Cover Page
Cover Page - shares | 3 Months Ended | |
Sep. 30, 2020 | Oct. 30, 2020 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Sep. 30, 2020 | |
Document Transition Report | false | |
Entity File Number | 001-33365 | |
Entity Registrant Name | USA Technologies, Inc. | |
Entity Incorporation, State or Country Code | PA | |
Entity Tax Identification Number | 23-2679963 | |
Entity Address, Address Line One | 100 Deerfield Lane, | |
Entity Address, Address Line Two | Suite 300, | |
Entity Address, City or Town | Malvern, | |
Entity Address, State or Province | PA | |
Entity Address, Postal Zip Code | 19355 | |
City Area Code | 610 | |
Local Phone Number | 989-0340 | |
Document Fiscal Year Focus | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Accelerated Filer | |
Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 65,256,631 | |
Entity Central Index Key | 0000896429 | |
Amendment Flag | false | |
Document Fiscal Year Focus | 2021 | |
Document Fiscal Period Focus | Q1 | |
Current Fiscal Year End Date | --06-30 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Sep. 30, 2020 | Jun. 30, 2020 |
Current assets: | ||
Cash and cash equivalents | $ 34,690 | $ 31,713 |
Accounts receivable, less allowance of $7,313 and $7,676, respectively | 19,175 | 17,273 |
Finance receivables, net | 7,356 | 7,468 |
Inventory, net | 7,005 | 9,128 |
Prepaid expenses and other current assets | 1,545 | 1,782 |
Total current assets | 69,771 | 67,364 |
Non-current assets: | ||
Finance receivables due after one year | 10,385 | 11,213 |
Other assets | 2,156 | 1,993 |
Property and equipment, net | 7,526 | 7,872 |
Operating lease right-of-use assets | 5,417 | 5,603 |
Intangibles, net | 22,249 | 23,033 |
Goodwill | 63,945 | 63,945 |
Total non-current assets | 111,678 | 113,659 |
Total assets | 181,449 | 181,023 |
Current liabilities: | ||
Accounts payable | 31,791 | 27,058 |
Accrued expenses | 28,880 | 30,265 |
Finance lease obligations and current obligations under long-term debt | 3,871 | 3,328 |
Deferred revenue | 1,639 | 1,698 |
Total current liabilities | 66,181 | 62,349 |
Long-term liabilities: | ||
Deferred income taxes | 143 | 137 |
Finance lease obligations and long-term debt, less current portion | 14,066 | 12,435 |
Operating lease liabilities, non-current | 4,469 | 4,749 |
Total long-term liabilities | 18,678 | 17,321 |
Total liabilities | 84,859 | 79,670 |
Commitments and contingencies | ||
Series A convertible preferred stock, 900,000 shares authorized, 445,063 issued and outstanding, with liquidation preferences of $21,113 and $20,779 at September 30, 2020 and June 30, 2020, respectively | 3,138 | 3,138 |
Shareholders’ equity: | ||
Preferred stock, no par value, 1,800,000 shares authorized, no shares issued | 0 | 0 |
Common stock, no par value, 640,000,000 shares authorized, 65,252,965 and 65,196,882 shares issued and outstanding at September 30, 2020 and June 30, 2020, respectively | 402,742 | 401,240 |
Accumulated deficit | (309,290) | (303,025) |
Total shareholders’ equity | 93,452 | 98,215 |
Total liabilities, convertible preferred stock and shareholders’ equity | $ 181,449 | $ 181,023 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Parentheticals) - USD ($) $ in Thousands | Sep. 30, 2020 | Jun. 30, 2020 |
Statement of Financial Position [Abstract] | ||
Accounts receivable, allowance | $ 7,313 | $ 7,676 |
Convertible preferred stock, shares authorized (in shares) | 900,000 | 900,000 |
Convertible preferred stock, shares issued (in shares) | 445,063 | 445,063 |
Convertible preferred stock, shares outstanding (in shares) | 445,063 | 445,063 |
Convertible preferred stock, liquidation preference | $ 21,113 | $ 20,779 |
Preferred stock, par value (in dollars per share) | $ 0 | $ 0 |
Preferred stock, shares authorized (in shares) | 1,800,000 | 1,800,000 |
Preferred stock, shares issued (in shares) | 0 | 0 |
Common stock, par value (in dollars per share) | $ 0 | $ 0 |
Common stock, shares authorized (in shares) | 640,000,000 | 640,000,000 |
Common stock, shares issued (in shares) | 65,252,965 | 65,196,882 |
Common stock, shares outstanding (in shares) | 65,252,965 | 65,196,882 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations - USD ($) $ in Thousands | 3 Months Ended | |
Sep. 30, 2020 | Sep. 30, 2019 | |
Revenue | $ 36,877 | $ 43,359 |
Costs of sales | 22,637 | 31,943 |
Gross profit | 14,240 | 11,416 |
Operating expenses: | ||
Selling, general and administrative | 16,780 | 17,196 |
Investigation, proxy solicitation and restatement expenses | 0 | 4,476 |
Depreciation and amortization | 1,068 | 1,022 |
Total operating expenses | 17,848 | 22,694 |
Operating loss | (3,608) | (11,278) |
Other income (expense): | ||
Interest income | 350 | 294 |
Interest expense | (3,315) | (465) |
Total other income (expense), net | (2,965) | (171) |
Loss before income taxes | (6,573) | (11,449) |
Provision for income taxes | (40) | (59) |
Net loss | (6,613) | (11,508) |
Preferred dividends | (334) | (334) |
Net loss applicable to common shares | $ (6,947) | $ (11,842) |
Net loss per common share | ||
Basic (in dollars per share) | $ (0.11) | $ (0.20) |
Diluted (in dollars per share) | $ (0.11) | $ (0.20) |
Weighted average number of common shares outstanding | ||
Basic (in shares) | 64,859,002 | 60,096,852 |
Diluted (in shares) | 64,859,002 | 60,096,852 |
Service | ||
Revenue | $ 33,108 | $ 34,609 |
Costs of sales | 19,336 | 22,089 |
Product | ||
Revenue | 3,769 | 8,750 |
Costs of sales | $ 3,301 | $ 9,854 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Shareholders' Equity - USD ($) $ in Thousands | Total | Cumulative Effect, Period of Adoption, Adjustment | Common Stock | Accumulated Deficit | Accumulated DeficitCumulative Effect, Period of Adoption, Adjustment |
Balance (in shares) at Jun. 30, 2019 | 60,008,481 | ||||
Balance at Jun. 30, 2019 | $ 114,423 | $ 376,853 | $ (262,430) | ||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Stock based compensation | 290 | $ 290 | |||
Net loss | (11,508) | (11,508) | |||
Balance (in shares) at Sep. 30, 2019 | 60,008,481 | ||||
Balance at Sep. 30, 2019 | 103,205 | $ 377,143 | (273,938) | ||
Balance (in shares) at Jun. 30, 2019 | 60,008,481 | ||||
Balance at Jun. 30, 2019 | 114,423 | $ 376,853 | (262,430) | ||
Balance (in shares) at Jun. 30, 2020 | 65,196,882 | ||||
Balance at Jun. 30, 2020 | $ 98,215 | $ 348 | $ 401,240 | (303,025) | $ 348 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Accounting Standards Update [Extensible List] | us-gaap:AccountingStandardsUpdate201613Member | ||||
Stock based compensation (in shares) | 56,083 | ||||
Stock based compensation | $ 1,502 | $ 1,502 | |||
Net loss | (6,613) | (6,613) | |||
Balance (in shares) at Sep. 30, 2020 | 65,252,965 | ||||
Balance at Sep. 30, 2020 | $ 93,452 | $ 402,742 | $ (309,290) | ||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Accounting Standards Update [Extensible List] | us-gaap:AccountingStandardsUpdate201613Member |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 3 Months Ended | |
Sep. 30, 2020 | Sep. 30, 2019 | |
OPERATING ACTIVITIES: | ||
Net loss | $ (6,613) | $ (11,508) |
Adjustments to reconcile net loss to net cash (used in) provided by operating activities: | ||
Non-cash stock based compensation | 1,509 | 290 |
Gain on disposal of property and equipment | (3) | (15) |
Non-cash interest and amortization of debt discount | 3,125 | 338 |
Bad debt expense | 394 | (110) |
Provision for inventory reserve | 802 | 574 |
Depreciation and amortization included in operating expenses | 1,068 | 1,022 |
Depreciation included in cost of sales for rentals | 539 | 634 |
Non-cash lease expense | 269 | 491 |
Deferred income taxes | 5 | 5 |
Changes in operating assets and liabilities: | ||
Accounts receivable | (1,540) | 3,286 |
Finance receivables | 531 | (454) |
Inventory | 1,324 | 1,232 |
Prepaid expenses and other assets | 100 | (412) |
Accounts payable and accrued expenses | 3,985 | 5,288 |
Operating lease liabilities | (259) | (399) |
Deferred revenue | (58) | (33) |
Net cash provided by operating activities | 5,178 | 229 |
INVESTING ACTIVITIES: | ||
Purchase of property and equipment | (483) | (420) |
Proceeds from sale of property and equipment | 8 | 30 |
Net cash used in investing activities | (475) | (390) |
FINANCING ACTIVITIES: | ||
Proceeds from long-term debt issuance by JPMorgan Chase Bank, N.A., net of debt issuance costs | 14,550 | 0 |
Repayment of finance lease obligations and long-term debt | (15,101) | (1,763) |
Proceeds from exercise of common stock options | 25 | 0 |
Payment of Antara prepayment penalty and commitment termination fee | (1,200) | 0 |
Net cash used in financing activities | (1,726) | (1,763) |
Net (decrease) increase in cash and cash equivalents | 2,977 | (1,924) |
Cash and cash equivalents at beginning of year | 31,713 | 27,464 |
Cash and cash equivalents at end of period | 34,690 | 25,540 |
Supplemental disclosures of cash flow information: | ||
Interest paid in cash | $ 191 | $ 205 |
BUSINESS
BUSINESS | 3 Months Ended |
Sep. 30, 2020 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
BUSINESS | BUSINESS USA Technologies, Inc. (“USAT” or the “Company”) was incorporated in the Commonwealth of Pennsylvania in January 1992. We are a provider of technology-enabled solutions and value-added services that facilitate electronic payment transactions and consumer engagement services primarily within the unattended Point of Sale (“POS”) market. We are a leading provider in the small ticket, beverage and food vending industry in the United States and are expanding our solutions and services to other unattended market segments, such as amusement, commercial laundry, kiosk and others. Since our founding, we have designed and marketed systems and solutions that facilitate electronic payment options, as well as telemetry and Internet of Things services, which include the ability to remotely monitor, control, and report on the results of distributed assets containing our electronic payment solutions. Historically, these distributed assets have relied on cash for payment in the form of coins or bills, whereas, our systems allow them to accept cashless payments such as through the use of credit or debit cards or other emerging contactless forms, such as mobile payment. The connection to the ePort Connect platform also enables consumer loyalty programs, national rewards programs and digital content, including advertisements and product information to be delivered at the point of sale. On November 9, 2017, the Company acquired all of the outstanding equity interests of Cantaloupe Systems, Inc. (“Cantaloupe”), pursuant to the Agreement and Plan of Merger. Cantaloupe is a premier provider of cloud and mobile solutions for vending, micro markets, and office coffee service. The acquisition expanded the Company’s existing platform to become an end-to-end enterprise platform integrating Cantaloupe’s Seed Cloud which provides cloud and mobile solutions for dynamic route scheduling, automated pre-kitting, responsive merchandising, inventory management, warehouse and accounting management, as well as cashless vending. The combined companies offer a complete value proposition for customers by providing both top-line revenue generating services as well as bottom line business efficiency services to help operators of unattended retail machines run their businesses better. The combined product offering provides the data-rich Seed system with USAT’s consumer benefits, providing operators with valuable consumer data that results in customized experiences. In addition to new technology and services, due to Cantaloupe’s customer base, the acquisition expanded the Company’s footprint into new markets. INTERIM FINANCIAL INFORMATION The accompanying unaudited condensed consolidated financial statements of the Company have been prepared in accordance with U.S. generally accepted accounting principles for interim financial information and with the instructions to Form 10-Q. Accordingly, they do not include all of the information and footnotes required by U.S. generally accepted accounting principles for complete financial statements and therefore should be read in conjunction with the Company’s June 30, 2020 Annual Report on Form 10-K. In the opinion of management, all adjustments considered necessary for a fair presentation, consisting of normal recurring adjustments, have been included. Operating results for the three months ended September 30, 2020 are not necessarily indicative of the results that may be expected for the full fiscal year ending June 30, 2021. The balance sheet at June 30, 2020 has been derived from the audited consolidated financial statements at that date, but does not include all disclosures required by accounting principles generally accepted in the United States of America. As previously disclosed in the Company’s June 30, 2020 Annual Report on Form 10-K, during the fourth quarter of fiscal year 2020, the Company reclassified certain operating expenses previously reported in the first three quarters of fiscal year 2020 as Selling, general and administrative expenses to Investigation, proxy solicitation and restatement expenses. The reclassifications resulted from management’s conclusion that those operating expenses related to non-recurring professional services fees to assist the Company with accounting and compliance activities following the filing of the 2019 Form 10-K, as well as the proxy solicitation costs incurred in fiscal year 2020. These reclassifications did not affect total operating expenses or net income. COVID-19 A novel strain of coronavirus (COVID-19) was first identified in China in December 2019 and subsequently declared a global pandemic in March 2020 by the World Health Organization. COVID-19 containment measures began in parts of the United States in March 2020 resulting in forced closure of non-essential businesses and social distancing protocols. As a result, COVID-19 has impacted our business, significantly reducing foot traffic to distributed assets containing our electronic payment solutions and reducing discretionary spending by consumers. The Company did not observe meaningful reductions in processing volume until mid-March, when average daily processing volume decreased approximately 40%. By mid-April, processing volumes began to recover and have steadily improved through September 2020. As of September 30, 2020, our average daily processing volume has increased 53% from the lows in April. At this time we are unable to reasonably estimate the length of time that containment measures will be needed in the United States. Furthermore, even after containment measures are lifted there can be no assurance as to the time required to regain operations and sales at levels prior to the pandemic. In response to the outbreak and business disruption, first and foremost, we have prioritized the health and safety of our employees by implementing work-from-home measures while continuing to diligently serve our customers. Additionally, we have created an internal task force to lead measures to protect the business in light of the volatility and uncertainty caused by the COVID-19 pandemic, including ensuring the safety of our employees and our community by implementing work from home policies, conserving liquidity, evaluating cost saving actions, partnering with customers to position USAT for renewed growth post crisis, and pausing on international expansion. The liquidity conservation and cost savings initiatives include but are not limited to: a 20% salary reduction for the senior leadership team until December 2020; deferral of all cash-based director fees until calendar year 2021; a temporary furlough of about 10% of our employee base; negotiations with and concessions from vendors in regard to cost reductions and/or payment deferrals; an increased collection effort to reduce outstanding accounts receivables; and various supply chain/inventory improvements. Our supply chain network has not been significantly disrupted and we are continuously monitoring for the impact of COVID-19. We continue to monitor the rapidly evolving situation and guidance from federal, state and local public health authorities. As such, given the dynamic nature of this situation, the Company cannot reasonably estimate the impacts of COVID-19 on our financial condition, results of operations or cash flows in the future. However, based on current trends and if the pandemic is not substantially contained in the near future, COVID-19 may have a material adverse impact on our revenue growth as well as our overall profitability in fiscal year 2021, and may lead to higher sales-related, inventory-related, and operating reserves. Further, a sustained downturn may also result in a decrease in the fair value of our goodwill or other intangible assets, causing them to exceed their carrying value. This may require us to recognize an impairment to those assets. OUT OF PERIOD ADJUSTMENT During the course of preparing its financial statements for the three months ended September 30, 2020, the Company identified an adjustment totaling $0.8 million related to prior year activity. The adjustment relates to the fact that the Company failed to bill an equipment supplier for USAT-provided parts that the supplier incorporated into the assembly of hardware that was sold to the Company, which resulted in an understatement of accounts receivable and an overstatement of cost of equipment sales in fiscal year 2020. The Company analyzed the potential impact of the error in accordance with the appropriate guidance, from both a qualitative and quantitative perspective, and concluded that the error was not material to any individual interim or annual period in fiscal year 2020 nor the first quarter or estimated annual period results in fiscal year 2021. Accordingly, during the three months ended September 30, 2020, the Company recorded the $0.8 million as a decrease to cost of equipment sales and an increase to accounts receivable as a result of this adjustment. |
ACCOUNTING POLICIES
ACCOUNTING POLICIES | 3 Months Ended |
Sep. 30, 2020 | |
Accounting Policies [Abstract] | |
ACCOUNTING POLICIES | ACCOUNTING POLICIES RECENT ACCOUNTING PRONOUNCEMENTS Accounting pronouncements adopted ASC Topic 326 - Credit Losses On July 1, 2020, we adopted Topic 326, Financial Instruments-Credit Losses , which was primarily introduced under Accounting Standards Update (“ASU”) No. 2016-13 We adopted Topic 326 using the modified retrospective approach through a cumulative-effect adjustment to retained earnings on July 1, 2020. The adoption impacted the calculation of our allowance for doubtful accounts on accounts receivables and our allowance for nonperforming finance receivables. We estimate our allowances using an aging analysis of the receivables balances, primarily based on historical loss experience, as there have been no significant changes in the mix or risk characteristics of the receivable revenue streams used to calculate historical loss rates. We also take into consideration that receivables for monthly service fees that are collected as part of the flow of funds from our transaction processing service have a lower risk profile than receivables for equipment and service fees billed under the Company’s standard payment terms of 30 to 60 days from invoice issuance, and adjust our aging analysis to incorporate those risk assessments. Current conditions are analyzed at each measurement date as we reassess whether our receivables continue to exhibit similar risk characteristics as the prior measurement date, and determine if the reserve calculation needs to be adjusted for new developments, such as a customer’s inability to meet its financial obligations. Lastly, we also factor reasonable and supportable economic expectations into our allowance estimate for the asset’s entire expected life, which is generally less than one year for accounts receivable and five years for finance receivables. The adoption of this pronouncement resulted in the recognition of a $0.8 million decrease in the allowance for doubtful accounts for accounts receivable, mainly related to subsequent favorable settlements of customer balances that were considered in the expected credit loss calculation, and a $0.4 million increase in the allowance for nonperforming finance receivables on our opening balance sheet as of July 1, 2020, with a corresponding net increase of $0.3 million in retained earnings. The following table represents a rollforward of the allowance for doubtful accounts for accounts receivable for the three months ending September 30, 2020: Three months ended September 30, ($ in thousands) 2020 Beginning balance, prior to adopting ASC 326 $ 7,676 Impact of ASC 326 (757) Provision for credit losses 394 Ending balance $ 7,313 For details on the adoption of Topic 326 relating to Finance Receivables, please refer to Note 5 - Finance Receivables, including the Company’s rollforward of the allowance for nonperforming finance receivables. ASU 2018-15 - Intangibles—Goodwill and Other (Topic 350): Internal-Use Software In August 2018, the FASB issued ASU No. 2018-15, “Intangibles—Goodwill and Other (Topic 350): Internal-Use Software.” This standard aligns the requirements for capitalizing implementation costs incurred in a cloud computing arrangement that is a service contract with the requirements for capitalizing implementation costs incurred to develop or obtain internal-use software. The adoption of this ASU on July 1, 2020 did not have a material impact on our condensed consolidated financial statements. Accounting pronouncements to be adopted The Company is evaluating whether the effects of the following recent accounting pronouncements, or any other recently issued but not yet effective accounting standards, will have a material effect on the Company’s condensed consolidated financial position, results of operations or cash flows. ASU 2019-12 - Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes In December 2019, the FASB issued ASU No. 2019-12, “Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes.” ASU 2019-12 is intended to simplify accounting for income taxes by removing certain exceptions to the general principles in Topic 740 and amends existing guidance to improve consistent application. ASU 2019-12 is effective for fiscal years beginning after December 15, 2020 and interim periods within those fiscal years. The Company does not expect the changes to have a material impact on its financial statements. ASU 2020-04, Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting In March 2020, the FASB issued ASU No. 2020-04, “Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting.” This standard provides practical expedients for contract modifications with the transition from reference rates, such as LIBOR, that are expected to be discontinued. This guidance is applicable for the Company's revolving credit facility and secured term facility with JPMorgan Chase Bank, N.A., which uses LIBOR as a reference rate. The provisions of ASU 2020-04 can be applied at any point on a prospective basis through December 31, 2022. If and when the Company modifies its revolving credit facility and secured term facility with JPMorgan Chase Bank, N.A. to |
LEASES
LEASES | 3 Months Ended |
Sep. 30, 2020 | |
Leases [Abstract] | |
LEASES | LEASES Lessee Accounting The Company determines if an arrangement is a lease at inception. The Company has operating and finance leases for office space, warehouses, automobiles and office equipment. USAT’s leases have lease terms of one year to eight years and some include options to extend and/or terminate the lease. The exercise of lease renewal options is at the Company’s sole discretion. When deemed reasonably certain of exercise, the renewal options are included in the determination of the lease term. The Company’s lease agreements do not contain any material variable lease payments, material residual value guarantees or any material restrictive covenants. Right-of-Use (“ROU”) assets represent the Company’s right to use an underlying asset for the lease term and lease liabilities represent the obligation to make lease payments arising from the lease. ROU assets and liabilities are recognized at commencement date of the lease based on the present value of lease payments over the lease term. As most of our leases do not provide an implicit rate, we use our incremental borrowing rate, which is the collateralized rate of interest that we would pay to borrow over a similar term an amount equal to the lease payments, based on the information available at commencement date in determining the present value of lease payments. The operating lease ROU asset also includes any lease payments made and excludes lease incentives. USAT has lease agreements with lease and non-lease components. The Company elected the practical expedient related to treating lease and non-lease components as a single lease component for all leases as well as electing a policy exclusion permitting leases with an original lease term of less than one year to be excluded from the ROU assets and lease liabilities. Lease expense for operating lease payments is recognized on a straight-line basis over the lease term. At September 30, 2020, the Company has the following balances recorded in the balance sheet related to its lease arrangements: ($ in thousands) Classification As of September 30, 2020 Assets Operating leases Operating lease ROU assets $ 5,417 Liabilities Current: Operating leases Accrued expenses 1,097 Non-current: Operating leases Operating lease liabilities, non-current $ 4,469 Components of lease cost are as follows: ($ in thousands) Three months ended September 30, 2020 Three months ended September 30, 2019 Operating lease costs* 529 701 * Includes short-term lease and variable lease costs, which are not material. Supplemental cash flow information and non-cash activity related to our leases are as follows: ($ in thousands) Three months ended September 30, 2020 Three months ended September 30, 2019 Supplemental cash flow information: Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from operating leases $ 346 $ 495 Non-cash activity Right-of-use assets obtained in exchange for lease obligations: Operating lease liabilities $ — $ 3,071 Weighted-average remaining lease term and discount rate for our leases are as follows: Three months ended September 30, 2020 Weighted-average remaining lease term (years) Operating leases 5.0 Weighted-average discount rate Operating leases 6.8 % Maturities of lease liabilities by fiscal year for our leases are as follows: ($ in thousands) Operating Remainder of 2021 $ 1,083 2022 1,461 2023 1,493 2024 1,030 2025 627 Thereafter 893 Total lease payments $ 6,587 Less: Imputed interest (1,021) Present value of lease liabilities $ 5,566 Lessor Accounting The Company offers its customers financing for the lease of our POS electronic payment devices. We account for these transactions as sales-type leases. Our sales-type leases generally have a non-cancellable term of 60 months. Certain leases contain an end-of-term purchase option that is generally insignificant and is reasonably certain to be exercised by the lessee. Leases that do not meet the criteria for sales-type lease accounting are accounted for as operating leases, which are typically our JumpStart program leases, which are agreements for renting POS electronic payment devices. JumpStart terms are typically 36 months and are cancellable with 30 to 60 days' written notice. The Company treats lease and non-lease components as a single component for those leases where the timing and pattern of transfer for the non-lease component and associated lease component are the same and the stand-alone lease component would be classified as an operating lease if accounted for separately. The combined component is then accounted for under Topic 606, Revenue from Contracts with Customers or Topic 842 depending on the predominant characteristic of the combined component, which was Topic 606 for the Company's operating leases. All QuickStart leases are sales-type and do not qualify for the election. Lessor consideration is allocated between lease components and the non-lease components using the requirements under Topic 606. Revenue from sales-type leases is recognized upon shipment to the customer and the interest portion is deferred and recognized as earned. The revenues related to the sales-type leases are included in Equipment sales in the Condensed Consolidated Statements of Operations and a portion of the lease payments as interest income. Revenue from operating leases is recognized ratably over the applicable service period with service fee revenue related to the leases included in License and transaction fees in the Condensed Consolidated Statements of Operations. Property and equipment used for the operating lease rental program consisted of the following: ($ in thousands) September 30, June 30, Cost $ 32,425 32,445 Accumulated depreciation (28,088) (27,745) Net $ 4,337 $ 4,700 The Company’s net investment in sales-type leases (carrying value of lease receivables) and the future minimum amounts to be collected on these lease receivables as of September 30, 2020 are disclosed within Note 5 - Finance Receivables. |
LEASES | LEASES Lessee Accounting The Company determines if an arrangement is a lease at inception. The Company has operating and finance leases for office space, warehouses, automobiles and office equipment. USAT’s leases have lease terms of one year to eight years and some include options to extend and/or terminate the lease. The exercise of lease renewal options is at the Company’s sole discretion. When deemed reasonably certain of exercise, the renewal options are included in the determination of the lease term. The Company’s lease agreements do not contain any material variable lease payments, material residual value guarantees or any material restrictive covenants. Right-of-Use (“ROU”) assets represent the Company’s right to use an underlying asset for the lease term and lease liabilities represent the obligation to make lease payments arising from the lease. ROU assets and liabilities are recognized at commencement date of the lease based on the present value of lease payments over the lease term. As most of our leases do not provide an implicit rate, we use our incremental borrowing rate, which is the collateralized rate of interest that we would pay to borrow over a similar term an amount equal to the lease payments, based on the information available at commencement date in determining the present value of lease payments. The operating lease ROU asset also includes any lease payments made and excludes lease incentives. USAT has lease agreements with lease and non-lease components. The Company elected the practical expedient related to treating lease and non-lease components as a single lease component for all leases as well as electing a policy exclusion permitting leases with an original lease term of less than one year to be excluded from the ROU assets and lease liabilities. Lease expense for operating lease payments is recognized on a straight-line basis over the lease term. At September 30, 2020, the Company has the following balances recorded in the balance sheet related to its lease arrangements: ($ in thousands) Classification As of September 30, 2020 Assets Operating leases Operating lease ROU assets $ 5,417 Liabilities Current: Operating leases Accrued expenses 1,097 Non-current: Operating leases Operating lease liabilities, non-current $ 4,469 Components of lease cost are as follows: ($ in thousands) Three months ended September 30, 2020 Three months ended September 30, 2019 Operating lease costs* 529 701 * Includes short-term lease and variable lease costs, which are not material. Supplemental cash flow information and non-cash activity related to our leases are as follows: ($ in thousands) Three months ended September 30, 2020 Three months ended September 30, 2019 Supplemental cash flow information: Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from operating leases $ 346 $ 495 Non-cash activity Right-of-use assets obtained in exchange for lease obligations: Operating lease liabilities $ — $ 3,071 Weighted-average remaining lease term and discount rate for our leases are as follows: Three months ended September 30, 2020 Weighted-average remaining lease term (years) Operating leases 5.0 Weighted-average discount rate Operating leases 6.8 % Maturities of lease liabilities by fiscal year for our leases are as follows: ($ in thousands) Operating Remainder of 2021 $ 1,083 2022 1,461 2023 1,493 2024 1,030 2025 627 Thereafter 893 Total lease payments $ 6,587 Less: Imputed interest (1,021) Present value of lease liabilities $ 5,566 Lessor Accounting The Company offers its customers financing for the lease of our POS electronic payment devices. We account for these transactions as sales-type leases. Our sales-type leases generally have a non-cancellable term of 60 months. Certain leases contain an end-of-term purchase option that is generally insignificant and is reasonably certain to be exercised by the lessee. Leases that do not meet the criteria for sales-type lease accounting are accounted for as operating leases, which are typically our JumpStart program leases, which are agreements for renting POS electronic payment devices. JumpStart terms are typically 36 months and are cancellable with 30 to 60 days' written notice. The Company treats lease and non-lease components as a single component for those leases where the timing and pattern of transfer for the non-lease component and associated lease component are the same and the stand-alone lease component would be classified as an operating lease if accounted for separately. The combined component is then accounted for under Topic 606, Revenue from Contracts with Customers or Topic 842 depending on the predominant characteristic of the combined component, which was Topic 606 for the Company's operating leases. All QuickStart leases are sales-type and do not qualify for the election. Lessor consideration is allocated between lease components and the non-lease components using the requirements under Topic 606. Revenue from sales-type leases is recognized upon shipment to the customer and the interest portion is deferred and recognized as earned. The revenues related to the sales-type leases are included in Equipment sales in the Condensed Consolidated Statements of Operations and a portion of the lease payments as interest income. Revenue from operating leases is recognized ratably over the applicable service period with service fee revenue related to the leases included in License and transaction fees in the Condensed Consolidated Statements of Operations. Property and equipment used for the operating lease rental program consisted of the following: ($ in thousands) September 30, June 30, Cost $ 32,425 32,445 Accumulated depreciation (28,088) (27,745) Net $ 4,337 $ 4,700 The Company’s net investment in sales-type leases (carrying value of lease receivables) and the future minimum amounts to be collected on these lease receivables as of September 30, 2020 are disclosed within Note 5 - Finance Receivables. |
LEASES | LEASES Lessee Accounting The Company determines if an arrangement is a lease at inception. The Company has operating and finance leases for office space, warehouses, automobiles and office equipment. USAT’s leases have lease terms of one year to eight years and some include options to extend and/or terminate the lease. The exercise of lease renewal options is at the Company’s sole discretion. When deemed reasonably certain of exercise, the renewal options are included in the determination of the lease term. The Company’s lease agreements do not contain any material variable lease payments, material residual value guarantees or any material restrictive covenants. Right-of-Use (“ROU”) assets represent the Company’s right to use an underlying asset for the lease term and lease liabilities represent the obligation to make lease payments arising from the lease. ROU assets and liabilities are recognized at commencement date of the lease based on the present value of lease payments over the lease term. As most of our leases do not provide an implicit rate, we use our incremental borrowing rate, which is the collateralized rate of interest that we would pay to borrow over a similar term an amount equal to the lease payments, based on the information available at commencement date in determining the present value of lease payments. The operating lease ROU asset also includes any lease payments made and excludes lease incentives. USAT has lease agreements with lease and non-lease components. The Company elected the practical expedient related to treating lease and non-lease components as a single lease component for all leases as well as electing a policy exclusion permitting leases with an original lease term of less than one year to be excluded from the ROU assets and lease liabilities. Lease expense for operating lease payments is recognized on a straight-line basis over the lease term. At September 30, 2020, the Company has the following balances recorded in the balance sheet related to its lease arrangements: ($ in thousands) Classification As of September 30, 2020 Assets Operating leases Operating lease ROU assets $ 5,417 Liabilities Current: Operating leases Accrued expenses 1,097 Non-current: Operating leases Operating lease liabilities, non-current $ 4,469 Components of lease cost are as follows: ($ in thousands) Three months ended September 30, 2020 Three months ended September 30, 2019 Operating lease costs* 529 701 * Includes short-term lease and variable lease costs, which are not material. Supplemental cash flow information and non-cash activity related to our leases are as follows: ($ in thousands) Three months ended September 30, 2020 Three months ended September 30, 2019 Supplemental cash flow information: Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from operating leases $ 346 $ 495 Non-cash activity Right-of-use assets obtained in exchange for lease obligations: Operating lease liabilities $ — $ 3,071 Weighted-average remaining lease term and discount rate for our leases are as follows: Three months ended September 30, 2020 Weighted-average remaining lease term (years) Operating leases 5.0 Weighted-average discount rate Operating leases 6.8 % Maturities of lease liabilities by fiscal year for our leases are as follows: ($ in thousands) Operating Remainder of 2021 $ 1,083 2022 1,461 2023 1,493 2024 1,030 2025 627 Thereafter 893 Total lease payments $ 6,587 Less: Imputed interest (1,021) Present value of lease liabilities $ 5,566 Lessor Accounting The Company offers its customers financing for the lease of our POS electronic payment devices. We account for these transactions as sales-type leases. Our sales-type leases generally have a non-cancellable term of 60 months. Certain leases contain an end-of-term purchase option that is generally insignificant and is reasonably certain to be exercised by the lessee. Leases that do not meet the criteria for sales-type lease accounting are accounted for as operating leases, which are typically our JumpStart program leases, which are agreements for renting POS electronic payment devices. JumpStart terms are typically 36 months and are cancellable with 30 to 60 days' written notice. The Company treats lease and non-lease components as a single component for those leases where the timing and pattern of transfer for the non-lease component and associated lease component are the same and the stand-alone lease component would be classified as an operating lease if accounted for separately. The combined component is then accounted for under Topic 606, Revenue from Contracts with Customers or Topic 842 depending on the predominant characteristic of the combined component, which was Topic 606 for the Company's operating leases. All QuickStart leases are sales-type and do not qualify for the election. Lessor consideration is allocated between lease components and the non-lease components using the requirements under Topic 606. Revenue from sales-type leases is recognized upon shipment to the customer and the interest portion is deferred and recognized as earned. The revenues related to the sales-type leases are included in Equipment sales in the Condensed Consolidated Statements of Operations and a portion of the lease payments as interest income. Revenue from operating leases is recognized ratably over the applicable service period with service fee revenue related to the leases included in License and transaction fees in the Condensed Consolidated Statements of Operations. Property and equipment used for the operating lease rental program consisted of the following: ($ in thousands) September 30, June 30, Cost $ 32,425 32,445 Accumulated depreciation (28,088) (27,745) Net $ 4,337 $ 4,700 The Company’s net investment in sales-type leases (carrying value of lease receivables) and the future minimum amounts to be collected on these lease receivables as of September 30, 2020 are disclosed within Note 5 - Finance Receivables. |
REVENUE
REVENUE | 3 Months Ended |
Sep. 30, 2020 | |
Revenue from Contract with Customer [Abstract] | |
REVENUE | REVENUE Disaggregated Revenue Based on similar operational and economic characteristics, the Company’s revenue from contracts with customers is disaggregated by License and transaction fees and Equipment sales, as reported in the Company’s Condensed Consolidated Statements of Operations. The Company believes these revenue categories depict how the nature, amount, timing, and uncertainty of its revenue and cash flows are influenced by economic factors, and also represent the level at which management makes operating decisions and assesses financial performance. Transaction Price Allocated to Future Performance Obligations In determining the transaction price allocated to unsatisfied performance obligations, we do not include non-recurring charges. Further, we apply the practical expedient to not consider arrangements with an original expected duration of one year or less, which are primarily month to month rental agreements. The majority of our contracts have a contractual term of between 36 and 60 months based on implied and explicit termination penalties. These amounts will be converted into revenue in future periods as work is performed, primarily based on the services provided or at delivery and acceptance of products, depending on the applicable accounting method for the services or products being delivered. The following table reflects the estimated fees to be recognized in the future related to performance obligations that are unsatisfied at the end of the period: ($ in thousands) As of September 30, 2020 Remainder of 2021 $ 9,215 2022 10,940 2023 8,808 2024 4,751 2025 and thereafter 1,660 Total $ 35,374 Contract Liabilities The Company’s contract liability (i.e., deferred revenue) balances are as follows: Three months ended September 30, Three months ended September 30, ($ in thousands) 2020 2019 Deferred revenue, beginning of the period $ 1,698 $ 1,681 Deferred revenue, end of the period 1,639 1,649 Revenue recognized in the period from amounts included in deferred revenue at the beginning of the period $ 93 $ 129 The change in the contract liability balances period-over-period is primarily the result of timing difference between the Company’s satisfaction of a performance obligation and payment from the customer. Contract Costs At September 30, 2020 and June 30, 2020, the Company had net capitalized costs to obtain contracts of $0.4 million included in Prepaid expenses and other current assets and $1.8 million included in Other noncurrent assets on the Condensed Consolidated Balance Sheet. None of these capitalized contract costs were impaired. During the three months ended September 30, 2020 and 2019, amortization of capitalized contract costs was $0.1 million for both periods. |
FINANCE RECEIVABLES
FINANCE RECEIVABLES | 3 Months Ended |
Sep. 30, 2020 | |
Receivables [Abstract] | |
FINANCE RECEIVABLES | FINANCE RECEIVABLES The Company's finance receivables consist of financed devices under the Quickstart program and Cantaloupe devices contractually associated with the Seed platform. Predominately all of the Company’s finance receivables agreements are classified as non-cancellable sixty month sales-type leases. As of September 30, 2020 and June 30, 2020, finance receivables consist of the following: ($ in thousands) September 30, June 30, Current finance receivables, net $ 7,356 7,468 Finance receivables due after one year 10,385 11,213 Total finance receivables, net of nonperforming allowance of $559 and $150, respectively $ 17,741 $ 18,681 On July 1, 2020, the Company adopted Topic 326 using the modified retrospective approach, and began calculating our allowance for nonperforming finance receivables under an expected loss model rather than an incurred loss model . Prior to July 1, 2020, the allowance was based on an estimate of probable losses inherent in the finance receivable portfolio as of the balance sheet date. We collect lease payments from customers as part of the flow of funds from our transaction processing service. Balances are considered past due if customers do not have sufficient transaction revenue to cover the monthly lease payment by the end of the monthly billing period. The Company routinely monitors customer payment performance and uses prior payment performance as a measure to assess the capability of the customer to repay contractual obligations of the lease agreements as scheduled. On an as-needed basis, qualitative information may be taken into consideration if new information arises related to the customer’s ability to repay the lease. Credit risk for these receivables is continuously monitored by management and reflected within the allowance for nonperforming finance receivables by aggregating leases with similar risk characteristics into pools that are collectively assessed. Because the Company’s lease contracts generally have similar terms, customer characteristics around transaction processing volume and sales were used to disaggregate the leases. Our key credit quality indicator is the amount of transaction revenue we process for each customer relative to their lease payment due, as we consider this customer characteristic to be the strongest predictor of the risk of customer default. Customers with low processing volume or with transaction sales that are insufficient to cover the lease payment are considered to be at a higher risk of customer default. Customers are pooled based on their ratio of gross sales to required monthly lease obligations into two categories for high ratio and low ratio customers. Using these two categories, we performed an analysis of historical write-offs to calculate reserve percentages by aging buckets for each category of customer. At September 30, 2020, the gross lease payable by current payment performance on a contractual basis and year of origination consisted of the following: Leases by Origination ($ in thousands) Up to 1 Year Ago Between 1 and 2 Years Ago Between 2 and 3 Years Ago Between 3 and 4 Years Ago Between 4 and 5 Years Ago More than 5 Years Ago Total Current $ 4,680 $ 4,013 $ 4,986 $ 3,073 $ 248 $ 18 $ 17,018 30 days and under 24 51 102 11 — — 188 31-60 days 5 8 31 10 1 — 55 61-90 days 26 29 64 13 2 — 134 Greater than 90 days 82 164 519 100 31 9 905 Total finance receivables $ 4,817 $ 4,265 $ 5,702 $ 3,207 $ 282 $ 27 $ 18,300 At June 30, 2020, the gross lease payable by current payment performance on a contractual basis and year of origination consisted of the following: Leases by Origination ($ in thousands) Up to 1 Year Ago Between 1 and 2 Years Ago Between 2 and 3 Years Ago Between 3 and 4 Years Ago Between 4 and 5 Years Ago More than 5 Years Ago Total Current $ 4,950 $ 4,406 $ 4,811 $ 2,730 $ 555 $ 22 $ 17,474 30 days and under 40 66 121 28 11 1 267 31-60 days 13 15 13 — — — 41 61-90 days 10 44 62 19 3 — 138 Greater than 90 days 22 263 537 67 14 8 911 Total finance receivables $ 5,035 $ 4,794 $ 5,544 $ 2,844 $ 583 $ 31 $ 18,831 At September 30, 2020, credit quality indicators by year of origination consisted of the following: Leases by Origination ($ in thousands) Up to 1 Year Ago Between 1 and 2 Years Ago Between 2 and 3 Years Ago Between 3 and 4 Years Ago Between 4 and 5 Years Ago More than 5 Years Ago Total High ratio customers $ 4,321 $ 3,607 $ 4,434 $ 2,519 $ 121 $ 9 $ 15,011 Low ratio customers 496 658 1,268 688 161 18 3,289 Total finance receivables $ 4,817 $ 4,265 $ 5,702 $ 3,207 $ 282 $ 27 $ 18,300 The following table represents a rollforward of the allowance for nonperforming finance receivables for the three months ending September 30, 2020 and 2019: Three months ended September 30, Three months ended September 30, ($ in thousands) 2020 2019 Beginning balance, prior to adopting ASC 326 $ 150 $ 606 Impact of ASC 326 409 — Provision for credit losses — 1 Charge-offs — — Ending balance $ 559 $ 607 Cash to be collected on our performing finance receivables due for each of the fiscal years are as follows: ($ in thousands) 2021 $ 8,563 2022 5,607 2023 4,447 2024 2,675 2025 1,126 Thereafter 44 Total amounts to be collected 22,462 Less: interest (3,603) Less: allowance for nonperforming receivables (559) Total finance receivables $ 18,300 |
EARNINGS (LOSS) PER SHARE
EARNINGS (LOSS) PER SHARE | 3 Months Ended |
Sep. 30, 2020 | |
Earnings Per Share [Abstract] | |
EARNINGS (LOSS) PER SHARE | EARNINGS (LOSS) PER SHARE The calculation of basic earnings (loss) per share (“EPS”) and diluted EPS are presented below: Three months ended September 30, ($ in thousands, except per share data) 2020 2019 Numerator for basic and diluted loss per share Net loss $ (6,613) $ (11,508) Preferred dividends (334) (334) Net loss applicable to common shareholders $ (6,947) $ (11,842) Denominator for basic loss per share - Weighted average shares outstanding 64,859,002 60,096,852 Effect of dilutive potential common shares — — Denominator for diluted loss per share - Adjusted weighted average shares outstanding 64,859,002 60,096,852 Basic loss per share $ (0.11) $ (0.20) Diluted loss per share $ (0.11) $ (0.20) |
GOODWILL AND INTANGIBLES
GOODWILL AND INTANGIBLES | 3 Months Ended |
Sep. 30, 2020 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
GOODWILL AND INTANGIBLE | GOODWILL AND INTANGIBLES Intangible asset balances and goodwill consisted of the following: As of September 30, 2020 ($ in thousands) Gross Accumulated Net Amortization Intangible assets: Brand and tradenames $ 1,695 $ (756) $ 939 3 - 7 years Developed technology 10,939 (5,571) 5,368 5 - 6 years Customer relationships 19,049 (3,107) 15,942 10 - 18 years Total intangible assets $ 31,683 $ (9,434) $ 22,249 Goodwill 63,945 — 63,945 Indefinite Total intangible assets & goodwill $ 95,628 $ (9,434) $ 86,194 As of June 30, 2020 ($ in thousands) Gross Accumulated Net Amortization Intangible assets: Non-compete agreements $ 2 $ (2) $ — 2 years Brand and tradenames 1,695 (699) 996 3 - 7 years Developed technology 10,939 (5,110) 5,829 5 - 6 years Customer relationships 19,049 (2,841) 16,208 10 - 18 years Total intangible assets $ 31,685 $ (8,652) $ 23,033 Goodwill 63,945 — 63,945 Indefinite Total intangible assets & goodwill $ 95,630 $ (8,652) $ 86,978 |
DEBT AND OTHER FINANCING ARRANG
DEBT AND OTHER FINANCING ARRANGEMENTS | 3 Months Ended |
Sep. 30, 2020 | |
Debt Disclosure [Abstract] | |
DEBT AND OTHER FINANCING ARRANGEMENTS | DEBT AND OTHER FINANCING ARRANGEMENTS The Company's debt and other financing arrangements as of September 30, 2020 and June 30, 2020 consisted of the following: As of September 30, As of June 30, ($ in thousands) 2020 2020 2020 Antara Term Facility $ — $ 15,000 2021 JPMorgan Credit Facility 15,000 — Other, including finance lease obligations 3,258 3,358 Less: unamortized issuance costs and debt discount (321) (2,595) Total 17,937 15,763 Less: debt and other financing arrangements, current (3,871) (3,328) Debt and other financing arrangements, noncurrent $ 14,066 $ 12,435 Details of interest expense presented on the Condensed Consolidated Statements of Operations are as follows: Three months ended September 30, ($ in thousands) 2020 2019 2020 Antara Term Facility $ 2,779 $ — 2021 JPMorgan Credit Facility 172 — 2018 JPMorgan Revolving Credit Facility — 77 2018 JPMorgan Term Loan — 160 Other interest expense 364 228 Total interest expense $ 3,315 $ 465 JPMorgan Chase Bank Credit Agreement On August 14, 2020, the Company repaid all amounts outstanding under the $30.0 million senior secured term loan facility (“2020 Antara Term Facility”) with Antara Capital Master Fund LP (“Antara”) and entered into a credit agreement with JPMorgan Chase Bank, N.A. The 2021 JPMorgan Credit Agreement provides for a $5 million secured revolving credit facility (the “2021 JPMorgan Revolving Facility”) and a $15 million secured term facility (the “2021 JPMorgan Secured Term Facility” and together with the 2021 JPMorgan Revolving Facility, the “2021 JPMorgan Credit Facility”), which includes an uncommitted expansion feature that allows the Company to increase the total revolving commitments and/or add new tranches of term loans in an aggregate amount not to exceed $5 million. In connection with the consummation of the 2021 JPMorgan Credit Agreement, the Company repaid all amounts outstanding under the 2020 Antara Term Facility. The Company recognized $2.8 million of interest expense related to the 2020 Antara Term Facility during the fiscal quarter ended September 30, 2020, including the recognition of $2.6 million of unamortized issuance costs and debt discount as interest expense, reflecting the difference between the carrying value of the 2020 Antara Term Facility and the amount due upon repayment. The 2021 JPMorgan Credit Facility has a three year maturity, with interest determined, at the Company’s option, on a base rate of LIBOR plus an applicable margin tied to the Company’s total leverage ratio and having ranges between 2.75% and 3.75% for base rate loans and between 3.75% and 4.75% for LIBOR loans. In the event of default, the interest rate may be increased by 2.00%. The 2021 JPMorgan Credit Facility will also carry a commitment fee of 0.50% per annum on the unused portion. Through December 31, 2021, the applicable interest rate will be LIBOR plus 4.75%. Principal payments are due in quarterly installments of $187,500 beginning December 31, 2020 for a total annual repayment of $750,000. The Company’s obligations under the 2021 JPMorgan Credit Facility are secured by first priority security interests in substantially all of the assets of the Company. The 2021 JPMorgan Credit Agreement includes customary representations, warranties and covenants, and acceleration, indemnity and events of default provisions, including a financial covenant requiring the Company to maintain an adjusted quick ratio of not less than 2.00 to 1.00, not less than 2.50 to 1.00 beginning October 1, 2020, not less than 2.75 to 1.00 beginning January 1, 2021 and 3.00 to 1.00 beginning April 1, 2021, and a financial covenant requiring the Company to maintain, as of the end of each of its fiscal quarters commencing with the fiscal quarter ended December 31, 2021, a total leverage ratio of not greater than 3.00 to 1.00. Term Facility with Antara On October 9, 2019, the Company entered into a commitment letter with Antara, pursuant to which Antara committed to extend to the Company a $30.0 million senior secured term loan facility. On October 31, 2019, the Company entered into a Financing Agreement with Antara to draw $15.0 million on the 2020 Antara Term Facility and agreed to draw an additional $15.0 million at any time between July 31, 2020 and April 30, 2021, subject to the terms of the Financing Agreement. If the Company failed to make the subsequent draw on the 2020 Antara Term Facility by April 30, 2021, the Company would pay Antara a commitment termination fee equal to 3% of the subsequent draw commitment. The outstanding amount of the draws under the 2020 Antara Term Facility bore interest at 9.75% per annum, payable monthly in arrears. The proceeds of the initial draw were used to repay the outstanding balance of the 2018 JPMorgan Revolving Credit Facility (as defined below) due to JPMorgan in the amount of $10.1 million, including accrued interest, and to pay transaction expenses. The Company would also incur a prepayment premium of 5% of the principal balance if prepaid on or prior to December 31, 2020. On October 9, 2019, the Company also sold shares of the Company’s common stock to Antara at a price below market value. Since the 2020 Antara Term Facility and equity issuance were negotiated in contemplation of each other and executed within a short period of time, the Company evaluated the debt and equity financing as a combined arrangement, and estimated the fair values of the debt and equity components to allocate the proceeds, net of the registration rights agreement liability on a relative fair value basis between the debt and equity components. The non-lender fees incurred to establish the debt and equity financing arrangement were allocated to the debt and equity components on a relative fair value basis and capitalized on the Company’s balance sheet. $0.9 million was allocated to debt issuance costs and $0.1 million was allocated to debt commitment fees. The 2020 Antara Term Facility agreement also contained a mandatory prepayment feature that was determined to be an embedded derivative, requiring bifurcation and fair value recognition for the derivative liability. The allocation of the proceeds to the debt component and the bifurcation of the embedded derivative liability resulted in a $2.1 million debt discount. On August 14, 2020, the Company repaid all amounts outstanding under the 2020 Antara Term Facility and entered into the 2021 JPMorgan Credit Agreement. The Company recorded a liability for the commitment termination fee and prepayment premium for $1.2 million as of June 30, 2020, which was paid during the three months ended September 30, 2020. Revolving Credit Facility and Term Loan with JPMorgan Chase On November 9, 2017, in connection with the acquisition of Cantaloupe, the Company entered into a five year credit agreement among the Company, as the borrower, its subsidiaries, as guarantors, and JPMorgan, as the lender and administrative agent for the lender (the “Lender”), pursuant to which the Lender (i) made a $25 million term loan (“2018 JPMorgan Term Loan”) to the Company and (ii) provided the Company with a line of credit (“2018 JPMorgan Revolving Credit Facility”) under which the Company may borrow revolving credit loans in an aggregate principal amount not to exceed $12.5 million at any time. All advances under the 2018 JPMorgan Revolving Credit Facility and all other obligations were required to be paid in full at maturity on November 9, 2022. The applicable interest rate on the loans for the three months ended September 30, 2019 was LIBOR plus 4%. On September 30, 2019, the Company prepaid the remaining principal balance of the 2018 JPMorgan Term Loan, and on October 31, 2019, the Company repaid the outstanding balance on the 2018 JPMorgan Revolving Credit Facility. Other Borrowings In connection with the acquisition of Cantaloupe, the Company assumed debt of $1.8 million, with an outstanding balance of $0.1 million and $0.2 million as of September 30, 2020 and June 30, 2020, respectively, comprised of promissory notes bearing an interest rate of 10% and maturing on April 1, 2021 with principal and interest payments due quarterly. In the fourth quarter of fiscal year 2020, we received loan proceeds of approximately $3.1 million (the “PPP Loan”) pursuant to the Paycheck Protection Program under the Coronavirus Aid, Relief, and Economic Security Act (the “CARES Act”) administered by the U.S. Small Business Administration (the “SBA”). We intend to use the PPP Loan in accordance with the provisions of the CARES Act. The loan bears a fixed interest rate of 1% over a two year term from the approval date of April 28, 2020. The application for these funds required the Company to, in good faith, certify that the current economic uncertainty caused by COVID-19 made the loan request necessary to support the ongoing operations of the Company. This certification further required the Company to take into account our current business activity and our ability to access other sources of liquidity sufficient to support ongoing operations in a manner that is not significantly detrimental to the business. The receipt of these funds, and the forgiveness of the loan attendant to these funds, is dependent on the Company having initially qualified for the loan and qualifying for the forgiveness of such loan based on our future adherence to the forgiveness criteria. |
ACCRUED EXPENSES
ACCRUED EXPENSES | 3 Months Ended |
Sep. 30, 2020 | |
Payables and Accruals [Abstract] | |
ACCRUED EXPENSES | ACCRUED EXPENSES Accrued expenses consisted of the following as of September 30, 2020 and June 30, 2020: As of September 30, As of June 30, ($ in thousands) 2020 2020 Accrued sales tax $ 21,114 $ 20,036 Accrued compensation and related sales commissions 3,350 2,757 Operating lease liabilities - current 1,097 1,075 Accrued professional fees 1,427 924 Income taxes payable 93 123 Accrued other taxes and filing fees 218 220 Accrued other, including settlement of shareholder class action lawsuit 1,581 5,130 Total accrued expenses $ 28,880 $ 30,265 |
FAIR VALUE MEASUREMENTS
FAIR VALUE MEASUREMENTS | 3 Months Ended |
Sep. 30, 2020 | |
Fair Value Disclosures [Abstract] | |
FAIR VALUE MEASUREMENTS | FAIR VALUE MEASUREMENTS The accounting guidance for fair value provides a framework for measuring fair value, clarifies the definition of fair value and expands disclosures regarding fair value measurements. Fair value is defined as the price that would be received in the sale of an asset or paid to transfer a liability (an exit price) in an orderly transaction between market participants at the reporting date. The accounting guidance establishes a three-tiered hierarchy, which prioritizes the inputs used in the valuation methodologies in measuring fair value as follows: Level 1 ‑ Inputs are unadjusted quoted prices in active markets for identical assets or liabilities that the Company has the ability to access at the measurement date. Level 2 ‑ Inputs are other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly. Level 2 inputs include quoted prices for similar assets and liabilities in active markets, quoted prices for identical or similar assets or liabilities in markets that are not active, inputs other than quoted prices that are observable for the asset or liability (i.e., interest rates, yield curves, etc.), and inputs that are derived principally from or corroborated by observable market data by correlation or other means (market corroborated inputs). Level 3 ‑ Inputs are unobservable and reflect the Company’s assumptions that market participants would use in pricing the asset or liability. The Company develops these inputs based on the best information available. Financial assets and liabilities are initially recorded at fair value. The carrying amounts of certain of the Company’s financial instruments, including cash equivalents, accounts receivable, accounts payable and accrued expenses, are carried at cost which approximates fair value due to the short-term maturity of these instruments and are Level 1 assets or liabilities of the fair value hierarchy. We have not identified material impacts from COVID-19 on the fair value of our financial assets and liabilities. The Company’s obligations under its long-term debt agreements are carried at amortized cost, which approximates their fair value as of September 30, 2020. The fair value of the Company’s obligations under its long-term debt agreements with JPMorgan Chase were considered Level 2 liabilities of the fair value hierarchy because these instruments have interest rates that reset frequently. The fair value of the Company's obligations under its long-term debt agreements with Antara as of June 30, 2020 was approximately $15.8 million and considered a Level 3 liability of the fair value hierarchy because this instrument used significant unobservable inputs consistent with those used in determining the embedded derivative liability values, as discussed below. As discussed in Note 8, the Company’s 2020 Antara Term Facility agreement contained a mandatory prepayment feature that was determined to be an embedded derivative, requiring bifurcation and fair value recognition. At June 30, 2020, the Company’s embedded derivative liability was measured at fair value using a probability-weighted discounted cash flow model including assumptions for (1) management's estimates of the probability and timing of future cash flows and related events; (2) the Company's risk-adjusted discount rate that includes a company-specific risk premium; and (3) the Company's cost of debt; and was classified as a Level 3 liability of the fair value hierarchy and included as a component of Accrued expenses on the |
INCOME TAXES
INCOME TAXES | 3 Months Ended |
Sep. 30, 2020 | |
Income Tax Disclosure [Abstract] | |
INCOME TAXES | INCOME TAXES For the three months ended September 30, 2020, the Company recorded an income tax provision of $40 thousand. As of September 30, 2020, the Company reviewed the existing deferred tax assets in light of COVID-19 and continues to record a full valuation against its deferred tax assets. The income tax provisions primarily relate to the Company's uncertain tax positions, as well as state income and franchise taxes. As of September 30, 2020, the Company had a total unrecognized income tax benefit of $0.2 million. The provision is based upon actual loss before income taxes for the three months ended September 30, 2020, as the use of an estimated annual effective income tax rate does not provide a reliable estimate of the income tax provision. The Company will continue to monitor the status of the COVID-19 pandemic and its impact on our results of operations. For the three months ended September 30, 2019, an income tax provision of $59 thousand was recorded. As of September 30, 2019, the Company continued to record a full valuation against its deferred tax assets. The income tax provision primarily relates to the Company’s uncertain tax positions, as well as state income and franchise taxes. As of September 30, 2019, the Company had a total unrecognized income tax benefit of $0.2 million. The provision is based upon actual loss before income taxes for the three months ended September 30, 2019, as the use of an estimated annual effective income tax rate does not provide a reliable estimate of the income tax provision. |
EQUITY
EQUITY | 3 Months Ended |
Sep. 30, 2020 | |
Equity [Abstract] | |
EQUITY | EQUITY WARRANTS The Company had 23,978 warrants outstanding as of September 30, 2020 and June 30, 2020, all of which were exercisable at $5.00 per share. The warrants have an expiration date of March 29, 2021. STOCK OPTIONS The Company estimates the grant date fair value of the stock options it grants using a Black-Scholes valuation model. The Company’s assumption for expected volatility is based on its historical volatility data related to market trading of its own common stock. The Company uses the simplified method to determine expected term, as the Company does not have adequate historical exercise and forfeiture behavior on which to base the expected life assumption. The dividend yield assumption is based on dividends expected to be paid over the expected life of the stock option. The risk-free interest rate assumption is determined by using the U.S. Treasury rates of the same period as the expected option term of each stock option. During the three months ended September 30, 2020, the Company granted stock options to certain employees which vest each year over a three-year period. Certain of those stock options are also subject to the achievement of performance goals to be established by the Company for each fiscal year. Because the performance conditions of those stock options granted have not yet been established as of September 30, 2020, a measurement date under ASC 718, Compensation - Stock Compensation, has not yet been established for those stock options and compensation cost will not be measured and recorded until the date on which those specific performance terms are established and mutually understood with the awardee. The fair value of all options granted during the three months ended September 30, 2020 was determined using the following assumptions and includes only options with an established measurement date under ASC 718: Three months ended September 30, 2020 Expected volatility (percent) 76.6% - 77.3% Expected life (years) 4.5 Expected dividends 0.0 % Risk-free interest rate (percent) 0.2% - 0.3% Number of options granted 467,500 Weighted average exercise price $ 7.49 Weighted average grant date fair value $ 4.41 Stock based compensation related to all stock options for the three months ended September 30, 2020 and 2019 was $1.1 million and $0.2 million, respectively. COMMON STOCK There were no significant new common stock awards granted during the three months ended September 30, 2020. The total expense recognized for all common stock awards for the three months ended September 30, 2020 and 2019 was $0.4 million and $42 thousand, respectively. |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 3 Months Ended |
Sep. 30, 2020 | |
Commitments and Contingencies Disclosure [Abstract] | |
COMMITMENTS AND CONTINGENCIES | COMMITMENTS AND CONTINGENCIES We are a party to litigation and other proceedings that arise in the ordinary course of our business. These types of matters could result in fines, penalties, compensatory or treble damages or non-monetary sanctions or relief. In accordance with the accounting guidance for contingencies, we reserve for litigation claims and assessments asserted or threatened against us when a loss is probable (as defined in such guidance) and the amount of the loss can be reasonably estimated. We cannot predict the outcome of legal or other proceedings with certainty. Eastern District of Pennsylvania Consolidated Shareholder Class Actions As previously reported, on September 11, 2018, Stéphane Gouet filed a putative class action complaint against the Company, Stephen P. Herbert, the then-current Chief Executive Officer, and Priyanka Singh, the then-current Chief Financial Officer, in the United States District Court for the District of New Jersey. The class was defined as purchasers of the Company’s securities from November 9, 2017 through September 11, 2018. The complaint alleged that the Company disclosed on September 11, 2018 that it was unable to timely file its Annual Report on Form 10-K for the fiscal year ended June 30, 2018 (the “2018 Form 10-K”), and that the Audit Committee of the Company’s Board of Directors was in the process of conducting an internal investigation of current and prior period matters relating to certain of the Company’s contractual arrangements, including the accounting treatment, financial reporting and internal controls related to such arrangements. The complaint alleged that the defendants disseminated false statements and failed to disclose material facts and engaged in practices that operated as a fraud or deceit upon Gouet and others similarly situated in connection with their purchases of the Company’s securities during the proposed class period. The complaint alleged violations of Sections 10(b) and 20(a) of the Securities Exchange Act of 1934 (the “1934 Act”) and Rule 10b-5 promulgated thereunder. Two additional class action complaints, containing substantially the same factual allegations and legal claims, were filed against the Company, Herbert and Singh in the United States District Court for the District of New Jersey. On September 13, 2018, David Gray filed a putative class action complaint, and on October 3, 2018, Anthony E. Phillips filed a putative class action complaint. Subsequently, multiple shareholders moved to be appointed lead plaintiff, and on December 19, 2018, the Court consolidated the three actions, appointed a lead plaintiff (the “Lead Plaintiff”), and appointed lead counsel for the consolidated actions (the “Consolidated Action”). On February 28, 2019, the Court approved a Stipulation agreed to by the parties in the Consolidated Action for the filing of an amended complaint within fourteen days after the Company filed its 2018 Form 10-K. On January 22, 2019, the Company and Herbert filed a motion to transfer the Consolidated Action to the United States District Court for the Eastern District of Pennsylvania. On February 5, 2019, the Lead Plaintiff filed its opposition to the Motion to Transfer. On August 12, 2019, the University of Puerto Rico Retirement System (“UPR”) filed a putative class action complaint in the United States District Court for the District of New Jersey against the Company, Herbert, Singh, the Company’s Directors at the relevant time (Steven D. Barnhart, Joel Books, Robert L. Metzger, Albin F. Moschner, William J. Reilly and William J. Schoch) (the “Independent Directors”), and the investment banking firms who acted as underwriters for the May 2018 follow-on public offering of the Company (the “Public Offering”): William Blair & Company; LLC; Craig-Hallum Capital Group, LLC; Northland Securities, Inc.; and Barrington Research Associates, Inc. (the “Underwriters”). The class was defined as purchasers of the Company’s shares pursuant to the registration statement and prospectus issued in connection with the Public Offering. Plaintiff sought to recover damages caused by Defendants’ alleged violations of the Securities Act of 1933 (as amended, the “1933 Act”), and specifically Sections 11, 12 and 15 thereof. The complaint generally sought compensatory damages, rescissory damages and attorneys’ fees and costs. The UPR complaint was consolidated into the Consolidated Action and the UPR docket was closed. On September 30, 2019, the Court granted the motion to transfer and transferred the Consolidated Action to the United States District Court for the Eastern District of Pennsylvania, Docket No. 19-cv-04565. On November 20, 2019, Plaintiff filed an amended complaint that asserted claims under both the 1933 Act and the 1934 Act. Defendants filed motions to dismiss on February 3, 2020. Before briefing on the motions was completed, the parties participated in a private mediation on February 27, 2020, which ultimately resulted in a settlement. On May 29, 2020, the plaintiffs filed documents with the Court seeking preliminary approval of the settlement, with the defendants supporting approval of the settlement. On June 9, 2020, the Court granted preliminary approval of the settlement and issued a scheduling order for further action on the settlement. The settlement provides for a payment of $15.3 million which includes all administrative costs and plaintiffs’ attorneys’ fees and expenses. The Company’s insurance carriers paid approximately $12.7 million towards the settlement and the Company paid approximately $2.6 million towards the settlement. The settlement payments were deposited into an escrow account in July 2020. Only one putative class member submitted an objection to the settlement. On October 30, 2020, the Court held a hearing on the motion for final settlement approval and granted approval. Under the settlement, payment of plaintiffs’ counsel’s fees and expenses may be distributed within three business days of approval (subject to being returned if the settlement is reversed based on any appeal). Once the final settlement approval order is no longer at risk of being reversed or revised on appeal, administration of the remaining settlement proceeds to claimants will begin. Should the settlement approval be reversed for any reason, the parties will resume litigation of the claims. Chester County, Pennsylvania Class Action As previously reported, a putative shareholder class action complaint was filed against the Company, its chief executive officer and chief financial officer at the relevant time, its directors at the relevant time, and the Underwriters, in the Court of Common Pleas, Chester County, Pennsylvania, Docket No. 2019-04821-MJ. The complaint alleged violations of the 1933 Act. As also previously reported, on September 20, 2019 the Court granted the defendants’ Petition for Stay and stayed the Chester County action until the Consolidated Action reaches a final disposition. On October 18, 2019, plaintiff filed an appeal to the Pennsylvania Superior Court from the Order granting defendants’ Petition for Stay, Docket No. 3100 EDA 2019. On December 6, 2019, the Pennsylvania Superior Court issued an Order stating that the Stay Order does not appear to be final or otherwise appealable and directed plaintiff to show cause as to the basis of the Pennsylvania Superior Court’s jurisdiction. The plaintiff filed a Response to the Order to Show Cause on December 16, 2019, and the defendants filed an Application to Quash Appeal on December 26, 2019. On February 20, 2020, the Pennsylvania Superior Court quashed the appeal. Absent further action by the Chester County Court, this action will remain stayed until the Consolidated Action reaches final disposition. Department of Justice Subpoena As previously reported, in the third quarter of fiscal year 2020, the Company responded to a subpoena received from the U.S. Department of Justice that sought records regarding Company activities that occurred during prior financial reporting periods, including restatements. The Company is cooperating fully with the agency’s queries. Other Shareholder Demand Letters By letter dated October 12, 2018, Peter D’Arcy, a purported shareholder of the Company, demanded that the Board of Directors investigate, remedy and commence proceedings against certain of the Company’s former officers and directors for breach of fiduciary duties. The letter alleged the officers and directors made false and misleading statements that failed to disclose that the Company’s accounting treatment, financial reporting and internal controls related to certain of the Company’s contractual agreements would result in an internal investigation and would delay the Company’s filing of its 2018 Form 10-K, and that the Company failed to maintain adequate internal controls. By letter dated October 18, 2018, Chiu Jen-Ting, a purported shareholder of the Company, demanded that the Board of Directors investigate, remedy and commence proceedings against certain of the Company’s former officers and directors for breach of fiduciary duties in connection with issues similar to those asserted by Mr. D’Arcy. By letter dated August 2, 2019, Stan Emanuel, a purported shareholder of the Company, demanded that the Board of Directors investigate, remedy and commence proceedings against certain of the Company’s former officers and directors for breach of fiduciary duties in connection with issues similar to those asserted by Mr. D’Arcy. In accordance with Pennsylvania law, the Board of Directors formed a special litigation committee (the “SLC”), currently consisting of Lisa P. Baird, Douglas L. Braunstein and Michael K. Passilla, in order to, among other things, investigate and evaluate the demand letters. The SLC and its counsel are currently investigating the matters raised in these letters. |
ACCOUNTING POLICIES (Policies)
ACCOUNTING POLICIES (Policies) | 3 Months Ended |
Sep. 30, 2020 | |
Accounting Policies [Abstract] | |
RECENT ACCOUNTING PRONOUNCEMENTS | RECENT ACCOUNTING PRONOUNCEMENTS Accounting pronouncements adopted ASC Topic 326 - Credit Losses On July 1, 2020, we adopted Topic 326, Financial Instruments-Credit Losses , which was primarily introduced under Accounting Standards Update (“ASU”) No. 2016-13 We adopted Topic 326 using the modified retrospective approach through a cumulative-effect adjustment to retained earnings on July 1, 2020. The adoption impacted the calculation of our allowance for doubtful accounts on accounts receivables and our allowance for nonperforming finance receivables. We estimate our allowances using an aging analysis of the receivables balances, primarily based on historical loss experience, as there have been no significant changes in the mix or risk characteristics of the receivable revenue streams used to calculate historical loss rates. We also take into consideration that receivables for monthly service fees that are collected as part of the flow of funds from our transaction processing service have a lower risk profile than receivables for equipment and service fees billed under the Company’s standard payment terms of 30 to 60 days from invoice issuance, and adjust our aging analysis to incorporate those risk assessments. Current conditions are analyzed at each measurement date as we reassess whether our receivables continue to exhibit similar risk characteristics as the prior measurement date, and determine if the reserve calculation needs to be adjusted for new developments, such as a customer’s inability to meet its financial obligations. Lastly, we also factor reasonable and supportable economic expectations into our allowance estimate for the asset’s entire expected life, which is generally less than one year for accounts receivable and five years for finance receivables. The adoption of this pronouncement resulted in the recognition of a $0.8 million decrease in the allowance for doubtful accounts for accounts receivable, mainly related to subsequent favorable settlements of customer balances that were considered in the expected credit loss calculation, and a $0.4 million increase in the allowance for nonperforming finance receivables on our opening balance sheet as of July 1, 2020, with a corresponding net increase of $0.3 million in retained earnings. The following table represents a rollforward of the allowance for doubtful accounts for accounts receivable for the three months ending September 30, 2020: Three months ended September 30, ($ in thousands) 2020 Beginning balance, prior to adopting ASC 326 $ 7,676 Impact of ASC 326 (757) Provision for credit losses 394 Ending balance $ 7,313 For details on the adoption of Topic 326 relating to Finance Receivables, please refer to Note 5 - Finance Receivables, including the Company’s rollforward of the allowance for nonperforming finance receivables. ASU 2018-15 - Intangibles—Goodwill and Other (Topic 350): Internal-Use Software In August 2018, the FASB issued ASU No. 2018-15, “Intangibles—Goodwill and Other (Topic 350): Internal-Use Software.” This standard aligns the requirements for capitalizing implementation costs incurred in a cloud computing arrangement that is a service contract with the requirements for capitalizing implementation costs incurred to develop or obtain internal-use software. The adoption of this ASU on July 1, 2020 did not have a material impact on our condensed consolidated financial statements. Accounting pronouncements to be adopted The Company is evaluating whether the effects of the following recent accounting pronouncements, or any other recently issued but not yet effective accounting standards, will have a material effect on the Company’s condensed consolidated financial position, results of operations or cash flows. ASU 2019-12 - Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes In December 2019, the FASB issued ASU No. 2019-12, “Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes.” ASU 2019-12 is intended to simplify accounting for income taxes by removing certain exceptions to the general principles in Topic 740 and amends existing guidance to improve consistent application. ASU 2019-12 is effective for fiscal years beginning after December 15, 2020 and interim periods within those fiscal years. The Company does not expect the changes to have a material impact on its financial statements. ASU 2020-04, Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting In March 2020, the FASB issued ASU No. 2020-04, “Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting.” This standard provides practical expedients for contract modifications with the transition from reference rates, such as LIBOR, that are expected to be discontinued. This guidance is applicable for the Company's revolving credit facility and secured term facility with JPMorgan Chase Bank, N.A., which uses LIBOR as a reference rate. The provisions of ASU 2020-04 can be applied at any point on a prospective basis through December 31, 2022. If and when the Company modifies its revolving credit facility and secured term facility with JPMorgan Chase Bank, N.A. to |
Accounting Policies (Tables)
Accounting Policies (Tables) | 3 Months Ended |
Sep. 30, 2020 | |
Accounting Policies [Abstract] | |
Schedule Of Rollforward Of Allowance For Doubtful Accounts | The following table represents a rollforward of the allowance for doubtful accounts for accounts receivable for the three months ending September 30, 2020: Three months ended September 30, ($ in thousands) 2020 Beginning balance, prior to adopting ASC 326 $ 7,676 Impact of ASC 326 (757) Provision for credit losses 394 Ending balance $ 7,313 |
LEASES (Tables)
LEASES (Tables) | 3 Months Ended |
Sep. 30, 2020 | |
Leases [Abstract] | |
Assets and Liabilities | At September 30, 2020, the Company has the following balances recorded in the balance sheet related to its lease arrangements: ($ in thousands) Classification As of September 30, 2020 Assets Operating leases Operating lease ROU assets $ 5,417 Liabilities Current: Operating leases Accrued expenses 1,097 Non-current: Operating leases Operating lease liabilities, non-current $ 4,469 |
Lease Costs | Components of lease cost are as follows: ($ in thousands) Three months ended September 30, 2020 Three months ended September 30, 2019 Operating lease costs* 529 701 * Includes short-term lease and variable lease costs, which are not material. Supplemental cash flow information and non-cash activity related to our leases are as follows: ($ in thousands) Three months ended September 30, 2020 Three months ended September 30, 2019 Supplemental cash flow information: Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from operating leases $ 346 $ 495 Non-cash activity Right-of-use assets obtained in exchange for lease obligations: Operating lease liabilities $ — $ 3,071 Weighted-average remaining lease term and discount rate for our leases are as follows: Three months ended September 30, 2020 Weighted-average remaining lease term (years) Operating leases 5.0 Weighted-average discount rate Operating leases 6.8 % |
Maturities of Lease Liabilities, Operating Leases | Maturities of lease liabilities by fiscal year for our leases are as follows: ($ in thousands) Operating Remainder of 2021 $ 1,083 2022 1,461 2023 1,493 2024 1,030 2025 627 Thereafter 893 Total lease payments $ 6,587 Less: Imputed interest (1,021) Present value of lease liabilities $ 5,566 |
Property and Equipment Used for Operating Lease Rental Program | Property and equipment used for the operating lease rental program consisted of the following: ($ in thousands) September 30, June 30, Cost $ 32,425 32,445 Accumulated depreciation (28,088) (27,745) Net $ 4,337 $ 4,700 |
REVENUE (Tables)
REVENUE (Tables) | 3 Months Ended |
Sep. 30, 2020 | |
Revenue from Contract with Customer [Abstract] | |
Performance Obligations | The following table reflects the estimated fees to be recognized in the future related to performance obligations that are unsatisfied at the end of the period: ($ in thousands) As of September 30, 2020 Remainder of 2021 $ 9,215 2022 10,940 2023 8,808 2024 4,751 2025 and thereafter 1,660 Total $ 35,374 |
Contract Liability | The Company’s contract liability (i.e., deferred revenue) balances are as follows: Three months ended September 30, Three months ended September 30, ($ in thousands) 2020 2019 Deferred revenue, beginning of the period $ 1,698 $ 1,681 Deferred revenue, end of the period 1,639 1,649 Revenue recognized in the period from amounts included in deferred revenue at the beginning of the period $ 93 $ 129 |
FINANCE RECEIVABLES (Tables)
FINANCE RECEIVABLES (Tables) | 3 Months Ended |
Sep. 30, 2020 | |
Receivables [Abstract] | |
Schedule of Finance Receivables | As of September 30, 2020 and June 30, 2020, finance receivables consist of the following: ($ in thousands) September 30, June 30, Current finance receivables, net $ 7,356 7,468 Finance receivables due after one year 10,385 11,213 Total finance receivables, net of nonperforming allowance of $559 and $150, respectively $ 17,741 $ 18,681 |
Schedule of Credit Quality Indicators | At September 30, 2020, the gross lease payable by current payment performance on a contractual basis and year of origination consisted of the following: Leases by Origination ($ in thousands) Up to 1 Year Ago Between 1 and 2 Years Ago Between 2 and 3 Years Ago Between 3 and 4 Years Ago Between 4 and 5 Years Ago More than 5 Years Ago Total Current $ 4,680 $ 4,013 $ 4,986 $ 3,073 $ 248 $ 18 $ 17,018 30 days and under 24 51 102 11 — — 188 31-60 days 5 8 31 10 1 — 55 61-90 days 26 29 64 13 2 — 134 Greater than 90 days 82 164 519 100 31 9 905 Total finance receivables $ 4,817 $ 4,265 $ 5,702 $ 3,207 $ 282 $ 27 $ 18,300 At June 30, 2020, the gross lease payable by current payment performance on a contractual basis and year of origination consisted of the following: Leases by Origination ($ in thousands) Up to 1 Year Ago Between 1 and 2 Years Ago Between 2 and 3 Years Ago Between 3 and 4 Years Ago Between 4 and 5 Years Ago More than 5 Years Ago Total Current $ 4,950 $ 4,406 $ 4,811 $ 2,730 $ 555 $ 22 $ 17,474 30 days and under 40 66 121 28 11 1 267 31-60 days 13 15 13 — — — 41 61-90 days 10 44 62 19 3 — 138 Greater than 90 days 22 263 537 67 14 8 911 Total finance receivables $ 5,035 $ 4,794 $ 5,544 $ 2,844 $ 583 $ 31 $ 18,831 At September 30, 2020, credit quality indicators by year of origination consisted of the following: Leases by Origination ($ in thousands) Up to 1 Year Ago Between 1 and 2 Years Ago Between 2 and 3 Years Ago Between 3 and 4 Years Ago Between 4 and 5 Years Ago More than 5 Years Ago Total High ratio customers $ 4,321 $ 3,607 $ 4,434 $ 2,519 $ 121 $ 9 $ 15,011 Low ratio customers 496 658 1,268 688 161 18 3,289 Total finance receivables $ 4,817 $ 4,265 $ 5,702 $ 3,207 $ 282 $ 27 $ 18,300 |
Financing Receivable, Allowance for Credit Loss | The following table represents a rollforward of the allowance for nonperforming finance receivables for the three months ending September 30, 2020 and 2019: Three months ended September 30, Three months ended September 30, ($ in thousands) 2020 2019 Beginning balance, prior to adopting ASC 326 $ 150 $ 606 Impact of ASC 326 409 — Provision for credit losses — 1 Charge-offs — — Ending balance $ 559 $ 607 |
Schedule of Cash To Be Collected On Performing Financing Receivable | Cash to be collected on our performing finance receivables due for each of the fiscal years are as follows: ($ in thousands) 2021 $ 8,563 2022 5,607 2023 4,447 2024 2,675 2025 1,126 Thereafter 44 Total amounts to be collected 22,462 Less: interest (3,603) Less: allowance for nonperforming receivables (559) Total finance receivables $ 18,300 |
EARNINGS (LOSS) PER SHARE (Tabl
EARNINGS (LOSS) PER SHARE (Tables) | 3 Months Ended |
Sep. 30, 2020 | |
Earnings Per Share [Abstract] | |
Schedule Of Basic Earnings (Loss) Per Share And Diluted Earnings Per Share | The calculation of basic earnings (loss) per share (“EPS”) and diluted EPS are presented below: Three months ended September 30, ($ in thousands, except per share data) 2020 2019 Numerator for basic and diluted loss per share Net loss $ (6,613) $ (11,508) Preferred dividends (334) (334) Net loss applicable to common shareholders $ (6,947) $ (11,842) Denominator for basic loss per share - Weighted average shares outstanding 64,859,002 60,096,852 Effect of dilutive potential common shares — — Denominator for diluted loss per share - Adjusted weighted average shares outstanding 64,859,002 60,096,852 Basic loss per share $ (0.11) $ (0.20) Diluted loss per share $ (0.11) $ (0.20) |
GOODWILL AND INTANGIBLE ASSETS
GOODWILL AND INTANGIBLE ASSETS (Tables) | 3 Months Ended |
Sep. 30, 2020 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule Of Intangible Asset Balances | Intangible asset balances and goodwill consisted of the following: As of September 30, 2020 ($ in thousands) Gross Accumulated Net Amortization Intangible assets: Brand and tradenames $ 1,695 $ (756) $ 939 3 - 7 years Developed technology 10,939 (5,571) 5,368 5 - 6 years Customer relationships 19,049 (3,107) 15,942 10 - 18 years Total intangible assets $ 31,683 $ (9,434) $ 22,249 Goodwill 63,945 — 63,945 Indefinite Total intangible assets & goodwill $ 95,628 $ (9,434) $ 86,194 As of June 30, 2020 ($ in thousands) Gross Accumulated Net Amortization Intangible assets: Non-compete agreements $ 2 $ (2) $ — 2 years Brand and tradenames 1,695 (699) 996 3 - 7 years Developed technology 10,939 (5,110) 5,829 5 - 6 years Customer relationships 19,049 (2,841) 16,208 10 - 18 years Total intangible assets $ 31,685 $ (8,652) $ 23,033 Goodwill 63,945 — 63,945 Indefinite Total intangible assets & goodwill $ 95,630 $ (8,652) $ 86,978 |
DEBT AND OTHER FINANCING ARRA_2
DEBT AND OTHER FINANCING ARRANGEMENTS (Tables) | 3 Months Ended |
Sep. 30, 2020 | |
Debt Disclosure [Abstract] | |
Schedule Of Long-Term Debt Instruments | The Company's debt and other financing arrangements as of September 30, 2020 and June 30, 2020 consisted of the following: As of September 30, As of June 30, ($ in thousands) 2020 2020 2020 Antara Term Facility $ — $ 15,000 2021 JPMorgan Credit Facility 15,000 — Other, including finance lease obligations 3,258 3,358 Less: unamortized issuance costs and debt discount (321) (2,595) Total 17,937 15,763 Less: debt and other financing arrangements, current (3,871) (3,328) Debt and other financing arrangements, noncurrent $ 14,066 $ 12,435 Details of interest expense presented on the Condensed Consolidated Statements of Operations are as follows: Three months ended September 30, ($ in thousands) 2020 2019 2020 Antara Term Facility $ 2,779 $ — 2021 JPMorgan Credit Facility 172 — 2018 JPMorgan Revolving Credit Facility — 77 2018 JPMorgan Term Loan — 160 Other interest expense 364 228 Total interest expense $ 3,315 $ 465 |
ACCRUED EXPENSES (Tables)
ACCRUED EXPENSES (Tables) | 3 Months Ended |
Sep. 30, 2020 | |
Payables and Accruals [Abstract] | |
Schedule of Accrued Expenses | Accrued expenses consisted of the following as of September 30, 2020 and June 30, 2020: As of September 30, As of June 30, ($ in thousands) 2020 2020 Accrued sales tax $ 21,114 $ 20,036 Accrued compensation and related sales commissions 3,350 2,757 Operating lease liabilities - current 1,097 1,075 Accrued professional fees 1,427 924 Income taxes payable 93 123 Accrued other taxes and filing fees 218 220 Accrued other, including settlement of shareholder class action lawsuit 1,581 5,130 Total accrued expenses $ 28,880 $ 30,265 |
EQUITY (Tables)
EQUITY (Tables) | 3 Months Ended |
Sep. 30, 2020 | |
Equity [Abstract] | |
Schedule Of Stock Option Granted Weighted Average Assumptions | The fair value of all options granted during the three months ended September 30, 2020 was determined using the following assumptions and includes only options with an established measurement date under ASC 718: Three months ended September 30, 2020 Expected volatility (percent) 76.6% - 77.3% Expected life (years) 4.5 Expected dividends 0.0 % Risk-free interest rate (percent) 0.2% - 0.3% Number of options granted 467,500 Weighted average exercise price $ 7.49 Weighted average grant date fair value $ 4.41 |
BUSINESS - Narrative (Details)
BUSINESS - Narrative (Details) - USD ($) $ in Thousands | Mar. 15, 2020 | Sep. 30, 2020 | Sep. 30, 2019 | Jun. 30, 2020 |
Error Corrections and Prior Period Adjustments Restatement [Line Items] | ||||
Average daily processing volume increase (decrease) | (40.00%) | 53.00% | ||
Senior leadership team salary decrease, percentage | 20.00% | |||
Temporary furlough, percentage of employee base | 10.00% | |||
Prior period reclassification adjustment | $ 800 | |||
Cost of equipment sales, decrease | 22,637 | $ 31,943 | ||
Accounts receivable, increase | 19,175 | $ 17,273 | ||
Product | ||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | ||||
Cost of equipment sales, decrease | 3,301 | $ 9,854 | ||
Equipment Supplier Bill Adjustment | ||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | ||||
Accounts receivable, increase | 800 | |||
Equipment Supplier Bill Adjustment | Product | ||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | ||||
Cost of equipment sales, decrease | $ (800) |
ACCOUNTING POLICIES - Schedule
ACCOUNTING POLICIES - Schedule of ASC 326 Adoption (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |
Sep. 30, 2020 | Sep. 30, 2019 | Jun. 30, 2020 | |
Financing Receivable, Allowance for Credit Loss [Line Items] | |||
Beginning balance | $ 7,676 | ||
Provision for credit losses | 394 | $ (110) | |
Ending balance | $ 7,313 | $ 7,676 | |
Accounting Standards Update [Extensible List] | us-gaap:AccountingStandardsUpdate201613Member | us-gaap:AccountingStandardsUpdate201613Member | |
Cumulative Effect, Period of Adoption, Adjustment | |||
Financing Receivable, Allowance for Credit Loss [Line Items] | |||
Beginning balance | $ (757) | ||
Ending balance | $ (757) |
ACCOUNTING POLICIES - Narrative
ACCOUNTING POLICIES - Narrative (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | ||
Sep. 30, 2020 | Jun. 30, 2020 | Sep. 30, 2019 | Jun. 30, 2019 | |
Financing Receivable, Allowance for Credit Loss [Line Items] | ||||
Accounting Standards Update [Extensible List] | us-gaap:AccountingStandardsUpdate201613Member | us-gaap:AccountingStandardsUpdate201613Member | ||
Allowance for credit loss | $ (7,313) | $ (7,676) | ||
Shareholders' equity | 93,452 | 98,215 | $ 103,205 | $ 114,423 |
Retained earnings | ||||
Financing Receivable, Allowance for Credit Loss [Line Items] | ||||
Shareholders' equity | $ (309,290) | (303,025) | $ (273,938) | $ (262,430) |
Minimum | ||||
Financing Receivable, Allowance for Credit Loss [Line Items] | ||||
Payment terms | 30 days | |||
Maximum | ||||
Financing Receivable, Allowance for Credit Loss [Line Items] | ||||
Payment terms | 60 days | |||
Cumulative Effect, Period of Adoption, Adjustment | ||||
Financing Receivable, Allowance for Credit Loss [Line Items] | ||||
Allowance for credit loss | 757 | |||
Shareholders' equity | 348 | |||
Cumulative Effect, Period of Adoption, Adjustment | Retained earnings | ||||
Financing Receivable, Allowance for Credit Loss [Line Items] | ||||
Shareholders' equity | 348 | |||
Cumulative Effect, Period of Adoption, Adjustment | Nonperforming | ||||
Financing Receivable, Allowance for Credit Loss [Line Items] | ||||
Allowance for nonperforming finance receivables | $ 400 |
LEASES - Narrative (Details)
LEASES - Narrative (Details) | 3 Months Ended |
Sep. 30, 2020 | |
Lessor, Lease, Description [Line Items] | |
Lessor, sales-type lease term | 60 months |
Lessor, operating lease term | 36 months |
Minimum | |
Lessor, Lease, Description [Line Items] | |
Lease term | 1 year |
Payment terms | 30 days |
Maximum | |
Lessor, Lease, Description [Line Items] | |
Lease term | 8 years |
Payment terms | 60 days |
LEASES - Assets and Liabilities
LEASES - Assets and Liabilities (Details) - USD ($) $ in Thousands | Sep. 30, 2020 | Jun. 30, 2020 |
Assets | ||
Operating leases | $ 5,417 | $ 5,603 |
Liabilities | ||
Operating lease liabilities - current | 1,097 | 1,075 |
Operating lease liabilities, non-current | $ 4,469 | $ 4,749 |
Operating Lease, Liability, Current, Statement of Financial Position [Extensible List] | us-gaap:AccountsPayableAndAccruedLiabilitiesCurrent |
LEASES - Components of Lease Co
LEASES - Components of Lease Costs (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Sep. 30, 2020 | Sep. 30, 2019 | |
Leases [Abstract] | ||
Operating lease costs | $ 529 | $ 701 |
LEASES - Supplemental Cash Flow
LEASES - Supplemental Cash Flow Information (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Sep. 30, 2020 | Sep. 30, 2019 | |
Leases [Abstract] | ||
Operating cash flows from operating leases | $ 346 | $ 495 |
Right-of-use assets obtained in exchange for operating lease liabilities | $ 0 | $ 3,071 |
LEASES - Weighted-Average Remai
LEASES - Weighted-Average Remaining Lease Term and Weighted-Average Discount Rate (Details) | Sep. 30, 2020 |
Leases [Abstract] | |
Weighted-average remaining lease term, Operating leases | 5 years |
Weighted-average discount rate, Operating leases | 6.80% |
LEASES - Maturities of Lease Li
LEASES - Maturities of Lease Liabilities (Details) $ in Thousands | Sep. 30, 2020USD ($) |
Operating Leases | |
Remainder of 2021 | $ 1,083 |
2022 | 1,461 |
2023 | 1,493 |
2024 | 1,030 |
2025 | 627 |
Thereafter | 893 |
Total lease payments | 6,587 |
Less: Imputed interest | (1,021) |
Present value of lease liabilities | $ 5,566 |
LEASES - Property and Equipment
LEASES - Property and Equipment Costs (Details) - USD ($) $ in Thousands | Sep. 30, 2020 | Jun. 30, 2020 |
Property, Plant and Equipment [Line Items] | ||
Net | $ 7,526 | $ 7,872 |
Assets Leased to Others | ||
Property, Plant and Equipment [Line Items] | ||
Cost | 32,425 | 32,445 |
Accumulated depreciation | (28,088) | (27,745) |
Net | $ 4,337 | $ 4,700 |
REVENUE - Additional Informatio
REVENUE - Additional Information (Details) - USD ($) $ in Millions | 3 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Jun. 30, 2020 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |||
Capitalized costs, amortization | $ 0.1 | $ 0.1 | |
Minimum | |||
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |||
Performance obligation, contractual term | 36 months | ||
Maximum | |||
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |||
Performance obligation, contractual term | 60 months | ||
Prepaid Expenses and Other Current Assets | |||
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |||
Capitalized costs | $ 0.4 | $ 0.4 | |
Other Noncurrent Assets | |||
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |||
Capitalized costs | $ 1.8 | $ 1.8 |
REVENUE - Performance Obligatio
REVENUE - Performance Obligations (Details) $ in Thousands | Sep. 30, 2020USD ($) |
Revenue from Contract with Customer [Abstract] | |
Performance obligation | $ 35,374 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2020-10-01 | |
Revenue from Contract with Customer [Abstract] | |
Performance obligation | $ 9,215 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Performance obligation, period | 9 months |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2021-07-01 | |
Revenue from Contract with Customer [Abstract] | |
Performance obligation | $ 10,940 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Performance obligation, period | 1 year |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2022-07-01 | |
Revenue from Contract with Customer [Abstract] | |
Performance obligation | $ 8,808 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Performance obligation, period | 1 year |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2023-07-01 | |
Revenue from Contract with Customer [Abstract] | |
Performance obligation | $ 4,751 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Performance obligation, period | 1 year |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2024-07-01 | |
Revenue from Contract with Customer [Abstract] | |
Performance obligation | $ 1,660 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Performance obligation, period |
REVENUE - Contract Liability (D
REVENUE - Contract Liability (Details) - USD ($) $ in Thousands | 3 Months Ended | |||
Sep. 30, 2020 | Sep. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
Revenue from Contract with Customer [Abstract] | ||||
Deferred revenue | $ 1,639 | $ 1,649 | $ 1,698 | $ 1,681 |
Revenue recognized in the period from amounts included in deferred revenue at the beginning of the period | $ 93 | $ 129 |
FINANCE RECEIVABLES - Narrative
FINANCE RECEIVABLES - Narrative (Details) | 3 Months Ended |
Sep. 30, 2020 | |
Receivables [Abstract] | |
Finance receivables, lease term | 60 months |
FINANCE RECEIVABLES - Informati
FINANCE RECEIVABLES - Information Regarding Finance Receivables (Details) - USD ($) $ in Thousands | Sep. 30, 2020 | Jun. 30, 2020 |
Receivables [Abstract] | ||
Current finance receivables, net | $ 7,356 | $ 7,468 |
Finance receivables due after one year | 10,385 | 11,213 |
Total finance receivables | 17,741 | 18,681 |
Finance receivable, allowance | $ 559 | $ 150 |
FINANCE RECEIVABLES - Schedule
FINANCE RECEIVABLES - Schedule by Year of Origination (Details) - USD ($) $ in Thousands | Sep. 30, 2020 | Jun. 30, 2020 |
Financing Receivable, Credit Quality Indicator [Line Items] | ||
Up to 1 Year Ago | $ 4,817 | $ 5,035 |
Between 1 and 2 Years Ago | 4,265 | 4,794 |
Between 2 and 3 Years Ago | 5,702 | 5,544 |
Between 3 and 4 Years Ago | 3,207 | 2,844 |
Between 4 and 5 Years Ago | 282 | 583 |
More than 5 Years Ago | 27 | 31 |
Total | 18,300 | 18,831 |
High ratio customers | ||
Financing Receivable, Credit Quality Indicator [Line Items] | ||
Up to 1 Year Ago | 4,321 | |
Between 1 and 2 Years Ago | 3,607 | |
Between 2 and 3 Years Ago | 4,434 | |
Between 3 and 4 Years Ago | 2,519 | |
Between 4 and 5 Years Ago | 121 | |
More than 5 Years Ago | 9 | |
Total | 15,011 | |
Low ratio customers | ||
Financing Receivable, Credit Quality Indicator [Line Items] | ||
Up to 1 Year Ago | 496 | |
Between 1 and 2 Years Ago | 658 | |
Between 2 and 3 Years Ago | 1,268 | |
Between 3 and 4 Years Ago | 688 | |
Between 4 and 5 Years Ago | 161 | |
More than 5 Years Ago | 18 | |
Total | 3,289 | |
Current | ||
Financing Receivable, Credit Quality Indicator [Line Items] | ||
Up to 1 Year Ago | 4,680 | 4,950 |
Between 1 and 2 Years Ago | 4,013 | 4,406 |
Between 2 and 3 Years Ago | 4,986 | 4,811 |
Between 3 and 4 Years Ago | 3,073 | 2,730 |
Between 4 and 5 Years Ago | 248 | 555 |
More than 5 Years Ago | 18 | 22 |
Total | 17,018 | 17,474 |
30 days and under | ||
Financing Receivable, Credit Quality Indicator [Line Items] | ||
Up to 1 Year Ago | 24 | 40 |
Between 1 and 2 Years Ago | 51 | 66 |
Between 2 and 3 Years Ago | 102 | 121 |
Between 3 and 4 Years Ago | 11 | 28 |
Between 4 and 5 Years Ago | 0 | 11 |
More than 5 Years Ago | 0 | 1 |
Total | 188 | 267 |
31-60 days | ||
Financing Receivable, Credit Quality Indicator [Line Items] | ||
Up to 1 Year Ago | 5 | 13 |
Between 1 and 2 Years Ago | 8 | 15 |
Between 2 and 3 Years Ago | 31 | 13 |
Between 3 and 4 Years Ago | 10 | 0 |
Between 4 and 5 Years Ago | 1 | 0 |
More than 5 Years Ago | 0 | 0 |
Total | 55 | 41 |
61-90 days | ||
Financing Receivable, Credit Quality Indicator [Line Items] | ||
Up to 1 Year Ago | 26 | 10 |
Between 1 and 2 Years Ago | 29 | 44 |
Between 2 and 3 Years Ago | 64 | 62 |
Between 3 and 4 Years Ago | 13 | 19 |
Between 4 and 5 Years Ago | 2 | 3 |
More than 5 Years Ago | 0 | 0 |
Total | 134 | 138 |
Greater than 90 days | ||
Financing Receivable, Credit Quality Indicator [Line Items] | ||
Up to 1 Year Ago | 82 | 22 |
Between 1 and 2 Years Ago | 164 | 263 |
Between 2 and 3 Years Ago | 519 | 537 |
Between 3 and 4 Years Ago | 100 | 67 |
Between 4 and 5 Years Ago | 31 | 14 |
More than 5 Years Ago | 9 | 8 |
Total | $ 905 | $ 911 |
FINANCE RECEIVABLES - Schedul_2
FINANCE RECEIVABLES - Schedule of Credit Loss (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |
Sep. 30, 2020 | Sep. 30, 2019 | Jun. 30, 2020 | |
Financing Receivable, Allowance for Credit Loss [Line Items] | |||
Beginning balance | $ 150 | ||
Ending balance | $ 559 | $ 150 | |
Accounting Standards Update [Extensible List] | us-gaap:AccountingStandardsUpdate201613Member | us-gaap:AccountingStandardsUpdate201613Member | |
Nonperforming | |||
Financing Receivable, Allowance for Credit Loss [Line Items] | |||
Beginning balance | $ 150 | $ 606 | $ 606 |
Provision for credit losses | 0 | 1 | |
Charge-offs | 0 | 0 | |
Ending balance | 559 | $ 607 | 150 |
Cumulative Effect, Period of Adoption, Adjustment | Nonperforming | |||
Financing Receivable, Allowance for Credit Loss [Line Items] | |||
Beginning balance | $ 409 | ||
Ending balance | $ 409 |
FINANCE RECEIVABLES - Summary o
FINANCE RECEIVABLES - Summary of Finance receivables Fiscal Years (Details) - USD ($) $ in Thousands | Sep. 30, 2020 | Jun. 30, 2020 | Sep. 30, 2019 | Jun. 30, 2019 |
Financing Receivable, Allowance for Credit Loss [Line Items] | ||||
Less: allowance for nonperforming receivables | $ (559) | $ (150) | ||
Total finance receivables | 17,741 | 18,681 | ||
Performing | ||||
Financing Receivable, Allowance for Credit Loss [Line Items] | ||||
2021 | 8,563 | |||
2022 | 5,607 | |||
2023 | 4,447 | |||
2024 | 2,675 | |||
2025 | 1,126 | |||
Thereafter | 44 | |||
Total amounts to be collected | 22,462 | |||
Less: interest | (3,603) | |||
Total finance receivables | 18,300 | |||
Nonperforming | ||||
Financing Receivable, Allowance for Credit Loss [Line Items] | ||||
Less: allowance for nonperforming receivables | $ (559) | $ (150) | $ (607) | $ (606) |
EARNINGS (LOSS) PER SHARE - Cal
EARNINGS (LOSS) PER SHARE - Calculation of Earning Per Share (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | |
Sep. 30, 2020 | Sep. 30, 2019 | |
Numerator for basic and diluted earnings per share | ||
Net loss | $ (6,613) | $ (11,508) |
Preferred dividends | (334) | (334) |
Net loss applicable to common shareholders | $ (6,947) | $ (11,842) |
Denominator for basic loss per share - Weighted average shares outstanding (in shares) | 64,859,002 | 60,096,852 |
Effect of dilutive potential common shares (in shares) | 0 | 0 |
Denominator for diluted loss per share - Adjusted weighted average shares outstanding (in shares) | 64,859,002 | 60,096,852 |
Basic loss per share (in dollars per share) | $ (0.11) | $ (0.20) |
Diluted loss per share (in dollars per share) | $ (0.11) | $ (0.20) |
EARNINGS (LOSS) PER SHARE - Add
EARNINGS (LOSS) PER SHARE - Additional Information (Details) - shares | 3 Months Ended | |
Sep. 30, 2020 | Sep. 30, 2019 | |
Earnings Per Share [Abstract] | ||
Antidilutive shares excluded from the calculation of diluted earnings per shares (in shares) | 2,534,225 | 1,293,317 |
GOODWILL AND INTANGIBLE ASSET_2
GOODWILL AND INTANGIBLE ASSETS - Summary of Amortizable Intangible Asset (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended |
Sep. 30, 2020 | Jun. 30, 2020 | |
Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets gross | $ 31,683 | $ 31,685 |
Accumulated amortization | (9,434) | (8,652) |
Intangible assets, Net | 22,249 | 23,033 |
Goodwill, Gross | 63,945 | 63,945 |
Goodwill | 63,945 | 63,945 |
Intangible Assets, Net (Including Goodwill) [Abstract] | ||
Total intangible assets & goodwill, Gross | 95,628 | 95,630 |
Total intangible assets & goodwill, Net | 86,194 | 86,978 |
Non-compete agreements | ||
Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets gross | 2 | |
Accumulated amortization | (2) | |
Intangible assets, Net | $ 0 | |
Useful life | 2 years | |
Brand and tradenames | ||
Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets gross | 1,695 | $ 1,695 |
Accumulated amortization | (756) | (699) |
Intangible assets, Net | $ 939 | $ 996 |
Brand and tradenames | Minimum | ||
Finite-Lived Intangible Assets [Line Items] | ||
Useful life | 3 years | 3 years |
Brand and tradenames | Maximum | ||
Finite-Lived Intangible Assets [Line Items] | ||
Useful life | 7 years | 7 years |
Developed technology | ||
Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets gross | $ 10,939 | $ 10,939 |
Accumulated amortization | (5,571) | (5,110) |
Intangible assets, Net | $ 5,368 | $ 5,829 |
Developed technology | Minimum | ||
Finite-Lived Intangible Assets [Line Items] | ||
Useful life | 5 years | 5 years |
Developed technology | Maximum | ||
Finite-Lived Intangible Assets [Line Items] | ||
Useful life | 6 years | 6 years |
Customer relationships | ||
Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets gross | $ 19,049 | $ 19,049 |
Accumulated amortization | (3,107) | (2,841) |
Intangible assets, Net | $ 15,942 | $ 16,208 |
Customer relationships | Minimum | ||
Finite-Lived Intangible Assets [Line Items] | ||
Useful life | 10 years | 10 years |
Customer relationships | Maximum | ||
Finite-Lived Intangible Assets [Line Items] | ||
Useful life | 18 years | 18 years |
GOODWILL AND INTANGIBLES - Addi
GOODWILL AND INTANGIBLES - Additional Information (Details) - USD ($) $ in Millions | 3 Months Ended | |
Sep. 30, 2020 | Sep. 30, 2019 | |
Goodwill and Intangible Assets Disclosure [Abstract] | ||
Amortization expense of acquired intangible assets | $ 0.8 | $ 0.8 |
DEBT AND OTHER FINANCING ARRA_3
DEBT AND OTHER FINANCING ARRANGEMENTS - Debt and Other Financing Arrangement Summary (Details) - USD ($) $ in Thousands | Sep. 30, 2020 | Jun. 30, 2020 |
Debt Instrument [Line Items] | ||
Less: unamortized issuance costs and debt discount | $ (321) | $ (2,595) |
Total | 17,937 | 15,763 |
Less: debt and other financing arrangements, current | (3,871) | (3,328) |
Debt and other financing arrangements, noncurrent | 14,066 | 12,435 |
Line of Credit | 2020 Antara Term Facility | Term Facility | ||
Debt Instrument [Line Items] | ||
Long-term debt | 0 | 15,000 |
Line of Credit | 2021 JPMorgan Credit Facility | ||
Debt Instrument [Line Items] | ||
Long-term debt | 15,000 | 0 |
Other | ||
Debt Instrument [Line Items] | ||
Long-term debt | $ 3,258 | $ 3,358 |
DEBT AND OTHER FINANCING ARRA_4
DEBT AND OTHER FINANCING ARRANGEMENTS - Interest Expense (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Sep. 30, 2020 | Sep. 30, 2019 | |
Debt Instrument [Line Items] | ||
Total interest expense | $ 3,315 | $ 465 |
Line of Credit | 2020 Antara Term Facility | Term Facility | ||
Debt Instrument [Line Items] | ||
Total interest expense | 2,779 | 0 |
Line of Credit | 2021 JPMorgan Credit Facility | ||
Debt Instrument [Line Items] | ||
Total interest expense | 172 | 0 |
Line of Credit | 2018 JPMorgan Revolving Credit Facility | Revolving Credit Facility | ||
Debt Instrument [Line Items] | ||
Total interest expense | 0 | 77 |
Line of Credit | 2018 JPMorgan Term Loan | Term Facility | ||
Debt Instrument [Line Items] | ||
Total interest expense | 0 | 160 |
Other | ||
Debt Instrument [Line Items] | ||
Total interest expense | $ 364 | $ 228 |
DEBT AND OTHER FINANCING ARRA_5
DEBT AND OTHER FINANCING ARRANGEMENTS - JP Morgan Chase Bank Credit Agreement (Details) | Aug. 14, 2020USD ($) | Sep. 30, 2020USD ($) | Sep. 30, 2019USD ($) |
Debt Instrument [Line Items] | |||
Total interest expense | $ 3,315,000 | $ 465,000 | |
2020 Antara Term Facility | Term Facility | Line of Credit | |||
Debt Instrument [Line Items] | |||
Maximum borrowing capacity | $ 30,000,000 | ||
Total interest expense | 2,779,000 | 0 | |
Recognition of unamortized issuance costs and debt discount | 2,600,000 | ||
2021 JPMorgan Credit Facility | Line of Credit | |||
Debt Instrument [Line Items] | |||
Maximum borrowing capacity | $ 5,000,000 | ||
Total interest expense | $ 172,000 | $ 0 | |
Term | 3 years | ||
Commitment fee | 0.50% | ||
Interest rate, increase | 2.00% | ||
Periodic payment, principal | $ 187,500 | ||
Annual principal payment | $ 750,000 | ||
Adjusted quick ratio, maximum | 3 | ||
2021 JPMorgan Credit Facility | Line of Credit | Period One | |||
Debt Instrument [Line Items] | |||
Adjusted quick ratio, minimum | 2 | ||
2021 JPMorgan Credit Facility | Line of Credit | Period Two | |||
Debt Instrument [Line Items] | |||
Adjusted quick ratio, minimum | 2.50 | ||
2021 JPMorgan Credit Facility | Line of Credit | Period Three | |||
Debt Instrument [Line Items] | |||
Adjusted quick ratio, minimum | 2.75 | ||
2021 JPMorgan Credit Facility | Line of Credit | Period Four | |||
Debt Instrument [Line Items] | |||
Adjusted quick ratio, minimum | 3 | ||
2021 JPMorgan Credit Facility | Line of Credit | LIBOR | |||
Debt Instrument [Line Items] | |||
Variable rate | 4.75% | ||
2021 JPMorgan Revolving Facility | Revolving Credit Facility | Line of Credit | |||
Debt Instrument [Line Items] | |||
Maximum borrowing capacity | $ 5,000,000 | ||
2021 JPMorgan Secured Term Facility | Term Facility | Line of Credit | |||
Debt Instrument [Line Items] | |||
Maximum borrowing capacity | $ 15,000,000 | ||
Minimum | 2021 JPMorgan Credit Facility | Line of Credit | LIBOR | |||
Debt Instrument [Line Items] | |||
Variable rate | 2.75% | ||
Minimum | 2021 JPMorgan Credit Facility | Line of Credit | Base Rate | |||
Debt Instrument [Line Items] | |||
Variable rate | 3.75% | ||
Maximum | 2021 JPMorgan Credit Facility | Line of Credit | LIBOR | |||
Debt Instrument [Line Items] | |||
Variable rate | 3.75% | ||
Maximum | 2021 JPMorgan Credit Facility | Line of Credit | Base Rate | |||
Debt Instrument [Line Items] | |||
Variable rate | 4.75% |
DEBT AND OTHER FINANCING ARRA_6
DEBT AND OTHER FINANCING ARRANGEMENTS - Term Facility with Antara (Details) - USD ($) | Oct. 31, 2019 | Oct. 09, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | Jun. 30, 2020 |
Debt Instrument [Line Items] | |||||
Debt premium | $ 3,125,000 | $ 338,000 | |||
Line of Credit | 2020 Antara Term Facility | Term Facility | |||||
Debt Instrument [Line Items] | |||||
Maximum borrowing capacity | $ 30,000,000 | ||||
First draw | $ 15,000,000 | ||||
Second draw | $ 15,000,000 | ||||
Commitment termination fee | 3.00% | ||||
Interest rate | 9.75% | ||||
Repayment of line of credit, net | $ 10,100,000 | ||||
Prepayment premium | 5.00% | ||||
Debt issuance costs | 900,000 | ||||
Commitment fee | 100,000 | $ 1,200,000 | |||
Debt premium | $ 2,100,000 |
DEBT AND OTHER FINANCING ARRA_7
DEBT AND OTHER FINANCING ARRANGEMENTS - Revolving Credit Facility and Term Loan with JPMorgan Chase (Details) - Line of Credit | Nov. 09, 2017USD ($) |
Credit Agreement | |
Debt Instrument [Line Items] | |
Term | 5 years |
Credit Agreement | LIBOR | |
Debt Instrument [Line Items] | |
Variable rate | 4.00% |
2018 JPMorgan Term Loan | Term Facility | |
Debt Instrument [Line Items] | |
Maximum borrowing capacity | $ 25,000,000 |
2018 JPMorgan Revolving Credit Facility | Revolving Credit Facility | |
Debt Instrument [Line Items] | |
Maximum borrowing capacity | $ 12,500,000 |
DEBT AND OTHER FINANCING ARRA_8
DEBT AND OTHER FINANCING ARRANGEMENTS - Other Borrowings (Details) - USD ($) $ in Millions | Sep. 30, 2020 | Jun. 30, 2020 | Nov. 09, 2017 |
CARES Act, Paycheck Protection Program | |||
Debt Instrument [Line Items] | |||
Long-term debt | $ 3.1 | ||
Cantaloupe | |||
Debt Instrument [Line Items] | |||
Long-term debt | $ 0.1 | $ 0.2 | $ 1.8 |
Cantaloupe | 10% Notes Due September 2021 | |||
Debt Instrument [Line Items] | |||
Interest rate | 10.00% |
ACCRUED LIABILITIES (Details)
ACCRUED LIABILITIES (Details) - USD ($) $ in Thousands | Sep. 30, 2020 | Jun. 30, 2020 |
Payables and Accruals [Abstract] | ||
Accrued sales tax | $ 21,114 | $ 20,036 |
Accrued compensation and related sales commissions | 3,350 | 2,757 |
Operating lease liabilities - current | 1,097 | 1,075 |
Accrued professional fees | 1,427 | 924 |
Income taxes payable | 93 | 123 |
Accrued other taxes and filing fees | 218 | 220 |
Accrued other, including settlement of shareholder class action lawsuit | 1,581 | 5,130 |
Total accrued expenses | $ 28,880 | $ 30,265 |
FAIR VALUE MEASUREMENTS - Narra
FAIR VALUE MEASUREMENTS - Narrative (Details) $ in Millions | Jun. 30, 2020USD ($) |
Antara | Level 3 | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |
Long-term debt obligations, fair value | $ 15.8 |
INCOME TAXES - (Details)
INCOME TAXES - (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Sep. 30, 2020 | Sep. 30, 2019 | |
Income Tax Disclosure [Abstract] | ||
Income tax provision | $ 40 | $ 59 |
Unrecognized income tax benefit | $ 200 | $ 200 |
EQUITY - Warrants (Details)
EQUITY - Warrants (Details) - $ / shares | Sep. 30, 2020 | Jun. 30, 2020 |
Equity [Abstract] | ||
Warrants outstanding (in shares) | 23,978 | 23,978 |
Warrants exercisable price (in dollars per share) | $ 5 | $ 5 |
EQUITY - Stock options (Details
EQUITY - Stock options (Details) - Stock options - USD ($) $ in Millions | 3 Months Ended | |
Sep. 30, 2020 | Sep. 30, 2019 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Vesting period | 3 years | |
Stock-based compensation | $ 1.1 | $ 0.2 |
EQUITY - Schedule of Fair value
EQUITY - Schedule of Fair value of options (Details) - Stock options | 3 Months Ended |
Sep. 30, 2020$ / sharesshares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Expected life (years) | 4 years 6 months |
Expected dividends | 0.00% |
Number of options granted (in shares) | shares | 467,500 |
Weighted average exercise price (in dollars per share) | $ 7.49 |
Weighted average grant date fair value (in dollars per share) | $ 4.41 |
Minimum | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Expected volatility (percent) | 76.60% |
Risk-free interest rate (percent) | 0.20% |
Maximum | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Expected volatility (percent) | 77.30% |
Risk-free interest rate (percent) | 0.30% |
EQUITY - Common Stock (Details)
EQUITY - Common Stock (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Sep. 30, 2020 | Sep. 30, 2019 | |
Deferred Compensation Arrangement with Individual, Share-based Payments [Line Items] | ||
Non-cash stock based compensation | $ 1,509 | $ 290 |
Common Stock | ||
Deferred Compensation Arrangement with Individual, Share-based Payments [Line Items] | ||
Non-cash stock based compensation | $ 400 | $ 42 |
COMMITMENTS AND CONTINGENCIES -
COMMITMENTS AND CONTINGENCIES - (Details) - USD ($) $ in Millions | Feb. 27, 2020 | Jul. 31, 2020 |
Commitments and Contingencies Disclosure [Abstract] | ||
Amount awarded to other party | $ 15.3 | |
Amount to be paid by insurance company | $ 12.7 | |
Amount to be paid | $ 2.6 |