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Fair Value Measurements
3 Months Ended
Sep. 30, 2019
Fair Value Disclosures [Abstract]  
Fair Value Measurements

5. Fair Value Measurements

Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the reporting date. The Company estimates and categorizes the fair value of its financial instruments by applying the following hierarchy:

Level 1 — Valuations based on quoted prices in active markets for identical assets or liabilities that the Company has the ability to directly access.

Level 2 — Valuations based on quoted prices for similar assets or liabilities; valuations for interest-bearing securities based on non-daily quoted prices in active markets; quoted prices in markets that are not active; or other inputs that are observable or can be corroborated by observable data for substantially the full term of the assets or liabilities.

Level 3 — Valuations based on inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities.

A financial instrument’s level within the fair value hierarchy is based on the lowest level of any input that is significant to the fair value measurement.

The following table presents the fair value of the Company’s financial instruments:

 

 

 

September 30, 2019

 

 

June 30, 2019

 

 

 

Level 1

 

 

Level 2

 

 

Level 3

 

 

Total

 

 

Level 1

 

 

Level 2

 

 

Level 3

 

 

Total

 

Assets:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Money market funds

 

$

11,269

 

 

$

 

 

$

 

 

$

11,269

 

 

$

11,206

 

 

$

 

 

$

 

 

$

11,206

 

Total

 

$

11,269

 

 

$

 

 

$

 

 

$

11,269

 

 

$

11,206

 

 

$

 

 

$

 

 

$

11,206

 

Liabilities:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Post-closing payments related to acquisitions

 

$

 

 

$

16,471

 

 

$

 

 

$

16,471

 

 

$

 

 

$

16,259

 

 

$

 

 

$

16,259

 

Contingent consideration related to acquisitions

 

 

 

 

 

 

 

 

5,008

 

 

 

5,008

 

 

 

 

 

 

 

 

 

5,058

 

 

 

5,058

 

Total

 

$

 

 

$

16,471

 

 

$

5,008

 

 

$

21,479

 

 

$

 

 

$

16,259

 

 

$

5,058

 

 

$

21,317

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Reported as:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Cash and cash equivalents

 

 

 

 

 

 

 

 

 

 

 

 

 

$

11,269

 

 

 

 

 

 

 

 

 

 

 

 

 

 

$

11,206

 

Other Liabilities:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Current

 

 

 

 

 

 

 

 

 

 

 

 

 

$

9,015

 

 

 

 

 

 

 

 

 

 

 

 

 

 

$

8,967

 

Noncurrent

 

 

 

 

 

 

 

 

 

 

 

 

 

 

12,464

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

12,350

 

Total

 

 

 

 

 

 

 

 

 

 

 

 

 

$

21,479

 

 

 

 

 

 

 

 

 

 

 

 

 

 

$

21,317

 

There were no transfers between Level 1 and Level 2 during the periods presented.

The following table represents the change in the contingent consideration (in thousands):

 

 

 

Level 3

 

Balance as of June 30, 2019

 

$

5,058

 

Changes in fair value during the period

 

 

 

Payments made during the period

 

 

(50

)

Balance as of September 30, 2019

 

$

5,008

 

Cash Equivalents

The valuation technique used to measure the fair value of money market funds included using quoted prices in active markets for identical assets and are classified as Level 1 within the fair value hierarchy.

Post-Closing Payments Related to Acquisitions

The post-closing payments are future payments related to the Company’s acquisitions of AmOne Corp (“AmOne”), CloudControlMedia, LLC (“CCM”) and MyBankTracker.com, LLC (“MBT”) in fiscal year 2019. As the fair value of the Company’s post-closing payments was determined based on installments stipulated in the terms of the acquisition agreements and discount rates observable in the market, the post-closing payments are classified as Level 2 within the fair value hierarchy. See Note 7, Acquisitions, for further details related to the acquisitions.

Contingent Consideration Related to Acquisitions

The contingent consideration consists of estimated future payments related to the Company’s acquisition of CCM and MBT. The fair value of the contingent consideration is determined using the real options technique which incorporates various estimates, including projected net revenue and gross margin that is subject to the contingent consideration payment, a volatility factor applied to net revenue and gross margin based on year-on-year growth in net revenue and gross margin of comparable companies and discount rates. As certain of these inputs are not observable in the market, the contingent consideration is classified as a Level 3 instrument. See Note 7, Acquisitions, for further details related to the acquisitions.