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Acquisitions (Tables) | 9 Months Ended
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Mar. 31, 2021
Business Acquisition [Line Items] |
Schedule of Consideration | The following table summarizes the consideration for each acquisition as of the acquisition dates (in thousands):
|  | AmOne |  |  | CCM |  |  | MBT |
Cash |  | $ | 23,032 |  |  | $ | 8,281 |  |  | $ | 4,511 |
Post-closing adjustments for net assets acquired |  |  | 138 |  |  |  | (72 | ) |  |  | — |
Post-closing payments, net of imputed interest (1) |  |  | 7,514 |  |  |  | 6,671 |  |  |  | 3,708 |
Contingent consideration |  |  | — |  |  |  | 3,553 |  |  |  | 1,505 |
Total |  | $ | 30,684 |  |  | $ | 18,433 |  |  | $ | 9,724 |
(1) | The post-closing payment is net of imputed interest of $486 thousand for AmOne, $829 thousand for CCM and $292 thousand for MBT.
Summary of Unaudited Pro Forma Financial Information Combined Results of Operations | The unaudited pro forma financial information in the table below summarizes the combined results of operations for the Company and the acquired businesses as though these acquisitions had been occurred as of the beginning of fiscal year 2020. The unaudited pro forma financial information is presented for illustrative purposes only and does not necessarily reflect what the combined company’s results of operations would have been had the acquisition occurred as of the beginning of fiscal year 2020, nor is it necessarily indicative of the future results of operations of the combined company.
|  | Three Months Ended |  |  | Nine Months Ended |
|  | March 31, |  |  | March 31, |
|  | 2021 |  |  | 2020 |  |  | 2021 |  |  | 2020 |
|  | (In thousands) |  |  | (In thousands) |
Net revenue |  | $ | 153,052 |  |  | $ | 149,370 |  |  | $ | 427,289 |  |  | $ | 430,782 |
Net income |  |  | 5,189 |  |  |  | 15,629 |  |  |  | 20,836 |  |  |  | 21,536 |
Modernize, Inc. [Member] |
Business Acquisition [Line Items] |
Schedule of Consideration | The following table summarizes the consideration as of the acquisition date (in thousands):
|  | Estimated Fair Value |
Cash |  | $ | 43,944 |
Post-closing payments, net of imputed interest of $2,724 |  |  | 24,776 |
Section 338 election liability to Modernize |  |  | 2,079 |
Total |  | $ | 70,799 |
Summary of Preliminary Allocation of Purchase Price to Fair Values of Identifiable Assets Acquired and Liabilities Assumed | The following table summarizes the preliminary allocation of the purchase price to the fair values of the identifiable assets acquired and liabilities assumed as of the acquisition date (in thousands):
|  | Estimated Fair Value |
|  | Preliminary as of July 1, 2020 |  |  | Year to Date Adjustments (1) |  |  | Preliminary as of March 31, 2021 |
Cash and cash equivalents |  | $ | 3,638 |  |  | $ | — |  |  | $ | 3,638 |
Accounts receivable, net |  |  | 4,999 |  |  |  | — |  |  |  | 4,999 |
Operating lease right-of-use assets |  |  | 4,702 |  |  |  | — |  |  |  | 4,702 |
Other intangible assets |  |  | 33,700 |  |  |  | — |  |  |  | 33,700 |
Other assets |  |  | 1,386 |  |  |  | — |  |  |  | 1,386 |
Total identifiable assets acquired |  |  | 48,425 |  |  |  | — |  |  |  | 48,425 |
Accrued liabilities |  |  | 4,909 |  |  |  | — |  |  |  | 4,909 |
Operating lease liabilities |  |  | 4,896 |  |  |  | — |  |  |  | 4,896 |
Deferred tax liabilities |  |  | 7,886 |  |  |  | (7,886 | ) |  |  | — |
Other liabilities |  |  | 465 |  |  |  | (240 | ) |  |  | 225 |
Total identifiable liabilities assumed |  |  | 18,156 |  |  |  | (8,126 | ) |  |  | 10,030 |
Net identifiable assets acquired |  |  | 30,269 |  |  |  | 8,126 |  |  |  | 38,395 |
Goodwill |  |  | 38,451 |  |  |  | (6,047 | ) |  |  | 32,404 |
Net assets acquired |  | $ | 68,720 |  |  | $ | 2,079 |  |  | $ | 70,799 |
(1) | The Company made a 338(h)(10) election to treat the acquisition for tax purposes as a purchase and sale of assets which resulted in the release of the deferred tax liabilities of $7.9 million. The Company has agreed to pay any incremental taxes to Modernize resulting from that election, for an increase in total consideration of $2.1 million.
Summary of Fair Values of Identifiable Intangible Assets Acquired and Estimated Useful Lives | The following table summarizes the fair values of the identifiable intangible assets acquired and the estimated useful lives as of the acquisition date (in thousands):
|  |  |  | Estimated Fair Value |  |  | Estimated Useful Life
Customer/publisher/advertiser relationships |  |  |  | $ | 21,300 |  |  | 9 years
Content |  |  |  |  | 800 |  |  | 1.5 years
Website/trade/domain names |  |  |  |  | 5,300 |  |  | 15 years
Acquired technology and others |  |  |  |  | 6,300 |  |  | 4 years
Total |  |  |  | $ | 33,700 |  |  |
FC Ecosystem, LLC [Member] |
Business Acquisition [Line Items] |
Schedule of Consideration | The following table summarizes the consideration as of the acquisition date (in thousands):
|  | Estimated Fair Value |
Cash |  | $ | 7,000 |
Post-closing payments, net of imputed interest of $189 |  |  | 3,811 |
Contingent consideration |  |  | 2,926 |
Total |  | $ | 13,737 |
Summary of Fair Values of Identifiable Intangible Assets Acquired and Estimated Useful Lives | The following table summarizes the preliminary allocation of the purchase price and the estimated useful lives of the identifiable assets acquired as of the date of the acquisition (in thousands):
|  | Estimated Fair Value |  |  | Estimated Useful Life
Customer/publisher/advertiser relationships |  | $ | 8,600 |  |  | 7 years
Goodwill |  |  | 5,137 |  |  | Indefinite
Total |  | $ | 13,737 |  |  |

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