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Income Taxes
12 Months Ended
Jun. 30, 2023
Income Tax Disclosure [Abstract]  
Income Taxes

17. Income Taxes

The Company had income (loss) before income taxes from continuing operations of $14.7 million and $(19.2) million, respectively, for the years ended June 30, 2023 and 2022. There was no foreign activity during these years.

The provision for income taxes includes the following:

 

 

For the years ended June 30,

 

(in thousands)

 

2023

 

 

2022

 

Current

 

$

200

 

 

$

83

 

Deferred

 

 

-

 

 

 

-

 

Income tax expense

 

$

200

 

 

$

83

 

The Company recognized an income tax expense from continuing operations of $0.2 million and $0.1 million for the years ended June 30, 2023 and 2022, respectively. This expense consisted solely of state and local taxes. No federal income taxes were incurred for the years ended June 30, 2023 and 2022.

The following table reconciles the expected corporate federal income tax expense, computed by multiplying the Company's income (loss) before income taxes by the statutory tax rate of 21%, to the total tax expense.

 

 

For the years ended June 30,

 

(in thousands)

 

2023

 

 

2022

 

Federal tax expense (benefit) at statutory rate

 

$

3,083

 

 

$

(4,037

)

State taxes net of federal impact

 

 

(85

)

 

 

(507

)

Sale of Controlling Interest in Forest

 

 

4,598

 

 

 

-

 

Change in valuation allowance

 

 

(192,363

)

 

 

(26,165

)

Adjustment to prior years

 

 

557

 

 

 

108

 

Interest expense on Forest Preferred Stock

 

 

328

 

 

 

700

 

Net operating loss and credit expirations

 

 

184,011

 

 

 

30,059

 

Other

 

 

71

 

 

 

(75

)

Income tax expense

 

$

200

 

 

$

83

 

The tax effect of temporary differences that give rise to significant portions of the Company's deferred tax assets and liabilities are as follows:

 

 

As of June 30,

 

(in thousands)

 

2023

 

 

2022

 

Deferred Tax Assets:

 

 

 

 

 

 

Net operating loss carryforwards

 

$

5,019

 

 

$

190,535

 

Accruals and allowances not deductible for tax purposes

 

 

615

 

 

 

1,646

 

Identifiable intangible assets

 

 

343

 

 

 

13

 

Unrealized loss on investments

 

 

2,969

 

 

 

5,361

 

Investment in partnerships

 

 

2,856

 

 

 

10,464

 

Other

 

 

1,091

 

 

 

2,169

 

Total deferred tax assets, gross

 

$

12,893

 

 

$

210,188

 

Less: valuation allowance

 

$

(12,057

)

 

$

(207,085

)

Total deferred tax assets, net

 

$

836

 

 

$

3,103

 

Deferred Tax Liabilities:

 

 

 

 

 

 

Goodwill

 

$

-

 

 

$

(2,225

)

Other

 

 

(836

)

 

 

(1,164

)

Total deferred tax liabilities

 

$

(836

)

 

$

(3,389

)

 

 

 

 

 

 

 

Total deferred tax liabilities, net

 

$

-

 

 

$

(286

)

In light of the history of cumulative operating losses, the Company recorded a valuation allowance for all of its federal and state deferred tax assets, as it is presently unable to conclude that it is more likely than not that the federal and state deferred tax assets in excess of deferred tax liabilities will be realized. The decrease of $195.0 million in the overall valuation allowance relates primarily to the expiration of federal tax attributes, as well as the Sale of Controlling Interest in Forest and Sale of HC LLC.

As of June 30, 2023, the Company had net operating loss (NOL) carryforwards for federal income tax purposes of approximately $16.2 million, of which approximately $8.2 million will expire in fiscal years 2024 through 2025 and $8.0 million can be carried forward indefinitely. As of June 30, 2023, the Company also had $25.5 million of state NOL carryforwards, principally in Massachusetts, Arizona, and Nebraska, that will expire from 2031 to 2043.

The utilization of a corporation's NOL carryforwards is limited following a change in ownership (as defined by Internal Revenue Code section 382) of greater than 50% within a rolling three-year period. If it is determined that prior equity transactions limit the Company's NOL carryforwards, the annual limitation will be determined by multiplying the market value of the Company on the date of the ownership change by the federal long-term tax-exempt rate. Any amount exceeding the annual limitation may be carried forward to future years for the balance of the NOL carryforward period.

During the years ended June 30, 2023 and 2022, the total amount of gross unrecognized tax benefit activity was as follows:

(in thousands)

 

 

 

Balance as of June 30, 2021

 

$

36,019

 

Addition for tax positions of prior years

 

 

509

 

Reductions for tax positions of prior years

 

 

(71

)

Lapse of statute of limitations

 

 

(4,127

)

Balance as of June 30, 2022

 

$

32,330

 

Reductions for tax positions of prior years

 

 

(27,706

)

Lapse of statute of limitations

 

 

(4,116

)

Balance as of June 30, 2023

 

$

508

 

As of June 30, 2023 and 2022, the Company had approximately $0.5 million and $32.3 million, respectively, of unrecognized tax benefits. The reduction for tax positions of prior years of $27.7 million was attributable to unrecognized tax benefits of Forest that was sold during the year ended June 30, 2023, as discussed in Note 3 - Forest Note and Transactions with JPM.

These unrecognized tax benefits, if recognized, would ordinarily impact the effective tax rate by a corresponding amount. However, because of the Company’s history of cumulative operating losses, any recognized tax benefits would be fully offset by a valuation allowance without any impact on our consolidated results.

The Company’s policy is to include interest and penalties related to unrecognized tax benefits in tax expense on the Company’s consolidated statements of operations. As of June 30, 2023 and 2022, the accrual for interest and penalties associated with tax liabilities was immaterial.

Although timing of the resolution and/or closure on the Company's unrecognized tax benefits is highly uncertain, the Company does not believe it is reasonably possible that the unrecognized tax benefits would materially change in the next 12 months.

The Company files U.S. federal and U.S. state tax returns in several states. Tax years remain open to examination to the extent that NOLs generated in those years are utilized in a later year. Accordingly, the Company's fiscal years 2004, 2005, 2018, and 2020 through 2023 remain open to examination by federal tax authorities. State tax returns generally remain open to examination for fiscal years 2017 through 2023.