Business Combination (Tables)

12 Months Ended

Jun. 30, 2022

Business Combinations [Abstract]

Summary of Acquisition Purchase Consideration

The acquisition purchase consideration totaled $674.3 million, which consisted of the following (in thousands):

Equity consideration (1)	$	510,218
Cash	164,087
Total	$	674,305

(1) This includes 1,788,372 shares of the Company’s common stock issued with a fair value based upon the opening market price on the acquisition date. This also includes the stock options assumed to replace stock options that were outstanding on the acquisition date under Invoice2go's 2014 Equity Incentive Plan (Invoice2go 2014 Plan). The fair value of these stock options was $21.7 million, which was the amount attributable to the pre-combination requisite service period.

The acquisition purchase consideration totaled $2.3 billion, which consisted of the following (in thousands):

Equity consideration (1)	$	1,658,818
Cash	664,779
Total	$	2,323,597

(1) This includes 10,767,140 shares of the Company’s common stock issued with a fair value based upon the opening market price on the acquisition date. This also includes the stock options assumed to replace stock options that were granted after May 1, 2019 under Divvy’s 2016 Equity Incentive Plan (Divvy 2016 Plan) and were outstanding on the acquisition date. The fair value of these stock options was $55.3 million, which was the amount attributable to the pre-combination requisite service period.

Summary of Preliminary Fair Values of Assets Acquired and Liabilities Assumed

The following table summarizes the preliminary fair values of the assets acquired and liabilities assumed at the acquisition date (in thousands):

Cash and cash equivalents	$	19,738
Accounts receivable and other assets	4,518
Intangible assets	91,219

Total identifiable assets acquired	115,475
Accounts payable and other liabilities	(26,618)
Net identifiable assets acquired	88,857
Goodwill	585,448
Net assets acquired	$	674,305

The following table summarizes the fair values of the assets acquired and liabilities assumed at the acquisition date (in thousands):

Cash	$	108,689
Acquired card receivables	159,784
Accounts receivable	7,435
Card receivables held for sale	12,730
Property and equipment	15,805
Intangible assets	423,000
Prepaid expenses and other assets	57,669
Total identifiable assets acquired	785,112
Accounts payable and other liabilities	(153,855)
Outstanding borrowings from credit facilities	(79,703)
Total liabilities assumed	(233,558)
Net identifiable assets acquired	551,554
Goodwill	1,772,043
Net assets acquired	$	2,323,597

Summary of Preliminary Fair Values Allocated to Identifiable Intangible Assets and Estimated Useful Lives

The preliminary fair values allocated to the identifiable intangible assets (in thousands) and their estimated useful lives are as follows:

	Preliminary fair value		Weighted average useful life (in years)
Customer relationships	$	61,269	10.0
Developed technology	15,908		3.0
Trade name	14,042		3.0
Total	$	91,219	7.7

The fair values allocated to the identifiable intangible assets (in thousands) and their estimated useful lives are as follows:

	Fair value		Weighted average useful life (in years)
Customer relationships	$	198,000	10.0
Developed technology	191,000		6.0
Trade name	34,000		3.0
Total	$	423,000	7.6

Summary of Unaudited Proforma Financial Information

The pro forma net loss for the year ended June 30, 2021 was adjusted to exclude nonrecurring acquisition-related costs of $20.6 million.

	Year ended June 30,
	2022		2021
Revenue	$	648,476	$	274,842
Net loss	$	(327,136)	$	(149,003)

Below is the unaudited pro forma financial information of the combined results of operations of the Company and Divvy as if the acquisition occurred on July 1, 2019 (in thousands).

	Year ended June 30,
	2021		2020
Total revenue	$	307,618	$	192,770
Net loss	$	(223,470)	$	(206,166)