Item 1. Financial Statements
ITEM 1. FINANCIAL STATEMENTS
CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME: (unaudited, in 000s, except per share amounts)
Three months ended March 31, Nine months ended March 31,
2025 2024 2025 2024
REVENUES:
Service revenues $ 2,099,481 $ 1,993,556 $ 2,434,220 $ 2,314,363
Royalty, product and other revenues 177,623 191,278 215,764 233,354
2,277,104 2,184,834 2,649,984 2,547,717
OPERATING EXPENSES:
Costs of revenues 969,392 926,008 1,553,182 1,485,193
Selling, general and administrative 329,399 330,622 640,111 608,078
Total operating expenses 1,298,791 1,256,630 2,193,293 2,093,271
Other income (expense), net 4,554 5,224 19,215 20,982
Interest expense on borrowings ( 24,686 ) ( 26,070 ) ( 62,285 ) ( 63,304 )
Income from continuing operations before income taxes 958,181 907,358 413,621 412,124
Income taxes 235,253 215,772 104,580 72,527
Net income from continuing operations 722,928 691,586 309,041 339,597
Net loss from discontinued operations, net of tax benefits of $ 180 , $ 254 , $ 811 and $ 627
( 598 ) ( 849 ) ( 2,707 ) ( 2,097 )
NET INCOME $ 722,330 $ 690,737 $ 306,334 $ 337,500
BASIC EARNINGS PER SHARE:
Continuing operations $ 5.38 $ 4.94 $ 2.26 $ 2.37
Discontinued operations ( 0.01 ) ( 0.01 ) ( 0.02 ) ( 0.01 )
Consolidated $ 5.37 $ 4.93 $ 2.24 $ 2.36
DILUTED EARNINGS PER SHARE:
Continuing operations $ 5.32 $ 4.87 $ 2.23 $ 2.34
Discontinued operations ( 0.01 ) ( 0.01 ) ( 0.02 ) ( 0.02 )
Consolidated $ 5.31 $ 4.86 $ 2.21 $ 2.32
DIVIDENDS DECLARED PER SHARE $ 0.375 $ 0.32 $ 1.125 $ 0.96
COMPREHENSIVE INCOME:
Net income $ 722,330 $ 690,737 $ 306,334 $ 337,500
Change in foreign currency translation adjustments 445 ( 9,882 ) ( 22,472 ) ( 9,237 )
Other comprehensive income (loss) 445 ( 9,882 ) ( 22,472 ) ( 9,237 )
Comprehensive income $ 722,775 $ 680,855 $ 283,862 $ 328,263
See accompanying notes to consolidated financial statements.
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CONSOLIDATED BALANCE SHEETS (unaudited, in 000s, except
share and per share amounts)
As of March 31, 2025 June 30, 2024
ASSETS
Cash and cash equivalents $ 772,946 $ 1,053,326
Cash and cash equivalents - restricted 16,744 21,867
Receivables, less allowance for credit losses of $ 49,315 and $ 61,182
352,398 69,075
Prepaid expenses and other current assets 104,450 95,208
Total current assets 1,246,538 1,239,476
Property and equipment, at cost, less accumulated depreciation and amortization of $ 864,681 and $ 838,814
146,456 131,319
Operating lease right of use assets 417,197 461,986
Intangible assets, net 270,007 264,102
Goodwill 785,936 785,226
Deferred tax assets and income taxes receivable 308,989 271,658
Other noncurrent assets 69,888 65,043
Total assets $ 3,245,011 $ 3,218,810
LIABILITIES AND STOCKHOLDERS' EQUITY
LIABILITIES:
Accounts payable and accrued expenses $ 243,754 $ 155,830
Accrued salaries, wages and payroll taxes 269,849 105,548
Accrued income taxes and reserves for uncertain tax positions 346,733 318,830
Current portion of long-term debt 349,787 —
Operating lease liabilities 173,902 206,070
Deferred revenue and other current liabilities 205,778 191,050
Total current liabilities 1,589,803 977,328
Long-term debt and line of credit borrowings 1,142,890 1,491,095
Deferred tax liabilities and reserves for uncertain tax positions 337,634 291,063
Operating lease liabilities 252,630 265,373
Deferred revenue and other noncurrent liabilities 114,892 103,357
Total liabilities 3,437,849 3,128,216
COMMITMENTS AND CONTINGENCIES
STOCKHOLDERS' EQUITY:
Common stock, no par, stated value $ 0.01 per share, 800,000,000 shares authorized, shares issued of 164,367,434 and 170,915,771
1,644 1,709
Additional paid-in capital 758,821 762,583
Accumulated other comprehensive loss ( 71,317 ) ( 48,845 )
Retained earnings (deficit) ( 236,909 ) 12,654
Less treasury shares, at cost, of 30,487,639 and 31,324,609
( 645,077 ) ( 637,507 )
Total stockholders' equity (deficiency) ( 192,838 ) 90,594
Total liabilities and stockholders' equity $ 3,245,011 $ 3,218,810
See accompanying notes to consolidated financial statements.
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CONSOLIDATED STATEMENTS OF CASH FLOWS (unaudited, in 000s)
Nine months ended March 31, 2025 2024
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income $ 306,334 $ 337,500
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization 87,247 91,004
Provision for credit losses 56,042 61,359
Deferred taxes ( 12,503 ) ( 58,223 )
Stock-based compensation 25,420 25,310
Changes in assets and liabilities, net of acquisitions:
Receivables ( 335,605 ) ( 348,106 )
Prepaid expenses, other current and noncurrent assets ( 7,504 ) ( 18,037 )
Accounts payable, accrued expenses, salaries, wages and payroll taxes 240,246 223,045
Deferred revenue, other current and noncurrent liabilities 20,684 12,483
Income tax receivables, accrued income taxes and income tax reserves 50,049 93,961
Other, net ( 1,088 ) ( 32 )
Net cash provided by operating activities 429,322 420,264
CASH FLOWS FROM INVESTING ACTIVITIES:
Capital expenditures ( 71,784 ) ( 53,831 )
Payments made for business acquisitions, net of cash acquired ( 35,323 ) ( 43,163 )
Franchise loans funded ( 21,455 ) ( 18,815 )
Payments from franchisees 11,478 12,884
Other, net 6,194 3,282
Net cash used in investing activities ( 110,890 ) ( 99,643 )
CASH FLOWS FROM FINANCING ACTIVITIES:
Repayments of line of credit borrowings ( 1,950,000 ) ( 1,025,000 )
Proceeds from line of credit borrowings 1,950,000 1,025,000
Dividends paid ( 147,136 ) ( 135,127 )
Repurchase of common stock, including shares surrendered ( 436,516 ) ( 379,018 )
Other, net ( 11,854 ) ( 6,358 )
Net cash used in financing activities ( 595,506 ) ( 520,503 )
Effects of exchange rate changes on cash ( 8,429 ) ( 2,739 )
Net decrease in cash and cash equivalents, including restricted balances ( 285,503 ) ( 202,621 )
Cash, cash equivalents and restricted cash, beginning of period 1,075,193 1,015,316
Cash, cash equivalents and restricted cash, end of period $ 789,690 $ 812,695
SUPPLEMENTARY CASH FLOW DATA:
Income taxes paid, net (includes payments for purchased investment tax credits) $ 65,505 $ 35,888
Interest paid on borrowings 63,251 66,464
Accrued additions to property and equipment 2,448 1,477
New operating right of use assets and related lease liabilities 135,372 139,872
Accrued dividends payable to common shareholders 50,194 44,648
See accompanying notes to consolidated financial statements.
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CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY (amounts in 000s, except per share amounts)
Common Stock Additional
Paid-in
Capital Accumulated Other
Comprehensive
Loss (1)
Retained
Earnings
(Deficit) Treasury Stock Total
Stockholders’
Equity
Shares Amount Shares Amount
Balances as of July 1, 2024 170,916 $ 1,709 $ 762,583 $ ( 48,845 ) $ 12,654 ( 31,325 ) $ ( 637,507 ) $ 90,594
Net loss — — — — ( 172,576 ) — — ( 172,576 )
Other comprehensive income — — — 6,117 — — — 6,117
Stock-based compensation — — 7,463 — — — — 7,463
Stock-based awards exercised or vested — — ( 23,990 ) — ( 2,611 ) 1,319 26,848 247
Acquisition of treasury shares (2)
— — — — — ( 567 ) ( 35,882 ) ( 35,882 )
Repurchase and retirement of common shares ( 3,301 ) ( 33 ) ( 1,980 ) — ( 209,708 ) — — ( 211,721 )
Cash dividends declared - $ 0.375 per share
— — — — ( 52,307 ) — — ( 52,307 )
Balances as of September 30, 2024 167,615 $ 1,676 $ 744,076 $ ( 42,728 ) $ ( 424,548 ) ( 30,573 ) $ ( 646,541 ) $ ( 368,065 )
Net loss — — — — ( 243,420 ) — — ( 243,420 )
Other comprehensive loss — — — ( 29,034 ) — — — ( 29,034 )
Stock-based compensation — — 9,156 — — — — 9,156
Stock-based awards exercised or vested — — 810 — ( 245 ) 54 1,144 1,709
Acquisition of treasury shares (2)
— — — — — ( 4 ) ( 253 ) ( 253 )
Repurchase and retirement of common shares ( 3,248 ) ( 32 ) ( 1,949 ) — ( 190,396 ) — — ( 192,377 )
Cash dividends declared - $ 0.375 per share
— — — — ( 50,176 ) — — ( 50,176 )
Balances as of December 31, 2024 164,367 $ 1,644 $ 752,093 $ ( 71,762 ) $ ( 908,785 ) ( 30,523 ) $ ( 645,650 ) $ ( 872,460 )
Net income — — — — 722,330 — — 722,330
Other comprehensive income — — — 445 — — — 445
Stock-based compensation — — 7,424 — — — — 7,424
Stock-based awards exercised or vested — — ( 696 ) — ( 260 ) 41 856 ( 100 )
Acquisition of treasury shares (2)
— — — — — ( 6 ) ( 283 ) ( 283 )
Cash dividends declared - $ 0.375 per share
— — — — ( 50,194 ) — — ( 50,194 )
Balances as of March 31, 2025 164,367 $ 1,644 $ 758,821 $ ( 71,317 ) $ ( 236,909 ) ( 30,488 ) $ ( 645,077 ) $ ( 192,838 )
(1) The balance of our accumulated other comprehensive loss consists of foreign currency translation adjustments.
(2) Represents shares swapped or surrendered to us in connection with the vesting or exercise of stock-based awards.
See accompanying notes to consolidated financial statements.
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(amounts in 000s, except per share amounts)
Common Stock Additional
Paid-in
Capital Accumulated Other
Comprehensive
Loss (1)
Retained
Earnings
(Deficit) Treasury Stock Total
Stockholders’
Equity
Shares Amount Shares Amount
Balances as of July 1, 2023 178,936 $ 1,789 $ 770,376 $ ( 37,099 ) $ ( 48,677 ) ( 32,786 ) $ ( 654,325 ) $ 32,064
Net loss — — — — ( 163,482 ) — — ( 163,482 )
Other comprehensive loss — — — ( 10,914 ) — — — ( 10,914 )
Stock-based compensation — — 6,211 — — — — 6,211
Stock-based awards exercised or vested — — ( 34,226 ) — ( 3,220 ) 1,867 37,348 ( 98 )
Acquisition of treasury shares (2)
— — — — — ( 823 ) ( 28,464 ) ( 28,464 )
Repurchase and retirement of common shares ( 3,265 ) ( 32 ) ( 1,927 ) — ( 131,341 ) — — ( 133,300 )
Cash dividends declared - $ 0.32 per share
— — — — ( 46,901 ) — — ( 46,901 )
Balances as of September 30, 2023 175,671 $ 1,757 $ 740,434 $ ( 48,013 ) $ ( 393,621 ) ( 31,742 ) $ ( 645,441 ) $ ( 344,884 )
Net loss — — — — ( 189,755 ) — — ( 189,755 )
Other comprehensive income — — — 11,559 — — — 11,559
Stock-based compensation — — 9,270 — — — — 9,270
Stock-based awards exercised or vested — — ( 165 ) — ( 46 ) 348 7,087 6,876
Acquisition of treasury shares (2)
— — — — — ( 3 ) ( 125 ) ( 125 )
Repurchase and retirement of common shares ( 4,755 ) ( 48 ) ( 2,805 ) — ( 217,467 ) — — ( 220,320 )
Cash dividends declared - $ 0.32 per share
— — — — ( 45,273 ) — — ( 45,273 )
Balances as of December 31, 2023 170,916 $ 1,709 $ 746,734 $ ( 36,454 ) $ ( 846,162 ) ( 31,397 ) $ ( 638,479 ) $ ( 772,652 )
Net income — — — — 690,737 — — 690,737
Other comprehensive loss — — — ( 9,882 ) — — — ( 9,882 )
Stock-based compensation — — 7,140 — — — — 7,140
Stock-based awards exercised or vested — — ( 269 ) — ( 223 ) 16 300 ( 192 )
Acquisition of treasury shares (2)
— — — — — ( 7 ) ( 309 ) ( 309 )
Cash dividends declared - $ 0.32 per share
— — — — ( 44,648 ) — — ( 44,648 )
Balances as of March 31, 2024 170,916 $ 1,709 $ 753,605 $ ( 46,336 ) $ ( 200,296 ) ( 31,388 ) $ ( 638,488 ) $ ( 129,806 )
(1) The balance of our accumulated other comprehensive loss consists of foreign currency translation adjustments.
(2) Represents shares swapped or surrendered to us in connection with the vesting or exercise of stock-based awards.
See accompanying notes to consolidated financial statements.
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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (unaudited)
NOTE 1: SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
BASIS OF PRESENTATION – The consolidated balance sheets as of March 31, 2025 and June 30, 2024, the consolidated statements of operations and comprehensive income for the three and nine months ended March 31, 2025 and 2024, the consolidated statements of cash flows for the nine months ended March 31, 2025 and 2024, and the consolidated statements of stockholders' equity for the three and nine months ended March 31, 2025 and 2024 have been prepared by the Company, without audit. In the opinion of management, all adjustments, which include only normal recurring adjustments, necessary to present fairly the financial position, results of operations, and cash flows as of March 31, 2025 and 2024 and for all periods presented, have been made.
"H&R Block," "the Company," "we," "our," and "us" are used interchangeably to refer to H&R Block, Inc., to H&R Block, Inc. and its subsidiaries, or to H&R Block, Inc.'s operating subsidiaries, as appropriate to the context.
Certain information and footnote disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States (GAAP) have been condensed or omitted. These consolidated financial statements should be read in conjunction with the financial statements and notes thereto included in our June 30, 2024 Annual Report on Form 10-K. All amounts presented herein as of June 30, 2024 or for the year then ended are derived from our Annual Report on Form 10-K.
MANAGEMENT ESTIMATES – The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting periods. Significant estimates, assumptions and judgments are applied in the evaluation of contingent losses associated with pending claims and litigation, reserves for uncertain tax positions, and fair value of reporting units. Estimates have been prepared based on the best information available as of each balance sheet date. As such, actual results could differ materially from those estimates.
SEASONALITY OF BUSINESS – Our operating revenues are seasonal in nature with peak revenues typically occurring in the months of February through April. Therefore, results for interim periods are not indicative of results to be expected for the full year.
DISCONTINUED OPERATIONS – Our discontinued operations include the results of operations of Sand Canyon Corporation, previously known as Option One Mortgage Corporation, which exited its mortgage business in fiscal year 2008.
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NOTE 2: REVENUE RECOGNITION
The majority of our revenues are from our United States (U.S.) tax services business. The following table disaggregates our U.S. revenues by major service line, with revenues from our international tax services businesses and from Wave included as separate lines:
(in 000s)
Three months ended March 31, Nine months ended March 31,
2025 2024 2025 2024
Revenues:
U.S. assisted tax preparation $ 1,635,877 $ 1,534,825 $ 1,727,220 $ 1,622,430
U.S. royalties 133,961 141,915 143,312 153,070
U.S. DIY tax preparation 214,666 198,570 231,646 215,529
Refund Transfers 113,732 118,937 115,229 120,892
Peace of Mind® Extended Service Plan 15,625 16,813 54,867 59,100
Tax Identity Shield® 7,025 7,536 14,947 16,810
Emerald Card® and Spruce SM
40,195 41,160 59,169 61,493
Interest and fee income on Emerald Advance® 14,286 21,169 26,594 36,702
International 60,438 68,264 157,104 158,398
Wave 26,717 23,580 79,681 70,656
Other 14,582 12,065 40,215 32,637
Total revenues $ 2,277,104 $ 2,184,834 $ 2,649,984 $ 2,547,717
Changes in the balances of deferred revenue and wages for our Peace of Mind® Extended Service Plan (POM) are as follows:
(in 000s)
POM Deferred Revenue Deferred Wages
Nine months ended March 31, 2025 2024 2025 2024
Balance, beginning of the period $ 156,610 $ 167,257 $ 20,212 $ 21,828
Amounts deferred 70,536 72,369 7,222 8,324
Amounts recognized on previous deferrals ( 64,885 ) ( 68,445 ) ( 8,396 ) ( 8,324 )
Balance, end of the period $ 162,261 $ 171,181 $ 19,038 $ 21,828
As of March 31, 2025, deferred revenue related to POM was $ 162.3 million. We expect that $ 91.8 million will be recognized over the next twelve months , while the remaining balance will be recognized over the following five years .
As of March 31, 2025 and 2024, Tax Identity Shield® (TIS) deferred revenue was $ 31.2 million and $ 31.6 million, respectively. Deferred revenue related to TIS was $ 21.4 million and $ 25.2 million as of June 30, 2024 and 2023, respectively. All deferred revenue related to TIS will be recognized through April 2026 .
NOTE 3: EARNINGS PER SHARE AND STOCKHOLDERS' EQUITY
EARNINGS PER SHARE – Basic and diluted earnings (loss) per share is computed using the two-class method. The two-class method is an earnings allocation formula that determines net income per share for each class of common stock and participating security according to dividends declared and participation rights in undistributed earnings. Per share amounts are computed by dividing net income (loss) from continuing operations attributable to common shareholders by the weighted average shares outstanding during each period. Diluted earnings per share excludes the impact of shares of common stock issuable upon the lapse of certain restrictions or the exercise of options to purchase 0.6 million and 0.5 million shares for the three and nine months ended March 31, 2025,
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respectively, and one thousand and 0.2 million shares for the three and nine months ended March 31, 2024, respectively, as the effect would be antidilutive.
The computations of basic and diluted earnings per share from continuing operations are as follows:
(in 000s, except per share amounts)
Three months ended March 31, Nine months ended March 31,
2025 2024 2025 2024
Net income from continuing operations attributable to shareholders $ 722,928 $ 691,586 $ 309,041 $ 339,597
Amounts allocated to participating securities ( 3,442 ) ( 2,788 ) ( 1,408 ) ( 1,350 )
Net income from continuing operations attributable to common shareholders $ 719,486 $ 688,798 $ 307,633 $ 338,247
Basic weighted average common shares 133,853 139,525 136,207 142,724
Potential dilutive shares 1,476 2,015 1,737 1,870
Dilutive weighted average common shares 135,329 141,540 137,944 144,594
Earnings per share from continuing operations attributable to common shareholders:
Basic $ 5.38 $ 4.94 $ 2.26 $ 2.37
Diluted 5.32 4.87 2.23 2.34
The decrease in the weighted average shares outstanding is due to share repurchases completed in the current and prior fiscal years.
STOCK-BASED COMPENSATION – We granted 1.1 million and 1.7 million shares, including adjustments for performance achievement and dividend equivalents, under our stock-based compensation plans during the nine months ended March 31, 2025 and 2024, respectively. Stock-based compensation expense of our continuing operations totaled $ 7.5 million and $ 25.4 million for the three and nine months ended March 31, 2025, respectively, and $ 7.8 million and $ 25.3 million for the three and nine months ended March 31, 2024, respectively. As of March 31, 2025, unrecognized compensation cost for nonvested shares and units totaled $ 50.8 million.
NOTE 4: RECEIVABLES
Receivables, net of their related allowance, consist of the following:
(in 000s)
As of March 31, 2025 June 30, 2024
Short-term Long-term Short-term Long-term
Loans to franchisees $ 17,267 $ 17,979 $ 5,917 $ 16,498
Receivables for U.S. assisted and DIY tax preparation and related fees 221,510 9,282 18,440 5,332
H&R Block's Instant Refund® receivables
24,162 808 2,947 207
Emerald Advance® 22,385 22,635 17,867 21,360
Software receivables from retailers 11,097 — 1,029 —
Royalties and other receivables from franchisees 32,394 — 5,808 —
Wave payment processing receivables 1,801 — 1,078 —
Other 21,782 612 15,989 427
Total $ 352,398 $ 51,316 $ 69,075 $ 43,824
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Balances presented above as short-term are included in receivables, while the long-term portions are included in other noncurrent assets in the consolidated balance sheets.
LOANS TO FRANCHISEES – Franchisee loan balances consist of term loans made primarily to finance the purchase of franchises and revolving lines of credit primarily for the purpose of funding working capital needs. Loans with a principal balance more than 90 days past due or on non-accrual status were $2.2 million and $1.1 million as of March 31, 2025 and June 30, 2024, respectively.
H&R BLOCK'S INSTANT REFUND ® – H&R Block's Instant Refund® amounts are generally received from the Canada Revenue Agency within 60 days of filing the client's return, with the remaining balance collectible from the client.
We review the credit quality of our Instant Refund receivables based on pools, which are segregated by the tax return year of origination, with older years being deemed more unlikely to be repaid. We establish an allowance for credit losses at an amount that we believe reflects the receivable at net realizable value. In December of each year, we charge-off the receivables and the related allowance to an amount we believe represents the net realizable value.
B alances and amounts on non-accrual status, classified as impaired, or more than 60 days past due, by tax return year of origination, as of March 31, 2025 are as foll ows:
(in 000s)
Tax return year of origination Balance More Than 60 Days Past Due
2024 $ 24,713 $ —
2023 and prior 1,027 1,027
25,740 $ 1,027
Allowance ( 770 )
Net balance $ 24,970
EMERALD ADVANCE ® – We review the credit quality of our purchased participation interests in Emerald Advance® (EA) receivables based on pools, which are segregated by the fiscal year of origination, with older years being deemed more unlikely to be repaid. We establish an allowance for credit losses at an amount that we believe reflects the receivable at net realizable value. Typically, in December of each year, we charge-off the receivables and the related allowance for EAs to an amount we believe represents the net realizable value.
Balances and amounts on non-accrual status, classified as impaired, or more than 60 days past due, by fiscal year of origination, as of March 31, 2025 are as follows:
(in 000s)
Fiscal year of origination Balance Non-Accrual
2025 $ 40,017 $ —
2024 and prior 24,374 24,374
64,391 $ 24,374
Allowance ( 19,371 )
Net balance $ 45,020
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ALLOWANCE FOR CREDIT LOSSES – Activity in the allowance for credit losses for EA and all other short-term and long-term receivables for the nine months ended March 31, 2025 and 2024 is as follows:
(in 000s)
EAs All Other Total
Balances as of July 1, 2024 $ 33,536 $ 45,327 $ 78,863
Provision for credit losses 19,371 36,671 56,042
Charge-offs, recoveries and other ( 33,536 ) ( 45,864 ) ( 79,400 )
Balances as of March 31, 2025 $ 19,371 $ 36,134 $ 55,505
Balances as of July 1, 2023 $ 27,386 $ 35,108 $ 62,494
Provision for credit losses 21,011 40,348 61,359
Charge-offs, recoveries and other ( 27,714 ) ( 37,455 ) ( 65,169 )
Balances as of March 31, 2024 $ 20,683 $ 38,001 $ 58,684
For the nine months ended March 31, 2025, there were $ 33.5 million of gross charge-offs related to EAs which were originated in fiscal year 2024.
NOTE 5: GOODWILL AND INTANGIBLE ASSETS
Changes in the carrying amount of goodwill for the nine months ended March 31, 2025 are as follows:
(in 000s)
Goodwill Accumulated Impairment Losses Net
Balances as of July 1, 2024 $ 923,523 $ ( 138,297 ) $ 785,226
Acquisitions (1)
15,374 — 15,374
Disposals and foreign currency changes, net ( 14,664 ) — ( 14,664 )
Impairments — — —
Balances as of March 31, 2025 $ 924,233 $ ( 138,297 ) $ 785,936
(1) All goodwill added during the period is expected to be tax-deductible for federal income tax reporting.
In conjunction with our annual impairment test, we tested goodwill for impairment during the quarter and did not identify any impairment.
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Components of intangible assets are as follows:
(in 000s)
Gross Carrying Amount Accumulated
Amortization Net
As of March 31, 2025:
Reacquired franchise rights $ 415,419 $ ( 239,452 ) $ 175,967
Customer relationships 358,442 ( 286,040 ) 72,402
Internally-developed software 124,420 ( 122,357 ) 2,063
Noncompete agreements 23,190 ( 20,081 ) 3,109
Purchased technology 70,100 ( 56,099 ) 14,001
Trade name 5,800 ( 3,335 ) 2,465
$ 997,371 $ ( 727,364 ) $ 270,007
As of June 30, 2024:
Reacquired franchise rights $ 403,955 $ ( 228,157 ) $ 175,798
Customer relationships 331,435 ( 270,245 ) 61,190
Internally-developed software 122,673 ( 119,610 ) 3,063
Noncompete agreements 21,977 ( 19,494 ) 2,483
Purchased technology 70,100 ( 51,432 ) 18,668
Trade name 5,800 ( 2,900 ) 2,900
$ 955,940 $ ( 691,838 ) $ 264,102
We made payments to acquire businesses totaling $ 35.3 million and $ 43.2 million during the nine months ended March 31, 2025 and 2024, respectively. The amounts and weighted-average lives of intangible assets acquired during the nine months e nded March 31, 2025, including amounts capitalized related to internally-developed software, a re as follows:
(dollars in 000s)
Amount Weighted-Average Life (in years)
Customer relationships $ 27,435 5
Reacquired franchise rights 11,649 6
Internally-developed software 1,949 3
Noncompete agreements 1,254 5
Total $ 42,287 5
Amortization of intangible assets for the three and nine months ended March 31, 2025 was $ 11.3 million and $ 36.3 million, respectively, compared to $ 15.0 million and $ 46.2 million for the three and nine months ended March 31, 2024, respectively. Estimated amortization of intangible assets for fiscal years ending June 30, 2025, 2026, 2027, 2028, and 2029 is $ 47.6 million, $ 41.5 million, $ 34.7 million, $ 26.5 million and $ 18.1 million, respectively.
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NOTE 6: LONG-TERM DEBT
The components of long-term debt are as follows:
(in 000s)
As of March 31, 2025 June 30, 2024
Senior Notes, 5.250 %, due October 2025
$ 350,000 $ 350,000
Senior Notes, 2.500 %, due July 2028
500,000 500,000
Senior Notes, 3.875 %, due August 2030
650,000 650,000
Debt issuance costs and discounts ( 7,323 ) ( 8,905 )
Total long-term debt 1,492,677 1,491,095
Less: Current portion ( 349,787 ) —
Long-term portion $ 1,142,890 $ 1,491,095
Estimated fair value of long-term debt $ 1,422,000 $ 1,391,000
Our unsecured committed line of credit (CLOC) provides for an unsecured senior revolving credit facility in the aggregate principal amount of $ 1.5 billion, which includes a $ 175.0 million sublimit for swingline loans and a $ 50.0 million sublimit for standby letters of credit. We may request increases in the aggregate principal amount of the revolving credit facility of up to $ 500.0 million, subject to obtaining commitments from lenders and meeting certain other conditions. The CLOC will mature on June 11, 2026, unless extended pursuant to the terms of the CLOC, at which time all outstanding amounts thereunder will be due and payable. Our CLOC includes an annual facility fee, which will vary depending on our then current credit ratings.
The CLOC is subject to various conditions, triggers, events or occurrences that could result in earlier termination and contains customary representations, warranties, covenants and events of default, including, without limitation: (1) a covenant requiring the Company to maintain a debt-to-EBITDA ratio, as defined by the CLOC agreement, calculated on a consolidated basis of no greater than (a) 3.50 to 1.00 as of the last day of each fiscal quarter ending on March 31, June 30, and September 30 of each year and (b) 4.50 to 1.00 as of the last day of each fiscal quarter ending on December 31 of each year; (2) a covenant requiring us to maintain an interest coverage ratio (EBITDA-to-interest expense) calculated on a consolidated basis of not less than 2.50 to 1.00 as of the last date of any fiscal quarter; and (3) covenants restricting our ability to incur certain additional debt, incur liens, merge or consolidate with other companies, sell or dispose of assets (including equity interests), liquidate or dissolve, engage in certain transactions with affiliates or enter into certain restrictive agreements. The CLOC includes provisions for an equity cure which could potentially allow us to independently cure certain defaults. Proceeds under the CLOC may be used for working capital needs or for other general corporate pu rposes. We were in compliance with these requirements as of March 31, 2025.
We had no outstanding balance under our CLOC and amounts available to borrow were not limited by the debt-to-EBITDA covenant as of March 31, 2025.
NOTE 7: INCOME TAXES
We file a consolidated federal income tax return in the U.S. with the Internal Revenue Service (IRS) and file tax returns in various state, local, and foreign jurisdictions.
We had gross unrecognized tax benefits of $ 284.0 million and $ 251.8 million as of March 31, 2025 and June 30, 2024, respectively. The gross unrecognized tax benefits increased by $ 32.2 million during the nine months ended March 31, 2025. The increase is primarily related to various current federal and state tax positions expected to be taken in our income tax returns. We believe it is reasonably possible that the balance of unrecognized tax benefits could decrease by approximately $ 148.4 million within the next twelve months. The anticipated decrease is due to the expiration of statutes of limitations, anticipated closure of various tax matters currently under examination, and settlements with tax authorities. For such matters where a change in the balance of unrecognized tax benefits is not yet deemed reasonably possible, no estimate has been included.
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Our effective tax rate for continuing operations, including the effects of discrete tax items, was 25.3 % and 17.6 % for the nine months ended March 31, 2025 and 2024, respectively. Discrete items increased the effective tax rate by 0.9 % for the nine months ended March 31, 2025 and decreased the effective tax rate by 6.3 % for the nine months ended March 31, 2024. Discrete income tax expense of $ 3.8 million and benefit of $ 26.0 million were recorded in the nine months ended March 31, 2025, and 2024, respectively. The discrete tax expense recorded in the current period primarily resulted from interest expense on uncertain tax positions, partially offset by benefits related to investment tax credit purchases and stock-based compensation vesting. The discrete tax benefit recorded in the prior period primarily resulted from settlements with taxing authorities and state statute of limitations expirations. The impact discrete tax items have on our tax rate through the third quarter are slightly exaggerated versus the impact discrete tax items have on the full fiscal year tax rate.
NOTE 8: COMMITMENTS AND CONTINGENCIES
Our U.S. and Canadian businesses offer our 100% accuracy guarantee. Assisted tax returns are covered by our 100% accuracy guarantee, whereby we will reimburse a client for penalties and interest attributable to an H&R Block error on a return. DIY tax returns are covered by our 100% accuracy guarantee, whereby we will reimburse a client up to a maximum of $ 10,000 if our software makes an arithmetic error that results in payment of penalties and/or interest to the respective taxing authority that a client would otherwise not have been required to pay. Our liability related to estimated losses under the 100% accuracy guarantee was $ 11.3 million and $ 14.1 million as of March 31, 2025 and June 30, 2024, respectively. The short-term and long-term portions of this liability are included in deferred revenue and other liabilities in the consolidated balance sheets.
Liabilities related to acquisitions for (1) estimated contingent consideration based on expected financial performance of the acquired business and economic conditions at the time of acquisition and (2) estimated accrued compensation related to continued employment of key employees were $ 32.4 million and $ 26.9 million as of March 31, 2025 and June 30, 2024 respectively, with amounts recorded in deferred revenue and other liabilities. Should actual results differ from our estimates, future payments made will differ from the above estimate and any differences will be recorded in results from continuing operations.
We have contractual commitments to fund certain franchises with approved short-term lines of credit for the purpose of meeting their seasonal working capital needs. Our total obligation under these lines of credit was $ 21.0 million at March 31, 2025, and net of amounts drawn and outstanding, our remaining commitment to fund totaled $ 9.1 million.
During the nine months ended March 31, 2025, the Company entered into an agreement to purchase federal investment tax credits (ITC), if certain conditions are met. During the nine months ended March 31, 2025, we paid $ 22.9 million for ITCs. As of March 31, 2025, the Company has a remaining commitment to purchase additional ITCs, for approximately $ 75.1 million if certain conditions set forth in the agreement are satisfied, with the final payment anticipated to occur by June 30, 2025.
Emerald Advance® term loans are originated by Pathward®, N.A. (Pathward). We purchase participation interests, at par, in all EAs originated by Pathward in accordance with our participation agreement. Our participation interest varies by jurisdiction. At March 31, 2025, the principal balance of purchased participation interests for the current year totaled $ 260.6 million, which represents 87% of total EA volume originated by Pathward.
Refund Advance loans are originated by Pathward and offered to certain assisted U.S. tax preparation clients, based on client eligibility as determined by Pathward. We pay fees primarily based on loan size and customer type. We have provided a guarantee up to $ 18.0 million related to certain loans to clients prior to the IRS accepting electronic filing. At March 31, 2025, we accrued an estimated liability of $ 2.4 million related to this guarantee, compared to $ 1.4 million at June 30, 2024.
NOTE 9: LITIGATION AND OTHER RELATED CONTINGENCIES
We are a defendant in numerous litigation and arbitration matters, arising both in the ordinary course of business and otherwise, including as described below. The matters described below are not all of the lawsuits or arbitrations to which we are subject. In some of the matters, very large or indeterminate amounts, including punitive damages, may be sought. U.S. jurisdictions permit considerable variation in the assertion of monetary
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damages or other relief. Jurisdictions may permit claimants not to specify the monetary damages sought or may permit claimants to state only that the amount sought is sufficient to invoke the jurisdiction. In addition, jurisdictions may permit plaintiffs to allege monetary damages in amounts well exceeding reasonably possible verdicts in the jurisdiction for similar matters. We believe that the monetary relief which may be specified in a lawsuit or claim bears little relevance to its merits or disposition value due to this variability in pleadings and our experience in handling and resolving numerous claims over an extended period of time.
The outcome of a matter and the amount or range of potential loss at particular points in time may be difficult to ascertain. Among other things, uncertainties can include how fact finders will evaluate documentary evidence and the credibility and effectiveness of witness testimony, and how courts and arbitrators will apply the law. Disposition valuations are also subject to the uncertainty of how opposing parties and their counsel will view the relevant evidence and applicable law.
In addition to litigation and arbitration matters, we are also subject to other loss contingencies arising out of our business activities, including as described below.
We accrue liabilities for litigation, arbitration and other related loss contingencies and any related settlements when it is probable that a loss has been incurred and the amount of the loss can be reasonably estimated. If a range of loss is estimated, and some amount within that range appears to be a better estimate than any other amount within that range, then that amount is accrued. If no amount within the range can be identified as a better estimate than any other amount, we accrue the minimum amount in the range.
For such matters where a loss is believed to be reasonably possible, but not probable, or the loss cannot be reasonably estimated, no accrual has been made. It is possible that such matters could require us to pay damages or make other expenditures or accrue liabilities in amounts that could not be reasonably estimated as of March 31, 2025. While the potential future liabilities could be material in the particular quarterly or annual periods in which they are recorded, based on information currently known, we do not believe any such liabilities are likely to have a material adverse effect on our business and our consolidated financial position, results of operations, and cash flows. Our accrued liabilities were $ 5.5 million and $ 7.2 million as of March 31, 2025 and June 30, 2024, respectively.
Our estimate of the aggregate range of reasonably possible losses includes (1) matters where a liability has been accrued and there is a reasonably possible loss in excess of the amount accrued for that liability, and (2) matters where a liability has not been accrued but we believe a loss is reasonably possible. This aggregate range only represents those losses as to which we are currently able to estimate a reasonably possible loss or range of loss. It does not represent our maximum loss exposure.
Matters for which we are not currently able to estimate the reasonably possible loss or range of loss are not included in this range. We are often unable to estimate the possible loss or range of loss until developments in such matters have provided sufficient information to support an assessment of the reasonably possible loss or range of loss, such as precise information about the amount of damages or other remedies being asserted, the defenses to the claims being asserted, discovery from other parties and investigation of factual allegations, rulings by courts or arbitrators on motions or appeals, analyses by experts, or the status or terms of any settlement negotiations.
The estimated range of reasonably possible loss is based upon currently available information and is subject to significant judgment and a variety of assumptions, as well as known and unknown uncertainties. The matters underlying the estimated range will change from time to time, and actual results may vary significantly from the current estimate. As of March 31, 2025, we believe the estimate of the aggregate range of reasonably possible losses in excess of amounts accrued, where the range of loss can be estimated, is not material.
At the end of each reporting period, we review relevant information with respect to litigation, arbitration and other related loss contingencies and update our accruals, disclosures, and estimates of reasonably possible loss or range of loss based on such reviews. Costs incurred with defending matters are expensed as incurred. Any receivable for insurance recoveries is recorded separately from the corresponding liability, and only if recovery is determined to be probable and reasonably estimable.
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We believe we have meritorious defenses to the claims asserted in the various matters described in this note, and we intend to defend them vigorously. The amounts claimed in the matters are substantial, however, and there can be no assurances as to their outcomes. In the event of unfavorable outcomes, it could require modifications to our operations; in addition, the amounts that may be required to be paid to discharge or settle the matters could be substantial and could have a material adverse impact on our business and our consolidated financial position, results of operations, and cash flows.
We have received and are responding to certain governmental inquiries, class actions and mass arbitrations relating to the IRS Free File Program and other aspects of our DIY tax preparation services, including the use of pixels. An accrual related to these matters is included in our loss contingency accrual.
We are from time to time a party to litigation, arbitration and other loss contingencies not discussed herein arising out of our business operations. These matters may include actions by state attorneys general, other state regulators, federal regulators, individual plaintiffs, and cases in which plaintiffs seek to represent others who may be similarly situated.
While we cannot provide assurance that we will ultimately prevail in each instance, we believe the amount, if any, we are required to pay to discharge or settle these other matters will not have a material adverse impact on our business and our consolidated financial position, results of operations, and cash flows.
Text extracted from the filing as submitted to EDGAR. Formatting, tables and exhibits are simplified for reading; the original document is authoritative for anything you rely on.