Acquisitions (Tables)

9 Months Ended

Mar. 31, 2021

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