0001834376-23-000008 | 10-Q | XBRL Viewer

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Condensed Consolidated Balance Sheets - USD ($) $ in Thousands	Mar. 31, 2023	Jun. 30, 2022
Current Assets
Cash and cash equivalents	$ 121,706	$ 184,429
Short-term investments	45,847	0
Restricted cash	16	17
Accounts receivable, net of allowance ($3,936 – March 31, 2023 and $3,403 – June 30, 2022)	34,197	35,907
Prepaid expenses	13,924	13,842
Income tax receivable	254	6,761
Total current assets	215,944	240,956
Noncurrent Assets
Property and equipment, net	192,911	176,260
Operating lease assets	21,906	0
Investments	5,493	5,493
Deposits and other	3,573	2,812
Goodwill	124,217	124,217
Other intangible assets, net	5,363	5,858
Total noncurrent assets	353,463	314,640
Total assets	569,407	555,596
Current Liabilities
Accounts payable and accrued expenses	48,198	50,562
Reported and estimated claims	39,095	38,454
Due to Medicaid and Medicare	11,001	9,130
Income tax payable	1,220	0
Current portion of long-term debt	3,795	3,793
Current portion of finance lease obligations	4,946	3,368
Current portion of operating lease obligations	3,402	0
Deferred revenue	26,032	0
Total current liabilities	137,689	105,307
Noncurrent Liabilities
Deferred tax liability, net	5,714	17,761
Finance lease obligations	13,381	9,440
Operating lease obligations	20,110	0
Other noncurrent liabilities	1,183	1,134
Long-term debt, net of debt issuance costs	65,687	68,210
Total liabilities	243,764	201,852
Commitments and Contingencies (See Note 9)
Redeemable Noncontrolling Interests (See Note 4)	13,461	15,278
Stockholders’ Equity
Common stock, $0.001 par value; 500,000,000 authorized as of March 31, 2023 and June 30, 2022; 135,602,464 and 135,532,811 issued shares as of March 31, 2023 and June 30, 2022, respectively	136	136
Additional paid-in capital	330,955	327,499
Retained earnings (deficit)	(24,767)	4,729
Total InnovAge Holding Corp.	306,324	332,364
Noncontrolling interests	5,858	6,102
Total stockholders’ equity	312,182	338,466
Total liabilities and stockholders’ equity	$ 569,407	$ 555,596

Leases (Tables)

9 Months Ended

Mar. 31, 2023

Leases [Abstract]

Schedule of Assets and Liabilities Related to Leases

The following table presents the components of our ROU assets and their classification in our Balance Sheet at March 31, 2023:


Component of Lease Balances	Balance Sheet Line Items	Nine months ended March 31, 2023
		in thousands
Assets:
Operating lease assets	Operating lease assets	$	21,906
Finance lease assets	Property and equipment, net	16,663
Total leased assets		$	38,569

Schedule of Lease Cost

The following table presents the components of our lease cost and the classification of such costs in our Statements of Operations for the nine months ended March 31, 2023:


Component of Lease Cost	Statements of Operations Line Items	Nine months ended March 31, 2023
		in thousands
Operating lease cost	Cost of care excluding depreciation and amortization and Corporate, general and administrative	$	3,334
Finance lease expense:
Amortization of leased assets	Depreciation and amortization	2,923
Interest on lease liabilities	Interest expense, net	901
Variable lease cost	Cost of care excluding depreciation and amortization and Corporate, general and administrative	—
Short-term lease cost	Cost of care excluding depreciation and amortization and Corporate, general and administrative	23
Total lease expense		$	7,181

Schedule of Weighted Average Lease Terms and Discount Rates

The following table includes the weighted-average lease terms and discount rates for operating and finance leases as of March 31, 2023:


Weighted average remaining lease term:			March 31, 2023
Operating leases			8.8 years
Finance leases			3.8 years


Weighted average discount rate:	March 31, 2023
Operating leases	6.61	%
Finance leases	8.76	%

Schedule of Future Maturities of Lease Payments for Operating Leases

The following table includes the future maturities of lease payments for operating leases and finance leases for periods subsequent to March 31, 2023:


in thousands	Operating Lease		Finance Lease		Total
Amount remaining in 2023	$	1,645	$	1,747	$	3,392
2024	4,651		5,828		10,479
2025	4,345		5,045		9,390
2026	4,274		4,021		8,295
2027	3,981		3,325		7,306
Thereafter	10,173		1,587		11,760
Total lease payments	29,069		21,553		50,622
Less liability accretion / imputed interest	(5,557)		(3,226)		(8,783)
Total lease liabilities	23,512		18,327		41,839
Less: Current lease liabilities	3,402		4,946		8,348
Total long-term lease liabilities	$	20,110	$	13,381	$	33,491

Schedule of Future Maturities of Lease Payments for Finance Leases

The following table includes the future maturities of lease payments for operating leases and finance leases for periods subsequent to March 31, 2023:


in thousands	Operating Lease		Finance Lease		Total
Amount remaining in 2023	$	1,645	$	1,747	$	3,392
2024	4,651		5,828		10,479
2025	4,345		5,045		9,390
2026	4,274		4,021		8,295
2027	3,981		3,325		7,306
Thereafter	10,173		1,587		11,760
Total lease payments	29,069		21,553		50,622
Less liability accretion / imputed interest	(5,557)		(3,226)		(8,783)
Total lease liabilities	23,512		18,327		41,839
Less: Current lease liabilities	3,402		4,946		8,348
Total long-term lease liabilities	$	20,110	$	13,381	$	33,491

Schedule of Operating Lease Minimum Lease Payments

The following table includes the future maturities of minimum rental payments that are required to be paid under all non-cancelable operating and capital lease obligations as previously disclosed in our 2022 10-K, prior to the adoption of ASC 842:


in thousands	Operating Lease		Capital Lease
Amount remaining in 2023	$	4,873	$	4,405
2024	4,581		3,909
2025	4,122		3,126
2026	4,061		2,092
2027	3,764		1,393
Thereafter	10,265		535
Total minimal rental payments	31,666		15,460
Less: Amount representing interest			(2,652)
Subtotal			12,808
Current portion			3,368
Long-term portion			$	9,440

Schedule of Capital Lease Minimum Lease Payments


in thousands	Operating Lease		Capital Lease
Amount remaining in 2023	$	4,873	$	4,405
2024	4,581		3,909
2025	4,122		3,126
2026	4,061		2,092
2027	3,764		1,393
Thereafter	10,265		535
Total minimal rental payments	31,666		15,460
Less: Amount representing interest			(2,652)
Subtotal			12,808
Current portion			3,368
Long-term portion			$	9,440

Revenue Recognition (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
Revenue Recognition (Details) - USD ($) $ in Thousands	Mar. 31, 2023	Mar. 31, 2022	Mar. 31, 2023	Mar. 31, 2022	Jun. 30, 2022
Revenue Recognition
Pooled capitated payment			100.00%
Amortization period of cost to obtain contract			3 years
Contract assets	$ 700		$ 700		$ 0
Allowances for uncollectable accounts	$ 3,936		$ 3,936		$ 3,403
Revenue from Contract with Customer Benchmark \| Customer Concentration Risk
Revenue Recognition
Risk percentage			100.00%	100.00%
Medicare Part D \| Revenue from Contract with Customer Benchmark \| Customer Concentration Risk
Revenue Recognition
Risk percentage	12.00%	12.00%	12.00%	12.00%
Senior Housing \| Other service revenue \| Customer Concentration Risk
Revenue Recognition
Risk percentage	0.20%	0.20%	0.20%	0.20%

Goodwill and Intangible Assets (Details)	3 Months Ended		9 Months Ended
Goodwill and Intangible Assets (Details)	Mar. 31, 2023 USD ($)	Mar. 31, 2022 USD ($)	Mar. 31, 2023 USD ($) reporting_unit	Mar. 31, 2022 USD ($)	Jun. 30, 2022 USD ($)
Goodwill and Intangible Assets Disclosure [Abstract]
Goodwill	$ 124,217,000		$ 124,217,000		$ 124,217,000
Number of reporting units \| reporting_unit			3
Impairment of goodwill			$ 0	$ 0
Intangible asset amortization expense	$ 200,000	$ 200,000	500,000	500,000
Intangible asset impairments			$ 0	$ 0

- Definition

Amount after accumulated impairment loss of an asset representing future economic benefits arising from other assets acquired in a business combination that are not individually identified and separately recognized.

+ References + Details

Fair Value Measurements - Narrative (Details) - USD ($) $ in Thousands	Mar. 31, 2023	Dec. 31, 2022	Jun. 30, 2022	Mar. 31, 2022	Dec. 31, 2021	Jun. 30, 2021
Fair Value Disclosures [Abstract]
Redeemable Noncontrolling Interests	$ 13,461	$ 14,054	$ 15,278	$ 15,996	$ 18,850	$ 16,986

Cover - shares	9 Months Ended
Cover - shares	Mar. 31, 2023	May 08, 2023
Cover [Abstract]
Document Type	10-Q
Document Quarterly Report	true
Document Period End Date	Mar. 31, 2023
Document Transition Report	false
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 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 Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Accelerated Filer
Entity Small Business	true
Entity Emerging Growth Company	true
Entity Ex Transition Period	false
Entity Shell Company	false
Entity Common Stock, Shares Outstanding		135,630,167
Entity Central Index Key	0001834376
Current Fiscal Year End Date	--06-30
Document Fiscal Year Focus	2023
Document Fiscal Period Focus	Q3
Amendment Flag	false

Condensed Consolidated Statements of Operations - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Mar. 31, 2023	Mar. 31, 2022	Mar. 31, 2023	Mar. 31, 2022
Revenues
Total revenues	$ 172,539	$ 177,359	$ 511,213	$ 525,780
Expenses
External provider costs	89,805	103,254	279,550	284,299
Cost of care, excluding depreciation and amortization	53,949	46,102	158,881	129,740
Sales and marketing	5,314	6,144	13,502	19,117
Corporate, general and administrative	27,648	24,682	86,646	74,248
Depreciation and amortization	3,992	3,850	11,087	10,435
Total expenses	180,708	184,032	549,666	517,839
Operating Income (Loss)	(8,169)	(6,673)	(38,453)	7,941
Other Income (Expense)
Interest expense, net	(405)	(709)	(1,231)	(1,930)
Other income (expense)	(101)	108	380	(358)
Total other expense	(506)	(601)	(851)	(2,288)
Income (Loss) Before Income Taxes	(8,675)	(7,274)	(39,304)	5,653
Provision (Benefit) for Income Taxes	(1,365)	(4,116)	(7,747)	81
Net Income (Loss)	(7,310)	(3,158)	(31,557)	5,572
Less: net loss attributable to noncontrolling interests	(680)	(337)	(2,061)	(616)
Net Income (Loss) Attributable to InnovAge Holding Corp.	$ (6,630)	$ (2,821)	$ (29,496)	$ 6,188
Weighted-average number of common shares outstanding - basic (in shares)	135,601,327	135,516,608	135,581,971	135,516,544
Weighted-average number of common shares outstanding - diluted (in shares)	135,601,327	135,516,608	135,581,971	135,530,793
Net income (loss) per share - basic (in dollars per share)	$ (0.05)	$ (0.02)	$ (0.22)	$ 0.05
Net income (loss) per share - diluted (in dollars per share)	$ (0.05)	$ (0.02)	$ (0.22)	$ 0.05
Capitation revenue
Revenues
Total revenues	$ 172,196	$ 176,988	$ 510,268	$ 524,507
Other service revenue
Revenues
Total revenues	$ 343	$ 371	$ 945	$ 1,273

Commitments and Contingencies (Details) $ in Millions	3 Months Ended
Commitments and Contingencies (Details) $ in Millions	Mar. 31, 2023 USD ($)
Commitments and Contingencies Disclosure [Abstract]
Settlement agreement amount subject to court approval	$ 1.2

Segment Reporting - Narrative (Details)	9 Months Ended
Segment Reporting - Narrative (Details)	Mar. 31, 2023 segment division
Segment Reporting Information [Line Items]
Number of operating segments	5
Number of reportable segments	1
PACE
Segment Reporting Information [Line Items]
Number of operating segments	3
Number of geographic divisions \| division	3
All other
Segment Reporting Information [Line Items]
Number of operating segments	2

Long-Term Debt (Tables)

9 Months Ended

Mar. 31, 2023

Debt Disclosure [Abstract]

Schedule of Long-term Debt

Long-term debt consisted of the following at March 31, 2023 and June 30, 2022:


	March 31, 2023		June 30, 2022
	in thousands
Senior secured borrowings:
Term Loan Facility	$	68,438	$	71,250
Convertible term loan	2,296		2,327
Total debt	70,734		73,577
Less: unamortized debt issuance costs	1,252		1,574
Less: current maturities	3,795		3,793
Noncurrent maturities	$	65,687	$	68,210

- 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.

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+ Details

Long-Term Debt - Schedule of Long-term Debt (Details) - USD ($) $ in Thousands	Mar. 31, 2023	Jun. 30, 2022
Debt Instrument [Line Items]
Outstanding borrowings	$ 70,734	$ 73,577
Less: unamortized debt issuance costs	1,252	1,574
Less: current maturities	3,795	3,793
Long-term debt, net of debt issuance costs	65,687	68,210
Term Loan Facility
Debt Instrument [Line Items]
Outstanding borrowings	68,438	71,250
Convertible term loan
Debt Instrument [Line Items]
Outstanding borrowings	$ 2,296	$ 2,327

Cost Method and Equity Method Investments - Equity Method and Cost Method Investments (Details) - USD ($) $ in Thousands	Mar. 31, 2023	Jun. 30, 2022
Investments, Debt and Equity Securities [Abstract]
Cost method investments	$ 4,645	$ 4,645
Equity method investments	848	848
Total investments	$ 5,493	$ 5,493

Income Taxes (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
Income Taxes (Details) - USD ($) $ in Thousands	Mar. 31, 2023	Mar. 31, 2022	Mar. 31, 2023	Mar. 31, 2022	Jun. 30, 2022
Income Tax Disclosure [Abstract]
Income tax provision (benefit)	$ (1,365)	$ (4,116)	$ (7,747)	$ 81
Effective tax rate (as a percent)	17.20%	56.60%	19.70%	1.40%
Valuation allowance	$ 4,700		$ 4,700		$ 4,100

- Definition

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

+ References + Details

Commitments and Contingencies	9 Months Ended
Commitments and Contingencies	Mar. 31, 2023
Commitments and Contingencies Disclosure [Abstract]
Commitments and Contingencies	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, including those described below. 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. On October 14, 2021, and subsequently amended on June 21, 2022, the Company was named as a defendant in a putative class action complaint filed in the District Court for the District of Colorado on behalf of individuals who purchased or acquired shares of the Company’s common stock during a specified period. Through the complaint, plaintiffs are asserting claims against the Company, certain of the Company’s officers and directors, the Company’s former CEO, Apax Partners, L.P., Welsh, Carson, Anderson & Stowe and the underwriters in the Company’s IPO alleging violations of Sections 11, 12(a)(2) and 15 of the Securities Act of 1933 and Sections 10(b) and 20(a) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), for making allegedly inaccurate and misleading statements and omissions in connection with the Company’s IPO and subsequent earnings calls and public filings, and seeking to impose control person liability against the officer and director defendants, Apax Partners, L.P. and Welsh, Carson, Anderson & Stowe. The complaint seeks compensatory damages, among other things. On September 13, 2022, the Company and the officer and director defendants and Apax Partners, L.P. and Welsh, Carson, Anderson & Stowe filed a motion to dismiss the amended complaint for failure to state a claim upon which relief can be granted. We are currently unable to predict the outcome of this matter. In July 2021, the Company received a civil investigative demand from the Attorney General for the State of Colorado under the Colorado Medicaid False Claims Act. The demand requests information and documents regarding Medicaid billing, patient services and referrals in connection with the Company’s PACE program in Colorado. The Company continues to fully cooperate with the Attorney General and produce the requested information and documentation. We are currently unable to predict the outcome of this investigation. In February 2022, the Company received a civil investigative demand from the Department of Justice (“DOJ”) under the Federal False Claims Act on similar subject matter. The demand requests information and documents regarding audits, billing, orders tracking, and quality and timeliness of patient services in connection with the Company’s PACE programs in the states where the Company operates (California, Colorado, New Mexico, Pennsylvania, and Virginia). In December 2022, the Company received a supplemental civil investigative demand requesting supplemental information on the same matters. The Company continues to fully cooperate with the DOJ and produce the requested information and documentation. We are currently unable to predict the outcome of this investigation. On April 20, 2022, the Board of Directors of the Company received a books and records demand pursuant to Section 220 of the Delaware General Corporation Law, from a purported stockholder of the Company, in connection with the stockholder’s investigation of, among other matters, potential breaches of fiduciary duty, mismanagement, self-dealing, corporate waste or other violations of law by the Company’s Board with respect to these matters. We are currently unable to predict the outcome of this matter. In the first quarter of 2023, the Company agreed to settle a wage and hour class action lawsuit in the State of California for a cash payment of $1.2 million. The agreement is subject to court approval. Because the results of legal proceedings and claims are inherently unpredictable and uncertain, we are currently unable to predict whether the legal proceedings we are involved in will, either individually or in the aggregate, have a material adverse effect on our business, financial condition, or cash flows. The outcomes of legal proceedings and claims could be material to the Company’s operating results for any particular period, depending in part, upon the operating results of such period. Regardless of the outcome, litigation has the potential to have an adverse impact on us due to any related defense and settlement costs, diversion of management resources, and other factors.

Stock-based Compensation - 2021 Omnibus Incentive Plan (RSU Activity) (Details) $ / shares in Units, $ in Millions	9 Months Ended
	Mar. 31, 2023 USD ($) $ / shares shares
Time Based Restricted Stock Units
Number of awards
Outstanding balance, beginning (in shares) \| shares	476,768
Granted (in shares) \| shares	1,048,298
Forfeited (in shares) \| shares	(184,141)
Vested (in shares) \| shares	(124,919)
Outstanding balance, ending (in shares) \| shares	1,216,006
Weighted average grant-date fair value per share
Outstanding balance, beginning (in dollars per share) \| $ / shares	$ 9.69
Granted (in dollars per share) \| $ / shares	6.07
Forfeited (in dollars per share) \| $ / shares	5.44
Vested (in dollars per share) \| $ / shares	5.23
Outstanding balance, ending (in dollars per share) \| $ / shares	$ 6.61
Weighted-average period (in years)	2 years 1 month 6 days
Unrecognized compensation cost \| $	$ 6.2
Performance Based Restricted Stock Units
Number of awards
Outstanding balance, beginning (in shares) \| shares	258,767
Granted (in shares) \| shares	0
Forfeited (in shares) \| shares	0
Vested (in shares) \| shares	0
Outstanding balance, ending (in shares) \| shares	258,767
Weighted average grant-date fair value per share
Outstanding balance, beginning (in dollars per share) \| $ / shares	$ 5.18
Granted (in dollars per share) \| $ / shares	0
Forfeited (in dollars per share) \| $ / shares	0
Vested (in dollars per share) \| $ / shares	0
Outstanding balance, ending (in dollars per share) \| $ / shares	$ 5.18
Weighted-average period (in years)	2 years 7 months 6 days
Unrecognized compensation cost \| $	$ 0.9

Earnings per Share (Details) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended		9 Months Ended
	Mar. 31, 2023	Mar. 31, 2022	Mar. 31, 2023	Mar. 31, 2022
Earnings Per Share [Abstract]
Potentially anti-dilutive shares (in shares)	659,761	0	37,901	0
Net income (loss) attributable to InnovAge Holding Corp.	$ (6,630)	$ (2,821)	$ (29,496)	$ 6,188
Weighted average common shares outstanding (basic) (in shares)	135,601,327	135,516,608	135,581,971	135,516,544
EPS (basic) (in dollars per share)	$ (0.05)	$ (0.02)	$ (0.22)	$ 0.05
Dilutive shares (in shares)	0	0	0	14,249
Weighted average common shares outstanding (diluted) (in shares)	135,601,327	135,516,608	135,581,971	135,530,793
EPS (diluted) (in dollars per share)	$ (0.05)	$ (0.02)	$ (0.22)	$ 0.05

- Definition

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

+ References

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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

Revenue Recognition (Tables)

9 Months Ended

Mar. 31, 2023

Revenue from Contract with Customer [Abstract]

Schedule of Source of Revenue

The Company disaggregates capitation revenue from the following sources for the nine months ended:


	March 31,
	2023		2022
Medicaid	55	%	53	%
Medicare	45	%	46	%
Private pay and other	*%		1	%
Total	100	%	100	%

* Less than 1%

Schedule of Concentration of Net Receivable

The concentration of net receivables from participants and third-party payers was as follows:


	March 31, 2023		June 30, 2022
Medicaid	41	%	70	%
Medicare	52	%	22	%
Private pay and other	7	%	8	%
Total	100	%	100	%

Summary of Significant Accounting Policies (Tables)

9 Months Ended

Mar. 31, 2023

Accounting Policies [Abstract]

Schedule of Property and Equipment

Property and equipment were comprised of the following as of March 31, 2023 and June 30, 2022:


dollars in thousands	Estimated Useful Lives	March 31, 2023		June 30, 2022
Land	N/A	$	11,969	$	11,980
Buildings and leasehold improvements	10 - 40 years	124,231		122,076
Software	3 - 5 years	26,594		16,264
Equipment and vehicles	3 - 7 years	57,035		47,546
Construction in progress	N/A	40,467		35,479
		260,296		233,345
Less: accumulated depreciation and amortization		(67,385)		(57,085)
Total property and equipment, net		$	192,911	$	176,260

Fair Value Measurements - Fair Value of Assets Measured on Recurring Basis (Details) $ in Thousands	Mar. 31, 2023 USD ($)
Fair values, Assets Measured on a Recurring Basis
Amortized Cost	$ 166,706
Unrealized Gains	847
Unrealized Losses	0
Fair Value	167,553
Cash and Cash Equivalents	121,706
Short- term Investments	45,847
Cash
Fair values, Assets Measured on a Recurring Basis
Amortized Cost	40,221
Unrealized Gains	0
Unrealized Losses	0
Fair Value	40,221
Cash and Cash Equivalents	40,221
Short- term Investments	0
Money market funds \| Level 1
Fair values, Assets Measured on a Recurring Basis
Amortized Cost	81,485
Unrealized Gains	0
Unrealized Losses	0
Fair Value	81,485
Cash and Cash Equivalents	81,485
Short- term Investments	0
Mutual funds \| Level 1
Fair values, Assets Measured on a Recurring Basis
Amortized Cost	45,000
Unrealized Gains	847
Unrealized Losses	0
Fair Value	45,847
Cash and Cash Equivalents	0
Short- term Investments	$ 45,847

Stock-based Compensation - Profits Interests (Details) $ in Millions	3 Months Ended	9 Months Ended
	Mar. 31, 2023 USD ($) shares	Mar. 31, 2023 USD ($) shares
Profits interests units
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Unrecognized compensation cost \| $	$ 2.3	$ 2.3
Time Vesting Units
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Profits interests granted (in shares)		0
Unrecognized compensation cost \| $	1.1	$ 1.1
Weighted-average period (in years)		10 months 24 days
Performance Vesting Units
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Profits interests granted (in shares)		0
Unrecognized compensation cost \| $	$ 1.2	$ 1.2
2020 Equity Incentive Plan
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Profits interests granted (in shares)		13,009,137
Granted (in shares)	0	0
2020 Equity Incentive Plan \| Maximum
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Number of shares authorized (in shares)	16,162,177	16,162,177

Income Taxes	9 Months Ended
Income Taxes	Mar. 31, 2023
Income Tax Disclosure [Abstract]
Income Taxes	Income Taxes The Company recorded an income tax benefit of $1.4 million and an income tax benefit of $4.1 million for the three months ended March 31, 2023 and 2022, respectively. The Company recorded an income tax benefit of $7.7 million and an income tax provision of $0.1 million for the nine months ended March 31, 2023 and 2022, respectively. This represents an effective tax rate of 17.2% and 56.6% for the three months ended March 31, 2023 and 2022, respectively. This represents an effective tax rate of 19.7% and 1.4% for the nine months ended March 31, 2023 and 2022, respectively. The effective rate for the nine months ended March 31, 2023 was different from the federal statutory rate primarily due to the Company’s book loss offset partially by disallowed officers’ compensation under Internal Revenue Code (“IRC”) Section 162(m), disallowed stock options related to the profit interest units, exclusion of losses from entities not subject to tax, and lobbying expenses which occurred during the three month period. The Company assesses the valuation allowance recorded against deferred tax assets at each reporting date. The determination of whether a valuation allowance for deferred tax assets is appropriate requires the evaluation of positive and negative evidence that can be objectively verified. Consideration must be given to all sources of taxable income available to realize deferred tax assets, including, as applicable, the future reversal of existing temporary differences, future taxable income forecasts exclusive of the reversal of temporary differences and carryforwards, taxable income in carryback years and tax planning strategies. In estimating income taxes, the Company assesses the relative merits and risks of the appropriate income tax treatment of transactions taking into account statutory, judicial, and regulatory guidance. As of the nine-month period ended March 31, 2023, the Company has determined that it is not “more likely than not” that the deferred tax assets associated with certain state net operating losses will be realized and as such continues to maintain a valuation allowance against these state deferred tax assets. The Company has also determined it is not "more likely than not" that the deferred tax assets associated with certain federal net operating losses will be realized and as such has included a valuation allowance against these federal deferred tax assets. The Company has provided $4.7 million at March 31, 2023 and $4.1 million at June 30, 2022, as a valuation allowance against its deferred tax assets for federal and 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.

- 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

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 740
-SubTopic 10
-Section 50
-Paragraph 21
-URI https://asc.fasb.org/extlink&oid=121826272&loc=d3e32857-109319

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 740
-SubTopic 10
-Section S99
-Paragraph 2
-Subparagraph (SAB Topic 11.C)
-URI https://asc.fasb.org/extlink&oid=122134291&loc=d3e330215-122817

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 740
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-Section 50
-Paragraph 17
-Subparagraph (b)
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Reference 4: http://www.xbrl.org/2003/role/disclosureRef
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-Publisher FASB
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-URI https://asc.fasb.org/extlink&oid=121826272&loc=d3e32705-109319

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
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Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
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Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 740
-SubTopic 30
-Section 50
-Paragraph 2
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-URI https://asc.fasb.org/extlink&oid=6424122&loc=d3e41874-109331

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 235
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-Section S99
-Paragraph 1
-Subparagraph (SX 210.4-08(h)(2))
-URI https://asc.fasb.org/extlink&oid=120395691&loc=d3e23780-122690

+ Details

Stock-based Compensation

9 Months Ended

Mar. 31, 2023

Share-Based Payment Arrangement [Abstract]

Stock-based Compensation

A summary of our aggregate stock-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.


	Three months ended March 31,				Nine months ended March 31,
	2023		2022		2023		2022
	in thousands				in thousands

Stock options	$	246	$	269	$	780	$	359
Profits interests units	205		66		662		1,095
Restricted stock units	757		510		2,279		1,132
Total stock-based compensation expense	$	1,208	$	845	$	3,721	$	2,586

2020 Equity Incentive Plan

Profits Interests

TCO Group Holdings, L.P. (the “LP”), the Company’s largest shareholder and prior to the IPO, the Company’s parent, maintains the 2020 Equity Incentive Plan pursuant to which interests in the LP in the form of Class B Units (profits interests) could be granted to employees, directors, consultants, and advisers. A maximum number of 16,162,177 Class B Units were authorized for grant under the 2020 Equity Incentive Plan. As of March 31, 2023, a total of 13,009,137 profits interests units had been granted under the 2020 Equity Incentive Plan.

The Company used the Monte Carlo option model to determine the fair value of the profits interests units at the time of the grant. There were no grants awarded during the three and nine months ended March 31, 2023.

A summary of profits interests activity for the nine months ended March 31, 2023 was as follows:


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

Outstanding balance, June 30, 2022	2,158,071	$	1.28
Granted	—	$	—
Forfeited	(49,654)	$	1.28
Vested	(844,081)	$	1.28
Outstanding balance, March 31, 2023	1,264,336	$	1.28


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

Outstanding balance, June 30, 2022	2,217,865	$	0.57
Granted	—	$	—
Forfeited	(99,307)	$	0.57
Vested	—	$	—
Outstanding balance, March 31, 2023	2,118,558	$	0.57

The total unrecognized compensation cost related to profits interests units outstanding as of March 31, 2023 was $2.3 million, comprised (i) $1.1 million related to time-based unit awards expected to be recognized over a weighted-average period of 0.9 years and (ii) $1.2 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 (the “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 with time based vesting is based on the closing market price of our common stock on the date of grant. Certain awards under this plan vest upon achieving specific share price performance criteria and are determined to have performance-based vesting conditions. The Company has issued time-based stock options under this plan to its employees which generally vest at various intervals over a three-year period. Certain awards under this plan vest upon achieving specific share price performance criteria and are determined to have performance-based vesting conditions.

Restricted Stock Units

A summary of time-based vesting restricted stock units activity for the nine months ended March 31, 2023 was as follows:


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

Outstanding balance, June 30, 2022	476,768	$	9.69
Granted	1,048,298	$	6.07
Forfeited	(184,141)	$	5.44
Vested	(124,919)	$	5.23
Outstanding balance, March 31, 2023	1,216,006	$	6.61

The total unrecognized compensation cost related to time based restricted stock units outstanding as of March 31, 2023 was $6.2 million and is expected to be recognized over a weighted-average period of 2.1 years.

A summary of performance based vesting restricted stock units activity for the nine months ended March 31, 2023 was as follows:


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

Outstanding balance, June 30, 2022	258,767	$	5.18
Granted	—	$	—
Forfeited	—	$	—
Vested	—	$	—
Outstanding balance, March 31, 2023	258,767	$	5.18

The total unrecognized compensation cost related to performance based vesting restricted stock units outstanding as of March 31, 2023 was $0.9 million and is expected to be recognized over a weighted-average period of 2.6 years.

Nonqualified Stock Options

A summary of time-based vesting stock option activity for the nine months ended March 31, 2023 was as follows:


Stock options - time based	Number of awards	Weighted average grant-date fair value per share

Outstanding balance, June 30, 2022	554,499	$	1.61
Granted	162,162	$	0.80
Forfeited	—	$	—
Exercised	—	$	—
Expired	—	$	—
Outstanding balance, March 31, 2023	716,661	$	1.21

Exercisable balance, March 31, 2023	173,280	$	0.24

The total unrecognized compensation cost related to time-based vesting stock options outstanding as of March 31, 2023 was $0.4 million and is expected to be recognized over a weighted-average period of 1.9 years.

The fair value of the time-based stock options granted during the nine months ended March 31, 2023, was based upon the Black-Scholes option pricing model using the assumptions in the following table:


	2023
Expected volatility	34.5		%
Weighted-average expected life (years) - time vesting units	2.9
Interest rate	1.56		%
Dividend yield	0		%
Weighted-average fair values	$	0.80
Fair value of underlying stock	$	3.70

A summary of performance-based vesting stock option activity for the nine months ended March 31, 2023 was as follows:


Stock options - performance based	Number of awards	Weighted average grant-date fair value per share

Outstanding balance, June 30, 2022	776,299	$	3.08
Granted	—	$	—
Forfeited	—	$	—
Vested	—	$	—
Outstanding balance, March 31, 2023	776,299	$	3.08

The total unrecognized compensation cost related to performance-based vesting stock options outstanding as of March 31, 2023 was $1.6 million and is expected to be recognized over a weighted-average period of 2.7 years.

Business	9 Months Ended
Business	Mar. 31, 2023
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Business	Business InnovAge Holding Corp. and its subsidiaries, are headquartered in Denver, Colorado. The Company manages, 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 communities, including 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 March 31, 2023, the Company served approximately 6,310 PACE participants, making it the largest PACE provider in the United States of America (the “U.S.”) based upon participants served, and operates 17 PACE centers across Colorado, California, New Mexico, Pennsylvania and Virginia. During the third quarter ended March 31, 2023, the Company consolidated its Germantown LIFE center with its Allegheny and Henry Avenue LIFE centers in Pennsylvania. 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 Affairs (“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. The Company’s common stock is traded on the Nasdaq Stock Market LLC (“NASDAQ”) under the ticker symbol “INNV.”

Stock-based Compensation (Tables)

9 Months Ended

Mar. 31, 2023

Share-Based Payment Arrangement [Abstract]

Schedule of Stock-based Compensation Expense


	Three months ended March 31,				Nine months ended March 31,
	2023		2022		2023		2022
	in thousands				in thousands

Stock options	$	246	$	269	$	780	$	359
Profits interests units	205		66		662		1,095
Restricted stock units	757		510		2,279		1,132
Total stock-based compensation expense	$	1,208	$	845	$	3,721	$	2,586

Summary of Profits Interests Transactions and Number of Units Outstanding

A summary of profits interests activity for the nine months ended March 31, 2023 was as follows:


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

Outstanding balance, June 30, 2022	2,158,071	$	1.28
Granted	—	$	—
Forfeited	(49,654)	$	1.28
Vested	(844,081)	$	1.28
Outstanding balance, March 31, 2023	1,264,336	$	1.28


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

Outstanding balance, June 30, 2022	2,217,865	$	0.57
Granted	—	$	—
Forfeited	(99,307)	$	0.57
Vested	—	$	—
Outstanding balance, March 31, 2023	2,118,558	$	0.57

Summary of Restricted Stock Units Activity

A summary of time-based vesting restricted stock units activity for the nine months ended March 31, 2023 was as follows:


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

Outstanding balance, June 30, 2022	476,768	$	9.69
Granted	1,048,298	$	6.07
Forfeited	(184,141)	$	5.44
Vested	(124,919)	$	5.23
Outstanding balance, March 31, 2023	1,216,006	$	6.61

A summary of performance based vesting restricted stock units activity for the nine months ended March 31, 2023 was as follows:


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

Outstanding balance, June 30, 2022	258,767	$	5.18
Granted	—	$	—
Forfeited	—	$	—
Vested	—	$	—
Outstanding balance, March 31, 2023	258,767	$	5.18

Summary of Stock Option Activity

A summary of time-based vesting stock option activity for the nine months ended March 31, 2023 was as follows:


Stock options - time based	Number of awards	Weighted average grant-date fair value per share

Outstanding balance, June 30, 2022	554,499	$	1.61
Granted	162,162	$	0.80
Forfeited	—	$	—
Exercised	—	$	—
Expired	—	$	—
Outstanding balance, March 31, 2023	716,661	$	1.21

Exercisable balance, March 31, 2023	173,280	$	0.24

A summary of performance-based vesting stock option activity for the nine months ended March 31, 2023 was as follows:


Stock options - performance based	Number of awards	Weighted average grant-date fair value per share

Outstanding balance, June 30, 2022	776,299	$	3.08
Granted	—	$	—
Forfeited	—	$	—
Vested	—	$	—
Outstanding balance, March 31, 2023	776,299	$	3.08

Summary of Weighted-average Assumptions

The fair value of the time-based stock options granted during the nine months ended March 31, 2023, was based upon the Black-Scholes option pricing model using the assumptions in the following table:


	2023
Expected volatility	34.5		%
Weighted-average expected life (years) - time vesting units	2.9
Interest rate	1.56		%
Dividend yield	0		%
Weighted-average fair values	$	0.80
Fair value of underlying stock	$	3.70

Stock-based Compensation - Time-based Awards (Details) - Time-based options awards - USD ($) $ / shares in Units, $ in Millions	9 Months Ended
	Mar. 31, 2023
Number of awards
Outstanding balance, beginning (in shares)	554,499
Granted (in shares)	162,162
Forfeited (in shares)	0
Exercised (in shares)	0
Expired (in shares)	0
Outstanding balance, ending (in shares)	716,661
Exercisable balance (in shares)	173,280
Weighted average grant-date fair value per share
Outstanding balance, beginning (in dollars per share)	$ 1.61
Granted (in dollars per share)	0.80
Forfeited (in dollars per share)	0
Exercised (in dollars per share)	0
Expired (in dollars per share)	0
Outstanding balance, ending (in dollars per share)	1.21
Exercisable balance (in dollars per share)	$ 0.24
Unrecognized compensation cost	$ 0.4
Weighted-average period (in years)	1 year 10 months 24 days

Business (Details)	9 Months Ended
Business (Details)	Mar. 31, 2023 segment participant center
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Number of reportable segments \| segment	1
Number of PACE participants \| participant	6,310
Number of PACE centers excluding non-consolidating joint ventures \| center	17
Percentage of obligation for health care costs	100.00%

Segment Reporting - Operating Results (Details) $ in Thousands	3 Months Ended		9 Months Ended
	Mar. 31, 2023 USD ($)	Mar. 31, 2022 USD ($)	Mar. 31, 2023 USD ($) segment	Mar. 31, 2022 USD ($)
Segment Reporting Information [Line Items]
Total revenues	$ 172,539	$ 177,359	$ 511,213	$ 525,780
External provider costs	89,805	103,254	279,550	284,299
Cost of care, excluding depreciation and amortization	53,949	46,102	158,881	129,740
Center-Level Contribution Margin	28,785	28,003	72,782	111,741
Overhead costs	32,962	30,826	100,148	93,365
Depreciation and amortization	3,992	3,850	11,087	10,435
Interest expense, net	(405)	(709)	(1,231)	(1,930)
Other income (expense)	(101)	108	380	(358)
Income (Loss) Before Income Taxes	(8,675)	(7,274)	$ (39,304)	5,653
Number of operating segments \| segment			5
Capitation revenue
Segment Reporting Information [Line Items]
Total revenues	172,196	176,988	$ 510,268	524,507
Other service revenue
Segment Reporting Information [Line Items]
Total revenues	343	371	945	1,273
PACE
Segment Reporting Information [Line Items]
Total revenues	172,283	177,154	510,531	524,741
External provider costs	89,805	103,254	279,550	284,299
Cost of care, excluding depreciation and amortization	53,861	45,995	158,455	128,573
Center-Level Contribution Margin	28,617	27,905	72,526	111,869
Overhead costs	33,041	30,911	100,148	93,463
Depreciation and amortization	3,858	3,760	10,739	10,130
Interest expense, net	(360)	(663)	(1,095)	(1,783)
Other income (expense)	(101)	108	380	(357)
Income (Loss) Before Income Taxes	(8,743)	(7,321)	$ (39,076)	6,136
Number of operating segments \| segment			3
PACE \| Capitation revenue
Segment Reporting Information [Line Items]
Total revenues	172,196	176,988	$ 510,268	524,507
PACE \| Other service revenue
Segment Reporting Information [Line Items]
Total revenues	87	166	263	234
All other
Segment Reporting Information [Line Items]
Total revenues	256	205	682	1,039
External provider costs	0	0	0	0
Cost of care, excluding depreciation and amortization	88	107	426	1,167
Center-Level Contribution Margin	168	98	256	(128)
Overhead costs	(79)	(85)	0	(98)
Depreciation and amortization	134	90	348	305
Interest expense, net	(45)	(46)	(136)	(147)
Other income (expense)	0	0	0	(1)
Income (Loss) Before Income Taxes	68	47	$ (228)	(483)
Number of operating segments \| segment			2
All other \| Capitation revenue
Segment Reporting Information [Line Items]
Total revenues	0	0	$ 0	0
All other \| Other service revenue
Segment Reporting Information [Line Items]
Total revenues	$ 256	$ 205	$ 682	$ 1,039

Related Party Transactions (Details) - USD ($) $ in Thousands	9 Months Ended
	Mar. 31, 2023	Jun. 30, 2022
Related Party Transaction [Line Items]
Revenue from related parties	$ 35
Service, Other
Related Party Transaction [Line Items]
Loans and leases receivable, related parties	$ 700	$ 700

- Definition

Amount of revenue, fees and commissions earned from transactions between (a) a parent company and its subsidiaries; (b) subsidiaries of a common parent; (c) an entity and trusts for the benefit of employees, for example, but not limited to, pension and profit-sharing trusts that are managed by or under the trusteeship of the entity's management; (d) an entity and its principal, owners, management, or members of their immediate families; and (e) affiliates.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 10
-Section S99
-Paragraph 1B
-Subparagraph (SX 210.13-02(a)(4)(iv))
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Reference 5: http://www.xbrl.org/2003/role/disclosureRef
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-Subparagraph (SX 210.5-03.1(e))
-URI https://asc.fasb.org/extlink&oid=126953954&loc=SL114868664-224227

+ Details

Summary of Significant Accounting Policies - Narrative (Details) - USD ($) $ in Thousands	Mar. 31, 2023	Jul. 01, 2022	Jun. 30, 2022
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Operating lease liabilities	$ 23,512
Operating lease assets	$ 21,906		$ 0
Accounting Standards Update 2016-02
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Operating lease liabilities		$ 25,100
Operating lease assets		$ 23,600

Cost Method and Equity Method Investments

9 Months Ended

Mar. 31, 2023

Investments, Debt and Equity Securities [Abstract]

Cost Method and Equity Method Investments

The Company holds equity method and cost method investments as of:


in thousands	March 31, 2023		June 30, 2022
Cost method investments	$	4,645	$	4,645
Equity method investments	848		848
Total investments	$	5,493	$	5,493

Nonconsolidated Entities

Cost Method Investments

The Company maintains two investments that are accounted for using the cost method. The investments do not have a readily determinable fair value and the Company has elected to record the investments 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 nine months ended March 31, 2023 and 2022, there were no observable price changes or impairments recorded.

Jetdoc

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. The balance of the Company’s investment in Jetdoc is $2.0 million which represents the maximum exposure to loss.

DispatchHealth

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 balance of the Company’s investment is $2.6 million which represents the maximum exposure to loss.

Equity Method Investments

Pinewood Lodge

The Company’s operations include a Senior Housing unit that primarily includes the accounts of Continental Community Housing (“CCH”), the general partner of Pinewood Lodge, LLP (“PWD”), which was organized to develop, construct, own, maintain, and operate certain apartment complexes intended for rental to low-income elderly individuals aged 62 or older.

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. The equity earnings of PWD are insignificant. As of March 31, 2023, the balance of the Company’s investment in PWD was $0.8 million which represents the maximum exposure to loss.

Noncontrolling Interest

Senior Housing

The Company’s operations include a 0.01% partnership interest in InnovAge Senior Housing Thornton, LLC (“SH1”), which was organized to develop, construct, own, maintain, and operate certain apartment complexes intended for rental to low-income elderly individuals aged 62 or older.

SH1 is a VIE. The Company is the primary beneficiary of SH1 and consolidates SH1. The Company is the primary beneficiary of SH1 as 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 senior housing facility. The Company has provided a subordinated loan to SH1 and has provided a guarantee for a convertible term loan held by SH1.

Redeemable Noncontrolling Interest

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 26.4% and 13.7%, respectively. In fiscal year 2021, the Company made an additional contribution of $52,000 and obtained an additional 0.1% membership interest in the joint venture, which resulted in the Company obtaining control and consolidating InnovAge Sacramento as of January 1, 2021.

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 March 31, 2023, none of the conditions specified in the JV Agreement had been met. At the time the Company became a publicly traded company these put rights held by the noncontrolling interests of the joint venture were required to be presented as temporary equity. The redeemable noncontrolling interest of $13.5 million was recorded at carrying value as of March 31, 2023.

Leases - Future Maturities of Lease Payments (Details) - USD ($) $ in Thousands	Mar. 31, 2023	Jun. 30, 2022
Operating Lease
Amount remaining in 2023	$ 1,645
2024	4,651
2025	4,345
2026	4,274
2027	3,981
Thereafter	10,173
Total lease payments	29,069
Less liability accretion / imputed interest	(5,557)
Total lease liabilities	23,512
Less: Current lease liabilities	3,402	$ 0
Total long-term lease liabilities	20,110	0
Finance Lease
Amount remaining in 2023	1,747
2024	5,828
2025	5,045
2026	4,021
2027	3,325
Thereafter	1,587
Total lease payments	21,553
Less liability accretion / imputed interest	(3,226)
Total lease liabilities	18,327
Less: Current lease liabilities	4,946	3,368
Total long-term lease liabilities	13,381	$ 9,440
Total
Amount remaining in 2023	3,392
2024	10,479
2025	9,390
2026	8,295
2027	7,306
Thereafter	11,760
Total lease payments	50,622
Less liability accretion / imputed interest	(8,783)
Total lease liabilities	41,839
Less: Current lease liabilities	8,348
Total long-term lease liabilities	$ 33,491

Stock-based Compensation - Compensation Expense (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Mar. 31, 2023	Mar. 31, 2022	Mar. 31, 2023	Mar. 31, 2022
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Total share-based compensation expense	$ 1,208	$ 845	$ 3,721	$ 2,586
Stock options
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Total share-based compensation expense	246	269	780	359
Profits interests units
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Total share-based compensation expense	205	66	662	1,095
Restricted stock units
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Total share-based compensation expense	$ 757	$ 510	$ 2,279	$ 1,132

Leases - Balance Sheet Classification (Details) - USD ($) $ in Thousands	Mar. 31, 2023	Jun. 30, 2022
Assets:
Operating lease assets	$ 21,906	$ 0
Finance lease assets	$ 16,663
Finance Lease, Right-of-Use Asset, Statement of Financial Position [Extensible Enumeration]	Property, Plant, and Equipment and Finance Lease Right-of-Use Asset, after Accumulated Depreciation and Amortization
Total leased assets	$ 38,569

Condensed Consolidated Statements of Stockholders' Equity - USD ($) $ in Thousands	Total	Capital Stock	Additional Paid-in Capital	Retained Earnings (Deficit)	Noncontrolling Interests
Balances, Beginning (in shares) at Jun. 30, 2021		135,516,513
Balances, Beginning at Jun. 30, 2021	$ 340,979	$ 136	$ 323,760	$ 10,663	$ 6,420
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Stock-based compensation (in shares)		8,493
Stock-based compensation	2,586		2,586
Adjustments to redemption value	586			586
Net income (loss)	5,975			6,188	(213)
Balances, Ending (in shares) at Mar. 31, 2022		135,525,006
Balances, Ending at Mar. 31, 2022	350,126	$ 136	326,346	17,437	6,207
Beginning balance at Jun. 30, 2021	16,986
Redeemable non-controlling interests (Temporary Equity)
Adjustments to redemption value	(586)
Net income (loss)	(403)
Ending balance at Mar. 31, 2022	15,996
Redeemable non-controlling interests (Temporary Equity)
Net Income (Loss)	5,572
Balances, Beginning (in shares) at Dec. 31, 2021		135,516,513
Balances, Beginning at Dec. 31, 2021	349,586	$ 136	325,501	17,695	6,254
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Stock-based compensation (in shares)		8,493
Stock-based compensation	845		845
Adjustments to redemption value	2,563			2,563
Net income (loss)	(2,868)			(2,821)	(47)
Balances, Ending (in shares) at Mar. 31, 2022		135,525,006
Balances, Ending at Mar. 31, 2022	350,126	$ 136	326,346	17,437	6,207
Beginning balance at Dec. 31, 2021	18,850
Redeemable non-controlling interests (Temporary Equity)
Adjustments to redemption value	(2,563)
Net income (loss)	(290)
Ending balance at Mar. 31, 2022	15,996
Redeemable non-controlling interests (Temporary Equity)
Net Income (Loss)	(3,158)
Balances, Beginning (in shares) at Jun. 30, 2022		135,532,811
Balances, Beginning at Jun. 30, 2022	338,466	$ 136	327,499	4,729	6,102
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Stock-based compensation (in shares)		69,653
Stock-based compensation	3,456		3,456
Adjustments to redemption value	0
Net income (loss)	(29,740)			(29,496)	(244)
Balances, Ending (in shares) at Mar. 31, 2023		135,602,464
Balances, Ending at Mar. 31, 2023	312,182	$ 136	330,955	(24,767)	5,858
Beginning balance at Jun. 30, 2022	15,278
Redeemable non-controlling interests (Temporary Equity)
Net income (loss)	(1,817)
Ending balance at Mar. 31, 2023	13,461
Redeemable non-controlling interests (Temporary Equity)
Net Income (Loss)	(31,557)
Balances, Beginning (in shares) at Dec. 31, 2022		135,596,225
Balances, Beginning at Dec. 31, 2022	317,721	$ 136	329,777	(18,137)	5,945
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Stock-based compensation (in shares)		6,239
Stock-based compensation	1,178		1,178
Adjustments to redemption value	0
Net income (loss)	(6,717)			(6,630)	(87)
Balances, Ending (in shares) at Mar. 31, 2023		135,602,464
Balances, Ending at Mar. 31, 2023	312,182	$ 136	$ 330,955	$ (24,767)	$ 5,858
Beginning balance at Dec. 31, 2022	14,054
Redeemable non-controlling interests (Temporary Equity)
Net income (loss)	(593)
Ending balance at Mar. 31, 2023	13,461
Redeemable non-controlling interests (Temporary Equity)
Net Income (Loss)	$ (7,310)

Subsequent Events	9 Months Ended
Subsequent Events	Mar. 31, 2023
Subsequent Events [Abstract]
Subsequent Events	Subsequent EventsEffective May 1, 2023, the California Department of Health Care Services (“DHCS”) released the Company’s center in Sacramento, California from enrollment sanction. The action by DHCS follows the previously announced release of sanction by the Centers for Medicare and Medicaid Services in November of 2022. The release of both sanctions permits the Company to resume normal enrollment at the Company’s center in Sacramento, California. CMS and DHCS will require the Company to conduct post-sanction corrective action and monitoring activities to address any issues identified during the validation audits.

Leases

9 Months Ended

Mar. 31, 2023

Leases [Abstract]

Leases

Leasing Arrangements as Lessee

The Company leases certain property and equipment under various third-party operating and finance lease agreements. The Company determines if an arrangement is or contains a lease at the lease inception date by evaluating whether the arrangement conveys the right to use an identified asset and whether the Company obtains substantially all of the economic benefits from and has the ability to direct the use of the asset. The leases are noncancelable and expire on various terms from 2023 through 2032. We determine if an arrangement is a lease upon commencement of the contract. If an arrangement is determined to be a long-term lease (greater than 12 months), we recognize an ROU asset and lease liability based on the present value of the future minimum lease payments over the lease term at the commencement date. As most of our leases do not provide an implicit rate, we use our incremental borrowing rate based on the information available at commencement date in determining the present value of future payments. Our lease terms may also include options to extend or terminate the lease when it is reasonably certain that we will exercise those options. Lease expense for minimum lease payments is recognized on a straight-line basis over the lease term.

We have elected to apply the short-term lease exception for contracts that have a lease term of twelve months or less and do not include an option to purchase the underlying asset. Therefore, we do not recognize a ROU asset or lease liability for such contracts. We recognize short-term lease payments as expense on a straight-line basis over the lease term. Variable lease payments that do not depend on an index or rate are recognized as expense. Certain leases include escalations based on inflation indexes and fair market value adjustments. Operating lease liabilities are calculated using the prevailing index or rate at lease commencement for such leases.

On March 20, 2023, we consolidated our Germantown center in Pennsylvania with two of our existing centers. Upon consolidation, we terminated our Germantown center lease and recognized lease termination costs of $0.6 million. Lease termination costs are included in other income (expense) on our consolidated statements of operations.

The following table presents the components of our ROU assets and their classification in our Balance Sheet at March 31, 2023:


Component of Lease Balances	Balance Sheet Line Items	Nine months ended March 31, 2023
		in thousands
Assets:
Operating lease assets	Operating lease assets	$	21,906
Finance lease assets	Property and equipment, net	16,663
Total leased assets		$	38,569

The following table presents the components of our lease cost and the classification of such costs in our Statements of Operations for the nine months ended March 31, 2023:


Component of Lease Cost	Statements of Operations Line Items	Nine months ended March 31, 2023
		in thousands
Operating lease cost	Cost of care excluding depreciation and amortization and Corporate, general and administrative	$	3,334
Finance lease expense:
Amortization of leased assets	Depreciation and amortization	2,923
Interest on lease liabilities	Interest expense, net	901
Variable lease cost	Cost of care excluding depreciation and amortization and Corporate, general and administrative	—
Short-term lease cost	Cost of care excluding depreciation and amortization and Corporate, general and administrative	23
Total lease expense		$	7,181

The following table includes the weighted-average lease terms and discount rates for operating and finance leases as of March 31, 2023:


Weighted average remaining lease term:			March 31, 2023
Operating leases			8.8 years
Finance leases			3.8 years


Weighted average discount rate:	March 31, 2023
Operating leases	6.61	%
Finance leases	8.76	%

The following table includes the future maturities of lease payments for operating leases and finance leases for periods subsequent to March 31, 2023:


in thousands	Operating Lease		Finance Lease		Total
Amount remaining in 2023	$	1,645	$	1,747	$	3,392
2024	4,651		5,828		10,479
2025	4,345		5,045		9,390
2026	4,274		4,021		8,295
2027	3,981		3,325		7,306
Thereafter	10,173		1,587		11,760
Total lease payments	29,069		21,553		50,622
Less liability accretion / imputed interest	(5,557)		(3,226)		(8,783)
Total lease liabilities	23,512		18,327		41,839
Less: Current lease liabilities	3,402		4,946		8,348
Total long-term lease liabilities	$	20,110	$	13,381	$	33,491


in thousands	Operating Lease		Capital Lease
Amount remaining in 2023	$	4,873	$	4,405
2024	4,581		3,909
2025	4,122		3,126
2026	4,061		2,092
2027	3,764		1,393
Thereafter	10,265		535
Total minimal rental payments	31,666		15,460
Less: Amount representing interest			(2,652)
Subtotal			12,808
Current portion			3,368
Long-term portion			$	9,440

Cost Method and Equity Method Investments (Tables)

9 Months Ended

Mar. 31, 2023

Investments, Debt and Equity Securities [Abstract]

Schedule of Equity Method and Cost Method Investments

The Company holds equity method and cost method investments as of:


in thousands	March 31, 2023		June 30, 2022
Cost method investments	$	4,645	$	4,645
Equity method investments	848		848
Total investments	$	5,493	$	5,493

Leases - Components of Lease Cost (Details) $ in Thousands	9 Months Ended
Leases - Components of Lease Cost (Details) $ in Thousands	Mar. 31, 2023 USD ($)
Component of Lease Cost
Total lease expense	$ 7,181
Cost of care excluding depreciation and amortization and Corporate, general and administrative
Component of Lease Cost
Operating lease cost	3,334
Variable lease cost	0
Short-term lease cost	23
Depreciation and amortization
Component of Lease Cost
Amortization of leased assets	2,923
Interest expense, net
Component of Lease Cost
Interest on lease liabilities	$ 901

Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands	9 Months Ended
	Mar. 31, 2023	Mar. 31, 2022
Operating Activities
Net Income (Loss)	$ (31,557)	$ 5,572
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities
(Gain) loss on disposal of assets	482	358
Provision for uncollectible accounts	2,319	4,834
Depreciation and amortization	11,087	10,435
Operating lease rentals	3,500	0
Amortization of deferred financing costs	322	322
Stock-based compensation	3,456	2,586
Deferred income taxes	(12,046)	81
Other	(726)	0
Changes in operating assets and liabilities
Accounts receivable, net	(609)	(4,157)
Prepaid expenses	(81)	(4,323)
Income tax receivable	7,727	(60)
Deposits and other	(836)	(1,501)
Accounts payable and accrued expenses	25,161	4,705
Reported and estimated claims	641	2,778
Due to Medicaid and Medicare	1,870	2,429
Operating lease liabilities	(3,625)	0
Net cash provided (used) by operating activities	7,085	24,059
Investing Activities
Purchases of property and equipment	(19,329)	(20,141)
Purchases of short-term investments	(45,000)	0
Purchases of intangible assets	0	(1,437)
Purchase of cost method investment	0	(2,000)
Net cash used in investing activities	(64,329)	(23,578)
Financing Activities
Payments for finance lease obligations	(2,637)	(1,829)
Principal payments on long-term debt	(2,843)	(2,841)
Net cash used in financing activities	(5,480)	(4,670)
INCREASE (DECREASE) IN CASH, CASH EQUIVALENTS & RESTRICTED CASH	(62,724)	(4,189)
CASH, CASH EQUIVALENTS & RESTRICTED CASH, BEGINNING OF PERIOD	184,446	203,700
CASH, CASH EQUIVALENTS & RESTRICTED CASH, END OF PERIOD	121,722	199,511
Supplemental Cash Flows Information
Interest paid	2,826	1,452
Income taxes paid	13	84
Property and equipment included in accounts payable	1,811	4,577
Property and equipment purchased under finance leases	$ 8,157	$ 8,057

Leases - Weighted-Average Lease Terms and Discount Rates (Details)	Mar. 31, 2023
Leases [Abstract]
Weighted average remaining lease term, Operating leases	8 years 9 months 18 days
Weighted average remaining lease term, Finance leases	3 years 9 months 18 days
Weighted average discount rate, Operating leases	6.61%
Weighted average discount rate, Finance leases	8.76%

Summary of Significant Accounting Policies

9 Months Ended

Mar. 31, 2023

Accounting Policies [Abstract]

Summary of Significant Accounting Policies

The Company described its significant accounting policies in Note 2, “Summary of Significant Accounting Policies” of the Notes to Consolidated Financial Statements in its Annual Report on Form 10-K for the year ended June 30, 2022 (“2022 10-K”). With the exception of Recently Adopted Accounting Pronouncements described below, there were no significant changes to those accounting policies during the nine months ended March 31, 2023.

Basis of Preparation and Principles of Consolidation

The unaudited interim condensed consolidated financial statements and accompanying notes have been prepared in accordance with accounting principles generally accepted in the U.S. (“U.S. GAAP”) for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, certain information and footnote disclosures normally included in financial statements prepared in accordance with U.S. GAAP have been omitted pursuant to such regulations. These financial statements have been prepared on a basis consistent with the accounting principles applied for the fiscal year ended June 30, 2022. In the opinion of management, all adjustments (consisting of all normal and recurring adjustments) considered necessary for a fair presentation have been included. The condensed consolidated financial statements include the accounts of InnovAge, its wholly owned subsidiaries, variable interest entities (“VIEs”) for which it is the primary beneficiary and entities for which it has a controlling interest. All intercompany accounts and transactions have been eliminated in consolidation.

The Company does not have any components of comprehensive income and comprehensive income is equal to net income (loss) reported in the statements of operations for all periods presented.

Property and Equipment

Property and equipment were comprised of the following as of March 31, 2023 and June 30, 2022:


dollars in thousands	Estimated Useful Lives	March 31, 2023		June 30, 2022
Land	N/A	$	11,969	$	11,980
Buildings and leasehold improvements	10 - 40 years	124,231		122,076
Software	3 - 5 years	26,594		16,264
Equipment and vehicles	3 - 7 years	57,035		47,546
Construction in progress	N/A	40,467		35,479
		260,296		233,345
Less: accumulated depreciation and amortization		(67,385)		(57,085)
Total property and equipment, net		$	192,911	$	176,260

Depreciation of $3.8 million was recorded during both the three months ended March 31, 2023 and 2022. Depreciation of $10.3 million and $9.9 million was recorded during the nine months ended March 31, 2023 and 2022, respectively.

Recently Adopted Accounting Pronouncements

Leases

In February 2016, the Financial Accounting Standards Board (“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 are required to recognize a right-of-use (“ROU”) 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 requires enhanced 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. In June 2020, the 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 interim periods beginning after December 15, 2021, with early adoption permitted.

We adopted the new standard on July 1, 2022 using the modified retrospective transition approach as permitted in ASU 2018-11. In accordance with this approach, the effective date of Topic 842 is also the application date of the new requirements, with prior comparative periods presented in the financial statements with the legacy requirements of ASC Topic 840, Leases. We elected the package of practical expedients which permits us not to reassess under the new lease standard our prior conclusions for lease identification and lease classification on expired or existing contracts and whether initial direct costs previously capitalized would qualify for capitalization under the new lease standard. We also elected to adopt the optional transition method which allows an entity to recognize, if necessary, a cumulative-effect adjustment to the opening balance of retained earnings in the period of adoption. The Company did not elect the practical expedient to use hindsight in determining the lease term and in assessing impairment conclusions on the ROU assets. Comparative periods presented in the financial statements continue to be presented in accordance with GAAP related to leases prior to transitioning to the new lease standard. The adoption of Topic 842 resulted in the recognition of operating lease liabilities and ROU assets of $25.1 million and $23.6 million, respectively, while our accounting for capital leases (now referred to as finance leases) remained substantially unchanged. The impact of adopting Topic 842 was not material to our Statements of Operations and Statements of Cash Flows. See Note 7, “Leases.”

Recent Accounting Pronouncements Not Yet Adopted

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 (“ASU 2019-04”), 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. ASU 2019-04 is effective for the Company for 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 condensed consolidated financial statements.

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

Long-Term Debt

9 Months Ended

Mar. 31, 2023

Debt Disclosure [Abstract]

Long-Term Debt

Long-term debt consisted of the following at March 31, 2023 and June 30, 2022:


	March 31, 2023		June 30, 2022
	in thousands
Senior secured borrowings:
Term Loan Facility	$	68,438	$	71,250
Convertible term loan	2,296		2,327
Total debt	70,734		73,577
Less: unamortized debt issuance costs	1,252		1,574
Less: current maturities	3,795		3,793
Noncurrent maturities	$	65,687	$	68,210

2021 Credit Agreement

On March 8, 2021, the Company entered into a credit agreement (the “2021 Credit Agreement”) that replaced its prior 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, each with a maturity date of March 8, 2026. The remaining capacity under the Revolving Credit Facility as of March 31, 2023 was $97.0 million, subject to (i) any issued amounts under our letters of credit, which as of March 31, 2023 was $3.0 million, and (ii) applicable to covenant compliance restrictions and any other conditions precedent to borrowing. 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 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 Company’s initial public offering (“IPO”), were used to repay long term debt amounts then outstanding.

Outstanding principal amounts under the 2021 Credit Agreement accrue interest at a variable interest rate. As of March 31, 2023, the interest rate on the Term Loan Facility was 6.60%. 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. As of March 31, 2023, we had no borrowings outstanding, $3.0 million of letters of credit issued, and $97.0 million of remaining capacity under the Revolving Credit Facility.

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. As of March 31, 2023, the Company was in compliance with the covenants of the 2021 Credit Agreement.

The deferred financing costs of $1.3 million are amortized over the term of the underlying debt and unamortized amounts have been offset against long-term debt in the condensed consolidated balance sheets. Total amortization of deferred financing costs was $0.1 million and $0.3 million for the three and nine months ended March 31, 2023, 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. The loan bears interest at an annual rate of 6.68%, with the remaining principal balance due upon maturity at 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.

- Definition

The entire disclosure for information about short-term and long-term debt arrangements, which includes amounts of borrowings under each line of credit, note payable, commercial paper issue, bonds indenture, debenture issue, own-share lending arrangements and any other contractual agreement to repay funds, and about the underlying arrangements, rationale for a classification as long-term, including repayment terms, interest rates, collateral provided, restrictions on use of assets and activities, whether or not in compliance with debt covenants, and other matters important to users of the financial statements, such as the effects of refinancing and noncompliance with debt covenants.

+ References

Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-URI https://asc.fasb.org/topic&trid=2208564

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 20
-Section 50
-Paragraph 1B
-Subparagraph (h)
-URI https://asc.fasb.org/extlink&oid=123466505&loc=SL123495323-112611

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 20
-Section 50
-Paragraph 1C
-Subparagraph (c)
-URI https://asc.fasb.org/extlink&oid=123466505&loc=SL123495334-112611

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 20
-Section 50
-Paragraph 1I
-Subparagraph (a)
-URI https://asc.fasb.org/extlink&oid=123466505&loc=SL123495371-112611

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 20
-Section 50
-Paragraph 1I
-Subparagraph (d)
-URI https://asc.fasb.org/extlink&oid=123466505&loc=SL123495371-112611

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 235
-SubTopic 10
-Section S99
-Paragraph 1
-Subparagraph (SX 210.4-08(c))
-URI https://asc.fasb.org/extlink&oid=120395691&loc=d3e23780-122690

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
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Reference 12: http://www.xbrl.org/2003/role/disclosureRef
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-Name Accounting Standards Codification
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-Publisher FASB
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+ Details

Stock-based Compensation - Performance-based Awards (Details) - Performance Shares - USD ($) $ / shares in Units, $ in Millions	9 Months Ended
	Mar. 31, 2023
Number of awards
Outstanding balance, beginning (in shares)	776,299
Granted (in shares)	0
Forfeited (in shares)	0
Vested (in shares)	0
Outstanding balance, ending (in shares)	776,299
Weighted average grant-date fair value per share
Outstanding balance, beginning (in dollars per share)	$ 3.08
Granted (in dollars per share)	0
Forfeited (in dollars per share)	0
Vested (in dollars per share)	0
Outstanding balance, ending (in dollars per share)	$ 3.08
Unrecognized compensation cost	$ 1.6
Weighted-average period (in years)	2 years 8 months 12 days

Earnings per Share

9 Months Ended

Mar. 31, 2023

Earnings Per Share [Abstract]

Earnings per Share

Basic earnings (loss) per share (“EPS”) 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. For the three and nine months ended March 31, 2023, 659,761 and 37,901 potentially diluted securities, respectively, were excluded from the weighted-average shares used to calculate the diluted net loss per common share as they would have an anti-dilutive effect. There were no potentially anti-dilutive shares for the three and nine months ended March 31, 2022.

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


	Three months ended March 31,				Nine months ended March 31,
in thousands, except share values	2023		2022		2023		2022
Net income (loss) attributable to InnovAge Holding Corp.	$	(6,630)	$	(2,821)	$	(29,496)	$	6,188
Weighted average common shares outstanding (basic)	135,601,327		135,516,608		135,581,971		135,516,544
EPS (basic)	$	(0.05)	$	(0.02)	$	(0.22)	$	0.05

Dilutive shares	—		—		—		14,249
Weighted average common shares outstanding (diluted)	135,601,327		135,516,608		135,581,971		135,530,793
EPS (diluted)	$	(0.05)	$	(0.02)	$	(0.22)	$	0.05

Condensed Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands	Mar. 31, 2023	Jun. 30, 2022
Statement of Financial Position [Abstract]
Allowance for loss	$ 3,936	$ 3,403
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)	135,602,464	135,532,811
Common stock outstanding (in shares)	135,602,464	135,532,811

Segment Reporting (Tables)

9 Months Ended

Mar. 31, 2023

Segment Reporting [Abstract]

Schedule of Operating Results by Reportable Segments

The following table summarizes the operating results regularly provided to the CODM by reportable segment for the three months ended March 31, 2023 and 2022:


	March 31, 2023						March 31, 2022
(In thousands)	PACE		All other(1)		Totals		PACE		All other(1)		Totals
Capitation revenue	$	172,196	$	—	$	172,196	$	176,988	$	—	$	176,988
Other service revenue	87		256		343		166		205		371
Total revenues	172,283		256		172,539		177,154		205		177,359
External provider costs	89,805		—		89,805		103,254		—		103,254
Cost of care, excluding depreciation and amortization	53,861		88		53,949		45,995		107		46,102
Center-Level Contribution Margin	28,617		168		28,785		27,905		98		28,003
Overhead costs(2)	33,041		(79)		32,962		30,911		(85)		30,826
Depreciation and amortization	3,858		134		3,992		3,760		90		3,850
Interest expense, net	(360)		(45)		(405)		(663)		(46)		(709)
Other income (expense)	(101)		—		(101)		108		—		108
Income (Loss) Before Income Taxes	$	(8,743)	$	68	$	(8,675)	$	(7,321)	$	47	$	(7,274)

The following table summarizes the operating results regularly provided to the CODM by reportable segment for the nine months ended March 31, 2023 and 2022:


	March 31, 2023						March 31, 2022
in thousands	PACE		All other(1)		Totals		PACE		All other(1)		Totals
Capitation revenue	$	510,268	$	—	$	510,268	$	524,507	$	—	$	524,507
Other service revenue	263		682		945		234		1,039		1,273
Total revenues	510,531		682		511,213		524,741		1,039		525,780
External provider costs	279,550		—		279,550		284,299		—		284,299
Cost of care, excluding depreciation and amortization	158,455		426		158,881		128,573		1,167		129,740
Center-Level Contribution Margin	72,526		256		72,782		111,869		(128)		111,741
Overhead costs(2)	100,148		—		100,148		93,463		(98)		93,365
Depreciation and amortization	10,739		348		11,087		10,130		305		10,435
Interest expense, net	(1,095)		(136)		(1,231)		(1,783)		(147)		(1,930)
Other income (expense)	380		—		380		(357)		(1)		(358)
Income (Loss) Before Income Taxes	$	(39,076)	$	(228)	$	(39,304)	$	6,136	$	(483)	$	5,653

_________________________________

(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.

Cost Method and Equity Method Investments - Narrative (Details) $ in Thousands		1 Months Ended	9 Months Ended		12 Months Ended
	Mar. 18, 2019 USD ($)	Aug. 31, 2021 USD ($) shares	Mar. 31, 2023 USD ($) investment	Mar. 31, 2022 USD ($)	Jun. 30, 2021 USD ($)	Jun. 30, 2022 USD ($)	Apr. 02, 2020 USD ($)	Jun. 14, 2019 USD ($)
Investments
Number of investments \| investment			2
Cash consideration			$ 0	$ 2,000
Cash	$ 9,000		121,706			$ 184,429
Land	$ 4,200
Redeemable noncontrolling interests			13,500
Jetdoc, Inc.
Investments
Shares acquired (in shares) \| shares		806,481
Cash consideration		$ 2,000
Maximum exposure to loss of the cost method investments		$ 2,000
Dispatch Health Holdings, Inc.
Investments
Maximum exposure to loss of the cost method investments							$ 2,600
InnovAge Sacramento
Investments
Membership interest (as a percent)	59.90%
InnovAge Sacramento
Investments
Percentage of additional membership interest					0.10%
Variable Interest Entity, Not Primary Beneficiary
Investments
Maximum exposure amount in VIE			$ 800
Cash contributions					$ 52
Variable Interest Entity, Not Primary Beneficiary \| Adventist Health System/West Joint Venture
Investments
Cash contributions	$ 5,800
Variable Interest Entity, Not Primary Beneficiary \| Eskaton
Investments
Cash contributions	$ 3,000
Variable Interest Entity, Not Primary Beneficiary \| InnovAge Sacramento \| Adventist Health System/West Joint Venture
Investments
Membership interest (as a percent)	26.40%
Variable Interest Entity, Not Primary Beneficiary \| InnovAge Sacramento \| Eskaton
Investments
Membership interest (as a percent)	13.70%
Variable Interest Entity, Primary Beneficiary
Investments
Partnership interest (as a percent)			0.01%
Series B Preferred Stock \| Dispatch Health Holdings, Inc.
Investments
Investments in securities								$ 1,500
Series C Preferred Stock \| Dispatch Health Holdings, Inc.
Investments
Investments in securities							$ 1,100

Goodwill and Intangible Assets - Intangible Asset by Major Class (Details) - USD ($) $ in Thousands	Mar. 31, 2023	Jun. 30, 2022
Intangible Assets, Net (Including Goodwill) [Abstract]
Definite-lived intangible assets	$ 6,600	$ 6,600
Indefinite-lived intangible assets	2,000	2,000
Total intangible assets	8,600	8,600
Accumulated amortization	(3,237)	(2,742)
Balance as of end of period	$ 5,363	$ 5,858

Fair Value Measurements (Tables)

9 Months Ended

Mar. 31, 2023

Fair Value Disclosures [Abstract]

Schedule of Fair Value of Cash, Cash Equivalents and Marketable Securities by Significant Investment Category

The following table shows the Company’s cash, cash equivalents and marketable securities by significant investment category as of March 31, 2023:



in thousands	Amortized Cost		Unrealized Gains		Unrealized Losses		Fair Value		Cash and Cash Equivalents		Short- term Investments
Cash	$	40,221	$	—	$	—	$	40,221	$	40,221	$	—
Level 1
Money market funds	81,485		—		—		81,485		81,485		—
Mutual funds	45,000		847		—		45,847		—		45,847
Total	$	166,706	$	847	$	—	$	167,553	$	121,706	$	45,847

Stock-based Compensation - 2021 Omnibus Incentive Plan (Details) - shares		1 Months Ended
	Mar. 04, 2023	Mar. 31, 2021
2021 Omnibus Incentive Plan
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Number of shares authorized (in shares)		14,700,000
Time Based Restricted Stock Units
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Vesting period		3 years
Time Based Restricted Stock Units \| Vesting Option One, 2nd Anniversary of the Grant Date
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Percentage of vesting	100.00%
Time Based Restricted Stock Units \| Vesting Option Two, Year 1
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Percentage of vesting		33.33%
Time Based Restricted Stock Units \| Vesting Option Two, Year 2
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Percentage of vesting		33.33%
Time Based Restricted Stock Units \| Vesting Option Two, Year 3
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Percentage of vesting		33.33%
Time-Based Stock Options
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Vesting period		3 years

Segment Reporting

9 Months Ended

Mar. 31, 2023

Segment Reporting [Abstract]

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.

The Company evaluates performance and allocates capital resources to each segment based on an operating model that is designed to maximize the provision of services 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 United States and all revenue was earned in the United States.

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 revenues less external provider costs and cost of care (excluding depreciation and amortization), which includes all medical and pharmacy costs. 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 three months ended March 31, 2023 and 2022:


	March 31, 2023						March 31, 2022
(In thousands)	PACE		All other(1)		Totals		PACE		All other(1)		Totals
Capitation revenue	$	172,196	$	—	$	172,196	$	176,988	$	—	$	176,988
Other service revenue	87		256		343		166		205		371
Total revenues	172,283		256		172,539		177,154		205		177,359
External provider costs	89,805		—		89,805		103,254		—		103,254
Cost of care, excluding depreciation and amortization	53,861		88		53,949		45,995		107		46,102
Center-Level Contribution Margin	28,617		168		28,785		27,905		98		28,003
Overhead costs(2)	33,041		(79)		32,962		30,911		(85)		30,826
Depreciation and amortization	3,858		134		3,992		3,760		90		3,850
Interest expense, net	(360)		(45)		(405)		(663)		(46)		(709)
Other income (expense)	(101)		—		(101)		108		—		108
Income (Loss) Before Income Taxes	$	(8,743)	$	68	$	(8,675)	$	(7,321)	$	47	$	(7,274)

The following table summarizes the operating results regularly provided to the CODM by reportable segment for the nine months ended March 31, 2023 and 2022:


	March 31, 2023						March 31, 2022
in thousands	PACE		All other(1)		Totals		PACE		All other(1)		Totals
Capitation revenue	$	510,268	$	—	$	510,268	$	524,507	$	—	$	524,507
Other service revenue	263		682		945		234		1,039		1,273
Total revenues	510,531		682		511,213		524,741		1,039		525,780
External provider costs	279,550		—		279,550		284,299		—		284,299
Cost of care, excluding depreciation and amortization	158,455		426		158,881		128,573		1,167		129,740
Center-Level Contribution Margin	72,526		256		72,782		111,869		(128)		111,741
Overhead costs(2)	100,148		—		100,148		93,463		(98)		93,365
Depreciation and amortization	10,739		348		11,087		10,130		305		10,435
Interest expense, net	(1,095)		(136)		(1,231)		(1,783)		(147)		(1,930)
Other income (expense)	380		—		380		(357)		(1)		(358)
Income (Loss) Before Income Taxes	$	(39,076)	$	(228)	$	(39,304)	$	6,136	$	(483)	$	5,653

_________________________________

(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 https://asc.fasb.org/extlink&oid=126901519&loc=d3e8924-108599

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 34
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e8981-108599

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 21
-Subparagraph (a)
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e8721-108599

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 40
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e9031-108599

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 32
-Subparagraph (f)
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e8933-108599

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 32
-Subparagraph (e)
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e8933-108599

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 26
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e8844-108599

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 41
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e9038-108599

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 32
-Subparagraph (d)
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e8933-108599

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
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-Paragraph 22
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e8736-108599

Reference 11: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
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-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e9054-108599

Reference 12: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 15
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e8657-108599

Reference 13: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 21
-Subparagraph (b)
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e8721-108599

Reference 14: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-URI https://asc.fasb.org/topic&trid=2134510

+ Details

Fair Value Measurements

9 Months Ended

Mar. 31, 2023

Fair Value Disclosures [Abstract]

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

The following table shows the Company’s cash, cash equivalents and marketable securities by significant investment category as of March 31, 2023:



in thousands	Amortized Cost		Unrealized Gains		Unrealized Losses		Fair Value		Cash and Cash Equivalents		Short- term Investments
Cash	$	40,221	$	—	$	—	$	40,221	$	40,221	$	—
Level 1
Money market funds	81,485		—		—		81,485		81,485		—
Mutual funds	45,000		847		—		45,847		—		45,847
Total	$	166,706	$	847	$	—	$	167,553	$	121,706	$	45,847

Recurring Measurements

The Company’s investment in InnovAge Sacramento includes a put right for the noncontrolling interest holders to require the Company to repurchase the interest of the noncontrolling interest holders at fair value, after the initial term of the management services agreement in 2028. As a result, at each fiscal period end the Company reports this put right at the greater of (i) carrying value of the redeemable noncontrolling interest or (ii) fair value of the redeemable noncontrolling interest. Because this asset does not have observable inputs, level 3 inputs are used to measure fair value. The fair value of the redeemable noncontrolling interest is determined utilizing a discounted cash flow model. As of March 31, 2023, the Company’s redeemable noncontrolling interest was recorded at carrying value of $13.5 million.

There were no transfers in and out of Level 3 during the nine months ended March 31, 2023 or 2022.

- 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

Stock-based Compensation - Profits Interests Transactions and Number of Units Outstanding (Details)	9 Months Ended
	Mar. 31, 2023 $ / shares shares
Time Vesting Units
Number of awards
Outstanding balance, beginning (in shares) \| shares	2,158,071
Granted (in shares) \| shares	0
Forfeited (in shares) \| shares	(49,654)
Vested (in shares) \| shares	(844,081)
Outstanding balance, ending (in shares) \| shares	1,264,336
Weighted average grant-date fair value per share
Outstanding balance, beginning (in dollars per share) \| $ / shares	$ 1.28
Granted (in dollars per share) \| $ / shares	0
Forfeited (in dollars per share) \| $ / shares	1.28
Vested (in dollars per share) \| $ / shares	1.28
Outstanding balance, ending (in dollars per share) \| $ / shares	$ 1.28
Performance Vesting Units
Number of awards
Outstanding balance, beginning (in shares) \| shares	2,217,865
Granted (in shares) \| shares	0
Forfeited (in shares) \| shares	(99,307)
Vested (in shares) \| shares	0
Outstanding balance, ending (in shares) \| shares	2,118,558
Weighted average grant-date fair value per share
Outstanding balance, beginning (in dollars per share) \| $ / shares	$ 0.57
Granted (in dollars per share) \| $ / shares	0
Forfeited (in dollars per share) \| $ / shares	0.57
Vested (in dollars per share) \| $ / shares	0
Outstanding balance, ending (in dollars per share) \| $ / shares	$ 0.57

Summary of Significant Accounting Policies (Policies)	9 Months Ended
Summary of Significant Accounting Policies (Policies)	Mar. 31, 2023
Accounting Policies [Abstract]
Basis of Preparation and Principles of Consolidation	Basis of Preparation and Principles of Consolidation The unaudited interim condensed consolidated financial statements and accompanying notes have been prepared in accordance with accounting principles generally accepted in the U.S. (“U.S. GAAP”) for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, certain information and footnote disclosures normally included in financial statements prepared in accordance with U.S. GAAP have been omitted pursuant to such regulations. These financial statements have been prepared on a basis consistent with the accounting principles applied for the fiscal year ended June 30, 2022. In the opinion of management, all adjustments (consisting of all normal and recurring adjustments) considered necessary for a fair presentation have been included. The condensed consolidated financial statements include the accounts of InnovAge, its wholly owned subsidiaries, variable interest entities (“VIEs”) for which it is the primary beneficiary and entities for which it has a controlling interest. All intercompany accounts and transactions have been eliminated in consolidation. The Company does not have any components of comprehensive income and comprehensive income is equal to net income (loss) reported in the statements of operations for all periods presented.
Recently Adopted Accounting Pronouncements and Recent Accounting Pronouncements Not Yet Adopted	Recently Adopted Accounting Pronouncements Leases In February 2016, the Financial Accounting Standards Board (“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 are required to recognize a right-of-use (“ROU”) 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 requires enhanced 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. In June 2020, the 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 interim periods beginning after December 15, 2021, with early adoption permitted. We adopted the new standard on July 1, 2022 using the modified retrospective transition approach as permitted in ASU 2018-11. In accordance with this approach, the effective date of Topic 842 is also the application date of the new requirements, with prior comparative periods presented in the financial statements with the legacy requirements of ASC Topic 840, Leases. We elected the package of practical expedients which permits us not to reassess under the new lease standard our prior conclusions for lease identification and lease classification on expired or existing contracts and whether initial direct costs previously capitalized would qualify for capitalization under the new lease standard. We also elected to adopt the optional transition method which allows an entity to recognize, if necessary, a cumulative-effect adjustment to the opening balance of retained earnings in the period of adoption. The Company did not elect the practical expedient to use hindsight in determining the lease term and in assessing impairment conclusions on the ROU assets. Comparative periods presented in the financial statements continue to be presented in accordance with GAAP related to leases prior to transitioning to the new lease standard. The adoption of Topic 842 resulted in the recognition of operating lease liabilities and ROU assets of $25.1 million and $23.6 million, respectively, while our accounting for capital leases (now referred to as finance leases) remained substantially unchanged. The impact of adopting Topic 842 was not material to our Statements of Operations and Statements of Cash Flows. See Note 7, “Leases.” Recent Accounting Pronouncements Not Yet Adopted 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 (“ASU 2019-04”), 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. ASU 2019-04 is effective for the Company for 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 condensed consolidated financial statements. We do not expect that any other recently issued accounting guidance will have a significant effect on our condensed consolidated financial statements.

Earnings per Share (Tables)

9 Months Ended

Mar. 31, 2023

Earnings Per Share [Abstract]

Schedule of Earnings Per Share

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


	Three months ended March 31,				Nine months ended March 31,
in thousands, except share values	2023		2022		2023		2022
Net income (loss) attributable to InnovAge Holding Corp.	$	(6,630)	$	(2,821)	$	(29,496)	$	6,188
Weighted average common shares outstanding (basic)	135,601,327		135,516,608		135,581,971		135,516,544
EPS (basic)	$	(0.05)	$	(0.02)	$	(0.22)	$	0.05

Dilutive shares	—		—		—		14,249
Weighted average common shares outstanding (diluted)	135,601,327		135,516,608		135,581,971		135,530,793
EPS (diluted)	$	(0.05)	$	(0.02)	$	(0.22)	$	0.05

Summary of Significant Accounting Policies - Property and Equipment (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Mar. 31, 2023	Mar. 31, 2022	Mar. 31, 2023	Mar. 31, 2022	Jun. 30, 2022
Summary of Significant Accounting Policies
Property and equipment, gross	$ 260,296		$ 260,296		$ 233,345
Less: accumulated depreciation and amortization	(67,385)		(67,385)		(57,085)
Total property and equipment, net	192,911		192,911		176,260
Depreciation	3,800	$ 3,800	10,300	$ 9,900
Land
Summary of Significant Accounting Policies
Property and equipment, gross	11,969		11,969		11,980
Buildings and leasehold improvements
Summary of Significant Accounting Policies
Property and equipment, gross	124,231		$ 124,231		122,076
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	26,594		$ 26,594		16,264
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	57,035		$ 57,035		47,546
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	$ 40,467		$ 40,467		$ 35,479

Leases - Future Minimum Lease Payments (Details) $ in Thousands	Jun. 30, 2022 USD ($)
Operating Lease
Amount remaining in 2023	$ 4,873
2024	4,581
2025	4,122
2026	4,061
2027	3,764
Thereafter	10,265
Total minimal rental payments	31,666
Capital Leases
Amount remaining in 2023	4,405
2024	3,909
2025	3,126
2026	2,092
2027	1,393
Thereafter	535
Total minimal rental payments	15,460
Less: Amount representing interest	(2,652)
Subtotal	12,808
Current portion	3,368
Long-term portion	$ 9,440

Revenue Recognition - Source of Revenue (Details) - Revenue from Contract with Customer Benchmark - Customer Concentration Risk	9 Months Ended
	Mar. 31, 2023	Mar. 31, 2022
Revenue Recognition
Risk percentage	100.00%	100.00%
Medicaid
Revenue Recognition
Risk percentage	55.00%	53.00%
Medicare
Revenue Recognition
Risk percentage	45.00%	46.00%
Private pay and other
Revenue Recognition
Risk percentage		1.00%

Goodwill and Intangible Assets

9 Months Ended

Mar. 31, 2023

Goodwill and Intangible Assets Disclosure [Abstract]

Goodwill and Intangible Assets

Goodwill represents the excess of cost over the fair value of net assets acquired. Goodwill amounted to $124.2 million at each of March 31, 2023 and June 30, 2022. Goodwill is not amortized.

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 nine months ended March 31, 2023 and 2022.

Intangible assets consisted of the following as of:


in thousands	March 31, 2023		June 30, 2022
Definite-lived intangible assets	$	6,600	$	6,600
Indefinite-lived intangible assets	2,000		2,000
Total intangible assets	8,600		8,600
Accumulated amortization	(3,237)		(2,742)
Balance as of end of period	$	5,363	$	5,858

Intangible assets consist primarily of customer relationships acquired through business acquisitions. The Company recorded amortization expense of $0.2 million and $0.2 million for the three months ended March 31, 2023 and 2022, respectively. The Company recorded amortization expense of $0.5 million and $0.5 million for the nine months ended March 31, 2023 and 2022, respectively.

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 nine months ended March 31, 2023 and 2022.

Revenue Recognition - Concentration of Net Receivable (Details) - Accounts Receivable - Customer Concentration Risk	9 Months Ended	12 Months Ended
	Mar. 31, 2023	Jun. 30, 2022
Revenue Recognition
Risk percentage	100.00%	100.00%
Medicaid
Revenue Recognition
Risk percentage	41.00%	70.00%
Medicare
Revenue Recognition
Risk percentage	52.00%	22.00%
Private pay and other
Revenue Recognition
Risk percentage	7.00%	8.00%

Revenue Recognition

9 Months Ended

Mar. 31, 2023

Revenue from Contract with Customer [Abstract]

Revenue Recognition

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 performs 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.

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 per member, per month (“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 PMPM amounts we expect to be entitled to receive from the capitated fees per participant that are paid monthly by Medicaid, Medicare, the VA, and private pay sources. Medicaid and Medicare capitation revenues are based on PMPM 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. Costs to obtain contracts consist of sales commissions for new enrollees and are included in deposits and other. These costs are amortized over a three-year period which corresponds to the average time a participant is enrolled in the PACE program. As of March 31, 2023 and June 30, 2022 contract assets included within deposits and other were $0.7 million and nil, respectively.

The Company disaggregates capitation revenue from the following sources for the nine months ended:


	March 31,
	2023		2022
Medicaid	55	%	53	%
Medicare	45	%	46	%
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.

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 12% of capitation revenues for each of the three months ended March 31, 2023 and 2022. Medicare Part D comprised 12% of capitation revenues for each of the nine months ended March 31, 2023 and 2022.

Our accounts receivable as of March 31, 2023 and June 30, 2022 is primarily from capitation revenue arrangements. The concentration of net receivables from participants and third-party payers was as follows:


	March 31, 2023		June 30, 2022
Medicaid	41	%	70	%
Medicare	52	%	22	%
Private pay and other	7	%	8	%
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. The balance of the allowance for uncollectible accounts was $3.9 million as of March 31, 2023, compared to $3.4 million as of June 30, 2022. Accounts are written off as bad debts when they are deemed uncollectible based upon individual credit evaluations and specific circumstances underlying the accounts.

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 0.2% and 0.2% of total revenue for the three months ended March 31, 2023 and 2022, respectively.

Other service revenue was 0.2% and 0.2% of total revenue for the nine months ended March 31, 2023 and 2022, respectively. Accounts receivable related to other service revenue was not significant as of both March 31, 2023 and June 30, 2022.

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. See Note 9, “Commitments and Contingencies.”

- Definition

The entire disclosure of revenue from contract with customer to transfer good or service and to transfer nonfinancial asset. Includes, but is not limited to, disaggregation of revenue, credit loss recognized from contract with customer, judgment and change in judgment related to contract with customer, and asset recognized from cost incurred to obtain or fulfill contract with customer. Excludes insurance and lease contracts.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-URI https://asc.fasb.org/topic&trid=49130388

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 10
-URI https://asc.fasb.org/extlink&oid=126920106&loc=SL49130551-203045

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 13
-Subparagraph (b)(2)
-URI https://asc.fasb.org/extlink&oid=126920106&loc=SL49130556-203045

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 12
-Subparagraph (b)
-URI https://asc.fasb.org/extlink&oid=126920106&loc=SL49130554-203045

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 9
-URI https://asc.fasb.org/extlink&oid=126920106&loc=SL49130550-203045

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 12
-Subparagraph (e)
-URI https://asc.fasb.org/extlink&oid=126920106&loc=SL49130554-203045

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 12
-Subparagraph (a)
-URI https://asc.fasb.org/extlink&oid=126920106&loc=SL49130554-203045

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 12
-Subparagraph (d)
-URI https://asc.fasb.org/extlink&oid=126920106&loc=SL49130554-203045

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 15
-URI https://asc.fasb.org/extlink&oid=126920106&loc=SL49130558-203045

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 12
-Subparagraph (c)
-URI https://asc.fasb.org/extlink&oid=126920106&loc=SL49130554-203045

+ Details

Goodwill and Intangible Assets (Tables)

9 Months Ended

Mar. 31, 2023

Goodwill and Intangible Assets Disclosure [Abstract]

Summary of Intangible Asset by Major Class

Intangible assets consisted of the following as of:


in thousands	March 31, 2023		June 30, 2022
Definite-lived intangible assets	$	6,600	$	6,600
Indefinite-lived intangible assets	2,000		2,000
Total intangible assets	8,600		8,600
Accumulated amortization	(3,237)		(2,742)
Balance as of end of period	$	5,363	$	5,858

Leases - Narrative (Details) $ in Millions	Mar. 20, 2023 USD ($)
Leases [Abstract]
Lease termination costs	$ 0.6

Related Party Transactions	9 Months Ended
Related Party Transactions	Mar. 31, 2023
Related Party Transactions [Abstract]
Related Party Transactions	Related Party TransactionsPursuant to the PWD Amended and Restated Agreement of Limited Partnership, the general partner, who is a subsidiary of the Company (the “General Partner”), funded operating deficits and shortfalls of PWD in the form of a loan. At each of March 31, 2023 and June 30, 2022, $0.7 million was recorded in Deposits and other. Additionally, the General Partner is paid an administration fee of $35,000 per year.

Stock-based Compensation - Monte Carlo Option Pricing Model (Details) - Time-based options awards	9 Months Ended
	Mar. 31, 2023 $ / shares
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Expected volatility	34.50%
Weighted-average expected life (years) - time vesting units	2 years 10 months 24 days
Interest rate	1.56%
Dividend yield	0.00%
Weighted-average fair values (in dollars per share)	$ 0.80
Fair value of underlying stock (in dollars per share)	$ 3.70

Long-Term Debt - Narrative (Details) - USD ($)			3 Months Ended	9 Months Ended
Long-Term Debt - Narrative (Details) - USD ($)	Mar. 08, 2021	Sep. 01, 2015	Mar. 31, 2023	Mar. 31, 2023	Jun. 30, 2022
Debt Instrument [Line Items]
Outstanding borrowings			$ 70,734,000	$ 70,734,000	$ 73,577,000
Revolving Credit Facility
Debt Instrument [Line Items]
Remaining borrowing capacity			97,000,000	97,000,000
Letters of credit, issued amounts			3,000,000	3,000,000
Term Loan Facility
Debt Instrument [Line Items]
Outstanding borrowings			68,438,000	68,438,000	71,250,000
Convertible term loan
Debt Instrument [Line Items]
Interest rate (as a percent)		6.68%
Outstanding borrowings			2,296,000	2,296,000	$ 2,327,000
Monthly principal and interest payments		$ 20,000.00
2021 Credit Agreement \| Revolving Credit Facility
Debt Instrument [Line Items]
Loan amount	$ 100,000,000
Revolving credit facility fee (as a percent)	0.25%
Outstanding borrowings			0	0
Deferred financing costs amortized			1,300,000	1,300,000
Amortization of deferred financing costs			$ 100,000	$ 300,000
2021 Credit Agreement \| Term Loan Facility
Debt Instrument [Line Items]
Loan amount	$ 75,000,000
Percentage of aggregate outstanding principal amount (as a percent)	1.25%
Interest rate (as a percent)			6.60%	6.60%