0001558370-21-012679 | 10-K | XBRL Viewer

Document and Entity Information - USD ($)	12 Months Ended
Document and Entity Information - USD ($)	Jun. 30, 2021	Sep. 20, 2021
Document and Entity Information [Abstract]
Document Type	10-K
Document Annual Report	true
Document Transition Report	false
Document Period End Date	Jun. 30, 2021
Entity File Number	001-40159
Entity Registrant Name	InnovAge Holding Corp
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	81-0710819
Entity Address, Address Line One	8950
Entity Address, Address Line Two	E. Lowry Boulevard
Entity Address, City or Town	Denver
Entity Address State Or Province	CO
Entity Address, Postal Zip Code	80230
City Area Code	844
Local Phone Number	803-8745
Title of 12(b) Security	Common Stock, $0.001 par value
Trading Symbol	INNV
Security Exchange Name	NASDAQ
Entity Well-known Seasoned Issuer	No
Entity Voluntary Filers	No
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Non-accelerated Filer
Entity Small Business	false
Entity Emerging Growth Company	true
Entity Ex Transition Period	false
ICFR Auditor Attestation Flag	false
Entity Shell Company	false
Entity Public Float	$ 0
Entity Common Stock, Shares Outstanding		135,516,513
Entity Central Index Key	0001834376
Current Fiscal Year End Date	--06-30
Document Fiscal Year Focus	2021
Document Fiscal Period Focus	FY
Amendment Flag	false

Consolidated Balance Sheets - USD ($) $ in Thousands	Jun. 30, 2021	Jun. 30, 2020
Current Assets
Cash and cash equivalents	$ 201,466	$ 112,904
Restricted cash	2,234	1,661
Accounts receivable, net of allowance ($4,350 - June 30, 2021 and $6,384 - June 30, 2020)	32,582	46,312
Prepaid expenses	9,249	4,311
Income tax receivable	5,401	1,743
Total current assets	250,932	166,931
Noncurrent Assets
Property and equipment, net	142,715	102,494
Investments	2,645	2,645
Deposits and other	3,877	3,003
Equity method investments	848	13,245
Goodwill	124,217	116,139
Other intangible assets, net	6,518	5,177
Total noncurrent assets	280,820	242,703
Total assets	531,752	409,634
Current Liabilities
Accounts payable and accrued expenses	32,361	28,875
Reported and estimated claims	33,234	30,291
Due to Medicaid and Medicare	7,101	12,244
Current portion of long-term debt	3,790	1,938
Current portion of capital lease obligations	2,079	1,496
Contingent consideration		1,789
Total current liabilities	78,565	76,633
Noncurrent Liabilities
Deferred tax liability, net	15,700	9,282
Capital lease obligations	5,190	4,091
Other noncurrent liabilities	2,758	1,446
Long-term debt, net of debt issuance costs	71,574	210,432
Total liabilities	173,787	301,884
Commitments and Contingencies (See Note 12)
Stockholders' Equity
Common stock, $0.001 par value; 500,000,000 authorized as of June 30, 2021 and 2020; 135,516,513 and 132,718,461 issued shares as of June 30, 2021 and June 30, 2020, respectively	136	133
Additional paid-in capital	323,760	36,338
Retained earnings	11,250	64,737
Less: Treasury stock; 0 and 102,030 shares of common stock at $0.0 and $1.89 per share as of June 30, 2021 and June 30, 2020, respectively		(193)
Total InnovAge Holding Corp.	335,146	101,015
Noncontrolling interests	22,819	6,735
Total stockholders' equity	357,965	107,750
Total liabilities and stockholders' equity	$ 531,752	$ 409,634

Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands	12 Months Ended
	Jun. 30, 2021	Jun. 30, 2020
Consolidated Balance Sheets
Allowance for loss	$ 4,350	$ 6,384
Common stock, par value (in dollars per share)	$ 0.001	$ 0.001
Common stock authorized (in shares)	500,000,000	500,000,000
Common stock issued (in shares)	135,516,513	132,718,461
Treasury stock (in shares)	0	102,030
Treasury stock cost per share (in dollars per share)	$ 0.0	$ 1.89

Consolidated Statements of Operations - USD ($) $ in Thousands	12 Months Ended
	Jun. 30, 2021	Jun. 30, 2020
Revenues
Total revenues	$ 637,800	$ 567,192
Expenses
External provider costs	309,317	272,832
Cost of care, excluding depreciation and amortization	154,403	153,056
Sales and marketing	22,236	19,001
Corporate, general and administrative	132,333	58,481
Depreciation and amortization	12,294	11,291
Equity loss	1,343	678
Other operating expense	18,211	920
Total expenses	650,137	516,259
Operating Income (Loss)	(12,337)	50,933
Other Income (Expense)
Interest expense, net	(16,787)	(14,619)
Loss on extinguishment of debt	(14,479)
Gain on equity method investment	10,871
Other expense	(2,237)	(681)
Total other expense	(22,632)	(15,300)
Income (Loss) Before Income Taxes	(34,969)	35,633
Provision for Income Taxes	9,771	9,868
Net Income (Loss)	(44,740)	25,765
Less: net loss attributable to noncontrolling interests	(754)	(513)
Net Income (Loss) Attributable to InnovAge Holding Corp.	$ (43,986)	$ 26,278
Weighted-average number of common shares outstanding - basic	123,618,702	132,616,431
Weighted-average number of common shares outstanding - diluted	123,618,702	135,233,630
Net income (loss) per share - basic	$ (0.36)	$ 0.20
Net income (loss) per share - diluted	$ (0.36)	$ 0.19
Capitation revenue
Revenues
Total revenues	$ 635,322	$ 564,834
Other service revenue
Revenues
Total revenues	$ 2,478	$ 2,358

Consolidated Statements of Stockholders' Equity - USD ($) $ in Thousands	Common Stock	Additional Paid-in Capital	Retained Earnings (Deficit)	Treasury Stock	Noncontrolling Interests	Total
Balances, Beginning at Jun. 30, 2019	$ 133	$ 35,795	$ 38,459	$ (193)	$ 7,248	$ 81,442
Balances, Beginning (in shares) at Jun. 30, 2019	132,718,461			102,030
Grants of stock options and stock option expense		543				543
Net income (loss)			26,278		(513)	25,765
Balances, Ending at Jun. 30, 2020	$ 133	36,338	64,737	$ (193)	6,735	107,750
Balances, Ending (in shares) at Jun. 30, 2020	132,718,461			102,030
Treasury stock transaction				$ (77,603)		$ (77,603)
Treasury stock transaction (in shares)				16,095,819		0
Treasury stock retirement	$ (16)	(77,780)		$ 77,796
Treasury stock retirement (in shares)	(16,197,849)			(16,197,849)
Stock Option Cancellation, Value			(9,501)			$ (9,501)
Time based awards- option cancelation		(29,175)				(29,175)
Stock-based compensation		1,664				1,664
Reclassification of warrant liability		2,264				2,264
Capital Contributions		20,000				20,000
Initial public offering of common stock, net of offering costs	$ 19	370,449				370,468
Initial public offering of common stock, net of offering costs (in shares)	18,995,901
Consolidation of equity method investment					16,838	16,838
Net income (loss)			(43,986)		(754)	(44,740)
Balances, Ending at Jun. 30, 2021	$ 136	$ 323,760	$ 11,250		$ 22,819	$ 357,965
Balances, Ending (in shares) at Jun. 30, 2021	135,516,513

Consolidated Statements of Stockholders' Equity (Parenthetical) - USD ($) $ in Thousands		12 Months Ended
	Jul. 27, 2020	Jun. 30, 2021
Consolidated Statements of Stockholders' Equity
Offering costs	$ 22,600	$ 28,445

Consolidated Statements of Cash Flows - USD ($) $ in Thousands	12 Months Ended
	Jun. 30, 2021	Jun. 30, 2020
Operating Activities
Net income (loss)	$ (44,740)	$ 25,765
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities:
Loss on disposal of assets	18	1,039
Provision for uncollectible accounts	8,637	6,204
Depreciation and amortization	12,294	11,291
Gain on equity method investment	(10,871)
Loss on extinguishment of long-term debt	14,479
Amortization of deferred financing costs	1,056	550
Stock-based compensation	1,664	543
Deferred income taxes	6,418	3,173
Loss in equity of nonconsolidated entities	1,343	678
Change in fair value of warrants	2,264
Change in fair value of contingent consideration		920
Changes in operating assets and liabilities, net of acquisitions
Accounts receivable, net	5,879	(1,202)
Prepaid expenses	(4,987)	(1,062)
Income taxes receivable	(3,658)	1,952
Deposits and other	(874)	1,063
Accounts payable and accrued expenses	6,137	(1,013)
Reported and estimated claims	2,613	2,045
Due to Medicaid and Medicare	(5,220)	(8,120)
Deferred revenue		2
Net cash provided by (used in) operating activities	(7,548)	43,828
Investing Activities
Purchases of property and equipment	(17,541)	(11,844)
Proceeds from sales of property and equipment		169
Proceeds from net working capital settlements		1,129
Purchase of long term investment		(1,145)
Purchase of intangible assets	(2,000)
Net cash used in investing activities	(19,541)	(11,691)
Financing Activities
Distribution to owners	(9,500)
Capital contributions	20,000
Payments on capital lease obligations	(1,788)	(1,834)
Proceeds from long-term debt	375,000	25,000
Principal payments on long-term debt	(512,660)	(1,934)
Payment of financing costs and debt premiums	(14,896)
Proceeds from initial public offering of common stock	370,468
Treasury stock purchase	(77,603)
Payments under acquisition agreements	(3,622)
Payments related to option cancellation	(29,175)
Net cash provided by financing activities	116,224	21,232
INCREASE IN CASH, CASH EQUIVALENTS, & RESTRICTED CASH	89,135	53,369
CASH, CASH EQUIVALENTS & RESTRICTED CASH BEGINNING OF PERIOD	114,565	61,196
CASH, CASH EQUIVALENTS & RESTRICTED CASH END OF PERIOD	203,700	114,565
Supplemental Cash Flows Information
Interest paid	18,030	11,551
Income taxes paid	7,048	4,745
Property and equipment included in accounts payable	1,327	1,348
Property and equipment purchased under capital leases	$ 3,493	$ 1,399

Business

12 Months Ended

Jun. 30, 2021

Business

Business

Note 1:Business

InnovAge Holding Corp. (formerly, TCO Group Holdings, Inc.) (the “Company”) and certain wholly owned subsidiaries were formed as for-profit corporations effective May 13, 2016, for the purpose of purchasing all the outstanding common stock of Total Community Options, Inc. d/b/a InnovAge, which was formed in May 2007. In connection with this purchase, Total Community Options, Inc. and certain of its subsidiaries converted from not-for-profit organizations to for-profit corporations, and Total Community Options Foundation, Inc. (“Foundation”) and Johnson Adult Day Program, Inc. (“Johnson”), both not-for-profit organizations, separated from Total Community Options, Inc. In connection with our initial public offering (“IPO”), which occurred in March 2021, we changed the name of our company from TCO Group Holdings, Inc. to InnovAge Holding Corp.

InnovAge Holding Corp. and its subsidiaries, which are headquartered in Denver, Colorado, have a strong record of innovation, quality, and sensitivity to the needs of participants and staff. The Company oversees, and in many cases directly provides, a broad range of medical and ancillary services for seniors in need of care and support to safely live independently in their homes and communities, including in-home care services (skilled, unskilled and personal care); in-center services such as primary care, physical therapy, occupational therapy, speech therapy, dental services, mental health and psychiatric services, meals, and activities; transportation to the Program of All-Inclusive Care for the Elderly (“PACE”) center and third-party medical appointments; and care management. The Company manages its business as one reportable segment, PACE.

As of June 30, 2021, the Company served approximately 6,850 PACE participants, making it the largest PACE provider in the United States of America (the U.S.) based upon participants served, and operates 18 PACE centers across Colorado, California, New Mexico, Pennsylvania and Virginia.

PACE is a fully-capitated managed care program, which serves the frail elderly, and predominantly dual-eligible, population in a community-based service model. InnovAge is obligated to provide and participants receive all needed healthcare services through an all-inclusive, coordinated model of care, and the Company is at risk for 100% of healthcare costs incurred with respect to the care of its participants. PACE programs receive capitation payments directly from Medicare Parts C and D, Medicaid, Veterans Administration (“VA”), and private pay sources. Additionally, under the Medicare Prescription Drug Plan, the Centers for Medicare and Medicaid Services (“CMS”) share part of the risk for providing prescription medication to the Company’s participants.

On March 3, 2021, the Company’s Registration Statement on Form S-1 with respect to the Company’s IPO of shares of common stock, par value $0.001 per share, was declared effective by the Securities and Exchange Commission (“SEC”). The Company’s common stock began trading on March 4, 2021 on the Nasdaq Stock Market LLC (“NASDAQ”) under the ticker symbol “INNV”.

On March 8, 2021, we completed our IPO in which we issued and sold 16,666,667 shares of our common stock at an offering price of $21.00 per share. In addition, the underwriters had the option to purchase 2,500,000 additional shares of common stock, and on March 9, 2021, the underwriters exercised the option to purchase 2,329,234 shares of common stock. We received net proceeds of $370.5 million, after deducting underwriting discounts and commissions of $23.9 million and deferred offering costs of $4.5 million. Deferred, direct offering costs were capitalized and consisted of fees and expenses incurred in connection with the sale of our common stock in the IPO, including the legal, accounting, printing and other offering related costs. Upon completion of the IPO, these deferred offering costs were reclassified from current assets to stockholders’ equity and recorded against the net proceeds from the offering.

Summary of Significant Accounting Policies

12 Months Ended

Jun. 30, 2021

Summary of Significant Accounting Policies

Summary of Significant Accounting Policies

Note 2:Summary of Significant Accounting Policies

Basis of Preparation and Principles of Consolidation

The accompanying consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the U.S. (GAAP). The consolidated financial statements include the accounts of the Company, its wholly owned subsidiaries, and variable interest entities (VIEs) for which it is the primary beneficiary and entities for which it is the controlling general partner. All intercompany accounts and transactions have been eliminated in consolidation.

Use of Estimates

The preparation of consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. Estimates are used in accounting for, among other things, the allowance for uncollectible accounts; useful lives of property and equipment and the valuation of goodwill and intangible assets; risk-score adjustments to participant revenues; reported and estimated claims; accruals; the determination of assumptions for stock-based compensation costs; deferred taxes, including the determination of a need for a valuation allowance; valuation of the contingent consideration; legal contingencies, including medical malpractice claims; the determination of fair value of net assets acquired in a business combination; and other fair value measurements. Actual results may differ from previously estimated amounts.

Cash and Cash Equivalents

Cash and cash equivalents consist of cash and financial instruments issued by major financial institutions that have an original maturity of less than three months. Amounts are reported in the consolidated balance sheets at cost, which approximates fair value.

The Company’s cash and cash equivalents are deposited with high credit quality financial institutions and are primarily in demand deposit accounts. The FDIC insurance coverage is $250,000 on the aggregate of interest bearing and non-interest bearing accounts.

Investments

Investments do not have a readily determinable fair value and are carried at cost, less impairment plus or minus any changes resulting from observable price changes in orderly transactions for the identical or similar investment of the same issuer. Investments are evaluated for impairment each reporting period using a qualitative assessment of impairment indicators. If impairment indicators are present, the investment will be written down to its fair value and the difference between its fair value and carrying value will be recorded in net income. No impairment indicators were present for the fiscal year ended June 30, 2021. The Company had investments of $2.6 million as of both June 30, 2021 and 2020. See Note 7 for more information.

Restricted Cash

Restricted cash includes (1) cash held in certificates of deposit of $2.2 million and collateral for letters of credit of $1.6 million as of June 30, 2021 and 2020, respectively, and (2) cash held for participants who have established a personal-needs account to pay for nonmedical personal expenses, payment of which only occurs upon participant authorization, in the amount of approximately $0.02 million as of both June 30, 2021 and 2020. The Company records a related deposit liability for any participant contributions to these personal-needs accounts in accounts payable and accrued expenses in the consolidated balance sheets.

Accounts Receivable

The Company provides comprehensive health care services to participants on the basis of capitated or fixed fees per participant that are paid monthly by Medicare, Medicaid, the VA, and private pay sources. The concentration of net receivables from participants and third-party payers as of June 30, 2021 and 2020 was as follows:


	2021		2020
Medicaid	60	%	72	%
Medicare	20	%	12	%
Private pay and other	20	%	16	%
Total	100	%	100	%

The Company records accounts receivable at net realizable value, which includes an allowance for estimated uncollectible accounts. The allowance for uncollectible accounts reflects the Company’s best estimate of probable losses considering eligibility, historical experience, and existing economic conditions. Accounts are written off as bad debts when they are deemed uncollectible based upon individual credit evaluations and specific circumstances underlying the accounts. The balance of the allowance for uncollectible accounts was $4.4 million as of June 30, 2021, compared to $6.4 million as of June 30, 2020.

In fiscal year 2021, the Company and the Colorado Department of Health Care Policy & Financing (“HCPF”) completed the reconciliation for fiscal years 2018 and 2019. The reconciliation resulted in a reduction of accounts receivable of $17.0 million and due to Medicaid of $13.6 million, which was recorded in fiscal year 2021. The Company does not expect adjustments related to the reconciliation to be significant in future periods.

Property and Equipment

Property and equipment are recorded at cost less accumulated depreciation and amortization. Depreciation and amortization are recorded using the straight-line method over the shorter of estimated useful lives or lease terms, if the assets are being leased.

Property and equipment were comprised of the following as of June 30:


	Estimated
dollars in thousands	Useful Lives	2021		2020
Land	N/A	$	11,980	$	8,580
Buildings and leasehold improvements	10 - 40 years		104,724		79,514
Software	3 - 5 years		13,316		11,387
Equipment and vehicles	3 - 7 years		35,341		28,814
Construction in progress	N/A		22,130		7,069
			187,491		135,364
Less accumulated depreciation and amortization			(44,776)		(32,870)
Total property and equipment, net		$	142,715	$	102,494

Depreciation of $11.6 million and $10.6 million was recorded during the fiscal years ended June 30, 2021 and 2020, respectively. Land is not depreciated, and construction in progress is not depreciated until ready for service. Costs of enhancements or modifications that substantially extend the capacity or useful life of an asset are capitalized and depreciated accordingly. Ordinary repairs and maintenance are expensed as incurred.

During fiscal year 2020, the Company terminated the lease agreement at our Roosevelt Pennsylvania location, which resulted in a write off of leasehold improvements of $1.1 million which is disclosed within other income (expense) on the consolidated statement of operations.

The costs of acquiring or developing internal-use software, including directly related payroll costs for internal resources, are capitalized. Software maintenance and training costs are expensed in the period incurred.

Interest is capitalized on construction projects, including internal-use software development projects, while in progress. During the fiscal years ended June 30, 2021 and 2020, the Company capitalized interest of approximately $1.0 million and $0.1 million, respectively.

When property and equipment are retired or otherwise disposed of, the cost and accumulated depreciation are removed from the consolidated balance sheets, and the resulting gain or loss, if any, is reflected in the consolidated statements of operations. Long-lived assets are evaluated for impairment whenever events or changes in circumstances indicate the carrying value of an asset may not be recoverable. No impairment charges were recorded in the fiscal years ended June 30, 2021 or 2020.

Equity Method Investments

The Company uses the equity method to account for investments in entities that it does not control, but in which it has the ability to exercise significant influence over operating and financial policies. The Company’s investments in these nonconsolidated entities is reflected in the Company’s consolidated balance sheets under the equity method, and the Company’s proportionate net income (loss), if any, is included in the Company’s consolidated statements of operations as equity income (loss).

The Company evaluates its equity method investments for impairment whenever events or changes in circumstances indicate that a decline in value has occurred that is other than temporary. Evidence considered in this evaluation includes, but would not necessarily be limited to, the financial condition and near-term prospects of the investee, recent operating trends and forecasted performance of the investee, market conditions in the geographic area or industry in which the investee operates and the Company’s strategic plans for holding the investment in relation to the period of time expected for an anticipated recovery of its carrying value. If the investment is determined to have a decline in value deemed to be other than temporary it is written down to estimated fair value. There were no write-downs in the fiscal years ended June 30, 2021 or 2020.

Goodwill and Intangible Assets

Intangible assets consist of customer relationships acquired through business acquisitions. Goodwill represents the excess of consideration paid over the fair value of net assets acquired through business acquisitions. Goodwill is not amortized but is tested for impairment at least annually.

The Company tests goodwill for impairment annually on April 1st or more frequently if triggering events occur or other impairment indicators arise which might impair recoverability. These events or circumstances would include a significant change in the business climate, legal factors, operating performance indicators, competition, sale, disposition of a significant portion of the business, or other factors. Impairment of goodwill is evaluated at the reporting unit level. A reporting unit is defined as an operating segment (i.e. before aggregation or combination), or one level below an operating segment (i.e. a component). A component of an operating segment is a reporting unit if the component constitutes a business for which discrete financial information is available and segment management regularly reviews the operating results of that component. The Company has three reporting units for evaluating goodwill impairment.

ASC 350, Intangibles — Goodwill and Other (“ASC 350”), allows entities to first use a qualitative approach to test goodwill for impairment. When the reporting units where the Company performs the quantitative goodwill impairment are tested, the Company compares the fair value of the reporting unit, which the Company primarily determines using an income approach based on the present value of discounted cash flows, to the respective carrying value, which includes goodwill. If the fair value of the reporting unit exceeds its carrying value, the goodwill is not considered impaired. If the carrying value is higher than the fair value, the difference would be recognized as an impairment loss. There were no goodwill impairments recorded during the years ended June 30, 2021 and 2020.

Customer relationships represent the estimated values of customer relationships of acquired businesses and have definite lives. The Company amortizes these intangible assets on a straight-line basis over their ten-year estimated useful life. Intangible assets are reviewed for impairment in conjunction with long-lived assets. There were no intangible asset impairments recorded during the years ended June 30, 2021 and 2020.

Reported and Estimated Claims

Reported and estimated claims consist of unpaid claims reported as of the balance sheet date and estimates of claims incurred on or before June 30 that have not been reported by that date (IBNR). Such estimates are developed using actuarial methods and are based on many variables, including the utilization of health care services, historical payment patterns, cost trends, and other factors. These complex estimation methods and the resulting reserves are continually reviewed and updated, and any adjustments deemed necessary to contemplate new or updated information are reflected in current operations.

Contingent Consideration

The Company records contingent consideration at the time of agreement and records changes in the fair value of contingent consideration each reporting period in the consolidated statements of operations as a component of other operating expense (income).

During the year ended June 30, 2021, we paid contingent consideration relating to our acquisition of NewCourtland, as defined and described in Note 4. During the year ended June 30, 2020, we paid contingent consideration related to (i) the acquisition of Riverside and (ii) acquisition of Charlottesville, each as defined and described in Note 4. There are no amounts outstanding related to contingent consideration as of June 30, 2021.

Debt Issuance Costs

Debt issuance costs are those costs that have been incurred in connection with the issuance of long-term debt and are offset against long-term debt in the consolidated balance sheets. Such costs are being amortized over the term of the underlying debt using the straight-line method, as the difference between that and the effective interest method are immaterial.

Treasury Stock

Treasury stock purchases are accounted for under the cost method where the entire cost of the acquired stock is recorded as treasury stock. Gains and losses on the subsequent reissuance of shares are credited or charged to paid-in-capital in excess of par value using the average-cost method.

Revenue Recognition

The Company’s PACE operating segment provides comprehensive health care services to participants on the basis of fixed or capitated fees per participant that are paid monthly by Medicare, Medicaid, the VA, and private pay sources. Medicaid and Medicare capitation revenues are based on PMPM capitation rates under the PACE program. The PACE state contracts between us and the respective state Medicaid administering agency are amended annually each June 30 in all states other than California and Pennsylvania, which contract on a calendar-year basis. New agreements have been executed for the periods (i) January 1, 2021 through December 31, 2021 for California and (ii) July 1, 2021 through June 30, 2022 for all other states except Pennsylvania, for which we are currently operating in good standing under the 2020 amended agreement while the agency finalizes its 2021 amendment. Capitation payments are recognized as revenue in the period in which the services are provided.

Capitation payments received for PACE participants under Medicare Advantage plans are subject to retroactive premium risk adjustments based upon various factors. The Company estimates the amount of current-year adjustments in revenues. As final settlements are determined by CMS, we record any corresponding retroactive adjustments.

Capitation revenues may be subject to adjustment as a result of examination by government agencies or contractors.

The audit process and the resolution of significant related matters as a result of these examinations often are not finalized until several years after the services are rendered. Any adjustments resulting from these examinations are recorded in the period the Company is notified of them.

At times, the Company accepts participants into the program pending final authorization from Medicaid. If Medicaid coverage is later denied and there are no alternative resources available to pay for services, the participant is disenrolled. Any costs incurred on behalf of these participants were nominal in the fiscal years ended June 30, 2021 and 2020.

Adoption of ASC 606, Revenue from Contracts with Customers

ASC Topic 606, Revenue from Contracts with Customers (“ASC 606”) requires companies to exercise more judgment and recognize revenue using a five-step process. The Company adopted ASC 606 using the modified retrospective method for all contracts effective July 1, 2020. Under the modified retrospective method, the Company applied ASC 606 to contracts that were not complete as of July 1, 2020 and recognized the cumulative effect of initially applying the standard as an adjustment to the opening balance of accumulated deficit. Prior periods were not adjusted. No cumulative-effect adjustment in retained earnings was recorded as the adoption of ASC 606 did not materially impact the Company’s consolidated financial statements or results of operations.

Under ASC 606, revenue is recognized when a customer obtains control of promised goods or services, in an amount that reflects the consideration which the entity expects to receive in exchange for those goods or services. To determine revenue recognition for arrangements that an entity determines are within the scope of ASC 606, the Company performed the following five steps: (i) Identify the contract(s) with a customer; (ii) Identify the performance obligations in the contract; (iii) Determine the transaction price; (iv) Allocate the transaction price to the performance obligations in the contract; and (v) Recognize revenue as the entity satisfies a performance obligation.

Revenues for the year ended June 30, 2020 were presented under ASC 605, Revenue Recognition (“ASC 605”). Under ASC 605, the Company recognized revenue when all of the following criteria were met: Persuasive evidence of an arrangement exists; the sales price is fixed or determinable; collection is reasonably assured; and services have been rendered.

Capitation Revenue and Accounts Receivable

Our capitation revenue relates to contracts with participants in which our performance obligation is to provide healthcare services to the participants. Revenues are recorded during the period our obligations to provide healthcare services are satisfied as noted below within each service type. The Company contracts directly with Medicare and Medicaid on a PMPM basis. We receive 100% of the pooled capitated payment to directly provide or manage the healthcare needs of our participants.

Fees are recorded gross in revenues because the Company is acting as a principal in providing for or overseeing comprehensive care provided to the participants. Neither the Company nor any of its affiliates is a registered insurance company because state law in the states in which it operates does not require such registration for risk-bearing providers.

In general, a participant enrolls in the PACE program and is considered a customer of InnovAge. The Company considers all contracts with participants as a single performance obligation to provide comprehensive medical, health, and social services that integrate acute and long-term care. The Company identified that contracts with customers in the PACE program have similar performance obligations and therefore groups them into one portfolio. This performance obligation is satisfied as the Company provides comprehensive care to its participants.

Our revenues are based on the estimated per member, per month (“PMPM”) amounts we expect to be entitled to receive from the capitated fees per participant that are paid monthly by Medicare, Medicaid, the VA, and private pay sources. Medicaid and Medicare capitation revenues are based on per-member, per-month capitation rates under the PACE program. VA is included in “Private Pay and other” and is also capitated. Private pay includes direct payments from participants who do not qualify for the full capitated rate and have to pay all or a portion of the capitated rate.

The Company disaggregates capitation revenue from the following sources for the year ended June 30:


	2021		2020
Medicaid	53	%	55	%
Medicare	47	%	44	%
Private pay and other	*	%	1	%
Total	100	%	100	%

* Less than 1%

The Company determined the transaction price for these contracts is the amount we expect to be entitled to, which is the most likely amount. For certain capitation payments, the Company is subject to retroactive premium risk adjustments based on various factors. The Company estimates the amount of the adjustment and records it monthly on a straight-line basis. These adjustments are not expected to be material.

Our accounts receivable as of June 30, 2021 and 2020 is primarily from capitation revenue arrangements.

The capitation revenues are recognized based on the estimated PMPM transaction price to transfer the service for a distinct increment of the series (i.e. month). We recognize revenue in the month in which participants are entitled to receive comprehensive care benefits during the contract term. As the period between the time of service and time of payment is typically one year or less, the Company elected the practical expedient under ASC 606-10-32-18 and did not adjust for the effects of a significant financing component.

The Company also provides prescription drug benefits in accordance with Medicare Part D. Monthly payments received from CMS and the participants represent the bid amount for providing prescription drug coverage. The portion received from CMS is subject to risk sharing through Medicare Part D risk-sharing corridor provisions. These risk-sharing corridor provisions compare costs targeted in the Company’s bid to actual prescription drug costs. The Company estimates and records a monthly adjustment to Medicare Part D revenues associated with these risk-sharing corridor provisions. Medicare Part D comprised (i) 12% and 11% of capitation revenues for the years ended June 30, 2021 and 2020, respectively, and (ii) 21% and 19% of external provider costs for the years ended June 30, 2021 and 2020, respectively.

Other Service Revenue and Accounts Receivable

Other service revenue is comprised of rents earned related to Senior Housing and other fee for service revenue. Other service revenue was 0.4% of total revenue for each of the years ended June 30, 2021 and 2020. Accounts receivable related to other service revenue were not significant as of both June 30, 2021 and 2020, respectively.

Remaining Performance Obligations

As our performance obligations relate to contracts with a duration of one year or less, the Company elected the optional exemption in ASC 606-10-50-14(a). Therefore, the Company is not required to disclose the transaction price for the remaining performance obligations at the end of the reporting period or when the Company expects to recognize revenue. The Company had minimal unsatisfied performance obligations at the end of the reporting periods as our participants have received services through the end of the reporting period.

Laws and regulations governing the Medicare and Medicaid programs are complex and subject to change, as well as government review. Failure to comply with these laws can expose the entity to significant regulatory action, including fines, penalties, and exclusion from the Medicare and Medicaid programs.

Professional Liability Claims

The Company records a liability for medical malpractice claims based on estimated probable losses and costs associated with settling these claims and a receivable to reflect the estimated insurance recoveries, if any. See Note 12.

Advertising Costs

The Company’s purchased services and contracts expenses include media advertising, tactical advertising, and promotion costs. The creative portion of these activities is expensed as incurred. Production costs of advertising and promotional materials are expensed when the advertising is first run, unless such costs support direct-response advertising campaigns. In that case, these costs are capitalized and amortized over the period estimated to benefit from the campaign. Total advertising expenses were $6.5 million and $8.0 million for the fiscal years ended June 30, 2021 and 2020, respectively.

Stock-based Compensation

The Company has long-term equity incentive plans that provide for stock-based compensation, including the granting of stock options, profits interest units and restricted stock units to employees, directors, consultants, or advisers, as determined by each of the respective plans.

The Company utilizes the Black-Scholes option-pricing model to determine the fair value of the stock options on the date of grant. This model derives the fair value of the options based on certain assumptions related to expected stock price volatility, expected option life, risk-free interest rate, and dividend yield. The Company uses the Monte Carlo option model to determine the fair value of the granted profits interests units.

For service-vesting awards, we recognize stock-based compensation expense over the requisite service period, which is generally the vesting period of the respective award, on a straight-line basis. If the award was, in substance, multiple awards, we recognize stock-based compensation expense over the requisite service period for each separately vesting portion of the awards. For performance-vesting awards, we recognize stock-based compensation expense when it is probable that the performance condition will be achieved. We analyze if a performance condition is probable for each reporting period through the settlement date for awards subject to performance vesting. Stock-based compensation is included in corporate, general and administrative expenses on our consolidated statements of operations.

Shares issued pursuant to our equity incentive plans, as described in Note 13, are issued from authorized but unissued shares or from shares, if any, held by the Company as treasury stock. See Note 13.

Income Taxes

The Company and its subsidiaries calculate federal and state income taxes currently payable and for deferred income taxes arising from temporary differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured pursuant to enacted tax laws and rates applicable to periods in which those temporary differences are expected to be recovered or settled. The impact on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the date of enactment. The members of SH1 and InnovAge Sacramento have elected to be taxed as partnerships, and no provision for income taxes for SH1 or InnovAge Sacramento is included in these consolidated financial statements.

A valuation allowance is provided to the extent that it is more likely than not that deferred tax assets will not be realized. Tax benefits from uncertain tax positions are recognized when it is more likely than not that the position will be sustained upon examination based on the technical merits of the position. The amount recognized is measured as the largest amount of benefit that has a greater than 50% likelihood of being realized upon settlement. The Company recognizes interest and penalty expense associated with uncertain tax positions as a component of provision for income taxes.

Variable Interest Entities (VIE)

A VIE is defined as a legal entity whose equity owners do not have sufficient equity at risk or whose equity owners lack certain decision-making and economic rights. The primary beneficiary is identified as the variable interest holder that

has both the power to direct the activities of the VIE that most significantly affect the entity’s economic performance and the obligation to absorb losses or the right to receive benefits from the entity. The primary beneficiary is required to consolidate the VIE. SH1 and PWD, each as defined and described in Note 5, are considered to be VIEs. The Company is not considered the primary beneficiary of PWD but is considered the primary beneficiary of SH1.

Coronavirus Disease ("COVID-19") Pandemic

In March 2020, the World Health Organization declared COVID-19 a pandemic. The global spread of COVID-19 has created significant volatility, uncertainty, and economic disruption. Governments in affected regions have implemented, and may continue to implement, safety precautions which include quarantines, travel restrictions, business closures, cancellations of public gatherings and other measures as they deem necessary. Many organizations and individuals, including the Company and its employees, continue to take additional steps to avoid or reduce infection, including limiting travel and working from home. These measures are continuing to disrupt normal business operations both in and outside of affected areas and have had significant negative impacts on businesses worldwide. As a PACE company, we have been and will continue to be impacted by the effects of COVID-19; however, we remain committed to carrying out our mission of caring for our participants. We continue to closely monitor the impact of COVID-19 on all aspects of our business, including the impacts to our employees, participants and suppliers; however, at this time, we are unable to estimate the ultimate impact the pandemic will have on our consolidated financial condition, results of operations or cash flows.

On March 27, 2020, the Coronavirus Aid, Relief, and Economic Security Act (“CARES Act”) was signed into legislation. The CARES Act provided for $100.0 billion of funding to healthcare providers, including hospitals on the front lines of the COVID-19 pandemic. Under the CARES Act, the state of Pennsylvania signed into law the Act 24 of 2020, which allocates $10.0 million of funding from the federal CARES Act to managed long-term care organizations. Funding from the Act 24 of 2020 was required to be used to cover necessary COVID-19 related costs incurred between March 1, 2020 and November 30, 2020 for entities in operation as of March 31, 2020. Our Pennsylvania centers were granted $1.0 million of funding from Act 24. During the year ended June 30, 2020, we recognized $0.7 million of such funds as a reduction of expense within our consolidated statement of operations, with the remaining $0.3 million recognized during the year ended June 30, 2021. The CARES Act also provided for the temporary suspension of the automatic 2% reduction of Medicare claim reimbursements (sequestration) for the period of May 1, 2020 through December 31, 2021.

Recently Adopted Accounting Pronouncements

Revenue Recognition

In May 2014, the FASB issued Accounting Standards Update (“ASU”) 2014-09 (“ASU 2014-09”), and has since issued various amendments which provide additional clarification and implementation guidance to Topic 606, Revenue from Contracts with Customers, which superseded revenue recognition guidance in ASC 605. ASU 2014-09 requires an entity to recognize the amount of revenue to which it expects to be entitled for the transfer of promised goods or services to customers.

This guidance is effective for the annual reporting period beginning July 1, 2020, and interim reporting periods within the annual reporting period beginning July 1, 2021. Effective July 1, 2020, the Company adopted ASU 2014-09 using the modified retrospective method applied to those contracts which were not completed as of June 30, 2020. As a result of electing the modified retrospective adoption approach, results for reporting periods beginning after July 1, 2020 are presented under ASC 606. There was no material impact upon the adoption of ASC 606, therefore the Company did not record any adjustments to retained earnings at July 1, 2020 or for any periods previously presented.

Non-employee Awards

In June 2018, the FASB issued ASU 2018-07, Compensation—Stock Compensation: Improvements to Nonemployee Share-Based Payment Accounting (ASU 2018-07), which simplifies the accounting for share-based payments granted to nonemployees for goods and services. The effective date for this amendment is for fiscal years beginning after December 15, 2019. Early adoption is permitted, but no earlier than a reporting entity’s adoption date of ASC 606. The

Company adopted ASC 606 and ASU 2018-07 on July 1, 2020. The adoption did not have a material impact on the Company’s consolidated financial statements.

Codification Improvements

In July 2018, the FASB issued ASU 2018-09, Codification Improvements (“ASU 2018-09”), which made minor amendments to the codification in order to correct errors, eliminate inconsistencies and provide clarifications in current guidance. ASU 2018-09 amends Subtopics 470-50, Debt Modifications and Extinguishments, and 718-40, Compensation-Stock Compensation-Income Taxes, among other Topics amended within the update. Several of the Topics within the ASU were effective immediately upon issuance of ASU 2018-09, however, some amendments require transition guidance which is effective for nonpublic business entities for fiscal years after beginning after December 15, 2019. The Company adopted the new guidance on July 1, 2020, noting no impact on its consolidated financial statements and related disclosures.

Fair Value Measurements

In August 2018, the FASB issued ASC 2018-13, Fair Value Measurement (Topic 820): Disclosure Framework – Changes to the Disclosure for Fair Value Measurement (“ASU 2018-13”), which modifies the disclosure requirements on fair value measurements. ASU 2018-13 is effective for all entities for fiscal years beginning after December 15, 2019, including interim periods within those fiscal years, with partial early adoption permitted for eliminated disclosures. The method of adoption varies by the disclosure. The Company adopted the new guidance on June 1, 2020, noting no impact on its consolidated financial statements and related disclosures.

Recent Accounting Pronouncements Not Yet Adopted

Leases

In February 2016, the FASB issued ASU 2016-02 Leases (ASU 2016-02), which was intended to increase transparency and comparability among organizations by recognizing lease assets and liabilities on the balance sheet and disclosing key information about leasing arrangements. Under the new guidance, lessees will be required to recognize a right-of-use asset and a lease liability, measured on a discounted basis, at the commencement date for all leases with terms greater than 12 months. Additionally, this guidance will require disclosures to help investors and other financial statement users to better understand the amount, timing, and uncertainty of cash flows arising from leases, including qualitative and quantitative requirements. The guidance should be applied under a modified retrospective transition approach for leases existing at the beginning of the earliest comparative period presented in the adoption-period financial statements. Any leases that expire before the initial application date will not require any accounting adjustment. In June 2020, FASB issued ASU 2020-05 Revenue from contracts with customers (Topic 606) and leases (Topic 842)—Effective dates for certain entities which deferred the new lease standard effective date for the Company to December 15, 2022, with early adoption permitted. The Company has not yet determined the effect of the standard on its ongoing financial reporting.

Financial Instruments

In April 2019, the FASB issued ASU 2019-04, Codification Improvements to Topic 326, Financial Instruments—Credit Losses, Topic 815, Derivatives and Hedging, and Topic 825, Financial Instruments, which requires entities to use a current expected credit loss (“CECL”) model to measure impairment for most financial assets that are not recorded at fair value through net income. Under the CECL model, an entity will estimate lifetime expected credit losses considering available relevant information about historical events, current conditions and supportable forecasts. The CECL model does not apply to available-for-sale debt securities. This guidance also expands the required credit loss disclosures and will be applied using a modified retrospective approach by recording a cumulative effect adjustment to retained earnings as of the beginning of the fiscal year of adoption. The ASU is effective for private companies to fiscal years beginning after December 15, 2022, including interim periods within those fiscal years. The Company will adopt this guidance for the annual and interim reporting periods beginning July 1, 2023. The Company has not determined the effect of the standard on its consolidated financial statements.

Income Taxes

In December 2019, the FASB issued ASU 2019-12, “Income Taxes Topic 740-Simplifying the Accounting for Income Taxes” (“ASU 2019-12”), which intended to simplify various aspects related to accounting for income taxes. ASU 2019-12 removes certain exceptions to the general principles in Topic 740 and also clarifies and amends existing guidance to improve consistent application of Topic 740. This guidance is effective for fiscal years beginning after December 15, 2020, including interim periods therein, and early adoption is permitted. Adoption of ASU 2019-12 is not expected to have a material effect on the Company’s consolidated financial statements.

We do not expect that any other recently issued accounting guidance will have a significant effect on our consolidated financial statements.

Equity

12 Months Ended

Jun. 30, 2021

Equity

Equity

Note 3:Equity

Equity Owner Transaction

On July 27, 2020, the Company, Ignite Aggregator LP (“Purchaser”), and the former equity holders of the Company (“Sellers”) entered into a Securities Purchase Agreement (the “Agreement”), effective July 27, 2020. Under the terms of the Agreement, the Sellers sold a portion of their equity interest to the Purchaser. The Purchaser and the Sellers then contributed their equity interests in the Company to a newly formed limited partnership, TCO Group Holdings, L.P. (the “LP”) resulting in the Company being wholly owned by the LP.

Concurrently with the entry into the Agreement, the Company amended and restated its 2016 Credit Agreement (as defined below), see Note 10 for further discussion. A portion of the proceeds from the 2016 Credit Agreement were used by the Company to repurchase 16,095,819 shares of its common stock for $77.6 million from certain members of management, including certain members of the Board of Directors, and certain members of our equity partner. The common stock was then recognized as Treasury stock. The Treasury stock was retired in March 2021, see Note 14.

Additionally, as part of the Agreement, the Company executed an Option Cancellation Agreement (the “Cancellation Agreement”), which canceled the Company’s common stock option awards of 16,994,975 granted under the 2016 Equity Incentive Plan for $74.6 million. Such cancellation resulted in a settlement of the awards. Vesting of the contingent performance-based awards was not deemed probable at the time of the settlement resulting in the settlement of the contingent performance-based awards being recorded as Corporate, general and administrative. Vesting of the time vesting awards was deemed probable at the time of the settlement resulting in a portion of the settlement of the time vesting awards being recorded as Corporate, general and administrative expense and the remainder being recorded as a reduction to Additional paid-in capital. Of the total settlement, $45.4 million was recorded as Corporate, general and administrative expense and $32.4 million was recorded as a reduction to Additional paid-in capital. The Cancellation Agreement resulted in the option holders receiving the same amount of cash that they would have received had they exercised their options, participated in the repurchase described above and sold their remaining shares.

As part of the transaction, the Company incurred $22.6 million in transaction costs, of which $13.1 million was recognized as Corporate, general and administrative expense and $9.5 million was recognized as a distribution to owner as the costs were paid on behalf of the owners.

Capital Contribution

On October 15, 2020, Finback Pace, LP contributed $20.0 million for an investment in the LP, which in turn contributed the funds to the Company.

Acquisitions

12 Months Ended

Jun. 30, 2021

Acquisitions

Acquisitions

Note 4:Acquisitions

Other than the consolidation of InnovAge Sacramento, which we accounted for as a step-acquisition and is described in Note 6, there were no acquisitions executed during the fiscal years 2020 or 2021.

Payments Pursuant to Acquisition Agreements

During the fiscal year ended June 30, 2019, the Company finalized the acquisition of NewCourtland LIFE Program (“NewCourtland”) in Pennsylvania. The Company paid a base purchase price of $30 million, subject to certain net working capital and closing adjustments plus deferred cash consideration of up to $20 million. On March 8, 2021, we completed our IPO, which satisfied the condition that the Company sell equity securities pursuant to an effective registration statement. Accordingly, $20.0 million of contingent consideration was paid under the terms of the acquisition agreement.

During the fiscal year ended June 30, 2019, the Company finalized the acquisition of two Virginia PACE centers formerly part of Riverside Healthcare Association, Inc.’s PACE Program (“Riverside”). The Company paid a base purchase price of $6.8 million, subject to certain net working capital and closing adjustments. The Company finalized the net working capital and closing adjustment calculations during the fiscal year ended June 30, 2020, which resulted in the Company paying an additional $0.3 million to Riverside.

During the fiscal year ended June 30, 2019, the Company finalized the acquisition of Charlottesville Area Retirement Services, Inc. (“Charlottesville”). The Company paid a base purchase price of $5.26 million, subject to certain net working capital and closing adjustments. The Company finalized the net working capital and closing adjustment calculations during the fiscal year ended June 30, 2020, which resulted in the Company paying an additional $0.3 million to Charlottesville.

Variable Interest Entity

12 Months Ended

Jun. 30, 2021

Variable Interest Entity

Variable Interest Entity

Note 5:Variable Interest Entity

Pinewood Lodge, LLP (“PWD”) is a VIE, but the Company is not the primary beneficiary. The Company does not have the power to direct the activities that most significantly impact the economic performance of PWD. Accordingly, the Company does not consolidate PWD. PWD is accounted for using the equity method of accounting and is included in equity method investments in the accompanying consolidated balance sheets. The equity earnings of PWD are insignificant. The balance of the Company’s investment in PWD is $0.8 million, which represents the maximum exposure to loss.

InnovAge Senior Housing Thornton, LLC (“SH1”) is a VIE. The Company is the primary beneficiary of SH1 and consolidates SH1. The Company is the primary beneficiary of SH1 because it has the power to direct the activities that are most significant to SH1 and has an obligation to absorb losses or the right to receive benefits from SH1. The most significant activity of SH1 is the operation of the housing facility. The Company has provided a subordinated loan to SH1 and has provided a guarantee for the convertible term loan held by SH1.

The following table shows the assets and liabilities of SH1 as of June 30:


	2021		2020

	in thousands
Assets
Cash and cash equivalents	$	431	$	435
Accounts receivable		—		1
Prepaid expenses and other		5		7
Property, plant and equipment, net		10,164		10,501
Deposits and other, net		390		376
Liabilities
Accounts payable and accrued expenses		219		199
Current portion long-term debt		40		38
Noncurrent liabilities		454		454
Long-term debt, net of debt issuance costs		3,827		3,901

Nonconsolidated Entities

12 Months Ended

Jun. 30, 2021

Nonconsolidated Entities

Nonconsolidated Entities

Note 6:Nonconsolidated Entities

Prior to January 1, 2021, the Company had two nonconsolidated equity method investments; PWD and InnovAge Sacramento.

On March 18, 2019, in connection with the formation of InnovAge Sacramento, the joint venture with Adventist Health System/West (“Adventist”) and Eskaton Properties, Incorporated (“Eskaton”), the Company contributed $9.0 million in cash and land valued at $4.2 million for a 59.9% membership interest in the joint venture, InnovAge Sacramento. Further, Adventist contributed $5.8 million in cash and Eskaton contributed $3.0 million in cash for membership interests of 26.41% and 13.69%, respectively. The Company made an additional contribution of $52,000 to obtain an additional 0.1% membership interest in the joint venture. With the acquisition of the additional 0.1% membership interest, the Company obtained control of InnovAge Sacramento effective January 1, 2021. Accordingly, beginning January 1, 2021, the results of InnovAge Sacramento are included in our consolidated results of operations.

The InnovAge California PACE-Sacramento LLC Limited Liability Company Agreement (the “JV Agreement”) includes numerous provisions whereby, if certain conditions are met, the joint venture may be required to purchase, at fair market value, certain members’ interests or certain members’ may be required to purchase, at fair market value, the interests of certain other members. As of June 30, 2021, none of the conditions specified in the JV Agreement had been met.

At the consummation of the JV Agreement, the Company issued to Adventist, warrants (the “Sacramento Warrants”) to purchase 5% of the Company’s issued and outstanding common stock, par value $0.001 at an exercise price equal to the fair market value per share at the time of exercise of this warrant. The Sacramento Warrants fully vest on the exercise date, which is defined as the date on which Adventist has made aggregate capital contributions in an amount greater than $25.0 million to one or more joint venture entities in which Adventist and the Company hold equity (the “Investment Threshold”).

On February 9, 2021, the Company entered into an amendment agreement with our joint venture partner Adventist to amend the Sacramento Warrants. The amendment removes the Investment Threshold requirement and grants Adventist the right to purchase up to $15.0 million of the Company’s common stock at an exercise price equal to the IPO price. The warrant is exercisable for one year beginning on the date of the consummation of the IPO. As of June 30, 2021, Adventist had not exercised any warrants.

At inception, the Sacramento Warrants were initially determined to be equity-based payments to nonemployees and as such the measurement date for these warrants was considered to be the date when the Investment Threshold is reached. At the time of the amendment, due to the removal of the Investment Threshold, the warrants were evaluated under ASC 815-40, Contracts in an Entity’s Own Equity, which resulted in a liability classification from the date of the amendment through completion of our IPO, due to the variable amount of shares which could be issued. Upon completion of the IPO, the number of shares to be issued were no longer variable, which resulted in the warrants being recorded in equity. In 2021, we recorded a charge of $2.3 million, representing the fair value of the warrants from inception through the date of completion of the IPO, in other income (expense) in the condensed consolidated statement of operations.

Effective January 1, 2021, we obtained control of InnovAge Sacramento through acquisition of an additional 0.1% membership interest, which we consider to be a step acquisition, whereby the Company re-measured the previously held equity method investment to fair value. This resulted in a gain on consolidation of $10.9 million, which is recorded in gain on equity method investment in the condensed consolidated statement of operations. The fair value of the previously held equity investments was determined using a discounted cash flow model.

We accounted for the transaction as a business combination, which requires that we record the assets acquired and liabilities assumed at fair value. The amount by which the purchase price exceeds the fair value of the net assets acquired is recorded as goodwill.

The fair value of the assets acquired and net liabilities assumed in the step acquisition are as follows as of January 1, 2021:


	January 1,
	2021
Assets:	in thousands
Cash	$	646
Accounts receivable		786
Property and equipment, net		30,667
Goodwill		8,078
Total assets		40,177

Liabilities:
Accounts payable		530
Reported and estimated claims		330
Due to Medicaid and Medicare		77
Capital leases		428
Other liabilities		48
Total liabilities	$	1,413

The following table sets forth the results of InnovAge Sacramento for the six months ended December 31, 2020. The results of InnovAge Sacramento are consolidated beginning January 1, 2021.


	Six Months Ended
	December 31, 2020
	in thousands
Revenue:
Total revenue	$	2,297
Less: members’ interest		921
The Company’s interest		1,376
Cost of operations:
Total cost of operations		4,538
Less: members’ interest		1,820
The Company’s interest		2,718
The Company’s interest in net loss	$	(1,342)

Investments

12 Months Ended

Jun. 30, 2021

Investments

Investments

Note 7:Investments

On June 14, 2019, the Company invested $1.5 million in DispatchHealth Holdings, Inc., ("DispatchHealth") through the purchase of a portion of its outstanding Series B Preferred Stock. On April 2, 2020, the Company invested an additional $1.1 million through the purchase of a portion of its outstanding Series C Preferred Stock. The investment does not have a readily determinable fair value and the Company has elected to record the investment at cost, less impairment, if any, plus or minus any changes resulting from observable price changes in orderly transactions for the identical or similar investment of the same issuer. During the period ended June 30, 2021 and 2020, there were no observable price changes.

Goodwill and Intangible Assets

12 Months Ended

Jun. 30, 2021

Goodwill and Intangible Assets

Goodwill and Intangible Assets

Note 8:Goodwill and Intangible Assets

Goodwill represents the excess of cost over the fair value of net assets acquired. Pursuant to ASC 350, “Intangibles — Goodwill and Other,” we review the recoverability of goodwill annually as of April 1 or whenever significant events or changes occur which might impair the recovery of recorded amounts. For purposes of the annual goodwill impairment assessment, the Company has identified three reporting units. There were no indicators of impairment identified and no goodwill impairments recorded during the years ended June 30, 2021 and 2020.

The following summarizes the changes in goodwill for the fiscal years ended June 30:


in thousands	2021		2020
Balance as of beginning of period	$	116,139	$	117,268
Adjustments^(a)		—		(1,129)
Goodwill acquired during the period		8,078		-
Balance as of end of period	$	124,217	$	116,139

(a)

The adjustment in fiscal year 2020 related to the final net working capital settlement for acquisitions that occurred during the fiscal year ended June 30, 2019.

Intangible assets consisted of the following as of June 30:


in thousands	2021		2020
Definite-lived intangible assets	$	6,600	$	6,600
Indefinite-lived intangible assets		2,000		—
Total intangible assets		8,600		6,600
Accumulated amortization		(2,082)		(1,423)
Balance as of end of period	$	6,518	$	5,177

Intangible assets with a finite useful life continue to be amortized over their useful lives. The Company recorded amortization expense of $0.7 million and $0.6 million for the years ended June 30, 2021 and 2020, respectively.

The total expected future annual amortization expense for the next 5 years ended June 30, is as follows:


in thousands	Amortization Expense
2022	$	660
2023		660
2024		660
2025		660
2026		660

We review the recoverability of other intangible assets in conjunction with long-lived assets whenever events or changes in circumstances indicate the carrying amount of such assets may not be recoverable. There were no intangible asset impairments recorded during the years ended June 30, 2021 and 2020.

Leases

12 Months Ended

Jun. 30, 2021

Leases

Leases

Note 9:Leases

Property and equipment includes property under various capital leases. These leases have expiration dates ranging from July 2021 to September 2025, varying interest rates, and generally include an option to purchase the equipment at fair value at the end of the underlying lease period. The Company’s capital leases included the following:


	June 30,		June 30,
	2021		2020

	in thousands

Equipment	$	13,302	$	9,845
Less accumulated depreciation		(7,081)		(4,829)
Total capital leases	$	6,221	$	5,016

Certain of the Company’s property and equipment is leased under operating leases. Total rental expense under operating leases was $4.5 million and $4.8 million for the year ended June 30, 2021 and 2020, respectively.

Future minimum lease payments related to (i) capital leases having initial terms of more than one year and (ii) non-cancelable operating leases as of June 30, 2021 were as follows:


			Operating Leases
	Capital Leases		Minimum Lease
in thousands	Obligations		Payments
2022	$	2,524	$	3,550
2023		2,468		4,289
2024		1,941		3,926
2025		1,169		3,450
2026		134		3,371
Thereafter		—		13,909
Total		8,236	$	32,495
Less amount representing interest		(967)
Total minimum lease payments		7,269
Less current maturities		2,079
Noncurrent maturities	$	5,190

Long-term Debt

12 Months Ended

Jun. 30, 2021

Long-term Debt.

Long-term Debt

Note 10: Long-term Debt

The components of our long-term debt are as follows:


	June 30,		June 30,
	2021		2020

	in thousands
Senior secured borrowings:
Term Loan Facility	$	75,000	$	187,625
Revolving Credit Facility		—		25,000
Convertible term loan		2,367		2,401
Total debt		77,367		215,026
Less unamortized debt issuance costs		2,003		2,656
Less current maturities		3,790		1,938
Noncurrent maturities	$	71,574	$	210,432

2016 Credit Agreement

The Company originally entered into a senior secured borrowing agreement (the “2016 Credit Agreement”) on May 13, 2016, that consisted of a senior secured term loan for $75.0 million and a revolving credit facility for $20.0 million. The 2016 Credit Agreement was subsequently amended on May 2, 2019 to increase the senior secured term loan to $190.0 million and a revolving credit facility for $30.0 million and a delayed draw term loan facility (“DDTL”) for $45.0 million. The senior secured term loan and the DDTL had a maturity date of May 2, 2025, and the revolving credit facility had a maturity date of May 2, 2024.

On July 27, 2020, the Company amended and restated the 2016 Credit Agreement once again to increase the senior secured term loan to $300.0 million, the revolving credit facility to $40.0 million and to terminate the DDTL. The maturity date of the revolving credit facility was extended to July 27, 2025, the senior secured term loan was extended to July 27, 2026, and there were updates to certain covenants contained in the existing credit agreement. Principal was paid each calendar quarter in an amount equal to 0.25% of the aggregate outstanding principal amount.

The structure of the amendment to the 2016 Credit Agreement as amended on July 27, 2020 led to an extinguishment of debt for certain lenders and a modification of debt for other lenders. The total debt structure extinguishment for certain lenders was $57.1 million which led to the write off of $1.0 million in debt issuance costs which was recorded in loss on extinguishment of debt for the year ended June 30, 2021. The total debt structure that was modified was $250.0 million, while the new debt issued was $50.0 million, which resulted in $9.1 million of debt issuance costs being capitalized.

2021 Credit Agreement

On March 8, 2021, concurrently with the closing of the IPO, the Company entered into a new credit agreement (the “2021 Credit Agreement”) that replaced the 2016 Credit Agreement. The 2021 Credit Agreement consists of a senior secured term loan (the “Term Loan Facility”) of $75.0 million principal amount and a revolving credit facility (the “Revolving Credit Facility”) of $100.0 million maximum borrowing capacity. The maturity date of each of the Term Loan Facility and the Revolving Credit Facility is March 8, 2026. Loans under the 2021 Credit Agreement are secured by substantially all of the Company’s assets. Principal on the Term Loan Facility is paid each calendar quarter beginning September 2021 in an amount equal to 1.25% of the initial term loan on closing date. Proceeds of the Term Loan Facility, together with proceeds from the IPO, were used to repay amounts outstanding under the 2016 Credit Agreement.

The structure of the 2021 Credit Agreement led to a 2.0% prepayment fee as the cancellation of the 2016 Credit Agreement occurred prior to the first anniversary of the July 27, 2020 amendment of the 2016 Credit Agreement, an extinguishment of debt for certain lenders, and a modification of debt for other lenders. The total prepayment fee was $6.0 million and is recorded in loss on extinguishment of debt in the consolidated statements of operations. The total debt structure extinguishment for certain lenders was $250.0 million which led to the write off of $7.5 million in debt issuance costs which was recorded in loss on extinguishment of debt for the year ended June 30, 2021. The total debt structure that was modified was $25.0 million related to each of the term loan and the revolver, while the new debt issued was $50.0 million related to the term loan and $75.0 million related to the revolver. This resulted in $2.1 million of debt issuance costs being capitalized.

Outstanding principal amounts under the 2021 Credit Agreement accrue interest at a variable interest rate. As of June 30, 2021, the interest rate on the Term Loan Facility was 1.84%. As of June 30, 2020, the interest rate on the senior secured term loan under the 2016 Credit Agreement was 6.0%. Prior to the entry into the 2021 Credit Agreement, the revolving credit facility fee accrued at 0.5%. Under the terms of the 2021 Credit Agreement, the Revolving Credit Facility fee accrues at 0.25% of the average daily unused amount and is paid quarterly.

During the year ended June 30, 2020, the Company borrowed $25.0 million under the revolving credit facility at an interest rate of 3.94%, to ensure sufficient funds available during the unknown time of the COVID-19 pandemic and for general corporate purposes. The Company repaid all outstanding amounts on the revolving credit facility and as of June 30, 2021 had no outstanding borrowings. The remaining capacity under the Revolving Credit Facility as of June 30, 2021 was $100.0 million, subject to (i) any issued amounts under our letters of credit, which as of June 30, 2021 was $2.1 million, and (ii) applicable covenant compliance restrictions and any other conditions precedent to borrowing.

The 2021 Credit Agreement requires the Company to meet certain operational and reporting requirements, including, but not limited to, a secured net leverage ratio. Additionally, annual capital expenditures and permitted investments, including acquisitions, are limited to amounts specified in the 2021 Credit Agreement. The 2021 Credit Agreement also provides certain restrictions on dividend payments and other equity transactions and requires the Company to make prepayments under specified circumstances. The Company was in compliance with the covenants of the 2021 Credit Agreement and the 2016 Credit Agreement as of June 30, 2021 and 2020, respectively.

The deferred financing costs of $2.0 million are amortized over the term of the underlying debt and unamortized amounts have been offset against long-term debt in the consolidated balance sheets. Total amortization of deferred financing costs was $1.1 million and $0.6 million for the year ended June 30, 2021 and 2020, respectively.

Convertible Term Loan

On June 29, 2015, SH1 entered into a convertible term loan. Monthly principal and interest payments of $0.02 million commenced on September 1, 2015, and the loan bears interest at an annual rate of 6.68%. The remaining principal balance is due upon maturity, which is August 20, 2030. The loan is secured by a deed of trust to Public Trustee, assignment of leases and rents, security agreements, and SH1’s fixture filing.

Aggregate maturities of our debt as of June 30, 2021 were as follows:


	Long-term
	debt
	in thousands

Year ending June 30:
2022	$	3,790
2023		3,793
2024		3,796
2025		3,799
2026		60,052
Thereafter		2,137
Total debt	$	77,367

Fair Value Measurements

12 Months Ended

Jun. 30, 2021

Fair Value Measurements

Fair Value Measurements

Note 11: Fair Value Measurements

Fair value is defined as the price that would be received from selling an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants at the measurement date. A fair value hierarchy was established that requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. Observable inputs are inputs that reflect the assumptions market participants would use in pricing the asset or liability developed based on market data obtained from sources outside the reporting entity. Unobservable inputs are inputs that reflect the Company’s own assumptions based on market data and assumptions that market participants would use in pricing the asset or liability developed based on the best information available in the circumstances. The sensitivity to changes in inputs and their impact on fair value measurements can be significant.

The three levels of inputs that may be used to measure fair value are:

Level 1Unadjusted quoted prices in active markets for identical assets or liabilities that the entity has the ability to access at the measurement date

Level 2Quoted prices in markets that are not active or inputs that are observable, either directly or indirectly, for substantially the full term of the assets or liabilities

Level 3Unobservable inputs to the valuation techniques that are significant to the fair value measurements of the assets or liabilities

Recurring Measurements

Effective August 7, 2018, the Company finalized the acquisition of NewCourtland in Pennsylvania. The Company paid a base purchase price of $30.0 million, subject to certain net working capital and closing adjustments plus contingent consideration of up to $20.0 million. Such contingent consideration will be paid over a specified period if certain conditions outlined in the Securities Purchase Agreement are met. These conditions are based upon the performance of the PACE centers acquired in the NewCourtland acquisition for the two fiscal years following the acquisition, as well as potential payments to be made in the event of the Company being acquired, selling substantially all of its assets, or selling equity securities pursuant to an effective registration statement under the Securities Act of 1933. If all of the contingent consideration of $20.0 million is paid, the lease payments in certain real estate leases between the Company and NewCourtland are reduced from their current amounts and allow the Company to exercise its option to purchase the leased buildings at fair market value, after the initial term of the lease.

On March 8, 2021, we completed our IPO, which satisfied the condition that the Company sell equity securities pursuant to an effective registration statement. Accordingly, $20.0 million of contingent consideration was paid under the terms of the Securities Purchase Agreement.

There are no amounts of contingent consideration outstanding after the $20.0 million payment.

Changes in fair value resulted in immaterial amounts recorded in other operating (income) expense within the consolidated statement for the fiscal years ended June 30, 2021 and 2020.

There were no transfers in and out of Level 3 during the fiscal year ended June 30, 2021 and 2020. The Company’s policy is to recognize transfers as of the actual date of the event or change in circumstances.

Nonrecurring Measurements

In addition to assets and liabilities that are recorded at fair value on a recurring basis, the Company records certain assets and liabilities at fair value on a nonrecurring basis. No such amounts were recorded during the years ended June 30, 2021 or 2020.

- Definition

The entire disclosure for the fair value of financial instruments (as defined), including financial assets and financial liabilities (collectively, as defined), and the measurements of those instruments as well as disclosures related to the fair value of non-financial assets and liabilities. Such disclosures about the financial instruments, assets, and liabilities would include: (1) the fair value of the required items together with their carrying amounts (as appropriate); (2) for items for which it is not practicable to estimate fair value, disclosure would include: (a) information pertinent to estimating fair value (including, carrying amount, effective interest rate, and maturity, and (b) the reasons why it is not practicable to estimate fair value; (3) significant concentrations of credit risk including: (a) information about the activity, region, or economic characteristics identifying a concentration, (b) the maximum amount of loss the entity is exposed to based on the gross fair value of the related item, (c) policy for requiring collateral or other security and information as to accessing such collateral or security, and (d) the nature and brief description of such collateral or security; (4) quantitative information about market risks and how such risks are managed; (5) for items measured on both a recurring and nonrecurring basis information regarding the inputs used to develop the fair value measurement; and (6) for items presented in the financial statement for which fair value measurement is elected: (a) information necessary to understand the reasons for the election, (b) discussion of the effect of fair value changes on earnings, (c) a description of [similar groups] items for which the election is made and the relation thereof to the balance sheet, the aggregate carrying value of items included in the balance sheet that are not eligible for the election; (7) all other required (as defined) and desired information.

+ References + Details

Commitments and Contingencies

12 Months Ended

Jun. 30, 2021

Commitments and Contingencies

Commitments and Contingencies

Note 12: Commitments and Contingencies

Professional Liability

The Company pays fixed premiums for annual professional liability insurance coverage under a claims-made policy. Under such policy, only claims made and reported to the insurer are covered during the policy term, regardless of when the incident giving rise to the claim occurred. The Company records claim liabilities and expected recoveries, if any, at gross amounts. The Company is not currently aware of any unasserted claims or unreported incidents that are expected to exceed medical malpractice insurance coverage limits.

Litigation

From time to time in the normal course of business, the Company is involved in or subject to legal proceedings related to its business. The Company regularly evaluates the status of claims and legal proceedings in which it is involved in order to assess whether a loss is probable or there is a reasonable possibility that a loss may have been incurred, and to determine if accruals are appropriate. The Company expenses legal costs as such costs are incurred

Stock-based Compensation

12 Months Ended

Jun. 30, 2021

Stock-based Compensation

Stock-based Compensation

Note 13: Stock-based Compensation

A summary of our aggregate share-based compensation expense is set forth below. Stock-based compensation expense is included in corporate, general and administrative expenses on our consolidated statements of operations.


	Year ended June 30,
	2021		2020

	in thousands

Stock options (a)	$	45,387	$	543
Profits interests units		1,629		—
Restricted stock units		35		—
Total stock-based compensation expense	$	47,051	$	543

(a)

The amount for 2021 relates to stock-based compensation expense recognized as a result of the Cancellation Agreement transaction, as defined and described below.

2016 Equity Incentive Plan

The Company maintained the 2016 Equity Incentive Plan pursuant to which various stock-based awards may be granted to employees, directors, consultants, and advisers. The total number of shares of the Company’s common stock

that was authorized under the 2016 Equity Incentive Plan was 17,836,636, of which a total of 16,994,976 awards were granted. The 2016 Equity Incentive Plan provided for the following general vesting terms:

Half vested over time (“Time Vesting Awards”). Time Vesting Awards vested on the first anniversary of the grant date in the range of 25% to 62.5%, and the remaining Time Vesting Awards vest ratably on a semiannual basis thereafter through the fourth anniversary of the grant date.

Half vested upon the attainment of certain performance-based criteria measured at the time the Company experiences a liquidity event, as defined by the 2016 Equity Incentive Plan (“Contingent Performance-Based Awards”).

Stock options were exercisable over a period of time not to exceed 10 years from the date of grant.

Cancellation of Stock Option Awards Under 2016 Equity Incentive Plan

On July 27, 2020, the Company, Ignite Aggregator LP, and the equity holders of the Company entered into a Securities Purchase Agreement, and in conjunction therewith, the Company amended and restated the 2016 Credit Agreement. A portion of the proceeds from the 2016 Credit Agreement were used by the Company to repurchase 16,095,819 shares of its common stock from the certain members of management, the Board of Directors, and members of our equity partner. Additionally, as part of the 2016 Credit Agreement, the Company executed the Cancellation Agreement, as defined in Note 3, with each of the 2016 Equity Incentive Plan option holders, pursuant to which the Company’s 16,994,976 common stock options which were granted under the 2016 Equity Incentive Plan, were cancelled. The Cancellation Agreement resulted in the option holders receiving the same amount of cash that they would have received had they exercised their options, participated in the repurchase described above and sold their remaining shares. The 2016 Equity Plan was cancelled and replaced with the 2020 Equity Incentive Plan, as described below.

The Company utilized the Black-Scholes option-pricing model to determine the fair value of stock options on the date of grant. This model derives the fair value of stock options based on certain assumptions related to expected stock price volatility, expected option life, risk-free interest rate, and dividend yield. The Company’s expected volatility was based on the historical volatility of similar publicly traded companies deemed by the Company to be its peers. The risk-free interest rate assumption was based upon the Federal Reserve Board’s Treasury Constant Maturities for the expected term of the Company’s stock option awards, and the selected dividend yield assumption was determined in view of the Company’s historical and estimated dividend payout. The Company has no reason to believe that the expected volatility of its stock price would differ significantly from the historical volatility of its peers. The Company used the simplified method to calculate the expected term for the time vesting awards. The expected term for the contingent performance-based awards was the contractual term.

The Company estimated the fair value of stock options granted using the following weighted-average assumptions:


	2020
Expected volatility		34.9% - 39.3	%
Expected life (years)		5.8 - 6.2
Interest rate		0.51% - 1.8	%
Dividend yield		—	%
Weighted-average fair value	$	0.48
Fair value of underlying stock	$	4.82

A summary of the stock option activity for the year ended June 30, 2021 was as follows:


			Weighted		Average
	Number of	Option	average		remaining
Time-based option awards	options	price range	exercise price		term (in years)

Outstanding balance, June 30, 2020	8,497,488	$1.00 - $2.35	$	1.26	6.76
Canceled	(8,497,488)	$1.00 - $2.35	$	1.26	6.76
Outstanding balance, June 30, 2021	—


		Weighted		Average
	Number of	average		remaining
Performance-based option awards	options	exercise price		term (in years)

Outstanding balance, June 30, 2020	8,497,488	$	0.78	6.76
Canceled	(8,497,488)	$	0.78	6.76
Outstanding balance, June 30, 2021	—

2020 Equity Incentive Plan

Profits Interests

The LP maintains the 2020 Equity Incentive Plan pursuant to which interests in the LP in the form of Class B Units (profits interests) may be granted to employees, directors, consultants, and advisers. A maximum number of 16,162,177 Class B Units are authorized for grant under the 2020 Equity Incentive Plan. As of June 30, 2021, a total of 13,009,137 profits interests units have been granted under the 2020 Equity Incentive Plan.

These profits interests represented profits interest ownership in the LP tied solely to the accretion, if any, in the value of the LP following the date of issuance of such profits interests. Profits interests participated in any increase of LP value related to their profits interests after the hurdle value had been achieved and the LP profits interests received the agreed-upon return on their invested capital. The hurdle value per unit is $5.49 for both the performance-based and time-based units.

Each profits interests unit contains the following material terms:

(i)

The profits interests receive distributions (other than tax distributions) only upon a liquidity event, as defined, that exceed a threshold equivalent to the fair value of the LP, as determined by the Company’s Board of Directors, at the grant date.

(ii)

A portion of the units vest over a period of continuous employment or service (service-vesting units) while the other portion of the units only vest based on the level of aggregate multiple of invested capital and internal rate of return achieved by Ignite Aggregator LP, one of the limited partners of the LP, upon a change of control of the Company (performance-vesting units).

The performance-vesting units are subject to a market condition, which the Company incorporated as part of its determination of the grant date fair value of the units.

The Company used the Monte Carlo option model to determine the fair value of the granted profits interests units. As these awards were granted prior to our IPO, the stock price was based on the price realized in the equity owner transaction. Expected stock price volatility was based on consideration of indications observed from several publicly traded peer companies. The risk-free interest rate is based on a treasury instrument whose term is consistent with the expected life of the unit. The dividend yield percentage is zero because the Company neither currently pays dividends nor intends to do so during the expected term. The expected term of the units represents the time the units are expected to be outstanding. The

assumptions under the Monte Carlo model related to the profits interests units, presented on a weighted-average basis, are provided below:


	2021
Expected volatility		44	%
Expected life (years) - time vesting units		1.8
Interest rate		0.16	%
Dividend yield		—	%
Weighted-average fair value	$	1.28
Fair value of underlying stock	$	5.49

A summary of profits interests activity for the year ended June 30, 2021 was as follows:



	Number of	Weighted average
Time-based unit awards	units	grant date fair value

Outstanding balance, June 30, 2020	—	$	—
Granted	6,686,568	$	1.28
Forfeited	(99,307)	$	1.17
Outstanding balance, June 30, 2021	6,587,261	$	1.28


	Number of	Weighted average
Performance-based unit awards	units	grant date fair value

Outstanding balance, June 30, 2020	—	$	—
Granted	6,322,569	$	0.57
Forfeited	(99,307)	$	0.44
Outstanding balance, June 30, 2021	6,223,262	$	0.57

The total unrecognized compensation cost related to profits interests units outstanding as of June 30, 2021 was $10.3 million, comprised (i) $6.8 million related to time-based unit awards expected to be recognized over a weighted-average period of 1.2 years and (ii) $3.5 million related to performance-based unit awards, which will be recorded when it is probable that the performance-based criteria will be met.

2021 Omnibus Incentive Plan

In March 2021, the compensation committee of our Board of Directors approved the InnovAge Holding Corp. 2021 Omnibus Incentive Plan (“2021 Omnibus Incentive Plan”), pursuant to which various stock-based awards may be granted to employees, directors, consultants, and advisers. The total number of shares of the Company’s common stock authorized under the 2021 Omnibus Incentive Plan is 14,700,000. The Company has issued time-based restricted stock units under this plan to its employees which generally vest (i) on March 4, 2023, the second anniversary of the grant date, or (ii) over a three-year period with one-third vesting on each anniversary of the date of grant. Certain other vesting periods have also

been used. The grant date fair value of restricted stock units are based on the closing market price of our common stock on the date of grant.

A summary of restricted stock units activity for the year ended June 30, 2021 was as follows:


			Weighted
			average
	Number of		grant-date fair
Restricted stock units	awards		value per share

Outstanding balance, June 30, 2020	—	$	—
Granted	48,470	$	22.87
Outstanding balance, June 30, 2021	48,470	$	22.87

The total unrecognized compensation cost related to restricted stock units outstanding as of June 30, 2021 was $1.1 million and is expected to be recognized over a weighted-average period of 2.2 years.

Treasury Stock

12 Months Ended

Jun. 30, 2021

Treasury Stock.

Treasury Stock

Note 14: Treasury Stock

On July 27, 2020, as a part of the amendment and restatement of the 2016 Credit Agreement, a portion of the proceeds were used by the Company to repurchase 16,095,819 shares of its common stock from certain members of management, our Board of Directors and our equity partner, at $4.82 per share. As a result of the repurchase, $77.6 million was recorded as Treasury stock, see Note 3 for further discussion. In March 2021, the Company retired all outstanding shares of Treasury stock and at June 30, 2021 there were no shares of treasury stock outstanding. No repurchases were made in fiscal year ended June 30, 2021.

Income Taxes

12 Months Ended

Jun. 30, 2021

Income Taxes

Income Taxes

Note 15: Income Taxes

The Company’s effective income tax rate for the years ended June 30, 2021 and 2020 was (27.9%) and 28%, respectively, which differed from the amount computed by applying the applicable U.S. federal statutory corporate income tax rate of 21% in each period as a result of the following factors:


	Year ended June 30,
	2021		2020

	in thousands

Statutory rate	$	(7,343)	$	7,483
IRC Section 162(m) limitation (a)		12,526		—
Transaction costs (b)		2,770		—
Change in valuation allowance		1,500		(128)
Permanent adjustments		306		268
Prior year true-up and other		(227)		347
Income from entities not subject to taxation		66		108
State tax		173		1,790
Provision for income taxes	$	9,771	$	9,868

(a)

Reflects the permanent addback for the Section 162(m) limitation, which limits the deduction of compensation for the five highest paid officers to $1,000,000.

(b)

Amount relates to transaction costs incurred as a result of the July 27, 2020 transaction between us, an affiliate of Apax Partners and our then existing equity holders entering into a Securities Purchase Agreement (the “Apax Transaction”).

Provision for income taxes consisted of the following for the years ended June 30, 2021 and 2020:


	Year ended June 30,
	2021		2020

	in thousands
Current:
Federal	$	2,710	$	5,382
State		642		1,313
Total current tax expense		3,352		6,695

Deferred:
Federal		5,342		2,349
State		1,077		824
Total deferred tax expense		6,419		3,173
Total provision for income taxes	$	9,771	$	9,868

The significant components of deferred tax assets and liabilities were as follows for the years ended June 30, 2021 and 2020:


	Year ended June 30,
	2021		2020

	in thousands

Deferred tax assets:
Amortization	$	2,241	$	2,033
State net operating losses		1,887		387
Transaction costs		1,092		1,204
Provision for uncollectible accounts		1,112		1,644
Accrued vacation		979		984
Reported and estimated claims		941		889
Stock-based compensation		428		856
Accrued bonuses		65		38
Total deferred tax assets		8,745		8,035
Valuation allowance		(1,887)		(387)
Deferred tax assets, net of valuation allowance		6,858		7,648
Deferred tax liabilities:
Goodwill		(9,934)		(8,057)
Depreciation		(7,394)		(8,053)
Equity investment		(3,222)		(6)
Prepaid expenses		(2,008)		(814)
Total deferred tax liabilities		(22,558)		(16,930)
Net deferred tax liability	$	(15,700)	$	(9,282)

Carryforwards

The Company had state net operating loss carryforwards of $30.9 million and $15.0 million at June 30, 2021 and 2020, respectively, which will begin to expire in 2037 if not utilized. Additionally, the Company has no federal net operating loss carryforwards as of June 30, 2021 and 2020.

Valuation Allowance

The Company has provided $1.9 million and $0.4 million at June 30, 2021 and June 30, 2020, respectively, as a valuation allowance against its deferred tax assets for state net operating losses where there is not sufficient positive evidence to substantiate that these deferred tax assets will be realized at a more-likely-than-not level of assurance.

Other

The CARES Act, among other things, includes provisions relating to refundable payroll tax credits, deferment of the employer portion of social security payments, net operating loss carryback periods, alternative minimum tax credit refunds, modifications to the net interest deduction limitation and technical corrections to tax depreciation methods for qualified improvement property. The Company continues to examine the impacts that the CARES Act may have on its business. As a result of the CARES Act, it is anticipated that the Company will fully utilize all interest expense with no additional disallowed interest expense through June 30, 2021. While several other CARES Act provisions may impact the Company, there have not been any significant impacts noted through June 30, 2021.

The Company had no uncertain tax positions at June 30, 2021 and 2020.

The Company files income tax returns as a consolidated group, excluding SH1 and InnovAge Sacramento, in the U.S. federal jurisdiction and various states and is subject to examination by taxing authorities in all of those jurisdictions. From time to time, the Company’s tax returns are reviewed or audited by U.S. federal and various U.S. state-taxing authorities.

The Company believes that adjustments, if any, resulting from these reviews or audits would not be material, individually or in the aggregate, to the Company’s consolidated financial position, results of operations, or liquidity. The Company is subject to income tax examinations by U.S. federal and state jurisdictions for the period ended June 30, 2018 and forward. The Company is subject to income tax examinations by California, Colorado and New Mexico state jurisdictions for the period ended June 30, 2017 and forward.

- Definition

The entire disclosure for income taxes. Disclosures may include net deferred tax liability or asset recognized in an enterprise's statement of financial position, net change during the year in the total valuation allowance, approximate tax effect of each type of temporary difference and carryforward that gives rise to a significant portion of deferred tax liabilities and deferred tax assets, utilization of a tax carryback, and tax uncertainties information.

+ References + Details

Related Parties

12 Months Ended

Jun. 30, 2021

Related Parties

Related Parties

Note 16: Related Parties

PWD VIE. Pursuant to the PWD Amended and Restated Agreement of Limited Partnership, Continental Community Housing, the general partner of PWD and our wholly-owned subsidiary (the “General Partner”), helped fund operating deficits and shortfalls of PWD in the form of a loan (the “PWD Loan”). At June 30, 2021 and 2020, $0.7 million and $0.6 million, respectively, was recorded in Deposits and other. The PWD Loan does not accrue interest. Additionally, the General Partner is paid an administration fee of $35,000 per year.

Segment Reporting

12 Months Ended

Jun. 30, 2021

Segment Reporting

Segment Reporting

Note 17: Segment Reporting

The Company applies ASC Topic 280, “Segment Reporting,” which establishes requirements to report selected segment information quarterly and to report annually entity-wide disclosures about operations, major customers and the geographies in which the entity holds material assets and reports revenue. An operating segment is defined as a component that engages in business activities whose operating results are reviewed by the Company’s chief executive officer, who is the chief operating decision maker (“CODM”), and for which discrete financial information is available. The Company has determined that it has five operating segments, three of which are related to the Company’s PACE offering. The PACE-related operating segments are based on three geographic divisions, which are West, Central, and East. Due to the similar economic characteristics, nature of services, and customers, we have aggregated our West, Central, and East operating segments into one reportable segment for PACE. The Company’s remaining two operating segments relate to Homecare and Senior Housing, which are immaterial operating segments, and are shown below as “Other” along with certain corporate unallocated expenses.

As of June 30, 2021, the Company served approximately 6,850 PACE participants, making it the largest PACE provider in the U.S. based upon participants served, and operated 18 PACE centers across Colorado, California, New Mexico, Pennsylvania and Virginia. PACE, an alternative to nursing homes, is a managed care, capitated program, which serves the frail elderly in a community-based service model. Participants receive all medical services through a comprehensive, consolidated model of care. Capitation payments are received from Medicare parts C and D; Medicaid; VA, and private pay sources. The Company is at risk for all health and allied care costs incurred with respect to the care of its participants, although it does negotiate discounted rates with its provider network consisting of hospitals, nursing homes, assisted living facilities, and medical specialists. Additionally, under the Medicare Prescription Drug Plan, the CMS share part of the risk for providing prescription medication to the Company’s participants.

The Company evaluates performance and allocates capital resources to each segment based on an operating model that is designed to maximize the quality of care provided and profitability. The Company does not review assets by segment and therefore assets by segment are not disclosed below. For the periods presented, all of the Company’s long-lived assets were located in the U.S. and all revenue was earned in the U.S.

The Company’s management uses Center-level Contribution Margin as the measure for assessing performance of its segments. Center-level Contribution Margin is defined as total segment revenues less external provider costs and cost of care (excluding depreciation and amortization). The Company allocates corporate level expenses to its segments with a majority of the allocation going to the PACE segment.

The following table summarizes the operating results regularly provided to the CODM by reportable segment for the twelve months ended:


	June 30, 2021						June 30, 2020
in thousands	PACE		All other⁽¹⁾		Totals		PACE		All other⁽¹⁾		Totals
Capitation revenue	$	635,322	$	—	$	635,322	$	564,834	$	—	$	564,834
Other service revenue		294		2,184		2,478		343		2,015		2,358
Total revenues		635,616		2,184		637,800		565,177		2,015		567,192
External provider costs		309,317		—		309,317		272,832		—		272,832
Cost of care, excluding depreciation and amortization		151,412		2,991		154,403		149,637		3,419		153,056
Center-Level Contribution Margin		174,887		(807)		174,080		142,708		(1,404)		141,304
Overhead costs⁽²⁾		154,607		(38)		154,569		77,482		—		77,482
Depreciation and amortization		11,951		343		12,294		10,506		785		11,291
Equity loss		1,343		—		1,343		677		1		678
Other operating (income) expense		18,211		—		18,211		918		2		920
Interest expense, net		16,595		192		16,787		14,357		262		14,619
Loss on extinguishment of debt		14,479		—		14,479		—		—		—
Gain on equity method investment		(10,871)		—		(10,871)		—		—		—
Other expense (income)		2,237		—		2,237		567		114		681
Income (Loss) Before Income Taxes	$	(33,665)	$	(1,304)	$	(34,969)	$	38,201	$	(2,568)	$	35,633

(1)

Center-level Contribution Margin from segments below the quantitative thresholds are attributable to two operating segments of the Company. Those segments consist of Homecare and Senior Housing. Neither of those segments has ever met any of the quantitative thresholds for determining reportable segments.

(2)	Overhead consists of the Sales and marketing and Corporate, general and administrative financial statement line items.

- Definition

The entire disclosure for reporting segments including data and tables. Reportable segments include those that meet any of the following quantitative thresholds a) it's reported revenue, including sales to external customers and intersegment sales or transfers is 10 percent or more of the combined revenue, internal and external, of all operating segments b) the absolute amount of its reported profit or loss is 10 percent or more of the greater, in absolute amount of 1) the combined reported profit of all operating segments that did not report a loss or 2) the combined reported loss of all operating segments that did report a loss c) its assets are 10 percent or more of the combined assets of all operating segments.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 31
-URI http://asc.fasb.org/extlink&oid=120311839&loc=d3e8924-108599

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
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Reference 3: http://www.xbrl.org/2003/role/disclosureRef
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-Name Accounting Standards Codification
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+ Details

Earnings per Share

12 Months Ended

Jun. 30, 2021

Earnings per Share

Earnings per Share

Note 18: Earnings per Share

Basic earnings (loss) per share is computed using the weighted-average number of common shares outstanding during the period. Diluted earnings per share is computed using the weighted-average number of common shares outstanding during the period, plus the dilutive effect of outstanding options, using the treasury stock method and the average market price of the Company’s common stock during the applicable period. When a loss from continuing operations exists, all dilutive securities and potentially dilutive securities are anti-dilutive and are therefore excluded from the computation of diluted earnings per share. When net income from continuing operations exists, performance-based units, are omitted from the calculation of diluted EPS until it is determined that the performance criteria has been met at the end of the reporting period. As of June 30, 2020, there were 8,084,243 performance-based awards excluded from the calculation of diluted EPS.

The following table sets forth the computation of basic and diluted net loss per common share:


	Year ended June 30,
in thousands, except share values	2021		2020
Net income (loss) attributable to InnovAge Holding Corp.	$	(43,986)	$	26,278
Weighted average common shares outstanding (basic)		123,618,702		132,616,431
EPS (basic)	$	(0.36)	$	0.20

Dilutive shares		—		2,617,199
Weighted average common shares outstanding (diluted)		123,618,702		135,233,630
EPS (diluted)	$	(0.36)	$	0.19

Subsequent Event

12 Months Ended

Jun. 30, 2021

Subsequent Event.

Subsequent Event

Note 19: Subsequent Event

In August 2021, the Company acquired a minority interest equal to 806,481 shares of the outstanding common stock of Jetdoc, Inc. (“Jetdoc”), a telehealth and virtual urgent care app dedicated to effectively connecting users with medical professionals, for cash consideration of $2.0 million.

Summary of Significant Accounting Policies (Policies)

12 Months Ended

Jun. 30, 2021

Summary of Significant Accounting Policies

Basis of Preparation and Principles of Consolidation

Use of Estimates

Cash and Cash Equivalents

Investments

Restricted Cash

Accounts Receivable


	2021		2020
Medicaid	60	%	72	%
Medicare	20	%	12	%
Private pay and other	20	%	16	%
Total	100	%	100	%

Property and Equipment

Property and equipment were comprised of the following as of June 30:


	Estimated
dollars in thousands	Useful Lives	2021		2020
Land	N/A	$	11,980	$	8,580
Buildings and leasehold improvements	10 - 40 years		104,724		79,514
Software	3 - 5 years		13,316		11,387
Equipment and vehicles	3 - 7 years		35,341		28,814
Construction in progress	N/A		22,130		7,069
			187,491		135,364
Less accumulated depreciation and amortization			(44,776)		(32,870)
Total property and equipment, net		$	142,715	$	102,494

Equity Method Investments

Goodwill and Intangible Assets

Reported and Estimated Claims

Contingent Consideration

Debt Issuance Costs

Treasury Stock

Revenue Recognition

Capitation revenues may be subject to adjustment as a result of examination by government agencies or contractors.

Adoption of ASC 606, Revenue from Contracts with Customers

Capitation Revenue and Accounts Receivable

The Company disaggregates capitation revenue from the following sources for the year ended June 30:


	2021		2020
Medicaid	53	%	55	%
Medicare	47	%	44	%
Private pay and other	*	%	1	%
Total	100	%	100	%

* Less than 1%

Our accounts receivable as of June 30, 2021 and 2020 is primarily from capitation revenue arrangements.

Other Service Revenue and Accounts Receivable

Professional Liability Claims

Advertising Costs

Stock-based Compensation

Income Taxes

Variable Interest Entities (VIE)

Coronavirus Disease ("COVID 19") Pandemic

Coronavirus Disease ("COVID-19") Pandemic

Recently Adopted Accounting Pronouncements

Revenue Recognition

Non-employee Awards

Company adopted ASC 606 and ASU 2018-07 on July 1, 2020. The adoption did not have a material impact on the Company’s consolidated financial statements.

Codification Improvements

Fair Value Measurements

Recent Accounting Pronouncements Not Yet Adopted

Leases

Financial Instruments

Income Taxes

We do not expect that any other recently issued accounting guidance will have a significant effect on our consolidated financial statements.

Summary of Significant Accounting Policies (Tables)

12 Months Ended

Jun. 30, 2021

Summary of Significant Accounting Policies

Schedule of concentration of net receivable


	2021		2020
Medicaid	60	%	72	%
Medicare	20	%	12	%
Private pay and other	20	%	16	%
Total	100	%	100	%

Schedule of property and equipment


	Estimated
dollars in thousands	Useful Lives	2021		2020
Land	N/A	$	11,980	$	8,580
Buildings and leasehold improvements	10 - 40 years		104,724		79,514
Software	3 - 5 years		13,316		11,387
Equipment and vehicles	3 - 7 years		35,341		28,814
Construction in progress	N/A		22,130		7,069
			187,491		135,364
Less accumulated depreciation and amortization			(44,776)		(32,870)
Total property and equipment, net		$	142,715	$	102,494

Schedule of source of revenue


	2021		2020
Medicaid	53	%	55	%
Medicare	47	%	44	%
Private pay and other	*	%	1	%
Total	100	%	100	%

* Less than 1%

Variable Interest Entity (Tables)

12 Months Ended

Jun. 30, 2021

Variable Interest Entity

Schedule of variable interest entity


	2021		2020

	in thousands
Assets
Cash and cash equivalents	$	431	$	435
Accounts receivable		—		1
Prepaid expenses and other		5		7
Property, plant and equipment, net		10,164		10,501
Deposits and other, net		390		376
Liabilities
Accounts payable and accrued expenses		219		199
Current portion long-term debt		40		38
Noncurrent liabilities		454		454
Long-term debt, net of debt issuance costs		3,827		3,901

- Definition

Tabular disclosure of the significant judgments and assumptions made in determining whether a variable interest (as defined) held by the entity requires the variable interest entity (VIE) (as defined) to be consolidated and (or) disclose information about its involvement with the VIE, individually or in aggregate (as applicable); the nature of restrictions, if any, on the consolidated VIE's assets and on the settlement of its liabilities reported by an entity in its statement of financial position, including the carrying amounts of such assets and liabilities; the nature of, and changes in, the risks associated with involvement in the VIE; how involvement with the VIE affects the entity's financial position, financial performance, and cash flows; the lack of recourse if creditors (or beneficial interest holders) of the consolidated VIE have no recourse to the general credit of the primary beneficiary (if applicable); the terms of arrangements, giving consideration to both explicit arrangements and implicit variable interests, if any, that could require the entity to provide financial support to the VIE, including events or circumstances that could expose the entity to a loss; the methodology used by the entity for determining whether or not it is the primary beneficiary of the variable interest entity; the significant factors considered and judgments made in determining that the power to direct the activities of a VIE that most significantly impact the VIE's economic performance are shared (as defined); the carrying amounts and classification of assets and liabilities of the VIE included in the statement of financial position; the entity's maximum exposure to loss, if any, as a result of its involvement with the VIE, including how the maximum exposure is determined and significant sources of the entity's exposure to the VIE; a comparison of the carrying amounts of the assets and liabilities and the entity's maximum exposure to loss; information about any liquidity arrangements, guarantees, and (or) other commitments by third parties that may affect the fair value or risk of the entity's variable interest in the VIE; whether or not the entity has provided financial support or other support (explicitly or implicitly) to the VIE that it was not previously contractually required to provide or whether the entity intends to provide that support, including the type and amount of the support and the primary reasons for providing the support; and supplemental information the entity determines necessary to provide.

+ References + Details

Nonconsolidated Entities (Tables)

12 Months Ended

Jun. 30, 2021

Nonconsolidated Entities

Summary of the fair value of the assets acquired and net liabilities assumed


	January 1,
	2021
Assets:	in thousands
Cash	$	646
Accounts receivable		786
Property and equipment, net		30,667
Goodwill		8,078
Total assets		40,177

Liabilities:
Accounts payable		530
Reported and estimated claims		330
Due to Medicaid and Medicare		77
Capital leases		428
Other liabilities		48
Total liabilities	$	1,413

Summarized income statement of nonconsolidated entities


	Six Months Ended
	December 31, 2020
	in thousands
Revenue:
Total revenue	$	2,297
Less: members’ interest		921
The Company’s interest		1,376
Cost of operations:
Total cost of operations		4,538
Less: members’ interest		1,820
The Company’s interest		2,718
The Company’s interest in net loss	$	(1,342)

Goodwill and Intangible Assets (Tables)

12 Months Ended

Jun. 30, 2021

Goodwill and Intangible Assets

Summary of changes in goodwill


in thousands	2021		2020
Balance as of beginning of period	$	116,139	$	117,268
Adjustments^(a)		—		(1,129)
Goodwill acquired during the period		8,078		-
Balance as of end of period	$	124,217	$	116,139

(a)

The adjustment in fiscal year 2020 related to the final net working capital settlement for acquisitions that occurred during the fiscal year ended June 30, 2019.

Summary of intangible assets by major class


in thousands	2021		2020
Definite-lived intangible assets	$	6,600	$	6,600
Indefinite-lived intangible assets		2,000		—
Total intangible assets		8,600		6,600
Accumulated amortization		(2,082)		(1,423)
Balance as of end of period	$	6,518	$	5,177

Schedule of estimated future amortization expense related to other intangible assets


in thousands	Amortization Expense
2022	$	660
2023		660
2024		660
2025		660
2026		660

Leases (Tables)

12 Months Ended

Jun. 30, 2021

Leases

Schedule of Company's capital leases


	June 30,		June 30,
	2021		2020

	in thousands

Equipment	$	13,302	$	9,845
Less accumulated depreciation		(7,081)		(4,829)
Total capital leases	$	6,221	$	5,016

Schedule of capital lease obligations

Future minimum lease payments related to (i) capital leases having initial terms of more than one year and (ii) non-cancelable operating leases as of June 30, 2021 were as follows:


			Operating Leases
	Capital Leases		Minimum Lease
in thousands	Obligations		Payments
2022	$	2,524	$	3,550
2023		2,468		4,289
2024		1,941		3,926
2025		1,169		3,450
2026		134		3,371
Thereafter		—		13,909
Total		8,236	$	32,495
Less amount representing interest		(967)
Total minimum lease payments		7,269
Less current maturities		2,079
Noncurrent maturities	$	5,190

Schedule of operating lease minimum lease payments


			Operating Leases
	Capital Leases		Minimum Lease
in thousands	Obligations		Payments
2022	$	2,524	$	3,550
2023		2,468		4,289
2024		1,941		3,926
2025		1,169		3,450
2026		134		3,371
Thereafter		—		13,909
Total		8,236	$	32,495
Less amount representing interest		(967)
Total minimum lease payments		7,269
Less current maturities		2,079
Noncurrent maturities	$	5,190

Long-term Debt (Tables)

12 Months Ended

Jun. 30, 2021

Long-term Debt.

Schedule of long-term debt


	June 30,		June 30,
	2021		2020

	in thousands
Senior secured borrowings:
Term Loan Facility	$	75,000	$	187,625
Revolving Credit Facility		—		25,000
Convertible term loan		2,367		2,401
Total debt		77,367		215,026
Less unamortized debt issuance costs		2,003		2,656
Less current maturities		3,790		1,938
Noncurrent maturities	$	71,574	$	210,432

Schedule of aggregate maturities of the total debt outstanding


	Long-term
	debt
	in thousands

Year ending June 30:
2022	$	3,790
2023		3,793
2024		3,796
2025		3,799
2026		60,052
Thereafter		2,137
Total debt	$	77,367

- Definition

Tabular disclosure of long-debt instruments or arrangements, including identification, terms, features, collateral requirements and other information necessary to a fair presentation. These are debt arrangements that originally required repayment more than twelve months after issuance or greater than the normal operating cycle of the entity, if longer.

+ References

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+ Details

Stock-based Compensation (Tables)

12 Months Ended

Jun. 30, 2021

Share-based Compensation Arrangement by Share-based Payment Award [Line Items]

Schedule of stock-based compensation expense


	Year ended June 30,
	2021		2020

	in thousands

Stock options (a)	$	45,387	$	543
Profits interests units		1,629		—
Restricted stock units		35		—
Total stock-based compensation expense	$	47,051	$	543

(a)

The amount for 2021 relates to stock-based compensation expense recognized as a result of the Cancellation Agreement transaction, as defined and described below.

Summary of weighted-average assumptions


	2020
Expected volatility		34.9% - 39.3	%
Expected life (years)		5.8 - 6.2
Interest rate		0.51% - 1.8	%
Dividend yield		—	%
Weighted-average fair value	$	0.48
Fair value of underlying stock	$	4.82

Summary of stock option activity


			Weighted		Average
	Number of	Option	average		remaining
Time-based option awards	options	price range	exercise price		term (in years)

Outstanding balance, June 30, 2020	8,497,488	$1.00 - $2.35	$	1.26	6.76
Canceled	(8,497,488)	$1.00 - $2.35	$	1.26	6.76
Outstanding balance, June 30, 2021	—


		Weighted		Average
	Number of	average		remaining
Performance-based option awards	options	exercise price		term (in years)

Outstanding balance, June 30, 2020	8,497,488	$	0.78	6.76
Canceled	(8,497,488)	$	0.78	6.76
Outstanding balance, June 30, 2021	—

Summary of profits interests transactions and number of units outstanding



	Number of	Weighted average
Time-based unit awards	units	grant date fair value

Outstanding balance, June 30, 2020	—	$	—
Granted	6,686,568	$	1.28
Forfeited	(99,307)	$	1.17
Outstanding balance, June 30, 2021	6,587,261	$	1.28


	Number of	Weighted average
Performance-based unit awards	units	grant date fair value

Outstanding balance, June 30, 2020	—	$	—
Granted	6,322,569	$	0.57
Forfeited	(99,307)	$	0.44
Outstanding balance, June 30, 2021	6,223,262	$	0.57

Summary of restricted stock units activity


			Weighted
			average
	Number of		grant-date fair
Restricted stock units	awards		value per share

Outstanding balance, June 30, 2020	—	$	—
Granted	48,470	$	22.87
Outstanding balance, June 30, 2021	48,470	$	22.87

2020 Equity Incentive Plan

Share-based Compensation Arrangement by Share-based Payment Award [Line Items]

Summary of weighted-average assumptions


	2021
Expected volatility		44	%
Expected life (years) - time vesting units		1.8
Interest rate		0.16	%
Dividend yield		—	%
Weighted-average fair value	$	1.28
Fair value of underlying stock	$	5.49

Income Taxes (Tables)

12 Months Ended

Jun. 30, 2021

Income Taxes

Schedule of effective income tax rate reconciliation


	Year ended June 30,
	2021		2020

	in thousands

Statutory rate	$	(7,343)	$	7,483
IRC Section 162(m) limitation (a)		12,526		—
Transaction costs (b)		2,770		—
Change in valuation allowance		1,500		(128)
Permanent adjustments		306		268
Prior year true-up and other		(227)		347
Income from entities not subject to taxation		66		108
State tax		173		1,790
Provision for income taxes	$	9,771	$	9,868

(a)

Reflects the permanent addback for the Section 162(m) limitation, which limits the deduction of compensation for the five highest paid officers to $1,000,000.

(b)

Schedule of provision for income taxes


	Year ended June 30,
	2021		2020

	in thousands
Current:
Federal	$	2,710	$	5,382
State		642		1,313
Total current tax expense		3,352		6,695

Deferred:
Federal		5,342		2,349
State		1,077		824
Total deferred tax expense		6,419		3,173
Total provision for income taxes	$	9,771	$	9,868

Schedule of components of deferred tax assets and liabilities


	Year ended June 30,
	2021		2020

	in thousands

Deferred tax assets:
Amortization	$	2,241	$	2,033
State net operating losses		1,887		387
Transaction costs		1,092		1,204
Provision for uncollectible accounts		1,112		1,644
Accrued vacation		979		984
Reported and estimated claims		941		889
Stock-based compensation		428		856
Accrued bonuses		65		38
Total deferred tax assets		8,745		8,035
Valuation allowance		(1,887)		(387)
Deferred tax assets, net of valuation allowance		6,858		7,648
Deferred tax liabilities:
Goodwill		(9,934)		(8,057)
Depreciation		(7,394)		(8,053)
Equity investment		(3,222)		(6)
Prepaid expenses		(2,008)		(814)
Total deferred tax liabilities		(22,558)		(16,930)
Net deferred tax liability	$	(15,700)	$	(9,282)

Segment Reporting (Tables)

12 Months Ended

Jun. 30, 2021

Segment Reporting

Schedule of operating results by reportable segments


	June 30, 2021						June 30, 2020
in thousands	PACE		All other⁽¹⁾		Totals		PACE		All other⁽¹⁾		Totals
Capitation revenue	$	635,322	$	—	$	635,322	$	564,834	$	—	$	564,834
Other service revenue		294		2,184		2,478		343		2,015		2,358
Total revenues		635,616		2,184		637,800		565,177		2,015		567,192
External provider costs		309,317		—		309,317		272,832		—		272,832
Cost of care, excluding depreciation and amortization		151,412		2,991		154,403		149,637		3,419		153,056
Center-Level Contribution Margin		174,887		(807)		174,080		142,708		(1,404)		141,304
Overhead costs⁽²⁾		154,607		(38)		154,569		77,482		—		77,482
Depreciation and amortization		11,951		343		12,294		10,506		785		11,291
Equity loss		1,343		—		1,343		677		1		678
Other operating (income) expense		18,211		—		18,211		918		2		920
Interest expense, net		16,595		192		16,787		14,357		262		14,619
Loss on extinguishment of debt		14,479		—		14,479		—		—		—
Gain on equity method investment		(10,871)		—		(10,871)		—		—		—
Other expense (income)		2,237		—		2,237		567		114		681
Income (Loss) Before Income Taxes	$	(33,665)	$	(1,304)	$	(34,969)	$	38,201	$	(2,568)	$	35,633

(1)

(2)	Overhead consists of the Sales and marketing and Corporate, general and administrative financial statement line items.

Earnings per Share (Tables)

12 Months Ended

Jun. 30, 2021

Earnings per Share

Schedule of earnings per share


	Year ended June 30,
in thousands, except share values	2021		2020
Net income (loss) attributable to InnovAge Holding Corp.	$	(43,986)	$	26,278
Weighted average common shares outstanding (basic)		123,618,702		132,616,431
EPS (basic)	$	(0.36)	$	0.20

Dilutive shares		—		2,617,199
Weighted average common shares outstanding (diluted)		123,618,702		135,233,630
EPS (diluted)	$	(0.36)	$	0.19

Business (Details) $ / shares in Units, $ in Thousands				12 Months Ended
Business (Details) $ / shares in Units, $ in Thousands	Mar. 09, 2021 USD ($) shares	Mar. 08, 2021 $ / shares shares	Jul. 27, 2020 USD ($)	Jun. 30, 2021 USD ($) item segment $ / shares	Mar. 03, 2021 $ / shares	Jun. 30, 2020 $ / shares
Segment Reporting Information [Line Items]
Number of reportable segments \| segment				1
Par value per share \| $ / shares				$ 0.001	$ 0.001	$ 0.001
Common stock issued \| shares	2,329,234
Net proceeds	$ 370,500
Net proceeds				$ 370,468
Underwriting discounts and commissions	23,900
Offering costs			$ 22,600	$ 28,445
Deferred offering costs	$ 4,500
IPO
Segment Reporting Information [Line Items]
Common stock issued \| shares		16,666,667
Offering price \| $ / shares		$ 21.00
Over-Allotment Option
Segment Reporting Information [Line Items]
Common stock issued \| shares		2,500,000
PACE
Segment Reporting Information [Line Items]
Number of PACE participants \| item				6,850
Number of PACE centers excluding non-consolidating joint ventures \| item				18
Percentage of obligation for health care costs				100.00%
Operating segments \| PACE
Segment Reporting Information [Line Items]
Number of reportable segments \| segment				1
Number of PACE participants \| item				6,850

Summary of Significant Accounting Policies - Investments (Details) - USD ($) $ in Thousands	Jun. 30, 2021	Jun. 30, 2020
Summary of Significant Accounting Policies
Investments	$ 2,645	$ 2,645

Summary of Significant Accounting Policies - Restricted Cash (Details) - USD ($) $ in Thousands	Jun. 30, 2021	Jun. 30, 2020
Restricted Cash and Cash Equivalents Items [Line Items]
Restricted cash	$ 2,234	$ 1,661
Certificates of deposit
Restricted Cash and Cash Equivalents Items [Line Items]
Restricted cash	2,200	2,200
Collateral for letters of credit
Restricted Cash and Cash Equivalents Items [Line Items]
Restricted cash	1,600	1,600
Personal-needs account
Restricted Cash and Cash Equivalents Items [Line Items]
Restricted cash	$ 20	$ 20

Summary of Significant Accounting Policies - Accounts Receivable (Details) - USD ($) $ in Thousands	12 Months Ended
	Jun. 30, 2021	Jun. 30, 2020
Summary of Significant Accounting Policies
Allowances for uncollectable accounts	$ 4,350	$ 6,384
HCPF
Summary of Significant Accounting Policies
Accounts receivable	17,000
Medicaid
Summary of Significant Accounting Policies
Accounts receivable	$ 13,600
Customer concentration risk \| Accounts Receivable
Summary of Significant Accounting Policies
Risk percentage	100.00%	100.00%
Customer concentration risk \| Accounts Receivable \| Medicaid
Summary of Significant Accounting Policies
Risk percentage	60.00%	72.00%
Customer concentration risk \| Accounts Receivable \| Medicare
Summary of Significant Accounting Policies
Risk percentage	20.00%	12.00%
Customer concentration risk \| Accounts Receivable \| Private pay and other
Summary of Significant Accounting Policies
Risk percentage	20.00%	16.00%

Summary of Significant Accounting Policies - Property and Equipment (Details) - USD ($) $ in Thousands	12 Months Ended
	Jun. 30, 2021	Jun. 30, 2020
Summary of Significant Accounting Policies
Property and equipment gross	$ 187,491	$ 135,364
Less accumulated depreciation and amortization	(44,776)	(32,870)
Balance as of end of period	142,715	102,494
Depreciation	11,600	10,600
Write off of leasehold improvements		1,100
Capitalized interest	1,000	100
Impairment charges	0	0
Land
Summary of Significant Accounting Policies
Property and equipment gross	11,980	8,580
Buildings and leasehold improvements
Summary of Significant Accounting Policies
Property and equipment gross	$ 104,724	79,514
Buildings and leasehold improvements \| Minimum
Summary of Significant Accounting Policies
Estimated Useful Lives	10 years
Buildings and leasehold improvements \| Maximum
Summary of Significant Accounting Policies
Estimated Useful Lives	40 years
Software
Summary of Significant Accounting Policies
Property and equipment gross	$ 13,316	11,387
Software \| Minimum
Summary of Significant Accounting Policies
Estimated Useful Lives	3 years
Software \| Maximum
Summary of Significant Accounting Policies
Estimated Useful Lives	5 years
Equipment and vehicles
Summary of Significant Accounting Policies
Property and equipment gross	$ 35,341	28,814
Equipment and vehicles \| Minimum
Summary of Significant Accounting Policies
Estimated Useful Lives	3 years
Equipment and vehicles \| Maximum
Summary of Significant Accounting Policies
Estimated Useful Lives	7 years
Construction in progress
Summary of Significant Accounting Policies
Property and equipment gross	$ 22,130	$ 7,069

Summary of Significant Accounting Policies - Equity Method Investments (Details) - USD ($) $ in Millions	12 Months Ended
	Jun. 30, 2021	Jun. 30, 2020
Summary of Significant Accounting Policies
Write-downs in equity method investment	$ 0.0	$ 0.0

Summary of Significant Accounting Policies - Goodwill and Intangible Assets (Details) $ in Millions	12 Months Ended
	Jun. 30, 2021 USD ($) item	Jun. 30, 2020 USD ($)
Summary of Significant Accounting Policies
Number of reporting units \| item	3
Goodwill, impairment charges	$ 0.0	$ 0.0
Intangible asset, Useful life	10 years	10 years
Intangible asset, Impairment charges	$ 0.0	$ 0.0

Summary of Significant Accounting Policies - Contingent Consideration (Details) - USD ($) $ in Millions	Mar. 08, 2021	Jun. 30, 2021	Jun. 30, 2019	Aug. 07, 2018
Business Acquisition [Line Items]
Deferred cash consideration		$ 0.0		$ 20.0
Contingent consideration paid	$ 20.0
NewCourtland LIFE Program
Business Acquisition [Line Items]
Contingent consideration paid	$ 20.0
Maximum \| NewCourtland LIFE Program
Business Acquisition [Line Items]
Deferred cash consideration			$ 20.0	$ 20.0

Summary of Significant Accounting Policies - Revenue Recognition (Details)	12 Months Ended
	Jun. 30, 2021	Jun. 30, 2020
Summary of Significant Accounting Policies
Pooled capitated payment	100.00%
Customer concentration risk \| Capitated revenues
Summary of Significant Accounting Policies
Risk percentage	100.00%	100.00%
Customer concentration risk \| Capitated revenues \| Medicaid
Summary of Significant Accounting Policies
Risk percentage	53.00%	55.00%
Customer concentration risk \| Capitated revenues \| Medicare
Summary of Significant Accounting Policies
Risk percentage	47.00%	44.00%
Customer concentration risk \| Capitated revenues \| Private pay and other
Summary of Significant Accounting Policies
Risk percentage		1.00%
Customer concentration risk \| Capitated revenues \| Private pay and other \| Maximum
Summary of Significant Accounting Policies
Risk percentage	1.00%
Customer concentration risk \| Capitated revenues \| Medicare Part D
Summary of Significant Accounting Policies
Risk percentage	12.00%	11.00%
Customer concentration risk \| External provider costs. \| Medicare Part D
Summary of Significant Accounting Policies
Risk percentage	21.00%	19.00%
Customer concentration risk \| Other service revenue \| Senior Housing
Summary of Significant Accounting Policies
Risk percentage	0.40%	0.40%

Summary of Significant Accounting Policies - Advertising Costs (Details) - USD ($) $ in Millions	12 Months Ended
	Jun. 30, 2021	Jun. 30, 2020
Summary of Significant Accounting Policies
Advertising expenses	$ 6.5	$ 8.0

Summary of Significant Accounting Policies - COVID-19 (Details) - USD ($) $ in Millions	12 Months Ended
	Jun. 30, 2021	Jun. 30, 2020
Summary of Significant Accounting Policies
Reimbursement amount allocated	$ 1.0
Reimbursement amount recognized	$ 0.3	$ 0.7

Equity (Details) - USD ($) $ in Thousands			12 Months Ended
Equity (Details) - USD ($) $ in Thousands	Oct. 15, 2020	Jul. 27, 2020	Jun. 30, 2021	Jun. 30, 2020
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Reduction in additional paid in capital			$ 323,760	$ 36,338
Transaction costs		$ 22,600	$ 28,445
Dividends		9,500
Investment in TCO Group Holdings, L.P
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Investment	$ 20,000
General and administrative expense
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Transaction costs		$ 13,100
Credit Agreement
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Repurchase (in shares)		16,095,819
Repurchase		$ 77,600
Cancellation Agreement
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Corporate, general and administrative expense		45,400
Reduction in additional paid in capital		$ 32,400
2016 Incentive Plan \| Cancellation Agreement
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Shares cancelled (in shares)		16,994,975
Shares cancelled		$ 74,600

Acquisitions (Details) $ in Thousands			12 Months Ended
Acquisitions (Details) $ in Thousands	Mar. 08, 2021 USD ($)	Aug. 07, 2018 USD ($)	Jun. 30, 2021 USD ($) item	Jun. 30, 2020 USD ($) item	Jun. 30, 2019 USD ($) item
Business Acquisition [Line Items]
Number of acquisitions executed \| item			0	0
Deferred cash consideration		$ 20,000	$ 0
Contingent consideration paid	$ 20,000
NewCourtland LIFE Program
Business Acquisition [Line Items]
Purchase price		30,000			$ 30,000
Contingent consideration paid	$ 20,000
NewCourtland LIFE Program \| Maximum
Business Acquisition [Line Items]
Deferred cash consideration		$ 20,000			20,000
Virginia PACE centers
Business Acquisition [Line Items]
Purchase price					$ 6,800
Contingent consideration paid				$ 300
Number of Virginia PACE centers acquired \| item					2
Charlottesville Area Retirement Services, Inc.
Business Acquisition [Line Items]
Purchase price					$ 5,260
Contingent consideration paid				$ 300

Variable Interest Entity (Details) $ in Millions	Jun. 30, 2021 USD ($)
PWD
Variable Interest Entity [Line Items]
Maximum exposure amount in VIE	$ 0.8

Variable Interest Entity - Schedule of Variable Interest Entity (Details) - USD ($) $ in Thousands	Jun. 30, 2021	Jun. 30, 2020	Mar. 18, 2019
Variable Interest Entity [Line Items]
Cash and cash equivalents	$ 201,466	$ 112,904	$ 9,000
Accounts receivable	32,582	46,312
Property, plant and equipment, net	142,715	102,494
Deposits and other, net	3,877	3,003
Accounts payable and accrued expenses	32,361	28,875
Current portion of long-term debt	3,790	1,938
Long-term debt, net of debt issuance costs	71,574	210,432
SH1
Variable Interest Entity [Line Items]
Cash and cash equivalents	431	435
Accounts receivable		1
Prepaid expenses and other	5	7
Property, plant and equipment, net	10,164	10,501
Deposits and other, net	390	376
Accounts payable and accrued expenses	219	199
Current portion of long-term debt	40	38
Noncurrent liabilities	454	454
Long-term debt, net of debt issuance costs	$ 3,827	$ 3,901

Nonconsolidated Entities (Details)			12 Months Ended
Nonconsolidated Entities (Details)	Feb. 09, 2021 USD ($)	Mar. 18, 2019 USD ($) $ / shares	Jun. 30, 2021 USD ($) $ / shares	Mar. 03, 2021 $ / shares	Dec. 31, 2020 item	Jun. 30, 2020 USD ($) $ / shares
Nonconsolidated Entities
Number of equity method investments \| item					2
Cash		$ 9,000,000.0	$ 201,466,000			$ 112,904,000
Land		$ 4,200,000
Cash contributions			$ 20,000,000
Par value per share \| $ / shares			$ 0.001	$ 0.001		$ 0.001
Change in fair value of warrants	$ 2,300,000		$ 2,264,000
Gain on consolidation			$ 10,900,000
InnovAge Sacramento
Nonconsolidated Entities
Percentage of additional membership interest	0.10%	0.10%
InnovAge Holding Corp.
Nonconsolidated Entities
Membership interest (as a percent)		59.90%
Adventist Health System/West Joint Venture
Nonconsolidated Entities
Percentage of issued and outstanding equity interests		5.00%
Par value per share \| $ / shares		$ 0.001
Capital contributions		$ 25,000,000.0
Warrants right to purchase common stock	$ 15,000,000.0
Warrant exercise term	1 year
InnovAge California Pace-Sacramento, LLC
Nonconsolidated Entities
Cash contributions		$ 52,000
InnovAge California Pace-Sacramento, LLC \| Adventist Health System/West Joint Venture
Nonconsolidated Entities
Membership interest (as a percent)		26.41%
InnovAge California Pace-Sacramento, LLC \| Eskaton
Nonconsolidated Entities
Membership interest (as a percent)		13.69%
InnovAge California Pace-Sacramento, LLC \| Adventist Health System/West Joint Venture
Nonconsolidated Entities
Cash contributions		$ 5,800,000
InnovAge California Pace-Sacramento, LLC \| Eskaton
Nonconsolidated Entities
Cash contributions		$ 3,000,000.0

Nonconsolidated Entities - Summary of Fair Value of the Assets Acquired and Net Liabilities Assumed (Details) - USD ($) $ in Thousands	Jun. 30, 2021	Jan. 01, 2021	Jun. 30, 2020	Jun. 30, 2019
Assets:
Goodwill	$ 124,217		$ 116,139	$ 117,268
InnovAge Sacramento
Assets:
Cash		$ 646
Accounts receivable		786
Property and equipment, net		30,667
Goodwill		8,078
Total Assets		40,177
Liabilities:
Accounts payable		530
Reported and estimated claims		330
Due to Medicaid and Medicare		77
Capital leases		428
Other liabilities		48
Total Liabilities		$ 1,413

Nonconsolidated Entities - Summary of Income Statement (Details) - USD ($) $ in Thousands	6 Months Ended	12 Months Ended
	Dec. 31, 2020	Jun. 30, 2021	Jun. 30, 2020
Revenue:
Total revenues		$ 637,800	$ 567,192
Cost of operations:
Total cost of operations		650,137	516,259
The Company's interest in net income (loss)		$ (12,337)	$ 50,933
InnovAge California Pace-Sacramento, LLC
Revenue:
Total revenues	$ 2,297
Less: members' interest	921
The Company's interest	1,376
Cost of operations:
Total cost of operations	4,538
Less: members' interest	1,820
The Company's interest	2,718
The Company's interest in net income (loss)	$ (1,342)

Investments (Details) - USD ($) $ in Millions	12 Months Ended
Investments (Details) - USD ($) $ in Millions	Jun. 30, 2021	Jun. 30, 2020	Apr. 02, 2020	Jun. 14, 2019
Investments
Observable price changes	$ 0.0	$ 0.0
Series B Preferred Stock
Investments
Investments in securities				$ 1.5
Series C Preferred Stock
Investments
Investments in securities			$ 1.1

Goodwill and Intangible Assets (Details) $ in Millions	12 Months Ended
Goodwill and Intangible Assets (Details) $ in Millions	Jun. 30, 2021 USD ($) item	Jun. 30, 2020 USD ($)
Goodwill and Intangible Assets
Number of reporting units \| item	3
Impairment of goodwill	$ 0.0	$ 0.0
Amortization expense	0.7	0.6
Intangible asset impairments	$ 0.0	$ 0.0

Goodwill and Intangible Assets - Changes in Goodwill (Details) - USD ($) $ in Thousands	12 Months Ended
	Jun. 30, 2021	Jun. 30, 2020
Goodwill [Roll Forward]
Balance as of beginning of period	$ 116,139	$ 117,268
Adjustments		(1,129)
Goodwill acquired during the period	8,078
Balance as of end of period	$ 124,217	$ 116,139

Goodwill and Intangible Assets - Intangible Asset by Major Class (Details) - USD ($) $ in Thousands	Jun. 30, 2021	Jun. 30, 2020
Intangible Assets, Net (Including Goodwill) [Abstract]
Definite-lived intangible assets	$ 6,600	$ 6,600
Indefinite-lived intangible assets	2,000
Total intangible assets	8,600	6,600
Accumulated amortization	(2,082)	(1,423)
Balance as of end of period	$ 6,518	$ 5,177

Goodwill and Intangible Assets - Future Annual Amortization Expense (Details) $ in Thousands	Jun. 30, 2021 USD ($)
Finite-Lived Intangible Assets, Net, Amortization Expense, Fiscal Year Maturity [Abstract]
2022	$ 660
2023	660
2024	660
2025	660
2026	$ 660

Leases - Assets Under Lease (Details) - USD ($) $ in Thousands	12 Months Ended
	Jun. 30, 2021	Jun. 30, 2020
Operating Leased Assets [Line Items]
Equipment	$ 187,491	$ 135,364
Less accumulated depreciation	(44,776)	(32,870)
Balance as of end of period	142,715	102,494
Rental expense	4,500	4,800
Equipment under capital leases
Operating Leased Assets [Line Items]
Equipment	13,302	9,845
Less accumulated depreciation	(7,081)	(4,829)
Balance as of end of period	$ 6,221	$ 5,016

Leases - Future Minimum Lease Payments (Details) $ in Thousands	Jun. 30, 2021 USD ($)
Capital Leases Obligations
2022	$ 2,524
2023	2,468
2024	1,941
2025	1,169
2026	134
Total	8,236
Less amount representing interest	(967)
Total minimum lease payments	7,269
Less current maturities	2,079
Noncurrent maturities	5,190
Operating Leases Minimum Lease Payments
2022	3,550
2023	4,289
2024	3,926
2025	3,450
2026	3,371
Thereafter	13,909
Total	$ 32,495

Long-term Debt - Schedule of Long-term Debt (Details) - USD ($) $ in Thousands	Jun. 30, 2021	Jun. 30, 2020
Debt Instrument [Line Items]
Total debt	$ 77,367	$ 215,026
Less unamortized debt issuance costs	2,003	2,656
Less current maturities	3,790	1,938
Noncurrent maturities	71,574	210,432
Revolving credit facility
Debt Instrument [Line Items]
Total debt	0	25,000
Senior secured term loan
Debt Instrument [Line Items]
Total debt	75,000	187,625
Convertible term loan
Debt Instrument [Line Items]
Total debt	$ 2,367	$ 2,401

Long-term Debt (Details) - USD ($) $ in Thousands					12 Months Ended
Long-term Debt (Details) - USD ($) $ in Thousands	Mar. 08, 2021	Mar. 07, 2021	Jul. 27, 2020	Sep. 01, 2015	Jun. 30, 2021	Jun. 30, 2020	May 02, 2019	May 13, 2016
Debt Instrument [Line Items]
Loss on extinguishment of long-term debt					$ 14,479
Outstanding borrowings					77,367	$ 215,026
Amortization of deferred financing costs					1,100	600
Total deferred financing costs					2,000
Revolving credit facility
Debt Instrument [Line Items]
Loan amount					75,000
Outstanding borrowings					0	$ 25,000
Interest rate (as a percent)						3.94%
Remaining borrowing capacity					100,000
Letters of credit, issued amounts					2,100
Revolving credit facility fee		0.50%
Senior secured term loan
Debt Instrument [Line Items]
Outstanding borrowings					75,000	$ 187,625
Convertible term loan
Debt Instrument [Line Items]
Outstanding borrowings					$ 2,367	$ 2,401
Interest rate (as a percent)				6.68%
Monthly principal and interest payments				$ 20
2016 Credit Agreement
Debt Instrument [Line Items]
Percentage of aggregate outstanding principal amount					0.25%
Debt extinguishment					$ 57,100
Loss on extinguishment of long-term debt					1,000
Modified debt					250,000
Outstanding borrowings					50,000
Total deferred financing costs					9,100
2016 Credit Agreement \| Revolving credit facility
Debt Instrument [Line Items]
Loan amount			$ 40,000				$ 30,000	$ 20,000
2016 Credit Agreement \| Senior secured term loan
Debt Instrument [Line Items]
Loan amount			300,000				190,000	$ 75,000
Interest rate (as a percent)						6.00%
2016 Credit Agreement \| Delayed draw term loan facility (DDTL)
Debt Instrument [Line Items]
Loan amount							$ 45,000
Termination of loan			$ 45,000
2021 Credit Agreement
Debt Instrument [Line Items]
Debt extinguishment					250,000
Loss on extinguishment of long-term debt					7,500
Modified debt					25,000
Outstanding borrowings					50,000
Total deferred financing costs					$ 2,100
Prepayment fee (as a percent)					2.00%
Prepayment fee					$ 6,000
2021 Credit Agreement \| Revolving credit facility
Debt Instrument [Line Items]
Loan amount	$ 100,000
Revolving credit facility fee	0.25%
2021 Credit Agreement \| Senior secured term loan
Debt Instrument [Line Items]
Loan amount	$ 75,000
Percentage of aggregate outstanding principal amount	1.25%
Interest rate (as a percent)					1.84%

Long-term Debt - Maturities (Details) $ in Thousands	Jun. 30, 2021 USD ($)
Long-term Debt.
2022	$ 3,790
2023	3,793
2024	3,796
2025	3,799
2026	60,052
Thereafter	2,137
Total debt	$ 77,367

Fair Value Measurements (Details) - USD ($) $ in Millions			12 Months Ended
Fair Value Measurements (Details) - USD ($) $ in Millions	Mar. 08, 2021	Aug. 07, 2018	Jun. 30, 2021	Jun. 30, 2020	Jun. 30, 2019
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Contingent consideration		$ 20.0	$ 0.0
Contingent consideration paid	$ 20.0
Transfers into Level 3			0.0	$ 0.0
Transfers out of Level 3			$ 0.0	$ 0.0
NewCourtland LIFE Program
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Purchase price		30.0			$ 30.0
Contingent consideration paid	$ 20.0
NewCourtland LIFE Program \| Maximum
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Contingent consideration		$ 20.0			$ 20.0

Stock-based Compensation - Compensation Expense (Details) - USD ($) $ in Thousands	12 Months Ended
	Jun. 30, 2021	Jun. 30, 2020
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Total share-based compensation expense	$ 47,051	$ 543
Stock Options
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Total share-based compensation expense	45,387	$ 543
Profits Interests Units
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Total share-based compensation expense	1,629
Restricted Stock Units
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Total share-based compensation expense	$ 35

Stock-based Compensation - Equity Incentive Plan (Details) - shares		12 Months Ended
	Jul. 27, 2020	Jun. 30, 2021
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Repurchase (in shares)	16,095,819	0
2016 Equity Incentive Plan
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Number of shares authorized		17,836,636
Granted (in shares)		16,994,976
Expiration period		10 years
Repurchase (in shares)	16,095,819
Number of shares cancelled	16,994,976
2016 Equity Incentive Plan \| Time Vesting Awards
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Percentage of vesting		50.00%
2016 Equity Incentive Plan \| Contingent Performance-Based Awards
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Percentage of vesting		50.00%
2016 Equity Incentive Plan \| Tranche One \| Time Vesting Awards \| Minimum
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Percentage of vesting		25.00%
2016 Equity Incentive Plan \| Tranche One \| Time Vesting Awards \| Maximum
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Percentage of vesting		62.50%

Stock-based Compensation - Weighted-Average Assumptions (Details)	12 Months Ended
	Jun. 30, 2021 $ / shares
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Expected volatility, minimum	34.90%
Expected volatility, maximum	39.30%
Interest rate, minimum	0.51%
Interest rate, maximum	1.80%
Weighted-average fair value	$ 0.48
Fair value of underlying stock	$ 4.82
Minimum
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Expected life (years)	5 years 9 months 18 days
Maximum
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Expected life (years)	6 years 2 months 12 days

Stock-based Compensation - Time-based Awards (Details) - Time-based option awards - $ / shares	12 Months Ended
	Jun. 30, 2021	Jun. 30, 2020
Number of Options
Outstanding balance, June 30, 2020	8,497,488
Cancelled	(8,497,488)
Outstanding balance, June 30, 2021		8,497,488
Option Price Range
Option price lower limit	$ 1.00	$ 1.00
Option price upper limit	2.35	2.35
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price [Abstract]
Outstanding balance, June 30, 2020		$ 1.26
Cancelled	$ 1.26
Average remaining term of outstanding awards (in years)		6 years 9 months 3 days
Average remaining term of cancelled awards (in years)	6 years 9 months 3 days

Stock-based Compensation - Performance-based Awards (Details) - Performance-based option awards - $ / shares	12 Months Ended
	Jun. 30, 2021	Jun. 30, 2020
Number of Options
Outstanding balance, June 30, 2020	8,497,488
Cancelled	(8,497,488)
Outstanding balance, June 30, 2021		8,497,488
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price [Abstract]
Outstanding balance, June 30, 2020		$ 0.78
Cancelled	$ 0.78
Average remaining term of outstanding awards (in years)		6 years 9 months 3 days
Average remaining term of cancelled awards (in years)	6 years 9 months 3 days

Stock-based Compensation - Profits Interests (Details) - 2020 Equity Incentive Plan	12 Months Ended
	Jun. 30, 2021 $ / shares shares
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Number of shares authorized	16,162,177
Profits interests granted	13,009,137
Hurdle value per unit \| $ / shares	$ 5.49

Stock-based Compensation - Monte Carlo Option Pricing Model (Details) $ / shares in Units, $ in Millions	12 Months Ended
	Jun. 30, 2021 USD ($) $ / shares
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Interest rate	1.80%
Weighted-average fair values \| $ / shares	$ 0.48
Profits Interests Units
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Expected volatility	44.00%
Expected life (years) - Time vesting units	1 year 9 months 18 days
Interest rate	0.16%
Dividend yield	0.00%
Weighted-average fair values \| $ / shares	$ 1.28
Fair value of underlying stock \| $ / shares	$ 5.49
Unrecognized compensation cost \| $	$ 10.3
Time Vesting Units
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Unrecognized compensation cost \| $	$ 6.8
Weighted-average period (in years)	1 year 2 months 12 days
Performance Vesting Units
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Unrecognized compensation cost \| $	$ 3.5

Stock-based Compensation - Profits Interests Transactions and Number of Units Outstanding (Details)	12 Months Ended
	Jun. 30, 2021 $ / shares shares
Time Vesting Units
Number of Units
Granted \| shares	6,686,568
Forfeited \| shares	(99,307)
Outstanding balance, June 30, 2021 \| shares	6,587,261
Weighted-Average Grant Date FV
Granted \| $ / shares	$ 1.28
Forfeited \| $ / shares	1.17
Outstanding balance, June 30, 2021 \| $ / shares	$ 1.28
Performance Vesting Units
Number of Units
Granted \| shares	6,322,569
Forfeited \| shares	(99,307)
Outstanding balance, June 30, 2021 \| shares	6,223,262
Weighted-Average Grant Date FV
Granted \| $ / shares	$ 0.57
Forfeited \| $ / shares	0.44
Outstanding balance, June 30, 2021 \| $ / shares	$ 0.57

Stock-based Compensation - 2021 Omnibus Incentive Plan (Details) - 2021 Omnibus Incentive Plan $ in Millions	12 Months Ended
	Jun. 30, 2021 USD ($) shares
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Number of shares authorized \| shares	14,700,000
Vesting period	3 years
Percentage of vesting	33.33%
Restricted Stock Units
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Unrecognized compensation cost \| $	$ 1.1
Weighted-average period (in years)	2 years 2 months 12 days

Stock-based Compensation - 2021 Omnibus Incentive Plan (RSU Activity) (Details) - Restricted Stock Units	12 Months Ended
	Jun. 30, 2021 $ / shares shares
Number of Units
Granted \| shares	48,470
Outstanding balance, June 30, 2021 \| shares	48,470
Weighted-Average Grant Date FV
Granted \| $ / shares	$ 22.87
Outstanding balance, June 30, 2021 \| $ / shares	$ 22.87

Treasury Stock (Details) - USD ($) $ / shares in Units, $ in Millions		12 Months Ended
	Jul. 27, 2020	Jun. 30, 2021	Jun. 30, 2020
Treasury Stock.
Repurchase (in shares)	16,095,819	0
Treasury stock cost per share (in dollars per share)	$ 4.82	$ 0.0	$ 1.89
Treasury stock, value	$ 77.6
Treasury stock transaction (in shares)		0

Income Taxes (Details)	12 Months Ended
Income Taxes (Details)	Jun. 30, 2021	Jun. 30, 2020
Income Taxes
Effective tax rate (as a percent)	(27.90%)	28.00%
Federal statutory tax rate (as a percent)	21.00%	21.00%

Income Taxes - Effective Income Tax Reconciliation (Details)	12 Months Ended
	Jun. 30, 2021 USD ($) employee	Jun. 30, 2020 USD ($)
Income Taxes
Statutory rate	$ (7,343,000)	$ 7,483,000
IRC Section 162(m) limitation	12,526,000
Transaction costs	2,770,000
Change in valuation allowance	1,500,000	(128,000)
Permanent adjustments	306,000	268,000
Prior year true-up and other	(227,000)	347,000
Income from entities not subject to taxation	66,000	108,000
State tax	173,000	1,790,000
Provision for income taxes	$ 9,771,000	$ 9,868,000
Highest compensation paid, Officers \| employee	5
Nondeductible compensation paid	$ 1,000,000

Income Taxes - Provision for Income Taxes (Details) - USD ($) $ in Thousands	12 Months Ended
	Jun. 30, 2021	Jun. 30, 2020
Current:
Federal	$ 2,710	$ 5,382
State	642	1,313
Total current tax expense	3,352	6,695
Deferred:
Federal	5,342	2,349
State	1,077	824
Total deferred tax expense	6,419	3,173
Provision for income taxes	$ 9,771	$ 9,868

- Definition

Amount of current income tax expense (benefit) and deferred income tax expense (benefit) pertaining to continuing operations.

+ References + Details

Income Taxes - Components of Deferred Tax Assets and Liabilities (Details) - USD ($) $ in Thousands	Jun. 30, 2021	Jun. 30, 2020
Deferred tax assets:
Amortization	$ 2,241	$ 2,033
State net operating losses	1,887	387
Transaction costs	1,092	1,204
Provision for uncollectible accounts	1,112	1,644
Accrued vacation	979	984
Reported and estimated claims	941	889
Stock-based compensation	428	856
Accrued bonuses	65	38
Total deferred tax assets	8,745	8,035
Valuation allowance	(1,887)	(387)
Deferred tax assets, net of valuation allowance	6,858	7,648
Deferred tax liabilities:
Goodwill	(9,934)	(8,057)
Depreciation	(7,394)	(8,053)
Equity investment	(3,222)	(6)
Prepaid expenses	(2,008)	(814)
Total deferred tax liabilities	(22,558)	(16,930)
Net deferred tax liability	$ (15,700)	$ (9,282)

Income Taxes - Carryforwards (Details) - USD ($) $ in Thousands	Jun. 30, 2021	Jun. 30, 2020
Operating Loss Carryforwards [Line Items]
Valuation allowance	$ 1,887	$ 387
Uncertain tax positions	0	0
State
Operating Loss Carryforwards [Line Items]
Net operating loss carryforwards	30,900	15,000
Federal
Operating Loss Carryforwards [Line Items]
Net operating loss carryforwards	$ 0	$ 0

Related Parties (Details) - USD ($)	12 Months Ended
Related Parties (Details) - USD ($)	Jun. 30, 2021	Jun. 30, 2020
Related Party Transaction [Line Items]
Revenue from related parties	$ 35,000
Deposits and other
Related Party Transaction [Line Items]
Loans and leases receivable, related parties	$ 700,000	$ 600,000

Segment Reporting (Details)	12 Months Ended
Segment Reporting (Details)	Jun. 30, 2021 item Center segment
Segment Reporting Information [Line Items]
Number of reportable segments	1
PACE
Segment Reporting Information [Line Items]
Number of operating segments	3
Number of PACE participants \| item	6,850
Operating segments
Segment Reporting Information [Line Items]
Number of operating segments	5
Operating segments \| PACE
Segment Reporting Information [Line Items]
Number of geographic divisions	3
Number of reportable segments	1
Number of PACE participants \| item	6,850
Number of PACE centers \| Center	18
Operating segments \| Others
Segment Reporting Information [Line Items]
Number of operating segments	2

Segment Reporting - Operating Results (Details) - USD ($) $ in Thousands	12 Months Ended
	Jun. 30, 2021	Jun. 30, 2020
Segment Reporting Information [Line Items]
Total revenues	$ 637,800	$ 567,192
External provider costs	309,317	272,832
Cost of care, excluding depreciation and amortization	154,403	153,056
Equity loss	(1,343)	(678)
Other operating (income) expense	(18,211)	(920)
Interest expense, net	16,787	14,619
Loss on extinguishment of debt	(14,479)
Gain on equity method investment	(10,871)
Other expense (income)	(2,237)	(681)
Income (Loss) Before Income Taxes	(34,969)	35,633
Capitation revenue
Segment Reporting Information [Line Items]
Total revenues	635,322	564,834
Other service revenue
Segment Reporting Information [Line Items]
Total revenues	2,478	2,358
Operating segments
Segment Reporting Information [Line Items]
Total revenues	637,800	567,192
External provider costs	309,317	272,832
Cost of care, excluding depreciation and amortization	154,403	153,056
Center-Level Contribution Margin	174,080	141,304
Overhead costs	154,569	77,482
Depreciation and amortization	12,294	11,291
Equity loss	1,343	678
Other operating (income) expense	18,211	920
Interest expense, net	16,787	14,619
Loss on extinguishment of debt	14,479
Gain on equity method investment	(10,871)
Other expense (income)	2,237	681
Income (Loss) Before Income Taxes	(34,969)	35,633
Operating segments \| Capitation revenue
Segment Reporting Information [Line Items]
Total revenues	635,322	564,834
Operating segments \| Other service revenue
Segment Reporting Information [Line Items]
Total revenues	2,478	2,358
Operating segments \| PACE
Segment Reporting Information [Line Items]
Total revenues	635,616	565,177
External provider costs	309,317	272,832
Cost of care, excluding depreciation and amortization	151,412	149,637
Center-Level Contribution Margin	174,887	142,708
Overhead costs	154,607	77,482
Depreciation and amortization	11,951	10,506
Equity loss	1,343	677
Other operating (income) expense	18,211	918
Interest expense, net	16,595	14,357
Loss on extinguishment of debt	14,479
Gain on equity method investment	(10,871)
Other expense (income)	2,237	567
Income (Loss) Before Income Taxes	(33,665)	38,201
Operating segments \| PACE \| Capitation revenue
Segment Reporting Information [Line Items]
Total revenues	635,322	564,834
Operating segments \| PACE \| Other service revenue
Segment Reporting Information [Line Items]
Total revenues	294	343
Operating segments \| Others
Segment Reporting Information [Line Items]
Total revenues	2,184	2,015
Cost of care, excluding depreciation and amortization	2,991	3,419
Center-Level Contribution Margin	(807)	(1,404)
Overhead costs	(38)
Depreciation and amortization	343	785
Equity loss		1
Other operating (income) expense		2
Interest expense, net	192	262
Other expense (income)		114
Income (Loss) Before Income Taxes	(1,304)	(2,568)
Operating segments \| Others \| Other service revenue
Segment Reporting Information [Line Items]
Total revenues	$ 2,184	$ 2,015

Earnings per Share (Details) - USD ($) $ / shares in Units, $ in Thousands	12 Months Ended
	Jun. 30, 2021	Jun. 30, 2020
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Net income (loss) attributable to InnovAge Holding Corp.	$ (43,986)	$ 26,278
Weighted average common shares outstanding (basic)	123,618,702	132,616,431
EPS (basic)	$ (0.36)	$ 0.20
Dilutive shares		2,617,199
Weighted average common shares outstanding (diluted)	123,618,702	135,233,630
EPS (diluted)	$ (0.36)	$ 0.19
Performance-based option awards
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Performance-based units, respectively, excluded from the calculation of diluted EPS		8,084,243

- Definition

The amount of net income (loss) for the period per each share of common stock or unit outstanding during the reporting period.

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The amount of net income (loss) for the period available to each share of common stock or common unit outstanding during the reporting period and to each share or unit that would have been outstanding assuming the issuance of common shares or units for all dilutive potential common shares or units outstanding during the reporting period.

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The portion of profit or loss for the period, net of income taxes, which is attributable to the parent.

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+ Details

Subsequent Event (Details) - Jetdoc, Inc. - Subsequent Event $ in Millions	1 Months Ended
	Aug. 31, 2021 USD ($) shares
Subsequent Event [Line Items]
Shares acquired \| shares	806,481
Cash consideration \| $	$ 2.0