal commission payments are received. This deferred tax liability is a source of income that can be used to support the realizability of the Company’s deferred tax assets. As such, the Company does not believe a valuation allowance is necessary as of December 31, 2020, and will continue to evaluate in the future as circumstances may change. Income tax expense for the periods presented below consists of the following for the years ended June 30: (in thousands) 2020 2019 2018 (1) Current income taxes: Federal $ — $ (64) $ — State 63 107 35 Total 63 43 35 Deferred income taxes: Federal 21,021 19,748 5,320 State 3,932 2,243 1,264 Total 24,953 21,991 6,584 Income tax expense $ 25,016 $ 22,034 $ 6,619 ______________ (1) 2018 has been adjusted for the adoption of 606 using the full retrospective method The Tax Cuts and Jobs Act (the “Act”), signed into law on December 22, 2017, reduced the tax rate for corporations effective for tax years beginning after January 1, 2018. In addition to the reduction in the corporate tax rate, the Act also (1) changed the rules related to utilization of net operating loss ("NOL") carryforwards generated in tax years beginning after December 31, 2017; (2) eliminated the corporate alternative minimum tax ("AMT") and changed how existing AMT credits can be realized; (3) expanded bonus depreciation that will allow for full expensing of qualifying property; and (4) created a new limitation on deductible interest expense. The Company’s statutory federal tax rate is 21% and its current state tax rate (net of federal benefit) is 3.85% for the year ended June 30, 2020. The Company’s statutory federal tax rate was 21% and its current state tax rate (net of federal benefit) was 3.83% for the year ended June 30, 2019. Pursuant to the Act, as a fiscal year-end taxpayer, the Company used a blended federal statutory rate of 27.55% for the year ended June 30, 2018. The difference from the Company’s statutory tax rates to the effective tax rates shown below for the years ended June 30, 2020 and 2019 were primarily due to Kansas High Performance Incentive Program (“HPIP”) tax credits partially offset by non-deductible expenses. The difference from the Company’s statutory tax rates to the effective tax rates for the year ended June 30, 2018 was primarily due to the reduction in corporate tax rate under the Act. The following reconciles the statutory federal income tax rate to the effective income tax rate for the periods presented: Year Ended June 30, 2020 2019 2018 (1) Federal statutory rate 21.0 % 21.0 % 27.6 % Increase in income tax benefit and decrease in income tax expense resulting from: State income taxes 4.00 3.80 2.90 Kansas HPIP credit (0.90) (1.50) (1.20) Remeasurement of deferred income tax liabilities — — (12.90) Other (0.50) — (0.50) Effective income tax rate 23.6 % 23.3 % 15.9 % ______________ (1) 2018 has been adjusted for the adoption of 606 using the full retrospective method Significant components of the deferred tax assets and liabilities were as follows for the periods presented: Year Ended June 30, (in thousands) 2020 2019 Deferred tax assets: Accruals and other $ 10,663 $ 3,085 Deferred rent 3,349 2,202 Interest expense limitation 7,269 420 Net operating losses 27,557 6,336 Credit carryforward 5,413 4,273 Total deferred tax assets 54,251 16,316 Deferred tax liabilities: Commissions receivable (155,297) (96,064) Basis difference in fixed and amortizable assets (4,798) (1,504) Total deferred tax liabilities (160,095) (97,568) Net long-term deferred tax liabilities $ (105,844) $ (81,252) As discussed in Note 1 to the consolidated financial statements, the Company adopted ASC 606 effective July 1, 2018. For tax purposes, pursuant to proposed Treasury Regulation §1.451‑3(c)(6)(ii), the Company defers revenue relating to certain commissions receivables into following years until it is collected, which gives rise to a deferred tax liability. This deferred tax liability is a source of future taxable income that can be used to support the realizability of deferred tax assets. The Company continues to recognize all of its deferred tax assets as of June 30, 2020, as it believes it is more likely than not that the deferred tax assets will be fully realized. In accordance with the provisions of ASU No. 2016-09 Improvements on Employee Share-Based Payment Accounting (Topic 718) ("ASU 2016-09"), the Company now classifies the excess income tax benefits from share-based compensation arrangements as a discrete item within income tax expense rather than recognizing such excess income tax benefits in additional paid-in capital. The Company recognized an income tax benefit of $0.5 million and $0.2 million in the consolidated statements of comprehensive income related to excess tax benefits resulting from the exercise of non-qualified stock options for the years ended June 30, 2020 and 2019, respectively. The cumulative effect of the adoption of ASU 2016-09 of $0.4 million was made during the year ended June 30, 2019, to recognize the excess income tax benefits from prior year share-based compensation arrangements in deferred income taxes and retained earnings in the consolidated balance sheet. Assessing the realizability of the Company’s deferred tax assets is dependent upon several factors, including the likelihood and amount, if any, of future taxable income in relevant jurisdictions during the periods in which those temporary differences become deductible. The Company forecasts taxable income by considering all available positive and negative evidence, including historical data and future plans and estimates. These assumptions require significant judgment about future taxable income. As a result, the amount of deferred tax assets considered realizable is subject to adjustment in future periods if estimates of future taxable income change. The Company continues to recognize its deferred tax assets as of June 30, 2020, as it believes it is more likely than not that the net deferred tax assets will be realized. The Company recognizes a significant deferred tax liability due to the timing of recognizing revenue when a policy is sold, while revenue recognition for tax purposes is not recognized until future renewal commission payments are received. This deferred tax liability is a source of income that can be used to support the realizability of the Company’s deferred tax assets. As such, the Company does not believe a valuation allowance is necessary as of June 30, 2020, and will continue to evaluate in the future as circumstances may change. On March 27, 2020, the Coronavirus Aid, Relief, and Economic Security Act (“CARES Act”) was signed into law. The CARES Act provides numerous tax provisions and other stimulus measures, including temporary changes regarding the prior and future utilization of net operating losses, temporary changes to the prior and future limitations on interest deductions, temporary suspension of certain payment requirements for the employer portion of social security taxes, the creation of certain refundable employee retention credits, and technical corrections from prior tax legislation for tax depreciation of certain qualified improvement property. The Company is currently evaluating the impact on its consolidated financial statements and has not yet quantified the impact to the financial statements that may result from the CARES Act. The Company anticipates it will benefit from the technical correction for qualified leasehold improvements eligible for 100% tax bonus depreciation, and beginning with pay dates on and after April 10, 2020, the Company has elected to defer the employer-paid portion of social security taxes. The Company is also currently assessing its eligibility for certain employee retention tax credits but does not expect such credits to have a material impact on the financial statements. As of June 30, 2020, the Company has NOL carryforwards for federal and state income tax purposes of $109.6 million and $95.3 million, respectively. Other than the federal NOL generated for the tax year ended June 30, 2020, which has an indefinite carryforward period, the federal carryforwards will expire in 2034 through 2038. The state carryforwards will expire in 2024 through 2039. The Company is subject to income taxes in the US federal and various state jurisdictions. Tax regulations within each jurisdiction are subject to interpretation of the related tax laws and regulations and require the application of significant judgment. The federal tax returns from tax years 2016 through 2018 and state tax returns from tax years 2015 through 2018 remain open to examination by the major domestic taxing jurisdictions to which the Company is subject. NOLs generated on a tax return basis by the Company for tax years 2015 to 2018 will remain open to examination by the major domestic taxing jurisdictions until the statute of limitations expires for the year in which the loss carry overs are utilized. |
Net Income (Loss) Per Share
Net Income (Loss) Per Share | 6 Months Ended |
Dec. 31, 2020 | |
Earnings Per Share [Abstract] | |
Net Income (Loss) Per Share | NET INCOME (LOSS) PER SHAREThe Company calculates net income per share as defined by ASC Topic 260, “Earnings per Share”. Basic net income per share (“Basic EPS”) is computed by dividing net income attributable to common shareholders by the weighted-average common stock outstanding during the respective period. Net income attributable to common shareholders is computed by deducting both the dividends declared in the period on preferred stock and the dividends accumulated for the period on cumulative preferred stock from net income. Diluted net income per share (“Diluted EPS”) is computed by dividing net income attributable to common and common equivalent shareholders by the total of the weighted-average common stock outstanding and common equivalent shares outstanding during the respective period. For the purpose of calculating the Company’s Diluted EPS, common equivalent shares outstanding include the conversion of the preferred stock on an 8:1 ratio, as the rights and privileges dictate as such, common shares issuable upon the exercise of outstanding employee stock options, and common shares issuable upon the conclusion of each ESPP offering period. The number of common equivalent shares outstanding has been determined in accordance with the if-converted method for the preferred stock and the treasury stock method for employee stock options and common stock issuable pursuant to the ESPP to the extent they are dilutive. Under the treasury stock method, the exercise price paid by the option holder and future share-based compensation expense that the Company has not yet recognized are assumed to be used to repurchase shares. The following table sets forth the computation of net income (loss) per share for the periods presented: Three Months Ended Six Months Ended (in thousands, except per share amounts) 2020 2019 2020 2019 Basic: Numerator: Net income $ 90,416 $ 39,070 $ 91,253 $ 37,382 Less: dividends declared on Series A, B, C & D preferred stock — (86,302) — (86,302) Less: cumulative dividends on Series D preferred stock — (3,024) — (6,049) Net income (loss) attributable to common shareholders 90,416 (50,256) 91,253 (54,969) Denominator: Weighted-average common stock outstanding 162,645 90,374 162,546 88,945 Net income (loss) per share—basic: $ 0.56 $ (0.56) $ 0.56 $ (0.62) Diluted: Numerator: Net income (loss) attributable to common shareholders $ 90,416 $ (50,256) $ 91,253 $ (54,969) Add: dividends declared on Series A, B & C preferred stock (1) — — — — Add: dividends declared on Series D preferred stock (1) — — — — Add: cumulative dividends on Series D preferred stock (1) — — — — Net income (loss) attributable to common and common equivalent shareholders 90,416 (50,256) 91,253 (54,969) Denominator: Weighted-average common stock outstanding 162,645 90,374 162,546 88,945 Series A, B & C preferred stock outstanding (1) — — — — Series D preferred stock outstanding (1) — — — — Stock options outstanding to purchase shares of common stock (1) 2,918 — 2,831 — Total common and common equivalent shares outstanding 165,563 90,374 165,377 88,945 Net income (loss) per share—diluted: $ 0.55 $ (0.56) $ 0.55 $ (0.62) __________________ (1) Excluded from the computation of net loss per share-diluted for the three and six months ended December 31, 2019, because the effect would have been anti-dilutive. The number of outstanding anti-dilutive shares that were excluded from the computation of diluted net income (loss) per share consisted of the following for the periods presented: Three Months Ended Six Months Ended (in thousands) 2020 2019 2020 2019 Series A, B & C preferred stock outstanding — 12,071 — 12,071 Series D preferred stock outstanding — 32,000 — 32,000 Stock options outstanding to purchase shares of common stock — 3,845 — 4,908 Total — 47,916 — 48,979 The following table sets forth the computation of net (loss) income per share for the years ended June 30: (in thousands, except per share amounts) 2020 2019 2018 Basic: Numerator: Net income $ 81,147 $ 72,579 $ 34,899 Less: dividends declared on Series A, B, C & D preferred stock (86,302) (661) (661) Less: cumulative dividends on Series D preferred stock (10,849) (12,000) (12,000) Net (loss) income attributable to common shareholders (16,004) 59,918 22,238 Denominator: Weighted-average common stock outstanding 97,496 85,378 81,314 Net (loss) income per share—basic: $ (0.16) $ 0.70 $ 0.27 Diluted: Numerator: Net (loss) income attributable to common shareholders $ (16,004) $ 59,918 $ 22,238 Add: dividends declared on Series A, B & C preferred stock (2) — 181 181 Add: dividends declared on Series D preferred stock (1)(2) — 480 — Add: cumulative dividends on Series D preferred stock (1)(2) — 12,000 — Net (loss) income attributable to common and common equivalent shareholders (16,004) 72,579 22,419 Denominator: Weighted-average common stock outstanding 97,496 85,378 81,314 Series A, B & C preferred stock outstanding (2) — 12,071 12,071 Series D preferred stock outstanding (1)(2) — 32,000 — Stock options outstanding to purchase shares of common stock (2) — 3,042 3,036 Total common and common equivalent shares outstanding 97,496 132,491 96,421 Net (loss) income per share—diluted: $ (0.16) $ 0.55 $ 0.23 __________________ (1) Excluded from the computation of net income per share-diluted for the years ended June 30, 2018 because the effect would have been anti-dilutive. (2) Excluded from the computation of net income per share-diluted for the years ended June 30, 2020 because the effect would have been anti-dilutive. The number of outstanding anti-dilutive shares that were excluded from the computation of diluted net loss per share consisted of the following as of June 30: (in thousands) 2020 2019 2018 Series A, B & C preferred stock outstanding 10,871 — — Series D preferred stock outstanding 28,817 — 32,000 Series E preferred stock outstanding 694 — — Stock options outstanding to purchase shares of common stock 4,161 — — Total 44,543 — 32,000 |
Segment Information
Segment Information | 6 Months Ended |
Dec. 31, 2020 | |
Segment Reporting [Abstract] | |
Segment Information | SEGMENT INFORMATION The Company’s reportable segments have been determined in accordance with ASC 280, Segment Reporting (“ASC 280”). The Company currently has three reportable segments: i) Senior, ii) Life, and iii) Auto & Home, which represent the three main types of insurance products sold by the Company. The Senior segment primarily sells senior Medicare-related health insurance, the Life segment primarily sells term life insurance and final expense policies, and the Auto & Home segment primarily sells individual automobile and homeowners’ insurance. In addition, the Company accounts for non-operating activity, share-based compensation expense, certain intersegment eliminations, and the costs of providing corporate and other administrative services in its administrative division, Corporate & Eliminations. These services are not directly identifiable with the Company’s reportable segments and are shown in the tables below to reconcile the reportable segments to the condensed consolidated financial statements. The Company has not aggregated any operating segments together to represent a reportable segment. The Company reports segment information based on how its chief operating decision maker (“CODM”) regularly reviews its operating results, allocates resources, and makes decisions regarding business operations. The performance measures of the segments include total revenue and Adjusted EBITDA because management believes that such information is the most relevant in evaluating the results of the respective segments relative to other entities that operate in the same industries. Costs of revenue, marketing and advertising, and technical development operating expenses that are directly attributable to a segment are reported within the applicable segment. Indirect costs of revenue, marketing and advertising, and technical development operating expenses are allocated to each segment based on varying metrics such as headcount. Adjusted EBITDA is calculated as total revenue for the applicable segment less direct and allocated costs of revenue, marketing and advertising, technical development, and general and administrative operating costs and expenses, excluding depreciation and amortization expense; gain or loss on disposal of property, equipment, and software; share-based compensation expense; restructuring expenses; and non-recurring expenses such as severance payments and transaction costs. Our CODM does not separately evaluate assets by segment; therefore, assets by segment are not presented. The following table presents information about the reportable segments for the three months ended December 31, 2020: (in thousands) Senior Life Auto & Home Corp & Elims Consolidated Revenue $ 315,510 $ 36,375 $ 7,241 $ (852) $ 358,274 Operating expenses (180,955) (29,961) (5,091) (12,746) (1) (228,753) Other expenses, net — — — (21) (21) Adjusted EBITDA $ 134,555 $ 6,414 $ 2,150 $ (13,619) 129,500 Share-based compensation expense (1,336) Non-recurring expenses (2) (362) Fair value adjustments to contingent earnout obligations (395) Depreciation and amortization (3,590) Loss on disposal of property, equipment, and software (79) Interest expense, net (6,782) Income tax expense (26,540) Net income $ 90,416 __________________ (1) Operating expenses in the Corp & Elims division primarily include $8.4 million in salaries and benefits for certain general, administrative, and IT related departments and $3.3 million in professional services fees. (2) These expenses primarily consist of non-recurring compensation to a former executive and expenses related to business continuity in response to the Covid-19 pandemic. The following table presents information about the reportable segments for the three months ended December 31, 2019: (in thousands) Senior Life Auto & Home Corp & Elims Consolidated Revenue $ 138,875 $ 28,980 $ 8,566 $ (124) $ 176,297 Operating expenses (70,765) (22,740) (7,049) (6,775) (1) (107,329) Other expenses, net — — — (3) (3) Adjusted EBITDA $ 68,110 $ 6,240 $ 1,517 $ (6,902) 68,965 Share-based compensation expense (9,241) Non-recurring expenses (2) (564) Depreciation and amortization (1,728) Interest expense, net (6,178) Income tax expense (12,184) Net income $ 39,070 __________________ (1) Operating expenses in the Corp & Elims division primarily include $3.3 million in salaries and benefits for certain general, administrative, and IT related departments and $2.8 million in professional services fees. (2) These expenses primarily consist of one-time consulting expenses associated with adopting ASC 606, non-recurring compensation to certain board members, non-restructuring severance expenses, and payroll costs related to the Distribution. The following table presents information about the reportable segments for the six months ended December 31, 2020: (in thousands) Senior Life Auto & Home Corp & Elims Consolidated Revenue $ 388,709 $ 79,198 $ 16,779 $ (2,243) $ 482,443 Operating expenses (245,252) (62,307) (11,012) (22,264) (1) (340,835) Other expenses, net — — — (43) (43) Adjusted EBITDA $ 143,457 $ 16,891 $ 5,767 $ (24,550) 141,565 Share-based compensation expense (2,259) Non-recurring expenses (2) (822) Fair value adjustments to contingent earnout obligations (1,153) Depreciation and amortization (6,937) Loss on disposal of property, equipment, and software (162) Interest expense, net (13,543) Income tax expense (25,436) Net income $ 91,253 __________________ (1) Operating expenses in the Corp & Elims division primarily include $15.0 million in salaries and benefits for certain general, administrative, and IT related departments and $6.3 million in professional services fees. (2) These expenses primarily consist of non-recurring compensation to a former executive, non-restructuring severance expenses, costs related to our IPO, and expenses related to business continuity in response to the Covid-19 pandemic. The following table presents information about the reportable segments for the six months ended December 31, 2019: (in thousands) Senior Life Auto & Home Corp & Elims Consolidated Revenue $ 166,458 $ 56,587 $ 18,619 $ (200) $ 241,464 Operating expenses (100,288) (44,528) (14,612) (12,188) (1) (171,616) Other expenses, net — — — (16) (16) Adjusted EBITDA $ 66,170 $ 12,059 $ 4,007 $ (12,404) 69,832 Share-based compensation expense (9,263) Non-recurring expenses (2) (1,394) Depreciation and amortization (3,168) Gain on disposal of property, equipment, and software 2 Interest expense, net (6,883) Income tax expense (11,744) Net income $ 37,382 __________________ (1) Operating expenses in the Corp & Elims division primarily include $6.5 million in salaries and benefits for certain general, administrative, and IT related departments and $4.4 million in professional services fees. (2) These expenses consist primarily of one-time consulting expenses associated with adopting ASC 606, non-recurring compensation to certain board members, non-restructuring severance expenses, and payroll costs related to the Distribution. Revenues from each of the reportable segments are earned from transactions in the United States and follow the same accounting policies used for the Company’s condensed consolidated financial statements. All of the Company’s long-lived assets are located in the United States. For the three months ended December 31, 2020, three insurance carrier customers from Senior accounted for 30%, 22%, and 18% of total revenue. For the three months ended December 31, 2019, three insurance carrier customers from Senior accounted for 33%, 20%, and 14% of total revenue. For the six months ended December 31, 2020, three insurance carrier customers from Senior accounted for 27%, 20%, and 15% of total revenue. For the six months ended December 31, 2019, three insurance carrier customers from Senior accounted for 29%, 19%, and 12% of total revenue. The Company reports segment information based on how its CODM regularly reviews its operating results, allocates resources, and makes decisions regarding business operations. The performance measures of the segments include total revenue and Adjusted EBITDA because management believes that such information is the most relevant in evaluating the results of the respective segments relative to other entities that operate in the same industries. Costs of revenue, marketing and advertising, and technical development operating expenses that are directly attributable to a segment are reported within the applicable segment. Indirect costs of revenue, marketing and advertising, and technical development operating expenses are allocated to each segment based on varying metrics such as headcount. Adjusted EBITDA is calculated as total revenue for the applicable segment less direct and allocated costs of revenue, marketing and advertising, technical development, and general and administrative operating costs and expenses, excluding depreciation and amortization expense; loss on disposal of property, equipment and software; share-based compensation expense; restructuring expenses; and non-recurring expenses such as severance payments and transaction costs. Our CODM does not separately evaluate assets by segment; therefore, assets by segment are not presented. The following table presents information about the reportable segments for the year ended June 30, 2020: (in thousands) Senior Life Auto & Home Corp & Elims Consolidated Revenue $ 361,673 $ 129,967 $ 41,189 $ (1,314) $ 531,515 Operating expenses (215,935) (102,155) (32,490) (26,881) (1) (377,461) Other expenses, net — — — (30) (30) Adjusted EBITDA $ 145,738 $ 27,812 $ 8,699 $ (28,225) 154,024 Interest expense, net (25,761) Income tax expense (25,016) Share-based compensation expense (9,498) Depreciation and amortization (7,993) Non-recurring expenses (2) (3,721) Contingent consideration (375) Loss on disposal of property, equipment and software (360) Restructuring expenses (153) Net income $ 81,147 ________________ (1) Operating expenses in the Corp & Elims division primarily include $17.2 million in salaries and benefits for certain general, administrative, and IT related departments, and $8.7 million in professional services fees. (2) These expenses consist of one-time consulting expenses associated with adopting ASC 606, non-recurring compensation to certain former board members, non-restructuring severance expenses, employer payroll taxes on the one-time Distribution to stock option holders, costs related to our IPO, cost related to the acquisition of InsideResponse, and expenses related to business continuity in response to the Covid-19 pandemic. The following table presents information about the reportable segments for the year ended June 30, 2019: (in thousands) Senior Life Auto & Home Corp & Elims Consolidated Revenue $ 192,257 $ 110,493 $ 35,054 $ (335) $ 337,469 Operating expenses (102,083) (84,672) (27,237) (18,184) (1) (232,176) Other expenses, net — — — (15) (15) Adjusted EBITDA $ 90,174 $ 25,821 $ 7,817 $ (18,534) 105,278 Income tax expense (22,034) Depreciation and amortization (4,702) Restructuring expenses (2,305) Non-recurring expenses (2) (1,691) Interest expense, net (1,660) Loss on disposal of property, equipment and software (221) Share-based compensation expense (86) Net income $ 72,579 ________________ (1) Operating expenses in the Corp & Elims division primarily include $12.2 million in salaries and benefits for certain general, administrative, and IT related departments and $4.2 million in professional services fees. (2) These expenses consist primarily of one-time consulting expenses associated with adopting ASC 606, nonrecurring compensation to certain Board members and non-restructuring severance expenses. The following table presents information about the reportable segments for the year ended June 30, 2018: (in thousands) Senior Life Auto & Home Corp & Elims Consolidated Revenue $ 102,408 $ 98,218 $ 33,348 $ (286) $ 233,688 Operating expenses (65,720) (75,249) (24,127) (18,657) (1) (183,753) Other expenses, net — — — (9) (9) Adjusted EBITDA $ 36,688 $ 22,969 $ 9,221 $ (18,952) 49,926 Income tax expense (6,619) Depreciation and amortization (3,468) Restructuring expenses (2,808) Interest expense, net (929) Loss on disposal of property, equipment and software (700) Non-recurring expenses (2) (436) Share-based compensation expense (67) Net income $ 34,899 __________________ (1) Operating expenses in the Corp & Elims division primarily include $12.7 million in salaries and benefits for certain general, administrative, and IT related departments and $4.2 million in professional services fees. (2) These expenses consist primarily of one-time consulting expenses associated with adopting ASC 606, nonrecurring compensation to certain Board members and non-restructuring severance expenses. Revenues from each of the reportable segments are earned from transactions in the United States and follow the same accounting policies used for the Company’s consolidated financial statements that are described in the summary of significant accounting policies in Note 1 to the consolidated financial statements. All of the Company’s long-lived assets are located in the United States. For the year ended June 30, 2020, three insurance carrier customers, all from the Senior Segment, accounted for 26%, 18%, and 11% of total revenue. For the year ended June 30, 2019, three insurance carrier customers, all from the Senior Segment, accounted for 23%, 14%, and 12% of total revenue. For the year ended June 30, 2018, three insurance carrier customers, two from the Senior Segment, and one from Life accounted for 14%, 13%, and 13% of total revenue. |
Related-Party Transactions
Related-Party Transactions | 6 Months Ended |
Dec. 31, 2020 | |
Related Party Transactions [Abstract] | |
Related-Party Transactions | RELATED-PARTY TRANSACTIONS The Company purchases leads from InsideResponse, which was previously owned in part by individuals who are related to one of the Company’s shareholders or are members of the Company's management. On May 1, 2020, the Company acquired 100% of the outstanding membership units of InsideResponse for an aggregate purchase price of up to $65.0 million (subject to customary adjustments) as set forth in the Merger Agreement. Refer to Note 2 to the condensed consolidated financial statements for further details. Prior to the acquisition, the Company incurred $5.2 million and $8.0 million in lead costs with InsideResponse for the three and six months ended December 31, 2019, respectively, which were recorded in marketing and advertising expense in the condensed consolidated statements of comprehensive income. InsideResponse sells leads to a senior healthcare distribution platform that is owned in part by individuals related to one of the Company’s shareholders or who are members of the Company’s management. The Company earned $0.9 million and $1.3 million in lead sales revenue, which is recorded in production bonus and other in the condensed consolidated statements of comprehensive income, as a result of this relationship for the three and six months ended December 31, 2020, respectively, and had $0.5 million and an immaterial amount of outstanding accounts receivable and accounts payable, respectively, as of December 31, 2020. The Company purchases leads from InsideResponse which was previously owned in part by individuals related to one of the Company’s shareholders or are members of management. On May 1, 2020, the Company acquired 100% of the outstanding membership units of InsideResponse for an aggregate purchase price of up to $65.0 million (subject to customary adjustments) as set forth in the Merger Agreement. Refer to Note 2 to the consolidated financial statements for further details. Prior to the acquisition, the Company incurred $16.1 million, $10.1 million, $10.0 million, in lead costs with this firm for the years ended June 30, 2020, 2019, and 2018, respectively, which were recorded in marketing and advertising expense in the consolidated statements of comprehensive income. The Company did not have any outstanding payables as of June 30, 2020, and owed $0.2 million as of June 30, 2019, that was recorded in accounts payable in the consolidated balance sheets. As of June 30, 2020 and June 30, 2019, the shareholder, related affiliates, and the related members of management owned 10.89% and 21.36% of the Company, respectively. The Company purchases leads from a senior healthcare distribution platform that is owned, in part, by individuals related to one of the Company’s shareholders or who are members of the Company’s management. The Company incurred $0.5 million, $1.6 million, and $0.7 million in lead costs with this firm for the years ended June 30, 2020, 2019, and 2018, respectively, which were recorded in marketing and advertising expense in the consolidated statements of comprehensive income. The Company owed less than $0.1 million as of June 30, 2020, and did not have any outstanding payables as of June 30, 2019 to this firm, that was recorded in accounts payable in the consolidated balance sheets. In addition, the Company has acted as the Field Marketing Organization on behalf of this firm. The net financial impact of this relationship to the Company was not material for each of the years ended June 30, 2020, 2019, and 2018. As of June 30, 2020 and June 30, 2019, the shareholder, related affiliates, and the related members of management owned 10.89% and 21.36% of the Company, respectively. The Company entered into a consulting agreement with another shareholder and former employee in January 2011 effective until canceled by either party. For the years ended June 30, 2020 and 2019, the Company incurred consulting expenses of less than $0.1 million. For the year ended June 30, 2018, the Company incurred consulting expenses of $0.1 million. These costs were recorded in general and administrative expense in the consolidated statements of comprehensive income. The Company owed less than $0.1 million and did not have any outstanding payables due to this consultant as of June 30, 2020 and 2019, respectively. As of June 30, 2020 and 2019, the shareholder owned 2.62% and 3.61% of the Company, respectively. |
Summary of Business and Signi_2
Summary of Business and Significant Accounting Policies | 6 Months Ended |
Dec. 31, 2020 | |
Accounting Policies [Abstract] | |
Summary of Business and Significant Accounting Policies | SUMMARY OF BUSINESS AND SIGNIFICANT ACCOUNTING POLICIES Description of Business —SelectQuote, Inc. and its subsidiaries (the “Company” or “SelectQuote”) contract with numerous insurance carriers to sell senior health (“Senior”), life (“Life”), and auto and home insurance (“Auto & Home”) policies by telephone to individuals throughout the United States through the use of multi-channel marketing and advertising campaigns. Senior sells Medicare Advantage, Medicare Supplement, Medicare Part D, and other ancillary senior health insurance related policies. Life sells term and permanent life insurance policies (together referred to as "core") and final expense policies, along with other ancillary products. Auto & Home primarily sells non-commercial auto & home property and casualty insurance policies. SelectQuote’s licensed insurance agents provide comparative rates from a variety of insurance carriers relying on our technology distribution channel with a combination of proprietary and commercially available software to perform its quote service and sell insurance policies on behalf of the insurance carriers. The Company earns revenue in the form of commission payments from the insurance carriers. Commission payments are received both when the initial policy is sold (“first year”) and when the underlying policyholder renews their policy in subsequent years (“renewal”). Additionally, the Company receives certain volume-based bonuses from some carriers on first-year policies sold, which are referred to as production bonuses and marketing development funds, based on attaining various predetermined target sales levels or other agreed upon objectives. Basis of Presentation —The accompanying unaudited condensed consolidated financial statements include the accounts of SelectQuote, Inc., and its wholly owned subsidiaries: SelectQuote Insurance Services, SelectQuote Auto & Home Insurance Services, LLC (“SQAH”), ChoiceMark Insurance Services, Inc., Tiburon Insurance Services, and InsideResponse, LLC ("InsideResponse"). The condensed consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles for interim financial information and reflect all normal recurring adjustments that are necessary to present fairly the results for the interim periods presented. All intercompany accounts and transactions have been eliminated in consolidation. Certain information and disclosures normally included in annual financial statements prepared in accordance with U.S. GAAP have been condensed or omitted in accordance with those rules and regulations and with the instructions to Form 10-Q and Rule 10-01 of Regulation S-X. The unaudited condensed consolidated financial statements have been prepared on the same basis as the audited consolidated financial statements in our Annual Report on Form 10-K for the year ended June 30, 2020, and include all adjustments necessary for the fair presentation of our financial position for the periods presented, the results of which are not necessarily indicative of the results to be expected for any subsequent period, including for the year ending June 30, 2021, and therefore should not be relied upon as an indicator of future results. The accompanying unaudited condensed consolidated financial statements and related notes should be read in conjunction with the audited consolidated financial statements for the year ended June 30, 2020. Results of operations were not materially impacted by the Covid-19 pandemic, but the Company is continuously assessing the evolving situation related to the pandemic. Use of Estimates —The preparation of condensed consolidated financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of revenues, expenses, assets, and liabilities and disclosure of contingent assets and liabilities. The Company regularly assesses these estimates; however, actual amounts could differ from those estimates. The most significant items involving management’s estimates include estimates of revenue recognition, commissions receivable, valuation of intangible assets and goodwill, share-based compensation expense, and the provision for income taxes. The impact of changes in estimates is recorded in the period in which they become known. Seasonality —Medicare-eligible individuals are permitted to change their Medicare Advantage and Medicare Part D prescription drug coverage for the following year during the Medicare annual enrollment period (“AEP”) in October through December and are allowed to switch plans from an existing plan during the open enrollment period (“OEP”) in January through March each year. As a result, the Company’s Senior segment’s commission revenue is highest in the second quarter during AEP and to a lesser extent, the third quarter during OEP. Significant Accounting Policies —With the exception of the adoption of recent accounting pronouncements, there have been no material changes to the Company’s significant accounting policies as described in our Annual Report on Form 10-K for the year ended June 30, 2020. Adoption of New Accounting Pronouncements —In February 2016, the Financial Accounting Standards Board (the "FASB") issued Accounting Standards Update ("ASU") 2016-02, Leases (Topic 842), which has been clarified and amended by various subsequent updates. The core principle of this standard is that a lessee should recognize the assets and liabilities that arise from leases, by recognizing in the condensed consolidated balance sheet a liability to make lease payments (the lease liability) and a right-of-use asset representing its right to use the underlying asset for the lease term. In accordance with the guidance of Topic 842, leases are classified as finance or operating leases, and both types of leases are recognized on the condensed consolidated balance sheet. The accounting applied by a lessor is largely unchanged from that applied under previous guidance. The new guidance requires certain expanded qualitative disclosures and specific quantitative disclosures in order to provide users of financial statements enough information to supplement the amounts recorded in the financial statements so that users can understand more about the nature of an entity’s leasing activities. Although the effective date of this ASU has been deferred for emerging growth companies until annual periods beginning after December 15, 2021, the Company has early adopted the new guidance and related amendments on July 1, 2020, and has elected the transition package of practical expedients permitted under the transition guidance, which allowed the carry forward of historical assessments of whether a contract contains a lease, lease classification and initial direct costs. The new guidance and related amendments have been applied on a modified retrospective basis using the optional transition method with an application date of July 1, 2020. As a result of adopting this standard, on July 1, 2020, the Company recorded lease liabilities of $41.3 million and right-of-use assets of $29.7 million, which includes reclassifications of existing assets and liabilities primarily related to deferred rent. The adoption of this new standard did not have a material impact on the Company’s condensed consolidated statement of comprehensive income or the condensed consolidated statement of cash flows. The Company has included expanded disclosures on the condensed consolidated balance sheets and in Note 7 to the condensed consolidated financial statements. In January 2017, the FASB issued ASU No. 2017-04, “Intangibles-Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment.” This ASU amends the subsequent measurement of goodwill whereby Step 2 from the goodwill impairment test is eliminated. As a result, an entity should recognize a goodwill impairment charge for the amount by which the carrying amount exceeds the reporting unit's fair value. The standard was adopted and applied prospectively by the Company as of July 1, 2020, but it did not have an impact on the Company's condensed consolidated financial statements and disclosures. Recent Accounting Pronouncements Not Yet Adopted —In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments — Credit Losses (Topic 326), which amends the guidance for accounting for assets that are potentially subject to credit risk. The amendment affects contract assets, loans, debt securities, trade receivables, net investments in leases, off-balance-sheet credit exposures, reinsurance receivables, and any other financial assets not excluded from the scope that have the contractual right to receive cash. As an emerging growth company, the standard is effective for the Company beginning in fiscal years starting after December 15, 2022, and interim periods within those fiscal years; however, early adoption is permitted. The Company is currently evaluating the impact to its condensed consolidated financial statements and related disclosures but does not expect this ASU to have a material impact. In December 2019, the FASB issued ASU No. 2019-12, Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes, which simplifies and changes the accounting for certain income tax transactions, among other minor improvements. This standard becomes effective for the Company on July 1, 2022, and for interim periods beginning July 1, 2023, with early adoption permitted. The Company is currently evaluating the impact to its condensed consolidated financial statements and related disclosures but does not expect this ASU to have a material impact. Description of Business —SelectQuote, Inc. and its subsidiaries (the “Company” or “SelectQuote”) contract with numerous insurance carriers to sell senior health (“Senior”), life (“Life”), and auto and home insurance (“Auto & Home”) policies by telephone to individuals throughout the United States through the use of multi-channel marketing and advertising campaigns. Senior sells Medicare Advantage, Medicare Supplement, Medicare Part D, and other ancillary senior health insurance related policies. Life sells primarily term and permanent life insurance policies. Auto & Home primarily sells non-commercial auto & home property and casualty insurance policies. SelectQuote’s licensed insurance agents provide comparative rates from a variety of insurance carriers relying on our technology distribution channel with a combination of proprietary and commercially available software to perform its quote service and sell insurance policies on behalf of the insurance carriers. The Company earns revenue in the form of commission payments from the insurance carriers. Commission payments are received both when the initial policy is sold (“first year”) and also when the underlying policyholder renews their policy in subsequent years (“renewal”). Additionally, the Company receives revenue from production bonuses based on metrics for first year policies sold and marketing development funds from some carriers. Basis of Presentation —The accompanying consolidated financial statements include the accounts of SelectQuote, Inc., and its wholly owned subsidiaries: SelectQuote Insurance Services, SelectQuote Auto & Home Insurance Services, LLC (“SQAH”), ChoiceMark Insurance Services, Inc., Tiburon Insurance Services, InsideResponse, LLC, and GenMark, LLC. All intercompany accounts and transactions have been eliminated in consolidation. The consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles and include all adjustments necessary for the fair presentation of our financial position as of June 30, 2020. Certain reclassifications have been made to prior periods to conform with current year. Results from operations related to entities acquired during the periods covered by the consolidated financial statements are reflected from the effective date of acquisition. Results of operations were not materially impacted by the Covid-19 pandemic, but the Company is continuously assessing the evolving situation related to the pandemic. Use of Estimates —The preparation of consolidated financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of revenues, expenses, assets, and liabilities and disclosure of contingent assets and liabilities. The Company regularly assesses these estimates; however, actual amounts could differ from those estimates. The most significant items involving management’s estimates include estimates of revenue recognition, commissions receivable, valuation of intangible assets and goodwill, share-based compensation expense and the provision for income taxes. The impact of changes in estimates is recorded in the period in which they become known. Seasonality —Medicare-eligible individuals are permitted to change their Medicare Advantage and Medicare Part D prescription drug coverage for the following year during the Medicare annual enrollment period (“AEP”) in October through December and are allowed to switch plans from an existing plan during the open enrollment period (“OEP”) in January through March each year. As a result, the Company’s Senior segment’s commission revenue is highest in the second quarter and to a lesser extent, the third quarter during OEP. Initial Public Offering —On May 26, 2020, the Company completed its initial public offering (the "IPO") whereby 18,000,000 shares of common stock were sold to the public at $20.00 per share (in addition to shares sold by selling stockholders). Net proceeds to the Company from the offering, after deducting underwriting discounts and commissions and offering expenses were $333.1 million. Stock Split —On February 28, 2020, the Company effected an eight-for-one forward stock split of its issued and outstanding shares of common stock and a proportional adjustment to the existing conversion ratios for each series of its preferred stock, which is referred to as the “stock split.” The par value of the Company’s common stock was not adjusted as a result of the stock split. All references to common stock, options to purchase common stock, share data, per share data and related information contained in the consolidated financial statements and related footnotes have been retrospectively adjusted, where applicable, to reflect the effect of the stock split and the adjustment of the preferred stock conversion ratios. Accordingly, an adjustment was made between common stock and additional paid-in-capital in the consolidated balance sheets to reflect the new values after the stock split. In connection with the stock split, the number of authorized shares of the Company’s common stock was increased to 700 million. The shares of treasury stock were not affected by the stock split and were retired on March 30, 2020. Treasury Share Retirement —The Company periodically retires treasury shares that it acquires through share repurchases and returns those shares to the status of authorized but unissued. When treasury shares are retired, the Company's policy is to allocate the excess of the repurchase price over the par value of shares acquired to retained earnings. On March 30, 2020, the Company retired 4.0 million shares of its common stock and preferred stock held in treasury. The shares were returned to the status of authorized but unissued shares. As a result, the treasury stock balance as of June 30, 2020 was reduced to zero, and the common stock, preferred stock, and retained earnings balances in the consolidated balance sheet were reduced by $0.1 million, $0.2 million, and $77.0 million, respectively. Equity Issuance Costs —Equity issuance costs primarily consist of legal fees, underwriting fees, and other costs incurred as a result of the IPO and the issuance of Series E preferred stock. Upon completion of the IPO in May of 2020, $26.9 million of costs were charged to shareholders’ equity against the gross proceeds raised. For the issuance of Series E preferred stock in April and May of 2020, $5.6 million of costs were charged to shareholders’ equity against the gross proceeds raised. The Company did not incur any equity issuance costs as of June 30, 2019. Business Combinations —The Company accounts for business combinations in accordance with ASC Topic 805, Business Combinations (“ASC 805”), which requires most identifiable assets, liabilities, noncontrolling interests, and goodwill acquired in a business combination to be recorded at full fair value at the acquisition date. Additionally, ASC 805 requires transaction-related costs to be expensed in the period incurred. The determination of fair value of assets acquired and liabilities assumed requires estimates and assumption that can change as a result of new information obtained about facts and circumstances that existed as of the acquisition date. As such, the Company will make any necessary adjustments to goodwill in the period identified within one year of the acquisition date. Adjustments outside of that range are recognized currently in earnings. Refer to Note 2 of the consolidated financial statements for further information. Cash, Cash Equivalents, and Restricted Cash —Cash and cash equivalents represent cash and short-term, highly liquid investments with maturities of three months or less at the time of purchase. The Company’s restricted cash balance consists of a specified deposit account to be used only for interest payments on the Term Loan (as defined below). Concentrations of Credit Risk —Financial instruments that potentially subject the Company to concentrations of credit risk consist primarily of accounts and commissions receivable. The Company believes the potential for collection issues with any of its customers is minimal as of June 30, 2020, based on the lack of collection issues in the past and the high financial standards the Company requires of its customers. As of June 30, 2020, three insurance carrier customers accounted for 26%, 20%, and 10% of total accounts and commissions receivable. As of June 30, 2019, two insurance carrier customers accounted for 20% and 17% of total accounts and commissions receivable. For the year ended June 30, 2020, three insurance carrier customers accounted for 26% 18%, and 11% of total revenue. For the year ended June 30, 2019, three insurance carrier customers accounted for 23%, 14%, and 12% of total revenue. For the year ended June 30, 2018, three insurance carrier customers accounted for 14%, 13%, and 13% of total revenue. Property and Equipment — Net —Property and equipment are stated at cost less accumulated depreciation. Capital lease amortization expenses are included in depreciation expense in our consolidated statements of comprehensive income. Depreciation is computed using the straight-line method based on the date the asset is placed in service using the following estimated useful lives: Computer hardware 3 years Equipment 3–4 years Leasehold improvements Shorter of lease period or useful life Furniture and fixtures 7 years Maintenance and minor replacements are expensed as incurred. Software — Net —The Company capitalizes costs of materials, consultants, and compensation and benefits costs of employees who devote time to the development of internal-use software during the application development stage. Judgment is required in determining the point at which various projects enter the phases at which costs may be capitalized, in assessing the ongoing value of the capitalized costs, and in determining the estimated useful lives over which the costs are amortized, which is generally 3 years. Impairment and Disposal of Long-Lived Assets —The Company reviews its long-lived assets for impairment whenever events or changes in circumstances indicate that the carrying amount of such assets may not be recoverable. Recoverability of an asset to be held and used is measured by a comparison of the carrying amount of an asset to future undiscounted net cash flows expected to be generated by the asset. If such asset is considered to be impaired, a loss is recognized for the amount by which the carrying amount of the asset exceeds the fair value of the asset. Assets to be disposed of are reported at the lower of the carrying amount or fair value, less costs to sell. For the year ended June 30, 2020, there were no events or changes in circumstances to indicate impairment of long-lived assets. Goodwill —Goodwill represents the excess of the purchase price over the estimated fair values of identifiable assets and liabilities acquired in a business combination as of the acquisition date. Goodwill is not amortized in accordance with the requirements of ASC 350, Intangibles-Goodwill and Other (“ASC 350”). ASC 350 requires that the Company test goodwill for impairment on an annual basis and whenever events or circumstances indicate that the asset may be impaired. The Company considers significant unfavorable industry or economic trends as factors in deciding when to perform an impairment test. Goodwill is allocated among, and evaluated for impairment, at the reporting unit level, which is defined as an operating segment or one level below an operating segment. The Company performs the annual goodwill impairment as of April 1. Refer to Note 2 of the consolidated financial statements regarding goodwill recorded as a result of the InsideResponse acquisition (as defined in Note 2 to the consolidated financial statements). Commission Advances —Commission advances represent a refund liability primarily for upfront future renewal commission payments received from certain insurance carriers at the time an insurance policy is first sold. The Company is required to return commission advances to customers in the event the underlying policyholder does not renew the policy. When the Company has an unconditional right to the consideration, the Company recognizes a reduction to the corresponding contract asset and refund liability. As of June 30, 2020 and 2019, there was approximately $1.7 million and $2.0 million, respectively, recorded in other current liabilities on the consolidated balance sheet. Revenue Recognition —The Company recognizes revenue when a customer obtains control of promised goods or services and recognizes an amount that reflects the consideration that an entity expects to receive in exchange for those goods or services. The Company applies the following five-step model in order to determine this amount: (i) identification of the contract with a customer; (ii) identification of the performance obligations in the contract, including whether they are distinct in the context of the contract; (iii) measurement of the transaction price, including the constraint on variable consideration; (iv) allocation of the transaction price to the performance obligations; and (v) recognition of revenue when (or as) the Company satisfies each performance obligation. Contracts with Customers —The Company’s customers are the insurance carriers that it contracts with to sell insurance policies on their behalf. The Company only applies the five-step model to contracts when it is probable that it will collect the consideration it is entitled to in exchange for the goods or services it transfers to the customer. The Company earns commissions for first year and renewal policies from the insurance carriers, as presented in the consolidated statements of comprehensive income as commission revenue. Additionally, the Company earns production bonuses on first year policies from the insurance carriers based on attaining predetermined target sales levels or other agreed upon objectives and marketing development funds received from certain insurance carriers based on historical experience to drive incremental policy sales, as presented in the consolidated statements of comprehensive income as production bonus and other revenue. The contracts with the insurance carriers are non-exclusive and can typically be terminated unilaterally by either party. We review individual contracts to determine the Company’s legal and enforceable rights to renewal commissions upon contract termination when determining variable consideration. Additionally, the insurance carriers often have the ability to amend provisions in the contracts relating to the prospective commission rates paid to the Company for new policies sold. The Company’s contracts with customers contain a single performance obligation satisfied at a point in time to which it allocates the total transaction price. Significant Judgments —The accounting estimates and judgments related to the recognition of revenue require the Company to make assumptions about numerous factors such as the determination of performance obligations and determination of the transaction price. In determining the amounts of revenue to recognize, the Company uses the following methods, inputs, and assumptions: • Determination of Performance Obligations—The Company reviews each contract with customers to determine what promises the Company must deliver and which of these promises are capable of being distinct and are distinct in the context of the contract. The delivery of new policyholders to the insurance carriers is the only material promise specified within the contracts. After a policy is sold, the Company has no material additional or recurring obligations to the policyholder or the insurance carrier. The Company’s contracts do not include downstream policyholder activities such as claims support or payment collection services. While the primary promise is the sale of policies, some contracts include the promise to provide administrative services to policyholders on behalf of the insurance carrier such as responding to policyholder inquiries regarding coverage or providing proof of insurance. The Company has concluded that while these administrative services may be distinct, they are immaterial in the context of the contract. ▪ Determination of the Transaction Price—The transaction price is identified as the first year commission due upon the initial sale of a policy as well as an estimate of renewal commissions or production bonuses when applicable. The estimates of renewal commissions and production bonuses are considered variable consideration and require significant judgment including determining the number of periods in which a renewal will occur and the value of those renewal commissions to be received if renewed. For renewal commissions, the Company utilizes the expected value approach. This approach incorporates a combination of historical lapse and premium increase data along with available industry and insurance carrier experience data to estimate forecasted renewal consideration and constrain revenue recognized to the extent that it is probable that a significant reversal in the amount of cumulative revenue recognized will not occur. The uncertainty associated with the variable consideration is subsequently resolved when the policy renews. The Company utilizes a practical expedient to estimate commission revenue by applying the use of a portfolio approach to policies grouped together by the segment, insurance carrier, product type, and quarter the policy was initially sold (referred to as a “cohort”). This provides a practical approach to estimating the renewal commissions expected to be collected for each cohort by evaluating various factors, including but not limited to, contracted commission rates, insurance carrier mix, premium increases, and persistency rates. For production bonuses, the Company utilizes the expected value approach that incorporates a combination of historical payment data by segment and insurance carrier as well as current forecast data that is used to estimate the amount of production bonus expected to be received from the insurance carriers. For marketing development funds, the Company records revenue over the period in which the funds are earned. Timing of Recognition —The Company recognizes revenue when it has completed its performance obligation, which is at different milestones for each segment based on the contractual enforceable rights, the Company’s historical experience, and established customer business practices: • For Senior, revenue is recognized at the earliest of when the insurance carrier has approved the policy sold, when a commission payment is received from the insurance carrier, or when the policy sold becomes effective. • For Life, revenue is recognized when the insurance carrier has approved the policy sold and payment information has been obtained from the policyholder. • For Auto & Home, revenue is recognized when the policy sold becomes effective. The Company does not receive consideration prior to the satisfaction of its performance obligation, and as a result, does not have contract liabilities with its customers. Refer to Note 12 of the consolidated financial statements for further information. Accounts Receivable —Accounts receivable represents either first year or renewal commissions expected to be received on policies that have already been sold or renewed and for production bonus revenue that has been earned but not received from the insurance carrier. Typically, the Company receives commission payments as the insurance carriers receive payments from the underlying policyholders. As these can be on various payment terms such as monthly or quarterly, a receivable is recorded to account for the commission payments yet to be received from the insurance carriers. Commissions Receivable —Commissions receivable are contract assets that represent estimated variable consideration for performance obligations that have been satisfied but payment is not due as the underlying policy has not renewed yet. The current portion of commissions receivable are future renewal commissions expected to be received within one year, while the non-current portion of commissions receivable are expected to be received beyond one year. Contract assets are reclassified as accounts receivable when the rights to the renewal commissions become unconditional, which is primarily upon renewal of the underlying policy, typically on an annual basis. The Company assesses impairment for uncollectible consideration amounts when information available indicates it is probable that an asset has been impaired. There were no impairments recorded during the years ended June 30, 2020 or 2019, respectively. Cost of Revenue —Cost of revenue represents the direct costs associated with fulfilling the Company’s obligations to the insurance carriers for the sale of insurance policies. Such costs primarily consist of compensation and related benefit costs for sales agents, fulfillment specialists, and others directly engaged in serving policy holders. The Company does not have any incremental costs of obtaining its contracts with its customers, the insurance carriers. Share-Based Compensation —The Company applies the fair value method under ASC 718, Compensation—Stock Compensation (“ASC 718”), in accounting for share-based compensation to employees. Under ASC 718, compensation cost is measured at the grant date based on the fair value of the equity instruments awarded and is recognized over the period during which an employee is required to provide service in exchange for the award, or the requisite service period, which is usually the vesting period. The fair value of the equity award granted is estimated on the date of the grant. Operating Leases —The Company recognizes rent expense on a straight-line basis over the lease term. Any lease incentives or scheduled rent adjustments are recognized as reductions of rental expense on a straight-line basis over the term of the lease. As of June 30, 2020 and 2019, deferred rent was $12.9 million and $8.5 million, respectively. The lease term begins on the date the Company becomes legally obligated for the rent payments or when the Company takes possession of the office space, whichever is earlier. Marketing and Advertising Expenses —Direct costs related to marketing and advertising the Company’s services are expensed in the period incurred. Advertising expense was $162.8 million, $99.9 million, and $74.6 million for the years ended June 30, 2020, 2019, and 2018, respectively. Income Taxes —The Company accounts for income taxes using an asset and liability method. Deferred income tax assets and liabilities result from temporary differences between the tax basis of assets and liabilities an |
Acquisitions_2
Acquisitions | 6 Months Ended |
Dec. 31, 2020 | |
Business Combinations [Abstract] | |
Acquisitions | ACQUISITIONSIn accordance with ASC Topic 805, Business Combinations (“ASC 805”), the Company allocates the purchase price of its acquisitions to the tangible assets, liabilities and intangible assets acquired based on fair values. Any excess purchase price over those fair values is recorded as goodwill. The fair value assigned to intangible assets acquired is supported by valuations using estimates and assumptions provided by management. Based on the valuation inputs, the Company has recorded assets acquired and liabilities assumed according the following fair value hierarchy: Level 1 Unadjusted quoted prices in active markets for identical assets or liabilities Level 2 Unadjusted quoted prices in active markets for similar assets or liabilities; or unadjusted quoted prices for identical or similar assets or liabilities in markets that are not active; or inputs other than quoted prices that are observable for the asset or liability. Level 3 Unobservable inputs for the asset or liability InsideResponse, LLC —On May 1, 2020, the Company acquired 100% of the outstanding membership units of InsideResponse for an aggregate purchase price of up to $65.0 million (subject to customary adjustments), as set forth in the Agreement and Plan of Merger, as amended on May 1, 2020 (the “Merger Agreement”). The purchase price is comprised of $32.7 million, which was paid in cash at the closing of the transaction and an earnout of up to $32.3 million. InsideResponse is an online marketing consulting firm the Company purchases leads from (refer to Note 15 to the condensed consolidated financial statements for related party information). Under the terms of the Merger Agreement, total consideration in the acquisition consisted of the following as of the acquisition date: (in thousands) Base purchase price $ 32,700 Fair value of earnout 30,437 Net working capital true-up (1) 3,527 Closing cash 904 Closing indebtedness (476) Total purchase consideration $ 67,092 __________________ (1) The Company recorded a $0.1 million measurement period adjustment to the carrying amount of goodwill related to the net working capital true-up for the six months ended December 31, 2020. The earnout will be paid in cash no later than 15 days after the accountant-reviewed stand-alone financial statements of InsideResponse, as of and for the period ending December 31, 2020, are finalized. The earnout is contingent upon the achievement of certain gross profit targets for InsideResponse in calendar year 2020, as set forth in the Merger Agreement, which provides for a range of possible payouts of up to $32.3 million. This assumes the minimum gross profit target of $12.3 million is reached, as otherwise there will be no consideration payout. As of the acquisition date, May 1, 2020, the fair value of the earnout liability was $30.4 million recorded as a current liability on the condensed consolidated balance sheet. Per the valuation, the earnout was discounted back to the valuation date at a counterparty risk adjusted rate of 5.00% which is designed to represent the Company’s incremental borrowing cost. As of December 31, 2020, the Company determined that InsideResponse had achieved the maximum gross profit target for calendar year 2020; therefore, the maximum fair market value of the earnout has been accrued. As a result, the Company recorded $0.4 million and $1.2 million in other expenses, net in the condensed consolidated statement of comprehensive income as an adjustment to the fair market value of the earnout liability during the three and six months ended December 31, 2020, respectively. Furthermore, each period until the February 2021 payout, the Company will accrete the earnout liability so that the fully expected earnout will be accrued as of the payout date. Changes in this measure have been recorded in the Company’s condensed consolidated statements of cash flows as a noncash reconciling item in the reconciliation of net income to net cash flows from operating activities. At the date of acquisition, the fair value of net tangible assets acquired approximated their carrying value. The trade name acquired was determined using the relief from royalty method, which measures the value by estimating the cost savings associated with owning the asset rather than licensing it. For the proprietary software acquired, the replacement cost method under the cost approach was used, estimating the cost to rebuild the software. The non-compete agreements were valued using the income approach, and the customer relationships were valued using the multiple period excess earnings method. As such, all aforementioned intangible assets were valued using Level 3 inputs. Further, the Company believes that the fair value of the earn-out liability falls within Level 3 of the fair value hierarchy as a result of the unobservable inputs used for the measurement. Goodwill resulting from the transaction represents the excess of the consideration transferred over the fair values of the assets acquired and liabilities assumed and primarily represents the expected synergies in streamlining the Company's marketing and advertising process by consolidating a primary vendor into its marketing team, providing full access to a rapidly growing and scalable lead generation strategy, guaranteeing our ability to consume more leads and reducing cost. This acquired goodwill is allocated to the Senior segment and approximately $5.0 million is deductible for tax purposes. The following table summarizes the estimated fair values of the assets acquired and liabilities assumed as of the acquisition date (in thousands): Description Estimated Life Amount Cash and cash equivalents $ 955 Accounts receivable 8,220 Other current assets 459 Property and equipment, net 51 Accounts payable (2,922) Accrued expenses (737) Other current liabilities (8) Other liabilities (1) Net tangible assets acquired 6,017 Trade Name 5 years 2,680 Proprietary Software 2-5 years 1,042 Non-compete agreements 3 years 192 Customer relationships 7 years 16,069 Goodwill Indefinite 41,092 Total intangible assets acquired 61,075 Net assets acquired $ 67,092 The Company will amortize the intangible assets acquired on a straight line basis over their estimated remaining lives, ranging from two Recent Acquisition —On February 1, 2021, the Company acquired substantially all of the assets of a lead distribution company for an aggregate purchase price of up to $33.5 million (subject to customary adjustments), as set forth in the Asset Purchase Agreement dated February 1, 2021. The purchase price is comprised of $30.0 million, of which $24.0 million was paid in cash at the closing of the transaction with an additional $6.0 million of holdback for indemnification claims, and an earnout of up to $3.5 million. In accordance with ASC 805, the Company allocates the purchase price of its acquisitions to the tangible assets, liabilities and intangible assets acquired based on fair values. Any excess purchase price over those fair values is recorded as goodwill. The fair value assigned to intangible assets acquired is supported by valuations using estimates and assumptions provided by management. On May 1, 2020, the Company acquired 100% of the outstanding membership units of InsideResponse LLC (“InsideResponse”) for an aggregate purchase price of up to $65.0 million (subject to customary adjustments), as set forth in the Merger Agreement. The purchase price is comprised of $32.7 million, which was paid in cash at the closing of the transaction, and an earnout of up to $32.3 million. InsideResponse is an online marketing consulting firm the Company purchases leads from (refer to Note 16 to the consolidated financial statements for related party information). The Company expensed $1.0 million of acquisition-related costs that were recorded to income from operations on the consolidated statement of comprehensive income. Under the terms of the Merger Agreement, total consideration in the acquisition consisted of the following as of June 30, 2020: (in thousands) Base purchase price $ 32,700 Fair value of earnout 30,437 Net working capital true-up 3,648 Closing cash 904 Closing indebtedness (476) Total purchase consideration $ 67,213 The earnout, if any, will be made no later than 15 days after the accountant-reviewed stand-alone financial statements of InsideResponse, as of and for the period ending December 31, 2020, are finalized, and will be paid 65% in cash and 35% in shares of the Company's common stock (to be valued based on the average closing price of its common stock for the 10 trading days ending three trading days immediately preceding such payment date). The earnout is contingent upon the achievement of certain gross profit targets for InsideResponse in calendar year 2020, as set forth in the Merger Agreement, which provides for a range of possible payouts of up to $32.3 million. This assumes the minimum gross profit target of $12.3 million is reached, as otherwise there will be no consideration payout. As of the acquisition date, May 1, 2020, the fair value of the earnout liability was $30.4 million recorded as a current liability on the consolidated balance sheet. Per the valuation, the earnout was discounted back to the valuation date at a counterparty risk adjusted rate of 5.00% which is designed to represent the Company’s incremental borrowing cost. Each period, until the March 15, 2021, payout, the Company will accrete the earnout liability at this rate with an additional fair market value adjustment through December 31, 2020, the end of the calculation period, so that the fully expected earnout will be accrued as of the payout date. As of June 30, 2020, the Company recorded $0.4 million in other expenses, net in the consolidated statement of comprehensive income, as an adjustment to the fair market value of the earnout liability. Further, changes in this measure will be recorded in the Company’s consolidated statements of cash flows as a noncash reconciling item in the reconciliation of net income to net cash flows from operating activities. Based on the valuation inputs, the Company has recorded assets acquired and liabilities assumed according the following fair value hierarchy: Level 1 Unadjusted quoted prices in active markets for identical assets or liabilities Level 2 Unadjusted quoted prices in active markets for similar assets or liabilities; or unadjusted quoted prices for identical or similar assets or liabilities in markets that are not active; or inputs other than quoted prices that are observable for the asset or liability. Level 3 Unobservable inputs for the asset or liability At the date of acquisition, the fair value of net tangible assets acquired approximated their carrying value. The trade name acquired was determined using the relief from royalty method, which measures the value by estimating the cost savings associated with owning the asset rather than licensing it. For the proprietary software acquired, the replacement cost method under the cost approach was used, estimating the cost to rebuild the software. The non-compete agreements were valued using the income approach, and the customer relationships were valued using the multiple period excess earnings method. As such, all aforementioned intangible assets were valued using Level 3 inputs. Further, the Company believes that the fair value of the earn-out liability falls within Level 3 of the fair value hierarchy as a result of the unobservable inputs used for the measurement. Goodwill resulting from the transaction represents the excess of the consideration transferred over the fair values of the assets acquired and liabilities assumed and primarily represents the expected synergies in streamlining the Company's marketing and advertising process by consolidating a primary vendor into our marketing team, providing full access to a rapidly growing and scalable lead generation strategy, guaranteeing our ability to consume more leads and reducing cost. This acquired goodwill is allocated to the Senior segment and approximately $5.0 million is deductible for tax purposes as of June 30, 2020. The valuation of the acquired net assets remains preliminary while management completes its valuation, particularly the valuation of acquired intangible assets. The following table summarizes the preliminary estimated fair values of the assets acquired and liabilities assumed as of the acquisition date (in thousands): Description Estimated Life Amount Cash and cash equivalents $ 955 Accounts receivable 8,220 Other current assets 459 Property and equipment, net 51 Accounts payable (2,922) Accrued expenses (737) Other current liabilities (8) Other liabilities (1) Net tangible assets acquired 6,017 Trade Name 5 years 2,680 Proprietary Software 2-5 years 1,042 Non-compete agreements 3 years 192 Customer relationships 7 years 16,069 Goodwill Indefinite 41,213 Total intangible assets acquired 61,196 Net assets acquired $ 67,213 The Company will amortize the intangible assets acquired on a straight line basis over their estimated remaining lives, ranging from 2 to 7 years. From the date of acquisition, May 1, 2020 through June 30, 2020, InsideResponse generated revenue of $4.6 million included in production bonus and other on the consolidated statement of comprehensive income. |
Property And Equipment_Net_2
Property And Equipment—Net | 6 Months Ended |
Dec. 31, 2020 | |
Property, Plant and Equipment [Abstract] | |
Property And Equipment—Net | PROPERTY AND EQUIPMENT—NET Property and equipment—net consisted of the following: (in thousands) December 31, 2020 June 30, 2020 Computer hardware $ 14,135 $ 9,829 Equipment (1) 2,333 2,443 Leasehold improvements 19,381 17,692 Furniture and fixtures 5,173 5,259 Work in progress 67 1,267 Total 41,089 36,490 Less accumulated depreciation (16,577) (14,340) Property and equipment—net $ 24,512 $ 22,150 __________________ (1) Includes financing lease right-of-use assets. Work in progress as of December 31, 2020 and June 30, 2020, primarily represents tenant improvements not yet put into service and are not yet being depreciated. Depreciation expenses for the three months ended December 31, 2020 and 2019, were $2.0 million and $1.3 million, respectively, and $3.6 million and $2.4 million for the six months ended December 31, 2020 and 2019, respectively. Property and equipment—net consisted of the following as of June 30: (in thousands) 2020 2019 Computer hardware $ 9,829 $ 5,674 Equipment 2,443 1,769 Leasehold improvements 17,692 11,504 Furniture and fixtures 5,259 3,646 Work in progress 1,267 392 Total 36,490 22,985 Less accumulated depreciation (14,340) (9,226) Property and equipment—net $ 22,150 $ 13,759 Work in progress as of June 30, 2020 and June 30, 2019, primarily represents tenant improvements not yet put into service and are not yet being depreciated. Depreciation expense for the years ended June 30, 2020, 2019, and 2018 was $5.2 million, $3.7 million, and $3.4 million, respectively. |
Software_Net_2
Software—Net | 6 Months Ended |
Dec. 31, 2020 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Software—Net | SOFTWARE—NET Software—net consisted of the following: (in thousands) December 31, 2020 June 30, 2020 Software $ 13,003 $ 10,999 Work in progress 2,640 1,922 Total 15,643 12,921 Less accumulated amortization (5,558) (4,522) Software—net $ 10,085 $ 8,399 Work in progress as of December 31, 2020 and June 30, 2020, primarily represents costs incurred for software not yet put into service and are not yet being depreciated. For the three months ended December 31, 2020 and 2019, the Company capitalized internal-use software and website development costs of $1.6 million and $1.2 million, respectively, and recorded amortization expense of $0.8 million and $0.4 million, respectively. For the six months ended December 31, 2020 and 2019, the Company capitalized internal-use software and website development costs of $3.2 million and $2.4 million, respectively, and recorded amortization expense of $1.7 million and $0.7 million, respectively. Software—net consisted of the following as of June 30 : (in thousands) 2020 2019 Software $ 10,999 $ 7,067 Work in progress 1,922 1,876 Total 12,921 8,943 Less accumulated amortization (4,522) (4,048) Software—net $ 8,399 $ 4,895 Work in progress as of June 30, 2020 and June 30, 2019, primarily represents costs incurred for software not yet put into service and are not yet being depreciated. For the years ended June 30, 2020, 2019, and 2018, the Company capitalized internal-use software and website development costs of $5.8 million, $4.1 million, and $0.4 million, respectively, and recorded amortization expense of $2.2 million, $0.9 million, and $0.6 million, respectively. |
Supplemental Financial Statemen
Supplemental Financial Statement Information | 6 Months Ended |
Dec. 31, 2020 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Supplemental Financial Statement Information | SUPPLEMENTAL FINANCIAL STATEMENT INFORMATION Cash, cash equivalents, and restricted cash— As of June 30, 2020 and 2019, cash equivalents included a money market account primarily invested in cash, U.S. Government securities, and repurchase agreements that are collateralized fully. As of June 30, 2020, we had $47.8 million of restricted cash required to be used toward payment of the Term Loan. Cash, cash equivalents, and restricted cash consisted of the following as of June 30: (in thousands) 2020 2019 Cash $ 20,395 $ 570 Money market funds 300,670 — Cash and cash equivalents 321,065 570 Restricted Cash 47,805 — Total cash, cash equivalents, and restricted cash $ 368,870 $ 570 Other current assets—Other current assets consisted of the following as of June 30: (in thousands) 2020 2019 Prepaid expenses (1) $ 7,257 $ 2,984 Other receivables (2) 2,036 2,958 Other 828 508 Total other current assets $ 10,121 $ 6,450 __________________ (1) Prepaid expenses primarily consists of amounts prepaid for future services, rent, and other contractual arrangements for which we have yet to receive benefit. (2) Other receivables primarily consists of tax incentive payments not yet received. Other current liabilities —Other current liabilities consisted of the following as of June 30: (in thousands) 2020 2019 Unearned revenue $ 1,738 $ 2,024 Unrealized loss on interest rate swap contract 1,669 — Deferred rent-short term 1,488 1,030 Leases payable-short term 49 33 Total other current liabilities $ 4,944 $ 3,087 Other liabilities—Other current liabilities consisted of the following as of June 30: (in thousands) 2020 2019 Deferred rent-long term $ 11,451 $ 7,488 Leases payable-long term 59 79 Other (1) 3,125 — Total other liabilities $ 14,635 $ 7,567 ________________ (1) Other noncurrent liabilities primarily consists of deferred payroll tax liabilities under the CARES Act and revenue sharing obligations expected to settle beyond one year from the balance sheet date. |
Intangible Assets and Goodwil_2
Intangible Assets and Goodwill | 6 Months Ended |
Dec. 31, 2020 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Intangible Assets and Goodwill | INTANGIBLE ASSETS AND GOODWILL Intangible assets —The Company's intangible assets include those acquired as part of the acquisition of the controlling interest in Auto & Home in August 2012 as well as from the May 2020 acquisition of InsideResponse. The Company reviews its long-lived assets for impairment whenever events or changes in circumstances indicate that the carrying amount of such assets may not be recoverable. During the three and six months ended December 31, 2020 and 2019, there were no such indicators. Goodwill —In August 2012, the Company acquired the remaining interest in Auto & Home and recorded goodwill as the excess of the total consideration transferred plus the acquisition-date fair value of the previously held equity interest over the fair values of the identifiable net assets acquired. Further, in May 2020, the Company recorded as goodwill the excess of the purchase price over the estimated fair values of identifiable assets and liabilities acquired from InsideResponse. There were no goodwill impairment charges recorded during the three and six months ended December 31, 2020 and 2019. Goodwill is assigned to reporting units that are expected to benefit from the synergies of the business combination as of the acquisition date and becomes identified with that reporting unit in its entirety. As such the reporting unit as a whole supports the recovery of its goodwill. For the aforementioned acquisitions, the reporting units are Auto & Home and Senior, respectively. The carrying amounts, accumulated amortization, net carrying value, and weighted average remaining life of our definite-lived amortizable intangible assets as well as our goodwill are presented in the tables below (dollars in thousands, useful life in years): December 31, 2020 June 30, 2020 Gross Carrying Amount Accumulated Amortization Net Carrying Amount Weighted-Average Remaining Useful Life Gross Carrying Amount Accumulated Amortization Net Carrying Amount Weighted-Average Remaining Useful Life Total intangible assets subject to amortization Customer relationships-Auto & Home $ 853 $ (699) $ 154 $ 853 $ (680) $ 173 InsideResponse Trade Name 2,680 (357) 2,323 2,680 (88) 2,592 Proprietary Software-5 year 780 (104) 676 780 (26) 754 Proprietary Software-2 year 262 (88) 174 262 (22) 240 Non-compete agreements 192 (43) 149 192 (16) 176 Customer relationships 16,069 (1,530) 14,539 16,069 (331) 15,738 Total intangible assets $ 20,836 $ (2,821) $ 18,015 5.9 $ 20,836 $ (1,163) $ 19,673 6.4 Total indefinite-lived assets Goodwill-Auto & Home $ 5,364 $ 5,364 $ 5,364 $ 5,364 Goodwill-Senior 41,092 41,092 41,213 41,213 Total goodwill $ 46,456 $ 46,456 $ 46,577 $ 46,577 For the three months ended December 31, 2020 and 2019, amortization expense related to intangible assets totaled $0.8 million and less than $0.1 million, respectively, and $1.7 million and less than $0.1 million for the six months ended December 31, 2020 and 2019, respectively. Changes in the carrying amount of goodwill for the six months ended December 31, 2020, are as follows (in thousands): Balance, June 30, 2020 $ 46,577 Measurement period adjustments (1) (121) Balance, December 31, 2020 $ 46,456 __________________ (1) Represents measurement period adjustments related to the InsideResponse acquisition (refer to Note 2 to the condensed consolidated financial statements for further details). As of December 31, 2020, expected amortization expense in future periods were as follows (in thousands): Customer Relationships-Auto & Home Trade Name Proprietary Software Non-compete agreements Customer relationships Total Remainder fiscal 2021 $ 19 $ 268 $ 144 $ 32 $ 1,148 $ 1,611 2022 32 536 265 64 2,296 3,193 2023 28 536 156 53 2,296 3,069 2024 23 536 156 — 2,296 3,011 2025 20 447 129 — 2,296 2,892 Thereafter 32 — — — 4,207 4,239 Total $ 154 $ 2,323 $ 850 $ 149 $ 14,539 $ 18,015 Intangible assets —The Company's intangible assets include those acquired as part of the acquisition of the controlling interest in Auto & Home in August 2012 as well as from the May 2020 acquisition of InsideResponse. As described in Note 1 to the consolidated financial statements, the Company reviews its long-lived assets for impairment whenever events or changes in circumstances indicate that the carrying amount of such assets may not be recoverable. During the years ended June 30, 2020 and 2019, there have been no such indicators. Goodwill —In August of 2012, the Company acquired the remaining interest in Auto & Home, and recorded goodwill as the excess of the total consideration transferred plus the acquisition-date fair value of the previously held equity interest over the fair values of the identifiable net assets acquired. Further, in May 2020, the Company recorded as goodwill the excess of the purchase price over the estimated fair values of identifiable assets and liabilities acquired from InsideResponse. There were no goodwill impairment charges recorded during the years ended June 30, 2020, 2019, or 2018. Goodwill is assigned to reporting units that are expected to benefit from the synergies of the business combination as of the acquisition date and becomes identified with that reporting unit in its entirety. As such the reporting unit as a whole supports the recovery of its goodwill. For the aforementioned acquisitions, the reporting units are Auto & Home and Senior, respectively. The carrying amounts, accumulated amortization, net carrying value, and weighted average remaining life of our definite-lived amortizable intangible assets as well as our goodwill are presented in the tables below as of June 30 (dollars in thousands, useful life in years): 2020 2019 Gross Carrying Amount Accumulated Amortization Net Carrying Amount Weighted-average Remaining Useful Life Gross Carrying Amount Accumulated Amortization Net Carrying Amount Weighted-average Remaining Useful Life Total intangible assets subject to amortization Customer relationships-Auto & Home $ 853 $ (680) $ 173 $ 853 $ (635) $ 218 InsideResponse Trade Name 2,680 (88) 2,592 — — — Proprietary Software-5 year 780 (26) 754 — — — Proprietary Software-2 year 262 (22) 240 — — — Non-compete agreements 192 (16) 176 — — — Customer relationships 16,069 (331) 15,738 — — — Total intangible assets $ 20,836 $ (1,163) $ 19,673 6.4 $ 853 $ (635) $ 218 8.0 Total indefinite-lived assets Goodwill-Auto & Home $ 5,364 $ — $ 5,364 $ 5,364 $ — $ 5,364 Goodwill-Senior 41,213 — 41,213 — — — Total goodwill $ 46,577 $ — $ 46,577 $ 5,364 $ — $ 5,364 For the years ended June 30, 2020, 2019, and 2018, amortization expense related to intangible assets totaled $0.5 million, $0.1 million, and $0.1 million, respectively. As of June 30, 2020, expected amortization expense in future periods were as follows (in thousands): Year Ended June 30, Customer Relationships-Auto & Home Trade Name Proprietary Software Non-compete agreements Customer relationships Total 2021 $ 38 $ 536 $ 287 $ 62 $ 2,303 $ 3,226 2022 32 536 265 62 2,303 3,198 2023 28 536 156 52 2,303 3,075 2024 23 536 156 — 2,303 3,018 2025 20 448 130 — 2,303 2,901 Thereafter 32 — — — 4,223 4,255 Total $ 173 $ 2,592 $ 994 $ 176 $ 15,738 $ 19,673 |
Employee Benefit Plans
Employee Benefit Plans | 6 Months Ended |
Dec. 31, 2020 | |
Postemployment Benefits [Abstract] | |
Employee Benefit Plans | EMPLOYEE BENEFIT PLANS The Company has a pretax savings plan covering nearly all of its employees that is intended to qualify under Section 401(k) of the Internal Revenue Code. The Company matches each employee’s contributions up to 2% per plan year. Additionally, the Company makes a discretionary profit-sharing contribution based on achieving certain financial metrics to individuals who’ve participated in the plan during the year. The Company’s contributions were $2.1 million, $1.5 million, and $0.9 million for the years ended June 30, 2020, 2019, and 2018, respectively. In addition, our Board of Directors and shareholders have adopted the 2020 Employee Stock Purchase Plan (the “ESPP”), which was effective as of May 21, 2020. The purpose of the ESPP is to provide the Company's eligible employees with an opportunity to purchase shares of its common stock through accumulated payroll deductions at 95% of the fair market value on the exercise date, but no less than the lesser of 85% of the fair market value of a share of common stock on the date the offering period commences or 85% of the fair market value of the common stock on the exercise date. As of June 30, 2020, the Company had not issued any shares through the ESPP, and there are 1.4 million shares reserved for future issuance under the plan. The Company maintains self-insured medical benefit plans for its employees. The accrued liabilities associated with this program are based on the Company's estimate of the ultimate costs to settle known claims as well as claims incurred but not yet reported to as of the balance sheet date. The accrued liability for our self-insured benefit plans, which is included in accrued compensation and benefits on the consolidated balance sheet, was $0.7 million as of June 30, 2020. The Company was not self-insured as of June 30, 2019. |
Derivative Instruments and He_2
Derivative Instruments and Hedging Activities | 6 Months Ended |
Dec. 31, 2020 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Derivative Instruments and Hedging Activities | DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIESThe Company uses derivative financial instruments to hedge against the interest rate risk associated with its variable rate debt as a result of the Company's exposure to fluctuations in interest rates associated with a senior secured term loan facility in an aggregate principal amount of $425.0 million with a syndicate of lenders led by Morgan Stanley as the administrator for the lending group (as used in this Note 6 and in Note 8, the “Term Loan”). To accomplish this hedging strategy, the Company enters into interest rate swaps designated as cash flow hedges that are designed to be highly correlated to the underlying terms of the debt instruments to which their forecasted, variable interest rate payments are tied. To qualify for hedge accounting, the Company documents and assesses effectiveness at inception and in subsequent reporting periods. The fair value of interest rate swaps are recorded on our condensed consolidated balance sheets as an asset or liability with the related gains or losses reported as a component of accumulated other comprehensive income. The changes in fair value are reclassified from accumulated other comprehensive income into earnings as an offset to interest expense in the same period that the hedged items affect earnings. The Company does not engage in the use of derivative instruments for speculative or trading purposes. We entered into a USD floored interest rate swap agreement on May 12, 2020, with an effective date of May 29, 2020, wherein the Company has exchanged a floating rate of interest of LIBOR (subject to a 1% floor) plus 6.00% on the notional amount of $325.0 million of the Company’s $425.0 million Term Loan (currently recorded in long term debt on the condensed consolidated balance sheets) for a fixed rate payment of 6.00% plus 1.188%. The derivative hedges the entire notional amount of $325 million priced at USD-LIBOR-BBA 1-month, and the interest rate swap terminates on November 5, 2024. The interest rate swap qualifies for cash flow hedge accounting as it was determined to be highly effective at inception and it continued to remain effective as of December 31, 2020. The Company did not record any ineffectiveness related to the interest rate swap. In addition, the Company has determined that the majority of the inputs used to value its interest rate swap fall within Level 2 of the fair value hierarchy as they primarily include other than quoted prices that are observable. Further this valuation uses standard calculations and models that use readily observable market data as their basis. As a result, the Company classifies its interest rate swap in Level 2 of the fair value hierarchy. The following table presents the fair value of the Company’s derivative financial instrument on a gross basis, as well as its classification on the Company’s condensed consolidated balance sheets for the periods presented: (in thousands) December 31, 2020 June 30, 2020 Derivatives Designated as Hedging Instruments Balance Sheet Location Fair Value Balance Sheet Location Fair Value Cash flow hedge Other current liabilities $ (1,853) Other current liabilities $ (1,669) The following table presents the unrealized losses deferred to accumulated other comprehensive loss resulting from the Company’s derivative instruments designated as cash flow hedging instruments for the periods presented: (in thousands) Three Months Ended December 31, 2020 Six Months Ended December 31, 2020 Unrealized loss, before taxes $ — $ (498) Income tax benefit — 123 Unrealized loss, net of taxes $ — $ (375) The following table presents information about the reclassification of gains and losses from accumulated other comprehensive loss into earnings resulting from the Company’s derivative instruments designated as cash flow hedging instruments for the periods presented: (in thousands) Three Months Ended December 31, 2020 Six Months Ended December 31, 2020 Interest expense $ 155 $ 311 Income tax benefit (39) (77) Net reclassification into earnings $ 116 $ 234 Amounts included in accumulated other comprehensive loss are recorded net of the related income tax effects. The following table details the changes in accumulated other comprehensive loss: (in thousands) Derivative Instruments Balance at June 30, 2020 $ (1,254) Unrealized losses, net of related tax benefit of $0.1 million (375) Amount reclassified into earnings, net of related taxes of $0.1 million 234 Balance at December 31, 2020 $ (1,395) As of December 31, 2020, the Company estimates that $0.6 million will be reclassified into interest expense during the next twelve months. The Company uses derivative financial instruments to hedge against the interest rate risk associated with its variable rate debt as a result of the Company's exposure to fluctuations in interest rates associated with the Term Loan. To accomplish this hedging strategy, the Company enters into interest rate swaps designated as cash flow hedges that are designed to be highly correlated to the underlying terms of the debt instruments to which its forecasted, variable interest rate payments are tied. To qualify for hedge accounting, the Company will document and assess effectiveness at inception and in subsequent reporting periods. The fair value of interest rate swaps are recorded on our consolidated balance sheet as an asset or liability with the related gains or losses reported as a component of accumulated other comprehensive income. The changes in fair value are reclassified from accumulated other comprehensive income into earnings as an offset to interest expense in the same period that the hedged items affect earnings. The Company does not engage in the use of derivative instruments for speculative or trading purposes. We entered into a USD floored interest rate swap agreement on May 12, 2020, with an effective date of May 29, 2020, wherein the Company has exchanged a floating rate of interest of LIBOR (subject to a 1% floor) plus 6.00% on the notional amount of $325.0 million of the Company’s $425.0 million Term Loan (currently recorded in long term debt on the consolidated balance sheet) for a fixed rate payment of 6.00% plus 1.188%. 84.6% and 15.4% of this derivative will hedge $275.0 million at USD-LIBOR-BBA 1-month and $50.0 million at USD-LIBOR-BBA 6-month, respectively, until September 30, 2020, when repricing occurs on the $50.0 million tranche at which point the derivative will be hedging the interest rate risk of the full $325.0 million in Term Loan debt at USD-LIBOR-BBA 1-month. The interest rate swap terminates on November 5, 2024. There were no derivative activities for the years ended June 30, 2019 and 2018. The interest rate swap qualifies for cash flow hedge accounting as it was determined to be highly effective at inception and it continues to remain effective as of June 30, 2020. The Company did not record any ineffectiveness related to the interest rate swap. In addition, the Company has determined that the majority of the inputs used to value its interest rate swap fall within Level 2 of the fair value hierarchy as they primarily include other than quoted prices that are observable. Further this valuation uses standard calculations and models that use readily observable market data as their basis. As a result, the Company classifies its interest rate swap in Level 2 of the fair value hierarchy. The table below presents the fair value of the Company’s derivative financial instrument on a gross basis, as well as its classification on the Company’s consolidated balance sheet as of June 30: (in thousands) 2020 2019 Derivatives Designated as Hedging Instruments Balance Sheet Location Fair Value Fair Value Cash flow hedge Other current liabilities $ (1,669) $ — The following table presents the unrealized losses deferred to accumulated other comprehensive loss resulting from the Company’s derivative instruments designated as cash flow hedging instruments as of June 30: (in thousands) 2020 Unrealized loss, before taxes $ 1,669 Income tax benefit $ (415) Unrealized loss, net of taxes $ 1,254 The Company reclassified less than $0.1 million from accumulated other comprehensive income into interest expense for the year ended June 30, 2020. The income tax effects as a result of the reclassification to interest expense were not significant. As of June 30, 2020, the Company estimates that $0.6 million will be reclassified into interest expense during the next twelve months. |
Leases_2
Leases | 6 Months Ended |
Dec. 31, 2020 | |
Leases [Abstract] | |
Leases | LEASES The Company has entered into various lease agreements for office space and other equipment as lessee. At contract inception, the Company determines that a contract contains a lease if the contract conveys the right to control the use of identified property, plant, or equipment (an identified asset) for a period of time in exchange for consideration. If a contract contains a lease, the Company recognizes a right-of-use asset and a lease liability on the condensed consolidated balance sheet at lease commencement. The Company has elected a practical expedient to make an accounting policy not to record short-term leases on the condensed consolidated balance sheet, defined as leases with an initial term of 12 months or less that do not contain purchase options that the lessee is reasonably certain to elect. Right-of-use assets represent the Company’s right to use an underlying asset for the lease term as the Company has control over an economic resource and is benefiting from the use of the asset. Lease liabilities represent the Company’s obligation to make payments for that right of use. Right-of-use assets and lease liabilities are determined by recognizing the present value of future lease payments using the Company’s incremental borrowing rate, which is the rate we would have to pay to borrow on a collateralized basis based upon information available at the lease commencement date. The right-of-use asset is measured at the commencement date by totaling the amount of the initial measurement of the lease liability, adding any lease payments made to the lessor at or before the commencement date, subtracting any lease incentives received, and adding any initial direct costs incurred by the Company. When lease terms include renewal or termination options, the Company determines the lease term as the noncancelable period of the lease, plus periods covered by an option to extend the lease if the Company is reasonably certain to exercise the option. The Company considers an option to be reasonably certain to be exercised by the Company when a significant economic incentive exists. The Company has lease agreements with lease and nonlease components. The Company elected the practical expedient to make an accounting policy election by class of underlying asset, to not separate nonlease components from the associated lease components and instead account for each separate lease component and its associated nonlease components as a single lease component. The Company has applied this accounting policy election to all asset classes. The majority of the Company’s leases are operating leases related to office space. The Company leases office facilities in the United States in San Francisco, California; San Diego, California; Centennial, Colorado; Jacksonville, Florida; Overland Park, Kansas; Wilmington, North Carolina; and Des Moines, Iowa under noncancelable operating leases that expire at various dates through July 2029. The Company recognizes lease expense for operating leases on a straight-line basis over the respective lease term. The Company has operating leases with remaining lease terms of less than one year to nine years. The Company has entered into noncancelable agreements to sublease portions of its office facilities to unrelated third parties. Sublease rental income is recorded as a reduction of rent expense in the accompanying condensed consolidated statements of comprehensive income. Sublease rental income was $0.2 million for each of the three and six months ended December 31, 2020. Operating lease expense was $2.0 million and $3.9 million for the three and six months ended December 31, 2020, respectively, recorded in general and administrative operating costs and expenses in the condensed consolidated statements of comprehensive income. As of December 31, 2020, the Company has entered into an additional lease for office space that has not yet commenced with undiscounted future payment obligations of approximately $2.8 million. The lease is expected to commence in calendar year 2021. Right-of-Use Asset and Lease Liability —The right-of-use assets and lease liabilities were as follows as of December 31, 2020: (in thousands) Balance Sheet Classification Amount Assets Operating leases Operating lease right-of-use assets $ 29,182 Finance leases Property and equipment - net 101 Total lease right-of-use assets 29,283 Liabilities Current Operating leases Operating lease liabilities - current 5,093 Finance leases Other current liabilities 122 Non-current Operating leases Operating lease liabilities 36,958 Finance leases Other liabilities 33 Total lease liabilities $ 42,206 Lease Costs —The components of lease costs were as follows for the periods presented: (in thousands) Three Months Ended December 31, 2020 Six Months Ended December 31, 2020 Finance lease costs (1) $ 58 $ 125 Operating lease costs (2) 1,952 3,879 Short-term lease costs 58 125 Variable lease costs (3) 449 714 Sublease income (170) (235) Total net lease costs $ 2,347 $ 4,608 __________________ (1) Primarily consists of amortization of finance lease right-of-use assets and an immaterial amount of interest on finance lease liabilities recorded in operating costs and expenses and interest expense, net in the condensed consolidated statements of comprehensive income. (2) Recorded in operating costs and expenses in the condensed consolidated statements of comprehensive income. (3) Variable lease costs not included in the measurement of the lease liability or right-of-use asset as they are not based on an index or rate. Primarily represents common area maintenance charges and real estate taxes recorded in operating costs and expenses in the condensed consolidated statements of comprehensive income. Supplemental Information —Supplemental information related to leases was as follows as of and for the six months ended December 31, 2020: (in thousands) Operating Leases Finance leases Total Cash paid for amounts included in measurement of liabilities: Operating cash flows from leases $ 2,705 $ 5 $ 2,710 Financing cash flows from leases — 129 129 Right-of-use assets obtained in exchange for new lease liabilities $ 1,495 $ — $ 1,495 Operating Leases Finance leases Weighted-average remaining lease term (in years) 7.31 1.04 Weighted-average discount rate 9.64 % 4.63 % Maturities of Lease Liabilities —As of December 31, 2020, remaining maturities of lease liabilities for each of the next five fiscal years and thereafter are as follows: (in thousands) Operating leases Finance leases Total Remainder of 2021 $ 4,485 $ 93 $ 4,578 2022 8,493 59 8,552 2023 7,936 5 7,941 2024 8,298 — 8,298 2025 8,294 — 8,294 2026 5,997 — 5,997 Thereafter 15,066 — 15,066 Total undiscounted lease payments 58,569 157 58,726 Less: interest 16,518 2 16,520 Present value of lease liabilities $ 42,051 $ 155 $ 42,206 The following table summarizes the future annual minimum lease obligations under non-cancelable operating leases at June 30, 2020, under the previous lease accounting standard ASC 840, Leases (in thousands): 2021 $ 8,781 2022 8,497 2023 7,991 2024 8,353 2025 8,306 Thereafter 21,262 Total minimum lease payments $ 63,190 |
Leases | LEASES The Company has entered into various lease agreements for office space and other equipment as lessee. At contract inception, the Company determines that a contract contains a lease if the contract conveys the right to control the use of identified property, plant, or equipment (an identified asset) for a period of time in exchange for consideration. If a contract contains a lease, the Company recognizes a right-of-use asset and a lease liability on the condensed consolidated balance sheet at lease commencement. The Company has elected a practical expedient to make an accounting policy not to record short-term leases on the condensed consolidated balance sheet, defined as leases with an initial term of 12 months or less that do not contain purchase options that the lessee is reasonably certain to elect. Right-of-use assets represent the Company’s right to use an underlying asset for the lease term as the Company has control over an economic resource and is benefiting from the use of the asset. Lease liabilities represent the Company’s obligation to make payments for that right of use. Right-of-use assets and lease liabilities are determined by recognizing the present value of future lease payments using the Company’s incremental borrowing rate, which is the rate we would have to pay to borrow on a collateralized basis based upon information available at the lease commencement date. The right-of-use asset is measured at the commencement date by totaling the amount of the initial measurement of the lease liability, adding any lease payments made to the lessor at or before the commencement date, subtracting any lease incentives received, and adding any initial direct costs incurred by the Company. When lease terms include renewal or termination options, the Company determines the lease term as the noncancelable period of the lease, plus periods covered by an option to extend the lease if the Company is reasonably certain to exercise the option. The Company considers an option to be reasonably certain to be exercised by the Company when a significant economic incentive exists. The Company has lease agreements with lease and nonlease components. The Company elected the practical expedient to make an accounting policy election by class of underlying asset, to not separate nonlease components from the associated lease components and instead account for each separate lease component and its associated nonlease components as a single lease component. The Company has applied this accounting policy election to all asset classes. The majority of the Company’s leases are operating leases related to office space. The Company leases office facilities in the United States in San Francisco, California; San Diego, California; Centennial, Colorado; Jacksonville, Florida; Overland Park, Kansas; Wilmington, North Carolina; and Des Moines, Iowa under noncancelable operating leases that expire at various dates through July 2029. The Company recognizes lease expense for operating leases on a straight-line basis over the respective lease term. The Company has operating leases with remaining lease terms of less than one year to nine years. The Company has entered into noncancelable agreements to sublease portions of its office facilities to unrelated third parties. Sublease rental income is recorded as a reduction of rent expense in the accompanying condensed consolidated statements of comprehensive income. Sublease rental income was $0.2 million for each of the three and six months ended December 31, 2020. Operating lease expense was $2.0 million and $3.9 million for the three and six months ended December 31, 2020, respectively, recorded in general and administrative operating costs and expenses in the condensed consolidated statements of comprehensive income. As of December 31, 2020, the Company has entered into an additional lease for office space that has not yet commenced with undiscounted future payment obligations of approximately $2.8 million. The lease is expected to commence in calendar year 2021. Right-of-Use Asset and Lease Liability —The right-of-use assets and lease liabilities were as follows as of December 31, 2020: (in thousands) Balance Sheet Classification Amount Assets Operating leases Operating lease right-of-use assets $ 29,182 Finance leases Property and equipment - net 101 Total lease right-of-use assets 29,283 Liabilities Current Operating leases Operating lease liabilities - current 5,093 Finance leases Other current liabilities 122 Non-current Operating leases Operating lease liabilities 36,958 Finance leases Other liabilities 33 Total lease liabilities $ 42,206 Lease Costs —The components of lease costs were as follows for the periods presented: (in thousands) Three Months Ended December 31, 2020 Six Months Ended December 31, 2020 Finance lease costs (1) $ 58 $ 125 Operating lease costs (2) 1,952 3,879 Short-term lease costs 58 125 Variable lease costs (3) 449 714 Sublease income (170) (235) Total net lease costs $ 2,347 $ 4,608 __________________ (1) Primarily consists of amortization of finance lease right-of-use assets and an immaterial amount of interest on finance lease liabilities recorded in operating costs and expenses and interest expense, net in the condensed consolidated statements of comprehensive income. (2) Recorded in operating costs and expenses in the condensed consolidated statements of comprehensive income. (3) Variable lease costs not included in the measurement of the lease liability or right-of-use asset as they are not based on an index or rate. Primarily represents common area maintenance charges and real estate taxes recorded in operating costs and expenses in the condensed consolidated statements of comprehensive income. Supplemental Information —Supplemental information related to leases was as follows as of and for the six months ended December 31, 2020: (in thousands) Operating Leases Finance leases Total Cash paid for amounts included in measurement of liabilities: Operating cash flows from leases $ 2,705 $ 5 $ 2,710 Financing cash flows from leases — 129 129 Right-of-use assets obtained in exchange for new lease liabilities $ 1,495 $ — $ 1,495 Operating Leases Finance leases Weighted-average remaining lease term (in years) 7.31 1.04 Weighted-average discount rate 9.64 % 4.63 % Maturities of Lease Liabilities —As of December 31, 2020, remaining maturities of lease liabilities for each of the next five fiscal years and thereafter are as follows: (in thousands) Operating leases Finance leases Total Remainder of 2021 $ 4,485 $ 93 $ 4,578 2022 8,493 59 8,552 2023 7,936 5 7,941 2024 8,298 — 8,298 2025 8,294 — 8,294 2026 5,997 — 5,997 Thereafter 15,066 — 15,066 Total undiscounted lease payments 58,569 157 58,726 Less: interest 16,518 2 16,520 Present value of lease liabilities $ 42,051 $ 155 $ 42,206 The following table summarizes the future annual minimum lease obligations under non-cancelable operating leases at June 30, 2020, under the previous lease accounting standard ASC 840, Leases (in thousands): 2021 $ 8,781 2022 8,497 2023 7,991 2024 8,353 2025 8,306 Thereafter 21,262 Total minimum lease payments $ 63,190 |
Debt_2
Debt | 6 Months Ended |
Dec. 31, 2020 | |
Debt Disclosure [Abstract] | |
Debt | DEBT Credit Agreement and Senior Secured Credit Facility — Debt consisted of the following: (in thousands) December 31, 2020 June 30, 2020 Term Loan (effective interest rate of 7.2%) $ 325,000 $ 325,000 Unamortized debt issuance costs on Term Loan (5,148) (5,819) Unamortized debt discount on Term Loan (6,516) (7,367) Total debt $ 313,336 $ 311,814 On November 5, 2019, the Company entered into a new credit agreement with UMB Bank N.A. (“UMB”) as a lender and revolving agent and Morgan Stanley Capital Administrators, Inc. (“Morgan Stanley”) as a lender and the administrative agent for a syndicate of lenders party to the agreement (as used in this Note 6 and in Note 8, the “Senior Secured Credit Facility”). The Senior Secured Credit Facility provides for (1) a secured revolving loan facility with UMB in an aggregate principal amount of up to $75.0 million (the “Revolving Credit Facility”) and (2) the Term Loan. The outstanding balance under the prior credit agreement with UMB was rolled into the Revolving Credit Facility and will continue to be used for general working capital purposes as needed. The proceeds of the Term Loan were used (i) to finance a distribution in November 2019 to all holders of the Company’s common and preferred stock as well as holders of stock options in an aggregate amount of $275.0 million (the “Distribution”), (ii) to fund cash to the balance sheet in an aggregate amount of $68.0 million, equal to the first two years of interest-only payments due in respect of the Term Loan, (iii) to pay the debt issuance costs incurred for the Senior Secured Credit Facility, and (iv) for general corporate purposes. The Senior Secured Credit Facility contains customary events of default and an asset coverage ratio covenant. As of December 31, 2020, the Company was in compliance with all of the covenants. The Company has granted a security interest in all of the Company’s assets as collateral. The Company paid $8.5 million to the lenders of the Term Loan as an original issue discount which was recorded as a reduction to the carrying amount of the Term Loan in debt in the condensed consolidated balance sheets as of December 31, 2020 and June 30, 2020. The debt discount is being amortized through interest expense on a straight-line basis over the five- year life of the Senior Secured Credit Facility. As of December 31, 2020, the balance of the unamortized debt discount in debt in the condensed consolidated balance sheet was $6.5 million. The Revolving Credit Facility accrues interest on amounts drawn at a rate per annum equal to either (a) LIBOR plus 4.0% or (b) a base rate plus 3.0%, at the Company’s option. The Term Loan bears interest on the outstanding principal amount thereof at a rate per annum equal to either (a) LIBOR plus 6.0% or (b) a base rate plus 5.0%, at the Company’s option. The Company’s risk management strategy includes entering into interest rate swap agreements from time to time to protect against unfavorable interest rate changes relating to forecasted debt transactions. Refer to Note 6 to the condensed consolidated financial statements for further details. The Term Loan is repayable beginning from March 31, 2022, in equal quarterly installments in an aggregate annual amount equal to 1% of the original principal amount of the Term Loan, with the balance payable on the maturity date of November 5, 2024. Upon the completion of the Company's initial public offering on May 26, 2020 (the "IPO"), the Company paid down $100.0 million of the Term Loan. In addition to paying interest on outstanding principal amounts under the Senior Secured Credit Facilities, the Company is required to pay UMB an unused commitment fee of 0.15%, in respect of the unutilized commitments under the Revolving Credit Facility. The Revolving Credit Facility also has a maturity date of November 5, 2024. Amortization of debt financing costs was $0.8 million and $0.6 million during the three months ended December 31, 2020 and 2019, respectively, and $1.6 million and $0.6 million during the six months ended December 31, 2020 and 2019, respectively, which was included in interest expense, net in the Company’s condensed consolidated statements of comprehensive income. Credit Agreement and Senior Secured Credit Facility — Debt consisted of the following as of June 30: (in thousands) 2020 2019 Credit Agreement $ — $ 11,032 Term Loan 325,000 — Unamortized debt issuance costs on Term Loan (5,819) — Unamortized debt discount on Term Loan (7,367) — Total debt $ 311,814 $ 11,032 On November 6, 2017, the Company entered into a two The Senior Secured Credit Facility provides for (1) a secured revolving loan facility with UMB in an aggregate principal amount of up to $75.0 million (the “Revolving Credit Facility”) and (2) a senior secured term loan facility in an aggregate principal amount of $425.0 million with a syndicate of lenders led by Morgan Stanley as the administrator for the lending group (the “Term Loan”). The outstanding balance under the prior Credit Agreement with UMB was rolled into the Revolving Credit Facility and will continue to be used for general working capital purposes as needed. The proceeds of the Term Loan were used (i) to finance a distribution to all holders of the Company’s common and preferred stock as well as holders of stock options in an aggregate amount of $275.0 million (the “Distribution”), (ii) to fund cash to the balance sheet in an aggregate amount of $68.0 million, equal to the first two years of interest-only payments due in respect of the Term Loan, (iii) to pay the debt issuance costs incurred for the Senior Secured Credit Facility, and (iv) for general corporate purposes. The Senior Secured Credit Facility contains customary events of default and an asset coverage ratio covenant. As of June 30, 2020, the Company was in compliance with all of the covenants. The Company has granted a security interest in all of the Company’s assets as collateral. Additionally, the Company paid $8.5 million to the lenders of the Term Loan as an original issue discount which was recorded as a reduction to the carrying amount of the Term Loan in debt in the consolidated balance sheet as of June 30, 2020. The debt discount is being amortized through interest expense on a straight-line basis over the five The Revolving Credit Facility accrues interest on amounts drawn at a rate per annum equal to either (a) LIBOR plus 4.0% or (b) a base rate plus 3.0%, at the Company’s option. The Term Loan bears interest on the outstanding principal amount thereof at a rate per annum equal to either (a) LIBOR plus 6.0% or (b) a base rate plus 5.0%, at the Company’s option. The Company’s risk management strategy includes entering into interest rate swap agreements from time to time to protect against unfavorable interest rate changes relating to forecasted debt transactions. We entered into a USD floored interest rate swap agreement on May 12, 2020, with an effective date of May 29, 2020, having a notional amount of $325.0 million and designated as a cash flow hedge of interest payments on the debt issuance. See Note 8 to the consolidated financial statements for more information. The Term Loan is repayable beginning from March 31, 2022, in equal quarterly installments in an aggregate annual amount equal to 1% of the original principal amount of the Term Loan, with the balance payable on the maturity date of November 5, 2024. Upon the completion of the IPO, the Company paid down $100.0 million of the Term Loan. In addition to paying interest on outstanding principal amounts under the Senior Secured Credit Facilities, the Company is required to pay UMB an unused commitment fee of 0.15%, in respect of the unutilized commitments under the Revolving Credit Facility. The Revolving Credit Facility also has a maturity date of November 5, 2024. Non-Recourse Debt —Non-recourse debt consisted of the following as of June 30: (in thousands) 2020 2019 Delayed draw credit facility $ — $ 14,835 Unamortized debt issuance costs — (300) Total non-recourse debt — 14,535 Less non-recourse debt—current — 3,920 Non-recourse debt—net $ — $ 10,615 On December 14, 2018, we entered into a senior secured delayed draw credit facility (as amended, the “Receivables Financing Agreement”). Pursuant to the Receivables Financing Agreement, we had access to a senior secured delayed draw credit facility consisting of up to $30.0 million aggregate principal amount of commitments (the “Commitment”), with no more than quarterly draws in an aggregate original principal amount not to exceed the Commitment, with the commissions receivable from the Auto & Home insurance policies sold by SelectQuote Auto & Home as collateral. As the underlying policyholders renewed their policies, the renewal commissions received from our insurance carrier partners were transferred to the lender as repayment of the draw, with any accrued interest being paid first. Each loan accrued interest at 11.5% that was computed on a daily basis on the unpaid principal and interest amounts. If the amount of renewal commissions received was not enough to pay off the loan balances, there was no recourse to the Company. If we continued to receive renewal commissions on the underlying policies after the time at which the loan balances were paid off, the right to those renewal commissions reverted back to the Company. Over the life of the Receivables Financing Agreement, we received $32.8 million in proceeds from seven draws on the facility and made principal payments of $4.5 million. On June 8, 2020, the Company repaid in full all of its and its subsidiaries’ indebtedness and other obligations totaling $29.3 million under the Receivables Financing Agreement. The Company repaid the outstanding debt using proceeds from the IPO. Concurrently with the repayment, all security interests and liens held by the Collateral Agent (as defined in the Receivables Financing Agreement) were terminated and released and the Receivables Financing Agreement was terminated. As a result of the repayment, the Company recorded a $1.2 million loss on debt extinguishment in interest expense in the consolidated statement of comprehensive income for the year ended June 30, 2020, primarily consisting of a prepayment penalty associated with the debt payoff activity of $0.9 million and the write-off of unamortized debt issuance costs of $0.3 million. The loans drawn on the Receivables Financing Agreement were recorded on the consolidated balance sheets at amortized cost. The fair value of the loans was measured as a level 3 liability and was based on the incremental borrowing rate for similar debt. However, as the underlying renewal commissions securing the loans are of high credit quality and turn over quickly, the Company has determined that the carrying value approximates fair value. Debt Issuance Costs —The Company initially incurred $0.2 million in debt issuance costs for the Credit Agreement for origination and legal fees that were recorded in other assets in the consolidated balance sheet as of June 30, 2018. These debt issuance costs were being amortized through interest expense on a straight-line basis over the two five five In addition, the Company incurred $0.3 million of debt issuance costs in connection with the Receivables Financing Agreement. These costs were being amortized through interest expense over the estimated time to pay off the individual note balances of five years for each draw. Upon termination of the Receivables Financing Agreement, the remaining balance of debt issuance costs of $0.2 million was recorded to interest expense in the consolidated statement of comprehensive income. As of June 30, 2019, the Company had $0.3 million of unamortized debt issuance costs related to the Receivables Financing Agreement recorded as a discount to non-recourse debt—net in the consolidated balance sheet. Amortization of debt financing costs amounted to $2.3 million, $0.1 million, and $0.1 million during year ended June 30, 2020, 2019, and 2018, respectively, which was included in interest expense in the Company’s consolidated statements of comprehensive income. Amortization expense related to the debt issuance costs as of June 30, 2020, for each of the next five fiscal years and thereafter is estimated to be as follows (in thousands): Fiscal Years 2021 $ 3,289 2022 3,289 2023 3,289 2024 3,289 2025 1,096 Thereafter — Total $ 14,252 |
Commitments and Contingencies_2
Commitments and Contingencies | 6 Months Ended |
Dec. 31, 2020 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | COMMITMENTS AND CONTINGENCIES Lease Obligations —Refer to Note 7 for commitments related to our operating leases. Legal Contingencies and Obligations —From time to time, the Company is subject to legal proceedings and claims in the ordinary course of business. The Company currently is not aware of any legal proceedings or claims that it believes will have, individually or in the aggregate, a material adverse effect on its business, financial condition, operating results, or cash flows. Lease Obligations —The Company leases office facilities in the United States in San Francisco, California; San Diego, California; Centennial, Colorado; Jacksonville, Florida; Overland Park, Kansas; Wilmington, North Carolina; and Des Moines, Iowa under noncancelable operating leases that expire at various dates through July 2029. As of June 30, 2020, future annual minimum lease obligations under noncancelable operating leases are as follows (in thousands): 2021 $ 8,781 2022 8,497 2023 7,991 2024 8,353 2025 8,306 Thereafter 21,262 Total minimum lease payments $ 63,190 The Company has entered into noncancelable agreements to sublease portions of its office facilities to unrelated third parties. Sublease rental income is recorded as a reduction of rent expense in the accompanying consolidated statements of comprehensive income. Sublease rental income totaled $0.3 million, $0.4 million, and $0.2 million for the years ended June 30, 2020, 2019, and 2018, respectively. Future minimum lease payments for operating leases have not been reduced by the future minimum sublease income in the schedule above. The Company recognizes rent expense on a straight-line basis over the lease period and has accrued for rent expense incurred but not paid. Rent expense for operating leases, net of sublease income, lease incentives, and rent recorded as restructuring expenses was $7.0 million, $4.4 million, and $3.7 million for the years ended June 30, 2020, 2019, and 2018, respectively, recorded in general and administrative operating costs and expenses in the consolidated statements of comprehensive income. Legal Contingencies and Obligations —From time to time, the Company is subject to legal proceedings and claims in the ordinary course of business. The Company currently is not aware of any legal proceedings or claims that it believes will have, individually or in the aggregate, a material adverse effect on its business, financial condition, operating results, or cash flows. |
Equity
Equity | 6 Months Ended |
Dec. 31, 2020 | |
Equity [Abstract] | |
Shareholders' Equity | SHAREHOLDERS' EQUITY Common Stock —As of December 31, 2020, the Company has reserved the following authorized, but unissued, shares of common stock: Employee Stock Purchase Plan ("ESPP") 1,400,000 Stock awards outstanding under 2020 Plan 1,914,953 Stock awards available for grant under 2020 Plan 7,685,047 Options outstanding under 2003 Plan 2,843,851 Options available for grant under 2003 Plan — Total 13,843,851 Share-Based Compensation Plans The Company has awards outstanding from two share-based compensation plans: the 2003 Stock Incentive Plan (the "2003 Stock Plan") and the 2020 Omnibus Incentive Plan (the "2020 Stock Plan") (collectively, the “Stock Plans”). However, no further awards will be made under the 2003 Stock Plan. The Company's Board of Directors adopted, and shareholders approved, the 2020 Stock Plan in connection with the IPO, which provides for the grant of incentive stock options (“ISO's”), nonstatutory stock options (“NSO's”), stock appreciation rights, restricted stock awards, restricted stock unit awards ("RSU's"), performance-based cash awards ("PSU's"), and other forms of equity compensation (collectively, “stock awards”). All awards may be granted to employees, non-employee directors, and consultants of the Company and its subsidiaries and affiliates except for ISO's, which can only be granted to current employees of the Company. The Company accounts for its share-based compensation awards in accordance with ASC 718, Compensation—Stock Compensation (“ASC 718”) which requires all share-based compensation to be recognized in the income statement based on fair value and applies to all awards granted, modified, canceled, or repurchased after the effective date. Total share-based compensation included in general and administrative expense in our condensed consolidated statements of comprehensive income was as follows for the periods presented: Three Months Ended December 31, Six Months Ended December 31, (in thousands) 2020 2019 2020 2019 Share-based compensation related to: Equity classified stock options $ 455 $ 9,241 $ 818 $ 9,263 Equity classified RSU's 545 — 960 — Equity classified PSU's 194 — 322 — Total share-based compensation $ 1,194 $ 9,241 $ 2,100 $ 9,263 Stock Options —The fair value of each option (for purposes of calculation of share-based compensation) was estimated on the date of grant using the Black-Scholes-Merton option pricing formula that uses assumptions determined at the date of grant. Use of this option pricing model requires the input of subjective assumptions. These assumptions include estimating the length of time employees will retain their vested stock options before exercising them ("expected term"), the estimated volatility of the Company's common stock price over the expected term ("volatility"), the number of options that will ultimately not complete their vesting requirements ("forfeitures"), the risk-free interest rate that reflects the interest rate at grant date on zero-coupon United States governmental bonds that have a remaining life similar to the expected term ("risk-free interest rate"), and the dividend yield assumption which is based on the Company's dividend payment history and management's expectations of future dividend payments ("dividend yield"). Changes in the subjective assumptions can materially affect the estimate of the fair value of share-based compensation and, consequently, the related amount recognized in the condensed consolidated statements of comprehensive income. The Company used the following weighted-average assumptions for the stock options granted during the six months ended December 31, 2020. There were no stock options granted during the six months ended December 31, 2019. 2020 Volatility 25.0 % Risk-free interest rate 0.4 % Dividend yield — % Assumed forfeitures — % Expected lives (in years) 6.24 Weighted-average fair value (per share) $ 4.86 The following table summarizes stock option activity under the Stock Plans for the six months ended December 31, 2020: Number of Options Weighted- Average Exercise Price Weighted- Average Remaining Contractual Term (in Years) Aggregate Intrinsic Value (in Thousands) Outstanding—June 30, 2020 4,067,417 $ 2.69 Options granted 1,022,109 19.17 Options exercised (862,566) 0.88 Options forfeited/expired/cancelled (1,720) 17.89 Outstanding—December 31, 2020 4,225,240 $ 7.03 5.90 $ 58,332 Vested and exercisable—December 31, 2020 2,619,955 $ 0.93 3.82 $ 51,916 As of December 31, 2020, there was $5.9 million in unrecognized compensation cost related to unvested stock options granted, which is expected to be recognized over a weighted-average period of 3.33 years. The Company received cash of $0.1 million and $3.2 million in connection with stock options exercised, net of cashless exercises, during the three months ended December 31, 2020 and 2019, respectively, and $0.4 million and $4.8 million in connection with stock options exercised, net of cashless exercises, during the six months ended December 31, 2020 and 2019, respectively. Restricted Stock —The following table summarizes restricted stock unit activity under the 2020 Stock Plan for the six months ended December 31, 2020. There were no RSU's granted during the six months ended December 31, 2019. Number of Restricted Stock Units Weighted-Average Grant Date Fair Value Unvested as of June 30, 2020 150,000 $ 20.00 Granted 252,063 $ 18.50 Vested — $ — Cancelled (873) $ 17.89 Unvested as of December 31, 2020 401,190 $ 19.06 As of December 31, 2020, there was $6.6 million of unrecognized compensation cost related to unvested restricted stock units granted, which is expected to be recognized over a weighted-average period of 2.91 years. Performance Stock —The following table summarizes performance stock unit activity under the 2020 Stock Plan for the six months ended December 31, 2020. There were no PSU's granted during the six months ended December 31, 2019. Number of Performance Stock Units Weighted-Average Grant Date Fair Value Unvested as of June 30, 2020 — — Granted 132,374 17.92 Vested — — Cancelled — — Unvested as of December 31, 2020 132,374 17.92 As of December 31, 2020, there was $2.1 million of unrecognized compensation cost related to unvested performance stock units granted, which is expected to be recognized over a weighted-average period of 2.66 years. ESPP — The first six month offering period of the ESPP commenced as of October 1, 2020, and will expire on March 31, 2021. The purpose of the ESPP is to provide the Company's eligible employees with an opportunity to purchase shares of its common stock through accumulated payroll deductions at 95% of the fair market value on the exercise date, but no less than the lesser of 85% of the fair market value of a share of common stock on the date the offering period commences or 85% of the fair market value of the common stock on the exercise date. As of December 31, 2020, the Company has not issued any shares through the ESPP and recorded share-based compensation expense of $0.1 million as the ESPP was determined to be a compensatory plan. Shareholders' Equity —Common and preferred shares issued include shares outstanding and shares held in the treasury stock. Common Stock —As of June 30, 2020, the Company has reserved the following authorized, but unissued, shares of common stock: Employee Stock Purchase Plan ("ESPP") 1,400,000 Stock awards outstanding under 2020 Plan 511,000 Stock awards available for grant under 2020 Plan 9,089,000 Options outstanding under 2003 Plan 3,706,417 Options available for grant under 2003 Plan — Total 14,706,417 Preferred Stock —The Company’s preferred stock as of June 30, 2019, was all classified as temporary equity. As per guidance under ASC 480-10-S99-3A(4), ASR 268 requires equity instruments with redemption features that are not solely within the control of the issuer to be classified outside of permanent equity, in temporary equity. Thus, as the terms of the preferred stock agreements dictated as such, Series A-D preferred stock as of June 30, 2019, was classified as temporary equity. Upon the closing of the Company's initial public offering (“IPO”), all outstanding shares of preferred stock converted on an 8:1 basis into common stock, and there was no preferred stock outstanding as of June 30, 2020. The conversion resulted in an impact to additional paid-in capital in the consolidated balance sheet of $0.2 million. Series E Preferred Stock —On April 17, 2020 and May 6, 2020, the Company issued and sold an aggregate of 100,000 shares and 35,000 shares, respectively, of its Series E preferred stock to certain “accredited investors” (as defined in Regulation D promulgated under the Securities Act of 1933), at a purchase price of $1,000 per share, for aggregate proceeds of $135.0 million and net proceeds to the Company of $129.4 million after deducting commissions and expenses. In connection with the sale of these shares, the Company entered into Investor Rights Letters with the purchasers of the Series E preferred stock which granted them certain rights, including but not limited to certain preemptive rights and information rights. Upon the closing of the Company's IPO, the foregoing rights terminated, and all outstanding shares of Series E preferred stock automatically converted into 7.5 million shares of common stock at a fixed discount to the initial offering price. The conversion resulted in an impact to additional paid-in capital in the consolidated balance sheet of $0.1 million. Initial Public Offering —On May 26, 2020, the Company completed its IPO whereby 18,000,000 shares of common stock were sold to the public at $20.00 per share (in addition to shares sold by selling stockholders). Net proceeds to the Company from the offering, after deducting underwriting discounts and commissions and offering expenses were $333.1 million. Treasury Share Retirement —On March 30, 2020, the Company retired 4.0 million shares of its common stock and preferred stock held in treasury. The shares were returned to the status of authorized but unissued shares. As a result, the treasury stock balance as of June 30, 2020 was reduced to zero, and the common stock, preferred stock, and retained earnings balances in the consolidated balance sheet were reduced by $0.1 million, $0.2 million, and $77.0 million, respectively. Stock Split —On February 28, 2020, the Board of Directors of the Company resolved via unanimous written consent to: i) approve an eight-for-one forward stock split pursuant to which each outstanding share of the Company’s common stock would become eight shares of the Company’s common stock (the “Forward Stock Split”), ii) approve an amendment to the Company’s Fifth Amended and Restated Certificate of Incorporation, increasing the number of authorized shares of the Company’s common stock from 23.0 million shares to 700.0 million shares (the “Amendment”), and iii) submit the Amendment to the Company’s stockholders for approval. On February 28, 2020, the holders of more than 50% of the outstanding shares of voting stock of the Company approved the Amendment and the Amendment was filed with the Secretary of State of the State of Delaware. The par value of each share of the Company’s common stock was not adjusted in connection with the aforementioned Forward Stock Split. As per the series A-D preferred stock agreements, shares of preferred stock are precluded from a stock split and thus, the number of shares of preferred stock before and after the split did not change. However, the conversion ratio was split effected. Therefore, the conversion ratio of series A-D preferred stock converting into common stock went from 1:1 to 8:1. Distribution —On November 15, 2019, the Company declared a distribution of $188.7 million on all outstanding common stock and stock options (regardless of vesting status) ($1.96 per share) and $86.3 million on all outstanding preferred stock ($15.66 per share) which was paid on November 20, 2019 (the “Distribution”). Of the Distribution, $265.8 million was paid to existing shareholders and $9.2 million was paid to stock option holders. The Distribution to shareholders is characterized as ordinary dividends up to accumulated earnings at the time of Distribution, with the excess over earnings of $58.4 million treated as a return of capital and recorded as a reduction to additional paid-in capital in the consolidated balance sheet as of June 30, 2020. The Distribution to stock option holders is characterized as an equity restructuring where a one-time large cash payment is made in lieu of modifying the option award as the Company’s stock options plans do not allow for dividends to be distributed to holders of stock options and do not provide any dividend protections. Although no other terms of the option awards were modified, this Distribution resulted in a modification to the outstanding awards and incremental share-based compensation expense was recorded in the consolidated statement of comprehensive income during the year ended June 30, 2020, for the increase in fair value over the original awards of $9.2 million. Share-Based Compensation Plans The Company has awards outstanding from two share-based compensation plans - the 2003 Stock Incentive Plan (the "2003 Stock Plan") and the 2020 Omnibus Incentive Plan (the "2020 Stock Plan") (collectively, the “Stock Plans”). However, no further awards will be made under the 2003 Stock Plan. The Company's Board of Directors adopted, and shareholders approved, the 2020 Stock Plan in connection with the IPO, which provides for the grant of incentive stock options (“ISOs”), nonstatutory stock options (“NSOs”), stock appreciation rights, restricted stock awards, restricted stock unit awards ("RSUs") and other forms of equity compensation (collectively, “stock awards”). Additionally, the 2020 Stock Plan provides for the grant of performance-based cash awards ("PSUs"). ISOs may be granted only to employees. All other awards may be granted to employees, non-employee directors, and consultants of the Company and its subsidiaries and affiliates. The number of shares of common stock available for issuance as of June 30, 2020, pursuant to future awards under the Company's 2020 Stock Plan is 9,089,000. The number of shares of the Company's common stock reserved under the 2020 Stock Plan is subject to an annual increase on the first day of each fiscal year beginning on July 1, 2021, equal to 3% of the outstanding shares of common stock as of the last day of the immediately preceding fiscal year. The maximum number of shares of common stock that may be issued upon the exercise of ISOs will be 4,000,000. The shares of common stock covered by any award (including any award granted pursuant to the 2003 Stock Plan) that is forfeited, terminated, expired, or lapsed without being exercised or settled for cash will again become available for issuance under the 2020 Stock Plan. With respect to any award, if the exercise price and/or tax withholding obligations are satisfied by delivering shares to the Company (by actual delivery or attestation), or if the exercise price and/or tax withholding obligations are satisfied by withholding shares otherwise issuable pursuant to the award, the share reserve shall nonetheless be reduced by the gross number of shares subject to the award. The Company accounts for its share-based compensation awards in accordance with ASC 718 which requires all share-based compensation to be recognized in the income statement based on fair value and applies to all awards granted, modified, canceled, or repurchased after the effective date. Total share-based compensation included in general and administrative expense in our consolidated statements of comprehensive income was as follows: Year Ended June 30, (in thousands) 2020 2019 2018 Share-based compensation related to: Equity classified stock options $ 9,383 $ 86 $ 67 Equity classified restricted stock units 115 — — Total share-based compensation $ 9,498 $ 86 $ 67 Stock Options —The stock options outstanding under the 2003 Stock Plan generally vest as to one-third after the vesting commencement date and as to 1/24 of the remaining shares subject to the stock option monthly thereafter, subject to the award recipient’s continued employment through the applicable vesting date. Upon a termination of employment for any reason other than for “Cause” (as defined in the 2003 Stock Plan), any unvested and outstanding stock options would generally be forfeited for no consideration, and any vested and outstanding stock options would remain exercisable for 90 days following the date of termination (and, in the case of a termination of employment due to death or disability, for 12 months following the date of termination). Stock options expire 10 years from the date of grant. The terms for ISOs and NSOs awarded in the 2020 Stock Plan are the same as in the 2003 Stock Plan noted with the exception that the options generally shall vest and become exercisable in four equal installments on each of the first four anniversaries of the grant date, subject to the award recipient’s continued employment through the applicable vesting date. Stock options are granted with an exercise price that is no less than 100% of the fair market value of the underlying shares on the date of the grant. The fair value of each option (for purposes of calculation of share-based compensation) was estimated on the date of grant using the Black-Scholes-Merton option pricing formula that uses assumptions determined at the date of grant. Use of this option pricing model requires the input of subjective assumptions. These assumptions include estimating the length of time employees will retain their vested stock options before exercising them ("expected term"), the estimated volatility of the Company's common stock price over the expected term ("volatility"), the number of options that will ultimately not complete their vesting requirements ("forfeitures"), the risk-free interest rate that reflects the interest rate at grant date on zero-coupon United States governmental bonds that have a remaining life similar to the expected term ("risk-free interest rate"), and the dividend yield assumption which is based on the Company's dividend payment history and management's expectations of future dividend payments ("dividend yield"). Changes in the subjective assumptions can materially affect the estimate of the fair value of share-based compensation and, consequently, the related amount recognized in the consolidated statements of comprehensive income. The Company used the following weighted-average assumptions for the stock options granted during the years ended June 30, 2020, 2019, and 2018: Year Ended June 30, 2020 2019 2018 Volatility 25.1 % 24.8 % 24.8 % Risk-free interest rate 0.7 % 2.7 % 2.1 % Dividend yield — % 1.9% to 2.3% 1.9% to 2.3% Assumed forfeitures — % — % — % Expected lives (in years) 5.94 5.95 5.89 Weighted-average fair value (per share) $ 3.79 $ 0.15 $ 0.05 The following table summarizes stock option activity under the Stock Plans for the year ended June 30, 2020: Number of Options Weighted- Average Exercise Price Weighted- Average Remaining Contractual Term (in Years) Aggregate Intrinsic Value (in Thousands) Outstanding—June 30, 2019 9,156,080 $ 1.01 Options granted 481,800 15.72 Options exercised (5,535,327) 1.06 Options forfeited/expired/cancelled (35,136) 1.37 Outstanding—June 30, 2020 4,067,417 $ 2.69 4.91 $ 92,106 Vested and exercisable—June 30, 2020 3,216,521 $ 0.84 3.85 $ 78,769 As of June 30, 2020, there was $1.8 million in unrecognized compensation cost related to unvested stock options granted, which is expected to be recognized over a weighted-average period of 3.15 years. The Company received cash of $5.5 million, $4.3 million, and $0.6 million in connection with stock options exercised during the years ended June 30, 2020, 2019, and 2018, respectively. Restricted Stock —During the year ended June 30, 2020, the Company granted 150,000 shares of restricted stock to employees, all of which were issued in the form of RSUs. The following table summarizes restricted stock unit activity under the 2020 Stock Plan for the year ended June 30, 2020: Number of Restricted Stock Units Weighted-Average Grant Date Fair Value Unvested as of June 30, 2019 — Granted 150,000 20 Vested — Cancelled — Unvested as of June 30, 2020 150,000 20 |
Revenues from Contracts with _2
Revenues from Contracts with Customers | 6 Months Ended |
Dec. 31, 2020 | |
Revenue from Contract with Customer [Abstract] | |
Revenues from Contracts with Customers | REVENUES FROM CONTRACTS WITH CUSTOMERS Disaggregation of Revenue from Contracts with Customers— The disaggregation of revenue by segment and product is depicted for the periods presented below, and is consistent with how the Company evaluates its financial performance: Three Months Ended December 31, Six Months Ended December 31, (in thousands) 2020 2019 2020 2019 Senior: Commission revenue: Medicare advantage $ 263,975 $ 113,955 $ 312,705 $ 134,142 Medicare supplement 12,743 9,303 20,735 13,453 Prescription drug plan 1,102 1,659 1,717 2,036 Dental, vision, and hearing 5,647 2,223 8,370 3,224 Other commission revenue 743 211 1,203 159 Total commission revenue 284,210 127,351 344,730 153,014 Production bonus and other revenue 31,300 11,524 43,979 13,444 Total Senior revenue 315,510 138,875 388,709 166,458 Life: Commission revenue: Core 19,791 19,119 39,167 37,703 Final expense 10,297 3,391 27,934 6,885 Ancillary 465 686 1,049 1,254 Total commission revenue 30,553 23,196 68,150 45,842 Production bonus and other revenue 5,822 5,784 11,048 10,745 Total Life revenue 36,375 28,980 79,198 56,587 Auto & Home: Total commission revenue 6,491 8,227 15,104 17,816 Production bonus and other revenue 750 339 1,675 803 Total Auto & Home revenue 7,241 8,566 16,779 18,619 Eliminations: Total commission revenue (280) (124) (465) (200) Production bonus and other revenue (572) — (1,778) — Total Elimination revenue (852) (124) (2,243) (200) Total commission revenue 320,974 158,650 427,519 216,472 Total production bonus and other revenue 37,300 17,647 54,924 24,992 Total revenue $ 358,274 $ 176,297 $ 482,443 $ 241,464 Contract Balances— After a policy is sold, the Company has no material additional or recurring obligations to the policyholder or the insurance carrier. As such, there are no contract liabilities recorded in the condensed consolidated balance sheets. As there is no activity in the contract asset balances other than the movement over time between long-term and short-term commissions receivable and accounts receivable as the policy is renewed, a separate roll forward other than what is shown on the condensed consolidated balance sheets is not relevant. Cumulative revenue catch-up adjustments related to changes in the estimates of transaction prices were not material for the three and six months ended December 31, 2020 and 2019. Production Bonuses and Other— During the six months ended December 31, 2020, the Company received advance payments of fiscal year 2021 marketing development funds, which will be amortized over the course of the year based on policies sold. As of December 31, 2020, there was an unamortized balance remaining of $17.3 million recorded in other current liabilities in the condensed consolidated balance sheet. Disaggregation of Revenue from Contracts with Customers —The disaggregation of revenue by segment and product is depicted for the periods presented below, and is consistent with how the Company evaluates its financial performance: Year Ended June 30, (in thousands) 2020 2019 2018 Senior: Commission revenue: Medicare advantage $ 285,957 $ 138,526 $ 62,537 Medicare supplement 34,301 25,118 26,189 Prescription drug plan 2,867 3,209 2,985 Dental, vision, and health 7,758 4,470 2,932 Other commission revenue 362 2,526 2,345 Total commission revenue 331,245 173,849 96,988 Production bonus and other revenue 30,428 18,408 5,420 Total Senior revenue $ 361,673 $ 192,257 $ 102,408 Life: Commission revenue: Term $ 75,236 $ 76,135 $ 71,951 Other commission revenue 32,628 13,111 5,850 Total commission revenue 107,864 89,246 77,801 Production bonus and other revenue 22,103 21,247 20,417 Total Life revenue $ 129,967 $ 110,493 $ 98,218 Auto & Home: Total commission revenue $ 38,031 $ 33,240 $ 32,108 Production bonus and other revenue 3,158 1,814 1,240 Total Auto & Home revenue $ 41,189 $ 35,054 $ 33,348 Eliminations: Total commission revenue $ (534) $ (335) $ (286) Production bonus and other revenue (780) — — Total Elimination revenue $ (1,314) $ (335) $ (286) Total commission revenue 476,606 296,000 206,611 Total production bonus and other revenue 54,909 41,469 27,077 Total revenue $ 531,515 $ 337,469 $ 233,688 Contract Balances —After a policy is sold, the Company has no material additional or recurring obligations to the policyholder or the insurance carrier. As such, there are no contract liabilities recorded in the consolidated balance sheets. As there is no activity in the contract asset balances other than the movement over time between long-term and short-term commissions receivable and accounts receivable as the policy is renewed, a separate roll forward other than what is shown on the consolidated balance sheets is not relevant. Cumulative revenue catch-up adjustments related to changes in the estimates of transaction prices were not material for the years ended June 30, 2020, 2019, and 2018. |
Income Taxes_2
Income Taxes | 6 Months Ended |
Dec. 31, 2020 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | INCOME TAXES For the three months ended December 31, 2020 and 2019, the Company recognized income tax expense of $26.5 million and $12.2 million, respectively, representing an effective tax rate of 22.7% and 23.8%, respectively. The differences from the Company’s federal statutory tax rate to the effective tax rate for the three months ended December 31, 2020, were related to state income taxes, partially offset by state tax credits such as the Kansas High Performance Incentive Program (“HPIP”) and discrete items for the period, primarily from the exercise of non-qualified stock options. The differences from the Company’s federal statutory tax rate to the effective tax rate for the three months ended December 31, 2019, were primarily related to state income taxes, partially offset by state tax credits such as HPIP. For the six months ended December 31, 2020 and 2019, the Company recognized income tax expense of $25.4 million and $11.7 million, respectively, representing an effective tax rate of 21.8% and 23.9%, respectively. The differences from the Company’s federal statutory tax rate to the effective tax rate for the six months ended December 31, 2020, were related to state income taxes, partially offset by state tax credits such as HPIP and discrete items for the period, primarily from the exercise of non-qualified stock options. The differences from the Company’s federal statutory tax rate to the effective tax rate for the six months ended December 31, 2019, were primarily related to state income taxes, partially offset by state tax credits such as HPIP. Assessing the realizability of the Company’s deferred tax assets is dependent upon several factors, including the likelihood and amount, if any, of future taxable income in relevant jurisdictions during the periods in which those temporary differences become deductible. The Company forecasts taxable income by considering all available positive and negative evidence, including historical data and future plans and estimates. These assumptions require significant judgment about future taxable income. As a result, the amount of deferred tax assets considered realizable is subject to adjustment in future periods if estimates of future taxable income change. The Company continues to recognize its deferred tax assets as of December 31, 2020, as it believes it is more likely than not that the net deferred tax assets will be realized. The Company recognizes a significant deferred tax liability due to the timing of recognizing revenue when a policy is sold, while revenue recognition for tax purposes is not recognized until future renewal commission payments are received. This deferred tax liability is a source of income that can be used to support the realizability of the Company’s deferred tax assets. As such, the Company does not believe a valuation allowance is necessary as of December 31, 2020, and will continue to evaluate in the future as circumstances may change. Income tax expense for the periods presented below consists of the following for the years ended June 30: (in thousands) 2020 2019 2018 (1) Current income taxes: Federal $ — $ (64) $ — State 63 107 35 Total 63 43 35 Deferred income taxes: Federal 21,021 19,748 5,320 State 3,932 2,243 1,264 Total 24,953 21,991 6,584 Income tax expense $ 25,016 $ 22,034 $ 6,619 ______________ (1) 2018 has been adjusted for the adoption of 606 using the full retrospective method The Tax Cuts and Jobs Act (the “Act”), signed into law on December 22, 2017, reduced the tax rate for corporations effective for tax years beginning after January 1, 2018. In addition to the reduction in the corporate tax rate, the Act also (1) changed the rules related to utilization of net operating loss ("NOL") carryforwards generated in tax years beginning after December 31, 2017; (2) eliminated the corporate alternative minimum tax ("AMT") and changed how existing AMT credits can be realized; (3) expanded bonus depreciation that will allow for full expensing of qualifying property; and (4) created a new limitation on deductible interest expense. The Company’s statutory federal tax rate is 21% and its current state tax rate (net of federal benefit) is 3.85% for the year ended June 30, 2020. The Company’s statutory federal tax rate was 21% and its current state tax rate (net of federal benefit) was 3.83% for the year ended June 30, 2019. Pursuant to the Act, as a fiscal year-end taxpayer, the Company used a blended federal statutory rate of 27.55% for the year ended June 30, 2018. The difference from the Company’s statutory tax rates to the effective tax rates shown below for the years ended June 30, 2020 and 2019 were primarily due to Kansas High Performance Incentive Program (“HPIP”) tax credits partially offset by non-deductible expenses. The difference from the Company’s statutory tax rates to the effective tax rates for the year ended June 30, 2018 was primarily due to the reduction in corporate tax rate under the Act. The following reconciles the statutory federal income tax rate to the effective income tax rate for the periods presented: Year Ended June 30, 2020 2019 2018 (1) Federal statutory rate 21.0 % 21.0 % 27.6 % Increase in income tax benefit and decrease in income tax expense resulting from: State income taxes 4.00 3.80 2.90 Kansas HPIP credit (0.90) (1.50) (1.20) Remeasurement of deferred income tax liabilities — — (12.90) Other (0.50) — (0.50) Effective income tax rate 23.6 % 23.3 % 15.9 % ______________ (1) 2018 has been adjusted for the adoption of 606 using the full retrospective method Significant components of the deferred tax assets and liabilities were as follows for the periods presented: Year Ended June 30, (in thousands) 2020 2019 Deferred tax assets: Accruals and other $ 10,663 $ 3,085 Deferred rent 3,349 2,202 Interest expense limitation 7,269 420 Net operating losses 27,557 6,336 Credit carryforward 5,413 4,273 Total deferred tax assets 54,251 16,316 Deferred tax liabilities: Commissions receivable (155,297) (96,064) Basis difference in fixed and amortizable assets (4,798) (1,504) Total deferred tax liabilities (160,095) (97,568) Net long-term deferred tax liabilities $ (105,844) $ (81,252) As discussed in Note 1 to the consolidated financial statements, the Company adopted ASC 606 effective July 1, 2018. For tax purposes, pursuant to proposed Treasury Regulation §1.451‑3(c)(6)(ii), the Company defers revenue relating to certain commissions receivables into following years until it is collected, which gives rise to a deferred tax liability. This deferred tax liability is a source of future taxable income that can be used to support the realizability of deferred tax assets. The Company continues to recognize all of its deferred tax assets as of June 30, 2020, as it believes it is more likely than not that the deferred tax assets will be fully realized. In accordance with the provisions of ASU No. 2016-09 Improvements on Employee Share-Based Payment Accounting (Topic 718) ("ASU 2016-09"), the Company now classifies the excess income tax benefits from share-based compensation arrangements as a discrete item within income tax expense rather than recognizing such excess income tax benefits in additional paid-in capital. The Company recognized an income tax benefit of $0.5 million and $0.2 million in the consolidated statements of comprehensive income related to excess tax benefits resulting from the exercise of non-qualified stock options for the years ended June 30, 2020 and 2019, respectively. The cumulative effect of the adoption of ASU 2016-09 of $0.4 million was made during the year ended June 30, 2019, to recognize the excess income tax benefits from prior year share-based compensation arrangements in deferred income taxes and retained earnings in the consolidated balance sheet. Assessing the realizability of the Company’s deferred tax assets is dependent upon several factors, including the likelihood and amount, if any, of future taxable income in relevant jurisdictions during the periods in which those temporary differences become deductible. The Company forecasts taxable income by considering all available positive and negative evidence, including historical data and future plans and estimates. These assumptions require significant judgment about future taxable income. As a result, the amount of deferred tax assets considered realizable is subject to adjustment in future periods if estimates of future taxable income change. The Company continues to recognize its deferred tax assets as of June 30, 2020, as it believes it is more likely than not that the net deferred tax assets will be realized. The Company recognizes a significant deferred tax liability due to the timing of recognizing revenue when a policy is sold, while revenue recognition for tax purposes is not recognized until future renewal commission payments are received. This deferred tax liability is a source of income that can be used to support the realizability of the Company’s deferred tax assets. As such, the Company does not believe a valuation allowance is necessary as of June 30, 2020, and will continue to evaluate in the future as circumstances may change. On March 27, 2020, the Coronavirus Aid, Relief, and Economic Security Act (“CARES Act”) was signed into law. The CARES Act provides numerous tax provisions and other stimulus measures, including temporary changes regarding the prior and future utilization of net operating losses, temporary changes to the prior and future limitations on interest deductions, temporary suspension of certain payment requirements for the employer portion of social security taxes, the creation of certain refundable employee retention credits, and technical corrections from prior tax legislation for tax depreciation of certain qualified improvement property. The Company is currently evaluating the impact on its consolidated financial statements and has not yet quantified the impact to the financial statements that may result from the CARES Act. The Company anticipates it will benefit from the technical correction for qualified leasehold improvements eligible for 100% tax bonus depreciation, and beginning with pay dates on and after April 10, 2020, the Company has elected to defer the employer-paid portion of social security taxes. The Company is also currently assessing its eligibility for certain employee retention tax credits but does not expect such credits to have a material impact on the financial statements. As of June 30, 2020, the Company has NOL carryforwards for federal and state income tax purposes of $109.6 million and $95.3 million, respectively. Other than the federal NOL generated for the tax year ended June 30, 2020, which has an indefinite carryforward period, the federal carryforwards will expire in 2034 through 2038. The state carryforwards will expire in 2024 through 2039. The Company is subject to income taxes in the US federal and various state jurisdictions. Tax regulations within each jurisdiction are subject to interpretation of the related tax laws and regulations and require the application of significant judgment. The federal tax returns from tax years 2016 through 2018 and state tax returns from tax years 2015 through 2018 remain open to examination by the major domestic taxing jurisdictions to which the Company is subject. NOLs generated on a tax return basis by the Company for tax years 2015 to 2018 will remain open to examination by the major domestic taxing jurisdictions until the statute of limitations expires for the year in which the loss carry overs are utilized. |
Net (Loss) Income Per Share
Net (Loss) Income Per Share | 6 Months Ended |
Dec. 31, 2020 | |
Earnings Per Share [Abstract] | |
Net Income (Loss) Per Share | NET INCOME (LOSS) PER SHAREThe Company calculates net income per share as defined by ASC Topic 260, “Earnings per Share”. Basic net income per share (“Basic EPS”) is computed by dividing net income attributable to common shareholders by the weighted-average common stock outstanding during the respective period. Net income attributable to common shareholders is computed by deducting both the dividends declared in the period on preferred stock and the dividends accumulated for the period on cumulative preferred stock from net income. Diluted net income per share (“Diluted EPS”) is computed by dividing net income attributable to common and common equivalent shareholders by the total of the weighted-average common stock outstanding and common equivalent shares outstanding during the respective period. For the purpose of calculating the Company’s Diluted EPS, common equivalent shares outstanding include the conversion of the preferred stock on an 8:1 ratio, as the rights and privileges dictate as such, common shares issuable upon the exercise of outstanding employee stock options, and common shares issuable upon the conclusion of each ESPP offering period. The number of common equivalent shares outstanding has been determined in accordance with the if-converted method for the preferred stock and the treasury stock method for employee stock options and common stock issuable pursuant to the ESPP to the extent they are dilutive. Under the treasury stock method, the exercise price paid by the option holder and future share-based compensation expense that the Company has not yet recognized are assumed to be used to repurchase shares. The following table sets forth the computation of net income (loss) per share for the periods presented: Three Months Ended Six Months Ended (in thousands, except per share amounts) 2020 2019 2020 2019 Basic: Numerator: Net income $ 90,416 $ 39,070 $ 91,253 $ 37,382 Less: dividends declared on Series A, B, C & D preferred stock — (86,302) — (86,302) Less: cumulative dividends on Series D preferred stock — (3,024) — (6,049) Net income (loss) attributable to common shareholders 90,416 (50,256) 91,253 (54,969) Denominator: Weighted-average common stock outstanding 162,645 90,374 162,546 88,945 Net income (loss) per share—basic: $ 0.56 $ (0.56) $ 0.56 $ (0.62) Diluted: Numerator: Net income (loss) attributable to common shareholders $ 90,416 $ (50,256) $ 91,253 $ (54,969) Add: dividends declared on Series A, B & C preferred stock (1) — — — — Add: dividends declared on Series D preferred stock (1) — — — — Add: cumulative dividends on Series D preferred stock (1) — — — — Net income (loss) attributable to common and common equivalent shareholders 90,416 (50,256) 91,253 (54,969) Denominator: Weighted-average common stock outstanding 162,645 90,374 162,546 88,945 Series A, B & C preferred stock outstanding (1) — — — — Series D preferred stock outstanding (1) — — — — Stock options outstanding to purchase shares of common stock (1) 2,918 — 2,831 — Total common and common equivalent shares outstanding 165,563 90,374 165,377 88,945 Net income (loss) per share—diluted: $ 0.55 $ (0.56) $ 0.55 $ (0.62) __________________ (1) Excluded from the computation of net loss per share-diluted for the three and six months ended December 31, 2019, because the effect would have been anti-dilutive. The number of outstanding anti-dilutive shares that were excluded from the computation of diluted net income (loss) per share consisted of the following for the periods presented: Three Months Ended Six Months Ended (in thousands) 2020 2019 2020 2019 Series A, B & C preferred stock outstanding — 12,071 — 12,071 Series D preferred stock outstanding — 32,000 — 32,000 Stock options outstanding to purchase shares of common stock — 3,845 — 4,908 Total — 47,916 — 48,979 The following table sets forth the computation of net (loss) income per share for the years ended June 30: (in thousands, except per share amounts) 2020 2019 2018 Basic: Numerator: Net income $ 81,147 $ 72,579 $ 34,899 Less: dividends declared on Series A, B, C & D preferred stock (86,302) (661) (661) Less: cumulative dividends on Series D preferred stock (10,849) (12,000) (12,000) Net (loss) income attributable to common shareholders (16,004) 59,918 22,238 Denominator: Weighted-average common stock outstanding 97,496 85,378 81,314 Net (loss) income per share—basic: $ (0.16) $ 0.70 $ 0.27 Diluted: Numerator: Net (loss) income attributable to common shareholders $ (16,004) $ 59,918 $ 22,238 Add: dividends declared on Series A, B & C preferred stock (2) — 181 181 Add: dividends declared on Series D preferred stock (1)(2) — 480 — Add: cumulative dividends on Series D preferred stock (1)(2) — 12,000 — Net (loss) income attributable to common and common equivalent shareholders (16,004) 72,579 22,419 Denominator: Weighted-average common stock outstanding 97,496 85,378 81,314 Series A, B & C preferred stock outstanding (2) — 12,071 12,071 Series D preferred stock outstanding (1)(2) — 32,000 — Stock options outstanding to purchase shares of common stock (2) — 3,042 3,036 Total common and common equivalent shares outstanding 97,496 132,491 96,421 Net (loss) income per share—diluted: $ (0.16) $ 0.55 $ 0.23 __________________ (1) Excluded from the computation of net income per share-diluted for the years ended June 30, 2018 because the effect would have been anti-dilutive. (2) Excluded from the computation of net income per share-diluted for the years ended June 30, 2020 because the effect would have been anti-dilutive. The number of outstanding anti-dilutive shares that were excluded from the computation of diluted net loss per share consisted of the following as of June 30: (in thousands) 2020 2019 2018 Series A, B & C preferred stock outstanding 10,871 — — Series D preferred stock outstanding 28,817 — 32,000 Series E preferred stock outstanding 694 — — Stock options outstanding to purchase shares of common stock 4,161 — — Total 44,543 — 32,000 |
Segment Information_2
Segment Information | 6 Months Ended |
Dec. 31, 2020 | |
Segment Reporting [Abstract] | |
Segment Information | SEGMENT INFORMATION The Company’s reportable segments have been determined in accordance with ASC 280, Segment Reporting (“ASC 280”). The Company currently has three reportable segments: i) Senior, ii) Life, and iii) Auto & Home, which represent the three main types of insurance products sold by the Company. The Senior segment primarily sells senior Medicare-related health insurance, the Life segment primarily sells term life insurance and final expense policies, and the Auto & Home segment primarily sells individual automobile and homeowners’ insurance. In addition, the Company accounts for non-operating activity, share-based compensation expense, certain intersegment eliminations, and the costs of providing corporate and other administrative services in its administrative division, Corporate & Eliminations. These services are not directly identifiable with the Company’s reportable segments and are shown in the tables below to reconcile the reportable segments to the condensed consolidated financial statements. The Company has not aggregated any operating segments together to represent a reportable segment. The Company reports segment information based on how its chief operating decision maker (“CODM”) regularly reviews its operating results, allocates resources, and makes decisions regarding business operations. The performance measures of the segments include total revenue and Adjusted EBITDA because management believes that such information is the most relevant in evaluating the results of the respective segments relative to other entities that operate in the same industries. Costs of revenue, marketing and advertising, and technical development operating expenses that are directly attributable to a segment are reported within the applicable segment. Indirect costs of revenue, marketing and advertising, and technical development operating expenses are allocated to each segment based on varying metrics such as headcount. Adjusted EBITDA is calculated as total revenue for the applicable segment less direct and allocated costs of revenue, marketing and advertising, technical development, and general and administrative operating costs and expenses, excluding depreciation and amortization expense; gain or loss on disposal of property, equipment, and software; share-based compensation expense; restructuring expenses; and non-recurring expenses such as severance payments and transaction costs. Our CODM does not separately evaluate assets by segment; therefore, assets by segment are not presented. The following table presents information about the reportable segments for the three months ended December 31, 2020: (in thousands) Senior Life Auto & Home Corp & Elims Consolidated Revenue $ 315,510 $ 36,375 $ 7,241 $ (852) $ 358,274 Operating expenses (180,955) (29,961) (5,091) (12,746) (1) (228,753) Other expenses, net — — — (21) (21) Adjusted EBITDA $ 134,555 $ 6,414 $ 2,150 $ (13,619) 129,500 Share-based compensation expense (1,336) Non-recurring expenses (2) (362) Fair value adjustments to contingent earnout obligations (395) Depreciation and amortization (3,590) Loss on disposal of property, equipment, and software (79) Interest expense, net (6,782) Income tax expense (26,540) Net income $ 90,416 __________________ (1) Operating expenses in the Corp & Elims division primarily include $8.4 million in salaries and benefits for certain general, administrative, and IT related departments and $3.3 million in professional services fees. (2) These expenses primarily consist of non-recurring compensation to a former executive and expenses related to business continuity in response to the Covid-19 pandemic. The following table presents information about the reportable segments for the three months ended December 31, 2019: (in thousands) Senior Life Auto & Home Corp & Elims Consolidated Revenue $ 138,875 $ 28,980 $ 8,566 $ (124) $ 176,297 Operating expenses (70,765) (22,740) (7,049) (6,775) (1) (107,329) Other expenses, net — — — (3) (3) Adjusted EBITDA $ 68,110 $ 6,240 $ 1,517 $ (6,902) 68,965 Share-based compensation expense (9,241) Non-recurring expenses (2) (564) Depreciation and amortization (1,728) Interest expense, net (6,178) Income tax expense (12,184) Net income $ 39,070 __________________ (1) Operating expenses in the Corp & Elims division primarily include $3.3 million in salaries and benefits for certain general, administrative, and IT related departments and $2.8 million in professional services fees. (2) These expenses primarily consist of one-time consulting expenses associated with adopting ASC 606, non-recurring compensation to certain board members, non-restructuring severance expenses, and payroll costs related to the Distribution. The following table presents information about the reportable segments for the six months ended December 31, 2020: (in thousands) Senior Life Auto & Home Corp & Elims Consolidated Revenue $ 388,709 $ 79,198 $ 16,779 $ (2,243) $ 482,443 Operating expenses (245,252) (62,307) (11,012) (22,264) (1) (340,835) Other expenses, net — — — (43) (43) Adjusted EBITDA $ 143,457 $ 16,891 $ 5,767 $ (24,550) 141,565 Share-based compensation expense (2,259) Non-recurring expenses (2) (822) Fair value adjustments to contingent earnout obligations (1,153) Depreciation and amortization (6,937) Loss on disposal of property, equipment, and software (162) Interest expense, net (13,543) Income tax expense (25,436) Net income $ 91,253 __________________ (1) Operating expenses in the Corp & Elims division primarily include $15.0 million in salaries and benefits for certain general, administrative, and IT related departments and $6.3 million in professional services fees. (2) These expenses primarily consist of non-recurring compensation to a former executive, non-restructuring severance expenses, costs related to our IPO, and expenses related to business continuity in response to the Covid-19 pandemic. The following table presents information about the reportable segments for the six months ended December 31, 2019: (in thousands) Senior Life Auto & Home Corp & Elims Consolidated Revenue $ 166,458 $ 56,587 $ 18,619 $ (200) $ 241,464 Operating expenses (100,288) (44,528) (14,612) (12,188) (1) (171,616) Other expenses, net — — — (16) (16) Adjusted EBITDA $ 66,170 $ 12,059 $ 4,007 $ (12,404) 69,832 Share-based compensation expense (9,263) Non-recurring expenses (2) (1,394) Depreciation and amortization (3,168) Gain on disposal of property, equipment, and software 2 Interest expense, net (6,883) Income tax expense (11,744) Net income $ 37,382 __________________ (1) Operating expenses in the Corp & Elims division primarily include $6.5 million in salaries and benefits for certain general, administrative, and IT related departments and $4.4 million in professional services fees. (2) These expenses consist primarily of one-time consulting expenses associated with adopting ASC 606, non-recurring compensation to certain board members, non-restructuring severance expenses, and payroll costs related to the Distribution. Revenues from each of the reportable segments are earned from transactions in the United States and follow the same accounting policies used for the Company’s condensed consolidated financial statements. All of the Company’s long-lived assets are located in the United States. For the three months ended December 31, 2020, three insurance carrier customers from Senior accounted for 30%, 22%, and 18% of total revenue. For the three months ended December 31, 2019, three insurance carrier customers from Senior accounted for 33%, 20%, and 14% of total revenue. For the six months ended December 31, 2020, three insurance carrier customers from Senior accounted for 27%, 20%, and 15% of total revenue. For the six months ended December 31, 2019, three insurance carrier customers from Senior accounted for 29%, 19%, and 12% of total revenue. The Company reports segment information based on how its CODM regularly reviews its operating results, allocates resources, and makes decisions regarding business operations. The performance measures of the segments include total revenue and Adjusted EBITDA because management believes that such information is the most relevant in evaluating the results of the respective segments relative to other entities that operate in the same industries. Costs of revenue, marketing and advertising, and technical development operating expenses that are directly attributable to a segment are reported within the applicable segment. Indirect costs of revenue, marketing and advertising, and technical development operating expenses are allocated to each segment based on varying metrics such as headcount. Adjusted EBITDA is calculated as total revenue for the applicable segment less direct and allocated costs of revenue, marketing and advertising, technical development, and general and administrative operating costs and expenses, excluding depreciation and amortization expense; loss on disposal of property, equipment and software; share-based compensation expense; restructuring expenses; and non-recurring expenses such as severance payments and transaction costs. Our CODM does not separately evaluate assets by segment; therefore, assets by segment are not presented. The following table presents information about the reportable segments for the year ended June 30, 2020: (in thousands) Senior Life Auto & Home Corp & Elims Consolidated Revenue $ 361,673 $ 129,967 $ 41,189 $ (1,314) $ 531,515 Operating expenses (215,935) (102,155) (32,490) (26,881) (1) (377,461) Other expenses, net — — — (30) (30) Adjusted EBITDA $ 145,738 $ 27,812 $ 8,699 $ (28,225) 154,024 Interest expense, net (25,761) Income tax expense (25,016) Share-based compensation expense (9,498) Depreciation and amortization (7,993) Non-recurring expenses (2) (3,721) Contingent consideration (375) Loss on disposal of property, equipment and software (360) Restructuring expenses (153) Net income $ 81,147 ________________ (1) Operating expenses in the Corp & Elims division primarily include $17.2 million in salaries and benefits for certain general, administrative, and IT related departments, and $8.7 million in professional services fees. (2) These expenses consist of one-time consulting expenses associated with adopting ASC 606, non-recurring compensation to certain former board members, non-restructuring severance expenses, employer payroll taxes on the one-time Distribution to stock option holders, costs related to our IPO, cost related to the acquisition of InsideResponse, and expenses related to business continuity in response to the Covid-19 pandemic. The following table presents information about the reportable segments for the year ended June 30, 2019: (in thousands) Senior Life Auto & Home Corp & Elims Consolidated Revenue $ 192,257 $ 110,493 $ 35,054 $ (335) $ 337,469 Operating expenses (102,083) (84,672) (27,237) (18,184) (1) (232,176) Other expenses, net — — — (15) (15) Adjusted EBITDA $ 90,174 $ 25,821 $ 7,817 $ (18,534) 105,278 Income tax expense (22,034) Depreciation and amortization (4,702) Restructuring expenses (2,305) Non-recurring expenses (2) (1,691) Interest expense, net (1,660) Loss on disposal of property, equipment and software (221) Share-based compensation expense (86) Net income $ 72,579 ________________ (1) Operating expenses in the Corp & Elims division primarily include $12.2 million in salaries and benefits for certain general, administrative, and IT related departments and $4.2 million in professional services fees. (2) These expenses consist primarily of one-time consulting expenses associated with adopting ASC 606, nonrecurring compensation to certain Board members and non-restructuring severance expenses. The following table presents information about the reportable segments for the year ended June 30, 2018: (in thousands) Senior Life Auto & Home Corp & Elims Consolidated Revenue $ 102,408 $ 98,218 $ 33,348 $ (286) $ 233,688 Operating expenses (65,720) (75,249) (24,127) (18,657) (1) (183,753) Other expenses, net — — — (9) (9) Adjusted EBITDA $ 36,688 $ 22,969 $ 9,221 $ (18,952) 49,926 Income tax expense (6,619) Depreciation and amortization (3,468) Restructuring expenses (2,808) Interest expense, net (929) Loss on disposal of property, equipment and software (700) Non-recurring expenses (2) (436) Share-based compensation expense (67) Net income $ 34,899 __________________ (1) Operating expenses in the Corp & Elims division primarily include $12.7 million in salaries and benefits for certain general, administrative, and IT related departments and $4.2 million in professional services fees. (2) These expenses consist primarily of one-time consulting expenses associated with adopting ASC 606, nonrecurring compensation to certain Board members and non-restructuring severance expenses. Revenues from each of the reportable segments are earned from transactions in the United States and follow the same accounting policies used for the Company’s consolidated financial statements that are described in the summary of significant accounting policies in Note 1 to the consolidated financial statements. All of the Company’s long-lived assets are located in the United States. For the year ended June 30, 2020, three insurance carrier customers, all from the Senior Segment, accounted for 26%, 18%, and 11% of total revenue. For the year ended June 30, 2019, three insurance carrier customers, all from the Senior Segment, accounted for 23%, 14%, and 12% of total revenue. For the year ended June 30, 2018, three insurance carrier customers, two from the Senior Segment, and one from Life accounted for 14%, 13%, and 13% of total revenue. |
Related-Party Transactions_2
Related-Party Transactions | 6 Months Ended |
Dec. 31, 2020 | |
Related Party Transactions [Abstract] | |
Related-Party Transactions | RELATED-PARTY TRANSACTIONS The Company purchases leads from InsideResponse, which was previously owned in part by individuals who are related to one of the Company’s shareholders or are members of the Company's management. On May 1, 2020, the Company acquired 100% of the outstanding membership units of InsideResponse for an aggregate purchase price of up to $65.0 million (subject to customary adjustments) as set forth in the Merger Agreement. Refer to Note 2 to the condensed consolidated financial statements for further details. Prior to the acquisition, the Company incurred $5.2 million and $8.0 million in lead costs with InsideResponse for the three and six months ended December 31, 2019, respectively, which were recorded in marketing and advertising expense in the condensed consolidated statements of comprehensive income. InsideResponse sells leads to a senior healthcare distribution platform that is owned in part by individuals related to one of the Company’s shareholders or who are members of the Company’s management. The Company earned $0.9 million and $1.3 million in lead sales revenue, which is recorded in production bonus and other in the condensed consolidated statements of comprehensive income, as a result of this relationship for the three and six months ended December 31, 2020, respectively, and had $0.5 million and an immaterial amount of outstanding accounts receivable and accounts payable, respectively, as of December 31, 2020. The Company purchases leads from InsideResponse which was previously owned in part by individuals related to one of the Company’s shareholders or are members of management. On May 1, 2020, the Company acquired 100% of the outstanding membership units of InsideResponse for an aggregate purchase price of up to $65.0 million (subject to customary adjustments) as set forth in the Merger Agreement. Refer to Note 2 to the consolidated financial statements for further details. Prior to the acquisition, the Company incurred $16.1 million, $10.1 million, $10.0 million, in lead costs with this firm for the years ended June 30, 2020, 2019, and 2018, respectively, which were recorded in marketing and advertising expense in the consolidated statements of comprehensive income. The Company did not have any outstanding payables as of June 30, 2020, and owed $0.2 million as of June 30, 2019, that was recorded in accounts payable in the consolidated balance sheets. As of June 30, 2020 and June 30, 2019, the shareholder, related affiliates, and the related members of management owned 10.89% and 21.36% of the Company, respectively. The Company purchases leads from a senior healthcare distribution platform that is owned, in part, by individuals related to one of the Company’s shareholders or who are members of the Company’s management. The Company incurred $0.5 million, $1.6 million, and $0.7 million in lead costs with this firm for the years ended June 30, 2020, 2019, and 2018, respectively, which were recorded in marketing and advertising expense in the consolidated statements of comprehensive income. The Company owed less than $0.1 million as of June 30, 2020, and did not have any outstanding payables as of June 30, 2019 to this firm, that was recorded in accounts payable in the consolidated balance sheets. In addition, the Company has acted as the Field Marketing Organization on behalf of this firm. The net financial impact of this relationship to the Company was not material for each of the years ended June 30, 2020, 2019, and 2018. As of June 30, 2020 and June 30, 2019, the shareholder, related affiliates, and the related members of management owned 10.89% and 21.36% of the Company, respectively. The Company entered into a consulting agreement with another shareholder and former employee in January 2011 effective until canceled by either party. For the years ended June 30, 2020 and 2019, the Company incurred consulting expenses of less than $0.1 million. For the year ended June 30, 2018, the Company incurred consulting expenses of $0.1 million. These costs were recorded in general and administrative expense in the consolidated statements of comprehensive income. The Company owed less than $0.1 million and did not have any outstanding payables due to this consultant as of June 30, 2020 and 2019, respectively. As of June 30, 2020 and 2019, the shareholder owned 2.62% and 3.61% of the Company, respectively. |
Selected Quarterly Financial Da
Selected Quarterly Financial Data (Unaudited) | 6 Months Ended |
Dec. 31, 2020 | |
Quarterly Financial Data [Abstract] | |
Selected Quarterly Financial Data (Unaudited) | SELECTED QUARTERLY FINANCIAL DATA (UNAUDITED) Selected summarized quarterly financial information for 2020 and 2019 is as follows (in thousands, except per share amounts): Year Ended June 30, 2020 First Quarter Second Quarter Third Quarter Fourth Quarter Revenue $ 65,167 $ 176,297 $ 148,605 $ 141,447 (Loss) income from operations (1,410) 57,435 40,443 35,862 Net (loss) income (1,688) 39,070 23,716 20,049 Net (loss) income per share: Basic $ (0.05) $ (0.56) $ 0.23 $ 0.15 Diluted $ (0.05) $ (0.56) $ 0.17 $ 0.13 Year Ended June 30, 2019 First Quarter Second Quarter Third Quarter Fourth Quarter Revenue $ 55,921 $ 119,938 $ 87,211 $ 74,399 Income from operations 3,739 45,685 29,599 17,265 Net income 2,792 34,663 22,238 12,886 Net income per share: Basic $ — $ 0.37 $ 0.22 $ 0.11 Diluted $ — $ 0.26 $ 0.17 $ 0.09 |
Summary of Business and Signi_3
Summary of Business and Significant Accounting Policies (Policies) | 6 Months Ended |
Dec. 31, 2020 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation —The accompanying unaudited condensed consolidated financial statements include the accounts of SelectQuote, Inc., and its wholly owned subsidiaries: SelectQuote Insurance Services, SelectQuote Auto & Home Insurance Services, LLC (“SQAH”), ChoiceMark Insurance Services, Inc., Tiburon Insurance Services, and InsideResponse, LLC ("InsideResponse"). The condensed consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles for interim financial information and reflect all normal recurring adjustments that are necessary to present fairly the results for the interim periods presented. All intercompany accounts and transactions have been eliminated in consolidation. Certain information and disclosures normally included in annual financial statements prepared in accordance with U.S. GAAP have been condensed or omitted in accordance with those rules and regulations and with the instructions to Form 10-Q and Rule 10-01 of Regulation S-X. The unaudited condensed consolidated financial statements have been prepared on the same basis as the audited consolidated financial statements in our Annual Report on Form 10-K for the year ended June 30, 2020, and include all adjustments necessary for the fair presentation of our financial position for the periods presented, the results of which are not necessarily indicative of the results to be expected for any subsequent period, including for the year ending June 30, 2021, and therefore should not be relied upon as an indicator of future results. The accompanying unaudited condensed consolidated financial statements and related notes should be read in conjunction with the audited consolidated financial statements for the year ended June 30, 2020. Results of operations were not materially impacted by the Covid-19 pandemic, but the Company is continuously assessing the evolving situation related to the pandemic. Basis of Presentation —The accompanying consolidated financial statements include the accounts of SelectQuote, Inc., and its wholly owned subsidiaries: SelectQuote Insurance Services, SelectQuote Auto & Home Insurance Services, LLC (“SQAH”), ChoiceMark Insurance Services, Inc., Tiburon Insurance Services, InsideResponse, LLC, and GenMark, LLC. All intercompany accounts and transactions have been eliminated in consolidation. The consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles and include all adjustments necessary for the fair presentation of our financial position as of June 30, 2020. Certain reclassifications have been made to prior periods to conform with current year. Results from operations related to entities acquired during the periods covered by the consolidated financial statements are reflected from the effective date of acquisition. Results of operations were not materially impacted by the Covid-19 pandemic, but the Company is continuously assessing the evolving situation related to the pandemic. |
Use of Estimates | Use of Estimates —The preparation of condensed consolidated financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of revenues, expenses, assets, and liabilities and disclosure of contingent assets and liabilities. The Company regularly assesses these estimates; however, actual amounts could differ from those estimates. The most significant items involving management’s estimates include estimates of revenue recognition, commissions receivable, valuation of intangible assets and goodwill, share-based compensation expense, and the provision for income taxes. The impact of changes in estimates is recorded in the period in which they become known. Use of Estimates —The preparation of consolidated financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of revenues, expenses, assets, and liabilities and disclosure of contingent assets and liabilities. The Company regularly assesses these estimates; however, actual amounts could differ from those estimates. The most significant items involving management’s estimates include estimates of revenue recognition, commissions receivable, valuation of intangible assets and goodwill, share-based compensation expense and the provision for income taxes. The impact of changes in estimates is recorded in the period in which they become known. |
Adoption of New Accounting Pronouncements and Recent Accounting Pronouncements Not Yet Adopted | Adoption of New Accounting Pronouncements —In February 2016, the Financial Accounting Standards Board (the "FASB") issued Accounting Standards Update ("ASU") 2016-02, Leases (Topic 842), which has been clarified and amended by various subsequent updates. The core principle of this standard is that a lessee should recognize the assets and liabilities that arise from leases, by recognizing in the condensed consolidated balance sheet a liability to make lease payments (the lease liability) and a right-of-use asset representing its right to use the underlying asset for the lease term. In accordance with the guidance of Topic 842, leases are classified as finance or operating leases, and both types of leases are recognized on the condensed consolidated balance sheet. The accounting applied by a lessor is largely unchanged from that applied under previous guidance. The new guidance requires certain expanded qualitative disclosures and specific quantitative disclosures in order to provide users of financial statements enough information to supplement the amounts recorded in the financial statements so that users can understand more about the nature of an entity’s leasing activities. Although the effective date of this ASU has been deferred for emerging growth companies until annual periods beginning after December 15, 2021, the Company has early adopted the new guidance and related amendments on July 1, 2020, and has elected the transition package of practical expedients permitted under the transition guidance, which allowed the carry forward of historical assessments of whether a contract contains a lease, lease classification and initial direct costs. The new guidance and related amendments have been applied on a modified retrospective basis using the optional transition method with an application date of July 1, 2020. As a result of adopting this standard, on July 1, 2020, the Company recorded lease liabilities of $41.3 million and right-of-use assets of $29.7 million, which includes reclassifications of existing assets and liabilities primarily related to deferred rent. The adoption of this new standard did not have a material impact on the Company’s condensed consolidated statement of comprehensive income or the condensed consolidated statement of cash flows. The Company has included expanded disclosures on the condensed consolidated balance sheets and in Note 7 to the condensed consolidated financial statements. In January 2017, the FASB issued ASU No. 2017-04, “Intangibles-Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment.” This ASU amends the subsequent measurement of goodwill whereby Step 2 from the goodwill impairment test is eliminated. As a result, an entity should recognize a goodwill impairment charge for the amount by which the carrying amount exceeds the reporting unit's fair value. The standard was adopted and applied prospectively by the Company as of July 1, 2020, but it did not have an impact on the Company's condensed consolidated financial statements and disclosures. Recent Accounting Pronouncements Not Yet Adopted —In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments — Credit Losses (Topic 326), which amends the guidance for accounting for assets that are potentially subject to credit risk. The amendment affects contract assets, loans, debt securities, trade receivables, net investments in leases, off-balance-sheet credit exposures, reinsurance receivables, and any other financial assets not excluded from the scope that have the contractual right to receive cash. As an emerging growth company, the standard is effective for the Company beginning in fiscal years starting after December 15, 2022, and interim periods within those fiscal years; however, early adoption is permitted. The Company is currently evaluating the impact to its condensed consolidated financial statements and related disclosures but does not expect this ASU to have a material impact. In December 2019, the FASB issued ASU No. 2019-12, Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes, which simplifies and changes the accounting for certain income tax transactions, among other minor improvements. This standard becomes effective for the Company on July 1, 2022, and for interim periods beginning July 1, 2023, with early adoption permitted. The Company is currently evaluating the impact to its condensed consolidated financial statements and related disclosures but does not expect this ASU to have a material impact. Recent Accounting Pronouncements Not Yet Adopted —In February 2016, the Financial Accounting Standards Board (the "FASB") issued Accounting Standards Update ("ASU") 2016-02, Leases ( Topic 842 ), which has been clarified and amended by various subsequent updates. The core principle of this standard is that a lessee should recognize the assets and liabilities that arise from leases, by recognizing in the consolidated balance sheet a liability to make lease payments (the lease liability) and a right-of-use asset representing its right to use the underlying asset for the lease term. Under the guidance of Topic 842, leases are classified as finance or operating leases, and both types of leases will be recognized on the consolidated balance sheet. The accounting applied by a lessor is largely unchanged from that applied under previous guidance. The new guidance requires certain expanded qualitative disclosures and specific quantitative disclosures in order to provide users of financial statements enough information to supplement the amounts recorded in the financial statements so that users can understand more about the nature of an entity’s leasing activities. Although the effective date of this ASU has been deferred for emerging growth companies until annual periods beginning after December 15, 2021, the Company has elected to early adopt the new guidance and related amendments on July 1, 2020, and has elected various practical expedients permitted under the transition guidance. The new guidance and related amendments will be applied on a modified retrospective basis using the optional transition method with an application date of July 1, 2020. The Company has made an accounting policy election to keep leases with terms of twelve months or less that do not include purchase options that the Company is reasonably certain to exercise off of the consolidated balance sheet, which will result in recognizing those lease payments on a straight-line basis over the lease term. As a result of adopting this standard, the Company estimates it will record lease liabilities of approximately $41.3 million and right-of-use assets of approximately $29.7 million, which includes reclassifications of existing assets and liabilities primarily related to deferred rent. The adoption of this new standard is not expected to have a material impact on the Company’s consolidated statement of comprehensive income or the consolidated statement of cash flows. In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments — Credit Losses (Topic 326) , which amends the guidance for accounting for assets that are potentially subject to credit risk. The amendments affect contract assets, loans, debt securities, trade receivables, net investments in leases, off-balance-sheet credit exposures, reinsurance receivables, and any other financial assets not excluded from the scope that have the contractual right to receive cash. As an emerging growth company, this standard may be adopted by the Company effective in fiscal years beginning after December 15, 2022, and interim periods within those fiscal years; however, early adoption is permitted. The Company is currently evaluating the impact to its consolidated financial statements and related disclosures but does not expect this ASU to have a material impact on its consolidated financial statements. In December 2019, the FASB issued ASU No. 2019-12, Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes , which simplifies and changes the accounting for certain income tax transactions, among other minor improvements. This standard becomes effective for the Company on July 1, 2022 and for interim periods beginning July 1, 2023, with early adoption permitted. The Company is currently evaluating the impact to its consolidated financial statements and related disclosures. In March of 2020, the FASB issued ASU No. 2020-04, Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting , which provides optional expedients and exceptions for applying generally accepted accounting principles to certain contract modifications and hedging relationships that reference London Inter-bank Offered Rate (LIBOR) or another reference rate expected to be discontinued. The guidance is effective upon issuance and generally can be applied through December 31, 2022. The implementation of Topic 848 did not have a material impact to our consolidated financial statements and related disclosures. |
Summary of Business and Signi_4
Summary of Business and Significant Accounting Policies (Policies) | 6 Months Ended |
Dec. 31, 2020 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation —The accompanying unaudited condensed consolidated financial statements include the accounts of SelectQuote, Inc., and its wholly owned subsidiaries: SelectQuote Insurance Services, SelectQuote Auto & Home Insurance Services, LLC (“SQAH”), ChoiceMark Insurance Services, Inc., Tiburon Insurance Services, and InsideResponse, LLC ("InsideResponse"). The condensed consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles for interim financial information and reflect all normal recurring adjustments that are necessary to present fairly the results for the interim periods presented. All intercompany accounts and transactions have been eliminated in consolidation. Certain information and disclosures normally included in annual financial statements prepared in accordance with U.S. GAAP have been condensed or omitted in accordance with those rules and regulations and with the instructions to Form 10-Q and Rule 10-01 of Regulation S-X. The unaudited condensed consolidated financial statements have been prepared on the same basis as the audited consolidated financial statements in our Annual Report on Form 10-K for the year ended June 30, 2020, and include all adjustments necessary for the fair presentation of our financial position for the periods presented, the results of which are not necessarily indicative of the results to be expected for any subsequent period, including for the year ending June 30, 2021, and therefore should not be relied upon as an indicator of future results. The accompanying unaudited condensed consolidated financial statements and related notes should be read in conjunction with the audited consolidated financial statements for the year ended June 30, 2020. Results of operations were not materially impacted by the Covid-19 pandemic, but the Company is continuously assessing the evolving situation related to the pandemic. Basis of Presentation —The accompanying consolidated financial statements include the accounts of SelectQuote, Inc., and its wholly owned subsidiaries: SelectQuote Insurance Services, SelectQuote Auto & Home Insurance Services, LLC (“SQAH”), ChoiceMark Insurance Services, Inc., Tiburon Insurance Services, InsideResponse, LLC, and GenMark, LLC. All intercompany accounts and transactions have been eliminated in consolidation. The consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles and include all adjustments necessary for the fair presentation of our financial position as of June 30, 2020. Certain reclassifications have been made to prior periods to conform with current year. Results from operations related to entities acquired during the periods covered by the consolidated financial statements are reflected from the effective date of acquisition. Results of operations were not materially impacted by the Covid-19 pandemic, but the Company is continuously assessing the evolving situation related to the pandemic. |
Use of Estimates | Use of Estimates —The preparation of condensed consolidated financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of revenues, expenses, assets, and liabilities and disclosure of contingent assets and liabilities. The Company regularly assesses these estimates; however, actual amounts could differ from those estimates. The most significant items involving management’s estimates include estimates of revenue recognition, commissions receivable, valuation of intangible assets and goodwill, share-based compensation expense, and the provision for income taxes. The impact of changes in estimates is recorded in the period in which they become known. Use of Estimates —The preparation of consolidated financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of revenues, expenses, assets, and liabilities and disclosure of contingent assets and liabilities. The Company regularly assesses these estimates; however, actual amounts could differ from those estimates. The most significant items involving management’s estimates include estimates of revenue recognition, commissions receivable, valuation of intangible assets and goodwill, share-based compensation expense and the provision for income taxes. The impact of changes in estimates is recorded in the period in which they become known. |
Initial Public Offering, Treasury Share Retirement and Equity Issuance Costs | Initial Public Offering —On May 26, 2020, the Company completed its initial public offering (the "IPO") whereby 18,000,000 shares of common stock were sold to the public at $20.00 per share (in addition to shares sold by selling stockholders). Net proceeds to the Company from the offering, after deducting underwriting discounts and commissions and offering expenses were $333.1 million. Stock Split —On February 28, 2020, the Company effected an eight-for-one forward stock split of its issued and outstanding shares of common stock and a proportional adjustment to the existing conversion ratios for each series of its preferred stock, which is referred to as the “stock split.” The par value of the Company’s common stock was not adjusted as a result of the stock split. All references to common stock, options to purchase common stock, share data, per share data and related information contained in the consolidated financial statements and related footnotes have been retrospectively adjusted, where applicable, to reflect the effect of the stock split and the adjustment of the preferred stock conversion ratios. Accordingly, an adjustment was made between common stock and additional paid-in-capital in the consolidated balance sheets to reflect the new values after the stock split. In connection with the stock split, the number of authorized shares of the Company’s common stock was increased to 700 million. The shares of treasury stock were not affected by the stock split and were retired on March 30, 2020. Treasury Share Retirement —The Company periodically retires treasury shares that it acquires through share repurchases and returns those shares to the status of authorized but unissued. When treasury shares are retired, the Company's policy is to allocate the excess of the repurchase price over the par value of shares acquired to retained earnings. On March 30, 2020, the Company retired 4.0 million shares of its common stock and preferred stock held in treasury. The shares were returned to the status of authorized but unissued shares. As a result, the treasury stock balance as of June 30, 2020 was reduced to zero, and the common stock, preferred stock, and retained earnings balances in the consolidated balance sheet were reduced by $0.1 million, $0.2 million, and $77.0 million, respectively. Equity Issuance Costs —Equity issuance costs primarily consist of legal fees, underwriting fees, and other costs incurred as a result of the IPO and the issuance of Series E preferred stock. Upon completion of the IPO in May of 2020, $26.9 million of costs were charged to shareholders’ equity against the gross proceeds raised. For the issuance of Series E preferred stock in April and May of 2020, $5.6 million of costs were charged to shareholders’ equity against the gross proceeds raised. The Company did not incur any equity issuance costs as of June 30, 2019. |
Business Combinations | Business Combinations —The Company accounts for business combinations in accordance with ASC Topic 805, Business Combinations (“ASC 805”), which requires most identifiable assets, liabilities, noncontrolling interests, and goodwill acquired in a business combination to be recorded at full fair value at the acquisition date. Additionally, ASC 805 requires transaction-related costs to be expensed in the period incurred. The determination of fair value of assets acquired and liabilities assumed requires estimates and assumption that can change as a result of new information obtained about facts and circumstances that existed as of the acquisition date. As such, the Company will make any necessary adjustments to goodwill in the period identified within one year of the acquisition date. Adjustments outside of that range are recognized currently in earnings. Refer to Note 2 of the consolidated financial statements for further information. |
Cash, Cash Equivalents, and Restricted Cash | Cash, Cash Equivalents, and Restricted Cash—Cash and cash equivalents represent cash and short-term, highly liquid investments with maturities of three months or less at the time of purchase. The Company’s restricted cash balance consists of a specified deposit account to be used only for interest payments on the Term Loan (as defined below). |
Cash, Cash Equivalents, and Restricted Cash | Cash, Cash Equivalents, and Restricted Cash—Cash and cash equivalents represent cash and short-term, highly liquid investments with maturities of three months or less at the time of purchase. The Company’s restricted cash balance consists of a specified deposit account to be used only for interest payments on the Term Loan (as defined below). |
Concentrations of Credit Risk | Concentrations of Credit Risk —Financial instruments that potentially subject the Company to concentrations of credit risk consist primarily of accounts and commissions receivable. The Company believes the potential for collection issues with any of its customers is minimal as of June 30, 2020, based on the lack of collection issues in the past and the high financial standards the Company requires of its customers. As of June 30, 2020, three insurance carrier customers accounted for 26%, 20%, and 10% of total accounts and commissions receivable. As of June 30, 2019, two insurance carrier customers accounted for 20% and 17% of total accounts and commissions receivable. For the year ended June 30, 2020, three insurance carrier customers accounted for 26% 18%, and 11% of total revenue. For the year ended June 30, 2019, three insurance carrier customers accounted for 23%, 14%, and 12% of total revenue. For the year ended June 30, 2018, three insurance carrier customers accounted for 14%, 13%, and 13% of total revenue. |
Property and Equipment—Net | Property and Equipment — Net —Property and equipment are stated at cost less accumulated depreciation. Capital lease amortization expenses are included in depreciation expense in our consolidated statements of comprehensive income. Depreciation is computed using the straight-line method based on the date the asset is placed in service using the following estimated useful lives: Computer hardware 3 years Equipment 3–4 years Leasehold improvements Shorter of lease period or useful life Furniture and fixtures 7 years Maintenance and minor replacements are expensed as incurred. |
Software—Net | Software — Net |
Impairment and Disposal of Long-Lived Assets | Impairment and Disposal of Long-Lived Assets —The Company reviews its long-lived assets for impairment whenever events or changes in circumstances indicate that the carrying amount of such assets may not be recoverable. |
Goodwill | Goodwill —Goodwill represents the excess of the purchase price over the estimated fair values of identifiable assets and liabilities acquired in a business combination as of the acquisition date. Goodwill is not amortized in accordance with the requirements of ASC 350, Intangibles-Goodwill and Other (“ASC 350”). ASC 350 requires that the Company test goodwill for impairment on an annual basis and whenever events or circumstances indicate that the asset may be impaired. The Company considers significant unfavorable industry or economic trends as factors in deciding when to perform an impairment test. Goodwill is allocated among, and evaluated for impairment, at the reporting unit level, which is defined as an operating segment or one level below an operating segment. The Company performs the annual goodwill impairment as of April 1. Refer to Note 2 of the consolidated financial statements regarding goodwill recorded as a result of the InsideResponse acquisition (as defined in Note 2 to the consolidated financial statements). |
Revenue from Contract with Customer | Commission Advances —Commission advances represent a refund liability primarily for upfront future renewal commission payments received from certain insurance carriers at the time an insurance policy is first sold. The Company is required to return commission advances to customers in the event the underlying policyholder does not renew the policy. When the Company has an unconditional right to the consideration, the Company recognizes a reduction to the corresponding contract asset and refund liability. As of June 30, 2020 and 2019, there was approximately $1.7 million and $2.0 million, respectively, recorded in other current liabilities on the consolidated balance sheet. Revenue Recognition —The Company recognizes revenue when a customer obtains control of promised goods or services and recognizes an amount that reflects the consideration that an entity expects to receive in exchange for those goods or services. The Company applies the following five-step model in order to determine this amount: (i) identification of the contract with a customer; (ii) identification of the performance obligations in the contract, including whether they are distinct in the context of the contract; (iii) measurement of the transaction price, including the constraint on variable consideration; (iv) allocation of the transaction price to the performance obligations; and (v) recognition of revenue when (or as) the Company satisfies each performance obligation. Contracts with Customers —The Company’s customers are the insurance carriers that it contracts with to sell insurance policies on their behalf. The Company only applies the five-step model to contracts when it is probable that it will collect the consideration it is entitled to in exchange for the goods or services it transfers to the customer. The Company earns commissions for first year and renewal policies from the insurance carriers, as presented in the consolidated statements of comprehensive income as commission revenue. Additionally, the Company earns production bonuses on first year policies from the insurance carriers based on attaining predetermined target sales levels or other agreed upon objectives and marketing development funds received from certain insurance carriers based on historical experience to drive incremental policy sales, as presented in the consolidated statements of comprehensive income as production bonus and other revenue. The contracts with the insurance carriers are non-exclusive and can typically be terminated unilaterally by either party. We review individual contracts to determine the Company’s legal and enforceable rights to renewal commissions upon contract termination when determining variable consideration. Additionally, the insurance carriers often have the ability to amend provisions in the contracts relating to the prospective commission rates paid to the Company for new policies sold. The Company’s contracts with customers contain a single performance obligation satisfied at a point in time to which it allocates the total transaction price. Significant Judgments —The accounting estimates and judgments related to the recognition of revenue require the Company to make assumptions about numerous factors such as the determination of performance obligations and determination of the transaction price. In determining the amounts of revenue to recognize, the Company uses the following methods, inputs, and assumptions: • Determination of Performance Obligations—The Company reviews each contract with customers to determine what promises the Company must deliver and which of these promises are capable of being distinct and are distinct in the context of the contract. The delivery of new policyholders to the insurance carriers is the only material promise specified within the contracts. After a policy is sold, the Company has no material additional or recurring obligations to the policyholder or the insurance carrier. The Company’s contracts do not include downstream policyholder activities such as claims support or payment collection services. While the primary promise is the sale of policies, some contracts include the promise to provide administrative services to policyholders on behalf of the insurance carrier such as responding to policyholder inquiries regarding coverage or providing proof of insurance. The Company has concluded that while these administrative services may be distinct, they are immaterial in the context of the contract. ▪ Determination of the Transaction Price—The transaction price is identified as the first year commission due upon the initial sale of a policy as well as an estimate of renewal commissions or production bonuses when applicable. The estimates of renewal commissions and production bonuses are considered variable consideration and require significant judgment including determining the number of periods in which a renewal will occur and the value of those renewal commissions to be received if renewed. For renewal commissions, the Company utilizes the expected value approach. This approach incorporates a combination of historical lapse and premium increase data along with available industry and insurance carrier experience data to estimate forecasted renewal consideration and constrain revenue recognized to the extent that it is probable that a significant reversal in the amount of cumulative revenue recognized will not occur. The uncertainty associated with the variable consideration is subsequently resolved when the policy renews. The Company utilizes a practical expedient to estimate commission revenue by applying the use of a portfolio approach to policies grouped together by the segment, insurance carrier, product type, and quarter the policy was initially sold (referred to as a “cohort”). This provides a practical approach to estimating the renewal commissions expected to be collected for each cohort by evaluating various factors, including but not limited to, contracted commission rates, insurance carrier mix, premium increases, and persistency rates. For production bonuses, the Company utilizes the expected value approach that incorporates a combination of historical payment data by segment and insurance carrier as well as current forecast data that is used to estimate the amount of production bonus expected to be received from the insurance carriers. For marketing development funds, the Company records revenue over the period in which the funds are earned. Timing of Recognition —The Company recognizes revenue when it has completed its performance obligation, which is at different milestones for each segment based on the contractual enforceable rights, the Company’s historical experience, and established customer business practices: • For Senior, revenue is recognized at the earliest of when the insurance carrier has approved the policy sold, when a commission payment is received from the insurance carrier, or when the policy sold becomes effective. • For Life, revenue is recognized when the insurance carrier has approved the policy sold and payment information has been obtained from the policyholder. • For Auto & Home, revenue is recognized when the policy sold becomes effective. The Company does not receive consideration prior to the satisfaction of its performance obligation, and as a result, does not have contract liabilities with its customers. Refer to Note 12 of the consolidated financial statements for further information. Accounts Receivable —Accounts receivable represents either first year or renewal commissions expected to be received on policies that have already been sold or renewed and for production bonus revenue that has been earned but not received from the insurance carrier. Typically, the Company receives commission payments as the insurance carriers receive payments from the underlying policyholders. As these can be on various payment terms such as monthly or quarterly, a receivable is recorded to account for the commission payments yet to be received from the insurance carriers. Commissions Receivable —Commissions receivable are contract assets that represent estimated variable consideration for performance obligations that have been satisfied but payment is not due as the underlying policy has not renewed yet. The current portion of commissions receivable are future renewal commissions expected to be received within one year, while the non-current portion of commissions receivable are expected to be received beyond one year. Contract assets are reclassified as accounts receivable when the rights to the renewal commissions become unconditional, which is primarily upon renewal of the underlying policy, typically on an annual basis. The Company assesses impairment for uncollectible consideration amounts when information available indicates it is probable that an asset has been impaired. There were no impairments recorded during the years ended June 30, 2020 or 2019, respectively. Cost of Revenue —Cost of revenue represents the direct costs associated with fulfilling the Company’s obligations to the insurance carriers for the sale of insurance policies. Such costs primarily consist of compensation and related benefit costs for sales agents, fulfillment specialists, and others directly engaged in serving policy holders. The Company does not have any incremental costs of obtaining its contracts with its customers, the insurance carriers. |
Accounts Receivable | Accounts Receivable —Accounts receivable represents either first year or renewal commissions expected to be received on policies that have already been sold or renewed and for production bonus revenue that has been earned but not received from the insurance carrier. Typically, the Company receives commission payments as the insurance carriers receive payments from the underlying policyholders. As these can be on various payment terms such as monthly or quarterly, a receivable is recorded to account for the commission payments yet to be received from the insurance carriers. |
Commissions Receivable | Commissions Receivable —Commissions receivable are contract assets that represent estimated variable consideration for performance obligations that have been satisfied but payment is not due as the underlying policy has not renewed yet. The current portion of commissions receivable are future renewal commissions expected to be received within one year, while the non-current portion of commissions receivable are expected to be received beyond one year. Contract assets are reclassified as accounts receivable when the rights to the renewal commissions become unconditional, which is primarily upon renewal of the underlying policy, typically on an annual basis. |
Share-Based Compensation | Share-Based Compensation —The Company applies the fair value method under ASC 718, Compensation—Stock Compensation (“ASC 718”), in accounting for share-based compensation to employees. Under ASC 718, compensation cost is measured at the grant date based on the fair value of the equity instruments awarded and is recognized over the period during which an employee is required to provide service in exchange for the award, or the requisite service period, which is usually the vesting period. The fair value of the equity award granted is estimated on the date of the grant. |
Operating Leases | Operating Leases—The Company recognizes rent expense on a straight-line basis over the lease term. Any lease incentives or scheduled rent adjustments are recognized as reductions of rental expense on a straight-line basis over the term of the lease. |
Marketing and Advertising Expense | Marketing and Advertising Expenses—Direct costs related to marketing and advertising the Company’s services are expensed in the period incurred. |
Income Taxes | Income Taxes —The Company accounts for income taxes using an asset and liability method. Deferred income tax assets and liabilities result from temporary differences between the tax basis of assets and liabilities and their reported amounts in the consolidated financial statements that will result in taxable or deductible amounts in future years. Valuation allowances are provided when necessary to reduce deferred tax assets to the amount expected to be realized. The Company applies ASC 740, Income Taxes (“ASC 740”), in accounting for uncertainty in income taxes recognized in the Company’s consolidated financial statements. ASC 740 requires a more-likely-than-not threshold for financial statement recognition and measurement of tax positions taken or expected to be taken in a tax return. The Company records a liability for the difference between the benefit recognized and measured pursuant to ASC 740 and the tax position taken or expected to be taken on the Company’s tax return. To the extent that the assessment of such tax positions changes, the change in estimate is recorded in the period in which the determination is made. |
Comprehensive Income | Comprehensive Income —Comprehensive income is comprised of net income and the effective portion of changes in the fair value of derivatives designated and that qualify as cash flow hedges, less amounts reclassified into earnings. |
Adoption of New Accounting Pronouncements and Recent Accounting Pronouncements Not Yet Adopted | Adoption of New Accounting Pronouncements —In February 2016, the Financial Accounting Standards Board (the "FASB") issued Accounting Standards Update ("ASU") 2016-02, Leases (Topic 842), which has been clarified and amended by various subsequent updates. The core principle of this standard is that a lessee should recognize the assets and liabilities that arise from leases, by recognizing in the condensed consolidated balance sheet a liability to make lease payments (the lease liability) and a right-of-use asset representing its right to use the underlying asset for the lease term. In accordance with the guidance of Topic 842, leases are classified as finance or operating leases, and both types of leases are recognized on the condensed consolidated balance sheet. The accounting applied by a lessor is largely unchanged from that applied under previous guidance. The new guidance requires certain expanded qualitative disclosures and specific quantitative disclosures in order to provide users of financial statements enough information to supplement the amounts recorded in the financial statements so that users can understand more about the nature of an entity’s leasing activities. Although the effective date of this ASU has been deferred for emerging growth companies until annual periods beginning after December 15, 2021, the Company has early adopted the new guidance and related amendments on July 1, 2020, and has elected the transition package of practical expedients permitted under the transition guidance, which allowed the carry forward of historical assessments of whether a contract contains a lease, lease classification and initial direct costs. The new guidance and related amendments have been applied on a modified retrospective basis using the optional transition method with an application date of July 1, 2020. As a result of adopting this standard, on July 1, 2020, the Company recorded lease liabilities of $41.3 million and right-of-use assets of $29.7 million, which includes reclassifications of existing assets and liabilities primarily related to deferred rent. The adoption of this new standard did not have a material impact on the Company’s condensed consolidated statement of comprehensive income or the condensed consolidated statement of cash flows. The Company has included expanded disclosures on the condensed consolidated balance sheets and in Note 7 to the condensed consolidated financial statements. In January 2017, the FASB issued ASU No. 2017-04, “Intangibles-Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment.” This ASU amends the subsequent measurement of goodwill whereby Step 2 from the goodwill impairment test is eliminated. As a result, an entity should recognize a goodwill impairment charge for the amount by which the carrying amount exceeds the reporting unit's fair value. The standard was adopted and applied prospectively by the Company as of July 1, 2020, but it did not have an impact on the Company's condensed consolidated financial statements and disclosures. Recent Accounting Pronouncements Not Yet Adopted —In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments — Credit Losses (Topic 326), which amends the guidance for accounting for assets that are potentially subject to credit risk. The amendment affects contract assets, loans, debt securities, trade receivables, net investments in leases, off-balance-sheet credit exposures, reinsurance receivables, and any other financial assets not excluded from the scope that have the contractual right to receive cash. As an emerging growth company, the standard is effective for the Company beginning in fiscal years starting after December 15, 2022, and interim periods within those fiscal years; however, early adoption is permitted. The Company is currently evaluating the impact to its condensed consolidated financial statements and related disclosures but does not expect this ASU to have a material impact. In December 2019, the FASB issued ASU No. 2019-12, Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes, which simplifies and changes the accounting for certain income tax transactions, among other minor improvements. This standard becomes effective for the Company on July 1, 2022, and for interim periods beginning July 1, 2023, with early adoption permitted. The Company is currently evaluating the impact to its condensed consolidated financial statements and related disclosures but does not expect this ASU to have a material impact. Recent Accounting Pronouncements Not Yet Adopted —In February 2016, the Financial Accounting Standards Board (the "FASB") issued Accounting Standards Update ("ASU") 2016-02, Leases ( Topic 842 ), which has been clarified and amended by various subsequent updates. The core principle of this standard is that a lessee should recognize the assets and liabilities that arise from leases, by recognizing in the consolidated balance sheet a liability to make lease payments (the lease liability) and a right-of-use asset representing its right to use the underlying asset for the lease term. Under the guidance of Topic 842, leases are classified as finance or operating leases, and both types of leases will be recognized on the consolidated balance sheet. The accounting applied by a lessor is largely unchanged from that applied under previous guidance. The new guidance requires certain expanded qualitative disclosures and specific quantitative disclosures in order to provide users of financial statements enough information to supplement the amounts recorded in the financial statements so that users can understand more about the nature of an entity’s leasing activities. Although the effective date of this ASU has been deferred for emerging growth companies until annual periods beginning after December 15, 2021, the Company has elected to early adopt the new guidance and related amendments on July 1, 2020, and has elected various practical expedients permitted under the transition guidance. The new guidance and related amendments will be applied on a modified retrospective basis using the optional transition method with an application date of July 1, 2020. The Company has made an accounting policy election to keep leases with terms of twelve months or less that do not include purchase options that the Company is reasonably certain to exercise off of the consolidated balance sheet, which will result in recognizing those lease payments on a straight-line basis over the lease term. As a result of adopting this standard, the Company estimates it will record lease liabilities of approximately $41.3 million and right-of-use assets of approximately $29.7 million, which includes reclassifications of existing assets and liabilities primarily related to deferred rent. The adoption of this new standard is not expected to have a material impact on the Company’s consolidated statement of comprehensive income or the consolidated statement of cash flows. In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments — Credit Losses (Topic 326) , which amends the guidance for accounting for assets that are potentially subject to credit risk. The amendments affect contract assets, loans, debt securities, trade receivables, net investments in leases, off-balance-sheet credit exposures, reinsurance receivables, and any other financial assets not excluded from the scope that have the contractual right to receive cash. As an emerging growth company, this standard may be adopted by the Company effective in fiscal years beginning after December 15, 2022, and interim periods within those fiscal years; however, early adoption is permitted. The Company is currently evaluating the impact to its consolidated financial statements and related disclosures but does not expect this ASU to have a material impact on its consolidated financial statements. In December 2019, the FASB issued ASU No. 2019-12, Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes , which simplifies and changes the accounting for certain income tax transactions, among other minor improvements. This standard becomes effective for the Company on July 1, 2022 and for interim periods beginning July 1, 2023, with early adoption permitted. The Company is currently evaluating the impact to its consolidated financial statements and related disclosures. In March of 2020, the FASB issued ASU No. 2020-04, Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting , which provides optional expedients and exceptions for applying generally accepted accounting principles to certain contract modifications and hedging relationships that reference London Inter-bank Offered Rate (LIBOR) or another reference rate expected to be discontinued. The guidance is effective upon issuance and generally can be applied through December 31, 2022. The implementation of Topic 848 did not have a material impact to our consolidated financial statements and related disclosures. |
Net Income (Loss) Per Share | The Company calculates net income per share as defined by ASC Topic 260, “Earnings per Share”. Basic net income per share (“Basic EPS”) is computed by dividing net income attributable to common shareholders by the weighted-average common stock outstanding during the respective period. Net income attributable to common shareholders is computed by deducting both the dividends declared in the period on preferred stock and the dividends accumulated for the period on cumulative preferred stock from net income. Diluted net income per share (“Diluted EPS”) is computed by dividing net income attributable to common and common equivalent shareholders by the total of the weighted-average common stock outstanding and common equivalent shares outstanding during the respective period. For the purpose of calculating the Company’s Diluted EPS, common equivalent shares outstanding include the conversion of the preferred stock on an 8:1 ratio, as the rights and privileges dictate as such, common shares issuable upon the exercise of outstanding employee stock options, and common shares issuable upon the conclusion of each ESPP offering period. The number of common equivalent shares outstanding has been determined in accordance with the if-converted method for the preferred stock and the treasury stock method for employee stock options and common stock issuable pursuant to the ESPP to the extent they are dilutive. Under the treasury stock method, the exercise price paid by the option holder and future share-based compensation expense that the Company has not yet recognized are assumed to be used to repurchase shares. |
Acquisitions (Tables)
Acquisitions (Tables) | 6 Months Ended |
Dec. 31, 2020 | |
Business Combinations [Abstract] | |
Fair Value Hierarchy | Based on the valuation inputs, the Company has recorded assets acquired and liabilities assumed according the following fair value hierarchy: Level 1 Unadjusted quoted prices in active markets for identical assets or liabilities Level 2 Unadjusted quoted prices in active markets for similar assets or liabilities; or unadjusted quoted prices for identical or similar assets or liabilities in markets that are not active; or inputs other than quoted prices that are observable for the asset or liability. Level 3 Unobservable inputs for the asset or liability Based on the valuation inputs, the Company has recorded assets acquired and liabilities assumed according the following fair value hierarchy: Level 1 Unadjusted quoted prices in active markets for identical assets or liabilities Level 2 Unadjusted quoted prices in active markets for similar assets or liabilities; or unadjusted quoted prices for identical or similar assets or liabilities in markets that are not active; or inputs other than quoted prices that are observable for the asset or liability. Level 3 Unobservable inputs for the asset or liability |
Summary of Total Consideration of the Acquisition | Under the terms of the Merger Agreement, total consideration in the acquisition consisted of the following as of the acquisition date: (in thousands) Base purchase price $ 32,700 Fair value of earnout 30,437 Net working capital true-up (1) 3,527 Closing cash 904 Closing indebtedness (476) Total purchase consideration $ 67,092 __________________ (1) The Company recorded a $0.1 million measurement period adjustment to the carrying amount of goodwill related to the net working capital true-up for the six months ended December 31, 2020. |
Schedule of Recognized Identified Assets Acquired and Liabilities Assumed | The following table summarizes the estimated fair values of the assets acquired and liabilities assumed as of the acquisition date (in thousands): Description Estimated Life Amount Cash and cash equivalents $ 955 Accounts receivable 8,220 Other current assets 459 Property and equipment, net 51 Accounts payable (2,922) Accrued expenses (737) Other current liabilities (8) Other liabilities (1) Net tangible assets acquired 6,017 Trade Name 5 years 2,680 Proprietary Software 2-5 years 1,042 Non-compete agreements 3 years 192 Customer relationships 7 years 16,069 Goodwill Indefinite 41,092 Total intangible assets acquired 61,075 Net assets acquired $ 67,092 Description Estimated Life Amount Cash and cash equivalents $ 955 Accounts receivable 8,220 Other current assets 459 Property and equipment, net 51 Accounts payable (2,922) Accrued expenses (737) Other current liabilities (8) Other liabilities (1) Net tangible assets acquired 6,017 Trade Name 5 years 2,680 Proprietary Software 2-5 years 1,042 Non-compete agreements 3 years 192 Customer relationships 7 years 16,069 Goodwill Indefinite 41,213 Total intangible assets acquired 61,196 Net assets acquired $ 67,213 |
Property And Equipment_Net (Tab
Property And Equipment—Net (Tables) | 6 Months Ended |
Dec. 31, 2020 | |
Property, Plant and Equipment [Abstract] | |
Property and Equipment | Property and equipment—net consisted of the following: (in thousands) December 31, 2020 June 30, 2020 Computer hardware $ 14,135 $ 9,829 Equipment (1) 2,333 2,443 Leasehold improvements 19,381 17,692 Furniture and fixtures 5,173 5,259 Work in progress 67 1,267 Total 41,089 36,490 Less accumulated depreciation (16,577) (14,340) Property and equipment—net $ 24,512 $ 22,150 __________________ (1) Includes financing lease right-of-use assets. Computer hardware 3 years Equipment 3–4 years Leasehold improvements Shorter of lease period or useful life Furniture and fixtures 7 years Property and equipment—net consisted of the following as of June 30: (in thousands) 2020 2019 Computer hardware $ 9,829 $ 5,674 Equipment 2,443 1,769 Leasehold improvements 17,692 11,504 Furniture and fixtures 5,259 3,646 Work in progress 1,267 392 Total 36,490 22,985 Less accumulated depreciation (14,340) (9,226) Property and equipment—net $ 22,150 $ 13,759 |
Software_Net (Tables)
Software—Net (Tables) | 6 Months Ended |
Dec. 31, 2020 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Capitalized Software | Software—net consisted of the following: (in thousands) December 31, 2020 June 30, 2020 Software $ 13,003 $ 10,999 Work in progress 2,640 1,922 Total 15,643 12,921 Less accumulated amortization (5,558) (4,522) Software—net $ 10,085 $ 8,399 Software—net consisted of the following as of June 30 : (in thousands) 2020 2019 Software $ 10,999 $ 7,067 Work in progress 1,922 1,876 Total 12,921 8,943 Less accumulated amortization (4,522) (4,048) Software—net $ 8,399 $ 4,895 |
Intangible Assets and Goodwill
Intangible Assets and Goodwill (Tables) | 6 Months Ended |
Dec. 31, 2020 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Intangible Assets and Goodwill | The carrying amounts, accumulated amortization, net carrying value, and weighted average remaining life of our definite-lived amortizable intangible assets as well as our goodwill are presented in the tables below (dollars in thousands, useful life in years): December 31, 2020 June 30, 2020 Gross Carrying Amount Accumulated Amortization Net Carrying Amount Weighted-Average Remaining Useful Life Gross Carrying Amount Accumulated Amortization Net Carrying Amount Weighted-Average Remaining Useful Life Total intangible assets subject to amortization Customer relationships-Auto & Home $ 853 $ (699) $ 154 $ 853 $ (680) $ 173 InsideResponse Trade Name 2,680 (357) 2,323 2,680 (88) 2,592 Proprietary Software-5 year 780 (104) 676 780 (26) 754 Proprietary Software-2 year 262 (88) 174 262 (22) 240 Non-compete agreements 192 (43) 149 192 (16) 176 Customer relationships 16,069 (1,530) 14,539 16,069 (331) 15,738 Total intangible assets $ 20,836 $ (2,821) $ 18,015 5.9 $ 20,836 $ (1,163) $ 19,673 6.4 Total indefinite-lived assets Goodwill-Auto & Home $ 5,364 $ 5,364 $ 5,364 $ 5,364 Goodwill-Senior 41,092 41,092 41,213 41,213 Total goodwill $ 46,456 $ 46,456 $ 46,577 $ 46,577 Balance, June 30, 2020 $ 46,577 Measurement period adjustments (1) (121) Balance, December 31, 2020 $ 46,456 __________________ (1) Represents measurement period adjustments related to the InsideResponse acquisition (refer to Note 2 to the condensed consolidated financial statements for further details). The carrying amounts, accumulated amortization, net carrying value, and weighted average remaining life of our definite-lived amortizable intangible assets as well as our goodwill are presented in the tables below as of June 30 (dollars in thousands, useful life in years): 2020 2019 Gross Carrying Amount Accumulated Amortization Net Carrying Amount Weighted-average Remaining Useful Life Gross Carrying Amount Accumulated Amortization Net Carrying Amount Weighted-average Remaining Useful Life Total intangible assets subject to amortization Customer relationships-Auto & Home $ 853 $ (680) $ 173 $ 853 $ (635) $ 218 InsideResponse Trade Name 2,680 (88) 2,592 — — — Proprietary Software-5 year 780 (26) 754 — — — Proprietary Software-2 year 262 (22) 240 — — — Non-compete agreements 192 (16) 176 — — — Customer relationships 16,069 (331) 15,738 — — — Total intangible assets $ 20,836 $ (1,163) $ 19,673 6.4 $ 853 $ (635) $ 218 8.0 Total indefinite-lived assets Goodwill-Auto & Home $ 5,364 $ — $ 5,364 $ 5,364 $ — $ 5,364 Goodwill-Senior 41,213 — 41,213 — — — Total goodwill $ 46,577 $ — $ 46,577 $ 5,364 $ — $ 5,364 |
Schedule of Future Amortization Expense | As of December 31, 2020, expected amortization expense in future periods were as follows (in thousands): Customer Relationships-Auto & Home Trade Name Proprietary Software Non-compete agreements Customer relationships Total Remainder fiscal 2021 $ 19 $ 268 $ 144 $ 32 $ 1,148 $ 1,611 2022 32 536 265 64 2,296 3,193 2023 28 536 156 53 2,296 3,069 2024 23 536 156 — 2,296 3,011 2025 20 447 129 — 2,296 2,892 Thereafter 32 — — — 4,207 4,239 Total $ 154 $ 2,323 $ 850 $ 149 $ 14,539 $ 18,015 |
Derivative Instruments and He_3
Derivative Instruments and Hedging Activities (Tables) | 6 Months Ended |
Dec. 31, 2020 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Schedule of Derivative Instruments in Statement of Financial Position, Fair Value | The following table presents the fair value of the Company’s derivative financial instrument on a gross basis, as well as its classification on the Company’s condensed consolidated balance sheets for the periods presented: (in thousands) December 31, 2020 June 30, 2020 Derivatives Designated as Hedging Instruments Balance Sheet Location Fair Value Balance Sheet Location Fair Value Cash flow hedge Other current liabilities $ (1,853) Other current liabilities $ (1,669) The table below presents the fair value of the Company’s derivative financial instrument on a gross basis, as well as its classification on the Company’s consolidated balance sheet as of June 30: (in thousands) 2020 2019 Derivatives Designated as Hedging Instruments Balance Sheet Location Fair Value Fair Value Cash flow hedge Other current liabilities $ (1,669) $ — |
Schedule of Derivative Instrument (Losses) Gains | The following table presents the unrealized losses deferred to accumulated other comprehensive loss resulting from the Company’s derivative instruments designated as cash flow hedging instruments for the periods presented: (in thousands) Three Months Ended December 31, 2020 Six Months Ended December 31, 2020 Unrealized loss, before taxes $ — $ (498) Income tax benefit — 123 Unrealized loss, net of taxes $ — $ (375) The following table presents information about the reclassification of gains and losses from accumulated other comprehensive loss into earnings resulting from the Company’s derivative instruments designated as cash flow hedging instruments for the periods presented: (in thousands) Three Months Ended December 31, 2020 Six Months Ended December 31, 2020 Interest expense $ 155 $ 311 Income tax benefit (39) (77) Net reclassification into earnings $ 116 $ 234 Amounts included in accumulated other comprehensive loss are recorded net of the related income tax effects. The following table details the changes in accumulated other comprehensive loss: (in thousands) Derivative Instruments Balance at June 30, 2020 $ (1,254) Unrealized losses, net of related tax benefit of $0.1 million (375) Amount reclassified into earnings, net of related taxes of $0.1 million 234 Balance at December 31, 2020 $ (1,395) The following table presents the unrealized losses deferred to accumulated other comprehensive loss resulting from the Company’s derivative instruments designated as cash flow hedging instruments as of June 30: (in thousands) 2020 Unrealized loss, before taxes $ 1,669 Income tax benefit $ (415) Unrealized loss, net of taxes $ 1,254 |
Leases (Tables)
Leases (Tables) | 6 Months Ended |
Dec. 31, 2020 | |
Leases [Abstract] | |
Schedule of Right-of-Use Asset and Lease Liability | The right-of-use assets and lease liabilities were as follows as of December 31, 2020: (in thousands) Balance Sheet Classification Amount Assets Operating leases Operating lease right-of-use assets $ 29,182 Finance leases Property and equipment - net 101 Total lease right-of-use assets 29,283 Liabilities Current Operating leases Operating lease liabilities - current 5,093 Finance leases Other current liabilities 122 Non-current Operating leases Operating lease liabilities 36,958 Finance leases Other liabilities 33 Total lease liabilities $ 42,206 |
Schedule of Lease Costs and Supplemental Information | The components of lease costs were as follows for the periods presented: (in thousands) Three Months Ended December 31, 2020 Six Months Ended December 31, 2020 Finance lease costs (1) $ 58 $ 125 Operating lease costs (2) 1,952 3,879 Short-term lease costs 58 125 Variable lease costs (3) 449 714 Sublease income (170) (235) Total net lease costs $ 2,347 $ 4,608 __________________ (1) Primarily consists of amortization of finance lease right-of-use assets and an immaterial amount of interest on finance lease liabilities recorded in operating costs and expenses and interest expense, net in the condensed consolidated statements of comprehensive income. (2) Recorded in operating costs and expenses in the condensed consolidated statements of comprehensive income. (3) Variable lease costs not included in the measurement of the lease liability or right-of-use asset as they are not based on an index or rate. Primarily represents common area maintenance charges and real estate taxes recorded in operating costs and expenses in the condensed consolidated statements of comprehensive income. Supplemental Information —Supplemental information related to leases was as follows as of and for the six months ended December 31, 2020: (in thousands) Operating Leases Finance leases Total Cash paid for amounts included in measurement of liabilities: Operating cash flows from leases $ 2,705 $ 5 $ 2,710 Financing cash flows from leases — 129 129 Right-of-use assets obtained in exchange for new lease liabilities $ 1,495 $ — $ 1,495 Operating Leases Finance leases Weighted-average remaining lease term (in years) 7.31 1.04 Weighted-average discount rate 9.64 % 4.63 % |
Schedule of Maturity of Operating Lease Liabilities | As of December 31, 2020, remaining maturities of lease liabilities for each of the next five fiscal years and thereafter are as follows: (in thousands) Operating leases Finance leases Total Remainder of 2021 $ 4,485 $ 93 $ 4,578 2022 8,493 59 8,552 2023 7,936 5 7,941 2024 8,298 — 8,298 2025 8,294 — 8,294 2026 5,997 — 5,997 Thereafter 15,066 — 15,066 Total undiscounted lease payments 58,569 157 58,726 Less: interest 16,518 2 16,520 Present value of lease liabilities $ 42,051 $ 155 $ 42,206 |
Schedule of Maturity of Finance Lease Liabilities | As of December 31, 2020, remaining maturities of lease liabilities for each of the next five fiscal years and thereafter are as follows: (in thousands) Operating leases Finance leases Total Remainder of 2021 $ 4,485 $ 93 $ 4,578 2022 8,493 59 8,552 2023 7,936 5 7,941 2024 8,298 — 8,298 2025 8,294 — 8,294 2026 5,997 — 5,997 Thereafter 15,066 — 15,066 Total undiscounted lease payments 58,569 157 58,726 Less: interest 16,518 2 16,520 Present value of lease liabilities $ 42,051 $ 155 $ 42,206 |
Schedule of Future Minimum Rental Payments for Operating Leases | The following table summarizes the future annual minimum lease obligations under non-cancelable operating leases at June 30, 2020, under the previous lease accounting standard ASC 840, Leases (in thousands): 2021 $ 8,781 2022 8,497 2023 7,991 2024 8,353 2025 8,306 Thereafter 21,262 Total minimum lease payments $ 63,190 As of June 30, 2020, future annual minimum lease obligations under noncancelable operating leases are as follows (in thousands): 2021 $ 8,781 2022 8,497 2023 7,991 2024 8,353 2025 8,306 Thereafter 21,262 Total minimum lease payments $ 63,190 |
Debt (Tables)
Debt (Tables) | 6 Months Ended |
Dec. 31, 2020 | |
Debt Disclosure [Abstract] | |
Schedule of Long-term Debt Instruments | Debt consisted of the following: (in thousands) December 31, 2020 June 30, 2020 Term Loan (effective interest rate of 7.2%) $ 325,000 $ 325,000 Unamortized debt issuance costs on Term Loan (5,148) (5,819) Unamortized debt discount on Term Loan (6,516) (7,367) Total debt $ 313,336 $ 311,814 (in thousands) 2020 2019 Credit Agreement $ — $ 11,032 Term Loan 325,000 — Unamortized debt issuance costs on Term Loan (5,819) — Unamortized debt discount on Term Loan (7,367) — Total debt $ 311,814 $ 11,032 (in thousands) 2020 2019 Delayed draw credit facility $ — $ 14,835 Unamortized debt issuance costs — (300) Total non-recourse debt — 14,535 Less non-recourse debt—current — 3,920 Non-recourse debt—net $ — $ 10,615 |
Shareholders' Equity (Tables)
Shareholders' Equity (Tables) | 6 Months Ended |
Dec. 31, 2020 | |
Equity [Abstract] | |
Schedule of Stock by Class | As of December 31, 2020, the Company has reserved the following authorized, but unissued, shares of common stock: Employee Stock Purchase Plan ("ESPP") 1,400,000 Stock awards outstanding under 2020 Plan 1,914,953 Stock awards available for grant under 2020 Plan 7,685,047 Options outstanding under 2003 Plan 2,843,851 Options available for grant under 2003 Plan — Total 13,843,851 Employee Stock Purchase Plan ("ESPP") 1,400,000 Stock awards outstanding under 2020 Plan 511,000 Stock awards available for grant under 2020 Plan 9,089,000 Options outstanding under 2003 Plan 3,706,417 Options available for grant under 2003 Plan — Total 14,706,417 |
Schedule of Share-Based Compensation Activity | Total share-based compensation included in general and administrative expense in our condensed consolidated statements of comprehensive income was as follows for the periods presented: Three Months Ended December 31, Six Months Ended December 31, (in thousands) 2020 2019 2020 2019 Share-based compensation related to: Equity classified stock options $ 455 $ 9,241 $ 818 $ 9,263 Equity classified RSU's 545 — 960 — Equity classified PSU's 194 — 322 — Total share-based compensation $ 1,194 $ 9,241 $ 2,100 $ 9,263 Total share-based compensation included in general and administrative expense in our consolidated statements of comprehensive income was as follows: Year Ended June 30, (in thousands) 2020 2019 2018 Share-based compensation related to: Equity classified stock options $ 9,383 $ 86 $ 67 Equity classified restricted stock units 115 — — Total share-based compensation $ 9,498 $ 86 $ 67 |
Schedule of Stock Options, Valuation Assumptions | The Company used the following weighted-average assumptions for the stock options granted during the six months ended December 31, 2020. There were no stock options granted during the six months ended December 31, 2019. 2020 Volatility 25.0 % Risk-free interest rate 0.4 % Dividend yield — % Assumed forfeitures — % Expected lives (in years) 6.24 Weighted-average fair value (per share) $ 4.86 The Company used the following weighted-average assumptions for the stock options granted during the years ended June 30, 2020, 2019, and 2018: Year Ended June 30, 2020 2019 2018 Volatility 25.1 % 24.8 % 24.8 % Risk-free interest rate 0.7 % 2.7 % 2.1 % Dividend yield — % 1.9% to 2.3% 1.9% to 2.3% Assumed forfeitures — % — % — % Expected lives (in years) 5.94 5.95 5.89 Weighted-average fair value (per share) $ 3.79 $ 0.15 $ 0.05 |
Schedule of Stock Options Roll Forward | The following table summarizes stock option activity under the Stock Plans for the six months ended December 31, 2020: Number of Options Weighted- Average Exercise Price Weighted- Average Remaining Contractual Term (in Years) Aggregate Intrinsic Value (in Thousands) Outstanding—June 30, 2020 4,067,417 $ 2.69 Options granted 1,022,109 19.17 Options exercised (862,566) 0.88 Options forfeited/expired/cancelled (1,720) 17.89 Outstanding—December 31, 2020 4,225,240 $ 7.03 5.90 $ 58,332 Vested and exercisable—December 31, 2020 2,619,955 $ 0.93 3.82 $ 51,916 The following table summarizes stock option activity under the Stock Plans for the year ended June 30, 2020: Number of Options Weighted- Average Exercise Price Weighted- Average Remaining Contractual Term (in Years) Aggregate Intrinsic Value (in Thousands) Outstanding—June 30, 2019 9,156,080 $ 1.01 Options granted 481,800 15.72 Options exercised (5,535,327) 1.06 Options forfeited/expired/cancelled (35,136) 1.37 Outstanding—June 30, 2020 4,067,417 $ 2.69 4.91 $ 92,106 Vested and exercisable—June 30, 2020 3,216,521 $ 0.84 3.85 $ 78,769 |
Schedule of Restricted Stock Unit Activity | The following table summarizes restricted stock unit activity under the 2020 Stock Plan for the six months ended December 31, 2020. There were no RSU's granted during the six months ended December 31, 2019. Number of Restricted Stock Units Weighted-Average Grant Date Fair Value Unvested as of June 30, 2020 150,000 $ 20.00 Granted 252,063 $ 18.50 Vested — $ — Cancelled (873) $ 17.89 Unvested as of December 31, 2020 401,190 $ 19.06 Number of Restricted Stock Units Weighted-Average Grant Date Fair Value Unvested as of June 30, 2019 — Granted 150,000 20 Vested — Cancelled — Unvested as of June 30, 2020 150,000 20 |
Schedule of Performance Stock Activity | The following table summarizes performance stock unit activity under the 2020 Stock Plan for the six months ended December 31, 2020. There were no PSU's granted during the six months ended December 31, 2019. Number of Performance Stock Units Weighted-Average Grant Date Fair Value Unvested as of June 30, 2020 — — Granted 132,374 17.92 Vested — — Cancelled — — Unvested as of December 31, 2020 132,374 17.92 |
Revenue from Contracts with Cus
Revenue from Contracts with Customers (Tables) | 6 Months Ended |
Dec. 31, 2020 | |
Revenue from Contract with Customer [Abstract] | |
Schedule of Disaggregation of Revenue | The disaggregation of revenue by segment and product is depicted for the periods presented below, and is consistent with how the Company evaluates its financial performance: Three Months Ended December 31, Six Months Ended December 31, (in thousands) 2020 2019 2020 2019 Senior: Commission revenue: Medicare advantage $ 263,975 $ 113,955 $ 312,705 $ 134,142 Medicare supplement 12,743 9,303 20,735 13,453 Prescription drug plan 1,102 1,659 1,717 2,036 Dental, vision, and hearing 5,647 2,223 8,370 3,224 Other commission revenue 743 211 1,203 159 Total commission revenue 284,210 127,351 344,730 153,014 Production bonus and other revenue 31,300 11,524 43,979 13,444 Total Senior revenue 315,510 138,875 388,709 166,458 Life: Commission revenue: Core 19,791 19,119 39,167 37,703 Final expense 10,297 3,391 27,934 6,885 Ancillary 465 686 1,049 1,254 Total commission revenue 30,553 23,196 68,150 45,842 Production bonus and other revenue 5,822 5,784 11,048 10,745 Total Life revenue 36,375 28,980 79,198 56,587 Auto & Home: Total commission revenue 6,491 8,227 15,104 17,816 Production bonus and other revenue 750 339 1,675 803 Total Auto & Home revenue 7,241 8,566 16,779 18,619 Eliminations: Total commission revenue (280) (124) (465) (200) Production bonus and other revenue (572) — (1,778) — Total Elimination revenue (852) (124) (2,243) (200) Total commission revenue 320,974 158,650 427,519 216,472 Total production bonus and other revenue 37,300 17,647 54,924 24,992 Total revenue $ 358,274 $ 176,297 $ 482,443 $ 241,464 Year Ended June 30, (in thousands) 2020 2019 2018 Senior: Commission revenue: Medicare advantage $ 285,957 $ 138,526 $ 62,537 Medicare supplement 34,301 25,118 26,189 Prescription drug plan 2,867 3,209 2,985 Dental, vision, and health 7,758 4,470 2,932 Other commission revenue 362 2,526 2,345 Total commission revenue 331,245 173,849 96,988 Production bonus and other revenue 30,428 18,408 5,420 Total Senior revenue $ 361,673 $ 192,257 $ 102,408 Life: Commission revenue: Term $ 75,236 $ 76,135 $ 71,951 Other commission revenue 32,628 13,111 5,850 Total commission revenue 107,864 89,246 77,801 Production bonus and other revenue 22,103 21,247 20,417 Total Life revenue $ 129,967 $ 110,493 $ 98,218 Auto & Home: Total commission revenue $ 38,031 $ 33,240 $ 32,108 Production bonus and other revenue 3,158 1,814 1,240 Total Auto & Home revenue $ 41,189 $ 35,054 $ 33,348 Eliminations: Total commission revenue $ (534) $ (335) $ (286) Production bonus and other revenue (780) — — Total Elimination revenue $ (1,314) $ (335) $ (286) Total commission revenue 476,606 296,000 206,611 Total production bonus and other revenue 54,909 41,469 27,077 Total revenue $ 531,515 $ 337,469 $ 233,688 |
Net Income (Loss) Per Share (Ta
Net Income (Loss) Per Share (Tables) | 6 Months Ended |
Dec. 31, 2020 | |
Earnings Per Share [Abstract] | |
Schedule of Earnings Per Share, Basic and Diluted | The following table sets forth the computation of net income (loss) per share for the periods presented: Three Months Ended Six Months Ended (in thousands, except per share amounts) 2020 2019 2020 2019 Basic: Numerator: Net income $ 90,416 $ 39,070 $ 91,253 $ 37,382 Less: dividends declared on Series A, B, C & D preferred stock — (86,302) — (86,302) Less: cumulative dividends on Series D preferred stock — (3,024) — (6,049) Net income (loss) attributable to common shareholders 90,416 (50,256) 91,253 (54,969) Denominator: Weighted-average common stock outstanding 162,645 90,374 162,546 88,945 Net income (loss) per share—basic: $ 0.56 $ (0.56) $ 0.56 $ (0.62) Diluted: Numerator: Net income (loss) attributable to common shareholders $ 90,416 $ (50,256) $ 91,253 $ (54,969) Add: dividends declared on Series A, B & C preferred stock (1) — — — — Add: dividends declared on Series D preferred stock (1) — — — — Add: cumulative dividends on Series D preferred stock (1) — — — — Net income (loss) attributable to common and common equivalent shareholders 90,416 (50,256) 91,253 (54,969) Denominator: Weighted-average common stock outstanding 162,645 90,374 162,546 88,945 Series A, B & C preferred stock outstanding (1) — — — — Series D preferred stock outstanding (1) — — — — Stock options outstanding to purchase shares of common stock (1) 2,918 — 2,831 — Total common and common equivalent shares outstanding 165,563 90,374 165,377 88,945 Net income (loss) per share—diluted: $ 0.55 $ (0.56) $ 0.55 $ (0.62) __________________ (1) Excluded from the computation of net loss per share-diluted for the three and six months ended December 31, 2019, because the effect would have been anti-dilutive. The following table sets forth the computation of net (loss) income per share for the years ended June 30: (in thousands, except per share amounts) 2020 2019 2018 Basic: Numerator: Net income $ 81,147 $ 72,579 $ 34,899 Less: dividends declared on Series A, B, C & D preferred stock (86,302) (661) (661) Less: cumulative dividends on Series D preferred stock (10,849) (12,000) (12,000) Net (loss) income attributable to common shareholders (16,004) 59,918 22,238 Denominator: Weighted-average common stock outstanding 97,496 85,378 81,314 Net (loss) income per share—basic: $ (0.16) $ 0.70 $ 0.27 Diluted: Numerator: Net (loss) income attributable to common shareholders $ (16,004) $ 59,918 $ 22,238 Add: dividends declared on Series A, B & C preferred stock (2) — 181 181 Add: dividends declared on Series D preferred stock (1)(2) — 480 — Add: cumulative dividends on Series D preferred stock (1)(2) — 12,000 — Net (loss) income attributable to common and common equivalent shareholders (16,004) 72,579 22,419 Denominator: Weighted-average common stock outstanding 97,496 85,378 81,314 Series A, B & C preferred stock outstanding (2) — 12,071 12,071 Series D preferred stock outstanding (1)(2) — 32,000 — Stock options outstanding to purchase shares of common stock (2) — 3,042 3,036 Total common and common equivalent shares outstanding 97,496 132,491 96,421 Net (loss) income per share—diluted: $ (0.16) $ 0.55 $ 0.23 __________________ (1) Excluded from the computation of net income per share-diluted for the years ended June 30, 2018 because the effect would have been anti-dilutive. (2) Excluded from the computation of net income per share-diluted for the years ended June 30, 2020 because the effect would have been anti-dilutive. |
Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share | The number of outstanding anti-dilutive shares that were excluded from the computation of diluted net income (loss) per share consisted of the following for the periods presented: Three Months Ended Six Months Ended (in thousands) 2020 2019 2020 2019 Series A, B & C preferred stock outstanding — 12,071 — 12,071 Series D preferred stock outstanding — 32,000 — 32,000 Stock options outstanding to purchase shares of common stock — 3,845 — 4,908 Total — 47,916 — 48,979 The number of outstanding anti-dilutive shares that were excluded from the computation of diluted net loss per share consisted of the following as of June 30: (in thousands) 2020 2019 2018 Series A, B & C preferred stock outstanding 10,871 — — Series D preferred stock outstanding 28,817 — 32,000 Series E preferred stock outstanding 694 — — Stock options outstanding to purchase shares of common stock 4,161 — — Total 44,543 — 32,000 |
Segment Information (Tables)
Segment Information (Tables) | 6 Months Ended |
Dec. 31, 2020 | |
Segment Reporting [Abstract] | |
Schedule of Segment Reporting Information, by Segment | The following table presents information about the reportable segments for the three months ended December 31, 2020: (in thousands) Senior Life Auto & Home Corp & Elims Consolidated Revenue $ 315,510 $ 36,375 $ 7,241 $ (852) $ 358,274 Operating expenses (180,955) (29,961) (5,091) (12,746) (1) (228,753) Other expenses, net — — — (21) (21) Adjusted EBITDA $ 134,555 $ 6,414 $ 2,150 $ (13,619) 129,500 Share-based compensation expense (1,336) Non-recurring expenses (2) (362) Fair value adjustments to contingent earnout obligations (395) Depreciation and amortization (3,590) Loss on disposal of property, equipment, and software (79) Interest expense, net (6,782) Income tax expense (26,540) Net income $ 90,416 __________________ (1) Operating expenses in the Corp & Elims division primarily include $8.4 million in salaries and benefits for certain general, administrative, and IT related departments and $3.3 million in professional services fees. (2) These expenses primarily consist of non-recurring compensation to a former executive and expenses related to business continuity in response to the Covid-19 pandemic. The following table presents information about the reportable segments for the three months ended December 31, 2019: (in thousands) Senior Life Auto & Home Corp & Elims Consolidated Revenue $ 138,875 $ 28,980 $ 8,566 $ (124) $ 176,297 Operating expenses (70,765) (22,740) (7,049) (6,775) (1) (107,329) Other expenses, net — — — (3) (3) Adjusted EBITDA $ 68,110 $ 6,240 $ 1,517 $ (6,902) 68,965 Share-based compensation expense (9,241) Non-recurring expenses (2) (564) Depreciation and amortization (1,728) Interest expense, net (6,178) Income tax expense (12,184) Net income $ 39,070 __________________ (1) Operating expenses in the Corp & Elims division primarily include $3.3 million in salaries and benefits for certain general, administrative, and IT related departments and $2.8 million in professional services fees. (2) These expenses primarily consist of one-time consulting expenses associated with adopting ASC 606, non-recurring compensation to certain board members, non-restructuring severance expenses, and payroll costs related to the Distribution. The following table presents information about the reportable segments for the six months ended December 31, 2020: (in thousands) Senior Life Auto & Home Corp & Elims Consolidated Revenue $ 388,709 $ 79,198 $ 16,779 $ (2,243) $ 482,443 Operating expenses (245,252) (62,307) (11,012) (22,264) (1) (340,835) Other expenses, net — — — (43) (43) Adjusted EBITDA $ 143,457 $ 16,891 $ 5,767 $ (24,550) 141,565 Share-based compensation expense (2,259) Non-recurring expenses (2) (822) Fair value adjustments to contingent earnout obligations (1,153) Depreciation and amortization (6,937) Loss on disposal of property, equipment, and software (162) Interest expense, net (13,543) Income tax expense (25,436) Net income $ 91,253 __________________ (1) Operating expenses in the Corp & Elims division primarily include $15.0 million in salaries and benefits for certain general, administrative, and IT related departments and $6.3 million in professional services fees. (2) These expenses primarily consist of non-recurring compensation to a former executive, non-restructuring severance expenses, costs related to our IPO, and expenses related to business continuity in response to the Covid-19 pandemic. The following table presents information about the reportable segments for the six months ended December 31, 2019: (in thousands) Senior Life Auto & Home Corp & Elims Consolidated Revenue $ 166,458 $ 56,587 $ 18,619 $ (200) $ 241,464 Operating expenses (100,288) (44,528) (14,612) (12,188) (1) (171,616) Other expenses, net — — — (16) (16) Adjusted EBITDA $ 66,170 $ 12,059 $ 4,007 $ (12,404) 69,832 Share-based compensation expense (9,263) Non-recurring expenses (2) (1,394) Depreciation and amortization (3,168) Gain on disposal of property, equipment, and software 2 Interest expense, net (6,883) Income tax expense (11,744) Net income $ 37,382 __________________ (1) Operating expenses in the Corp & Elims division primarily include $6.5 million in salaries and benefits for certain general, administrative, and IT related departments and $4.4 million in professional services fees. (2) These expenses consist primarily of one-time consulting expenses associated with adopting ASC 606, non-recurring compensation to certain board members, non-restructuring severance expenses, and payroll costs related to the Distribution. The following table presents information about the reportable segments for the year ended June 30, 2020: (in thousands) Senior Life Auto & Home Corp & Elims Consolidated Revenue $ 361,673 $ 129,967 $ 41,189 $ (1,314) $ 531,515 Operating expenses (215,935) (102,155) (32,490) (26,881) (1) (377,461) Other expenses, net — — — (30) (30) Adjusted EBITDA $ 145,738 $ 27,812 $ 8,699 $ (28,225) 154,024 Interest expense, net (25,761) Income tax expense (25,016) Share-based compensation expense (9,498) Depreciation and amortization (7,993) Non-recurring expenses (2) (3,721) Contingent consideration (375) Loss on disposal of property, equipment and software (360) Restructuring expenses (153) Net income $ 81,147 ________________ (1) Operating expenses in the Corp & Elims division primarily include $17.2 million in salaries and benefits for certain general, administrative, and IT related departments, and $8.7 million in professional services fees. (2) These expenses consist of one-time consulting expenses associated with adopting ASC 606, non-recurring compensation to certain former board members, non-restructuring severance expenses, employer payroll taxes on the one-time Distribution to stock option holders, costs related to our IPO, cost related to the acquisition of InsideResponse, and expenses related to business continuity in response to the Covid-19 pandemic. The following table presents information about the reportable segments for the year ended June 30, 2019: (in thousands) Senior Life Auto & Home Corp & Elims Consolidated Revenue $ 192,257 $ 110,493 $ 35,054 $ (335) $ 337,469 Operating expenses (102,083) (84,672) (27,237) (18,184) (1) (232,176) Other expenses, net — — — (15) (15) Adjusted EBITDA $ 90,174 $ 25,821 $ 7,817 $ (18,534) 105,278 Income tax expense (22,034) Depreciation and amortization (4,702) Restructuring expenses (2,305) Non-recurring expenses (2) (1,691) Interest expense, net (1,660) Loss on disposal of property, equipment and software (221) Share-based compensation expense (86) Net income $ 72,579 ________________ (1) Operating expenses in the Corp & Elims division primarily include $12.2 million in salaries and benefits for certain general, administrative, and IT related departments and $4.2 million in professional services fees. (2) These expenses consist primarily of one-time consulting expenses associated with adopting ASC 606, nonrecurring compensation to certain Board members and non-restructuring severance expenses. The following table presents information about the reportable segments for the year ended June 30, 2018: (in thousands) Senior Life Auto & Home Corp & Elims Consolidated Revenue $ 102,408 $ 98,218 $ 33,348 $ (286) $ 233,688 Operating expenses (65,720) (75,249) (24,127) (18,657) (1) (183,753) Other expenses, net — — — (9) (9) Adjusted EBITDA $ 36,688 $ 22,969 $ 9,221 $ (18,952) 49,926 Income tax expense (6,619) Depreciation and amortization (3,468) Restructuring expenses (2,808) Interest expense, net (929) Loss on disposal of property, equipment and software (700) Non-recurring expenses (2) (436) Share-based compensation expense (67) Net income $ 34,899 __________________ (1) Operating expenses in the Corp & Elims division primarily include $12.7 million in salaries and benefits for certain general, administrative, and IT related departments and $4.2 million in professional services fees. (2) These expenses consist primarily of one-time consulting expenses associated with adopting ASC 606, nonrecurring compensation to certain Board members and non-restructuring severance expenses. |
Summary of Business and Signi_5
Summary of Business and Significant Accounting Policies (Tables) | 6 Months Ended |
Dec. 31, 2020 | |
Accounting Policies [Abstract] | |
Property and Equipment | Property and equipment—net consisted of the following: (in thousands) December 31, 2020 June 30, 2020 Computer hardware $ 14,135 $ 9,829 Equipment (1) 2,333 2,443 Leasehold improvements 19,381 17,692 Furniture and fixtures 5,173 5,259 Work in progress 67 1,267 Total 41,089 36,490 Less accumulated depreciation (16,577) (14,340) Property and equipment—net $ 24,512 $ 22,150 __________________ (1) Includes financing lease right-of-use assets. Computer hardware 3 years Equipment 3–4 years Leasehold improvements Shorter of lease period or useful life Furniture and fixtures 7 years Property and equipment—net consisted of the following as of June 30: (in thousands) 2020 2019 Computer hardware $ 9,829 $ 5,674 Equipment 2,443 1,769 Leasehold improvements 17,692 11,504 Furniture and fixtures 5,259 3,646 Work in progress 1,267 392 Total 36,490 22,985 Less accumulated depreciation (14,340) (9,226) Property and equipment—net $ 22,150 $ 13,759 |
Acquisitions (Tables)_2
Acquisitions (Tables) | 6 Months Ended |
Dec. 31, 2020 | |
Business Combinations [Abstract] | |
Summary of Total Consideration of the Acquisition | Under the terms of the Merger Agreement, total consideration in the acquisition consisted of the following as of the acquisition date: (in thousands) Base purchase price $ 32,700 Fair value of earnout 30,437 Net working capital true-up (1) 3,527 Closing cash 904 Closing indebtedness (476) Total purchase consideration $ 67,092 __________________ (1) The Company recorded a $0.1 million measurement period adjustment to the carrying amount of goodwill related to the net working capital true-up for the six months ended December 31, 2020. |
Fair Value Hierarchy | Based on the valuation inputs, the Company has recorded assets acquired and liabilities assumed according the following fair value hierarchy: Level 1 Unadjusted quoted prices in active markets for identical assets or liabilities Level 2 Unadjusted quoted prices in active markets for similar assets or liabilities; or unadjusted quoted prices for identical or similar assets or liabilities in markets that are not active; or inputs other than quoted prices that are observable for the asset or liability. Level 3 Unobservable inputs for the asset or liability Based on the valuation inputs, the Company has recorded assets acquired and liabilities assumed according the following fair value hierarchy: Level 1 Unadjusted quoted prices in active markets for identical assets or liabilities Level 2 Unadjusted quoted prices in active markets for similar assets or liabilities; or unadjusted quoted prices for identical or similar assets or liabilities in markets that are not active; or inputs other than quoted prices that are observable for the asset or liability. Level 3 Unobservable inputs for the asset or liability |
Schedule of Recognized Identified Assets Acquired and Liabilities Assumed | The following table summarizes the estimated fair values of the assets acquired and liabilities assumed as of the acquisition date (in thousands): Description Estimated Life Amount Cash and cash equivalents $ 955 Accounts receivable 8,220 Other current assets 459 Property and equipment, net 51 Accounts payable (2,922) Accrued expenses (737) Other current liabilities (8) Other liabilities (1) Net tangible assets acquired 6,017 Trade Name 5 years 2,680 Proprietary Software 2-5 years 1,042 Non-compete agreements 3 years 192 Customer relationships 7 years 16,069 Goodwill Indefinite 41,092 Total intangible assets acquired 61,075 Net assets acquired $ 67,092 Description Estimated Life Amount Cash and cash equivalents $ 955 Accounts receivable 8,220 Other current assets 459 Property and equipment, net 51 Accounts payable (2,922) Accrued expenses (737) Other current liabilities (8) Other liabilities (1) Net tangible assets acquired 6,017 Trade Name 5 years 2,680 Proprietary Software 2-5 years 1,042 Non-compete agreements 3 years 192 Customer relationships 7 years 16,069 Goodwill Indefinite 41,213 Total intangible assets acquired 61,196 Net assets acquired $ 67,213 |
Property And Equipment_Net (T_2
Property And Equipment—Net (Tables) | 6 Months Ended |
Dec. 31, 2020 | |
Property, Plant and Equipment [Abstract] | |
Property and Equipment | Property and equipment—net consisted of the following: (in thousands) December 31, 2020 June 30, 2020 Computer hardware $ 14,135 $ 9,829 Equipment (1) 2,333 2,443 Leasehold improvements 19,381 17,692 Furniture and fixtures 5,173 5,259 Work in progress 67 1,267 Total 41,089 36,490 Less accumulated depreciation (16,577) (14,340) Property and equipment—net $ 24,512 $ 22,150 __________________ (1) Includes financing lease right-of-use assets. Computer hardware 3 years Equipment 3–4 years Leasehold improvements Shorter of lease period or useful life Furniture and fixtures 7 years Property and equipment—net consisted of the following as of June 30: (in thousands) 2020 2019 Computer hardware $ 9,829 $ 5,674 Equipment 2,443 1,769 Leasehold improvements 17,692 11,504 Furniture and fixtures 5,259 3,646 Work in progress 1,267 392 Total 36,490 22,985 Less accumulated depreciation (14,340) (9,226) Property and equipment—net $ 22,150 $ 13,759 |
Software_Net (Tables)_2
Software—Net (Tables) | 6 Months Ended |
Dec. 31, 2020 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Capitalized Software | Software—net consisted of the following: (in thousands) December 31, 2020 June 30, 2020 Software $ 13,003 $ 10,999 Work in progress 2,640 1,922 Total 15,643 12,921 Less accumulated amortization (5,558) (4,522) Software—net $ 10,085 $ 8,399 Software—net consisted of the following as of June 30 : (in thousands) 2020 2019 Software $ 10,999 $ 7,067 Work in progress 1,922 1,876 Total 12,921 8,943 Less accumulated amortization (4,522) (4,048) Software—net $ 8,399 $ 4,895 |
Supplemental Financial Statem_2
Supplemental Financial Statement Information (Tables) | 6 Months Ended |
Dec. 31, 2020 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Schedule of Cash, Cash Equivalents, and Restricted Cash | Cash, cash equivalents, and restricted cash consisted of the following as of June 30: (in thousands) 2020 2019 Cash $ 20,395 $ 570 Money market funds 300,670 — Cash and cash equivalents 321,065 570 Restricted Cash 47,805 — Total cash, cash equivalents, and restricted cash $ 368,870 $ 570 |
Schedule of Other Current Assets | Other current assets consisted of the following as of June 30: (in thousands) 2020 2019 Prepaid expenses (1) $ 7,257 $ 2,984 Other receivables (2) 2,036 2,958 Other 828 508 Total other current assets $ 10,121 $ 6,450 __________________ (1) Prepaid expenses primarily consists of amounts prepaid for future services, rent, and other contractual arrangements for which we have yet to receive benefit. (2) Other receivables primarily consists of tax incentive payments not yet received. |
Other Current Liabilities | Other current liabilities consisted of the following as of June 30: (in thousands) 2020 2019 Unearned revenue $ 1,738 $ 2,024 Unrealized loss on interest rate swap contract 1,669 — Deferred rent-short term 1,488 1,030 Leases payable-short term 49 33 Total other current liabilities $ 4,944 $ 3,087 |
Schedule of Other Noncurrent Liabilities | Other current liabilities consisted of the following as of June 30: (in thousands) 2020 2019 Deferred rent-long term $ 11,451 $ 7,488 Leases payable-long term 59 79 Other (1) 3,125 — Total other liabilities $ 14,635 $ 7,567 ________________ (1) Other noncurrent liabilities primarily consists of deferred payroll tax liabilities under the CARES Act and revenue sharing obligations expected to settle beyond one year from the balance sheet date. |
Intangible Assets and Goodwil_3
Intangible Assets and Goodwill (Tables) | 6 Months Ended |
Dec. 31, 2020 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Intangible Assets and Goodwill | The carrying amounts, accumulated amortization, net carrying value, and weighted average remaining life of our definite-lived amortizable intangible assets as well as our goodwill are presented in the tables below (dollars in thousands, useful life in years): December 31, 2020 June 30, 2020 Gross Carrying Amount Accumulated Amortization Net Carrying Amount Weighted-Average Remaining Useful Life Gross Carrying Amount Accumulated Amortization Net Carrying Amount Weighted-Average Remaining Useful Life Total intangible assets subject to amortization Customer relationships-Auto & Home $ 853 $ (699) $ 154 $ 853 $ (680) $ 173 InsideResponse Trade Name 2,680 (357) 2,323 2,680 (88) 2,592 Proprietary Software-5 year 780 (104) 676 780 (26) 754 Proprietary Software-2 year 262 (88) 174 262 (22) 240 Non-compete agreements 192 (43) 149 192 (16) 176 Customer relationships 16,069 (1,530) 14,539 16,069 (331) 15,738 Total intangible assets $ 20,836 $ (2,821) $ 18,015 5.9 $ 20,836 $ (1,163) $ 19,673 6.4 Total indefinite-lived assets Goodwill-Auto & Home $ 5,364 $ 5,364 $ 5,364 $ 5,364 Goodwill-Senior 41,092 41,092 41,213 41,213 Total goodwill $ 46,456 $ 46,456 $ 46,577 $ 46,577 Balance, June 30, 2020 $ 46,577 Measurement period adjustments (1) (121) Balance, December 31, 2020 $ 46,456 __________________ (1) Represents measurement period adjustments related to the InsideResponse acquisition (refer to Note 2 to the condensed consolidated financial statements for further details). The carrying amounts, accumulated amortization, net carrying value, and weighted average remaining life of our definite-lived amortizable intangible assets as well as our goodwill are presented in the tables below as of June 30 (dollars in thousands, useful life in years): 2020 2019 Gross Carrying Amount Accumulated Amortization Net Carrying Amount Weighted-average Remaining Useful Life Gross Carrying Amount Accumulated Amortization Net Carrying Amount Weighted-average Remaining Useful Life Total intangible assets subject to amortization Customer relationships-Auto & Home $ 853 $ (680) $ 173 $ 853 $ (635) $ 218 InsideResponse Trade Name 2,680 (88) 2,592 — — — Proprietary Software-5 year 780 (26) 754 — — — Proprietary Software-2 year 262 (22) 240 — — — Non-compete agreements 192 (16) 176 — — — Customer relationships 16,069 (331) 15,738 — — — Total intangible assets $ 20,836 $ (1,163) $ 19,673 6.4 $ 853 $ (635) $ 218 8.0 Total indefinite-lived assets Goodwill-Auto & Home $ 5,364 $ — $ 5,364 $ 5,364 $ — $ 5,364 Goodwill-Senior 41,213 — 41,213 — — — Total goodwill $ 46,577 $ — $ 46,577 $ 5,364 $ — $ 5,364 |
Schedule of Future Amortization Expense | As of December 31, 2020, expected amortization expense in future periods were as follows (in thousands): Customer Relationships-Auto & Home Trade Name Proprietary Software Non-compete agreements Customer relationships Total Remainder fiscal 2021 $ 19 $ 268 $ 144 $ 32 $ 1,148 $ 1,611 2022 32 536 265 64 2,296 3,193 2023 28 536 156 53 2,296 3,069 2024 23 536 156 — 2,296 3,011 2025 20 447 129 — 2,296 2,892 Thereafter 32 — — — 4,207 4,239 Total $ 154 $ 2,323 $ 850 $ 149 $ 14,539 $ 18,015 |
Derivative Instruments and He_4
Derivative Instruments and Hedging Activities (Tables) | 6 Months Ended |
Dec. 31, 2020 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Schedule of Derivative Instruments in Statement of Financial Position, Fair Value | The following table presents the fair value of the Company’s derivative financial instrument on a gross basis, as well as its classification on the Company’s condensed consolidated balance sheets for the periods presented: (in thousands) December 31, 2020 June 30, 2020 Derivatives Designated as Hedging Instruments Balance Sheet Location Fair Value Balance Sheet Location Fair Value Cash flow hedge Other current liabilities $ (1,853) Other current liabilities $ (1,669) The table below presents the fair value of the Company’s derivative financial instrument on a gross basis, as well as its classification on the Company’s consolidated balance sheet as of June 30: (in thousands) 2020 2019 Derivatives Designated as Hedging Instruments Balance Sheet Location Fair Value Fair Value Cash flow hedge Other current liabilities $ (1,669) $ — |
Schedule of Derivative Instrument (Losses) Gains | The following table presents the unrealized losses deferred to accumulated other comprehensive loss resulting from the Company’s derivative instruments designated as cash flow hedging instruments for the periods presented: (in thousands) Three Months Ended December 31, 2020 Six Months Ended December 31, 2020 Unrealized loss, before taxes $ — $ (498) Income tax benefit — 123 Unrealized loss, net of taxes $ — $ (375) The following table presents information about the reclassification of gains and losses from accumulated other comprehensive loss into earnings resulting from the Company’s derivative instruments designated as cash flow hedging instruments for the periods presented: (in thousands) Three Months Ended December 31, 2020 Six Months Ended December 31, 2020 Interest expense $ 155 $ 311 Income tax benefit (39) (77) Net reclassification into earnings $ 116 $ 234 Amounts included in accumulated other comprehensive loss are recorded net of the related income tax effects. The following table details the changes in accumulated other comprehensive loss: (in thousands) Derivative Instruments Balance at June 30, 2020 $ (1,254) Unrealized losses, net of related tax benefit of $0.1 million (375) Amount reclassified into earnings, net of related taxes of $0.1 million 234 Balance at December 31, 2020 $ (1,395) The following table presents the unrealized losses deferred to accumulated other comprehensive loss resulting from the Company’s derivative instruments designated as cash flow hedging instruments as of June 30: (in thousands) 2020 Unrealized loss, before taxes $ 1,669 Income tax benefit $ (415) Unrealized loss, net of taxes $ 1,254 |
Leases (Tables)_2
Leases (Tables) | 6 Months Ended |
Dec. 31, 2020 | |
Leases [Abstract] | |
Schedule of Right-of-Use Asset and Lease Liability | The right-of-use assets and lease liabilities were as follows as of December 31, 2020: (in thousands) Balance Sheet Classification Amount Assets Operating leases Operating lease right-of-use assets $ 29,182 Finance leases Property and equipment - net 101 Total lease right-of-use assets 29,283 Liabilities Current Operating leases Operating lease liabilities - current 5,093 Finance leases Other current liabilities 122 Non-current Operating leases Operating lease liabilities 36,958 Finance leases Other liabilities 33 Total lease liabilities $ 42,206 |
Schedule of Lease Costs and Supplemental Information | The components of lease costs were as follows for the periods presented: (in thousands) Three Months Ended December 31, 2020 Six Months Ended December 31, 2020 Finance lease costs (1) $ 58 $ 125 Operating lease costs (2) 1,952 3,879 Short-term lease costs 58 125 Variable lease costs (3) 449 714 Sublease income (170) (235) Total net lease costs $ 2,347 $ 4,608 __________________ (1) Primarily consists of amortization of finance lease right-of-use assets and an immaterial amount of interest on finance lease liabilities recorded in operating costs and expenses and interest expense, net in the condensed consolidated statements of comprehensive income. (2) Recorded in operating costs and expenses in the condensed consolidated statements of comprehensive income. (3) Variable lease costs not included in the measurement of the lease liability or right-of-use asset as they are not based on an index or rate. Primarily represents common area maintenance charges and real estate taxes recorded in operating costs and expenses in the condensed consolidated statements of comprehensive income. Supplemental Information —Supplemental information related to leases was as follows as of and for the six months ended December 31, 2020: (in thousands) Operating Leases Finance leases Total Cash paid for amounts included in measurement of liabilities: Operating cash flows from leases $ 2,705 $ 5 $ 2,710 Financing cash flows from leases — 129 129 Right-of-use assets obtained in exchange for new lease liabilities $ 1,495 $ — $ 1,495 Operating Leases Finance leases Weighted-average remaining lease term (in years) 7.31 1.04 Weighted-average discount rate 9.64 % 4.63 % |
Schedule of Maturity of Operating Lease Liabilities | As of December 31, 2020, remaining maturities of lease liabilities for each of the next five fiscal years and thereafter are as follows: (in thousands) Operating leases Finance leases Total Remainder of 2021 $ 4,485 $ 93 $ 4,578 2022 8,493 59 8,552 2023 7,936 5 7,941 2024 8,298 — 8,298 2025 8,294 — 8,294 2026 5,997 — 5,997 Thereafter 15,066 — 15,066 Total undiscounted lease payments 58,569 157 58,726 Less: interest 16,518 2 16,520 Present value of lease liabilities $ 42,051 $ 155 $ 42,206 |
Schedule of Maturity of Finance Lease Liabilities | As of December 31, 2020, remaining maturities of lease liabilities for each of the next five fiscal years and thereafter are as follows: (in thousands) Operating leases Finance leases Total Remainder of 2021 $ 4,485 $ 93 $ 4,578 2022 8,493 59 8,552 2023 7,936 5 7,941 2024 8,298 — 8,298 2025 8,294 — 8,294 2026 5,997 — 5,997 Thereafter 15,066 — 15,066 Total undiscounted lease payments 58,569 157 58,726 Less: interest 16,518 2 16,520 Present value of lease liabilities $ 42,051 $ 155 $ 42,206 |
Schedule of Future Minimum Rental Payments for Operating Leases | The following table summarizes the future annual minimum lease obligations under non-cancelable operating leases at June 30, 2020, under the previous lease accounting standard ASC 840, Leases (in thousands): 2021 $ 8,781 2022 8,497 2023 7,991 2024 8,353 2025 8,306 Thereafter 21,262 Total minimum lease payments $ 63,190 As of June 30, 2020, future annual minimum lease obligations under noncancelable operating leases are as follows (in thousands): 2021 $ 8,781 2022 8,497 2023 7,991 2024 8,353 2025 8,306 Thereafter 21,262 Total minimum lease payments $ 63,190 |
Debt (Tables)_2
Debt (Tables) | 6 Months Ended |
Dec. 31, 2020 | |
Debt Disclosure [Abstract] | |
Schedule of Long-term Debt Instruments | Debt consisted of the following: (in thousands) December 31, 2020 June 30, 2020 Term Loan (effective interest rate of 7.2%) $ 325,000 $ 325,000 Unamortized debt issuance costs on Term Loan (5,148) (5,819) Unamortized debt discount on Term Loan (6,516) (7,367) Total debt $ 313,336 $ 311,814 (in thousands) 2020 2019 Credit Agreement $ — $ 11,032 Term Loan 325,000 — Unamortized debt issuance costs on Term Loan (5,819) — Unamortized debt discount on Term Loan (7,367) — Total debt $ 311,814 $ 11,032 (in thousands) 2020 2019 Delayed draw credit facility $ — $ 14,835 Unamortized debt issuance costs — (300) Total non-recourse debt — 14,535 Less non-recourse debt—current — 3,920 Non-recourse debt—net $ — $ 10,615 |
Schedule of Amortization Of Debt Issuance Costs | Amortization expense related to the debt issuance costs as of June 30, 2020, for each of the next five fiscal years and thereafter is estimated to be as follows (in thousands): Fiscal Years 2021 $ 3,289 2022 3,289 2023 3,289 2024 3,289 2025 1,096 Thereafter — Total $ 14,252 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 6 Months Ended |
Dec. 31, 2020 | |
Commitments and Contingencies Disclosure [Abstract] | |
Schedule of Future Minimum Rental Payments for Operating Leases | The following table summarizes the future annual minimum lease obligations under non-cancelable operating leases at June 30, 2020, under the previous lease accounting standard ASC 840, Leases (in thousands): 2021 $ 8,781 2022 8,497 2023 7,991 2024 8,353 2025 8,306 Thereafter 21,262 Total minimum lease payments $ 63,190 As of June 30, 2020, future annual minimum lease obligations under noncancelable operating leases are as follows (in thousands): 2021 $ 8,781 2022 8,497 2023 7,991 2024 8,353 2025 8,306 Thereafter 21,262 Total minimum lease payments $ 63,190 |
Equity (Tables)
Equity (Tables) | 6 Months Ended |
Dec. 31, 2020 | |
Equity [Abstract] | |
Schedule of Stock by Class | As of December 31, 2020, the Company has reserved the following authorized, but unissued, shares of common stock: Employee Stock Purchase Plan ("ESPP") 1,400,000 Stock awards outstanding under 2020 Plan 1,914,953 Stock awards available for grant under 2020 Plan 7,685,047 Options outstanding under 2003 Plan 2,843,851 Options available for grant under 2003 Plan — Total 13,843,851 Employee Stock Purchase Plan ("ESPP") 1,400,000 Stock awards outstanding under 2020 Plan 511,000 Stock awards available for grant under 2020 Plan 9,089,000 Options outstanding under 2003 Plan 3,706,417 Options available for grant under 2003 Plan — Total 14,706,417 |
Schedule of Share-Based Compensation Activity | Total share-based compensation included in general and administrative expense in our condensed consolidated statements of comprehensive income was as follows for the periods presented: Three Months Ended December 31, Six Months Ended December 31, (in thousands) 2020 2019 2020 2019 Share-based compensation related to: Equity classified stock options $ 455 $ 9,241 $ 818 $ 9,263 Equity classified RSU's 545 — 960 — Equity classified PSU's 194 — 322 — Total share-based compensation $ 1,194 $ 9,241 $ 2,100 $ 9,263 Total share-based compensation included in general and administrative expense in our consolidated statements of comprehensive income was as follows: Year Ended June 30, (in thousands) 2020 2019 2018 Share-based compensation related to: Equity classified stock options $ 9,383 $ 86 $ 67 Equity classified restricted stock units 115 — — Total share-based compensation $ 9,498 $ 86 $ 67 |
Schedule of Stock Options, Valuation Assumptions | The Company used the following weighted-average assumptions for the stock options granted during the six months ended December 31, 2020. There were no stock options granted during the six months ended December 31, 2019. 2020 Volatility 25.0 % Risk-free interest rate 0.4 % Dividend yield — % Assumed forfeitures — % Expected lives (in years) 6.24 Weighted-average fair value (per share) $ 4.86 The Company used the following weighted-average assumptions for the stock options granted during the years ended June 30, 2020, 2019, and 2018: Year Ended June 30, 2020 2019 2018 Volatility 25.1 % 24.8 % 24.8 % Risk-free interest rate 0.7 % 2.7 % 2.1 % Dividend yield — % 1.9% to 2.3% 1.9% to 2.3% Assumed forfeitures — % — % — % Expected lives (in years) 5.94 5.95 5.89 Weighted-average fair value (per share) $ 3.79 $ 0.15 $ 0.05 |
Schedule of Stock Options Roll Forward | The following table summarizes stock option activity under the Stock Plans for the six months ended December 31, 2020: Number of Options Weighted- Average Exercise Price Weighted- Average Remaining Contractual Term (in Years) Aggregate Intrinsic Value (in Thousands) Outstanding—June 30, 2020 4,067,417 $ 2.69 Options granted 1,022,109 19.17 Options exercised (862,566) 0.88 Options forfeited/expired/cancelled (1,720) 17.89 Outstanding—December 31, 2020 4,225,240 $ 7.03 5.90 $ 58,332 Vested and exercisable—December 31, 2020 2,619,955 $ 0.93 3.82 $ 51,916 The following table summarizes stock option activity under the Stock Plans for the year ended June 30, 2020: Number of Options Weighted- Average Exercise Price Weighted- Average Remaining Contractual Term (in Years) Aggregate Intrinsic Value (in Thousands) Outstanding—June 30, 2019 9,156,080 $ 1.01 Options granted 481,800 15.72 Options exercised (5,535,327) 1.06 Options forfeited/expired/cancelled (35,136) 1.37 Outstanding—June 30, 2020 4,067,417 $ 2.69 4.91 $ 92,106 Vested and exercisable—June 30, 2020 3,216,521 $ 0.84 3.85 $ 78,769 |
Schedule of Restricted Stock Unit Activity | The following table summarizes restricted stock unit activity under the 2020 Stock Plan for the six months ended December 31, 2020. There were no RSU's granted during the six months ended December 31, 2019. Number of Restricted Stock Units Weighted-Average Grant Date Fair Value Unvested as of June 30, 2020 150,000 $ 20.00 Granted 252,063 $ 18.50 Vested — $ — Cancelled (873) $ 17.89 Unvested as of December 31, 2020 401,190 $ 19.06 Number of Restricted Stock Units Weighted-Average Grant Date Fair Value Unvested as of June 30, 2019 — Granted 150,000 20 Vested — Cancelled — Unvested as of June 30, 2020 150,000 20 |
Schedule of Performance Stock Activity | The following table summarizes performance stock unit activity under the 2020 Stock Plan for the six months ended December 31, 2020. There were no PSU's granted during the six months ended December 31, 2019. Number of Performance Stock Units Weighted-Average Grant Date Fair Value Unvested as of June 30, 2020 — — Granted 132,374 17.92 Vested — — Cancelled — — Unvested as of December 31, 2020 132,374 17.92 |
Revenue from Contracts with C_2
Revenue from Contracts with Customers (Tables) | 6 Months Ended |
Dec. 31, 2020 | |
Revenue from Contract with Customer [Abstract] | |
Schedule of Disaggregation of Revenue | The disaggregation of revenue by segment and product is depicted for the periods presented below, and is consistent with how the Company evaluates its financial performance: Three Months Ended December 31, Six Months Ended December 31, (in thousands) 2020 2019 2020 2019 Senior: Commission revenue: Medicare advantage $ 263,975 $ 113,955 $ 312,705 $ 134,142 Medicare supplement 12,743 9,303 20,735 13,453 Prescription drug plan 1,102 1,659 1,717 2,036 Dental, vision, and hearing 5,647 2,223 8,370 3,224 Other commission revenue 743 211 1,203 159 Total commission revenue 284,210 127,351 344,730 153,014 Production bonus and other revenue 31,300 11,524 43,979 13,444 Total Senior revenue 315,510 138,875 388,709 166,458 Life: Commission revenue: Core 19,791 19,119 39,167 37,703 Final expense 10,297 3,391 27,934 6,885 Ancillary 465 686 1,049 1,254 Total commission revenue 30,553 23,196 68,150 45,842 Production bonus and other revenue 5,822 5,784 11,048 10,745 Total Life revenue 36,375 28,980 79,198 56,587 Auto & Home: Total commission revenue 6,491 8,227 15,104 17,816 Production bonus and other revenue 750 339 1,675 803 Total Auto & Home revenue 7,241 8,566 16,779 18,619 Eliminations: Total commission revenue (280) (124) (465) (200) Production bonus and other revenue (572) — (1,778) — Total Elimination revenue (852) (124) (2,243) (200) Total commission revenue 320,974 158,650 427,519 216,472 Total production bonus and other revenue 37,300 17,647 54,924 24,992 Total revenue $ 358,274 $ 176,297 $ 482,443 $ 241,464 Year Ended June 30, (in thousands) 2020 2019 2018 Senior: Commission revenue: Medicare advantage $ 285,957 $ 138,526 $ 62,537 Medicare supplement 34,301 25,118 26,189 Prescription drug plan 2,867 3,209 2,985 Dental, vision, and health 7,758 4,470 2,932 Other commission revenue 362 2,526 2,345 Total commission revenue 331,245 173,849 96,988 Production bonus and other revenue 30,428 18,408 5,420 Total Senior revenue $ 361,673 $ 192,257 $ 102,408 Life: Commission revenue: Term $ 75,236 $ 76,135 $ 71,951 Other commission revenue 32,628 13,111 5,850 Total commission revenue 107,864 89,246 77,801 Production bonus and other revenue 22,103 21,247 20,417 Total Life revenue $ 129,967 $ 110,493 $ 98,218 Auto & Home: Total commission revenue $ 38,031 $ 33,240 $ 32,108 Production bonus and other revenue 3,158 1,814 1,240 Total Auto & Home revenue $ 41,189 $ 35,054 $ 33,348 Eliminations: Total commission revenue $ (534) $ (335) $ (286) Production bonus and other revenue (780) — — Total Elimination revenue $ (1,314) $ (335) $ (286) Total commission revenue 476,606 296,000 206,611 Total production bonus and other revenue 54,909 41,469 27,077 Total revenue $ 531,515 $ 337,469 $ 233,688 |
Income Taxes (Tables)
Income Taxes (Tables) | 6 Months Ended |
Dec. 31, 2020 | |
Income Tax Disclosure [Abstract] | |
Schedule of Components of Income Tax Expense (Benefit) | Income tax expense for the periods presented below consists of the following for the years ended June 30: (in thousands) 2020 2019 2018 (1) Current income taxes: Federal $ — $ (64) $ — State 63 107 35 Total 63 43 35 Deferred income taxes: Federal 21,021 19,748 5,320 State 3,932 2,243 1,264 Total 24,953 21,991 6,584 Income tax expense $ 25,016 $ 22,034 $ 6,619 ______________ (1) 2018 has been adjusted for the adoption of 606 using the full retrospective method |
Schedule of Effective Income Tax Rate Reconciliation | The following reconciles the statutory federal income tax rate to the effective income tax rate for the periods presented: Year Ended June 30, 2020 2019 2018 (1) Federal statutory rate 21.0 % 21.0 % 27.6 % Increase in income tax benefit and decrease in income tax expense resulting from: State income taxes 4.00 3.80 2.90 Kansas HPIP credit (0.90) (1.50) (1.20) Remeasurement of deferred income tax liabilities — — (12.90) Other (0.50) — (0.50) Effective income tax rate 23.6 % 23.3 % 15.9 % ______________ (1) 2018 has been adjusted for the adoption of 606 using the full retrospective method |
Schedule of Deferred Tax Assets and Liabilities | Significant components of the deferred tax assets and liabilities were as follows for the periods presented: Year Ended June 30, (in thousands) 2020 2019 Deferred tax assets: Accruals and other $ 10,663 $ 3,085 Deferred rent 3,349 2,202 Interest expense limitation 7,269 420 Net operating losses 27,557 6,336 Credit carryforward 5,413 4,273 Total deferred tax assets 54,251 16,316 Deferred tax liabilities: Commissions receivable (155,297) (96,064) Basis difference in fixed and amortizable assets (4,798) (1,504) Total deferred tax liabilities (160,095) (97,568) Net long-term deferred tax liabilities $ (105,844) $ (81,252) |
Net Income (Loss) Per Share (_2
Net Income (Loss) Per Share (Tables) | 6 Months Ended |
Dec. 31, 2020 | |
Earnings Per Share [Abstract] | |
Schedule of Earnings Per Share, Basic and Diluted | The following table sets forth the computation of net income (loss) per share for the periods presented: Three Months Ended Six Months Ended (in thousands, except per share amounts) 2020 2019 2020 2019 Basic: Numerator: Net income $ 90,416 $ 39,070 $ 91,253 $ 37,382 Less: dividends declared on Series A, B, C & D preferred stock — (86,302) — (86,302) Less: cumulative dividends on Series D preferred stock — (3,024) — (6,049) Net income (loss) attributable to common shareholders 90,416 (50,256) 91,253 (54,969) Denominator: Weighted-average common stock outstanding 162,645 90,374 162,546 88,945 Net income (loss) per share—basic: $ 0.56 $ (0.56) $ 0.56 $ (0.62) Diluted: Numerator: Net income (loss) attributable to common shareholders $ 90,416 $ (50,256) $ 91,253 $ (54,969) Add: dividends declared on Series A, B & C preferred stock (1) — — — — Add: dividends declared on Series D preferred stock (1) — — — — Add: cumulative dividends on Series D preferred stock (1) — — — — Net income (loss) attributable to common and common equivalent shareholders 90,416 (50,256) 91,253 (54,969) Denominator: Weighted-average common stock outstanding 162,645 90,374 162,546 88,945 Series A, B & C preferred stock outstanding (1) — — — — Series D preferred stock outstanding (1) — — — — Stock options outstanding to purchase shares of common stock (1) 2,918 — 2,831 — Total common and common equivalent shares outstanding 165,563 90,374 165,377 88,945 Net income (loss) per share—diluted: $ 0.55 $ (0.56) $ 0.55 $ (0.62) __________________ (1) Excluded from the computation of net loss per share-diluted for the three and six months ended December 31, 2019, because the effect would have been anti-dilutive. The following table sets forth the computation of net (loss) income per share for the years ended June 30: (in thousands, except per share amounts) 2020 2019 2018 Basic: Numerator: Net income $ 81,147 $ 72,579 $ 34,899 Less: dividends declared on Series A, B, C & D preferred stock (86,302) (661) (661) Less: cumulative dividends on Series D preferred stock (10,849) (12,000) (12,000) Net (loss) income attributable to common shareholders (16,004) 59,918 22,238 Denominator: Weighted-average common stock outstanding 97,496 85,378 81,314 Net (loss) income per share—basic: $ (0.16) $ 0.70 $ 0.27 Diluted: Numerator: Net (loss) income attributable to common shareholders $ (16,004) $ 59,918 $ 22,238 Add: dividends declared on Series A, B & C preferred stock (2) — 181 181 Add: dividends declared on Series D preferred stock (1)(2) — 480 — Add: cumulative dividends on Series D preferred stock (1)(2) — 12,000 — Net (loss) income attributable to common and common equivalent shareholders (16,004) 72,579 22,419 Denominator: Weighted-average common stock outstanding 97,496 85,378 81,314 Series A, B & C preferred stock outstanding (2) — 12,071 12,071 Series D preferred stock outstanding (1)(2) — 32,000 — Stock options outstanding to purchase shares of common stock (2) — 3,042 3,036 Total common and common equivalent shares outstanding 97,496 132,491 96,421 Net (loss) income per share—diluted: $ (0.16) $ 0.55 $ 0.23 __________________ (1) Excluded from the computation of net income per share-diluted for the years ended June 30, 2018 because the effect would have been anti-dilutive. (2) Excluded from the computation of net income per share-diluted for the years ended June 30, 2020 because the effect would have been anti-dilutive. |
Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share | The number of outstanding anti-dilutive shares that were excluded from the computation of diluted net income (loss) per share consisted of the following for the periods presented: Three Months Ended Six Months Ended (in thousands) 2020 2019 2020 2019 Series A, B & C preferred stock outstanding — 12,071 — 12,071 Series D preferred stock outstanding — 32,000 — 32,000 Stock options outstanding to purchase shares of common stock — 3,845 — 4,908 Total — 47,916 — 48,979 The number of outstanding anti-dilutive shares that were excluded from the computation of diluted net loss per share consisted of the following as of June 30: (in thousands) 2020 2019 2018 Series A, B & C preferred stock outstanding 10,871 — — Series D preferred stock outstanding 28,817 — 32,000 Series E preferred stock outstanding 694 — — Stock options outstanding to purchase shares of common stock 4,161 — — Total 44,543 — 32,000 |
Segment Information (Tables)_2
Segment Information (Tables) | 6 Months Ended |
Dec. 31, 2020 | |
Segment Reporting [Abstract] | |
Schedule of Segment Reporting Information, by Segment | The following table presents information about the reportable segments for the three months ended December 31, 2020: (in thousands) Senior Life Auto & Home Corp & Elims Consolidated Revenue $ 315,510 $ 36,375 $ 7,241 $ (852) $ 358,274 Operating expenses (180,955) (29,961) (5,091) (12,746) (1) (228,753) Other expenses, net — — — (21) (21) Adjusted EBITDA $ 134,555 $ 6,414 $ 2,150 $ (13,619) 129,500 Share-based compensation expense (1,336) Non-recurring expenses (2) (362) Fair value adjustments to contingent earnout obligations (395) Depreciation and amortization (3,590) Loss on disposal of property, equipment, and software (79) Interest expense, net (6,782) Income tax expense (26,540) Net income $ 90,416 __________________ (1) Operating expenses in the Corp & Elims division primarily include $8.4 million in salaries and benefits for certain general, administrative, and IT related departments and $3.3 million in professional services fees. (2) These expenses primarily consist of non-recurring compensation to a former executive and expenses related to business continuity in response to the Covid-19 pandemic. The following table presents information about the reportable segments for the three months ended December 31, 2019: (in thousands) Senior Life Auto & Home Corp & Elims Consolidated Revenue $ 138,875 $ 28,980 $ 8,566 $ (124) $ 176,297 Operating expenses (70,765) (22,740) (7,049) (6,775) (1) (107,329) Other expenses, net — — — (3) (3) Adjusted EBITDA $ 68,110 $ 6,240 $ 1,517 $ (6,902) 68,965 Share-based compensation expense (9,241) Non-recurring expenses (2) (564) Depreciation and amortization (1,728) Interest expense, net (6,178) Income tax expense (12,184) Net income $ 39,070 __________________ (1) Operating expenses in the Corp & Elims division primarily include $3.3 million in salaries and benefits for certain general, administrative, and IT related departments and $2.8 million in professional services fees. (2) These expenses primarily consist of one-time consulting expenses associated with adopting ASC 606, non-recurring compensation to certain board members, non-restructuring severance expenses, and payroll costs related to the Distribution. The following table presents information about the reportable segments for the six months ended December 31, 2020: (in thousands) Senior Life Auto & Home Corp & Elims Consolidated Revenue $ 388,709 $ 79,198 $ 16,779 $ (2,243) $ 482,443 Operating expenses (245,252) (62,307) (11,012) (22,264) (1) (340,835) Other expenses, net — — — (43) (43) Adjusted EBITDA $ 143,457 $ 16,891 $ 5,767 $ (24,550) 141,565 Share-based compensation expense (2,259) Non-recurring expenses (2) (822) Fair value adjustments to contingent earnout obligations (1,153) Depreciation and amortization (6,937) Loss on disposal of property, equipment, and software (162) Interest expense, net (13,543) Income tax expense (25,436) Net income $ 91,253 __________________ (1) Operating expenses in the Corp & Elims division primarily include $15.0 million in salaries and benefits for certain general, administrative, and IT related departments and $6.3 million in professional services fees. (2) These expenses primarily consist of non-recurring compensation to a former executive, non-restructuring severance expenses, costs related to our IPO, and expenses related to business continuity in response to the Covid-19 pandemic. The following table presents information about the reportable segments for the six months ended December 31, 2019: (in thousands) Senior Life Auto & Home Corp & Elims Consolidated Revenue $ 166,458 $ 56,587 $ 18,619 $ (200) $ 241,464 Operating expenses (100,288) (44,528) (14,612) (12,188) (1) (171,616) Other expenses, net — — — (16) (16) Adjusted EBITDA $ 66,170 $ 12,059 $ 4,007 $ (12,404) 69,832 Share-based compensation expense (9,263) Non-recurring expenses (2) (1,394) Depreciation and amortization (3,168) Gain on disposal of property, equipment, and software 2 Interest expense, net (6,883) Income tax expense (11,744) Net income $ 37,382 __________________ (1) Operating expenses in the Corp & Elims division primarily include $6.5 million in salaries and benefits for certain general, administrative, and IT related departments and $4.4 million in professional services fees. (2) These expenses consist primarily of one-time consulting expenses associated with adopting ASC 606, non-recurring compensation to certain board members, non-restructuring severance expenses, and payroll costs related to the Distribution. The following table presents information about the reportable segments for the year ended June 30, 2020: (in thousands) Senior Life Auto & Home Corp & Elims Consolidated Revenue $ 361,673 $ 129,967 $ 41,189 $ (1,314) $ 531,515 Operating expenses (215,935) (102,155) (32,490) (26,881) (1) (377,461) Other expenses, net — — — (30) (30) Adjusted EBITDA $ 145,738 $ 27,812 $ 8,699 $ (28,225) 154,024 Interest expense, net (25,761) Income tax expense (25,016) Share-based compensation expense (9,498) Depreciation and amortization (7,993) Non-recurring expenses (2) (3,721) Contingent consideration (375) Loss on disposal of property, equipment and software (360) Restructuring expenses (153) Net income $ 81,147 ________________ (1) Operating expenses in the Corp & Elims division primarily include $17.2 million in salaries and benefits for certain general, administrative, and IT related departments, and $8.7 million in professional services fees. (2) These expenses consist of one-time consulting expenses associated with adopting ASC 606, non-recurring compensation to certain former board members, non-restructuring severance expenses, employer payroll taxes on the one-time Distribution to stock option holders, costs related to our IPO, cost related to the acquisition of InsideResponse, and expenses related to business continuity in response to the Covid-19 pandemic. The following table presents information about the reportable segments for the year ended June 30, 2019: (in thousands) Senior Life Auto & Home Corp & Elims Consolidated Revenue $ 192,257 $ 110,493 $ 35,054 $ (335) $ 337,469 Operating expenses (102,083) (84,672) (27,237) (18,184) (1) (232,176) Other expenses, net — — — (15) (15) Adjusted EBITDA $ 90,174 $ 25,821 $ 7,817 $ (18,534) 105,278 Income tax expense (22,034) Depreciation and amortization (4,702) Restructuring expenses (2,305) Non-recurring expenses (2) (1,691) Interest expense, net (1,660) Loss on disposal of property, equipment and software (221) Share-based compensation expense (86) Net income $ 72,579 ________________ (1) Operating expenses in the Corp & Elims division primarily include $12.2 million in salaries and benefits for certain general, administrative, and IT related departments and $4.2 million in professional services fees. (2) These expenses consist primarily of one-time consulting expenses associated with adopting ASC 606, nonrecurring compensation to certain Board members and non-restructuring severance expenses. The following table presents information about the reportable segments for the year ended June 30, 2018: (in thousands) Senior Life Auto & Home Corp & Elims Consolidated Revenue $ 102,408 $ 98,218 $ 33,348 $ (286) $ 233,688 Operating expenses (65,720) (75,249) (24,127) (18,657) (1) (183,753) Other expenses, net — — — (9) (9) Adjusted EBITDA $ 36,688 $ 22,969 $ 9,221 $ (18,952) 49,926 Income tax expense (6,619) Depreciation and amortization (3,468) Restructuring expenses (2,808) Interest expense, net (929) Loss on disposal of property, equipment and software (700) Non-recurring expenses (2) (436) Share-based compensation expense (67) Net income $ 34,899 __________________ (1) Operating expenses in the Corp & Elims division primarily include $12.7 million in salaries and benefits for certain general, administrative, and IT related departments and $4.2 million in professional services fees. (2) These expenses consist primarily of one-time consulting expenses associated with adopting ASC 606, nonrecurring compensation to certain Board members and non-restructuring severance expenses. |
Selected Quarterly Financial _2
Selected Quarterly Financial Data (Unaudited) (Tables) | 6 Months Ended |
Dec. 31, 2020 | |
Quarterly Financial Data [Abstract] | |
Schedule of Quarterly Financial Information | Selected summarized quarterly financial information for 2020 and 2019 is as follows (in thousands, except per share amounts): Year Ended June 30, 2020 First Quarter Second Quarter Third Quarter Fourth Quarter Revenue $ 65,167 $ 176,297 $ 148,605 $ 141,447 (Loss) income from operations (1,410) 57,435 40,443 35,862 Net (loss) income (1,688) 39,070 23,716 20,049 Net (loss) income per share: Basic $ (0.05) $ (0.56) $ 0.23 $ 0.15 Diluted $ (0.05) $ (0.56) $ 0.17 $ 0.13 Year Ended June 30, 2019 First Quarter Second Quarter Third Quarter Fourth Quarter Revenue $ 55,921 $ 119,938 $ 87,211 $ 74,399 Income from operations 3,739 45,685 29,599 17,265 Net income 2,792 34,663 22,238 12,886 Net income per share: Basic $ — $ 0.37 $ 0.22 $ 0.11 Diluted $ — $ 0.26 $ 0.17 $ 0.09 |
Summary of Business and Signi_6
Summary of Business and Significant Accounting Policies - Recent Accounting Pronouncements (Details) - USD ($) $ in Thousands | Dec. 31, 2020 | Jul. 01, 2020 | Jun. 30, 2020 |
Accounting Policies [Abstract] | |||
Lease liability | $ 42,051 | $ 41,300 | |
Operating lease right-of-use assets | $ 29,182 | $ 29,700 | $ 0 |
Acquisitions - Narrative (Detai
Acquisitions - Narrative (Details) $ in Thousands | Feb. 01, 2021USD ($) | May 01, 2020USD ($) | Dec. 31, 2020USD ($) | Dec. 31, 2020USD ($) | Dec. 31, 2019USD ($) | Jun. 30, 2020USD ($) | Jun. 30, 2019USD ($) | Jun. 30, 2018USD ($) |
Business Acquisition [Line Items] | ||||||||
Earnout liability | $ 31,966 | $ 31,966 | $ 30,812 | $ 0 | ||||
Fair value adjustments to contingent earnout obligations | 395 | $ 1,153 | $ 0 | $ 375 | $ 0 | $ 0 | ||
Estimated life | 5 years 10 months 24 days | 6 years 4 months 24 days | 8 years | |||||
Subsequent Event | ||||||||
Business Acquisition [Line Items] | ||||||||
Purchase consideration, net | $ 33,500 | |||||||
Payments to acquire businesses, gross | 24,000 | |||||||
Contingent consideration, liability | 3,500 | |||||||
Business Combination, Consideration Transferred | 30,000 | |||||||
Holdback for indemnification claims | $ 6,000 | |||||||
Minimum | ||||||||
Business Acquisition [Line Items] | ||||||||
Estimated life | 2 years | |||||||
Maximum | ||||||||
Business Acquisition [Line Items] | ||||||||
Estimated life | 7 years | |||||||
InsideResponse | ||||||||
Business Acquisition [Line Items] | ||||||||
Percentage of voting interests acquired | 100.00% | |||||||
Purchase consideration, net | $ 65,000 | |||||||
Payments to acquire businesses, gross | 32,700 | |||||||
Contingent consideration, liability | $ 32,300 | |||||||
Liabilities arising from contingencies, period after accountant reviewed financial statements | 15 days | |||||||
Business combination, liabilities arising from contingencies, minimum gross profit target | $ 12,300 | |||||||
Earnout liability | 30,400 | |||||||
Fair value adjustments to contingent earnout obligations | 400 | $ 1,200 | $ 400 | |||||
Business acquisition, goodwill, expected tax deductible amount | $ 5,000 | $ 5,000 | 5,000 | |||||
Business Combination, Consideration Transferred | $ 67,092 | $ 67,213 | ||||||
InsideResponse | Measurement Input, Default Rate | ||||||||
Business Acquisition [Line Items] | ||||||||
Earnout liability, discount rate | 0.0500 | |||||||
InsideResponse | Minimum | ||||||||
Business Acquisition [Line Items] | ||||||||
Estimated life | 2 years | |||||||
InsideResponse | Maximum | ||||||||
Business Acquisition [Line Items] | ||||||||
Estimated life | 7 years |
Acquisitions - Consideration (D
Acquisitions - Consideration (Details) - USD ($) $ in Thousands | May 01, 2020 | Dec. 31, 2020 | Dec. 31, 2020 | Jun. 30, 2020 |
Business Acquisition [Line Items] | ||||
Goodwill purchase accounting adjustments | $ (121) | |||
InsideResponse | ||||
Business Acquisition [Line Items] | ||||
Base purchase price | $ 32,700 | $ 32,700 | ||
Fair value of earnout | 30,437 | 30,437 | ||
Net working capital true-up | 3,527 | 3,648 | ||
Closing cash | 904 | 904 | ||
Closing indebtedness | (476) | |||
Total purchase consideration | $ 67,092 | $ 67,213 | ||
Goodwill purchase accounting adjustments | $ 100 |
Acquisitions - Estimated Fair V
Acquisitions - Estimated Fair Value Of Assets Acquired And Liabilities Assumed (Details) - USD ($) $ in Thousands | May 01, 2020 | Dec. 31, 2020 | Jun. 30, 2020 | Jun. 30, 2019 |
Business Acquisition [Line Items] | ||||
Goodwill | $ 46,456 | $ 46,577 | $ 5,364 | |
Estimated life | 5 years 10 months 24 days | 6 years 4 months 24 days | 8 years | |
Minimum | ||||
Business Acquisition [Line Items] | ||||
Estimated life | 2 years | |||
Maximum | ||||
Business Acquisition [Line Items] | ||||
Estimated life | 7 years | |||
InsideResponse | ||||
Business Acquisition [Line Items] | ||||
Cash and cash equivalents | $ 955 | |||
Accounts receivable | 8,220 | |||
Other current assets | 459 | |||
Property and equipment, net | 51 | |||
Accounts payable | (2,922) | |||
Accrued expenses | (737) | |||
Other current liabilities | (8) | |||
Other liabilities | (1) | |||
Net tangible assets acquired | 6,017 | |||
Goodwill | 41,213 | |||
Total intangible assets acquired | 61,196 | |||
Net assets acquired | 67,213 | |||
InsideResponse | Scenario, Adjustment | ||||
Business Acquisition [Line Items] | ||||
Goodwill | 41,092 | |||
Total intangible assets acquired | 61,075 | |||
Net assets acquired | $ 67,092 | |||
InsideResponse | Minimum | ||||
Business Acquisition [Line Items] | ||||
Estimated life | 2 years | |||
InsideResponse | Maximum | ||||
Business Acquisition [Line Items] | ||||
Estimated life | 7 years | |||
Trade Name | InsideResponse | ||||
Business Acquisition [Line Items] | ||||
Intangible assets | $ 2,680 | |||
Estimated life | 5 years | |||
Proprietary Software | InsideResponse | ||||
Business Acquisition [Line Items] | ||||
Intangible assets | $ 1,042 | |||
Proprietary Software | InsideResponse | Minimum | ||||
Business Acquisition [Line Items] | ||||
Estimated life | 2 years | |||
Proprietary Software | InsideResponse | Maximum | ||||
Business Acquisition [Line Items] | ||||
Estimated life | 5 years | |||
Non-compete agreements | InsideResponse | ||||
Business Acquisition [Line Items] | ||||
Intangible assets | $ 192 | |||
Estimated life | 3 years | |||
Customer relationships | InsideResponse | ||||
Business Acquisition [Line Items] | ||||
Intangible assets | $ 16,069 | |||
Estimated life | 7 years |
Property And Equipment_Net - Su
Property And Equipment—Net - Summary (Details) - USD ($) $ in Thousands | Dec. 31, 2020 | Jun. 30, 2020 | Jun. 30, 2019 |
Property, Plant and Equipment [Line Items] | |||
Property and equipment, gross | $ 36,490 | $ 22,985 | |
Property and equipment including financing lease right-of use assets | $ 41,089 | 36,490 | |
Less accumulated depreciation | (16,577) | (14,340) | (9,226) |
Property and equipment—net | 24,512 | 22,150 | |
Computer hardware | |||
Property, Plant and Equipment [Line Items] | |||
Property and equipment, gross | 14,135 | 9,829 | 5,674 |
Equipment | |||
Property, Plant and Equipment [Line Items] | |||
Property and equipment, gross | 2,443 | 1,769 | |
Property and equipment including financing lease right-of use assets | 2,333 | 2,443 | |
Leasehold improvements | |||
Property, Plant and Equipment [Line Items] | |||
Property and equipment, gross | 19,381 | 17,692 | 11,504 |
Furniture and fixtures | |||
Property, Plant and Equipment [Line Items] | |||
Property and equipment, gross | 5,173 | 5,259 | 3,646 |
Work in progress | |||
Property, Plant and Equipment [Line Items] | |||
Property and equipment, gross | $ 67 | $ 1,267 | $ 392 |
Property And Equipment_Net - Na
Property And Equipment—Net - Narrative (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2020 | Dec. 31, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2018 | |
Property, Plant and Equipment [Abstract] | |||||||
Depreciation | $ 2 | $ 1.3 | $ 3.6 | $ 2.4 | $ 5.2 | $ 3.7 | $ 3.4 |
Software_Net - Summary (Details
Software—Net - Summary (Details) - USD ($) $ in Thousands | Dec. 31, 2020 | Jun. 30, 2020 | Jun. 30, 2019 |
Finite-Lived Intangible Assets [Line Items] | |||
Software, gross | $ 15,643 | $ 12,921 | $ 8,943 |
Less accumulated amortization | (5,558) | (4,522) | (4,048) |
Software—net | 10,085 | 8,399 | 4,895 |
Software | |||
Finite-Lived Intangible Assets [Line Items] | |||
Software, gross | 13,003 | 10,999 | 7,067 |
Work in progress | |||
Finite-Lived Intangible Assets [Line Items] | |||
Software, gross | $ 2,640 | $ 1,922 | $ 1,876 |
Software_Net - Narrative (Detai
Software—Net - Narrative (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2020 | Dec. 31, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2018 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |||||||
Capitalized software costs in the period | $ 1.6 | $ 1.2 | $ 3.2 | $ 2.4 | $ 5.8 | $ 4.1 | $ 0.4 |
Capitalized software amortization | $ 0.8 | $ 0.4 | $ 1.7 | $ 0.7 | $ 2.2 | $ 0.9 | $ 0.6 |
Intangible Assets and Goodwil_4
Intangible Assets and Goodwill - Narrative (Details) - USD ($) | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2020 | Dec. 31, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2018 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |||||||
Goodwill, impairment | $ 0 | $ 0 | $ 0 | $ 0 | |||
Amortization of intangible assets | $ 800,000 | $ 100,000 | $ 1,700,000 | $ 100,000 | $ 500,000 | $ 100,000 | $ 100,000 |
Intangible Assets and Goodwil_5
Intangible Assets and Goodwill - Carrying Amounts of Goodwill and Intangible Assets (Details) - USD ($) $ in Thousands | May 01, 2020 | Dec. 31, 2020 | Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2021 |
Finite-Lived Intangible Assets [Line Items] | |||||
Finite-lived intangible assets, gross | $ 20,836 | $ 20,836 | $ 853 | ||
Finite-lived intangible assets, accumulated amortization | (2,821) | (1,163) | (635) | ||
Finite-lived intangible assets, net carrying amount | $ 18,015 | $ 19,673 | $ 218 | ||
Estimated life | 5 years 10 months 24 days | 6 years 4 months 24 days | 8 years | ||
Goodwill | $ 46,456 | $ 46,577 | $ 5,364 | ||
InsideResponse | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Goodwill | $ 41,213 | ||||
Auto & Home | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Goodwill | 5,364 | 5,364 | 5,364 | ||
Senior | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Goodwill | 41,092 | 41,213 | 0 | ||
Customer relationships | InsideResponse | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Finite-lived intangible assets, gross | 16,069 | 16,069 | 0 | ||
Finite-lived intangible assets, accumulated amortization | (1,530) | (331) | 0 | ||
Finite-lived intangible assets, net carrying amount | 14,539 | 15,738 | 0 | ||
Estimated life | 7 years | ||||
Customer relationships | Auto & Home | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Finite-lived intangible assets, gross | 853 | 853 | 853 | ||
Finite-lived intangible assets, accumulated amortization | (699) | (680) | (635) | ||
Finite-lived intangible assets, net carrying amount | 154 | 173 | 218 | ||
Trade Name | InsideResponse | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Finite-lived intangible assets, gross | 2,680 | 2,680 | 0 | ||
Finite-lived intangible assets, accumulated amortization | (357) | (88) | 0 | ||
Finite-lived intangible assets, net carrying amount | 2,323 | 2,592 | 0 | ||
Estimated life | 5 years | ||||
Proprietary Software-5 year | InsideResponse | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Finite-lived intangible assets, gross | 780 | 780 | 0 | ||
Finite-lived intangible assets, accumulated amortization | (104) | (26) | 0 | ||
Finite-lived intangible assets, net carrying amount | 676 | 754 | 0 | ||
Proprietary Software-2 year | InsideResponse | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Finite-lived intangible assets, gross | 262 | 262 | 0 | $ 262 | |
Finite-lived intangible assets, accumulated amortization | (88) | (22) | 0 | ||
Finite-lived intangible assets, net carrying amount | 174 | 240 | 0 | ||
Non-compete agreements | InsideResponse | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Finite-lived intangible assets, gross | 192 | 192 | 0 | ||
Finite-lived intangible assets, accumulated amortization | (43) | (16) | 0 | ||
Finite-lived intangible assets, net carrying amount | $ 149 | $ 176 | $ 0 | ||
Estimated life | 3 years |
Intangible Assets and Goodwil_6
Intangible Assets and Goodwill - Goodwill Rollforward (Details) $ in Thousands | 6 Months Ended |
Dec. 31, 2020USD ($) | |
Goodwill [Roll Forward] | |
Goodwill, beginning balance | $ 46,577 |
Measurement period adjustments | (121) |
Goodwill, ending balance | $ 46,456 |
Intangible Assets and Goodwil_7
Intangible Assets and Goodwill - Schedule of Future Amortization (Details) - USD ($) $ in Thousands | Dec. 31, 2020 | Jun. 30, 2020 | Jun. 30, 2019 |
Finite-Lived Intangible Assets [Line Items] | |||
Remainder of fiscal 2021 | $ 1,611 | ||
2022 | 3,193 | $ 3,226 | |
2023 | 3,069 | 3,198 | |
2024 | 3,011 | 3,075 | |
2025 | 2,892 | 3,018 | |
Thereafter | 4,239 | ||
Finite-lived intangible assets, net carrying amount | 18,015 | 19,673 | $ 218 |
Customer relationships | InsideResponse | |||
Finite-Lived Intangible Assets [Line Items] | |||
Remainder of fiscal 2021 | 1,148 | ||
2022 | 2,296 | 2,303 | |
2023 | 2,296 | 2,303 | |
2024 | 2,296 | 2,303 | |
2025 | 2,296 | 2,303 | |
Thereafter | 4,207 | ||
Finite-lived intangible assets, net carrying amount | 14,539 | 15,738 | 0 |
Customer relationships | Auto & Home | |||
Finite-Lived Intangible Assets [Line Items] | |||
Remainder of fiscal 2021 | 19 | ||
2022 | 32 | 38 | |
2023 | 28 | 32 | |
2024 | 23 | 28 | |
2025 | 20 | 23 | |
Thereafter | 32 | ||
Finite-lived intangible assets, net carrying amount | 154 | 173 | 218 |
Trade Name | InsideResponse | |||
Finite-Lived Intangible Assets [Line Items] | |||
Remainder of fiscal 2021 | 268 | ||
2022 | 536 | 536 | |
2023 | 536 | 536 | |
2024 | 536 | 536 | |
2025 | 447 | 536 | |
Thereafter | 0 | ||
Finite-lived intangible assets, net carrying amount | 2,323 | 2,592 | 0 |
Software | InsideResponse | |||
Finite-Lived Intangible Assets [Line Items] | |||
Remainder of fiscal 2021 | 144 | ||
2022 | 265 | 287 | |
2023 | 156 | 265 | |
2024 | 156 | 156 | |
2025 | 129 | 156 | |
Thereafter | 0 | ||
Finite-lived intangible assets, net carrying amount | 850 | 994 | |
Non-compete agreements | InsideResponse | |||
Finite-Lived Intangible Assets [Line Items] | |||
Remainder of fiscal 2021 | 32 | ||
2022 | 64 | 62 | |
2023 | 53 | 62 | |
2024 | 0 | 52 | |
2025 | 0 | 0 | |
Thereafter | 0 | ||
Finite-lived intangible assets, net carrying amount | $ 149 | $ 176 | $ 0 |
Derivative Instruments and He_5
Derivative Instruments and Hedging Activities - Narrative (Details) | May 29, 2020USD ($) | Dec. 31, 2020USD ($) | Jun. 30, 2020USD ($) |
Derivative [Line Items] | |||
Cash flow hedge gain to be reclassified during next 12 months | $ 600,000 | $ 600,000 | |
Interest Rate Swap | |||
Derivative [Line Items] | |||
Derivative, notional amount | $ 325,000,000 | ||
LIBOR | Interest Rate Swap | |||
Derivative [Line Items] | |||
Derivative, exchange floating rate floor | 0.01 | ||
Derivative, exchange floating rate basis spread | 6.00% | ||
Base Rate | Interest Rate Swap | |||
Derivative [Line Items] | |||
Derivative, basis spread on variable rate | 1.188% | ||
Secured Debt | Line of Credit | |||
Derivative [Line Items] | |||
Line of credit facility, maximum borrowing capacity | $ 425,000,000 | ||
Secured Debt | Line of Credit | Base Rate | |||
Derivative [Line Items] | |||
Derivative, fixed interest rate | 6.00% |
Derivative Instruments and He_6
Derivative Instruments and Hedging Activities - Balance Sheet Location (Details) - USD ($) $ in Thousands | Dec. 31, 2020 | Jun. 30, 2020 | Jun. 30, 2019 |
Interest Rate Swap | Other Current Liabilities | |||
Derivative [Line Items] | |||
Fair Value | $ (1,853) | $ (1,669) | $ 0 |
Derivative Instruments and He_7
Derivative Instruments and Hedging Activities - Schedule of Unrealized (Losses) Gains in Accumulated Other Comprehensive Loss (Details) - Interest Rate Swap - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | 12 Months Ended |
Dec. 31, 2020 | Dec. 31, 2020 | Jun. 30, 2020 | |
Derivative [Line Items] | |||
Unrealized loss, before taxes | $ 0 | $ (498) | $ 1,669 |
Income tax benefit | 0 | 123 | (415) |
Unrealized loss, net of taxes | $ 0 | $ (375) | $ 1,254 |
Derivative Instruments and He_8
Derivative Instruments and Hedging Activities - Reclassified From Other Comprehensive Income (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | 12 Months Ended |
Dec. 31, 2020 | Dec. 31, 2020 | Jun. 30, 2020 | |
Derivative Instruments, Gain (Loss) [Line Items] | |||
Amount reclassified into earnings, net tax | $ 116 | $ 234 | $ (41) |
Interest expense | |||
Derivative Instruments, Gain (Loss) [Line Items] | |||
Amount reclassified into earnings, net tax | 155 | 311 | $ 100 |
Income tax benefit | |||
Derivative Instruments, Gain (Loss) [Line Items] | |||
Amount reclassified into earnings, net tax | $ (39) | $ (77) |
Derivative Instruments and He_9
Derivative Instruments and Hedging Activities - Change in Accumulated Other Comprehensive Income (Details) $ in Thousands | 6 Months Ended |
Dec. 31, 2020USD ($) | |
AOCI Attributable to Parent, Net of Tax [Roll Forward] | |
Beginning balance | $ 545,689 |
Ending balance | 634,135 |
Reclassification from AOCI, current period, tax | 100 |
Accumulated Gain (Loss), Net, Cash Flow Hedge, Parent | |
AOCI Attributable to Parent, Net of Tax [Roll Forward] | |
Beginning balance | (1,254) |
Unrealized losses, net of related tax benefit of $0.1 million | (375) |
Amount reclassified into earnings, net of related taxes of $0.1 million | 234 |
Ending balance | (1,395) |
Other comprehensive income (loss) before reclassifications, tax | $ 100 |
Leases - Narrative (Details)
Leases - Narrative (Details) $ in Thousands | 3 Months Ended | 6 Months Ended |
Dec. 31, 2020USD ($) | Dec. 31, 2020USD ($) | |
Lessee, Lease, Description [Line Items] | ||
Sublease income | $ 170 | $ 235 |
Operating lease costs | 1,952 | 3,879 |
Operating lease not yet commenced, liability | $ 2,800 | $ 2,800 |
Minimum | ||
Lessee, Lease, Description [Line Items] | ||
Operating lease, term | 1 year | 1 year |
Maximum | ||
Lessee, Lease, Description [Line Items] | ||
Operating lease, term | 9 years | 9 years |
Leases - Schedule of Right of U
Leases - Schedule of Right of Use Assets and Liabilities (Details) - USD ($) $ in Thousands | Dec. 31, 2020 | Jul. 01, 2020 | Jun. 30, 2020 |
Assets | |||
Operating lease right-of-use assets | $ 29,182 | $ 29,700 | $ 0 |
Property and equipment - net | 101 | ||
Total lease right-of-use assets | 29,283 | ||
Current | |||
Operating lease liabilities—current | 5,093 | 0 | |
Other current liabilities | 122 | ||
Non-current | |||
Operating lease liabilities | 36,958 | $ 0 | |
Other liabilities | 33 | ||
Total lease liabilities | $ 42,206 |
Leases - Schedule of Lease Cost
Leases - Schedule of Lease Costs (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended |
Dec. 31, 2020 | Dec. 31, 2020 | |
Leases [Abstract] | ||
Finance lease costs | $ 58 | $ 125 |
Operating lease costs | 1,952 | 3,879 |
Short-term lease costs | 58 | 125 |
Variable lease costs | 449 | 714 |
Sublease income | (170) | (235) |
Total net lease costs | $ 2,347 | $ 4,608 |
Leases - Supplemental Informati
Leases - Supplemental Information (Details) $ in Thousands | 6 Months Ended |
Dec. 31, 2020USD ($) | |
Operating Leases | |
Operating cash flows from leases | $ 2,705 |
Right-of-use assets obtained in exchange for new lease liabilities | 1,495 |
Finance leases | |
Operating cash flows from leases | 5 |
Financing cash flows from leases | 129 |
Right-of-use assets obtained in exchange for new lease liabilities | 0 |
Operating cash flows from leases | 2,710 |
Financing cash flows from leases | 129 |
Right-of-use assets obtained in exchange for new lease liabilities | $ 1,495 |
Weighted-average remaining lease term (in years) | |
Operating lease | 7 years 3 months 21 days |
Finance lease | 1 year 14 days |
Weighted-average discount rate | |
Operating lease | 9.64% |
Finance lease | 4.63% |
Leases - Maturity of Lease Liab
Leases - Maturity of Lease Liabilities (Details) - USD ($) $ in Thousands | Dec. 31, 2020 | Jul. 01, 2020 |
Operating Leases | ||
Remainder of 2021 | $ 4,485 | |
2022 | 8,493 | |
2023 | 7,936 | |
2024 | 8,298 | |
2025 | 8,294 | |
2026 | 5,997 | |
Thereafter | 15,066 | |
Total undiscounted lease payments | 58,569 | |
Less: interest | 16,518 | |
Lease liability | 42,051 | $ 41,300 |
Finance leases | ||
Remainder of 2021 | 93 | |
2022 | 59 | |
2023 | 5 | |
2024 | 0 | |
2025 | 0 | |
2026 | 0 | |
Thereafter | 0 | |
Total undiscounted lease payments | 157 | |
Less: interest | 2 | |
Present value of lease liabilities | 155 | |
Remainder of 2021 | 4,578 | |
2022 | 8,552 | |
2023 | 7,941 | |
2024 | 8,298 | |
2025 | 8,294 | |
2026 | 5,997 | |
Thereafter | 15,066 | |
Total undiscounted lease payments | 58,726 | |
Less: interest | 16,520 | |
Total lease liabilities | $ 42,206 |
Leases - Maturity of Lease Li_2
Leases - Maturity of Lease Liabilities Under Previous Accounting Standard (Details) $ in Thousands | Jun. 30, 2020USD ($) |
Leases [Abstract] | |
2021 | $ 8,781 |
2022 | 8,497 |
2023 | 7,991 |
2024 | 8,353 |
2025 | 8,306 |
Thereafter | 21,262 |
Total minimum lease payments | $ 63,190 |
Debt - Credit Agreement and Sen
Debt - Credit Agreement and Senior Secured Credit Facility (Details) - USD ($) $ in Thousands | Dec. 31, 2020 | Jun. 30, 2020 | Nov. 05, 2019 | Jun. 30, 2019 |
Debt Instrument [Line Items] | ||||
Total debt | $ 313,336 | $ 311,814 | $ 11,032 | |
Line of Credit | Secured Debt | ||||
Debt Instrument [Line Items] | ||||
Opening outstanding borrowings under the Credit Agreement | 325,000 | 325,000 | 0 | |
Unamortized debt issuance costs on Term Loan | (5,148) | (5,819) | 0 | |
Unamortized debt discount on Term Loan | $ (6,516) | $ (7,367) | $ (8,500) | $ 0 |
Debt - Narrative (Details)
Debt - Narrative (Details) - USD ($) | May 26, 2020 | Nov. 15, 2019 | Nov. 05, 2019 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2020 | Dec. 31, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2018 |
Line of Credit Facility [Line Items] | ||||||||||
Amortization of debt issuance costs | $ 800,000 | $ 600,000 | $ 1,600,000 | $ 600,000 | $ 2,300,000 | $ 100,000 | $ 100,000 | |||
Dividend Declared | ||||||||||
Line of Credit Facility [Line Items] | ||||||||||
Dividends | $ 188,700,000 | $ 275,000,000 | ||||||||
Line of Credit | Revolving Credit Facility | ||||||||||
Line of Credit Facility [Line Items] | ||||||||||
Line of credit facility, maximum borrowing capacity | $ 75,000,000 | |||||||||
Commitment fee percentage | 0.15% | |||||||||
Line of Credit | Revolving Credit Facility | LIBOR | ||||||||||
Line of Credit Facility [Line Items] | ||||||||||
Debt instrument, basis spread on variable rate | 4.00% | |||||||||
Line of Credit | Revolving Credit Facility | Base Rate | ||||||||||
Line of Credit Facility [Line Items] | ||||||||||
Debt instrument, basis spread on variable rate | 3.00% | |||||||||
Line of Credit | Secured Debt | ||||||||||
Line of Credit Facility [Line Items] | ||||||||||
Line of credit facility, maximum borrowing capacity | 425,000,000 | $ 425,000,000 | ||||||||
Interest fund | $ 68,000,000 | |||||||||
Period of interest payments used for calculation of interest fund | 2 years | 2 years | ||||||||
Unamortized debt discount | $ 8,500,000 | $ 6,516,000 | $ 6,516,000 | $ 7,367,000 | $ 0 | |||||
Debt instrument, periodic payment, percent | 1.00% | |||||||||
Repayments of debt | $ 100,000,000 | |||||||||
Line of Credit | Secured Debt | LIBOR | ||||||||||
Line of Credit Facility [Line Items] | ||||||||||
Debt instrument, basis spread on variable rate | 6.00% | |||||||||
Line of Credit | Secured Debt | Base Rate | ||||||||||
Line of Credit Facility [Line Items] | ||||||||||
Debt instrument, basis spread on variable rate | 5.00% |
Shareholders' Equity - Common S
Shareholders' Equity - Common Stock Reserved For Future Issuance (Details) - shares | Dec. 31, 2020 | Jun. 30, 2020 | Jun. 30, 2019 |
Class of Stock [Line Items] | |||
Options issued and outstanding under stock option plans (in shares) | 4,225,240 | 4,067,417 | 9,156,080 |
Common Stock [Member] | |||
Class of Stock [Line Items] | |||
Number of shares available for grant (in shares) | 13,843,851 | 14,706,417 | |
Employee Stock Purchase Plan 2020 | |||
Class of Stock [Line Items] | |||
Number of shares available for grant (in shares) | 1,400,000 | ||
Employee Stock Purchase Plan 2020 | Common Stock [Member] | |||
Class of Stock [Line Items] | |||
Number of shares available for grant (in shares) | 1,400,000 | 1,400,000 | |
2020 Plan | Common Stock [Member] | |||
Class of Stock [Line Items] | |||
Number of shares available for grant (in shares) | 7,685,047 | 9,089,000 | |
Options issued and outstanding under stock option plans (in shares) | 1,914,953 | 511,000 | |
2003 Plan | Common Stock [Member] | |||
Class of Stock [Line Items] | |||
Number of shares available for grant (in shares) | 0 | 0 | |
Options issued and outstanding under stock option plans (in shares) | 2,843,851 | 3,706,417 |
Shareholders' Equity - Schedule
Shareholders' Equity - Schedule of Share-based Compensation (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2020 | Dec. 31, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2018 | |
Class of Stock [Line Items] | |||||||
Share-based compensation expense | $ 1,194 | $ 9,241 | $ 2,100 | $ 9,263 | $ 9,498 | $ 86 | $ 67 |
Incentive Stock Options | |||||||
Class of Stock [Line Items] | |||||||
Share-based compensation expense | 455 | 9,241 | 818 | 9,263 | 9,383 | 86 | 67 |
Restricted Stock Units (RSUs) | |||||||
Class of Stock [Line Items] | |||||||
Share-based compensation expense | 545 | 0 | 960 | 0 | $ 115 | $ 0 | $ 0 |
Performance Stock | |||||||
Class of Stock [Line Items] | |||||||
Share-based compensation expense | $ 194 | $ 0 | $ 322 | $ 0 |
Shareholders' Equity - Fair Val
Shareholders' Equity - Fair Value Assumptions (Details) - $ / shares | 6 Months Ended | 12 Months Ended | ||
Dec. 31, 2020 | Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2018 | |
Equity [Abstract] | ||||
Volatility | 25.00% | 25.10% | 24.80% | 24.80% |
Risk-free interest rate | 0.40% | 0.70% | 2.70% | 2.10% |
Dividend yield | 0.00% | 0.00% | ||
Assumed forfeitures | 0.00% | 0.00% | 0.00% | 0.00% |
Expected lives (in years) | 6 years 2 months 26 days | 5 years 11 months 8 days | 5 years 11 months 12 days | 5 years 10 months 20 days |
Weighted-average fair value (per share) | $ 4.86 | $ 3.79 | $ 0.15 | $ 0.05 |
Shareholders' Equity - Option A
Shareholders' Equity - Option Activity (Details) $ / shares in Units, $ in Thousands | 6 Months Ended | 12 Months Ended |
Dec. 31, 2020USD ($)$ / sharesshares | Jun. 30, 2020USD ($)$ / sharesshares | |
Number of Options | ||
Beginning balance (in shares) | shares | 4,067,417 | 9,156,080 |
Options granted (in shares) | shares | 1,022,109 | 481,800 |
Options exercised (in shares) | shares | (862,566) | (5,535,327) |
Options forfeited/expired/cancelled (in shares) | shares | (1,720) | (35,136) |
Ending balance (in shares) | shares | 4,225,240 | 4,067,417 |
Vested and exercisable, number of options (in shares) | shares | 2,619,955 | 3,216,521 |
Weighted- Average Exercise Price | ||
Beginning balance (in dollars per share) | $ / shares | $ 2.69 | $ 1.01 |
Options granted (in dollars per share) | $ / shares | 19.17 | 15.72 |
Options exercised (in dollars per share) | $ / shares | 0.88 | 1.06 |
Options forfeited/expired/cancelled (in dollars per share) | $ / shares | 17.89 | 1.37 |
Ending balance (in dollars per share) | $ / shares | 7.03 | 2.69 |
Vested and exercisable, weighted average exercise price (in dollars per share) | $ / shares | $ 0.93 | $ 0.84 |
Weighted-average remaining contractual term, outstanding | 5 years 10 months 24 days | 4 years 10 months 28 days |
Weighted-average remaining contractual term, vested and exercisable | 3 years 9 months 25 days | 3 years 10 months 6 days |
Aggregate intrinsic value, outstanding | $ | $ 58,332 | $ 92,106 |
Aggregate intrinsic value, vested and exercisable | $ | $ 51,916 | $ 78,769 |
Shareholders' Equity - Share-Ba
Shareholders' Equity - Share-Based Compensation Plans (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2020 | Dec. 31, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2018 | |
Equity [Abstract] | |||||||
Cost not yet recognized | $ 5,900 | $ 5,900 | |||||
Cost not yet recognized, period for recognition | 3 years 3 months 29 days | 3 years 1 month 24 days | |||||
Proceeds from common stock option exercises | $ 100 | $ 3,200 | $ 391 | $ 4,819 | $ 5,506 | $ 4,300 | $ 565 |
Shareholders' Equity - Restrict
Shareholders' Equity - Restricted Stock Unit and Performance Stock Activity (Details) - USD ($) $ / shares in Units, $ in Millions | 6 Months Ended | 12 Months Ended |
Dec. 31, 2020 | Jun. 30, 2020 | |
Weighted-Average Grant Date Fair Value | ||
Share-based cost not yet recognized | $ 1.8 | |
Weighted-average remaining service period | 2 years 10 months 17 days | |
Restricted Stock Units (RSUs) | ||
Number of Restricted Stock Units | ||
Beginning balance (in shares) | 150,000 | 0 |
Granted (in shares) | 252,063 | 150,000 |
Vested (in shares) | 0 | 0 |
Cancelled (in shares) | (873) | 0 |
Ending balance (in shares) | 401,190 | 150,000 |
Weighted-Average Grant Date Fair Value | ||
Beginning balance (in dollars per share) | $ 20 | |
Granted (in dollars per share) | 18.50 | 20 |
Vested (in dollars per share) | 0 | |
Cancelled (in dollars per share) | 17.89 | |
Ending balance (in dollars per share) | $ 19.06 | $ 20 |
Share-based cost not yet recognized | $ 6.6 | $ 2.9 |
Weighted-average remaining service period | 2 years 10 months 28 days | |
Performance Stock | ||
Number of Restricted Stock Units | ||
Beginning balance (in shares) | 0 | |
Granted (in shares) | 132,374 | |
Vested (in shares) | 0 | |
Cancelled (in shares) | 0 | |
Ending balance (in shares) | 132,374 | 0 |
Weighted-Average Grant Date Fair Value | ||
Beginning balance (in dollars per share) | $ 0 | |
Granted (in dollars per share) | 17.92 | |
Vested (in dollars per share) | 0 | |
Cancelled (in dollars per share) | 0 | |
Ending balance (in dollars per share) | $ 17.92 | $ 0 |
Share-based cost not yet recognized | $ 2.1 | |
Weighted-average remaining service period | 2 years 7 months 28 days |
Shareholders' Equity - Employee
Shareholders' Equity - Employee Stock Purchase Plan (Details) - USD ($) $ in Thousands | Oct. 01, 2020 | May 21, 2020 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2020 | Dec. 31, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2018 |
Deferred Compensation Arrangement with Individual, Share-based Payments [Line Items] | |||||||||
Share-based compensation expense | $ 1,336 | $ 9,241 | $ 2,259 | $ 9,263 | $ 9,498 | $ 86 | $ 67 | ||
Employee Stock Purchase Plan 2020 | |||||||||
Deferred Compensation Arrangement with Individual, Share-based Payments [Line Items] | |||||||||
Purchase price of common stock, percent | 95.00% | 95.00% | |||||||
Minimum purchase price of common stock as a percent of offering date fair value, percent | 85.00% | 85.00% | |||||||
Minimum purchase price of common stock as a percent of common stock exercise date fair value, percent | 85.00% | 85.00% | |||||||
Share-based compensation expense | $ 100 |
Revenue from Contracts with C_3
Revenue from Contracts with Customers (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | 12 Months Ended | |||||||||||
Dec. 31, 2020 | Jun. 30, 2020 | Mar. 31, 2020 | Dec. 31, 2019 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2018 | Sep. 30, 2018 | Dec. 31, 2020 | Dec. 31, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2018 | |
Disaggregation of Revenue [Line Items] | ||||||||||||||
Revenue from Contract with Customer, Excluding Assessed Tax | $ 358,274 | $ 141,447 | $ 148,605 | $ 176,297 | $ 65,167 | $ 74,399 | $ 87,211 | $ 119,938 | $ 55,921 | $ 482,443 | $ 241,464 | $ 531,515 | $ 337,469 | $ 233,688 |
Contract with customer, liabilities | 17,300 | $ 1,738 | $ 2,024 | 17,300 | 1,738 | 2,024 | ||||||||
Commission | ||||||||||||||
Disaggregation of Revenue [Line Items] | ||||||||||||||
Revenue from Contract with Customer, Excluding Assessed Tax | 320,974 | 158,650 | 427,519 | 216,472 | 476,606 | 296,000 | 206,611 | |||||||
Production bonus and other revenue | ||||||||||||||
Disaggregation of Revenue [Line Items] | ||||||||||||||
Revenue from Contract with Customer, Excluding Assessed Tax | 37,300 | 17,647 | 54,924 | 24,992 | 54,909 | 41,469 | 27,077 | |||||||
Intersegment Eliminations | ||||||||||||||
Disaggregation of Revenue [Line Items] | ||||||||||||||
Revenue from Contract with Customer, Excluding Assessed Tax | 852 | 124 | 2,243 | 200 | 1,314 | 335 | 286 | |||||||
Intersegment Eliminations | Commission | ||||||||||||||
Disaggregation of Revenue [Line Items] | ||||||||||||||
Revenue from Contract with Customer, Excluding Assessed Tax | 280 | 124 | 465 | 200 | 534 | 335 | 286 | |||||||
Intersegment Eliminations | Production bonus and other revenue | ||||||||||||||
Disaggregation of Revenue [Line Items] | ||||||||||||||
Revenue from Contract with Customer, Excluding Assessed Tax | 572 | 0 | 1,778 | 0 | 780 | 0 | 0 | |||||||
Senior | ||||||||||||||
Disaggregation of Revenue [Line Items] | ||||||||||||||
Revenue from Contract with Customer, Excluding Assessed Tax | 315,510 | 138,875 | 388,709 | 166,458 | 361,673 | 192,257 | 102,408 | |||||||
Senior | Commission | ||||||||||||||
Disaggregation of Revenue [Line Items] | ||||||||||||||
Revenue from Contract with Customer, Excluding Assessed Tax | 284,210 | 127,351 | 344,730 | 153,014 | 331,245 | 173,849 | 96,988 | |||||||
Senior | Medicare advantage | ||||||||||||||
Disaggregation of Revenue [Line Items] | ||||||||||||||
Revenue from Contract with Customer, Excluding Assessed Tax | 263,975 | 113,955 | 312,705 | 134,142 | 285,957 | 138,526 | 62,537 | |||||||
Senior | Medicare supplement | ||||||||||||||
Disaggregation of Revenue [Line Items] | ||||||||||||||
Revenue from Contract with Customer, Excluding Assessed Tax | 12,743 | 9,303 | 20,735 | 13,453 | 34,301 | 25,118 | 26,189 | |||||||
Senior | Prescription drug plan | ||||||||||||||
Disaggregation of Revenue [Line Items] | ||||||||||||||
Revenue from Contract with Customer, Excluding Assessed Tax | 1,102 | 1,659 | 1,717 | 2,036 | 2,867 | 3,209 | 2,985 | |||||||
Senior | Dental, vision, and hearing | ||||||||||||||
Disaggregation of Revenue [Line Items] | ||||||||||||||
Revenue from Contract with Customer, Excluding Assessed Tax | 5,647 | 2,223 | 8,370 | 3,224 | 7,758 | 4,470 | 2,932 | |||||||
Senior | Other commission revenue | ||||||||||||||
Disaggregation of Revenue [Line Items] | ||||||||||||||
Revenue from Contract with Customer, Excluding Assessed Tax | 743 | 211 | 1,203 | 159 | 362 | 2,526 | 2,345 | |||||||
Senior | Production bonus and other revenue | ||||||||||||||
Disaggregation of Revenue [Line Items] | ||||||||||||||
Revenue from Contract with Customer, Excluding Assessed Tax | 31,300 | 11,524 | 43,979 | 13,444 | 30,428 | 18,408 | 5,420 | |||||||
Life | ||||||||||||||
Disaggregation of Revenue [Line Items] | ||||||||||||||
Revenue from Contract with Customer, Excluding Assessed Tax | 36,375 | 28,980 | 79,198 | 56,587 | 129,967 | 110,493 | 98,218 | |||||||
Life | Commission | ||||||||||||||
Disaggregation of Revenue [Line Items] | ||||||||||||||
Revenue from Contract with Customer, Excluding Assessed Tax | 30,553 | 23,196 | 68,150 | 45,842 | 107,864 | 89,246 | 77,801 | |||||||
Life | Other commission revenue | ||||||||||||||
Disaggregation of Revenue [Line Items] | ||||||||||||||
Revenue from Contract with Customer, Excluding Assessed Tax | 32,628 | 13,111 | 5,850 | |||||||||||
Life | Core | ||||||||||||||
Disaggregation of Revenue [Line Items] | ||||||||||||||
Revenue from Contract with Customer, Excluding Assessed Tax | 19,791 | 19,119 | 39,167 | 37,703 | 75,236 | 76,135 | 71,951 | |||||||
Life | Final expense | ||||||||||||||
Disaggregation of Revenue [Line Items] | ||||||||||||||
Revenue from Contract with Customer, Excluding Assessed Tax | 10,297 | 3,391 | 27,934 | 6,885 | ||||||||||
Life | Ancillary | ||||||||||||||
Disaggregation of Revenue [Line Items] | ||||||||||||||
Revenue from Contract with Customer, Excluding Assessed Tax | 465 | 686 | 1,049 | 1,254 | ||||||||||
Life | Production bonus and other revenue | ||||||||||||||
Disaggregation of Revenue [Line Items] | ||||||||||||||
Revenue from Contract with Customer, Excluding Assessed Tax | 5,822 | 5,784 | 11,048 | 10,745 | 22,103 | 21,247 | 20,417 | |||||||
Auto & Home | ||||||||||||||
Disaggregation of Revenue [Line Items] | ||||||||||||||
Revenue from Contract with Customer, Excluding Assessed Tax | 7,241 | 8,566 | 16,779 | 18,619 | 41,189 | 35,054 | 33,348 | |||||||
Auto & Home | Commission | ||||||||||||||
Disaggregation of Revenue [Line Items] | ||||||||||||||
Revenue from Contract with Customer, Excluding Assessed Tax | 6,491 | 8,227 | 15,104 | 17,816 | 38,031 | 33,240 | 32,108 | |||||||
Auto & Home | Production bonus and other revenue | ||||||||||||||
Disaggregation of Revenue [Line Items] | ||||||||||||||
Revenue from Contract with Customer, Excluding Assessed Tax | $ 750 | $ 339 | $ 1,675 | $ 803 | $ 3,158 | $ 1,814 | $ 1,240 |
Income Taxes - Narrative (Detai
Income Taxes - Narrative (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2020 | Dec. 31, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2018 | |
Income Tax Disclosure [Abstract] | |||||||
Income tax benefit | $ 26,540 | $ 12,184 | $ 25,436 | $ 11,744 | $ 25,016 | $ 22,034 | $ 6,619 |
Effective income tax rate reconciliation, percent | 22.70% | 23.80% | 21.80% | 23.90% | 23600.00% | 23.30% | 15.90% |
Net Income (Loss) Per Share (De
Net Income (Loss) Per Share (Details) $ / shares in Units, $ in Thousands | Feb. 28, 2020 | Dec. 31, 2020USD ($)$ / sharesshares | Jun. 30, 2020USD ($)$ / shares | Mar. 31, 2020USD ($)$ / shares | Dec. 31, 2019USD ($)$ / sharesshares | Sep. 30, 2019USD ($)$ / shares | Jun. 30, 2019USD ($)$ / shares | Mar. 31, 2019USD ($)$ / shares | Dec. 31, 2018USD ($)$ / shares | Sep. 30, 2018USD ($)$ / shares | Dec. 31, 2020USD ($)$ / sharesshares | Dec. 31, 2019USD ($)$ / sharesshares | Jun. 30, 2020USD ($)$ / sharesshares | Jun. 30, 2019USD ($)$ / sharesshares | Jun. 30, 2018USD ($)$ / sharesshares |
Earnings Per Share, Diluted, by Common Class, Including Two Class Method [Line Items] | |||||||||||||||
Stock split, conversion ratio | 8 | ||||||||||||||
Numerator: | |||||||||||||||
Net income | $ 90,416 | $ 20,049 | $ 23,716 | $ 39,070 | $ (1,688) | $ 12,886 | $ 22,238 | $ 34,663 | $ 2,792 | $ 91,253 | $ 37,382 | $ 81,147 | $ 72,579 | $ 34,899 | |
Less: dividends declared on Series A, B, C & D preferred stock | 0 | (86,302) | 0 | (86,302) | (86,302) | (661) | (661) | ||||||||
Net income (loss) attributable to common shareholders | $ 90,416 | $ (50,256) | $ 91,253 | $ (54,969) | $ (16,004) | $ 59,918 | $ 22,238 | ||||||||
Denominator [Abstract] | |||||||||||||||
Weighted average number of shares outstanding, basic (in shares) | shares | 162,645,000 | 90,374,000 | 162,546,000 | 88,945,000 | 97,496,000 | 85,378,000 | 81,314,000 | ||||||||
Net income (loss) per share—basic: (in dollars per share) | $ / shares | $ 0.56 | $ 0.15 | $ 0.23 | $ (0.56) | $ (0.05) | $ 0.11 | $ 0.22 | $ 0.37 | $ 0 | $ 0.56 | $ (0.62) | $ (0.16) | $ 0.70 | $ 0.27 | |
Numerator: | |||||||||||||||
Add: dividends declared on Series D preferred stock | $ 0 | $ 86,302 | $ 0 | $ 86,302 | $ 86,302 | $ 661 | $ 661 | ||||||||
Net Income (Loss) from Continuing Operations Available to Common Shareholders, Diluted | $ 90,416 | $ (50,256) | $ 91,253 | $ (54,969) | $ (16,004) | $ 72,579 | $ 22,419 | ||||||||
Denominator: | |||||||||||||||
Stock options outstanding to purchase shares of common stock (in shares) | shares | 2,918,000 | 0 | 2,831,000 | 0 | 0 | 3,042,000 | 3,036,000 | ||||||||
Total common and common equivalent shares outstanding (in shares) | shares | 165,563,000 | 90,374,000 | 165,377,000 | 88,945,000 | 97,496,000 | 132,491,000 | 96,421,000 | ||||||||
Net income (loss) per share—diluted: (in dollars per share) | $ / shares | $ 0.55 | $ 0.13 | $ 0.17 | $ (0.56) | $ (0.05) | $ 0.09 | $ 0.17 | $ 0.26 | $ 0 | $ 0.55 | $ (0.62) | $ (0.16) | $ 0.55 | $ 0.23 | |
Preferred Class A, B, and C | |||||||||||||||
Numerator: | |||||||||||||||
Add: dividends declared on Series A, B & C preferred stock | $ 0 | $ 0 | $ 0 | $ 0 | $ 0 | $ 181 | $ 181 | ||||||||
Denominator: | |||||||||||||||
Preferred stock, outstanding (in shares) | shares | 0 | 0 | 0 | 0 | 0 | 12,071,000 | 12,071,000 | ||||||||
Preferred Class D | |||||||||||||||
Numerator: | |||||||||||||||
Less: dividends declared on Series A, B, C & D preferred stock | $ 0 | $ 0 | $ 0 | $ 0 | $ 0 | $ (480) | $ 0 | ||||||||
Less: cumulative dividends on Series D preferred stock | 0 | (3,024) | 0 | (6,049) | (10,849) | (12,000) | (12,000) | ||||||||
Numerator: | |||||||||||||||
Add: dividends declared on Series D preferred stock | 0 | 0 | 0 | 0 | 0 | 480 | 0 | ||||||||
Add: cumulative dividends on Series D preferred stock | $ 0 | $ 0 | $ 0 | $ 0 | $ 0 | $ 12,000 | $ 0 | ||||||||
Denominator: | |||||||||||||||
Preferred stock, outstanding (in shares) | shares | 0 | 0 | 0 | 0 | 0 | 32,000,000 | 0 |
Net Income (Loss) Per Share - A
Net Income (Loss) Per Share - Antidilutive Shares (Details) - shares shares in Thousands | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2020 | Dec. 31, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2018 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||||||
Antidilutive securities (in shares) | 0 | 47,916 | 0 | 48,979 | 44,543 | 0 | 32,000 |
Stock Option | |||||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||||||
Antidilutive securities (in shares) | 0 | 3,845 | 0 | 4,908 | 4,161 | 0 | 0 |
Preferred Class A, B, and C | |||||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||||||
Antidilutive securities (in shares) | 0 | 12,071 | 0 | 12,071 | 10,871 | 0 | 0 |
Preferred Class D | |||||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||||||
Antidilutive securities (in shares) | 0 | 32,000 | 0 | 32,000 | 28,817 | 0 | 32,000 |
Segment Information (Details)
Segment Information (Details) $ in Thousands | 3 Months Ended | 6 Months Ended | 12 Months Ended | |||||||||||
Dec. 31, 2020USD ($) | Jun. 30, 2020USD ($) | Mar. 31, 2020USD ($) | Dec. 31, 2019USD ($) | Sep. 30, 2019USD ($) | Jun. 30, 2019USD ($) | Mar. 31, 2019USD ($) | Dec. 31, 2018USD ($) | Sep. 30, 2018USD ($) | Dec. 31, 2020USD ($)segment | Dec. 31, 2019USD ($) | Jun. 30, 2020USD ($) | Jun. 30, 2019USD ($) | Jun. 30, 2018USD ($) | |
Segment Reporting Information [Line Items] | ||||||||||||||
Number of reportable segments | segment | 3 | |||||||||||||
Revenue from Contract with Customer, Excluding Assessed Tax | $ 358,274 | $ 141,447 | $ 148,605 | $ 176,297 | $ 65,167 | $ 74,399 | $ 87,211 | $ 119,938 | $ 55,921 | $ 482,443 | $ 241,464 | $ 531,515 | $ 337,469 | $ 233,688 |
Operating Expenses | (228,753) | (107,329) | (340,835) | (171,616) | (377,461) | (232,176) | (183,753) | |||||||
Contingent Consideration And Other Nonoperating Expense | (21) | (3) | (43) | (16) | (30) | (15) | (9) | |||||||
Adjusted EBITDA | 129,500 | 68,965 | 141,565 | 69,832 | 154,024 | 105,278 | 49,926 | |||||||
Employee Benefits and Share-based Compensation | (1,336) | (9,241) | (2,259) | (9,263) | (9,498) | (86) | (67) | |||||||
Non-recurring expenses | (362) | (564) | (822) | (1,394) | (3,721) | (1,691) | (436) | |||||||
Business Combination, Contingent Consideration Arrangements, Change in Amount of Contingent Consideration, Liability | (395) | (1,153) | 0 | (375) | 0 | 0 | ||||||||
Depreciation, Depletion and Amortization | (3,590) | (1,728) | (6,937) | (3,168) | (7,993) | (4,702) | (3,468) | |||||||
Gain (Loss) on Disposition of Property Plant Equipment | (79) | (162) | 2 | (360) | (221) | (700) | ||||||||
INTEREST EXPENSE, NET | (6,782) | (6,178) | (13,543) | (6,883) | (25,761) | (1,660) | (929) | |||||||
Income Tax Expense (Benefit) | (26,540) | (12,184) | (25,436) | (11,744) | (25,016) | (22,034) | (6,619) | |||||||
NET INCOME | $ 90,416 | $ 20,049 | $ 23,716 | $ 39,070 | $ (1,688) | $ 12,886 | $ 22,238 | $ 34,663 | $ 2,792 | $ 91,253 | $ 37,382 | 81,147 | 72,579 | 34,899 |
Salary expense | 17,200 | 12,200 | 12,700 | |||||||||||
Professional fees | $ 8,700 | $ 4,200 | $ 4,200 | |||||||||||
Major Customer One | Customer Concentration Risk | Revenue from Contract with Customer Benchmark | ||||||||||||||
Segment Reporting Information [Line Items] | ||||||||||||||
Concentration risk, percentage | 30.00% | 33.00% | 27.00% | 29.00% | 26.00% | 23.00% | 14.00% | |||||||
Major Customer Two | Customer Concentration Risk | Revenue from Contract with Customer Benchmark | ||||||||||||||
Segment Reporting Information [Line Items] | ||||||||||||||
Concentration risk, percentage | 22.00% | 20.00% | 20.00% | 19.00% | 18.00% | 14.00% | 13.00% | |||||||
Major Customer Three | Customer Concentration Risk | Revenue from Contract with Customer Benchmark | ||||||||||||||
Segment Reporting Information [Line Items] | ||||||||||||||
Concentration risk, percentage | 18.00% | 14.00% | 15.00% | 12.00% | 11.00% | 12.00% | 13.00% | |||||||
Corporate, Non-Segment [Member] | ||||||||||||||
Segment Reporting Information [Line Items] | ||||||||||||||
Revenue from Contract with Customer, Excluding Assessed Tax | $ (852) | $ (124) | $ (2,243) | $ (200) | $ (1,314) | $ (335) | $ (286) | |||||||
Operating Expenses | (12,746) | (6,775) | (22,264) | (12,188) | (26,881) | (18,184) | (18,657) | |||||||
Contingent Consideration And Other Nonoperating Expense | (21) | (3) | (43) | (16) | (30) | (15) | (9) | |||||||
Adjusted EBITDA | (13,619) | (6,902) | (24,550) | (12,404) | (28,225) | (18,534) | (18,952) | |||||||
Salary expense | 8,400 | 3,300 | 15,000 | 6,500 | ||||||||||
Professional fees | 3,300 | 2,800 | 6,300 | 4,400 | ||||||||||
Senior | ||||||||||||||
Segment Reporting Information [Line Items] | ||||||||||||||
Revenue from Contract with Customer, Excluding Assessed Tax | 315,510 | 138,875 | 388,709 | 166,458 | 361,673 | 192,257 | 102,408 | |||||||
Senior | Operating Segments | ||||||||||||||
Segment Reporting Information [Line Items] | ||||||||||||||
Revenue from Contract with Customer, Excluding Assessed Tax | 315,510 | 138,875 | 388,709 | 166,458 | 361,673 | 192,257 | 102,408 | |||||||
Operating Expenses | (180,955) | (70,765) | (245,252) | (100,288) | (215,935) | (102,083) | (65,720) | |||||||
Contingent Consideration And Other Nonoperating Expense | 0 | 0 | 0 | 0 | 0 | 0 | 0 | |||||||
Adjusted EBITDA | 134,555 | 68,110 | 143,457 | 66,170 | 145,738 | 90,174 | 36,688 | |||||||
Life | ||||||||||||||
Segment Reporting Information [Line Items] | ||||||||||||||
Revenue from Contract with Customer, Excluding Assessed Tax | 36,375 | 28,980 | 79,198 | 56,587 | 129,967 | 110,493 | 98,218 | |||||||
Life | Operating Segments | ||||||||||||||
Segment Reporting Information [Line Items] | ||||||||||||||
Revenue from Contract with Customer, Excluding Assessed Tax | 36,375 | 28,980 | 79,198 | 56,587 | 129,967 | 110,493 | 98,218 | |||||||
Operating Expenses | (29,961) | (22,740) | (62,307) | (44,528) | (102,155) | (84,672) | (75,249) | |||||||
Contingent Consideration And Other Nonoperating Expense | 0 | 0 | 0 | 0 | 0 | 0 | 0 | |||||||
Adjusted EBITDA | 6,414 | 6,240 | 16,891 | 12,059 | 27,812 | 25,821 | 22,969 | |||||||
Auto & Home | ||||||||||||||
Segment Reporting Information [Line Items] | ||||||||||||||
Revenue from Contract with Customer, Excluding Assessed Tax | 7,241 | 8,566 | 16,779 | 18,619 | 41,189 | 35,054 | 33,348 | |||||||
Auto & Home | Operating Segments | ||||||||||||||
Segment Reporting Information [Line Items] | ||||||||||||||
Revenue from Contract with Customer, Excluding Assessed Tax | 7,241 | 8,566 | 16,779 | 18,619 | 41,189 | 35,054 | 33,348 | |||||||
Operating Expenses | (5,091) | (7,049) | (11,012) | (14,612) | (32,490) | (27,237) | (24,127) | |||||||
Contingent Consideration And Other Nonoperating Expense | 0 | 0 | 0 | 0 | 0 | 0 | 0 | |||||||
Adjusted EBITDA | $ 2,150 | $ 1,517 | $ 5,767 | $ 4,007 | $ 8,699 | $ 7,817 | $ 9,221 |
Related-Party Transactions (Det
Related-Party Transactions (Details) - USD ($) | May 01, 2020 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2020 | Dec. 31, 2019 | Jun. 30, 2020 | Jun. 30, 2019 |
Related Party Transaction [Line Items] | |||||||
Related party expense | $ 8,000,000 | $ 5,200,000 | |||||
Accounts receivable, related parties | $ 500,000 | $ 500,000 | $ 0 | $ 400,000 | |||
InsideResponse | |||||||
Related Party Transaction [Line Items] | |||||||
Percentage of voting interests acquired | 100.00% | ||||||
Business Combination, Consideration Transferred | $ 67,092,000 | $ 67,213,000 | |||||
Immediate Family Member of Management or Principal Owner | InsideResponse | |||||||
Related Party Transaction [Line Items] | |||||||
Business Combination, Consideration Transferred | $ 65,000,000 | ||||||
Management | InsideResponse | |||||||
Related Party Transaction [Line Items] | |||||||
Revenue from related parties | $ 900,000 | $ 1,300,000 |
Summary of Business and Signi_7
Summary of Business and Significant Accounting Policies - Initial Public Offering (Details) $ / shares in Units, $ in Millions | May 26, 2020USD ($)$ / sharesshares | Feb. 28, 2020 | Jun. 30, 2020shares | Jun. 30, 2019shares |
Subsidiary, Sale of Stock [Line Items] | ||||
Common stock, shares issued (in shares) | 162,190,730 | 90,619,204 | ||
Stock split, conversion ratio | 8 | |||
IPO | ||||
Subsidiary, Sale of Stock [Line Items] | ||||
Sale of stock, price per share (in dollars per share) | $ / shares | $ 20 | |||
Proceeds from initial public offering | $ | $ 333.1 | |||
Number of shares issued in transaction (in shares) | 18,000,000 |
Summary of Business and Signi_8
Summary of Business and Significant Accounting Policies - Stock Split (Details) | Feb. 28, 2020shares | Jun. 30, 2020shares | Feb. 27, 2020shares | Jun. 30, 2019shares |
Accounting Policies [Abstract] | ||||
Stock split, conversion ratio | 8 | |||
Common stock, shares authorized (in shares) | 700,000,000 | 700,000,000 | 23,000,000 | 184,000,000 |
Summary of Business and Signi_9
Summary of Business and Significant Accounting Policies - Treasury Share Retirement (Details) - USD ($) $ in Thousands | Mar. 30, 2020 | Jun. 30, 2020 | Jun. 30, 2019 |
Class of Stock [Line Items] | |||
Treasury stock retired (in shares) | 4,000,000 | ||
Treasury stock (in shares) | 0 | 4,041,223 | |
Treasury stock retired | $ (195) | ||
Retained Earnings/(Accumulated Deficit) | |||
Class of Stock [Line Items] | |||
Treasury stock retired | 77,044 | ||
Common Stock [Member] | |||
Class of Stock [Line Items] | |||
Treasury stock retired | 100 | ||
Preferred Stock | |||
Class of Stock [Line Items] | |||
Treasury stock retired | $ 200 |
Summary of Business and Sign_10
Summary of Business and Significant Accounting Policies - Equity Issuance Costs (Details) - USD ($) | 1 Months Ended | 2 Months Ended | 6 Months Ended | 12 Months Ended | |||
May 31, 2020 | May 31, 2020 | Dec. 31, 2020 | Dec. 31, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2018 | |
Class of Stock [Line Items] | |||||||
Payments of stock issuance costs | $ 0 | ||||||
IPO | |||||||
Class of Stock [Line Items] | |||||||
Payments of stock issuance costs | $ 26,900,000 | $ 3,911,000 | $ 1,603,000 | $ 3,218,000 | $ 0 | $ 0 | |
Preferred Class E | |||||||
Class of Stock [Line Items] | |||||||
Payments of stock issuance costs | $ 5,600,000 |
Summary of Business and Sign_11
Summary of Business and Significant Accounting Policies - Concentrations of Credit Risk (Details) - Customer Concentration Risk | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2020 | Dec. 31, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2018 | |
Major Customer One | Accounts And Commission Receivable | |||||||
Concentration Risk [Line Items] | |||||||
Concentration risk, percentage | 26.00% | 20.00% | |||||
Major Customer One | Revenue from Contract with Customer Benchmark | |||||||
Concentration Risk [Line Items] | |||||||
Concentration risk, percentage | 30.00% | 33.00% | 27.00% | 29.00% | 26.00% | 23.00% | 14.00% |
Major Customer Two | Accounts And Commission Receivable | |||||||
Concentration Risk [Line Items] | |||||||
Concentration risk, percentage | 20.00% | 17.00% | |||||
Major Customer Two | Revenue from Contract with Customer Benchmark | |||||||
Concentration Risk [Line Items] | |||||||
Concentration risk, percentage | 22.00% | 20.00% | 20.00% | 19.00% | 18.00% | 14.00% | 13.00% |
Major Customer Three | Accounts And Commission Receivable | |||||||
Concentration Risk [Line Items] | |||||||
Concentration risk, percentage | 10.00% | ||||||
Major Customer Three | Revenue from Contract with Customer Benchmark | |||||||
Concentration Risk [Line Items] | |||||||
Concentration risk, percentage | 18.00% | 14.00% | 15.00% | 12.00% | 11.00% | 12.00% | 13.00% |
Summary of Business and Sign_12
Summary of Business and Significant Accounting Policies - Property and Equipment and Capitalized Software (Details) | 12 Months Ended |
Jun. 30, 2020 | |
Property, Plant and Equipment [Line Items] | |
Capitalized computer software, amortization period | 3 years |
Computer hardware | |
Property, Plant and Equipment [Line Items] | |
Property equipment, useful life | 3 years |
Equipment | Minimum | |
Property, Plant and Equipment [Line Items] | |
Property equipment, useful life | 3 years |
Equipment | Maximum | |
Property, Plant and Equipment [Line Items] | |
Property equipment, useful life | 4 years |
Furniture and fixtures | |
Property, Plant and Equipment [Line Items] | |
Property equipment, useful life | 7 years |
Summary of Business and Sign_13
Summary of Business and Significant Accounting Policies - Commission Advanaces (Details) - USD ($) $ in Millions | Jun. 30, 2020 | Jun. 30, 2019 |
Accounting Policies [Abstract] | ||
Commission advances | $ 1.7 | $ 2 |
Summary of Business and Sign_14
Summary of Business and Significant Accounting Policies - Operating Leases (Details) - USD ($) $ in Millions | Jun. 30, 2020 | Jun. 30, 2019 |
Accounting Policies [Abstract] | ||
Deferred rent | $ 12.9 | $ 8.5 |
Summary of Business and Sign_15
Summary of Business and Significant Accounting Policies - Advertising Expense (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2018 | |
Accounting Policies [Abstract] | |||
Advertising expense | $ 162.8 | $ 99.9 | $ 74.6 |
Summary of Business and Sign_16
Summary of Business and Significant Accounting Policies - Recent Accounting Pronouncements (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jun. 30, 2020 | Dec. 31, 2020 | Jul. 01, 2020 | |
Subsequent Event [Line Items] | |||
Accounting Standards Update [Extensible List] | us-gaap:AccountingStandardsUpdate201609Member | ||
OPERATING LEASE RIGHT-OF-USE ASSETS | $ 0 | $ 29,182 | $ 29,700 |
Lease liability | $ 42,051 | 41,300 | |
Subsequent Event | |||
Subsequent Event [Line Items] | |||
OPERATING LEASE RIGHT-OF-USE ASSETS | 41,300 | ||
Lease liability | $ 29,700 |
Acquisitions - Narrative (Det_2
Acquisitions - Narrative (Details) $ in Thousands | Feb. 01, 2021USD ($) | May 01, 2020USD ($)day | Jun. 30, 2020USD ($) | Dec. 31, 2020USD ($) | Dec. 31, 2020USD ($) | Dec. 31, 2019USD ($) | Jun. 30, 2020USD ($) | Jun. 30, 2019USD ($) | Jun. 30, 2018USD ($) |
Business Acquisition [Line Items] | |||||||||
Earnout liability | $ 30,812 | $ 31,966 | $ 31,966 | $ 30,812 | $ 0 | ||||
Fair value adjustments to contingent earnout obligations | 395 | $ 1,153 | $ 0 | $ 375 | $ 0 | $ 0 | |||
Estimated life | 5 years 10 months 24 days | 6 years 4 months 24 days | 8 years | ||||||
Subsequent Event | |||||||||
Business Acquisition [Line Items] | |||||||||
Business Combination, Consideration Transferred | $ 30,000 | ||||||||
Payments to acquire businesses, gross | 24,000 | ||||||||
Contingent consideration, liability | 3,500 | ||||||||
Purchase consideration, net | 33,500 | ||||||||
Holdback for indemnification claims | $ 6,000 | ||||||||
Minimum | |||||||||
Business Acquisition [Line Items] | |||||||||
Estimated life | 2 years | ||||||||
Maximum | |||||||||
Business Acquisition [Line Items] | |||||||||
Estimated life | 7 years | ||||||||
InsideResponse | |||||||||
Business Acquisition [Line Items] | |||||||||
Percentage of voting interests acquired | 100.00% | ||||||||
Business Combination, Consideration Transferred | $ 67,092 | $ 67,213 | |||||||
Payments to acquire businesses, gross | 32,700 | ||||||||
Contingent consideration, liability | 32,300 | ||||||||
Business Combination, Acquisition Related Costs | $ 1,000 | ||||||||
Liabilities arising from contingencies, period after accountant reviewed financial statements | 15 days | ||||||||
Liabilities arising from contingencies, valuation based on the average closing price of common stock, period | day | 10 | ||||||||
Business combination, liabilities arising from contingencies, minimum gross profit target | $ 12,300 | ||||||||
Earnout liability | 30,400 | ||||||||
Fair value adjustments to contingent earnout obligations | 400 | $ 1,200 | 400 | ||||||
Business acquisition, goodwill, expected tax deductible amount | 5,000 | $ 5,000 | $ 5,000 | $ 5,000 | |||||
Business combination, pro forma information, revenue of acquiree since acquisition date, actual | $ 4,600 | ||||||||
Purchase consideration, net | $ 65,000 | ||||||||
InsideResponse | Measurement Input, Default Rate | |||||||||
Business Acquisition [Line Items] | |||||||||
Earnout liability, discount rate | 0.0500 | ||||||||
InsideResponse | Minimum | |||||||||
Business Acquisition [Line Items] | |||||||||
Estimated life | 2 years | ||||||||
InsideResponse | Maximum | |||||||||
Business Acquisition [Line Items] | |||||||||
Estimated life | 7 years | ||||||||
InsideResponse | Forecast | |||||||||
Business Acquisition [Line Items] | |||||||||
Earn-out consideration transferred as a percent, cash amount | 65.00% | ||||||||
Earn-out consideration transferred as a percent, equity amount | 35.00% |
Acquisitions - Consideration _2
Acquisitions - Consideration (Details) - USD ($) $ in Thousands | May 01, 2020 | Dec. 31, 2020 | Dec. 31, 2020 | Jun. 30, 2020 |
Business Acquisition [Line Items] | ||||
Goodwill purchase accounting adjustments | $ (121) | |||
InsideResponse | ||||
Business Acquisition [Line Items] | ||||
Base purchase price | $ 32,700 | $ 32,700 | ||
Fair value of earnout | 30,437 | 30,437 | ||
Net working capital true-up | 3,527 | 3,648 | ||
Closing cash | 904 | 904 | ||
Business Combination, Closing Indebtedness | (476) | |||
Business Combination, Consideration Transferred, Liabilities Incurred | 476 | |||
Business Combination, Consideration Transferred | $ 67,092 | $ 67,213 | ||
Goodwill purchase accounting adjustments | $ 100 |
Acquisitions, Estimated Fair Va
Acquisitions, Estimated Fair Value Of Assets Acquired And Liabilities Assumed (Details) - USD ($) $ in Thousands | May 01, 2020 | Dec. 31, 2020 | Jun. 30, 2020 | Jun. 30, 2019 |
Business Acquisition [Line Items] | ||||
Goodwill | $ 46,456 | $ 46,577 | $ 5,364 | |
Estimated life | 5 years 10 months 24 days | 6 years 4 months 24 days | 8 years | |
Minimum | ||||
Business Acquisition [Line Items] | ||||
Estimated life | 2 years | |||
Maximum | ||||
Business Acquisition [Line Items] | ||||
Estimated life | 7 years | |||
InsideResponse | ||||
Business Acquisition [Line Items] | ||||
Cash and cash equivalents | $ 955 | |||
Accounts receivable | 8,220 | |||
Other current assets | 459 | |||
Property and equipment, net | 51 | |||
Accounts payable | (2,922) | |||
Accrued expenses | (737) | |||
Other current liabilities | (8) | |||
Other liabilities | (1) | |||
Net tangible assets acquired | 6,017 | |||
Goodwill | 41,213 | |||
Total intangible assets acquired | 61,196 | |||
Net assets acquired | $ 67,213 | |||
InsideResponse | Minimum | ||||
Business Acquisition [Line Items] | ||||
Estimated life | 2 years | |||
InsideResponse | Maximum | ||||
Business Acquisition [Line Items] | ||||
Estimated life | 7 years | |||
Trade Name | InsideResponse | ||||
Business Acquisition [Line Items] | ||||
Intangible assets | $ 2,680 | |||
Estimated life | 5 years | |||
Proprietary Software | InsideResponse | ||||
Business Acquisition [Line Items] | ||||
Intangible assets | $ 1,042 | |||
Proprietary Software | InsideResponse | Minimum | ||||
Business Acquisition [Line Items] | ||||
Estimated life | 2 years | |||
Proprietary Software | InsideResponse | Maximum | ||||
Business Acquisition [Line Items] | ||||
Estimated life | 5 years | |||
Non-compete agreements | InsideResponse | ||||
Business Acquisition [Line Items] | ||||
Intangible assets | $ 192 | |||
Estimated life | 3 years | |||
Customer relationships | InsideResponse | ||||
Business Acquisition [Line Items] | ||||
Intangible assets | $ 16,069 | |||
Estimated life | 7 years |
Property And Equipment_Net - _2
Property And Equipment—Net - Summary (Details) - USD ($) $ in Thousands | Dec. 31, 2020 | Jun. 30, 2020 | Jun. 30, 2019 |
Property, Plant and Equipment [Line Items] | |||
Property and equipment, gross | $ 36,490 | $ 22,985 | |
Less accumulated depreciation | $ (16,577) | (14,340) | (9,226) |
Property and equipment—net | 22,150 | 13,759 | |
Property and equipment—net | 41,089 | 36,490 | |
PROPERTY AND EQUIPMENT—Net | 24,512 | 22,150 | |
Computer hardware | |||
Property, Plant and Equipment [Line Items] | |||
Property and equipment, gross | 14,135 | 9,829 | 5,674 |
Equipment | |||
Property, Plant and Equipment [Line Items] | |||
Property and equipment, gross | 2,443 | 1,769 | |
Property and equipment—net | 2,333 | 2,443 | |
Leasehold improvements | |||
Property, Plant and Equipment [Line Items] | |||
Property and equipment, gross | 19,381 | 17,692 | 11,504 |
Furniture and fixtures | |||
Property, Plant and Equipment [Line Items] | |||
Property and equipment, gross | 5,173 | 5,259 | 3,646 |
Work in progress | |||
Property, Plant and Equipment [Line Items] | |||
Property and equipment, gross | $ 67 | $ 1,267 | $ 392 |
Property And Equipment_Net - _3
Property And Equipment—Net - Narrative (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2020 | Dec. 31, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2018 | |
Property, Plant and Equipment [Abstract] | |||||||
Depreciation | $ 2 | $ 1.3 | $ 3.6 | $ 2.4 | $ 5.2 | $ 3.7 | $ 3.4 |
Software_Net - Summary (Detai_2
Software—Net - Summary (Details) - USD ($) $ in Thousands | Dec. 31, 2020 | Jun. 30, 2020 | Jun. 30, 2019 |
Finite-Lived Intangible Assets [Line Items] | |||
Software, gross | $ 15,643 | $ 12,921 | $ 8,943 |
Less accumulated amortization | (5,558) | (4,522) | (4,048) |
Software—net | 10,085 | 8,399 | 4,895 |
Software | |||
Finite-Lived Intangible Assets [Line Items] | |||
Software, gross | 13,003 | 10,999 | 7,067 |
Work in progress | |||
Finite-Lived Intangible Assets [Line Items] | |||
Software, gross | $ 2,640 | $ 1,922 | $ 1,876 |
Software_Net - Narrative (Det_2
Software—Net - Narrative (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2020 | Dec. 31, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2018 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |||||||
Capitalized software costs in the period | $ 1.6 | $ 1.2 | $ 3.2 | $ 2.4 | $ 5.8 | $ 4.1 | $ 0.4 |
Capitalized software amortization | 0.8 | 0.4 | 1.7 | 0.7 | 2.2 | 0.9 | 0.6 |
Finite-Lived Intangible Assets [Line Items] | |||||||
Capitalized software amortization | $ 0.8 | $ 0.4 | $ 1.7 | $ 0.7 | $ 2.2 | $ 0.9 | $ 0.6 |
Supplemental Financial Statem_3
Supplemental Financial Statement Information - Cash, Cash Equivalents, and Restricted Cash (Details) - USD ($) $ in Thousands | Dec. 31, 2020 | Jun. 30, 2020 | Dec. 31, 2019 | Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2017 |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||||||
Cash | $ 20,395 | $ 570 | ||||
Money Market Funds, at Carrying Value | 300,670 | 0 | ||||
Cash and Cash Equivalents, at Carrying Value, Total | $ 209,739 | 321,065 | $ 14,987 | 570 | ||
Restricted cash | 36,168 | 47,805 | 0 | |||
Cash, Cash Equivalents, Restricted Cash and Restricted Cash Equivalents, Total | $ 245,907 | $ 368,870 | $ 77,869 | $ 570 | $ 958 | $ 342 |
Supplemental Financial Statem_4
Supplemental Financial Statement Information - Other Current Assets (Details) - USD ($) $ in Thousands | Dec. 31, 2020 | Jun. 30, 2020 | Jun. 30, 2019 |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |||
Prepaid expenses | $ 7,257 | $ 2,984 | |
Other receivables | 2,036 | 2,958 | |
Other | 828 | 508 | |
Total other current assets | $ 7,383 | $ 10,121 | $ 6,450 |
Supplemental Financial Statem_5
Supplemental Financial Statement Information - Other Current Liabilities (Details) - USD ($) $ in Thousands | Dec. 31, 2020 | Jun. 30, 2020 | Jun. 30, 2019 |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |||
Contract with Customer, Liability, Current | $ 17,300 | $ 1,738 | $ 2,024 |
Derivative Liability, Current | 1,669 | 0 | |
Deferred Rent Credit, Current | 1,488 | 1,030 | |
Accrued Rent, Current | 49 | 33 | |
Other Liabilities, Current, Total | $ 20,938 | $ 4,944 | $ 3,087 |
Supplemental Financial Statem_6
Supplemental Financial Statement Information - Other Long-term Liabilities (Details) - USD ($) $ in Thousands | Dec. 31, 2020 | Jun. 30, 2020 | Jun. 30, 2019 |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |||
Deferred Rent Credit, Noncurrent | $ 11,451 | $ 7,488 | |
Accrued Rent, Noncurrent | 59 | 79 | |
Other | 3,125 | 0 | |
Other Liabilities, Noncurrent, Total | $ 5,480 | $ 14,635 | $ 7,567 |
Intangible Assets and Goodwil_8
Intangible Assets and Goodwill - Carrying Amounts of Goodwill and Intangible Assets (Details) - USD ($) $ in Thousands | May 01, 2020 | Dec. 31, 2020 | Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2021 |
Finite-Lived Intangible Assets [Line Items] | |||||
Finite-lived intangible assets, gross | $ 20,836 | $ 20,836 | $ 853 | ||
Finite-lived intangible assets, accumulated amortization | (2,821) | (1,163) | (635) | ||
Finite-lived intangible assets, net carrying amount | $ 18,015 | $ 19,673 | $ 218 | ||
Estimated life | 5 years 10 months 24 days | 6 years 4 months 24 days | 8 years | ||
Goodwill | $ 46,456 | $ 46,577 | $ 5,364 | ||
InsideResponse | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Goodwill | $ 41,213 | ||||
Auto & Home | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Goodwill | 5,364 | 5,364 | 5,364 | ||
Senior | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Goodwill | 41,092 | 41,213 | 0 | ||
Customer relationships | InsideResponse | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Finite-lived intangible assets, gross | 16,069 | 16,069 | 0 | ||
Finite-lived intangible assets, accumulated amortization | (1,530) | (331) | 0 | ||
Finite-lived intangible assets, net carrying amount | 14,539 | 15,738 | 0 | ||
Estimated life | 7 years | ||||
Customer relationships | Auto & Home | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Finite-lived intangible assets, gross | 853 | 853 | 853 | ||
Finite-lived intangible assets, accumulated amortization | (699) | (680) | (635) | ||
Finite-lived intangible assets, net carrying amount | 154 | 173 | 218 | ||
Trade Name | InsideResponse | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Finite-lived intangible assets, gross | 2,680 | 2,680 | 0 | ||
Finite-lived intangible assets, accumulated amortization | (357) | (88) | 0 | ||
Finite-lived intangible assets, net carrying amount | 2,323 | 2,592 | 0 | ||
Estimated life | 5 years | ||||
Proprietary Software-5 year | InsideResponse | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Finite-lived intangible assets, gross | 780 | 780 | 0 | ||
Finite-lived intangible assets, accumulated amortization | (104) | (26) | 0 | ||
Finite-lived intangible assets, net carrying amount | 676 | 754 | 0 | ||
Proprietary Software-2 year | InsideResponse | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Finite-lived intangible assets, gross | 262 | 262 | 0 | $ 262 | |
Finite-lived intangible assets, accumulated amortization | (88) | (22) | 0 | ||
Finite-lived intangible assets, net carrying amount | 174 | 240 | 0 | ||
Non-compete agreements | InsideResponse | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Finite-lived intangible assets, gross | 192 | 192 | 0 | ||
Finite-lived intangible assets, accumulated amortization | (43) | (16) | 0 | ||
Finite-lived intangible assets, net carrying amount | $ 149 | $ 176 | $ 0 | ||
Estimated life | 3 years |
Intangible Assets and Goodwil_9
Intangible Assets and Goodwill - Narrative (Details) - USD ($) | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2020 | Dec. 31, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2018 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |||||||
Goodwill, impairment | $ 0 | $ 0 | $ 0 | $ 0 | |||
Amortization of intangible assets | $ 800,000 | $ 100,000 | $ 1,700,000 | $ 100,000 | $ 500,000 | $ 100,000 | $ 100,000 |
Intangible Assets and Goodwi_10
Intangible Assets and Goodwill - Goodwill Rollforward (Details) $ in Thousands | 6 Months Ended |
Dec. 31, 2020USD ($) | |
Goodwill [Roll Forward] | |
Goodwill, beginning balance | $ 46,577 |
Measurement period adjustments | (121) |
Goodwill, ending balance | $ 46,456 |
Intangible Assets and Goodwi_11
Intangible Assets and Goodwill - Schedule of Future Amortization (Details) - USD ($) $ in Thousands | Dec. 31, 2020 | Jun. 30, 2020 | Jun. 30, 2019 |
Finite-Lived Intangible Assets [Line Items] | |||
Remainder of fiscal 2021 | $ 1,611 | ||
2022 | 3,193 | $ 3,226 | |
2023 | 3,069 | 3,198 | |
2024 | 3,011 | 3,075 | |
2025 | 2,892 | 3,018 | |
2025 | 2,901 | ||
Thereafter | 4,255 | ||
Thereafter | 4,239 | ||
Finite-lived intangible assets, net carrying amount | 18,015 | 19,673 | $ 218 |
Customer relationships | InsideResponse | |||
Finite-Lived Intangible Assets [Line Items] | |||
Remainder of fiscal 2021 | 1,148 | ||
2022 | 2,296 | 2,303 | |
2023 | 2,296 | 2,303 | |
2024 | 2,296 | 2,303 | |
2025 | 2,296 | 2,303 | |
2025 | 2,303 | ||
Thereafter | 4,223 | ||
Thereafter | 4,207 | ||
Finite-lived intangible assets, net carrying amount | 14,539 | 15,738 | 0 |
Customer relationships | Auto & Home | |||
Finite-Lived Intangible Assets [Line Items] | |||
Remainder of fiscal 2021 | 19 | ||
2022 | 32 | 38 | |
2023 | 28 | 32 | |
2024 | 23 | 28 | |
2025 | 20 | 23 | |
2025 | 20 | ||
Thereafter | 32 | ||
Thereafter | 32 | ||
Finite-lived intangible assets, net carrying amount | 154 | 173 | 218 |
Trade Name | InsideResponse | |||
Finite-Lived Intangible Assets [Line Items] | |||
Remainder of fiscal 2021 | 268 | ||
2022 | 536 | 536 | |
2023 | 536 | 536 | |
2024 | 536 | 536 | |
2025 | 447 | 536 | |
2025 | 448 | ||
Thereafter | 0 | ||
Thereafter | 0 | ||
Finite-lived intangible assets, net carrying amount | 2,323 | 2,592 | 0 |
Software | InsideResponse | |||
Finite-Lived Intangible Assets [Line Items] | |||
Remainder of fiscal 2021 | 144 | ||
2022 | 265 | 287 | |
2023 | 156 | 265 | |
2024 | 156 | 156 | |
2025 | 129 | 156 | |
2025 | 130 | ||
Thereafter | 0 | ||
Thereafter | 0 | ||
Finite-lived intangible assets, net carrying amount | 850 | 994 | |
Non-compete agreements | InsideResponse | |||
Finite-Lived Intangible Assets [Line Items] | |||
Remainder of fiscal 2021 | 32 | ||
2022 | 64 | 62 | |
2023 | 53 | 62 | |
2024 | 0 | 52 | |
2025 | 0 | 0 | |
2025 | 0 | ||
Thereafter | 0 | ||
Thereafter | 0 | ||
Finite-lived intangible assets, net carrying amount | $ 149 | $ 176 | $ 0 |
Employee Benefit Plans (Details
Employee Benefit Plans (Details) - USD ($) $ in Millions | Oct. 01, 2020 | May 21, 2020 | Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2018 |
Deferred Compensation Arrangement with Individual, Share-based Payments [Line Items] | |||||
Employer matching contribution, percent | 2.00% | ||||
Defined contribution plan, cost | $ 2.1 | $ 1.5 | $ 0.9 | ||
Self insurance reserve | $ 0.7 | ||||
Employee Stock Purchase Plan 2020 | |||||
Deferred Compensation Arrangement with Individual, Share-based Payments [Line Items] | |||||
Purchase price of common stock, percent | 95.00% | 95.00% | |||
Minimum purchase price of common stock as a percent of offering date fair value, percent | 85.00% | 85.00% | |||
Minimum purchase price of common stock as a percent of common stock exercise date fair value, percent | 85.00% | 85.00% | |||
Number of shares available for grant (in shares) | 1,400,000 |
Derivative Instruments and H_10
Derivative Instruments and Hedging Activities - Narrative (Details) | May 29, 2020USD ($) | Dec. 31, 2020USD ($) | Dec. 31, 2020USD ($) | Jun. 30, 2020USD ($) | Nov. 05, 2019USD ($) |
Derivative [Line Items] | |||||
Unrealized loss, net of taxes | $ 116,000 | $ 234,000 | $ (41,000) | ||
Cash flow hedge gain to be reclassified during next 12 months | 600,000 | 600,000 | 600,000 | ||
Interest expense | |||||
Derivative [Line Items] | |||||
Unrealized loss, net of taxes | 155,000 | 311,000 | $ 100,000 | ||
Interest Rate Swap | |||||
Derivative [Line Items] | |||||
Derivative, notional amount | $ 325,000,000 | ||||
Tranche One | |||||
Derivative [Line Items] | |||||
Derivative, amount of notional amount per tranche, percent | 84.60% | ||||
Tranche One | Long-term Debt | |||||
Derivative [Line Items] | |||||
Derivative, amount of hedged item | $ 275,000,000 | ||||
Tranche Two | |||||
Derivative [Line Items] | |||||
Derivative, amount of notional amount per tranche, percent | 15.40% | ||||
Tranche Two | Long-term Debt | |||||
Derivative [Line Items] | |||||
Derivative, amount of hedged item | $ 50,000,000 | ||||
LIBOR | Interest Rate Swap | |||||
Derivative [Line Items] | |||||
Derivative, exchange floating rate floor | 0.01 | ||||
Derivative, exchange floating rate basis spread | 6.00% | ||||
Base Rate | Interest Rate Swap | |||||
Derivative [Line Items] | |||||
Derivative, basis spread on variable rate | 1.188% | ||||
Secured Debt | Line of Credit | |||||
Derivative [Line Items] | |||||
Debt instrument, face amount | $ 425,000,000 | ||||
Line of credit facility, maximum borrowing capacity | $ 425,000,000 | $ 425,000,000 | |||
Secured Debt | Line of Credit | Base Rate | |||||
Derivative [Line Items] | |||||
Derivative, fixed interest rate | 6.00% |
Derivative Instruments and H_11
Derivative Instruments and Hedging Activities - Balance Sheet Location (Details) - USD ($) $ in Thousands | Dec. 31, 2020 | Jun. 30, 2020 | Jun. 30, 2019 |
Interest Rate Swap | Other Current Liabilities | |||
Derivative [Line Items] | |||
Cash flow hedge | $ (1,853) | $ (1,669) | $ 0 |
Derivative Instruments and H_12
Derivative Instruments and Hedging Activities - Schedule of Unrealized (Losses) Gains in Accumulated Other Comprehensive Loss (Details) - Interest Rate Swap - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | 12 Months Ended |
Dec. 31, 2020 | Dec. 31, 2020 | Jun. 30, 2020 | |
Derivative [Line Items] | |||
Unrealized loss, before taxes | $ 0 | $ (498) | $ 1,669 |
Income tax benefit | 0 | (123) | 415 |
Unrealized loss, net of taxes | $ 0 | $ (375) | $ 1,254 |
Derivative Instruments and H_13
Derivative Instruments and Hedging Activities - Reclassified From Other Comprehensive Income (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | 12 Months Ended |
Dec. 31, 2020 | Dec. 31, 2020 | Jun. 30, 2020 | |
Derivative Instruments, Gain (Loss) [Line Items] | |||
Unrealized loss, net of taxes | $ 116 | $ 234 | $ (41) |
Interest expense | |||
Derivative Instruments, Gain (Loss) [Line Items] | |||
Unrealized loss, net of taxes | 155 | 311 | $ 100 |
Income tax benefit | |||
Derivative Instruments, Gain (Loss) [Line Items] | |||
Unrealized loss, net of taxes | $ (39) | $ (77) |
Derivative Instruments and H_14
Derivative Instruments and Hedging Activities - Change in Accumulated Other Comprehensive Income (Details) $ in Thousands | 6 Months Ended |
Dec. 31, 2020USD ($) | |
AOCI Attributable to Parent, Net of Tax [Roll Forward] | |
Beginning balance | $ 545,689 |
Ending balance | 634,135 |
Reclassification from AOCI, current period, tax | 100 |
Accumulated Gain (Loss), Net, Cash Flow Hedge, Parent | |
AOCI Attributable to Parent, Net of Tax [Roll Forward] | |
Beginning balance | (1,254) |
Unrealized losses, net of related tax benefit of $0.1 million | (375) |
Amount reclassified into earnings, net of related taxes of $0.1 million | 234 |
Ending balance | (1,395) |
Other comprehensive income (loss) before reclassifications, tax | $ 100 |
Leases - Narrative (Details)_2
Leases - Narrative (Details) $ in Thousands | 3 Months Ended | 6 Months Ended |
Dec. 31, 2020USD ($) | Dec. 31, 2020USD ($) | |
Lessee, Lease, Description [Line Items] | ||
Sublease income | $ 170 | $ 235 |
Operating lease costs | 1,952 | 3,879 |
Operating lease not yet commenced, liability | $ 2,800 | $ 2,800 |
Minimum | ||
Lessee, Lease, Description [Line Items] | ||
Operating lease, term | 1 year | 1 year |
Maximum | ||
Lessee, Lease, Description [Line Items] | ||
Operating lease, term | 9 years | 9 years |
Leases - Schedule of Right of_2
Leases - Schedule of Right of Use Assets and Liabilities (Details) - USD ($) $ in Thousands | Dec. 31, 2020 | Jul. 01, 2020 | Jun. 30, 2020 |
Assets | |||
Operating lease right-of-use assets | $ 29,182 | $ 29,700 | $ 0 |
Property and equipment - net | 101 | ||
Total lease right-of-use assets | 29,283 | ||
Current | |||
Operating lease liabilities—current | 5,093 | 0 | |
Other current liabilities | 122 | ||
Non-current | |||
Operating lease liabilities | 36,958 | $ 0 | |
Other liabilities | 33 | ||
Total lease liabilities | $ 42,206 |
Leases - Schedule of Lease Co_2
Leases - Schedule of Lease Costs (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended |
Dec. 31, 2020 | Dec. 31, 2020 | |
Leases [Abstract] | ||
Finance lease costs | $ 58 | $ 125 |
Operating lease costs | 1,952 | 3,879 |
Short-term lease costs | 58 | 125 |
Variable lease costs | 449 | 714 |
Sublease income | (170) | (235) |
Total net lease costs | $ 2,347 | $ 4,608 |
Leases - Supplemental Informa_2
Leases - Supplemental Information (Details) $ in Thousands | 6 Months Ended |
Dec. 31, 2020USD ($) | |
Operating Leases | |
Operating cash flows from leases | $ 2,705 |
Right-of-use assets obtained in exchange for new lease liabilities | 1,495 |
Finance leases | |
Operating cash flows from leases | 5 |
Financing cash flows from leases | 129 |
Right-of-use assets obtained in exchange for new lease liabilities | 0 |
Operating cash flows from leases | 2,710 |
Financing cash flows from leases | 129 |
Right-of-use assets obtained in exchange for new lease liabilities | $ 1,495 |
Weighted-average remaining lease term (in years) | |
Operating lease | 7 years 3 months 21 days |
Finance lease | 1 year 14 days |
Weighted-average discount rate | |
Operating lease | 9.64% |
Finance lease | 4.63% |
Leases - Maturity of Lease Li_3
Leases - Maturity of Lease Liabilities (Details) - USD ($) $ in Thousands | Dec. 31, 2020 | Jul. 01, 2020 |
Operating Leases | ||
Remainder of 2021 | $ 4,485 | |
2022 | 8,493 | |
2023 | 7,936 | |
2024 | 8,298 | |
2025 | 8,294 | |
2026 | 5,997 | |
Thereafter | 15,066 | |
Total undiscounted lease payments | 58,569 | |
Less: interest | 16,518 | |
Lease liability | 42,051 | $ 41,300 |
Finance leases | ||
Remainder of 2021 | 93 | |
2022 | 59 | |
2023 | 5 | |
2024 | 0 | |
2025 | 0 | |
2026 | 0 | |
Thereafter | 0 | |
Total undiscounted lease payments | 157 | |
Less: interest | 2 | |
Present value of lease liabilities | 155 | |
Remainder of 2021 | 4,578 | |
2022 | 8,552 | |
2023 | 7,941 | |
2024 | 8,298 | |
2025 | 8,294 | |
2026 | 5,997 | |
Thereafter | 15,066 | |
Total undiscounted lease payments | 58,726 | |
Less: interest | 16,520 | |
Total lease liabilities | $ 42,206 |
Leases - Maturity of Lease Li_4
Leases - Maturity of Lease Liabilities Under Previous Accounting Standard (Details) $ in Thousands | Jun. 30, 2020USD ($) |
Leases [Abstract] | |
2021 | $ 8,781 |
2022 | 8,497 |
2023 | 7,991 |
2024 | 8,353 |
2025 | 8,306 |
Thereafter | 21,262 |
Total minimum lease payments | $ 63,190 |
Debt - Credit Agreement and S_2
Debt - Credit Agreement and Senior Secured Credit Facility (Details) - USD ($) $ in Thousands | Dec. 31, 2020 | Jun. 30, 2020 | Nov. 05, 2019 | Jun. 30, 2019 |
Debt Instrument [Line Items] | ||||
Total debt | $ 313,336 | $ 311,814 | $ 11,032 | |
Line of Credit | Credit Agreement | ||||
Debt Instrument [Line Items] | ||||
Opening outstanding borrowings under the Credit Agreement | 0 | 11,032 | ||
Line of Credit | Secured Debt | ||||
Debt Instrument [Line Items] | ||||
Opening outstanding borrowings under the Credit Agreement | 325,000 | 325,000 | 0 | |
Unamortized debt issuance costs on Term Loan | (5,148) | (5,819) | 0 | |
Unamortized debt discount on Term Loan | $ (6,516) | $ (7,367) | $ (8,500) | $ 0 |
Debt - Credit Agreement and S_3
Debt - Credit Agreement and Senior Secured Credit Facility Narrative (Details) - USD ($) | May 26, 2020 | Nov. 15, 2019 | Nov. 05, 2019 | Dec. 31, 2020 | Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2018 |
Dividend Declared | |||||||
Line of Credit Facility [Line Items] | |||||||
Dividends | $ 188,700,000 | $ 275,000,000 | |||||
Line of Credit | Revolving Credit Facility | |||||||
Line of Credit Facility [Line Items] | |||||||
Line of credit facility, maximum borrowing capacity | $ 75,000,000 | ||||||
Commitment fee percentage | 0.15% | ||||||
Line of Credit | Revolving Credit Facility | LIBOR | |||||||
Line of Credit Facility [Line Items] | |||||||
Debt instrument, basis spread on variable rate | 4.00% | ||||||
Line of Credit | Revolving Credit Facility | Base Rate | |||||||
Line of Credit Facility [Line Items] | |||||||
Debt instrument, basis spread on variable rate | 3.00% | ||||||
Line of Credit | Secured Debt | |||||||
Line of Credit Facility [Line Items] | |||||||
Line of credit facility, maximum borrowing capacity | $ 425,000,000 | ||||||
Debt instrument, face amount | $ 425,000,000 | ||||||
Interest fund | 68,000,000 | ||||||
Unamortized debt discount | $ 8,500,000 | $ 6,516,000 | $ 7,367,000 | $ 0 | |||
Debt instrument, periodic payment, percent | 1.00% | ||||||
Repayments of debt | $ 100,000,000 | ||||||
Line of Credit | Secured Debt | LIBOR | |||||||
Line of Credit Facility [Line Items] | |||||||
Debt instrument, basis spread on variable rate | 6.00% | ||||||
Line of Credit | Secured Debt | Base Rate | |||||||
Line of Credit Facility [Line Items] | |||||||
Debt instrument, basis spread on variable rate | 5.00% | ||||||
Senior Notes | |||||||
Line of Credit Facility [Line Items] | |||||||
Debt instrument, face amount | $ 500,000,000 | ||||||
Credit Agreement | Line of Credit | |||||||
Line of Credit Facility [Line Items] | |||||||
Long-term debt, term | 2 years | ||||||
Senior Secured Credit Facility | Senior Notes | |||||||
Line of Credit Facility [Line Items] | |||||||
Long-term debt, term | 5 years | 5 years |
Debt - Narrative (Details)_2
Debt - Narrative (Details) | Jun. 08, 2020USD ($) | May 26, 2020USD ($) | Nov. 15, 2019USD ($) | Nov. 05, 2019USD ($) | Dec. 31, 2020USD ($) | Dec. 31, 2019USD ($) | Dec. 31, 2020USD ($) | Dec. 31, 2019USD ($) | Jun. 30, 2020USD ($) | Jun. 30, 2019USD ($) | Jun. 30, 2018USD ($) | Jun. 30, 2020USD ($)draw | May 29, 2020USD ($) | Dec. 14, 2018USD ($) |
Line of Credit Facility [Line Items] | ||||||||||||||
Net proceeds from Term Loan | $ 0 | $ 416,500,000 | $ 416,500,000 | $ 0 | $ 0 | |||||||||
Write-off of debt issuance costs | 237,000 | 0 | 0 | |||||||||||
Unamortized debt issuance costs | 14,252,000 | $ 14,252,000 | ||||||||||||
Debt | 311,814,000 | 11,032,000 | 311,814,000 | |||||||||||
Amortization of debt issuance costs | $ 800,000 | $ 600,000 | 1,600,000 | $ 600,000 | 2,300,000 | 100,000 | $ 100,000 | |||||||
Interest Rate Swap | ||||||||||||||
Line of Credit Facility [Line Items] | ||||||||||||||
Derivative, notional amount | $ 325,000,000 | |||||||||||||
Dividend Declared | ||||||||||||||
Line of Credit Facility [Line Items] | ||||||||||||||
Dividends | $ 188,700,000 | $ 275,000,000 | ||||||||||||
Receivables Financing Agreement | ||||||||||||||
Line of Credit Facility [Line Items] | ||||||||||||||
Payments of lines of credit | 4,500,000 | |||||||||||||
Loss on extinguishment of debt | $ (1,200,000) | |||||||||||||
Prepayment penalty | 900,000 | |||||||||||||
Write-off of debt issuance costs | 300,000 | |||||||||||||
Revolving Credit Facility | ||||||||||||||
Line of Credit Facility [Line Items] | ||||||||||||||
Unamortized debt issuance costs | $ 1,100,000 | 1,100,000 | ||||||||||||
Secured Debt | Receivables Financing Agreement | ||||||||||||||
Line of Credit Facility [Line Items] | ||||||||||||||
Net proceeds from Term Loan | $ 32,800,000 | |||||||||||||
Number of draws on line of credit | draw | 7 | |||||||||||||
Payments of lines of credit | 29,300,000 | |||||||||||||
Line of Credit | Credit Agreement | ||||||||||||||
Line of Credit Facility [Line Items] | ||||||||||||||
Long-term debt, term | 2 years | |||||||||||||
Unamortized debt issuance costs | $ 200,000 | |||||||||||||
Line of Credit | Revolving Credit Facility | ||||||||||||||
Line of Credit Facility [Line Items] | ||||||||||||||
Line of credit facility, maximum borrowing capacity | $ 75,000,000 | |||||||||||||
Commitment fee percentage | 0.15% | |||||||||||||
Line of Credit | Revolving Credit Facility | LIBOR | ||||||||||||||
Line of Credit Facility [Line Items] | ||||||||||||||
Debt instrument, basis spread on variable rate | 4.00% | |||||||||||||
Line of Credit | Revolving Credit Facility | Base Rate | ||||||||||||||
Line of Credit Facility [Line Items] | ||||||||||||||
Debt instrument, basis spread on variable rate | 3.00% | |||||||||||||
Line of Credit | Secured Debt | ||||||||||||||
Line of Credit Facility [Line Items] | ||||||||||||||
Line of credit facility, maximum borrowing capacity | 425,000,000 | $ 425,000,000 | ||||||||||||
Debt instrument, face amount | $ 425,000,000 | |||||||||||||
Interest fund | 68,000,000 | |||||||||||||
Period of interest payments used for calculation of interest fund | 2 years | 2 years | ||||||||||||
Unamortized debt discount | $ 8,500,000 | $ 6,516,000 | $ 6,516,000 | $ 7,367,000 | 0 | $ 7,367,000 | ||||||||
Debt instrument, periodic payment, percent | 1.00% | |||||||||||||
Repayments of debt | $ 100,000,000 | |||||||||||||
Line of Credit | Secured Debt | LIBOR | ||||||||||||||
Line of Credit Facility [Line Items] | ||||||||||||||
Debt instrument, basis spread on variable rate | 6.00% | |||||||||||||
Line of Credit | Secured Debt | Base Rate | ||||||||||||||
Line of Credit Facility [Line Items] | ||||||||||||||
Debt instrument, basis spread on variable rate | 5.00% | |||||||||||||
Line of Credit | Secured Debt | Receivables Financing Agreement | ||||||||||||||
Line of Credit Facility [Line Items] | ||||||||||||||
Long-term debt, term | 5 years | 5 years | ||||||||||||
Line of credit facility, maximum borrowing capacity | $ 30,000,000 | |||||||||||||
Debt instrument, interest rate | 11.50% | |||||||||||||
Write-off of debt issuance costs | 200,000 | |||||||||||||
Unamortized debt issuance costs | $ 300,000 | 300,000 | ||||||||||||
Secured Debt | ||||||||||||||
Line of Credit Facility [Line Items] | ||||||||||||||
Unamortized debt issuance costs | $ 0 | $ 300,000 | $ 0 | |||||||||||
Senior Notes | ||||||||||||||
Line of Credit Facility [Line Items] | ||||||||||||||
Debt instrument, face amount | $ 500,000,000 | |||||||||||||
Senior Notes | Senior Secured Credit Facility | ||||||||||||||
Line of Credit Facility [Line Items] | ||||||||||||||
Long-term debt, term | 5 years | 5 years | 5 years | |||||||||||
Unamortized debt issuance costs | $ 8,000,000 | $ 100,000 | $ 100,000 | |||||||||||
Senior Notes | Senior Secured Credit Facility | Other Assets | ||||||||||||||
Line of Credit Facility [Line Items] | ||||||||||||||
Unamortized debt issuance costs | 1,200,000 | |||||||||||||
Senior Notes | Senior Secured Credit Facility | Debt | ||||||||||||||
Line of Credit Facility [Line Items] | ||||||||||||||
Unamortized debt issuance costs | $ 6,800,000 | |||||||||||||
Senior Notes | Term Loan | ||||||||||||||
Line of Credit Facility [Line Items] | ||||||||||||||
Debt | $ 5,800,000 | $ 5,800,000 |
Debt - Non-Recourse Debt (Detai
Debt - Non-Recourse Debt (Details) - USD ($) $ in Thousands | Dec. 31, 2020 | Jun. 30, 2020 | Jun. 30, 2019 |
Debt Instrument [Line Items] | |||
Debt Issuance Costs, Net | $ (14,252) | ||
Total debt | $ 313,336 | 311,814 | $ 11,032 |
Long-term Debt, Excluding Current Maturities | $ 313,336 | 311,814 | |
Secured Debt | |||
Debt Instrument [Line Items] | |||
Long-term Debt, Gross | 0 | 14,835 | |
Debt Issuance Costs, Net | 0 | (300) | |
Total debt | 0 | 14,535 | |
Long-term Debt, Current Maturities | 0 | 3,920 | |
Long-term Debt, Excluding Current Maturities | $ 0 | $ 10,615 |
Debt - Non-Recourse Debt Narrat
Debt - Non-Recourse Debt Narrative (Details) | Jun. 08, 2020USD ($) | Dec. 31, 2020USD ($) | Dec. 31, 2019USD ($) | Jun. 30, 2020USD ($) | Jun. 30, 2019USD ($) | Jun. 30, 2018USD ($) | Jun. 30, 2020USD ($)draw | Dec. 14, 2018USD ($) |
Debt Instrument [Line Items] | ||||||||
Proceeds from line of credit | $ 0 | $ 416,500,000 | $ 416,500,000 | $ 0 | $ 0 | |||
Write-off of debt issuance costs | $ 237,000 | $ 0 | $ 0 | |||||
Receivables Financing Agreement | ||||||||
Debt Instrument [Line Items] | ||||||||
Payments of lines of credit | $ 4,500,000 | |||||||
Loss on extinguishment of debt | $ 1,200,000 | |||||||
Prepayment penalty | 900,000 | |||||||
Write-off of debt issuance costs | 300,000 | |||||||
Secured Debt | Line of Credit | ||||||||
Debt Instrument [Line Items] | ||||||||
Line of credit facility, maximum borrowing capacity | $ 425,000,000 | |||||||
Secured Debt | Receivables Financing Agreement | ||||||||
Debt Instrument [Line Items] | ||||||||
Proceeds from line of credit | $ 32,800,000 | |||||||
Number of draws on line of credit | draw | 7 | |||||||
Payments of lines of credit | 29,300,000 | |||||||
Secured Debt | Receivables Financing Agreement | Line of Credit | ||||||||
Debt Instrument [Line Items] | ||||||||
Line of credit facility, maximum borrowing capacity | $ 30,000,000 | |||||||
Debt instrument, interest rate | 11.50% | |||||||
Write-off of debt issuance costs | $ 200,000 |
Debt - Debt Issuance Costs Narr
Debt - Debt Issuance Costs Narrative (Details) - USD ($) | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||||||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2020 | Dec. 31, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2018 | Jun. 08, 2020 | Nov. 05, 2019 | |
Debt Instrument [Line Items] | |||||||||
Unamortized debt issuance costs | $ 14,252,000 | ||||||||
Other Long-term Debt, Noncurrent | 311,814,000 | $ 11,032,000 | |||||||
Amortization of debt issuance costs | $ 800,000 | $ 600,000 | $ 1,600,000 | $ 600,000 | 2,300,000 | 100,000 | $ 100,000 | ||
Revolving Credit Facility | |||||||||
Debt Instrument [Line Items] | |||||||||
Unamortized debt issuance costs | 1,100,000 | ||||||||
Line of Credit | Secured Debt | |||||||||
Debt Instrument [Line Items] | |||||||||
Debt instrument, face amount | $ 425,000,000 | ||||||||
Senior Notes | |||||||||
Debt Instrument [Line Items] | |||||||||
Debt instrument, face amount | 500,000,000 | ||||||||
Credit Agreement | Line of Credit | |||||||||
Debt Instrument [Line Items] | |||||||||
Unamortized debt issuance costs | $ 200,000 | ||||||||
Long-term debt, term | 2 years | ||||||||
Senior Secured Credit Facility | Senior Notes | |||||||||
Debt Instrument [Line Items] | |||||||||
Unamortized debt issuance costs | $ 100,000 | $ 8,000,000 | |||||||
Long-term debt, term | 5 years | 5 years | |||||||
Senior Secured Credit Facility | Senior Notes | Other Assets | |||||||||
Debt Instrument [Line Items] | |||||||||
Unamortized debt issuance costs | $ 1,200,000 | ||||||||
Senior Secured Credit Facility | Senior Notes | Debt | |||||||||
Debt Instrument [Line Items] | |||||||||
Unamortized debt issuance costs | $ 6,800,000 | ||||||||
Term Loan | Senior Notes | |||||||||
Debt Instrument [Line Items] | |||||||||
Other Long-term Debt, Noncurrent | $ 5,800,000 | ||||||||
Receivables Financing Agreement | Line of Credit | Secured Debt | |||||||||
Debt Instrument [Line Items] | |||||||||
Unamortized debt issuance costs | $ 300,000 | $ 300,000 | |||||||
Long-term debt, term | 5 years |
Debt - Amortization of Debt Iss
Debt - Amortization of Debt Issuance Costs (Details) $ in Thousands | 12 Months Ended |
Jun. 30, 2020USD ($) | |
Debt Disclosure [Abstract] | |
Long-Term Debt, Amortization Of Debt Issuance Costs, Year One | $ 3,289 |
Long-Term Debt, Amortization Of Debt Issuance Costs, Year Two | 3,289 |
Long-Term Debt, Amortization Of Debt Issuance Costs, Year Three | 3,289 |
Long-Term Debt, Amortization Of Debt Issuance Costs, Year Four | 3,289 |
Long-Term Debt, Amortization Of Debt Issuance Costs, Year Five | 1,096 |
Long-Term Debt, Amortization Of Debt Issuance Costs, After Year Five | 0 |
Debt Issuance Costs, Net | $ 14,252 |
Commitments and Contingencies -
Commitments and Contingencies - Summary of Future Commitments (Details) $ in Thousands | Jun. 30, 2020USD ($) |
Commitments and Contingencies Disclosure [Abstract] | |
2021 | $ 8,781 |
2022 | 8,497 |
2023 | 7,991 |
2024 | 8,353 |
2025 | 8,306 |
Thereafter | 21,262 |
Total minimum lease payments | $ 63,190 |
Commitments and Contingencies_3
Commitments and Contingencies - Narrative (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2018 | |
Commitments and Contingencies Disclosure [Abstract] | |||
Sublease income | $ 0.3 | $ 0.4 | $ 0.2 |
Rent expense, net | $ 7 | $ 4.4 | $ 3.7 |
Equity - Common Stock Reserved
Equity - Common Stock Reserved For Future Issuance (Details) - shares | Dec. 31, 2020 | Jun. 30, 2020 | Jun. 30, 2019 |
Class of Stock [Line Items] | |||
Options issued and outstanding under stock option plans (in shares) | 4,225,240 | 4,067,417 | 9,156,080 |
Common Stock [Member] | |||
Class of Stock [Line Items] | |||
Number of shares available for grant (in shares) | 13,843,851 | 14,706,417 | |
Employee Stock Purchase Plan 2020 | |||
Class of Stock [Line Items] | |||
Number of shares available for grant (in shares) | 1,400,000 | ||
Employee Stock Purchase Plan 2020 | Common Stock [Member] | |||
Class of Stock [Line Items] | |||
Number of shares available for grant (in shares) | 1,400,000 | 1,400,000 | |
2020 Plan | Common Stock [Member] | |||
Class of Stock [Line Items] | |||
Number of shares available for grant (in shares) | 7,685,047 | 9,089,000 | |
Options issued and outstanding under stock option plans (in shares) | 1,914,953 | 511,000 | |
2003 Plan | Common Stock [Member] | |||
Class of Stock [Line Items] | |||
Number of shares available for grant (in shares) | 0 | 0 | |
Options issued and outstanding under stock option plans (in shares) | 2,843,851 | 3,706,417 |
Equity - Preferred Stock (Detai
Equity - Preferred Stock (Details) $ in Thousands | May 26, 2020 | Feb. 27, 2020 | Jun. 30, 2020USD ($)shares |
Class of Stock [Line Items] | |||
Preferred stock, conversion basis, number of shares issued per share converted | 8 | 1 | |
Preferred stock, shares outstanding (in shares) | shares | 0 | ||
Stock Issued During Period, Value, Conversion of Convertible Securities | $ 130,047 | ||
Preferred Stock | |||
Class of Stock [Line Items] | |||
Stock Issued During Period, Value, Conversion of Convertible Securities | $ 200 |
Equity - Series E Preferred Sto
Equity - Series E Preferred Stock (Details) - USD ($) $ / shares in Units, $ in Thousands | May 26, 2020 | May 06, 2020 | Dec. 31, 2020 | Jun. 30, 2020 | Apr. 17, 2020 |
Class of Stock [Line Items] | |||||
Issuance and conversion of preferred shares, net of transaction fees (in shares) | 7,500,000 | ||||
Stock Issued During Period, Value, Conversion of Convertible Securities | $ 130,047 | ||||
Preferred Class E | |||||
Class of Stock [Line Items] | |||||
Temporary equity, shares issued (in shares) | 35,000 | 100,000 | |||
Shares issued, price per share (in dollars per share) | $ 1,000 | $ 1,000 | |||
Proceeds from issuance or sale of equity | $ 135,000 | ||||
Proceeds from issuance or sale of equity, net | $ 129,400 | ||||
Stock Issued During Period, Value, Conversion of Convertible Securities | $ (100) |
Equity - Initial Public Offerin
Equity - Initial Public Offering (Details) - IPO $ / shares in Units, $ in Millions | May 26, 2020USD ($)$ / sharesshares |
Class of Stock [Line Items] | |
Number of shares issued in transaction (in shares) | shares | 18,000,000 |
Sale of stock, price per share (in dollars per share) | $ / shares | $ 20 |
Proceeds from initial public offering | $ | $ 333.1 |
Equity - Treasury Share Retirem
Equity - Treasury Share Retirement (Details) - USD ($) | Mar. 30, 2020 | Jun. 30, 2020 | Dec. 31, 2020 | Jun. 30, 2019 |
Class of Stock [Line Items] | ||||
Treasury stock retired (in shares) | 4,000,000 | |||
Treasury stock, value | $ 0 | $ 0 | $ 77,275,000 | |
Treasury stock retired | (195,000) | |||
Retained Earnings/(Accumulated Deficit) | ||||
Class of Stock [Line Items] | ||||
Treasury stock retired | 77,044,000 | |||
Common Stock [Member] | ||||
Class of Stock [Line Items] | ||||
Treasury stock retired | 100,000 | |||
Preferred Stock | ||||
Class of Stock [Line Items] | ||||
Treasury stock retired | $ 200,000 |
Equity - Stock Split (Details)
Equity - Stock Split (Details) | May 26, 2020 | Feb. 28, 2020shares | Feb. 27, 2020shares | Jun. 30, 2020shares | Jun. 30, 2019shares |
Equity [Abstract] | |||||
Stock split, conversion ratio | 8 | ||||
Common stock, shares authorized (in shares) | 700,000,000 | 23,000,000 | 700,000,000 | 184,000,000 | |
Preferred stock, conversion basis, number of shares issued per share converted | 8 | 1 |
Equity - Distributions (Details
Equity - Distributions (Details) - USD ($) | Nov. 15, 2019 | Nov. 05, 2019 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2020 | Dec. 31, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2018 |
Dividends Payable [Line Items] | |||||||||
Dividends payable (in dollars per share) | $ 1.96 | ||||||||
Add: dividends declared on Series D preferred stock | $ 0 | $ 86,302,000 | $ 0 | $ 86,302,000 | $ 86,302,000 | $ 661,000 | $ 661,000 | ||
Dividends paid on unexercised stock options | 9,221,000 | 9,221,000 | 9,221,000 | ||||||
Adjustments to Additional Paid in Capital, Dividends in Excess of Retained Earnings | $ 58,438,000 | $ 58,400,000 | $ 58,438,000 | 58,438,000 | |||||
Share based compensation cost recognition | $ 9,200,000 | ||||||||
Preferred Stock | |||||||||
Dividends Payable [Line Items] | |||||||||
Dividends payable (in dollars per share) | $ 15.66 | ||||||||
Dividend Declared | |||||||||
Dividends Payable [Line Items] | |||||||||
Dividends | $ 188,700,000 | $ 275,000,000 | |||||||
Add: dividends declared on Series D preferred stock | 86,300,000 | ||||||||
Dividend Paid | |||||||||
Dividends Payable [Line Items] | |||||||||
Dividends | 265,800,000 | ||||||||
Dividend Paid | Incentive Stock Options | |||||||||
Dividends Payable [Line Items] | |||||||||
Dividends | $ 9,200,000 |
Equity - Share-Based Compensati
Equity - Share-Based Compensation Plans (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2020 | Dec. 31, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2018 | |
Deferred Compensation Arrangement with Individual, Share-based Payments [Line Items] | |||||||
Options issued and outstanding under stock option plans (in shares) | 4,225,240 | 4,225,240 | 4,067,417 | 9,156,080 | |||
Vested and exercisable, weighted average exercise price (in dollars per share) | $ 0.93 | $ 0.93 | $ 0.84 | ||||
Share-based cost not yet recognized | $ 1,800 | ||||||
Cost not yet recognized, period for recognition | 3 years 3 months 29 days | 3 years 1 month 24 days | |||||
Proceeds from common stock option exercises | $ 100 | $ 3,200 | $ 391 | $ 4,819 | $ 5,506 | $ 4,300 | $ 565 |
2020 Plan | |||||||
Deferred Compensation Arrangement with Individual, Share-based Payments [Line Items] | |||||||
Common stock, shares reserved for future issuance (in shares) | 9,089,000 | ||||||
Percentage of outstanding stock annual increase, maximum | 3.00% | ||||||
2020 Plan | Incentive Stock Options | |||||||
Deferred Compensation Arrangement with Individual, Share-based Payments [Line Items] | |||||||
Common stock, shares reserved for future issuance (in shares) | 4,000,000 |
Equity - Schedule of Share-base
Equity - Schedule of Share-based Compensation (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2020 | Dec. 31, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2018 | |
Class of Stock [Line Items] | |||||||
Share-based compensation expense | $ 1,194 | $ 9,241 | $ 2,100 | $ 9,263 | $ 9,498 | $ 86 | $ 67 |
Incentive Stock Options | |||||||
Class of Stock [Line Items] | |||||||
Share-based compensation expense | 455 | 9,241 | 818 | 9,263 | 9,383 | 86 | 67 |
Restricted Stock Units (RSUs) | |||||||
Class of Stock [Line Items] | |||||||
Share-based compensation expense | 545 | 0 | 960 | 0 | $ 115 | $ 0 | $ 0 |
Performance Stock | |||||||
Class of Stock [Line Items] | |||||||
Share-based compensation expense | $ 194 | $ 0 | $ 322 | $ 0 |
Equity - Fair Value Assumptions
Equity - Fair Value Assumptions (Details) - $ / shares | 6 Months Ended | 12 Months Ended | ||
Dec. 31, 2020 | Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2018 | |
Class of Stock [Line Items] | ||||
Volatility | 25.00% | 25.10% | 24.80% | 24.80% |
Risk-free interest rate | 0.40% | 0.70% | 2.70% | 2.10% |
Dividend yield | 0.00% | 0.00% | ||
Assumed forfeitures | 0.00% | 0.00% | 0.00% | 0.00% |
Expected lives (in years) | 6 years 2 months 26 days | 5 years 11 months 8 days | 5 years 11 months 12 days | 5 years 10 months 20 days |
Weighted-average fair value (per share) | $ 4.86 | $ 3.79 | $ 0.15 | $ 0.05 |
Minimum | ||||
Class of Stock [Line Items] | ||||
Dividend yield | 1.90% | 1.90% | ||
Maximum | ||||
Class of Stock [Line Items] | ||||
Dividend yield | 2.30% | 2.30% |
Equity - Option Activity (Detai
Equity - Option Activity (Details) $ / shares in Units, $ in Thousands | 6 Months Ended | 12 Months Ended |
Dec. 31, 2020USD ($)$ / sharesshares | Jun. 30, 2020USD ($)$ / sharesshares | |
Number of Options | ||
Beginning balance (in shares) | shares | 4,067,417 | 9,156,080 |
Options granted (in shares) | shares | 1,022,109 | 481,800 |
Options exercised (in shares) | shares | (862,566) | (5,535,327) |
Options forfeited/expired/cancelled (in shares) | shares | (1,720) | (35,136) |
Ending balance (in shares) | shares | 4,225,240 | 4,067,417 |
Vested and exercisable, number of options (in shares) | shares | 2,619,955 | 3,216,521 |
Weighted- Average Exercise Price | ||
Beginning balance (in dollars per share) | $ / shares | $ 2.69 | $ 1.01 |
Options granted (in dollars per share) | $ / shares | 19.17 | 15.72 |
Options exercised (in dollars per share) | $ / shares | 0.88 | 1.06 |
Options forfeited/expired/cancelled (in dollars per share) | $ / shares | 17.89 | 1.37 |
Ending balance (in dollars per share) | $ / shares | 7.03 | 2.69 |
Vested and exercisable, weighted average exercise price (in dollars per share) | $ / shares | $ 0.93 | $ 0.84 |
Weighted-average remaining contractual term, outstanding | 5 years 10 months 24 days | 4 years 10 months 28 days |
Weighted-average remaining contractual term, vested and exercisable | 3 years 9 months 25 days | 3 years 10 months 6 days |
Aggregate intrinsic value, outstanding | $ | $ 58,332 | $ 92,106 |
Aggregate intrinsic value, vested and exercisable | $ | $ 51,916 | $ 78,769 |
Equity - Narrative (Details)
Equity - Narrative (Details) - USD ($) $ in Thousands | Oct. 01, 2020 | May 21, 2020 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2020 | Dec. 31, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2018 |
Deferred Compensation Arrangement with Individual, Share-based Payments [Line Items] | |||||||||
Cost not yet recognized | $ 5,900 | $ 5,900 | |||||||
Cost not yet recognized, period for recognition | 3 years 3 months 29 days | 3 years 1 month 24 days | |||||||
Proceeds from common stock option exercises | 100 | $ 3,200 | $ 391 | $ 4,819 | $ 5,506 | $ 4,300 | $ 565 | ||
Share-based cost not yet recognized | $ 1,800 | ||||||||
Weighted-average remaining service period | 2 years 10 months 17 days | ||||||||
Share-based compensation expense | 1,336 | $ 9,241 | 2,259 | $ 9,263 | $ 9,498 | $ 86 | $ 67 | ||
Employee Stock Purchase Plan 2020 | |||||||||
Deferred Compensation Arrangement with Individual, Share-based Payments [Line Items] | |||||||||
Purchase price of common stock, percent | 95.00% | 95.00% | |||||||
Minimum purchase price of common stock as a percent of offering date fair value, percent | 85.00% | 85.00% | |||||||
Minimum purchase price of common stock as a percent of common stock exercise date fair value, percent | 85.00% | 85.00% | |||||||
Share-based compensation expense | 100 | ||||||||
Restricted Stock Units (RSUs) | |||||||||
Deferred Compensation Arrangement with Individual, Share-based Payments [Line Items] | |||||||||
Share-based cost not yet recognized | 6,600 | $ 6,600 | $ 2,900 | ||||||
Weighted-average remaining service period | 2 years 10 months 28 days | ||||||||
Performance Stock | |||||||||
Deferred Compensation Arrangement with Individual, Share-based Payments [Line Items] | |||||||||
Share-based cost not yet recognized | $ 2,100 | $ 2,100 | |||||||
Weighted-average remaining service period | 2 years 7 months 28 days |
Equity - Restricted Stock Unit
Equity - Restricted Stock Unit Activity (Details) - USD ($) $ / shares in Units, $ in Millions | 6 Months Ended | 12 Months Ended |
Dec. 31, 2020 | Jun. 30, 2020 | |
Weighted-Average Grant Date Fair Value | ||
Share-based cost not yet recognized | $ 1.8 | |
Weighted-average remaining service period | 2 years 10 months 17 days | |
Restricted Stock Units (RSUs) | ||
Number of Restricted Stock Units | ||
Beginning balance (in shares) | 150,000 | 0 |
Granted (in shares) | 252,063 | 150,000 |
Vested (in shares) | 0 | 0 |
Cancelled (in shares) | (873) | 0 |
Ending balance (in shares) | 401,190 | 150,000 |
Weighted-Average Grant Date Fair Value | ||
Beginning balance (in dollars per share) | $ 20 | |
Granted (in dollars per share) | 18.50 | 20 |
Vested (in dollars per share) | 0 | |
Cancelled (in dollars per share) | 17.89 | |
Ending balance (in dollars per share) | $ 19.06 | $ 20 |
Share-based cost not yet recognized | $ 6.6 | $ 2.9 |
Weighted-average remaining service period | 2 years 10 months 28 days | |
Performance Stock | ||
Number of Restricted Stock Units | ||
Beginning balance (in shares) | 0 | |
Granted (in shares) | 132,374 | |
Vested (in shares) | 0 | |
Cancelled (in shares) | 0 | |
Ending balance (in shares) | 132,374 | 0 |
Weighted-Average Grant Date Fair Value | ||
Beginning balance (in dollars per share) | $ 0 | |
Granted (in dollars per share) | 17.92 | |
Vested (in dollars per share) | 0 | |
Cancelled (in dollars per share) | 0 | |
Ending balance (in dollars per share) | $ 17.92 | $ 0 |
Share-based cost not yet recognized | $ 2.1 | |
Weighted-average remaining service period | 2 years 7 months 28 days |
Revenue from Contracts with C_4
Revenue from Contracts with Customers (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | 12 Months Ended | |||||||||||
Dec. 31, 2020 | Jun. 30, 2020 | Mar. 31, 2020 | Dec. 31, 2019 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2018 | Sep. 30, 2018 | Dec. 31, 2020 | Dec. 31, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2018 | |
Disaggregation of Revenue [Line Items] | ||||||||||||||
Revenue from Contract with Customer, Excluding Assessed Tax | $ 358,274 | $ 141,447 | $ 148,605 | $ 176,297 | $ 65,167 | $ 74,399 | $ 87,211 | $ 119,938 | $ 55,921 | $ 482,443 | $ 241,464 | $ 531,515 | $ 337,469 | $ 233,688 |
Contract with Customer, Liability, Current | 17,300 | $ 1,738 | $ 2,024 | 17,300 | 1,738 | 2,024 | ||||||||
Commission | ||||||||||||||
Disaggregation of Revenue [Line Items] | ||||||||||||||
Revenue from Contract with Customer, Excluding Assessed Tax | 320,974 | 158,650 | 427,519 | 216,472 | 476,606 | 296,000 | 206,611 | |||||||
Production bonus and other revenue | ||||||||||||||
Disaggregation of Revenue [Line Items] | ||||||||||||||
Revenue from Contract with Customer, Excluding Assessed Tax | 37,300 | 17,647 | 54,924 | 24,992 | 54,909 | 41,469 | 27,077 | |||||||
Intersegment Eliminations | ||||||||||||||
Disaggregation of Revenue [Line Items] | ||||||||||||||
Revenue from Contract with Customer, Excluding Assessed Tax | 852 | 124 | 2,243 | 200 | 1,314 | 335 | 286 | |||||||
Intersegment Eliminations | Commission | ||||||||||||||
Disaggregation of Revenue [Line Items] | ||||||||||||||
Revenue from Contract with Customer, Excluding Assessed Tax | 280 | 124 | 465 | 200 | 534 | 335 | 286 | |||||||
Intersegment Eliminations | Production bonus and other revenue | ||||||||||||||
Disaggregation of Revenue [Line Items] | ||||||||||||||
Revenue from Contract with Customer, Excluding Assessed Tax | 572 | 0 | 1,778 | 0 | 780 | 0 | 0 | |||||||
Senior | ||||||||||||||
Disaggregation of Revenue [Line Items] | ||||||||||||||
Revenue from Contract with Customer, Excluding Assessed Tax | 315,510 | 138,875 | 388,709 | 166,458 | 361,673 | 192,257 | 102,408 | |||||||
Senior | Commission | ||||||||||||||
Disaggregation of Revenue [Line Items] | ||||||||||||||
Revenue from Contract with Customer, Excluding Assessed Tax | 284,210 | 127,351 | 344,730 | 153,014 | 331,245 | 173,849 | 96,988 | |||||||
Senior | Medicare advantage | ||||||||||||||
Disaggregation of Revenue [Line Items] | ||||||||||||||
Revenue from Contract with Customer, Excluding Assessed Tax | 263,975 | 113,955 | 312,705 | 134,142 | 285,957 | 138,526 | 62,537 | |||||||
Senior | Medicare supplement | ||||||||||||||
Disaggregation of Revenue [Line Items] | ||||||||||||||
Revenue from Contract with Customer, Excluding Assessed Tax | 12,743 | 9,303 | 20,735 | 13,453 | 34,301 | 25,118 | 26,189 | |||||||
Senior | Prescription drug plan | ||||||||||||||
Disaggregation of Revenue [Line Items] | ||||||||||||||
Revenue from Contract with Customer, Excluding Assessed Tax | 1,102 | 1,659 | 1,717 | 2,036 | 2,867 | 3,209 | 2,985 | |||||||
Senior | Dental, vision, and hearing | ||||||||||||||
Disaggregation of Revenue [Line Items] | ||||||||||||||
Revenue from Contract with Customer, Excluding Assessed Tax | 5,647 | 2,223 | 8,370 | 3,224 | 7,758 | 4,470 | 2,932 | |||||||
Senior | Other commission revenue | ||||||||||||||
Disaggregation of Revenue [Line Items] | ||||||||||||||
Revenue from Contract with Customer, Excluding Assessed Tax | 743 | 211 | 1,203 | 159 | 362 | 2,526 | 2,345 | |||||||
Senior | Production bonus and other revenue | ||||||||||||||
Disaggregation of Revenue [Line Items] | ||||||||||||||
Revenue from Contract with Customer, Excluding Assessed Tax | 31,300 | 11,524 | 43,979 | 13,444 | 30,428 | 18,408 | 5,420 | |||||||
Life | ||||||||||||||
Disaggregation of Revenue [Line Items] | ||||||||||||||
Revenue from Contract with Customer, Excluding Assessed Tax | 36,375 | 28,980 | 79,198 | 56,587 | 129,967 | 110,493 | 98,218 | |||||||
Life | Commission | ||||||||||||||
Disaggregation of Revenue [Line Items] | ||||||||||||||
Revenue from Contract with Customer, Excluding Assessed Tax | 30,553 | 23,196 | 68,150 | 45,842 | 107,864 | 89,246 | 77,801 | |||||||
Life | Other commission revenue | ||||||||||||||
Disaggregation of Revenue [Line Items] | ||||||||||||||
Revenue from Contract with Customer, Excluding Assessed Tax | 32,628 | 13,111 | 5,850 | |||||||||||
Life | Core | ||||||||||||||
Disaggregation of Revenue [Line Items] | ||||||||||||||
Revenue from Contract with Customer, Excluding Assessed Tax | 19,791 | 19,119 | 39,167 | 37,703 | 75,236 | 76,135 | 71,951 | |||||||
Life | Final expense | ||||||||||||||
Disaggregation of Revenue [Line Items] | ||||||||||||||
Revenue from Contract with Customer, Excluding Assessed Tax | 10,297 | 3,391 | 27,934 | 6,885 | ||||||||||
Life | Ancillary | ||||||||||||||
Disaggregation of Revenue [Line Items] | ||||||||||||||
Revenue from Contract with Customer, Excluding Assessed Tax | 465 | 686 | 1,049 | 1,254 | ||||||||||
Life | Production bonus and other revenue | ||||||||||||||
Disaggregation of Revenue [Line Items] | ||||||||||||||
Revenue from Contract with Customer, Excluding Assessed Tax | 5,822 | 5,784 | 11,048 | 10,745 | 22,103 | 21,247 | 20,417 | |||||||
Auto & Home | ||||||||||||||
Disaggregation of Revenue [Line Items] | ||||||||||||||
Revenue from Contract with Customer, Excluding Assessed Tax | 7,241 | 8,566 | 16,779 | 18,619 | 41,189 | 35,054 | 33,348 | |||||||
Auto & Home | Commission | ||||||||||||||
Disaggregation of Revenue [Line Items] | ||||||||||||||
Revenue from Contract with Customer, Excluding Assessed Tax | 6,491 | 8,227 | 15,104 | 17,816 | 38,031 | 33,240 | 32,108 | |||||||
Auto & Home | Production bonus and other revenue | ||||||||||||||
Disaggregation of Revenue [Line Items] | ||||||||||||||
Revenue from Contract with Customer, Excluding Assessed Tax | $ 750 | $ 339 | $ 1,675 | $ 803 | $ 3,158 | $ 1,814 | $ 1,240 |
Income Taxes - Components of In
Income Taxes - Components of Income Tax Expense (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2020 | Dec. 31, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2018 | |
Current Income Tax Expense (Benefit), Continuing Operations [Abstract] | |||||||
Current Federal Tax Expense (Benefit) | $ 0 | $ (64) | $ 0 | ||||
Current State and Local Tax Expense (Benefit) | 63 | 107 | 35 | ||||
Current Income Tax Expense (Benefit), Total | 63 | 43 | 35 | ||||
Deferred Income Tax Expense (Benefit), Continuing Operations [Abstract] | |||||||
Deferred Federal Income Tax Expense (Benefit) | 21,021 | 19,748 | 5,320 | ||||
Deferred State and Local Income Tax Expense (Benefit) | 3,932 | 2,243 | 1,264 | ||||
Deferred Income Tax Expense (Benefit), Total | 24,953 | 21,991 | 6,584 | ||||
Income Tax Expense (Benefit) | $ 26,540 | $ 12,184 | $ 25,436 | $ 11,744 | $ 25,016 | $ 22,034 | $ 6,619 |
Income Taxes - Narrative (Det_2
Income Taxes - Narrative (Details) - USD ($) $ in Thousands | 12 Months Ended | |||||||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2018 | Dec. 31, 2020 | Sep. 30, 2020 | Dec. 31, 2019 | Sep. 30, 2019 | Jun. 30, 2017 | |
Income Tax Contingency [Line Items] | ||||||||
Effective Income Tax Rate Reconciliation, at Federal Statutory Income Tax Rate, Percent | 21.00% | 21.00% | 27.55% | |||||
Accounting Standards Update [Extensible List] | us-gaap:AccountingStandardsUpdate201609Member | |||||||
Share-based payment arrangement, expense, tax benefit | $ 500 | $ 200 | ||||||
Stockholder's equity | 545,689 | 262,455 | $ 187,129 | $ 634,135 | $ 544,974 | $ 38,919 | $ 262,475 | $ 153,921 |
NOL carryforwards | $ 109,600 | 95,300 | ||||||
Cumulative Effect, Period of Adoption, Adjustment | ||||||||
Income Tax Contingency [Line Items] | ||||||||
Stockholder's equity | $ 400 | $ 353 |
Income Taxes - Reconciliation o
Income Taxes - Reconciliation of Effective Tax Rates (Details) | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2020 | Dec. 31, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2018 | |
Income Tax Disclosure [Abstract] | |||||||
Effective Income Tax Rate Reconciliation, at Federal Statutory Income Tax Rate, Percent | 21.00% | 21.00% | 27.55% | ||||
Effective Income Tax Rate Reconciliation, State and Local Income Taxes, Percent | 4.00% | 3.80% | 2.90% | ||||
Effective Income Tax Rate Reconciliation, Tax Credit, Percent | (0.90%) | (1.50%) | (1.20%) | ||||
Effective Income Tax Rate Reconciliation, Change in Enacted Tax Rate, Percent | 0.00% | 0.00% | (12.90%) | ||||
Effective Income Tax Rate Reconciliation, Other Adjustments, Percent | (0.50%) | 0.00% | (0.50%) | ||||
Effective income tax rate reconciliation, percent, total | 22.70% | 23.80% | 21.80% | 23.90% | 23600.00% | 23.30% | 15.90% |
Income Taxes - Components of De
Income Taxes - Components of Deferred Tax Assets and Liabilities (Details) - USD ($) $ in Thousands | Jun. 30, 2020 | Jun. 30, 2019 |
Deferred Tax Assets, Net of Valuation Allowance [Abstract] | ||
Deferred Tax Assets, Tax Deferred Expense, Reserves and Accruals, Accrued Liabilities | $ 10,663 | $ 3,085 |
Deferred Tax Assets, Tax Deferred Expense, Reserves and Accruals, Deferred Rent | 3,349 | 2,202 |
Deferred Tax Asset, Interest Carryforward | 7,269 | 420 |
Deferred Tax Assets, Operating Loss Carryforwards | 27,557 | 6,336 |
Deferred Tax Assets, Tax Credit Carryforwards | 5,413 | 4,273 |
Deferred Tax Assets, Net of Valuation Allowance, Total | 54,251 | 16,316 |
Deferred Tax Liabilities, Gross [Abstract] | ||
Deferred Tax Liabilities, Commissions Receivable | (155,297) | (96,064) |
Deferred Tax Liabilities, Intangible Assets | (4,798) | (1,504) |
Deferred Tax Liabilities, Gross | (160,095) | (97,568) |
Deferred Tax Liabilities, Net | $ (105,844) | $ (81,252) |
Net Income (Loss) Per Share (_3
Net Income (Loss) Per Share (Details) $ / shares in Units, $ in Thousands | Feb. 28, 2020 | Dec. 31, 2020USD ($)$ / sharesshares | Jun. 30, 2020USD ($)$ / shares | Mar. 31, 2020USD ($)$ / shares | Dec. 31, 2019USD ($)$ / sharesshares | Sep. 30, 2019USD ($)$ / shares | Jun. 30, 2019USD ($)$ / shares | Mar. 31, 2019USD ($)$ / shares | Dec. 31, 2018USD ($)$ / shares | Sep. 30, 2018USD ($)$ / shares | Dec. 31, 2020USD ($)$ / sharesshares | Dec. 31, 2019USD ($)$ / sharesshares | Jun. 30, 2020USD ($)$ / sharesshares | Jun. 30, 2019USD ($)$ / sharesshares | Jun. 30, 2018USD ($)$ / sharesshares |
Earnings Per Share, Diluted, by Common Class, Including Two Class Method [Line Items] | |||||||||||||||
Stock split, conversion ratio | 8 | ||||||||||||||
Net income | $ 90,416 | $ 20,049 | $ 23,716 | $ 39,070 | $ (1,688) | $ 12,886 | $ 22,238 | $ 34,663 | $ 2,792 | $ 91,253 | $ 37,382 | $ 81,147 | $ 72,579 | $ 34,899 | |
Less: dividends declared on Series A, B, C & D preferred stock | 0 | (86,302) | 0 | (86,302) | (86,302) | (661) | (661) | ||||||||
Net income (loss) attributable to common shareholders | $ 90,416 | $ (50,256) | $ 91,253 | $ (54,969) | $ (16,004) | $ 59,918 | $ 22,238 | ||||||||
Weighted average number of shares outstanding, basic (in shares) | shares | 162,645,000 | 90,374,000 | 162,546,000 | 88,945,000 | 97,496,000 | 85,378,000 | 81,314,000 | ||||||||
Basic (in dollars per share) | $ / shares | $ 0.56 | $ 0.15 | $ 0.23 | $ (0.56) | $ (0.05) | $ 0.11 | $ 0.22 | $ 0.37 | $ 0 | $ 0.56 | $ (0.62) | $ (0.16) | $ 0.70 | $ 0.27 | |
Add: dividends declared on Series D preferred stock | $ 0 | $ 86,302 | $ 0 | $ 86,302 | $ 86,302 | $ 661 | $ 661 | ||||||||
Net Income (Loss) from Continuing Operations Available to Common Shareholders, Diluted | $ 90,416 | $ (50,256) | $ 91,253 | $ (54,969) | $ (16,004) | $ 72,579 | $ 22,419 | ||||||||
Stock options outstanding to purchase shares of common stock (in shares) | shares | 2,918,000 | 0 | 2,831,000 | 0 | 0 | 3,042,000 | 3,036,000 | ||||||||
Total common and common equivalent shares outstanding (in shares) | shares | 165,563,000 | 90,374,000 | 165,377,000 | 88,945,000 | 97,496,000 | 132,491,000 | 96,421,000 | ||||||||
Diluted (in dollars per share) | $ / shares | $ 0.55 | $ 0.13 | $ 0.17 | $ (0.56) | $ (0.05) | $ 0.09 | $ 0.17 | $ 0.26 | $ 0 | $ 0.55 | $ (0.62) | $ (0.16) | $ 0.55 | $ 0.23 | |
Preferred Class A, B, and C | |||||||||||||||
Earnings Per Share, Diluted, by Common Class, Including Two Class Method [Line Items] | |||||||||||||||
Add: dividends declared on Series A, B & C preferred stock | $ 0 | $ 0 | $ 0 | $ 0 | $ 0 | $ 181 | $ 181 | ||||||||
Preferred stock, outstanding (in shares) | shares | 0 | 0 | 0 | 0 | 0 | 12,071,000 | 12,071,000 | ||||||||
Preferred Class D | |||||||||||||||
Earnings Per Share, Diluted, by Common Class, Including Two Class Method [Line Items] | |||||||||||||||
Less: dividends declared on Series A, B, C & D preferred stock | $ 0 | $ 0 | $ 0 | $ 0 | $ 0 | $ (480) | $ 0 | ||||||||
Less: cumulative dividends on Series D preferred stock | 0 | (3,024) | 0 | (6,049) | (10,849) | (12,000) | (12,000) | ||||||||
Add: dividends declared on Series D preferred stock | 0 | 0 | 0 | 0 | 0 | 480 | 0 | ||||||||
Add: cumulative dividends on Series D preferred stock | $ 0 | $ 0 | $ 0 | $ 0 | $ 0 | $ 12,000 | $ 0 | ||||||||
Preferred stock, outstanding (in shares) | shares | 0 | 0 | 0 | 0 | 0 | 32,000,000 | 0 |
Net Income (Loss) Per Share -_2
Net Income (Loss) Per Share - Antidilutive Shares (Details) - shares shares in Thousands | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2020 | Dec. 31, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2018 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||||||
Antidilutive securities (in shares) | 0 | 47,916 | 0 | 48,979 | 44,543 | 0 | 32,000 |
Stock Option | |||||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||||||
Antidilutive securities (in shares) | 0 | 3,845 | 0 | 4,908 | 4,161 | 0 | 0 |
Preferred Class A, B, and C | |||||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||||||
Antidilutive securities (in shares) | 0 | 12,071 | 0 | 12,071 | 10,871 | 0 | 0 |
Preferred Class D | |||||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||||||
Antidilutive securities (in shares) | 0 | 32,000 | 0 | 32,000 | 28,817 | 0 | 32,000 |
Series E Preferred Stock | |||||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||||||
Antidilutive securities (in shares) | 694 | 0 | 0 |
Segment Information (Details)_2
Segment Information (Details) $ in Thousands | 3 Months Ended | 6 Months Ended | 12 Months Ended | |||||||||||
Dec. 31, 2020USD ($) | Jun. 30, 2020USD ($) | Mar. 31, 2020USD ($) | Dec. 31, 2019USD ($) | Sep. 30, 2019USD ($) | Jun. 30, 2019USD ($) | Mar. 31, 2019USD ($) | Dec. 31, 2018USD ($) | Sep. 30, 2018USD ($) | Dec. 31, 2020USD ($)segment | Dec. 31, 2019USD ($) | Jun. 30, 2020USD ($) | Jun. 30, 2019USD ($) | Jun. 30, 2018USD ($) | |
Segment Reporting Information [Line Items] | ||||||||||||||
Number of reportable segments | segment | 3 | |||||||||||||
Revenue from Contract with Customer, Excluding Assessed Tax | $ 358,274 | $ 141,447 | $ 148,605 | $ 176,297 | $ 65,167 | $ 74,399 | $ 87,211 | $ 119,938 | $ 55,921 | $ 482,443 | $ 241,464 | $ 531,515 | $ 337,469 | $ 233,688 |
Operating Expenses | (228,753) | (107,329) | (340,835) | (171,616) | (377,461) | (232,176) | (183,753) | |||||||
Contingent Consideration And Other Nonoperating Expense | (21) | (3) | (43) | (16) | (30) | (15) | (9) | |||||||
Adjusted EBITDA | 129,500 | 68,965 | 141,565 | 69,832 | 154,024 | 105,278 | 49,926 | |||||||
INTEREST EXPENSE, NET | (6,782) | (6,178) | (13,543) | (6,883) | (25,761) | (1,660) | (929) | |||||||
Income Tax Expense (Benefit) | (26,540) | (12,184) | (25,436) | (11,744) | (25,016) | (22,034) | (6,619) | |||||||
Employee Benefits and Share-based Compensation | (1,336) | (9,241) | (2,259) | (9,263) | (9,498) | (86) | (67) | |||||||
Depreciation, Depletion and Amortization | (3,590) | (1,728) | (6,937) | (3,168) | (7,993) | (4,702) | (3,468) | |||||||
Non-recurring expenses | (362) | (564) | (822) | (1,394) | (3,721) | (1,691) | (436) | |||||||
Business Combination, Contingent Consideration Arrangements, Change in Amount of Contingent Consideration, Liability | (395) | (1,153) | 0 | (375) | 0 | 0 | ||||||||
Gain (Loss) on Disposition of Property Plant Equipment | (79) | (162) | 2 | (360) | (221) | (700) | ||||||||
Restructuring Costs | (153) | (2,305) | (2,808) | |||||||||||
NET INCOME | $ 90,416 | $ 20,049 | $ 23,716 | $ 39,070 | $ (1,688) | $ 12,886 | $ 22,238 | $ 34,663 | $ 2,792 | $ 91,253 | $ 37,382 | 81,147 | 72,579 | 34,899 |
Salary expense | 17,200 | 12,200 | 12,700 | |||||||||||
Professional fees | $ 8,700 | $ 4,200 | $ 4,200 | |||||||||||
Major Customer One | Customer Concentration Risk | Revenue from Contract with Customer Benchmark | ||||||||||||||
Segment Reporting Information [Line Items] | ||||||||||||||
Concentration risk, percentage | 30.00% | 33.00% | 27.00% | 29.00% | 26.00% | 23.00% | 14.00% | |||||||
Major Customer Two | Customer Concentration Risk | Revenue from Contract with Customer Benchmark | ||||||||||||||
Segment Reporting Information [Line Items] | ||||||||||||||
Concentration risk, percentage | 22.00% | 20.00% | 20.00% | 19.00% | 18.00% | 14.00% | 13.00% | |||||||
Major Customer Three | Customer Concentration Risk | Revenue from Contract with Customer Benchmark | ||||||||||||||
Segment Reporting Information [Line Items] | ||||||||||||||
Concentration risk, percentage | 18.00% | 14.00% | 15.00% | 12.00% | 11.00% | 12.00% | 13.00% | |||||||
Corporate, Non-Segment [Member] | ||||||||||||||
Segment Reporting Information [Line Items] | ||||||||||||||
Revenue from Contract with Customer, Excluding Assessed Tax | $ (852) | $ (124) | $ (2,243) | $ (200) | $ (1,314) | $ (335) | $ (286) | |||||||
Operating Expenses | (12,746) | (6,775) | (22,264) | (12,188) | (26,881) | (18,184) | (18,657) | |||||||
Contingent Consideration And Other Nonoperating Expense | (21) | (3) | (43) | (16) | (30) | (15) | (9) | |||||||
Adjusted EBITDA | (13,619) | (6,902) | (24,550) | (12,404) | (28,225) | (18,534) | (18,952) | |||||||
Salary expense | 8,400 | 3,300 | 15,000 | 6,500 | ||||||||||
Professional fees | 3,300 | 2,800 | 6,300 | 4,400 | ||||||||||
Senior | ||||||||||||||
Segment Reporting Information [Line Items] | ||||||||||||||
Revenue from Contract with Customer, Excluding Assessed Tax | 315,510 | 138,875 | 388,709 | 166,458 | 361,673 | 192,257 | 102,408 | |||||||
Senior | Operating Segments | ||||||||||||||
Segment Reporting Information [Line Items] | ||||||||||||||
Revenue from Contract with Customer, Excluding Assessed Tax | 315,510 | 138,875 | 388,709 | 166,458 | 361,673 | 192,257 | 102,408 | |||||||
Operating Expenses | (180,955) | (70,765) | (245,252) | (100,288) | (215,935) | (102,083) | (65,720) | |||||||
Contingent Consideration And Other Nonoperating Expense | 0 | 0 | 0 | 0 | 0 | 0 | 0 | |||||||
Adjusted EBITDA | 134,555 | 68,110 | 143,457 | 66,170 | 145,738 | 90,174 | 36,688 | |||||||
Life | ||||||||||||||
Segment Reporting Information [Line Items] | ||||||||||||||
Revenue from Contract with Customer, Excluding Assessed Tax | 36,375 | 28,980 | 79,198 | 56,587 | 129,967 | 110,493 | 98,218 | |||||||
Life | Operating Segments | ||||||||||||||
Segment Reporting Information [Line Items] | ||||||||||||||
Revenue from Contract with Customer, Excluding Assessed Tax | 36,375 | 28,980 | 79,198 | 56,587 | 129,967 | 110,493 | 98,218 | |||||||
Operating Expenses | (29,961) | (22,740) | (62,307) | (44,528) | (102,155) | (84,672) | (75,249) | |||||||
Contingent Consideration And Other Nonoperating Expense | 0 | 0 | 0 | 0 | 0 | 0 | 0 | |||||||
Adjusted EBITDA | 6,414 | 6,240 | 16,891 | 12,059 | 27,812 | 25,821 | 22,969 | |||||||
Auto & Home | ||||||||||||||
Segment Reporting Information [Line Items] | ||||||||||||||
Revenue from Contract with Customer, Excluding Assessed Tax | 7,241 | 8,566 | 16,779 | 18,619 | 41,189 | 35,054 | 33,348 | |||||||
Auto & Home | Operating Segments | ||||||||||||||
Segment Reporting Information [Line Items] | ||||||||||||||
Revenue from Contract with Customer, Excluding Assessed Tax | 7,241 | 8,566 | 16,779 | 18,619 | 41,189 | 35,054 | 33,348 | |||||||
Operating Expenses | (5,091) | (7,049) | (11,012) | (14,612) | (32,490) | (27,237) | (24,127) | |||||||
Contingent Consideration And Other Nonoperating Expense | 0 | 0 | 0 | 0 | 0 | 0 | 0 | |||||||
Adjusted EBITDA | $ 2,150 | $ 1,517 | $ 5,767 | $ 4,007 | $ 8,699 | $ 7,817 | $ 9,221 |
Related-Party Transactions (D_2
Related-Party Transactions (Details) - USD ($) | May 01, 2020 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2020 | Dec. 31, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2018 |
Related Party Transaction [Line Items] | ||||||||
Related party expense | $ 8,000,000 | $ 5,200,000 | ||||||
Professional fees | $ 8,700,000 | $ 4,200,000 | $ 4,200,000 | |||||
Accounts receivable, related parties | $ 500,000 | $ 500,000 | 0 | $ 400,000 | ||||
InsideResponse | ||||||||
Related Party Transaction [Line Items] | ||||||||
Percentage of voting interests acquired | 100.00% | |||||||
Business Combination, Consideration Transferred | $ 67,092,000 | $ 67,213,000 | ||||||
InsideResponse | ||||||||
Related Party Transaction [Line Items] | ||||||||
Noncontrolling interest, ownership percentage by noncontrolling owners | 10.89% | 21.36% | ||||||
Former Employee | ||||||||
Related Party Transaction [Line Items] | ||||||||
Related party expense | $ 100,000 | $ 100,000 | 100,000 | |||||
Accounts payable, related parties | $ 0.1 | $ 0 | ||||||
Noncontrolling interest, ownership percentage by noncontrolling owners | 2.62% | 3.61% | ||||||
Immediate Family Member of Management or Principal Owner | InsideResponse | ||||||||
Related Party Transaction [Line Items] | ||||||||
Business Combination, Consideration Transferred | 65,000,000 | |||||||
Immediate Family Member of Management or Principal Owner | InsideResponse | ||||||||
Related Party Transaction [Line Items] | ||||||||
Business Combination, Consideration Transferred | $ 65,000,000 | |||||||
Related party expense | $ 16,100,000 | $ 10,100,000 | 10,000,000 | |||||
Accounts payable, related parties | 0 | 200,000 | ||||||
Immediate Family Member of Management or Principal Owner | Senior Healthcare Distribution, Lead Costs | ||||||||
Related Party Transaction [Line Items] | ||||||||
Related party expense | 500,000 | 1,600,000 | $ 700,000 | |||||
Accounts payable, related parties | $ 0.1 | $ 0 | ||||||
Immediate Family Member of Management or Principal Owner | Senior Healthcare Distribution Platform | ||||||||
Related Party Transaction [Line Items] | ||||||||
Noncontrolling interest, ownership percentage by noncontrolling owners | 21.36% | |||||||
Management | InsideResponse | ||||||||
Related Party Transaction [Line Items] | ||||||||
Revenue from related parties | $ 900,000 | $ 1,300,000 |
Selected Quarterly Financial _3
Selected Quarterly Financial Data (Unaudited) (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 6 Months Ended | 12 Months Ended | |||||||||||
Dec. 31, 2020 | Jun. 30, 2020 | Mar. 31, 2020 | Dec. 31, 2019 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2018 | Sep. 30, 2018 | Dec. 31, 2020 | Dec. 31, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2018 | |
Quarterly Financial Data [Abstract] | ||||||||||||||
Revenue from Contract with Customer, Excluding Assessed Tax | $ 358,274 | $ 141,447 | $ 148,605 | $ 176,297 | $ 65,167 | $ 74,399 | $ 87,211 | $ 119,938 | $ 55,921 | $ 482,443 | $ 241,464 | $ 531,515 | $ 337,469 | $ 233,688 |
Operating Income (Loss) | 124,154 | 35,862 | 40,443 | 57,435 | (1,410) | 17,265 | 29,599 | 45,685 | 3,739 | 131,428 | 56,025 | 132,329 | 96,288 | 43,156 |
Net Income (Loss) Attributable to Parent | $ 90,416 | $ 20,049 | $ 23,716 | $ 39,070 | $ (1,688) | $ 12,886 | $ 22,238 | $ 34,663 | $ 2,792 | $ 91,253 | $ 37,382 | $ 81,147 | $ 72,579 | $ 34,899 |
Earnings Per Share [Abstract] | ||||||||||||||
Basic (in dollars per share) | $ 0.56 | $ 0.15 | $ 0.23 | $ (0.56) | $ (0.05) | $ 0.11 | $ 0.22 | $ 0.37 | $ 0 | $ 0.56 | $ (0.62) | $ (0.16) | $ 0.70 | $ 0.27 |
Diluted (in dollars per share) | $ 0.55 | $ 0.13 | $ 0.17 | $ (0.56) | $ (0.05) | $ 0.09 | $ 0.17 | $ 0.26 | $ 0 | $ 0.55 | $ (0.62) | $ (0.16) | $ 0.55 | $ 0.23 |
Uncategorized Items - slqt-2021
Label | Element | Value |
Restricted Cash | us-gaap_RestrictedCash | $ 62,882,000 |
Restricted Cash | us-gaap_RestrictedCash | $ 36,168,000 |