Cover
Cover - shares | 6 Months Ended | |
Jun. 30, 2024 | Jul. 30, 2024 | |
Document Information [Line Items] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Jun. 30, 2024 | |
Document Transition Report | false | |
Entity File Number | 001-39548 | |
Entity Registrant Name | BENTLEY SYSTEMS, INCORPORATED | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 95-3936623 | |
Entity Address, Address Line One | 685 Stockton Drive | |
Entity Address, City or Town | Exton | |
Entity Address, State or Province | PA | |
Entity Address, Postal Zip Code | 19341 | |
City Area Code | 610 | |
Local Phone Number | 458-5000 | |
Title of 12(b) Security | Class B Common Stock, $0.01 Par Value | |
Trading Symbol | BSY | |
Security Exchange Name | NASDAQ | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Large Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Current Fiscal Year End Date | --12-31 | |
Central Index Key | 0001031308 | |
Amendment Flag | false | |
Document Fiscal Period Focus | Q2 | |
Document Fiscal Year Focus | 2024 | |
Class A Common Stock | ||
Document Information [Line Items] | ||
Entity Common Stock, Shares Outstanding | 11,537,627 | |
Class B Common Stock | ||
Document Information [Line Items] | ||
Entity Common Stock, Shares Outstanding | 290,620,299 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Jun. 30, 2024 | Dec. 31, 2023 |
Current assets: | ||
Cash and cash equivalents | $ 51,278 | $ 68,412 |
Accounts receivable | 282,918 | 302,501 |
Allowance for doubtful accounts | (9,099) | (8,965) |
Prepaid income taxes | 18,487 | 12,812 |
Prepaid and other current assets | 43,101 | 44,797 |
Total current assets | 386,685 | 419,557 |
Property and equipment, net | 36,756 | 40,100 |
Operating lease right-of-use assets | 34,868 | 38,476 |
Intangible assets, net | 225,539 | 248,787 |
Goodwill | 2,265,174 | 2,269,336 |
Investments | 24,258 | 23,480 |
Deferred income taxes | 206,259 | 212,831 |
Other assets | 77,641 | 67,283 |
Total assets | 3,257,180 | 3,319,850 |
Current liabilities: | ||
Accounts payable | 23,901 | 18,094 |
Accruals and other current liabilities | 500,007 | 457,348 |
Deferred revenues | 236,624 | 253,785 |
Operating lease liabilities | 11,429 | 11,645 |
Income taxes payable | 13,817 | 9,491 |
Current portion of long-term debt | 0 | 10,000 |
Total current liabilities | 785,778 | 760,363 |
Long-term debt | 1,334,618 | 1,518,403 |
Deferred compensation plan liabilities | 91,172 | 88,181 |
Long-term operating lease liabilities | 26,950 | 30,626 |
Deferred revenues | 15,259 | 15,862 |
Deferred income taxes | 11,899 | 9,718 |
Income taxes payable | 3,615 | 7,337 |
Other liabilities | 3,383 | 5,378 |
Total liabilities | 2,272,674 | 2,435,868 |
Commitments and contingencies (Note 18) | ||
Stockholders’ equity: | ||
Preferred stock, $0.01 par value, authorized 100,000,000 shares; none issued or outstanding as of June 30, 2024 and December 31, 2023 | 0 | 0 |
Additional paid-in capital | 1,176,630 | 1,127,234 |
Accumulated other comprehensive loss | (93,264) | (84,987) |
Accumulated deficit | (102,561) | (161,932) |
Non-controlling interest | 704 | 704 |
Total stockholders’ equity | 984,506 | 883,982 |
Total liabilities and stockholders’ equity | 3,257,180 | 3,319,850 |
Class A Common Stock | ||
Stockholders’ equity: | ||
Common stock | 115 | 115 |
Class B Common Stock | ||
Stockholders’ equity: | ||
Common stock | $ 2,882 | $ 2,848 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - $ / shares | Jun. 30, 2024 | Dec. 31, 2023 |
Preferred stock par value (USD per share) | $ 0.01 | $ 0.01 |
Preferred stock shares authorized (in shares) | 100,000,000 | 100,000,000 |
Preferred stock shares issued (in shares) | 0 | 0 |
Preferred stock shares outstanding (in shares) | 0 | 0 |
Class A Common Stock | ||
Common stock par value (USD per share) | $ 0.01 | $ 0.01 |
Common stock shares authorized (in shares) | 100,000,000 | 100,000,000 |
Common stock shares issued (in shares) | 11,537,627 | 11,537,627 |
Common stock shares outstanding (in shares) | 11,537,627 | 11,537,627 |
Class B Common Stock | ||
Common stock par value (USD per share) | $ 0.01 | $ 0.01 |
Common stock shares authorized (in shares) | 1,800,000,000 | 1,800,000,000 |
Common stock shares issued (in shares) | 288,209,506 | 284,728,210 |
Common stock shares outstanding (in shares) | 288,209,506 | 284,728,210 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
Revenues: | ||||
Total revenues | $ 330,337 | $ 296,749 | $ 668,100 | $ 611,160 |
Cost of revenues: | ||||
Total cost of revenues | 63,193 | 66,426 | 125,023 | 133,610 |
Gross profit | 267,144 | 230,323 | 543,077 | 477,550 |
Operating expenses: | ||||
Research and development | 65,709 | 70,117 | 134,080 | 137,917 |
Selling and marketing | 57,129 | 54,364 | 111,515 | 106,505 |
General and administrative | 54,854 | 39,258 | 101,336 | 86,065 |
Deferred compensation plan | 883 | 3,777 | 6,682 | 7,923 |
Amortization of purchased intangibles | 8,392 | 9,502 | 17,356 | 20,050 |
Total operating expenses | 186,967 | 177,018 | 370,969 | 358,460 |
Income from operations | 80,177 | 53,305 | 172,108 | 119,090 |
Interest expense, net | (5,100) | (9,484) | (11,620) | (20,576) |
Other income, net | 2,280 | 965 | 9,417 | 1,254 |
Income before income taxes | 77,357 | 44,786 | 169,905 | 99,768 |
(Provision) benefit for income taxes | (5,330) | 3,899 | (27,577) | (5,593) |
Equity in net income of investees, net of tax | 19 | 0 | 28 | 0 |
Net income | $ 72,046 | $ 48,685 | $ 142,356 | $ 94,175 |
Per share information: | ||||
Net income per share, basic (USD per share) | $ 0.23 | $ 0.16 | $ 0.45 | $ 0.30 |
Net income per share, diluted (USD per share) | $ 0.22 | $ 0.15 | $ 0.44 | $ 0.29 |
Weighted average shares, basic (in shares) | 314,980,580 | 311,914,602 | 314,660,906 | 311,366,371 |
Weighted average shares, diluted (in shares) | 333,780,984 | 332,352,725 | 333,725,315 | 331,831,973 |
Subscriptions and licenses | ||||
Revenues: | ||||
Total revenues | $ 308,307 | $ 270,961 | $ 624,908 | $ 558,353 |
Cost of revenues: | ||||
Total cost of revenues | 42,432 | 41,156 | 82,650 | 82,087 |
Subscriptions | ||||
Revenues: | ||||
Total revenues | 297,444 | 259,243 | 604,533 | 537,088 |
Perpetual licenses | ||||
Revenues: | ||||
Total revenues | 10,863 | 11,718 | 20,375 | 21,265 |
Services | ||||
Revenues: | ||||
Total revenues | 22,030 | 25,788 | 43,192 | 52,807 |
Cost of revenues: | ||||
Total cost of revenues | $ 20,761 | $ 25,270 | $ 42,373 | $ 51,523 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Income - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
Statement of Comprehensive Income [Abstract] | ||||
Net income | $ 72,046 | $ 48,685 | $ 142,356 | $ 94,175 |
Other comprehensive (loss) income, net of taxes: | ||||
Foreign currency translation adjustments | (645) | 1,538 | (8,378) | 1,878 |
Actuarial gain on retirement plan, net of tax effect of $0, $(1), $(28), and $(7), respectively | 0 | 8 | 101 | 34 |
Total other comprehensive (loss) income, net of taxes | (645) | 1,546 | (8,277) | 1,912 |
Comprehensive income | $ 71,401 | $ 50,231 | $ 134,079 | $ 96,087 |
Consolidated Statements of Co_2
Consolidated Statements of Comprehensive Income (Parenthetical) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
Statement of Comprehensive Income [Abstract] | ||||
Actuarial gain on retirement plan, tax effect | $ 0 | $ (1) | $ (28) | $ (7) |
Consolidated Statements of Stoc
Consolidated Statements of Stockholders' Equity - USD ($) $ in Thousands | Total | Common Stock | Additional Paid-in Capital | Accumulated Other Comprehensive Loss | Accumulated Deficit | Non-Controlling Interest |
Beginning balance (in shares) at Dec. 31, 2022 | 289,014,487 | |||||
Beginning balance at Dec. 31, 2022 | $ 573,454 | $ 2,890 | $ 1,030,466 | $ (89,740) | $ (370,866) | $ 704 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Net income | 94,175 | 94,175 | ||||
Other comprehensive loss | 1,912 | 1,912 | ||||
Dividends declared | (29,224) | (29,224) | ||||
Shares issued in connection with deferred compensation plan, net (in shares) | 2,782,181 | |||||
Shares issued in connection with deferred compensation plan, net | (36,329) | $ 28 | (28) | (36,329) | ||
Deferred compensation plan elective participant deferrals | 1,651 | 1,651 | ||||
Shares issued in connection with executive bonus plan, net (in shares) | 137,197 | |||||
Shares issued in connection with executive bonus plan, net | 5,480 | $ 2 | 9,804 | (4,326) | ||
Shares issued in connection with employee stock purchase plan, net (in shares) | 153,381 | |||||
Shares issued in connection with employee stock purchase plan, net | 4,335 | $ 1 | 4,556 | (222) | ||
Stock option exercises, net (in shares) | 2,236,827 | |||||
Stock option exercises, net | 3,711 | $ 22 | 9,678 | (5,989) | ||
Shares issued for stock grants, net (in shares) | 12,639 | |||||
Shares issued for stock grants, net | 600 | 600 | ||||
Stock-based compensation expense | 28,343 | 28,343 | ||||
Shares related to restricted stock, net (in shares) | 376,271 | |||||
Shares related to restricted stock, net | (4,336) | $ 4 | (4) | (4,336) | ||
Ending balance (in shares) at Jun. 30, 2023 | 294,712,983 | |||||
Ending balance at Jun. 30, 2023 | 643,772 | $ 2,947 | 1,085,066 | (87,828) | (357,117) | 704 |
Beginning balance (in shares) at Mar. 31, 2023 | 291,501,271 | |||||
Beginning balance at Mar. 31, 2023 | 614,190 | $ 2,915 | 1,060,842 | (89,374) | (360,897) | 704 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Net income | 48,685 | 48,685 | ||||
Other comprehensive loss | 1,546 | 1,546 | ||||
Dividends declared | (14,702) | (14,702) | ||||
Shares issued in connection with deferred compensation plan, net (in shares) | 1,729,443 | |||||
Shares issued in connection with deferred compensation plan, net | (22,703) | $ 17 | (17) | (22,703) | ||
Deferred compensation plan elective participant deferrals | 118 | 118 | ||||
Shares issued in connection with executive bonus plan, net (in shares) | 57,393 | |||||
Shares issued in connection with executive bonus plan, net | 2,421 | $ 1 | 4,321 | (1,901) | ||
Stock option exercises, net (in shares) | 1,308,527 | |||||
Stock option exercises, net | 1,210 | $ 13 | 5,485 | (4,288) | ||
Shares issued for stock grants, net (in shares) | 12,639 | |||||
Shares issued for stock grants, net | 600 | 600 | ||||
Stock-based compensation expense | 13,718 | 13,718 | ||||
Shares related to restricted stock, net (in shares) | 103,710 | |||||
Shares related to restricted stock, net | (1,311) | $ 1 | (1) | (1,311) | ||
Ending balance (in shares) at Jun. 30, 2023 | 294,712,983 | |||||
Ending balance at Jun. 30, 2023 | 643,772 | $ 2,947 | 1,085,066 | (87,828) | (357,117) | 704 |
Beginning balance (in shares) at Dec. 31, 2023 | 296,265,837 | |||||
Beginning balance at Dec. 31, 2023 | 883,982 | $ 2,963 | 1,127,234 | (84,987) | (161,932) | 704 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Net income | 142,356 | 142,356 | ||||
Other comprehensive loss | (8,277) | (8,277) | ||||
Dividends declared | (35,851) | (35,851) | ||||
Shares issued in connection with deferred compensation plan, net (in shares) | 2,474,063 | |||||
Shares issued in connection with deferred compensation plan, net | 0 | $ 24 | (24) | |||
Deferred compensation plan elective participant deferrals | 101 | 101 | ||||
Shares issued in connection with executive bonus plan, net (in shares) | 168,291 | |||||
Shares issued in connection with executive bonus plan, net | 8,916 | $ 2 | 8,914 | |||
Shares issued in connection with employee stock purchase plan, net (in shares) | 122,020 | |||||
Shares issued in connection with employee stock purchase plan, net | 5,385 | $ 1 | 5,559 | (175) | ||
Stock option exercises, net (in shares) | 844,283 | |||||
Stock option exercises, net | 1,812 | $ 8 | 3,999 | (2,195) | ||
Shares issued for stock grants, net (in shares) | 11,391 | |||||
Shares issued for stock grants, net | 600 | 600 | ||||
Stock-based compensation expense | 30,253 | 30,253 | ||||
Shares related to restricted stock, net (in shares) | 590,929 | |||||
Shares related to restricted stock, net | (7,256) | $ 6 | (6) | (7,256) | ||
Repurchases of Class B common stock under approved program (in shares) | (729,681) | |||||
Repurchases of Class B common stock under approved program | (37,515) | $ (7) | (37,508) | |||
Ending balance (in shares) at Jun. 30, 2024 | 299,747,133 | |||||
Ending balance at Jun. 30, 2024 | 984,506 | $ 2,997 | 1,176,630 | (93,264) | (102,561) | 704 |
Beginning balance (in shares) at Mar. 31, 2024 | 298,014,682 | |||||
Beginning balance at Mar. 31, 2024 | 932,607 | $ 2,980 | 1,154,137 | (92,619) | (132,595) | 704 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Net income | 72,046 | 72,046 | ||||
Other comprehensive loss | (645) | (645) | ||||
Dividends declared | (17,980) | (17,980) | ||||
Shares issued in connection with deferred compensation plan, net (in shares) | 1,936,318 | |||||
Shares issued in connection with deferred compensation plan, net | 0 | $ 19 | (19) | |||
Deferred compensation plan elective participant deferrals | 43 | 43 | ||||
Shares issued in connection with executive bonus plan, net (in shares) | 102,352 | |||||
Shares issued in connection with executive bonus plan, net | 5,565 | $ 1 | 5,564 | |||
Shares issued for stock grants, net (in shares) | 11,391 | |||||
Shares issued for stock grants, net | 600 | 600 | ||||
Stock-based compensation expense | 16,306 | 16,306 | ||||
Shares related to restricted stock, net (in shares) | 109,473 | |||||
Shares related to restricted stock, net | (1,527) | $ 1 | (1) | (1,527) | ||
Repurchases of Class B common stock under approved program (in shares) | (427,083) | |||||
Repurchases of Class B common stock under approved program | (22,509) | $ (4) | (22,505) | |||
Ending balance (in shares) at Jun. 30, 2024 | 299,747,133 | |||||
Ending balance at Jun. 30, 2024 | $ 984,506 | $ 2,997 | $ 1,176,630 | $ (93,264) | $ (102,561) | $ 704 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2024 | Jun. 30, 2023 | |
Cash flows from operating activities: | ||
Net income | $ 142,356 | $ 94,175 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Depreciation and amortization | 32,367 | 35,304 |
Deferred income taxes | 8,666 | (28,935) |
Stock-based compensation expense | 41,759 | 37,588 |
Deferred compensation plan | 6,682 | 7,923 |
Amortization of deferred debt issuance costs | 3,750 | 3,646 |
Change in fair value of derivative | (2,361) | 663 |
Foreign currency remeasurement loss (gain) | 502 | (144) |
Other | (1,715) | 3,530 |
Changes in assets and liabilities, net of effect from acquisitions: | ||
Accounts receivable | 14,330 | 49,171 |
Prepaid and other assets | (585) | (364) |
Accounts payable, accruals, and other liabilities | 41,622 | 41,969 |
Deferred revenues | (14,888) | (1,792) |
Income taxes payable, net of prepaid income taxes | (4,930) | 14,085 |
Net cash provided by operating activities | 267,555 | 256,819 |
Cash flows from investing activities: | ||
Purchases of property and equipment and investment in capitalized software | (6,689) | (11,253) |
Acquisitions, net of cash acquired | (5,000) | (10,299) |
Purchases of investments | (557) | (8,200) |
Other | 1,300 | 0 |
Net cash used in investing activities | (10,946) | (29,752) |
Cash flows from financing activities: | ||
Proceeds from credit facilities | 51,724 | 288,387 |
Payments of credit facilities | (143,752) | (432,739) |
Repayments of term loan | (105,000) | (2,500) |
Payments of contingent and non-contingent consideration | (451) | (2,860) |
Payments of dividends | (35,851) | (29,224) |
Proceeds from stock purchases under employee stock purchase plan | 5,560 | 4,557 |
Proceeds from exercise of stock options | 4,007 | 9,700 |
Payments for shares acquired including shares withheld for taxes | (9,626) | (51,202) |
Repurchases of Class B common stock under approved program | (37,515) | 0 |
Other | (95) | (95) |
Net cash used in financing activities | (270,999) | (215,976) |
Effect of exchange rate changes on cash and cash equivalents | (2,744) | (59) |
(Decrease) increase in cash and cash equivalents | (17,134) | 11,032 |
Cash and cash equivalents, beginning of year | 68,412 | 71,684 |
Cash and cash equivalents, end of period | 51,278 | 82,716 |
Supplemental information: | ||
Cash paid for income taxes | 23,472 | 18,167 |
Income tax refunds | 625 | 168 |
Interest paid | 8,706 | 19,382 |
Non-cash investing and financing activities: | ||
Cost method investment | 0 | 3,500 |
Deferred, non-contingent consideration, net | 0 | 525 |
Share-settled executive bonus plan awards | 8,916 | 9,806 |
Deferred compensation plan elective participant deferrals | $ 101 | $ 1,651 |
Basis of Presentation
Basis of Presentation | 6 Months Ended |
Jun. 30, 2024 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis of Presentation | Basis of Presentation The accompanying unaudited consolidated financial statements include the accounts of the Company and its consolidated subsidiaries. The accompanying unaudited consolidated financial statements have been prepared in U.S. dollars, and in accordance with U.S. generally accepted accounting principles (“GAAP”) and the rules and regulations of the SEC regarding interim financial reporting. Accordingly, they do not include all the information and notes required by GAAP for annual financial statements. These unaudited consolidated financial statements should be read in conjunction with the audited consolidated financial statements and notes thereto included in the Company’s 2023 Annual Report on Form 10 ‑ K. In management’s opinion, the accompanying unaudited consolidated financial statements contain all adjustments (consisting of normal, recurring and non-recurring adjustments) that were considered necessary for the fair statement of the Company’s financial position, results of operations, and cash flows as of the dates and for the periods indicated. The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect reported amounts in the financial statements and accompanying notes. Actual results could differ materially from those estimates. The December 31, 2023 consolidated balance sheet included herein is derived from the Company’s audited consolidated financial statements. |
Recent Accounting Pronouncement
Recent Accounting Pronouncements | 6 Months Ended |
Jun. 30, 2024 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Recent Accounting Pronouncements | Recent Accounting Pronouncements In March 2024, the SEC adopted the final rule under SEC Release No. 33‑11275, The Enhancement and Standardization of Climate‑Related Disclosures for Investors . The final rule requires registrants to disclose certain climate‑related information in registration statements and annual reports. The final rule disclosure requirements will begin phasing in prospectively for the Company’s fiscal year beginning January 1, 2025. Subsequent to issuance, the final rule became the subject of litigation and the SEC issued a stay to allow the legal process to proceed. The Company is currently evaluating the impact of the final rule on its consolidated financial statements disclosures. In December 2023, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2023‑09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures (“ASU 2023‑09”), which expands disclosures in an entity’s income tax rate reconciliation table and regarding cash taxes paid both in the U.S. and foreign jurisdictions. ASU 2023‑09 is effective for the Company for the annual reporting period beginning after December 15, 2024. Early adoption is permitted. The Company is currently evaluating the impact of the adoption of ASU 2023‑09 on its consolidated financial statements disclosures. In November 2023, the FASB issued ASU No. 2023‑07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures (“ASU 2023‑07”), which expands disclosures about a public entity’s reportable segments and requires more enhanced information about a reportable segment’s expenses, interim segment profit or loss, and how the Company’s chief operating decision maker (“CODM”) uses reported segment profit or loss information in assessing segment performance and allocating resources. ASU 2023‑07 is effective for the Company for the annual reporting period beginning after December 15, 2023, and interim periods beginning after December 15, 2024. Early adoption is permitted, including adoption in an interim period. The Company is currently evaluating the impact of the adoption of ASU 2023‑07 on its consolidated financial statements disclosures. |
Revenue from Contracts with Cus
Revenue from Contracts with Customers | 6 Months Ended |
Jun. 30, 2024 | |
Revenue from Contract with Customer [Abstract] | |
Revenue from Contracts with Customers | Revenue from Contracts with Customers Disaggregation of Revenues The Company’s revenues consist of the following: Three Months Ended Six Months Ended June 30, June 30, 2024 2023 2024 2023 Subscriptions: Enterprise subscriptions (1) $ 127,845 $ 103,674 $ 255,372 $ 207,578 SELECT subscriptions 63,648 64,085 127,189 127,428 Term license subscriptions 105,951 91,484 221,972 202,082 Subscriptions 297,444 259,243 604,533 537,088 Perpetual licenses 10,863 11,718 20,375 21,265 Subscriptions and licenses 308,307 270,961 624,908 558,353 Services: Recurring 4,040 4,949 7,854 9,127 Other 17,990 20,839 35,338 43,680 Services 22,030 25,788 43,192 52,807 Total revenues $ 330,337 $ 296,749 $ 668,100 $ 611,160 (1) Enterprise subscriptions includes revenue attributable to Enterprise 365 (“E365”) subscriptions of $125,630 and $99,248 for the three months ended June 30, 2024 and 2023, respectively, and $248,666 and $193,579 for the six months ended June 30, 2024 and 2023, respectively. The Company recognizes perpetual licenses and the term license component of subscriptions as revenue when either the licenses are delivered or at the start of the subscription term. For the three months ended June 30, 2024 and 2023, the Company recognized $162,458 and $138,822 of license related revenues, respectively, of which $151,595 and $127,104, respectively, were attributable to the term license component of the Company’s subscription‑based commercial offerings recorded in Subscriptions in the consolidated statements of operations. For the six months ended June 30, 2024 and 2023, the Company recognized $338,767 and $296,846 of license related revenues, respectively, of which $318,392 and $275,581, respectively, were attributable to the term license component of the Company’s subscription‑based commercial offerings recorded in Subscriptions in the consolidated statements of operations. The Company derived 7% of its total revenues through channel partners for the three and six months ended June 30, 2024 and 2023. Revenue from external customers is attributed to individual countries based upon the location of the customer. Revenues by geographic region are as follows: Three Months Ended Six Months Ended June 30, June 30, 2024 2023 2024 2023 Americas (1) $ 176,310 $ 158,836 $ 360,503 $ 327,181 Europe, the Middle East, and Africa (“EMEA”) 95,865 83,444 190,579 176,276 Asia-Pacific (“APAC”) 58,162 54,469 117,018 107,703 Total revenues $ 330,337 $ 296,749 $ 668,100 $ 611,160 (1) Americas includes the U.S., Canada, and Latin America (including the Caribbean). Revenue attributable to the U.S. totaled $139,010 and $127,847 for the three months ended June 30, 2024 and 2023, respectively, and $277,262 and $255,297 for the six months ended June 30, 2024 and 2023, respectively. Unbilled Revenues Unbilled revenues represent revenues that have not yet been billed to customers due to timing differences in usage and billing cycles, and are included in Accounts receivable in the consolidated balance sheets. As of June 30, 2024 and December 31, 2023, unbilled revenues were $144,540 and $129,494, respectively. Contract Balances As of June 30, 2024 and December 31, 2023, the Company’s contract assets relate to performance obligations completed in advance of the right to invoice and are included in Prepaid and other current assets in the consolidated balance sheets. Contract assets were not material as of June 30, 2024 or December 31, 2023. Deferred revenues consist of billings made or payments received in advance of revenue recognition from subscriptions and services. The timing of revenue recognition may differ from the timing of billings to users. As of June 30, 2024 and December 31, 2023, total deferred revenues on the consolidated balance sheets were $251,883 and $269,647, respectively. For the six months ended June 30, 2024, $165,042 of revenues that were included in the December 31, 2023 deferred revenues balance were recognized. There were additional deferrals of $152,734 for the six months ended June 30, 2024, which were primarily related to new billings. For the six months ended June 30, 2023, $149,247 of revenues that were included in the December 31, 2022 deferred revenues balance were recognized. There were additional deferrals of $151,528 for the six months ended June 30, 2023, which were primarily related to new billings. As of June 30, 2024 and December 31, 2023, the Company has deferred $18,565 and $18,269, respectively, related to portfolio balancing exchange rights which is included in Deferred revenues in the consolidated balance sheets. Remaining Performance Obligations The Company’s contracts with customers include amounts allocated to performance obligations that will be satisfied at a later date. As of June 30, 2024, amounts allocated to these remaining performance obligations are $251,883, of which the Company expects to recognize approximately 94% over the next 12 months with the remaining amount thereafter. |
Acquisitions
Acquisitions | 6 Months Ended |
Jun. 30, 2024 | |
Business Combination, Asset Acquisition, and Joint Venture Formation [Abstract] | |
Acquisitions | Acquisitions The aggregate details of the Company’s acquisition activity are as follows: Acquisitions Completed During Six Months Ended June 30, 2024 2023 Number of acquisitions 1 1 Cash paid at closing $ 5,000 $ 10,299 Net cash paid $ 5,000 $ 10,299 The operating results of the acquired businesses were not material, individually or in the aggregate, to the Company’s consolidated statements of operations. The fair value of non-contingent consideration from acquisitions is included in the consolidated balance sheets as follows: June 30, 2024 December 31, 2023 Accruals and other current liabilities $ 2,571 $ 3,576 Non-contingent consideration from acquisitions $ 2,571 $ 3,576 The operating results of the acquired businesses are included in the Company’s consolidated financial statements from the closing date of each respective acquisition. The purchase price for each acquisition has been allocated to the net tangible and intangible assets and liabilities based on their estimated fair values at the respective acquisition date. The Company is in the process of finalizing the purchase accounting for one acquisition completed during the six months ended June 30, 2024 and two acquisitions completed during the year ended December 31, 2023. Identifiable assets acquired and liabilities assumed were provisionally recorded at their estimated fair values on the respective acquisition date. The initial accounting for these business combinations is not complete because the evaluation necessary to assess the fair values of certain net assets acquired is still in process. The provisional amounts are subject to revision until the evaluations are completed to the extent that additional information is obtained about the facts and circumstances that existed as of the acquisition date. The allocation of the purchase price may be modified from the date of the acquisition as more information is obtained about the fair values of assets acquired and liabilities assumed, however, such measurement period cannot exceed one year. Acquisition costs are expensed as incurred and are recorded in General and administrative in the consolidated statements of operations. For the three months ended June 30, 2024 and 2023, the Company’s acquisition expenses were $231 and $113, respectively, and $429 and $5,298 for the six months ended June 30, 2024 and 2023, respectively, which include costs related to legal, accounting, valuation, insurance, and other consulting and transaction fees. The following summarizes the fair values of the assets acquired and liabilities assumed, as well as the weighted average useful lives assigned to acquired intangible assets at the respective date of each acquisition (including contingent consideration): Acquisitions Completed During Six Months Ended Year Ended June 30, 2024 December 31, 2023 Consideration: Cash paid at closing $ 5,000 $ 26,287 Deferred, non-contingent consideration, net — 525 Other — 15 Total consideration $ 5,000 $ 26,827 Assets acquired and liabilities assumed: Cash $ — $ 264 Accounts receivable and other current assets 635 1,742 Operating lease right-of-use assets — 397 Deferred income taxes — 2,151 Other assets 15 6 Software and technology (weighted average useful life of 3 years) 825 3,077 Customer relationships (weighted average useful life of 6 years) — 3,900 Trademarks (weighted average useful life of 5 years) — 1,000 Total identifiable assets acquired excluding goodwill 1,475 12,537 Accruals and other current liabilities (694) (624) Deferred revenues (1,537) (4,623) Operating lease liabilities — (397) Total liabilities assumed (2,231) (5,644) Net identifiable assets acquired excluding goodwill (756) 6,893 Goodwill 5,756 19,934 Net assets acquired $ 5,000 $ 26,827 Goodwill recorded in connection with the acquisitions was attributable to synergies expected to arise from cost saving opportunities, as well as future expected cash flows. The Company expects $5,756 of the goodwill recorded relating to the 2024 acquisition will be deductible for income tax purposes. |
Property and Equipment, Net
Property and Equipment, Net | 6 Months Ended |
Jun. 30, 2024 | |
Property, Plant and Equipment [Abstract] | |
Property and Equipment, Net | Property and Equipment, Net Property and equipment, net consist of the following: June 30, 2024 December 31, 2023 Land $ 2,811 $ 2,811 Building and improvements 31,168 31,025 Computer equipment and software 48,572 46,202 Furniture, fixtures, and equipment 10,022 9,799 Aircraft 2,038 2,038 Other 82 89 Property and equipment, at cost 94,693 91,964 Less: Accumulated depreciation (57,937) (51,864) Total property and equipment, net $ 36,756 $ 40,100 Depreciation expense was $3,313 and $2,910 for the three months ended June 30, 2024 and 2023, respectively, and $6,680 and $5,634 for the six months ended June 30, 2024 and 2023, respectively. |
Goodwill and Other Intangible A
Goodwill and Other Intangible Assets | 6 Months Ended |
Jun. 30, 2024 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and Other Intangible Assets | Goodwill and Other Intangible Assets The changes in the carrying amount of goodwill are as follows: Balance, December 31, 2023 $ 2,269,336 Acquisitions 5,756 Foreign currency translation adjustments (9,085) Other adjustments (833) Balance, June 30, 2024 $ 2,265,174 Details of intangible assets other than goodwill are as follows: June 30, 2024 December 31, 2023 Estimated Gross Accumulated Net Book Gross Accumulated Net Book Intangible assets subject to amortization: Software and technology 3-5 years $ 89,820 $ (64,720) $ 25,100 $ 89,693 $ (59,045) $ 30,648 Customer relationships 3-10 years 321,359 (154,666) 166,693 323,442 (142,378) 181,064 Trademarks 3-10 years 70,437 (36,732) 33,705 70,710 (33,709) 37,001 Non-compete agreements 5 years 350 (309) 41 350 (276) 74 Total intangible assets $ 481,966 $ (256,427) $ 225,539 $ 484,195 $ (235,408) $ 248,787 The aggregate amortization expense for purchased intangible assets with finite lives was reflected in the Company’s consolidated statements of operations as follows: Three Months Ended Six Months Ended June 30, June 30, 2024 2023 2024 2023 Cost of subscriptions and licenses $ 3,129 $ 3,123 $ 6,355 $ 6,310 Amortization of purchased intangibles 8,392 9,502 17,356 20,050 Total amortization expense $ 11,521 $ 12,625 $ 23,711 $ 26,360 |
Investments
Investments | 6 Months Ended |
Jun. 30, 2024 | |
Equity Method Investments and Joint Ventures [Abstract] | |
Investments | Investments Investments consist of the following: June 30, 2024 December 31, 2023 Cost method investments $ 21,850 $ 21,044 Equity method investments 2,408 2,436 Total investments $ 24,258 $ 23,480 Cost Method Investments The Company invests in technology development companies, generally in the form of equity interests or convertible notes. In March 2023, the Company acquired an equity interest in Worldsensing, a leading global connectivity hardware platform company for infrastructure monitoring, via contribution of its sensemetrics’ Thread connectivity device business (the “Thread business”) and cash. The non‑cash contribution of the Thread business resulted in an insignificant gain, which was recorded in Other income, net in the consolidated statements of operations for the six months ended June 30, 2023. During the second quarter of 2023, the Company recognized impairment charges of $7,318 to write-down certain cost method investments to their fair value primarily as a result of the investees’ decline in operating performance and the overall decline in the venture investment valuation environment. The impairment charges were recorded in Other income, net in the consolidated statements of operations for the three and six months ended June 30, 2023 (see Note 20). During the six months ended June 30, 2024, the Company invested a total of $557. During the six months ended June 30, 2023, the Company invested a total of $11,700, including $8,928 of cash and non-cash for its investment in Worldsensing. As of June 30, 2024 and December 31, 2023, the Company’s investment balance in Worldsensing was $8,928. During the second quarter of 2024, the Company acquired a business from Teralytics Holdings AG (“Teralytics”) for $5,000. Subsequent to the acquisition, the Company retained its ownership percentage in Teralytics, which had a carrying value of zero as of June 30, 2024 and December 31, 2023. |
Leases
Leases | 6 Months Ended |
Jun. 30, 2024 | |
Leases [Abstract] | |
Leases | Leases The Company’s operating leases consist of office facilities, office equipment, and automobiles. As of June 30, 2024, the Company’s leases have remaining terms of less than one year to nine years, some of which include one or more options to renew, with renewal terms from one year to five years and some of which include options to terminate the leases from less than one year to five years. The components of operating lease cost reflected in the consolidated statements of operations were as follows: Three Months Ended Six Months Ended June 30, June 30, 2024 2023 2024 2023 Operating lease cost (1) $ 3,558 $ 4,534 $ 7,253 $ 9,162 Variable lease cost 1,115 1,146 2,288 2,348 Total operating lease cost $ 4,673 $ 5,680 $ 9,541 $ 11,510 (1) Operating lease cost includes rent cost related to operating leases for office facilities of $3,301 and $4,329 for the three months ended June 30, 2024 and 2023, respectively, and $6,772 and $8,746 for the six months ended June 30, 2024 and 2023, respectively. Supplemental operating cash flows and other information related to leases was as follows: Six Months Ended June 30, 2024 2023 Cash paid for operating leases included in operating cash flows $ 7,409 $ 9,319 Right-of-use assets obtained in exchange for new operating lease liabilities (1) $ 3,502 $ 11,212 (1) For the six months ended June 30, 2023 , right‑of‑use assets obtained in exchange for new operating lease liabilities does not include the impact from an acquisition of $345. The weighted average remaining lease term for operating leases was 4.4 years and 4.6 years as of June 30, 2024 and December 31, 2023, respectively. The weighted average discount rate was 5.1% and 4.8% as of June 30, 2024 and December 31, 2023, respectively. As of June 30, 2024, the Company had additional minimum operating lease payments of $3,737 for executed leases that have not yet commenced, primarily for office locations. |
Accruals and Other Current Liab
Accruals and Other Current Liabilities | 6 Months Ended |
Jun. 30, 2024 | |
Payables and Accruals [Abstract] | |
Accruals and Other Current Liabilities | Accruals and Other Current Liabilities Accruals and other current liabilities consist of the following: June 30, 2024 December 31, 2023 Cloud Services Subscription deposits $ 343,816 $ 284,276 Accrued benefits 41,106 39,983 Accrued compensation 34,338 43,316 Due to customers 16,145 16,924 Accrued indirect taxes 8,240 10,722 Accrued professional fees 7,932 5,970 Accrued acquisition stay bonus 6,592 4,336 Employee stock purchase plan contributions 5,770 5,790 Accrued cloud provisioning costs 4,138 3,572 Deferred compensation plan liabilities 3,610 2,355 Non-contingent consideration from acquisitions 2,571 3,576 Accrued realignment costs 1,551 12,459 Other accrued and current liabilities 24,198 24,069 Total accruals and other current liabilities $ 500,007 $ 457,348 |
Long_Term Debt
Long‑Term Debt | 6 Months Ended |
Jun. 30, 2024 | |
Debt Disclosure [Abstract] | |
Long-Term Debt | Long-Term Debt Long‑term debt consists of the following: June 30, 2024 December 31, 2023 Credit facility: Revolving loan facility due November 2025 $ — $ 92,028 Term loan due November 2025 85,000 190,000 Convertible senior notes due January 2026 (the “2026 Notes”) 687,830 687,830 Convertible senior notes due July 2027 (the “2027 Notes”) 575,000 575,000 Unamortized debt issuance costs (13,212) (16,455) Total debt 1,334,618 1,528,403 Less: Current portion of long-term debt — (10,000) Long-term debt $ 1,334,618 $ 1,518,403 The Company had $150 of letters of credit outstanding as of June 30, 2024 and December 31, 2023 under its amended and restated credit agreement, entered into on December 19, 2017 (the “Credit Facility”). As of June 30, 2024 and December 31, 2023, the Company had $849,850 and $757,822, respectively, available under the Credit Facility. During the three months ended June 30, 2024, the Company made repayments of $102,500 on the senior secured term loan under the Credit Facility. Under the terms of the senior secured term loan, repayments are applied to unpaid quarterly principal installments. There are no remaining required principal installments on the senior secured term loan through the maturity date of November 15, 2025. As of June 30, 2024 and December 31, 2023, the Company was in compliance with all debt covenants and none of the conditions of the 2026 Notes or 2027 Notes to early convert had been met. Interest Expense, Net Interest expense, net consists of the following: Three Months Ended Six Months Ended June 30, June 30, 2024 2023 2024 2023 Contractual interest expense $ (4,072) $ (9,364) $ (9,486) $ (18,674) Amortization of deferred debt issuance costs (1,927) (1,823) (3,750) (3,646) Other interest (expense) income (2) 1,193 (68) 1,005 Interest income 901 510 1,684 739 Interest expense, net $ (5,100) $ (9,484) $ (11,620) $ (20,576) The weighted average interest rate on borrowings under the Credit Facility were 7.38% and 7.14% for the three months ended June 30, 2024 and 2023, respectively, and 7.43% and 6.89% for the six months ended June 30, 2024 and 2023, respectively. |
Executive Incentive Plans
Executive Incentive Plans | 6 Months Ended |
Jun. 30, 2024 | |
Compensation Related Costs [Abstract] | |
Executive Incentive Plans | Executive Incentive Plans Executive Bonus Plan For the three months ended June 30, 2024 and 2023, the incentive compensation, including cash payments, election to receive shares of fully vested Class B common stock, and deferred compensation to plan participants, recognized under the amended and restated Bentley Systems, Incorporated Bonus Pool Plan (the “Bonus Plan”) (net of all applicable holdbacks) was $6,367 and $4,297, respectively, and $13,398 and $12,245 for the six months ended June 30, 2024 and 2023, respectively. As part of Gregory S. Bentley’s transition to the role of Executive Chair of the Board of Directors effective July 1, 2024, on June 26, 2024, the Sustainability Committee of the Company’s Board of Directors (the “Committee”) approved Amendment No. 2 to the Bonus Plan pursuant to which (in addition to other conforming changes) Mr. Bentley’s fractional interest under the Bonus Pool Plan was reduced from 12/33 to 4/33 effective July 1, 2024. Career Stock Program In connection with Nicholas H. Cumins’ transition to the role of Chief Executive Officer effective July 1, 2024, on June 26, 2024, the Committee adopted a compensatory program (the “Career Stock Program”) pursuant to which the Company may grant restricted stock units (“RSUs”) awards under the Bentley Systems, Incorporated 2020 Omnibus Incentive Plan (the “2020 Plan”). As of the date of adoption, Mr. Cumins is the sole participant in the Career Stock Program. Under the Career Stock Program, the Committee may from time to time grant RSU awards to program participants, the amount of which is to be determined based upon the Company’s Adjusted operating income inclusive of stock-based compensation expense (“Adjusted OI w/SBC”) growth in the year preceding the date of grant (the “Performance Year”), specifically, an amount equal to 10 percent of the difference between realized Adjusted OI w/SBC growth during the Performance Year and an inflation-adjusted target growth level for such Performance Year. Any such awards, if made, would thereafter cliff vest five years following the end of the Performance Year and would otherwise be subject to the terms and conditions of the 2020 Plan. As of June 30, 2024, the Committee has not yet made any awards to Mr. Cumins with respect to the Career Stock Program. |
Retirement Plans
Retirement Plans | 6 Months Ended |
Jun. 30, 2024 | |
Retirement Benefits [Abstract] | |
Retirement Plans | Retirement Plans Deferred Compensation Plan Deferred compensation plan expense was $883 and $3,777 for the three months ended June 30, 2024 and 2023, respectively, and $6,682 and $7,923 for the six months ended June 30, 2024 and 2023, respectively. For the three months ended June 30, 2024 and 2023, elective participant deferrals into the Company’s unfunded amended and restated Bentley Systems, Incorporated Nonqualified Deferred Compensation Plan (the “DCP”) were $43 and $118, respectively, and $101 and $1,651 for the six months ended June 30, 2024 and 2023, respectively. No discretionary contributions were made to the DCP during the three and six months ended June 30, 2024 and 2023. As of June 30, 2024 and December 31, 2023, 14,929,874 and 17,364,980 phantom shares of the Company’s Class B common stock were distributable under the DCP, respectively. As of June 30, 2024, shares of Class B common stock available for future issuance under the DCP were 4,382,666. The total liabilities related to the DCP is included in the consolidated balance sheets as follows: June 30, 2024 December 31, 2023 Accruals and other current liabilities $ 3,610 $ 2,355 Deferred compensation plan liabilities 91,172 88,181 Total DCP liabilities $ 94,782 $ 90,536 |
Common Stock
Common Stock | 6 Months Ended |
Jun. 30, 2024 | |
Equity [Abstract] | |
Common Stock | Common Stock BSY Stock Repurchase Program In May 2022, the Company announced that its Board of Directors approved the BSY Stock Repurchase Program (the “Repurchase Program”) authorizing the Company to repurchase up to $200,000 of the Company’s Class B common stock through June 30, 2024. In December 2022, the Company’s Board of Directors amended the Repurchase Program to allow the Company also to repurchase its outstanding convertible senior notes. This additional authorization did not increase the overall dollar limit of the Repurchase Program. The Company’s authorization under the Repurchase Program approved May 2022 expired on June 30, 2024. In March 2024, the Company’s Board of Directors approved an extension to the Repurchase Program authorizing the Company to repurchase up to $200,000 of the Company’s Class B common stock and/or convertible senior notes from June 30, 2024 through June 30, 2026. As of June 30, 2024, $200,000 was available under the Company’s Board of Directors authorization for future repurchases of Class B common stock and/or outstanding convertible senior notes under the Repurchase Program. The shares and convertible senior notes proposed to be acquired in the Repurchase Program may be repurchased from time to time in open market transactions, through privately negotiated transactions, or by other means in accordance with federal securities laws. The Company intends to fund repurchases from available working capital and cash provided by operating activities. The timing, as well as the number and value of shares and/or convertible senior notes repurchased under the Repurchase Program, will be determined by the Company at its discretion and will depend on a variety of factors, including management’s assessment of the intrinsic value of the Company’s shares, the market price of the Company’s Class B common stock and outstanding convertible senior notes, general market and economic conditions, available liquidity, compliance with the Company’s debt and other agreements, and applicable legal requirements. The exact number of shares and/or convertible senior notes to be repurchased by the Company is not guaranteed, and the Repurchase Program may be suspended, modified, or discontinued at any time without prior notice. During the six months ended June 30, 2024, the Company repurchased 729,681 shares for $37,515 under the Repurchase Program. The Company did not repurchase shares under the Repurchase Program for the six months ended June 30, 2023. Common Stock Issuances, Sales, and Repurchases During the six months ended June 30, 2024, the Company issued 2,474,063 shares of Class B common stock to DCP participants in connection with distributions from the plan. There were no shares sold back to the Company as they were issued on a gross basis during the six months ended June 30, 2024. During the six months ended June 30, 2023, the Company issued 2,782,181 shares of Class B common stock to DCP participants in connection with distributions from the plan, net of 895,224 shares which were sold back to the Company in the same period to pay for applicable income tax withholdings of $36,329. During the six months ended June 30, 2024, the Company issued 168,291 shares of Class B common stock in connection with Bonus Plan incentive compensation. There were no shares sold back to the Company as they were issued on a gross basis during the six months ended June 30, 2024. During the six months ended June 30, 2023, the Company issued 137,197 shares of Class B common stock in connection with Bonus Plan incentive compensation, net of 108,374 shares were sold back to the Company in the same period to pay for applicable income tax withholdings of $4,326. During the six months ended June 30, 2024, the Company issued 844,283 shares of Class B common stock to colleagues who exercised their stock options, net of 67,146 shares withheld at exercise to pay for the cost of the stock options, as well as for $2,195 of applicable income tax withholdings. The Company received $4,007 in cash proceeds from the exercise of stock options. For the six months ended June 30, 2023, the Company issued 2,236,827 shares of Class B common stock to colleagues who exercised their stock options, net of 221,078 shares withheld at exercise to pay for the cost of the stock options, as well as for $5,989 of applicable income tax withholdings. The Company received $9,700 in cash proceeds from the exercise of stock options. Dividends The Company declared cash dividends during the periods presented as follows: Dividend Per Share Amount 2024: Second quarter $ 0.06 $ 17,980 First quarter 0.06 17,871 2023: Second quarter $ 0.05 $ 14,702 First quarter 0.05 14,522 Global Employee Stock Purchase Plan During the six months ended June 30, 2024, colleagues who elected to participate in the Bentley Systems, Incorporated Global Employee Stock Purchase Plan (the “ESPP”) purchased a total of 122,020 shares of Class B common stock, net of shares withheld, resulting in cash proceeds to the Company of $5,560. Of the total 125,374 shares purchased, 3,354 shares were sold back to the Company to pay for applicable income tax withholdings of $175. During the six months ended June 30, 2023, colleagues who elected to participate in the ESPP purchased a total of 153,381 shares of Class B common stock, net of shares withheld, resulting in cash proceeds to the Company of $4,557. Of the total 159,377 shares purchased, 5,996 shares were sold back to the Company to pay for applicable income tax withholdings of $222. As of June 30, 2024 and December 31, 2023, $5,770 and $5,790 of ESPP withholdings via colleague payroll deduction were recorded in Accruals and other current liabilities in the consolidated balance sheets, respectively. As of June 30, 2024, shares of Class B common stock available for future issuance under the ESPP were 24,150,018. |
Accumulated Other Comprehensive
Accumulated Other Comprehensive Loss | 6 Months Ended |
Jun. 30, 2024 | |
Equity [Abstract] | |
Accumulated Other Comprehensive Loss | Accumulated Other Comprehensive Loss Accumulated other comprehensive loss consists of the following during the three months ended June 30, 2024 and 2023: Foreign Actuarial (Loss) Currency Gain on Translation Retirement Plan Total Balance, March 31, 2024 $ (92,367) $ (252) $ (92,619) Other comprehensive loss, before taxes (645) — (645) Tax expense — — — Other comprehensive loss, net of taxes (645) — (645) Balance, June 30, 2024 $ (93,012) $ (252) $ (93,264) Foreign Actuarial (Loss) Currency Gain on Translation Retirement Plan Total Balance, March 31, 2023 $ (89,068) $ (306) $ (89,374) Other comprehensive income, before taxes 1,538 9 1,547 Tax expense — (1) (1) Other comprehensive income, net of taxes 1,538 8 1,546 Balance, June 30, 2023 $ (87,530) $ (298) $ (87,828) Accumulated other comprehensive loss consists of the following during the six months ended June 30, 2024 and 2023: Foreign Actuarial (Loss) Currency Gain on Translation Retirement Plan Total Balance, December 31, 2023 $ (84,634) $ (353) $ (84,987) Other comprehensive (loss) income, before taxes (8,378) 129 (8,249) Tax expense — (28) (28) Other comprehensive (loss) income, net of taxes (8,378) 101 (8,277) Balance, June 30, 2024 $ (93,012) $ (252) $ (93,264) Foreign Actuarial (Loss) Currency Gain on Translation Retirement Plan Total Balance, December 31, 2022 $ (89,408) $ (332) $ (89,740) Other comprehensive income, before taxes 1,878 41 1,919 Tax expense — (7) (7) Other comprehensive income, net of taxes 1,878 34 1,912 Balance, June 30, 2023 $ (87,530) $ (298) $ (87,828) |
Stock-Based Compensation
Stock-Based Compensation | 6 Months Ended |
Jun. 30, 2024 | |
Share-Based Payment Arrangement [Abstract] | |
Stock-Based Compensation | Stock-Based Compensation Total stock‑based compensation expense consists of the following: Three Months Ended Six Months Ended June 30, June 30, 2024 2023 2024 2023 Restricted stock and RSUs expense $ 15,987 $ 13,530 $ 29,677 $ 27,453 Bonus Plan expense (see Note 11) 4,879 3,336 10,180 7,882 ESPP expense (see Note 13) 591 600 1,215 1,175 Stock grants expense 600 600 600 600 Stock option expense — — — 343 DCP elective participant deferrals expense (1) (see Note 12) 44 38 87 135 Total stock-based compensation expense (2) $ 22,101 $ 18,104 $ 41,759 $ 37,588 (1) DCP elective participant deferrals expense excludes deferred incentive bonus payable pursuant to the Bonus Plan. (2) As of June 30, 2024 and December 31, 2023, $5,372 and $4,043 remained in Accruals and other current liabilities in the consolidated balance sheets, respectively. Total stock‑based compensation expense (income) is included in the consolidated statements of operations as follows: Three Months Ended Six Months Ended June 30, June 30, 2024 2023 2024 2023 Cost of subscriptions and licenses $ (732) $ 1,132 $ 362 $ 2,166 Cost of services 756 707 1,638 1,714 Research and development 5,082 4,424 9,963 9,710 Selling and marketing 3,542 2,943 6,320 5,813 General and administrative 13,453 8,898 23,476 18,185 Total stock-based compensation expense $ 22,101 $ 18,104 $ 41,759 $ 37,588 Stock‑based compensation expense is measured at the grant date fair value of the award and is recognized ratably over the requisite service period, which is generally the vesting period. Specifically for performance‑based RSUs, stock‑based compensation expense is measured at the grant date fair value of the award and is recognized ratably over the requisite service period based on the number of awards expected to vest at each reporting date. The Company accounts for forfeitures of equity awards as those forfeitures occur. Bentley Systems, Incorporated 2020 Omnibus Incentive Plan The 2020 Plan provides for the granting of stock, stock options, restricted stock, RSUs, and other stock‑based or performance‑based awards to certain directors, officers, colleagues, consultants, and advisors of the Company, and terminates in September 2030. The 2020 Plan provides that 25,000,000 shares of Class B common stock may be issued for equity awards. Equity awards that are expired, canceled, forfeited, or terminated for any reason will be available for future grant under the 2020 Plan. As of June 30, 2024, equity awards available for future grants under the 2020 Plan were 20,033,122. Restricted Stock and RSUs Under the equity incentive plans, the Company may grant both time‑based and performance‑based shares of restricted Class B common stock and RSUs to eligible colleagues. Time‑based awards generally vest ratably on each of the first four The following is a summary of unvested restricted stock and RSU activity and related information under the Company’s applicable equity incentive plans: Time- Performance- Based Based Time- Weighted Weighted Total Based Average Average Restricted Restricted Performance- Grant Date Grant Date Stock Stock Based Fair Value Fair Value and RSUs and RSUs RSUs Per Share Per Share Unvested, December 31, 2023 3,303,849 2,938,208 (3) 365,641 (5) $ 39.87 $ 39.21 Granted 1,191,104 (1) 984,192 (4) 206,912 (6) 50.90 49.49 Vested (754,222) (572,432) (181,790) 43.29 39.15 Forfeited and canceled (195,712) (161,116) (34,596) 38.05 42.38 Unvested, June 30, 2024 3,545,019 (2) 3,188,852 356,167 $ 42.75 $ 44.90 (1) For the six months ended June 30, 2024, the Company only granted RSUs. (2) Includes 47,710 RSUs which are expected to be settled in cash. (3) Includes 199,076 time‑based RSUs granted during the three months ended March 31, 2022 to certain officers and key employees, which cliff vest on January 31, 2025. (4) Includes 300,964 time‑based RSUs granted during the three months ended June 30, 2024 to certain officers, which vest 20% on each of December 15, 2025, 2026, 2027, 2028, and 2029. (5) Primarily relates to the 2023 annual performance period. Includes 185,186 performance‑based RSUs granted during the year ended December 31, 2022 with extraordinary terms, which are described below. (6) Primarily relates to the 2024 annual performance period. Includes 1,335 additional shares earned based on the achievement of 2023 performance goals for performance-based RSUs granted during the year ended December 31, 2023. During the year ended December 31, 2022, the Company granted 185,186 performance‑based RSUs to certain officers and key employees, which vest subject to the achievement of certain performance goals over a three‑year performance period (the “Performance Period”). For each year of the Performance Period, one‑third of the performance‑based RSUs will be subject to a cliff, whereby no vesting of that portion will occur unless the Company’s applicable margin metrics (which, for 2022 was Adjusted EBITDA margin, and for 2023 was and 2024 will be Adjusted OI w/SBC margin, excluding the impact of foreign currency exchange fluctuations) also equals or exceeds the relevant target level for such year. Provided that the applicable margin targets are met, the total number of performance‑based RSUs that will vest is determined by the achievement of growth targets, which include growth in ARR, as well as actual bookings for perpetual licenses and non‑recurring services. Final actual vesting will be determined on January 31, 2025. The 2023 Adjusted OI w/SBC margin target, excluding the impact of foreign currency exchange fluctuations, and the 2022 Adjusted EBITDA margin target for the performance‑based RSUs were met. The weighted average grant date fair values of RSUs granted were $50.66 and $40.80, for the six months ended June 30, 2024 and 2023, respectively. For the six months ended June 30, 2024 and 2023, restricted stock and RSUs were issued net of 142,407 and 104,773 shares, respectively, which were sold back to the Company to settle applicable income tax withholdings of $7,256 and $4,336, respectively. As of June 30, 2024, there was $100,721 of unrecognized compensation expense related to unvested time‑based restricted stock and RSUs, which is expected to be recognized over a weighted average period of approximately 2.0 years. As of June 30, 2024, there was $8,467 of unrecognized compensation expense related to unvested performance‑based RSUs, which is expected to be recognized over a weighted average period of approximately 1.0 year. Stock Options The following is a summary of stock option activity and related information under the Company’s applicable equity incentive plans: Weighted Average Stock Exercise Price Options Per Share Outstanding, December 31, 2023 916,429 $ 5.74 Exercised (911,429) 5.74 Forfeited and expired (5,000) 5.74 Outstanding, June 30, 2024 — $ — For the six months ended June 30, 2024 and 2023, the Company received cash proceeds of $4,007 and $9,700, respectively, related to the exercise of stock options. The total intrinsic value of stock options exercised for the six months ended June 30, 2024 and 2023 was $40,775 and $93,656, respectively. As of June 30, 2024, there was no remaining unrecognized compensation expense related to unvested stock options. Stock Grants For the six months ended June 30, 2024 and 2023, the Company granted 11,391 and 12,639 fully vested shares of Class B common stock, respectively, with a fair value of $600. |
Income Taxes
Income Taxes | 6 Months Ended |
Jun. 30, 2024 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes The following is a summary of Income before income taxes , Provision (benefit) for income taxes , and effective tax rate for the periods presented: Three Months Ended Six Months Ended June 30, June 30, 2024 2023 2024 2023 Income before income taxes $ 77,357 $ 44,786 $ 169,905 $ 99,768 Provision (benefit) for income taxes $ 5,330 $ (3,899) $ 27,577 $ 5,593 Effective tax rate 6.9 % (8.7) % 16.2 % 5.6 % |
Fair Value of Financial Instrum
Fair Value of Financial Instruments | 6 Months Ended |
Jun. 30, 2024 | |
Fair Value Disclosures [Abstract] | |
Fair Value of Financial Instruments | Fair Value of Financial Instruments A financial asset or liability classification is determined based on the lowest level input that is significant to the fair value measurement. The fair value hierarchy consists of the following three levels: Level 1 inputs are quoted prices (unadjusted) in active markets for identical assets or liabilities. Level 2 inputs are quoted prices for similar assets and liabilities in active markets or inputs that are observable for the asset or liability, either directly or indirectly through market corroboration, for substantially the full term of the financial instrument. Level 3 inputs are unobservable inputs based on management’s own assumptions used to measure assets and liabilities at fair value. The Company’s financial instruments include cash equivalents, account receivables, certain other assets, accounts payable, accruals, certain other current and long‑term liabilities, and long‑term debt. Current Assets and Current Liabilities — In general, the carrying amounts reported on the Company’s consolidated balance sheets for current assets and current liabilities approximate their fair values due to the short‑term nature of those instruments. The following methods and assumptions were used by the Company in estimating its fair value measurements for Level 2 financial instruments as of June 30, 2024 and December 31, 2023: Interest Rate Swap — The fair value of the Company’s interest rate swap asset or liability is determined using an income approach and is measured based on the implied forward rates for the remaining term of the interest rate swap. The Company considers these valuation inputs to be Level 2 inputs in the fair value hierarchy. Long-Term Debt — The fair value of the Company’s borrowings under its Credit Facility approximated its carrying value based upon discounted cash flows at current market rates for instruments with similar remaining terms. The Company considers these valuation inputs to be Level 2 inputs in the fair value hierarchy. As of June 30, 2024, the estimated fair value of the 2026 Notes and 2027 Notes was $680,484 and $514,729, respectively. As of December 31, 2023, the estimated fair value of the 2026 Notes and 2027 Notes was $684,205 and $516,051, respectively. The estimated fair value of the 2026 Notes and 2027 Notes is based on quoted market prices of the Company’s instrument in markets that are not active and are classified as Level 2 within the fair value hierarchy. Considerable judgment is necessary to interpret the market data and develop estimates of fair values. Accordingly, the estimates presented are not necessarily indicative of the amounts at which these instruments could be purchased, sold, or settled. Deferred Compensation Plan Liabilities — The fair value of deferred compensation plan liabilities, including the liability classified phantom investments in the DCP, are marked to market at the end of each reporting period. Financial assets and financial liabilities carried at fair value measured on a recurring basis consist of the following: June 30, 2024 Level 1 Level 2 Total Assets: Money market funds (1) $ 6,891 $ — $ 6,891 Interest rate swap (2) — 34,523 34,523 Total assets $ 6,891 $ 34,523 $ 41,414 Liabilities: Deferred compensation plan liabilities (3) $ 94,782 $ — $ 94,782 Cash-settled equity awards (4) 859 — 859 Total liabilities $ 95,641 $ — $ 95,641 December 31, 2023 Level 1 Level 2 Total Assets: Money market funds (1) $ 1 $ — $ 1 Interest rate swap (2) — 32,162 32,162 Total assets $ 1 $ 32,162 $ 32,163 Liabilities: Deferred compensation plan liabilities (3) $ 90,536 $ — $ 90,536 Cash-settled equity awards (4) 781 — 781 Total liabilities $ 91,317 $ — $ 91,317 (1) Included in Cash and cash equivalents in the consolidated balance sheets. (2) Included in Other assets in the consolidated balance sheets. (3) Included in Deferred compensation plan liabilities , except for current liabilities of $3,610 and $2,355 as of June 30, 2024 and December 31, 2023, respectively, which are included in Accruals and other current liabilities in the consolidated balance sheets. (4) Included in Accruals and other current liabilities in the consolidated balance sheets. |
Commitments and Contingencies
Commitments and Contingencies | 6 Months Ended |
Jun. 30, 2024 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies Purchase Commitments In the normal course of business, the Company enters into various purchase commitments for goods and services. During the six months ended June 30, 2024, the Company entered into approximately $4,900 of non‑cancelable future cash purchase commitments for internal‑use software costs. During the year ended December 31, 2023, the Company entered into approximately $158,000 of non‑cancelable future cash purchase commitments for services related to cloud provisioning of the Company’s software solutions and for internal‑use software costs. As of June 30, 2024, total non‑cancelable future cash purchase commitments were approximately $109,200 to be paid through September 2028. The Company expects to fully consume its contractual commitments in the ordinary course of operations. Litigation From time to time, the Company is involved in certain legal actions arising in the ordinary course of business. In management’s opinion, based upon the advice of counsel, the outcome of such actions is not expected to have a material adverse effect on the Company’s future financial position, results of operations, or cash flows. |
Geographic Data
Geographic Data | 6 Months Ended |
Jun. 30, 2024 | |
Segment Reporting [Abstract] | |
Geographic Data | Geographic Data Revenues by geographic region are presented in Note 3. Long‑lived assets (other than goodwill), net of depreciation and amortization by geographic region (see Notes 5, 6, and 8) are as follows: June 30, 2024 December 31, 2023 Americas (1) $ 248,973 $ 272,492 EMEA 35,744 40,411 APAC 12,446 14,460 Total long-lived assets $ 297,163 $ 327,363 (1) Americas includes the U.S., Canada, and Latin America (including the Caribbean). |
Other Income, Net
Other Income, Net | 6 Months Ended |
Jun. 30, 2024 | |
Other Income and Expenses [Abstract] | |
Other Income, Net | Other Income, Net Other income, net consists of the following: Three Months Ended Six Months Ended June 30, June 30, 2024 2023 2024 2023 (Loss) gain from: Change in fair value of interest rate swap (see Note 17) $ (429) $ 3,826 $ 2,361 $ (663) Foreign exchange (1) (2,284) 2,104 58 3,558 Receipts related to interest rate swap 2,411 2,164 4,768 4,084 Other income (expense), net (2) 2,582 (7,129) 2,230 (5,725) Total other income, net $ 2,280 $ 965 $ 9,417 $ 1,254 (1) Foreign exchange (loss) gain is primarily attributable to foreign currency translation derived mainly from U.S. dollar denominated cash and cash equivalents, account receivables, customer deposits, and intercompany balances held by foreign subsidiaries. Intercompany finance transactions primarily denominated in U.S. dollars resulted in unrealized foreign exchange (losses) gains of $(37) and $1,397 for the three months ended June 30, 2024 and 2023, respectively, and $(431) and $2,258 for the six months ended June 30, 2024 and 2023, respectively. (2) Other income (expense), net includes investment impairment charges of $(7,318) for the three and six months ended June 30, 2023 (see Note 7). |
Realignment Costs
Realignment Costs | 6 Months Ended |
Jun. 30, 2024 | |
Postemployment Benefits [Abstract] | |
Realignment Costs | Realignment Costs During the fourth quarter of 2023, the Company approved a strategic realignment program to better serve the Company’s accounts and to better align resources with the strategy of the business, including reinvestment in go-to-market functions, as well as in artificial intelligence product development (the “2023 Program”). The Company incurred realignment costs of $12,579 for the year ended December 31, 2023 related to the aforementioned program, which represents termination benefits for colleagues whose roles were impacted. During the three and six months ended June 30, 2024, the Company incurred realignment costs of $843 and $867, respectively, related to the aforementioned program. The 2023 Program activities have been broadly implemented across the Company’s various businesses, which were substantially completed by the end of the second quarter of 2024. The Company expects the remaining termination benefits to be paid by the end of the third quarter of 2024. Realignment costs by expense classification were as follows: Three Months Ended Six Months Ended June 30, 2024 June 30, 2024 Cost of revenues: Cost of subscriptions and licenses $ 1,307 $ 1,227 Cost of services (138) (107) Total cost of revenues 1,169 1,120 Operating expenses: Research and development (65) (136) Selling and marketing (203) 475 General and administrative (58) (592) Total operating expenses (326) (253) Total realignment costs $ 843 $ 867 Accruals and other current liabilities in the consolidated balance sheets included amounts related to the realignment activities as follows: Balance, December 31, 2023 $ 12,459 Realignment costs 867 Payments (11,488) Adjustments (1) (287) Balance, June 30, 2024 $ 1,551 (1) Adjustments include foreign currency translation. |
Net Income Per Share
Net Income Per Share | 6 Months Ended |
Jun. 30, 2024 | |
Earnings Per Share [Abstract] | |
Net Income Per Share | Net Income Per Share The Company issues certain performance-based RSUs determined to be participating securities because holders of such shares have non-forfeitable dividend rights in the event of the Company’s declaration of a dividend for common shares. As of June 30, 2024 and 2023, there were 356,167 and 368,283 participating securities outstanding, respectively. Undistributed net income allocated to participating securities are subtracted from net income in determining basic net income attributable to common stockholders. Basic net income per share is computed by dividing basic net income attributable to common stockholders by the weighted average number of shares, inclusive of undistributed shares held in the DCP as phantom shares of the Company’s Class B common stock. For the Company’s diluted net income per share numerator, interest expense, net of tax, attributable to the assumed conversion of the convertible senior notes is added back to basic net income attributable to common stockholders. For the Company’s diluted net income per share denominator, the basic weighted average number of shares is adjusted for the effect of dilutive securities, including awards under the Company’s equity compensation plans and ESPP, and for the dilutive effect of the assumed conversion of the convertible senior notes. Diluted net income per share attributable to common stockholders is computed by dividing diluted net income attributable to common stockholders by the weighted average number of fully diluted common shares. Except with respect to voting and conversion, the rights of the holders of the Company’s Class A common stock and the Company’s Class B common stock are identical. Each class of shares has the same rights to dividends and allocation of income (loss) and, therefore, net income per share would not differ under the two‑class method. The details of basic and diluted net income per share are as follows : Three Months Ended Six Months Ended June 30, June 30, 2024 2023 2024 2023 Numerator: Net income $ 72,046 $ 48,685 $ 142,356 $ 94,175 Less: Net income attributable to participating securities (21) (19) (42) (38) Net income attributable to Class A and Class B common stockholders, basic 72,025 48,666 142,314 94,137 Add: Interest expense, net of tax, attributable to assumed conversion of convertible senior notes 1,717 1,723 3,440 3,440 Net income attributable to Class A and Class B common stockholders, diluted $ 73,742 $ 50,389 $ 145,754 $ 97,577 Denominator: Weighted average shares, basic 314,980,580 311,914,602 314,660,906 311,366,371 Dilutive effect of stock options, restricted stock, and RSUs 1,036,506 2,643,664 1,361,265 2,744,259 Dilutive effect of ESPP 130,112 160,673 69,358 87,557 Dilutive effect of assumed conversion of convertible senior notes 17,633,786 17,633,786 17,633,786 17,633,786 Weighted average shares, diluted 333,780,984 332,352,725 333,725,315 331,831,973 Net income per share, basic $ 0.23 $ 0.16 $ 0.45 $ 0.30 Net income per share, diluted $ 0.22 $ 0.15 $ 0.44 $ 0.29 There were no anti-dilutive securities for the three or six months ended June 30, 2024 or 2023. |
Pay vs Performance Disclosure
Pay vs Performance Disclosure - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
Pay vs Performance Disclosure | ||||
Net income | $ 72,046 | $ 48,685 | $ 142,356 | $ 94,175 |
Insider Trading Arrangements
Insider Trading Arrangements | 3 Months Ended | 6 Months Ended |
Jun. 30, 2024 shares | Jun. 30, 2024 shares | |
Trading Arrangements, by Individual | ||
Non-Rule 10b5-1 Arrangement Adopted | false | |
Rule 10b5-1 Arrangement Terminated | false | |
Non-Rule 10b5-1 Arrangement Terminated | false | |
Raymond B. Bentley [Member] | ||
Trading Arrangements, by Individual | ||
Material Terms of Trading Arrangement | On May 23, 2024, Raymond B. Bentley, a member of the Company’s Board of Directors, adopted a trading plan established pursuant to Rule 10b5‑1 of the Exchange Act, which is intended to satisfy the affirmative defense conditions of Rule 10b5‑1(c), to sell an aggregate of 1,600,000 shares of our Class B common stock. Mr. Bentley’s plan expires on May 28, 2025. | |
Name | Raymond B. Bentley | |
Title | Board of Directors | |
Rule 10b5-1 Arrangement Adopted | true | |
Adoption Date | May 23, 2024 | |
Expiration Date | May 28, 2025 | |
Arrangement Duration | 370 days | |
Aggregate Available | 1,600,000 | 1,600,000 |
Barry J. Bentley [Member] | ||
Trading Arrangements, by Individual | ||
Material Terms of Trading Arrangement | On June 12, 2024, Barry J. Bentley, a member of the Company’s Board of Directors, adopted a trading plan established pursuant to Rule 10b5‑1 of the Exchange Act, which is intended to satisfy the affirmative defense conditions of Rule 10b5‑1(c), to sell an aggregate of 500,000 shares of our Class B common stock. Mr. Bentley’s plan expires on June 1, 2025. | |
Name | Barry J. Bentley | |
Title | Board of Directors | |
Rule 10b5-1 Arrangement Adopted | true | |
Adoption Date | June 12, 2024 | |
Expiration Date | June 1, 2025 | |
Arrangement Duration | 354 days | |
Aggregate Available | 500,000 | 500,000 |
Basis of Presentation (Policies
Basis of Presentation (Policies) | 6 Months Ended |
Jun. 30, 2024 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis of Presentation | The accompanying unaudited consolidated financial statements include the accounts of the Company and its consolidated subsidiaries. The accompanying unaudited consolidated financial statements have been prepared in U.S. dollars, and in accordance with U.S. generally accepted accounting principles (“GAAP”) and the rules and regulations of the SEC regarding interim financial reporting. Accordingly, they do not include all the information and notes required by GAAP for annual financial statements. |
Consolidation | These unaudited consolidated financial statements should be read in conjunction with the audited consolidated financial statements and notes thereto included in the Company’s 2023 Annual Report on Form 10 ‑ K. In management’s opinion, the accompanying unaudited consolidated financial statements contain all adjustments (consisting of normal, recurring and non-recurring adjustments) that were considered necessary for the fair statement of the Company’s financial position, results of operations, and cash flows as of the dates and for the periods indicated. The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect reported amounts in the financial statements and accompanying notes. Actual results could differ materially from those estimates. The December 31, 2023 consolidated balance sheet included herein is derived from the Company’s audited consolidated financial statements. |
Recent Accounting Pronouncements | Recent Accounting Pronouncements In March 2024, the SEC adopted the final rule under SEC Release No. 33‑11275, The Enhancement and Standardization of Climate‑Related Disclosures for Investors . The final rule requires registrants to disclose certain climate‑related information in registration statements and annual reports. The final rule disclosure requirements will begin phasing in prospectively for the Company’s fiscal year beginning January 1, 2025. Subsequent to issuance, the final rule became the subject of litigation and the SEC issued a stay to allow the legal process to proceed. The Company is currently evaluating the impact of the final rule on its consolidated financial statements disclosures. In December 2023, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2023‑09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures (“ASU 2023‑09”), which expands disclosures in an entity’s income tax rate reconciliation table and regarding cash taxes paid both in the U.S. and foreign jurisdictions. ASU 2023‑09 is effective for the Company for the annual reporting period beginning after December 15, 2024. Early adoption is permitted. The Company is currently evaluating the impact of the adoption of ASU 2023‑09 on its consolidated financial statements disclosures. In November 2023, the FASB issued ASU No. 2023‑07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures (“ASU 2023‑07”), which expands disclosures about a public entity’s reportable segments and requires more enhanced information about a reportable segment’s expenses, interim segment profit or loss, and how the Company’s chief operating decision maker (“CODM”) uses reported segment profit or loss information in assessing segment performance and allocating resources. ASU 2023‑07 is effective for the Company for the annual reporting period beginning after December 15, 2023, and interim periods beginning after December 15, 2024. Early adoption is permitted, including adoption in an interim period. The Company is currently evaluating the impact of the adoption of ASU 2023‑07 on its consolidated financial statements disclosures. |
Fair Value Measurements | A financial asset or liability classification is determined based on the lowest level input that is significant to the fair value measurement. The fair value hierarchy consists of the following three levels: Level 1 inputs are quoted prices (unadjusted) in active markets for identical assets or liabilities. Level 2 inputs are quoted prices for similar assets and liabilities in active markets or inputs that are observable for the asset or liability, either directly or indirectly through market corroboration, for substantially the full term of the financial instrument. Level 3 inputs are unobservable inputs based on management’s own assumptions used to measure assets and liabilities at fair value. The Company’s financial instruments include cash equivalents, account receivables, certain other assets, accounts payable, accruals, certain other current and long‑term liabilities, and long‑term debt. Current Assets and Current Liabilities — In general, the carrying amounts reported on the Company’s consolidated balance sheets for current assets and current liabilities approximate their fair values due to the short‑term nature of those instruments. The following methods and assumptions were used by the Company in estimating its fair value measurements for Level 2 financial instruments as of June 30, 2024 and December 31, 2023: Interest Rate Swap — The fair value of the Company’s interest rate swap asset or liability is determined using an income approach and is measured based on the implied forward rates for the remaining term of the interest rate swap. The Company considers these valuation inputs to be Level 2 inputs in the fair value hierarchy. Long-Term Debt Deferred Compensation Plan Liabilities — The fair value of deferred compensation plan liabilities, including the liability classified phantom investments in the DCP, are marked to market at the end of each reporting period. |
Revenue from Contracts with C_2
Revenue from Contracts with Customers (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Revenue from Contract with Customer [Abstract] | |
Schedule of Disaggregation of Revenue by Type and Location | The Company’s revenues consist of the following: Three Months Ended Six Months Ended June 30, June 30, 2024 2023 2024 2023 Subscriptions: Enterprise subscriptions (1) $ 127,845 $ 103,674 $ 255,372 $ 207,578 SELECT subscriptions 63,648 64,085 127,189 127,428 Term license subscriptions 105,951 91,484 221,972 202,082 Subscriptions 297,444 259,243 604,533 537,088 Perpetual licenses 10,863 11,718 20,375 21,265 Subscriptions and licenses 308,307 270,961 624,908 558,353 Services: Recurring 4,040 4,949 7,854 9,127 Other 17,990 20,839 35,338 43,680 Services 22,030 25,788 43,192 52,807 Total revenues $ 330,337 $ 296,749 $ 668,100 $ 611,160 (1) Enterprise subscriptions includes revenue attributable to Enterprise 365 (“E365”) subscriptions of $125,630 and $99,248 for the three months ended June 30, 2024 and 2023, respectively, and $248,666 and $193,579 for the six months ended June 30, 2024 and 2023, respectively. Revenue from external customers is attributed to individual countries based upon the location of the customer. Revenues by geographic region are as follows: Three Months Ended Six Months Ended June 30, June 30, 2024 2023 2024 2023 Americas (1) $ 176,310 $ 158,836 $ 360,503 $ 327,181 Europe, the Middle East, and Africa (“EMEA”) 95,865 83,444 190,579 176,276 Asia-Pacific (“APAC”) 58,162 54,469 117,018 107,703 Total revenues $ 330,337 $ 296,749 $ 668,100 $ 611,160 (1) Americas includes the U.S., Canada, and Latin America (including the Caribbean). Revenue attributable to the U.S. totaled $139,010 and $127,847 for the three months ended June 30, 2024 and 2023, respectively, and $277,262 and $255,297 for the six months ended June 30, 2024 and 2023, respectively. |
Acquisitions (Tables)
Acquisitions (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Business Combination, Asset Acquisition, and Joint Venture Formation [Abstract] | |
Schedule of Business Acquisitions Aggregate Details | The aggregate details of the Company’s acquisition activity are as follows: Acquisitions Completed During Six Months Ended June 30, 2024 2023 Number of acquisitions 1 1 Cash paid at closing $ 5,000 $ 10,299 Net cash paid $ 5,000 $ 10,299 |
Schedule of Non-Contingent Consideration Fair Value | The fair value of non-contingent consideration from acquisitions is included in the consolidated balance sheets as follows: June 30, 2024 December 31, 2023 Accruals and other current liabilities $ 2,571 $ 3,576 Non-contingent consideration from acquisitions $ 2,571 $ 3,576 |
Schedule of Recognized Identified Assets Acquired and Liabilities Assumed | The following summarizes the fair values of the assets acquired and liabilities assumed, as well as the weighted average useful lives assigned to acquired intangible assets at the respective date of each acquisition (including contingent consideration): Acquisitions Completed During Six Months Ended Year Ended June 30, 2024 December 31, 2023 Consideration: Cash paid at closing $ 5,000 $ 26,287 Deferred, non-contingent consideration, net — 525 Other — 15 Total consideration $ 5,000 $ 26,827 Assets acquired and liabilities assumed: Cash $ — $ 264 Accounts receivable and other current assets 635 1,742 Operating lease right-of-use assets — 397 Deferred income taxes — 2,151 Other assets 15 6 Software and technology (weighted average useful life of 3 years) 825 3,077 Customer relationships (weighted average useful life of 6 years) — 3,900 Trademarks (weighted average useful life of 5 years) — 1,000 Total identifiable assets acquired excluding goodwill 1,475 12,537 Accruals and other current liabilities (694) (624) Deferred revenues (1,537) (4,623) Operating lease liabilities — (397) Total liabilities assumed (2,231) (5,644) Net identifiable assets acquired excluding goodwill (756) 6,893 Goodwill 5,756 19,934 Net assets acquired $ 5,000 $ 26,827 |
Property and Equipment, Net (Ta
Property and Equipment, Net (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Property, Plant and Equipment [Abstract] | |
Schedule of Property and Equipment, Net | Property and equipment, net consist of the following: June 30, 2024 December 31, 2023 Land $ 2,811 $ 2,811 Building and improvements 31,168 31,025 Computer equipment and software 48,572 46,202 Furniture, fixtures, and equipment 10,022 9,799 Aircraft 2,038 2,038 Other 82 89 Property and equipment, at cost 94,693 91,964 Less: Accumulated depreciation (57,937) (51,864) Total property and equipment, net $ 36,756 $ 40,100 |
Goodwill and Other Intangible_2
Goodwill and Other Intangible Assets (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Changes in the Carrying Amount of Goodwill | The changes in the carrying amount of goodwill are as follows: Balance, December 31, 2023 $ 2,269,336 Acquisitions 5,756 Foreign currency translation adjustments (9,085) Other adjustments (833) Balance, June 30, 2024 $ 2,265,174 |
Schedule of Finite-Lived Intangible Assets | Details of intangible assets other than goodwill are as follows: June 30, 2024 December 31, 2023 Estimated Gross Accumulated Net Book Gross Accumulated Net Book Intangible assets subject to amortization: Software and technology 3-5 years $ 89,820 $ (64,720) $ 25,100 $ 89,693 $ (59,045) $ 30,648 Customer relationships 3-10 years 321,359 (154,666) 166,693 323,442 (142,378) 181,064 Trademarks 3-10 years 70,437 (36,732) 33,705 70,710 (33,709) 37,001 Non-compete agreements 5 years 350 (309) 41 350 (276) 74 Total intangible assets $ 481,966 $ (256,427) $ 225,539 $ 484,195 $ (235,408) $ 248,787 |
Schedule of Finite-lived Intangible Assets Amortization Expense | The aggregate amortization expense for purchased intangible assets with finite lives was reflected in the Company’s consolidated statements of operations as follows: Three Months Ended Six Months Ended June 30, June 30, 2024 2023 2024 2023 Cost of subscriptions and licenses $ 3,129 $ 3,123 $ 6,355 $ 6,310 Amortization of purchased intangibles 8,392 9,502 17,356 20,050 Total amortization expense $ 11,521 $ 12,625 $ 23,711 $ 26,360 |
Investments (Tables)
Investments (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Equity Method Investments and Joint Ventures [Abstract] | |
Schedule of Investments | Investments consist of the following: June 30, 2024 December 31, 2023 Cost method investments $ 21,850 $ 21,044 Equity method investments 2,408 2,436 Total investments $ 24,258 $ 23,480 |
Leases (Tables)
Leases (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Leases [Abstract] | |
Schedule of Supplemental Cash Flow and Other Information Related to Leases | The components of operating lease cost reflected in the consolidated statements of operations were as follows: Three Months Ended Six Months Ended June 30, June 30, 2024 2023 2024 2023 Operating lease cost (1) $ 3,558 $ 4,534 $ 7,253 $ 9,162 Variable lease cost 1,115 1,146 2,288 2,348 Total operating lease cost $ 4,673 $ 5,680 $ 9,541 $ 11,510 (1) Operating lease cost includes rent cost related to operating leases for office facilities of $3,301 and $4,329 for the three months ended June 30, 2024 and 2023, respectively, and $6,772 and $8,746 for the six months ended June 30, 2024 and 2023, respectively. Supplemental operating cash flows and other information related to leases was as follows: Six Months Ended June 30, 2024 2023 Cash paid for operating leases included in operating cash flows $ 7,409 $ 9,319 Right-of-use assets obtained in exchange for new operating lease liabilities (1) $ 3,502 $ 11,212 (1) For the six months ended June 30, 2023 , right‑of‑use assets obtained in exchange for new operating lease liabilities does not include the impact from an acquisition of $345. |
Accruals and Other Current Li_2
Accruals and Other Current Liabilities (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Payables and Accruals [Abstract] | |
Schedule of Accruals and Other Current Liabilities | Accruals and other current liabilities consist of the following: June 30, 2024 December 31, 2023 Cloud Services Subscription deposits $ 343,816 $ 284,276 Accrued benefits 41,106 39,983 Accrued compensation 34,338 43,316 Due to customers 16,145 16,924 Accrued indirect taxes 8,240 10,722 Accrued professional fees 7,932 5,970 Accrued acquisition stay bonus 6,592 4,336 Employee stock purchase plan contributions 5,770 5,790 Accrued cloud provisioning costs 4,138 3,572 Deferred compensation plan liabilities 3,610 2,355 Non-contingent consideration from acquisitions 2,571 3,576 Accrued realignment costs 1,551 12,459 Other accrued and current liabilities 24,198 24,069 Total accruals and other current liabilities $ 500,007 $ 457,348 |
Long_Term Debt (Tables)
Long‑Term Debt (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Debt Disclosure [Abstract] | |
Schedule of Long-term Debt Instruments | Long‑term debt consists of the following: June 30, 2024 December 31, 2023 Credit facility: Revolving loan facility due November 2025 $ — $ 92,028 Term loan due November 2025 85,000 190,000 Convertible senior notes due January 2026 (the “2026 Notes”) 687,830 687,830 Convertible senior notes due July 2027 (the “2027 Notes”) 575,000 575,000 Unamortized debt issuance costs (13,212) (16,455) Total debt 1,334,618 1,528,403 Less: Current portion of long-term debt — (10,000) Long-term debt $ 1,334,618 $ 1,518,403 |
Schedule of Interest Expense, Net | Interest expense, net consists of the following: Three Months Ended Six Months Ended June 30, June 30, 2024 2023 2024 2023 Contractual interest expense $ (4,072) $ (9,364) $ (9,486) $ (18,674) Amortization of deferred debt issuance costs (1,927) (1,823) (3,750) (3,646) Other interest (expense) income (2) 1,193 (68) 1,005 Interest income 901 510 1,684 739 Interest expense, net $ (5,100) $ (9,484) $ (11,620) $ (20,576) |
Retirement Plans (Tables)
Retirement Plans (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Retirement Benefits [Abstract] | |
Schedule of Deferred Compensation Plan Liabilities | The total liabilities related to the DCP is included in the consolidated balance sheets as follows: June 30, 2024 December 31, 2023 Accruals and other current liabilities $ 3,610 $ 2,355 Deferred compensation plan liabilities 91,172 88,181 Total DCP liabilities $ 94,782 $ 90,536 |
Common Stock (Tables)
Common Stock (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Equity [Abstract] | |
Schedule of Dividends Declared | The Company declared cash dividends during the periods presented as follows: Dividend Per Share Amount 2024: Second quarter $ 0.06 $ 17,980 First quarter 0.06 17,871 2023: Second quarter $ 0.05 $ 14,702 First quarter 0.05 14,522 |
Accumulated Other Comprehensi_2
Accumulated Other Comprehensive Loss (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Equity [Abstract] | |
Schedule of Accumulated Other Comprehensive Loss | Accumulated other comprehensive loss consists of the following during the three months ended June 30, 2024 and 2023: Foreign Actuarial (Loss) Currency Gain on Translation Retirement Plan Total Balance, March 31, 2024 $ (92,367) $ (252) $ (92,619) Other comprehensive loss, before taxes (645) — (645) Tax expense — — — Other comprehensive loss, net of taxes (645) — (645) Balance, June 30, 2024 $ (93,012) $ (252) $ (93,264) Foreign Actuarial (Loss) Currency Gain on Translation Retirement Plan Total Balance, March 31, 2023 $ (89,068) $ (306) $ (89,374) Other comprehensive income, before taxes 1,538 9 1,547 Tax expense — (1) (1) Other comprehensive income, net of taxes 1,538 8 1,546 Balance, June 30, 2023 $ (87,530) $ (298) $ (87,828) Accumulated other comprehensive loss consists of the following during the six months ended June 30, 2024 and 2023: Foreign Actuarial (Loss) Currency Gain on Translation Retirement Plan Total Balance, December 31, 2023 $ (84,634) $ (353) $ (84,987) Other comprehensive (loss) income, before taxes (8,378) 129 (8,249) Tax expense — (28) (28) Other comprehensive (loss) income, net of taxes (8,378) 101 (8,277) Balance, June 30, 2024 $ (93,012) $ (252) $ (93,264) Foreign Actuarial (Loss) Currency Gain on Translation Retirement Plan Total Balance, December 31, 2022 $ (89,408) $ (332) $ (89,740) Other comprehensive income, before taxes 1,878 41 1,919 Tax expense — (7) (7) Other comprehensive income, net of taxes 1,878 34 1,912 Balance, June 30, 2023 $ (87,530) $ (298) $ (87,828) |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Share-Based Payment Arrangement [Abstract] | |
Schedule of Stock-Based Compensation Expense | Total stock‑based compensation expense consists of the following: Three Months Ended Six Months Ended June 30, June 30, 2024 2023 2024 2023 Restricted stock and RSUs expense $ 15,987 $ 13,530 $ 29,677 $ 27,453 Bonus Plan expense (see Note 11) 4,879 3,336 10,180 7,882 ESPP expense (see Note 13) 591 600 1,215 1,175 Stock grants expense 600 600 600 600 Stock option expense — — — 343 DCP elective participant deferrals expense (1) (see Note 12) 44 38 87 135 Total stock-based compensation expense (2) $ 22,101 $ 18,104 $ 41,759 $ 37,588 (1) DCP elective participant deferrals expense excludes deferred incentive bonus payable pursuant to the Bonus Plan. (2) As of June 30, 2024 and December 31, 2023, $5,372 and $4,043 remained in Accruals and other current liabilities in the consolidated balance sheets, respectively. Total stock‑based compensation expense (income) is included in the consolidated statements of operations as follows: Three Months Ended Six Months Ended June 30, June 30, 2024 2023 2024 2023 Cost of subscriptions and licenses $ (732) $ 1,132 $ 362 $ 2,166 Cost of services 756 707 1,638 1,714 Research and development 5,082 4,424 9,963 9,710 Selling and marketing 3,542 2,943 6,320 5,813 General and administrative 13,453 8,898 23,476 18,185 Total stock-based compensation expense $ 22,101 $ 18,104 $ 41,759 $ 37,588 |
Schedule of Restricted Stock and Restricted Stock Unit Activity | The following is a summary of unvested restricted stock and RSU activity and related information under the Company’s applicable equity incentive plans: Time- Performance- Based Based Time- Weighted Weighted Total Based Average Average Restricted Restricted Performance- Grant Date Grant Date Stock Stock Based Fair Value Fair Value and RSUs and RSUs RSUs Per Share Per Share Unvested, December 31, 2023 3,303,849 2,938,208 (3) 365,641 (5) $ 39.87 $ 39.21 Granted 1,191,104 (1) 984,192 (4) 206,912 (6) 50.90 49.49 Vested (754,222) (572,432) (181,790) 43.29 39.15 Forfeited and canceled (195,712) (161,116) (34,596) 38.05 42.38 Unvested, June 30, 2024 3,545,019 (2) 3,188,852 356,167 $ 42.75 $ 44.90 (1) For the six months ended June 30, 2024, the Company only granted RSUs. (2) Includes 47,710 RSUs which are expected to be settled in cash. (3) Includes 199,076 time‑based RSUs granted during the three months ended March 31, 2022 to certain officers and key employees, which cliff vest on January 31, 2025. (4) Includes 300,964 time‑based RSUs granted during the three months ended June 30, 2024 to certain officers, which vest 20% on each of December 15, 2025, 2026, 2027, 2028, and 2029. (5) Primarily relates to the 2023 annual performance period. Includes 185,186 performance‑based RSUs granted during the year ended December 31, 2022 with extraordinary terms, which are described below. (6) Primarily relates to the 2024 annual performance period. Includes 1,335 additional shares earned based on the achievement of 2023 performance goals for performance-based RSUs granted during the year ended December 31, 2023. |
Schedule of Options | The following is a summary of stock option activity and related information under the Company’s applicable equity incentive plans: Weighted Average Stock Exercise Price Options Per Share Outstanding, December 31, 2023 916,429 $ 5.74 Exercised (911,429) 5.74 Forfeited and expired (5,000) 5.74 Outstanding, June 30, 2024 — $ — |
Income Taxes (Tables)
Income Taxes (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Income Tax Disclosure [Abstract] | |
Schedule of Components of Income Tax | The following is a summary of Income before income taxes , Provision (benefit) for income taxes , and effective tax rate for the periods presented: Three Months Ended Six Months Ended June 30, June 30, 2024 2023 2024 2023 Income before income taxes $ 77,357 $ 44,786 $ 169,905 $ 99,768 Provision (benefit) for income taxes $ 5,330 $ (3,899) $ 27,577 $ 5,593 Effective tax rate 6.9 % (8.7) % 16.2 % 5.6 % |
Fair Value of Financial Instr_2
Fair Value of Financial Instruments (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Fair Value Disclosures [Abstract] | |
Schedule of Fair Value, Assets and Liabilities Measured on Recurring Basis | Financial assets and financial liabilities carried at fair value measured on a recurring basis consist of the following: June 30, 2024 Level 1 Level 2 Total Assets: Money market funds (1) $ 6,891 $ — $ 6,891 Interest rate swap (2) — 34,523 34,523 Total assets $ 6,891 $ 34,523 $ 41,414 Liabilities: Deferred compensation plan liabilities (3) $ 94,782 $ — $ 94,782 Cash-settled equity awards (4) 859 — 859 Total liabilities $ 95,641 $ — $ 95,641 December 31, 2023 Level 1 Level 2 Total Assets: Money market funds (1) $ 1 $ — $ 1 Interest rate swap (2) — 32,162 32,162 Total assets $ 1 $ 32,162 $ 32,163 Liabilities: Deferred compensation plan liabilities (3) $ 90,536 $ — $ 90,536 Cash-settled equity awards (4) 781 — 781 Total liabilities $ 91,317 $ — $ 91,317 (1) Included in Cash and cash equivalents in the consolidated balance sheets. (2) Included in Other assets in the consolidated balance sheets. (3) Included in Deferred compensation plan liabilities , except for current liabilities of $3,610 and $2,355 as of June 30, 2024 and December 31, 2023, respectively, which are included in Accruals and other current liabilities in the consolidated balance sheets. (4) Included in Accruals and other current liabilities in the consolidated balance sheets. |
Geographic Data (Tables)
Geographic Data (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Segment Reporting [Abstract] | |
Schedule of Long-lived Assets by Geographic Areas | Long‑lived assets (other than goodwill), net of depreciation and amortization by geographic region (see Notes 5, 6, and 8) are as follows: June 30, 2024 December 31, 2023 Americas (1) $ 248,973 $ 272,492 EMEA 35,744 40,411 APAC 12,446 14,460 Total long-lived assets $ 297,163 $ 327,363 (1) Americas includes the U.S., Canada, and Latin America (including the Caribbean). |
Other Income, Net (Tables)
Other Income, Net (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Other Income and Expenses [Abstract] | |
Schedule of Other Income, Net | Other income, net consists of the following: Three Months Ended Six Months Ended June 30, June 30, 2024 2023 2024 2023 (Loss) gain from: Change in fair value of interest rate swap (see Note 17) $ (429) $ 3,826 $ 2,361 $ (663) Foreign exchange (1) (2,284) 2,104 58 3,558 Receipts related to interest rate swap 2,411 2,164 4,768 4,084 Other income (expense), net (2) 2,582 (7,129) 2,230 (5,725) Total other income, net $ 2,280 $ 965 $ 9,417 $ 1,254 (1) Foreign exchange (loss) gain is primarily attributable to foreign currency translation derived mainly from U.S. dollar denominated cash and cash equivalents, account receivables, customer deposits, and intercompany balances held by foreign subsidiaries. Intercompany finance transactions primarily denominated in U.S. dollars resulted in unrealized foreign exchange (losses) gains of $(37) and $1,397 for the three months ended June 30, 2024 and 2023, respectively, and $(431) and $2,258 for the six months ended June 30, 2024 and 2023, respectively. (2) Other income (expense), net includes investment impairment charges of $(7,318) for the three and six months ended June 30, 2023 (see Note 7). |
Realignment Costs (Tables)
Realignment Costs (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Postemployment Benefits [Abstract] | |
Schedule of Realignment Costs by Expense Classification | Realignment costs by expense classification were as follows: Three Months Ended Six Months Ended June 30, 2024 June 30, 2024 Cost of revenues: Cost of subscriptions and licenses $ 1,307 $ 1,227 Cost of services (138) (107) Total cost of revenues 1,169 1,120 Operating expenses: Research and development (65) (136) Selling and marketing (203) 475 General and administrative (58) (592) Total operating expenses (326) (253) Total realignment costs $ 843 $ 867 |
Schedule of Realignment Costs Roll forward | Accruals and other current liabilities in the consolidated balance sheets included amounts related to the realignment activities as follows: Balance, December 31, 2023 $ 12,459 Realignment costs 867 Payments (11,488) Adjustments (1) (287) Balance, June 30, 2024 $ 1,551 (1) Adjustments include foreign currency translation. |
Net Income Per Share (Tables)
Net Income Per Share (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Earnings Per Share [Abstract] | |
Schedule of Net Income Per Share, Basic and Diluted | The details of basic and diluted net income per share are as follows : Three Months Ended Six Months Ended June 30, June 30, 2024 2023 2024 2023 Numerator: Net income $ 72,046 $ 48,685 $ 142,356 $ 94,175 Less: Net income attributable to participating securities (21) (19) (42) (38) Net income attributable to Class A and Class B common stockholders, basic 72,025 48,666 142,314 94,137 Add: Interest expense, net of tax, attributable to assumed conversion of convertible senior notes 1,717 1,723 3,440 3,440 Net income attributable to Class A and Class B common stockholders, diluted $ 73,742 $ 50,389 $ 145,754 $ 97,577 Denominator: Weighted average shares, basic 314,980,580 311,914,602 314,660,906 311,366,371 Dilutive effect of stock options, restricted stock, and RSUs 1,036,506 2,643,664 1,361,265 2,744,259 Dilutive effect of ESPP 130,112 160,673 69,358 87,557 Dilutive effect of assumed conversion of convertible senior notes 17,633,786 17,633,786 17,633,786 17,633,786 Weighted average shares, diluted 333,780,984 332,352,725 333,725,315 331,831,973 Net income per share, basic $ 0.23 $ 0.16 $ 0.45 $ 0.30 Net income per share, diluted $ 0.22 $ 0.15 $ 0.44 $ 0.29 |
Revenue from Contracts with C_3
Revenue from Contracts with Customers - Schedule of Revenue Disaggregation by Type (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
Disaggregation of Revenue [Line Items] | ||||
Total revenues | $ 330,337 | $ 296,749 | $ 668,100 | $ 611,160 |
Subscriptions and licenses | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenues | 308,307 | 270,961 | 624,908 | 558,353 |
Subscriptions | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenues | 297,444 | 259,243 | 604,533 | 537,088 |
Enterprise subscriptions | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenues | 127,845 | 103,674 | 255,372 | 207,578 |
SELECT subscriptions | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenues | 63,648 | 64,085 | 127,189 | 127,428 |
Term license subscriptions | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenues | 105,951 | 91,484 | 221,972 | 202,082 |
Perpetual licenses | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenues | 10,863 | 11,718 | 20,375 | 21,265 |
Services | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenues | 22,030 | 25,788 | 43,192 | 52,807 |
Recurring | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenues | 4,040 | 4,949 | 7,854 | 9,127 |
Other | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenues | 17,990 | 20,839 | 35,338 | 43,680 |
Enterprise subscriptions, E365 | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenues | $ 125,630 | $ 99,248 | $ 248,666 | $ 193,579 |
Revenue from Contracts with C_4
Revenue from Contracts with Customers - Narrative (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | Dec. 31, 2023 | |
Disaggregation of Revenue [Line Items] | |||||
Total revenues | $ 330,337 | $ 296,749 | $ 668,100 | $ 611,160 | |
Accounts receivable | 282,918 | 282,918 | $ 302,501 | ||
Contract cost assets | 0 | 0 | 0 | ||
Contract with customer, liability | 251,883 | 251,883 | 269,647 | ||
Contract with customer, liability, revenue recognized | 165,042 | 149,247 | |||
Contract with customer liability additions | 152,734 | $ 151,528 | |||
Unbilled Revenues | |||||
Disaggregation of Revenue [Line Items] | |||||
Accounts receivable | $ 144,540 | $ 144,540 | 129,494 | ||
Channel Partners | Revenue Benchmark | Customer Concentration Risk | |||||
Disaggregation of Revenue [Line Items] | |||||
Concentration risk percentage | 7% | 7% | 7% | 7% | |
Licenses | |||||
Disaggregation of Revenue [Line Items] | |||||
Total revenues | $ 162,458 | $ 138,822 | $ 338,767 | $ 296,846 | |
Term Licenses | |||||
Disaggregation of Revenue [Line Items] | |||||
Total revenues | 151,595 | $ 127,104 | 318,392 | $ 275,581 | |
Portfolio Balancing | |||||
Disaggregation of Revenue [Line Items] | |||||
Contract with customer, liability | $ 18,565 | $ 18,565 | $ 18,269 |
Revenue from Contracts with C_5
Revenue from Contracts with Customers - Schedule of Revenue Disaggregation by Location (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
Disaggregation of Revenue [Line Items] | ||||
Total revenues | $ 330,337 | $ 296,749 | $ 668,100 | $ 611,160 |
Americas | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenues | 176,310 | 158,836 | 360,503 | 327,181 |
United States | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenues | 139,010 | 127,847 | 277,262 | 255,297 |
Europe, the Middle East, and Africa (“EMEA”) | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenues | 95,865 | 83,444 | 190,579 | 176,276 |
Asia-Pacific (“APAC”) | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenues | $ 58,162 | $ 54,469 | $ 117,018 | $ 107,703 |
Revenue from Contracts with C_6
Revenue from Contracts with Customers - Performance Obligation (Details) $ in Thousands | Jun. 30, 2024 USD ($) |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining performance obligation amount | $ 251,883 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2024-07-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining performance obligation, percent to be recognized over next twelve months | 94% |
Remaining performance obligation expected timing of satisfaction period | 12 months |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2025-07-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining performance obligation expected timing of satisfaction period |
Acquisitions - Schedule of Busi
Acquisitions - Schedule of Business Acquisitions Aggregate Details (Details) $ in Thousands | 6 Months Ended | 12 Months Ended | |
Jun. 30, 2024 USD ($) acquisition | Jun. 30, 2023 USD ($) acquisition | Dec. 31, 2023 USD ($) | |
Business Combination, Separately Recognized Transactions [Line Items] | |||
Net cash paid | $ 5,000 | $ 10,299 | |
Series of Individually Immaterial Business Acquisitions | |||
Business Combination, Separately Recognized Transactions [Line Items] | |||
Number of acquisitions | acquisition | 1 | 1 | |
Cash paid at closing | $ 5,000 | $ 10,299 | $ 26,287 |
Net cash paid | $ 5,000 | $ 10,299 |
Acquisitions - Schedule of Cont
Acquisitions - Schedule of Contingent and Non-Contingent Consideration Fair Value (Details) - USD ($) $ in Thousands | Jun. 30, 2024 | Dec. 31, 2023 |
Business Acquisition, Contingent Consideration [Line Items] | ||
Accruals and other current liabilities | $ 2,571 | $ 3,576 |
Series of Individually Immaterial Business Acquisitions | ||
Business Acquisition, Contingent Consideration [Line Items] | ||
Accruals and other current liabilities | 2,571 | 3,576 |
Non-contingent consideration from acquisitions | $ 2,571 | $ 3,576 |
Acquisitions - Narrative (Detai
Acquisitions - Narrative (Details) - Series of Individually Immaterial Business Acquisitions $ in Thousands | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||
Jun. 30, 2024 USD ($) | Jun. 30, 2023 USD ($) | Jun. 30, 2024 USD ($) acquisition | Jun. 30, 2023 USD ($) | Dec. 31, 2023 acquisition | |
Business Combination, Separately Recognized Transactions [Line Items] | |||||
Number business acquired pending purchase accounting adjustments | acquisition | 1 | 2 | |||
Acquisition and integration costs | $ 231 | $ 113 | $ 429 | $ 5,298 | |
Goodwill from acquisition, expected tax deductible amount | $ 5,756 | $ 5,756 |
Acquisitions - Schedule of Reco
Acquisitions - Schedule of Recognized Identified Assets Acquired and Liabilities Assumed (Details) - USD ($) $ in Thousands | 6 Months Ended | 12 Months Ended | |
Jun. 30, 2024 | Jun. 30, 2023 | Dec. 31, 2023 | |
Assets acquired and liabilities assumed: | |||
Deferred income taxes | $ 0 | $ 2,151 | |
Goodwill | 2,265,174 | 2,269,336 | |
Series of Individually Immaterial Business Acquisitions | |||
Business Combination, Separately Recognized Transactions [Line Items] | |||
Cash paid at closing | 5,000 | $ 10,299 | 26,287 |
Deferred, non-contingent consideration, net | 0 | 525 | |
Other | 0 | 15 | |
Total consideration | 5,000 | 26,827 | |
Assets acquired and liabilities assumed: | |||
Cash | 0 | 264 | |
Accounts receivable and other current assets | 635 | 1,742 | |
Operating lease right-of-use assets | 0 | 397 | |
Other assets | 15 | 6 | |
Total identifiable assets acquired excluding goodwill | 1,475 | 12,537 | |
Accruals and other current liabilities | (694) | (624) | |
Deferred revenues | (1,537) | (4,623) | |
Operating lease liabilities | 0 | (397) | |
Total liabilities assumed | (2,231) | (5,644) | |
Net identifiable assets acquired excluding goodwill | (756) | 6,893 | |
Goodwill | 5,756 | 19,934 | |
Net assets acquired | 5,000 | 26,827 | |
Series of Individually Immaterial Business Acquisitions | Software and technology | |||
Assets acquired and liabilities assumed: | |||
Finite-lived intangibles | 825 | 3,077 | |
Series of Individually Immaterial Business Acquisitions | Customer relationships | |||
Assets acquired and liabilities assumed: | |||
Finite-lived intangibles | 0 | 3,900 | |
Series of Individually Immaterial Business Acquisitions | Trademarks | |||
Assets acquired and liabilities assumed: | |||
Finite-lived intangibles | $ 0 | $ 1,000 | |
Series of Individually Immaterial Business Acquisitions | Weighted Average | Software and technology | |||
Business Combination, Separately Recognized Transactions [Line Items] | |||
Acquired finite-lived intangible assets, weighted average useful life | 3 years | 3 years | |
Series of Individually Immaterial Business Acquisitions | Weighted Average | Customer relationships | |||
Business Combination, Separately Recognized Transactions [Line Items] | |||
Acquired finite-lived intangible assets, weighted average useful life | 6 years | 6 years | |
Series of Individually Immaterial Business Acquisitions | Weighted Average | Trademarks | |||
Business Combination, Separately Recognized Transactions [Line Items] | |||
Acquired finite-lived intangible assets, weighted average useful life | 5 years | 5 years |
Property and Equipment, Net - S
Property and Equipment, Net - Schedule of Property and Equipment, Net (Details) - USD ($) $ in Thousands | Jun. 30, 2024 | Dec. 31, 2023 |
Property, Plant and Equipment [Line Items] | ||
Property and equipment, at cost | $ 94,693 | $ 91,964 |
Less: Accumulated depreciation | (57,937) | (51,864) |
Total property and equipment, net | 36,756 | 40,100 |
Land | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, at cost | 2,811 | 2,811 |
Building and improvements | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, at cost | 31,168 | 31,025 |
Computer equipment and software | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, at cost | 48,572 | 46,202 |
Furniture, fixtures, and equipment | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, at cost | 10,022 | 9,799 |
Aircraft | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, at cost | 2,038 | 2,038 |
Other | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, at cost | $ 82 | $ 89 |
Property and Equipment, Net - N
Property and Equipment, Net - Narrative (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
Property, Plant and Equipment [Abstract] | ||||
Depreciation expense | $ 3,313 | $ 2,910 | $ 6,680 | $ 5,634 |
Goodwill and Other Intangible_3
Goodwill and Other Intangible Assets - Schedule of Changes in the Carrying Amount of Goodwill (Details) $ in Thousands | 6 Months Ended |
Jun. 30, 2024 USD ($) | |
Goodwill [Roll Forward] | |
Goodwill beginning balance | $ 2,269,336 |
Acquisitions | 5,756 |
Foreign currency translation adjustments | (9,085) |
Other adjustments | (833) |
Goodwill ending balance | $ 2,265,174 |
Goodwill and Other Intangible_4
Goodwill and Other Intangible Assets - Schedule of Intangible Assets Other than Goodwill (Details) - USD ($) $ in Thousands | Jun. 30, 2024 | Dec. 31, 2023 |
Intangible assets subject to amortization: | ||
Gross Carrying Amount | $ 481,966 | $ 484,195 |
Accumulated Amortization | (256,427) | (235,408) |
Net Book Value | 225,539 | 248,787 |
Software and technology | ||
Intangible assets subject to amortization: | ||
Gross Carrying Amount | 89,820 | 89,693 |
Accumulated Amortization | (64,720) | (59,045) |
Net Book Value | $ 25,100 | 30,648 |
Software and technology | Minimum | ||
Intangible assets subject to amortization: | ||
Estimated Useful Life | 3 years | |
Software and technology | Maximum | ||
Intangible assets subject to amortization: | ||
Estimated Useful Life | 5 years | |
Customer relationships | ||
Intangible assets subject to amortization: | ||
Gross Carrying Amount | $ 321,359 | 323,442 |
Accumulated Amortization | (154,666) | (142,378) |
Net Book Value | $ 166,693 | 181,064 |
Customer relationships | Minimum | ||
Intangible assets subject to amortization: | ||
Estimated Useful Life | 3 years | |
Customer relationships | Maximum | ||
Intangible assets subject to amortization: | ||
Estimated Useful Life | 10 years | |
Trademarks | ||
Intangible assets subject to amortization: | ||
Gross Carrying Amount | $ 70,437 | 70,710 |
Accumulated Amortization | (36,732) | (33,709) |
Net Book Value | $ 33,705 | 37,001 |
Trademarks | Minimum | ||
Intangible assets subject to amortization: | ||
Estimated Useful Life | 3 years | |
Trademarks | Maximum | ||
Intangible assets subject to amortization: | ||
Estimated Useful Life | 10 years | |
Non-compete agreements | ||
Intangible assets subject to amortization: | ||
Estimated Useful Life | 5 years | |
Gross Carrying Amount | $ 350 | 350 |
Accumulated Amortization | (309) | (276) |
Net Book Value | $ 41 | $ 74 |
Goodwill and Other Intangible_5
Goodwill and Other Intangible Assets - Schedule of Finite-lived Intangible Assets Amortization Expense (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
Goodwill and Intangible Assets Disclosure [Abstract] | ||||
Cost of subscriptions and licenses | $ 3,129 | $ 3,123 | $ 6,355 | $ 6,310 |
Amortization of purchased intangibles | 8,392 | 9,502 | 17,356 | 20,050 |
Total amortization expense | $ 11,521 | $ 12,625 | $ 23,711 | $ 26,360 |
Investments - Schedule of Inves
Investments - Schedule of Investments (Details) - USD ($) $ in Thousands | Jun. 30, 2024 | Dec. 31, 2023 |
Equity Method Investments and Joint Ventures [Abstract] | ||
Cost method investments | $ 21,850 | $ 21,044 |
Equity method investments | 2,408 | 2,436 |
Total investments | $ 24,258 | $ 23,480 |
Investments - Narrative (Detail
Investments - Narrative (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | Dec. 31, 2023 | |
Schedule of Equity Method Investments [Line Items] | |||||
Impairment of cost method investment | $ 7,318 | ||||
Payments to acquire cost method investments | $ 557 | $ 11,700 | |||
Cost method investments | $ 21,850 | 21,850 | $ 21,044 | ||
Teralytics | |||||
Schedule of Equity Method Investments [Line Items] | |||||
Cash paid at closing | 5,000 | ||||
Worldsensing | |||||
Schedule of Equity Method Investments [Line Items] | |||||
Payments to acquire cost method investments | $ 8,928 | ||||
Cost method investments | 8,928 | 8,928 | 8,928 | ||
Teralytics | |||||
Schedule of Equity Method Investments [Line Items] | |||||
Cost method investments | $ 0 | $ 0 | $ 0 |
Leases - Narrative (Details)
Leases - Narrative (Details) - USD ($) $ in Thousands | Jun. 30, 2024 | Dec. 31, 2023 |
Lessee, Lease, Description [Line Items] | ||
Operating lease, weighted average remaining lease term | 4 years 4 months 24 days | 4 years 7 months 6 days |
Operating lease, weighted average discount rate, percent | 5.10% | 4.80% |
Operating Lease, Lease Not yet Commenced | ||
Lessee, Lease, Description [Line Items] | ||
Operating lease payments, leases not yet commenced | $ 3,737 | |
Minimum | ||
Lessee, Lease, Description [Line Items] | ||
Remaining lease term (less than) | 1 year | |
Renewal term | 1 year | |
Termination period (less than) | 1 year | |
Maximum | ||
Lessee, Lease, Description [Line Items] | ||
Remaining lease term (less than) | 9 years | |
Renewal term | 5 years | |
Termination period (less than) | 5 years |
Leases - Schedule of Lease Cost
Leases - Schedule of Lease Cost (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
Leases [Abstract] | ||||
Operating lease cost | $ 3,558 | $ 4,534 | $ 7,253 | $ 9,162 |
Variable lease cost | 1,115 | 1,146 | 2,288 | 2,348 |
Total operating lease cost | 4,673 | 5,680 | 9,541 | 11,510 |
Payments for rent | $ 3,301 | $ 4,329 | $ 6,772 | $ 8,746 |
Leases - Schedule of Other Info
Leases - Schedule of Other Information (Details) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2024 | Jun. 30, 2023 | |
Lessee, Lease, Description [Line Items] | ||
Cash paid for operating leases included in operating cash flows | $ 7,409 | $ 9,319 |
Right-of-use assets obtained in exchange for new operating lease liabilities | $ 3,502 | 11,212 |
Series of Individually Immaterial Business Acquisitions | ||
Lessee, Lease, Description [Line Items] | ||
Right-of-use assets obtained in exchange for lease liabilities, business acquisitions | $ 345 |
Accruals and Other Current Li_3
Accruals and Other Current Liabilities (Details) - USD ($) $ in Thousands | Jun. 30, 2024 | Dec. 31, 2023 |
Payables and Accruals [Abstract] | ||
Cloud Services Subscription deposits | $ 343,816 | $ 284,276 |
Accrued benefits | 41,106 | 39,983 |
Accrued compensation | 34,338 | 43,316 |
Due to customers | 16,145 | 16,924 |
Accrued indirect taxes | 8,240 | 10,722 |
Accrued professional fees | 7,932 | 5,970 |
Accrued acquisition stay bonus | 6,592 | 4,336 |
Employee stock purchase plan contributions | 5,770 | 5,790 |
Accrued cloud provisioning costs | 4,138 | 3,572 |
Deferred compensation plan liabilities | 3,610 | 2,355 |
Non-contingent consideration from acquisitions | 2,571 | 3,576 |
Accrued realignment costs | 1,551 | 12,459 |
Other accrued and current liabilities | 24,198 | 24,069 |
Total accruals and other current liabilities | $ 500,007 | $ 457,348 |
Long_Term Debt - Schedule of Lo
Long‑Term Debt - Schedule of Long-Term Debt (Details) - USD ($) $ in Thousands | Jun. 30, 2024 | Dec. 31, 2023 |
Debt Instrument [Line Items] | ||
Unamortized debt issuance costs | $ (13,212) | $ (16,455) |
Total debt | 1,334,618 | 1,528,403 |
Less: Current portion of long-term debt | 0 | (10,000) |
Long-term debt | 1,334,618 | 1,518,403 |
Senior Notes Due January 2026 | Convertible Debt | ||
Debt Instrument [Line Items] | ||
Long-term debt, gross | 687,830 | 687,830 |
Senior Notes Due July 2027 | Convertible Debt | ||
Debt Instrument [Line Items] | ||
Long-term debt, gross | 575,000 | 575,000 |
Revolving Credit Facility | November 2025 Notes | Line of Credit | ||
Debt Instrument [Line Items] | ||
Long-term debt, gross | 0 | 92,028 |
Secured Debt | November 2025 Notes | Line of Credit | ||
Debt Instrument [Line Items] | ||
Long-term debt, gross | $ 85,000 | $ 190,000 |
Long_Term Debt - Narrative (Det
Long‑Term Debt - Narrative (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | Dec. 31, 2023 | |
Debt Instrument [Line Items] | |||||
Long-term debt | $ 1,334,618 | $ 1,334,618 | $ 1,528,403 | ||
Repayments of term loan | 105,000 | $ 2,500 | |||
Credit Facility | Line of Credit | |||||
Debt Instrument [Line Items] | |||||
Remaining borrowing capacity | 849,850 | 849,850 | 757,822 | ||
Letters of Credit And Surety Bonds | Credit Facility | |||||
Debt Instrument [Line Items] | |||||
Long-term debt | $ 150 | $ 150 | $ 150 | ||
Revolving Credit Facility | Credit Facility | Line of Credit | |||||
Debt Instrument [Line Items] | |||||
Weighted average interest rate over time | 7.38% | 7.14% | 7.43% | 6.89% | |
Secured Debt | November 2025 Notes | Line of Credit | |||||
Debt Instrument [Line Items] | |||||
Repayments of term loan | $ 102,500 |
Long_Term Debt - Schedule of In
Long‑Term Debt - Schedule of Interest Expense (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
Debt Disclosure [Abstract] | ||||
Contractual interest expense | $ (4,072) | $ (9,364) | $ (9,486) | $ (18,674) |
Amortization of deferred debt issuance costs | (1,927) | (1,823) | (3,750) | (3,646) |
Other interest (expense) income | (2) | 1,193 | (68) | 1,005 |
Interest income | 901 | 510 | 1,684 | 739 |
Interest expense, net | $ (5,100) | $ (9,484) | $ (11,620) | $ (20,576) |
Executive Incentive Plans (Deta
Executive Incentive Plans (Details) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 26, 2024 | Jun. 30, 2024 USD ($) | Jun. 30, 2023 USD ($) | Jun. 30, 2024 USD ($) | Jun. 30, 2023 USD ($) | |
Deferred Compensation Arrangement with Individual, Excluding Share-based Payments and Postretirement Benefits [Line Items] | |||||
Bonus plan compensation expense | $ 883 | $ 3,777 | $ 6,682 | $ 7,923 | |
Deferred Bonus | |||||
Deferred Compensation Arrangement with Individual, Excluding Share-based Payments and Postretirement Benefits [Line Items] | |||||
Bonus plan compensation expense | $ 6,367 | $ 4,297 | $ 13,398 | $ 12,245 | |
Adjusted operating income percentage | 0.10 | ||||
Inflation-adjusted target growth period | 5 years | ||||
Deferred Bonus | Minimum | |||||
Deferred Compensation Arrangement with Individual, Excluding Share-based Payments and Postretirement Benefits [Line Items] | |||||
Fractional interest reduced percentage | 0.363636 | ||||
Deferred Bonus | Maximum | |||||
Deferred Compensation Arrangement with Individual, Excluding Share-based Payments and Postretirement Benefits [Line Items] | |||||
Fractional interest reduced percentage | 0.121212 |
Retirement Plans - Narrative (D
Retirement Plans - Narrative (Details) - Deferred Compensation Arrangement with Individual, by Type of Compensation, Pension and Other Postretirement Benefits - USD ($) | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | Dec. 31, 2023 | |
Defined Contribution Plan Disclosure [Line Items] | |||||
Deferred compensation plan expense | $ 883,000 | $ 3,777,000 | $ 6,682,000 | $ 7,923,000 | |
DCP participant deferrals | 43,000 | 118,000 | 101,000 | 1,651,000 | |
Contributions by employer | $ 0 | $ 0 | $ 0 | $ 0 | |
Class B Common Stock | |||||
Defined Contribution Plan Disclosure [Line Items] | |||||
Phantom shares issuable (in shares) | 14,929,874 | 14,929,874 | 17,364,980 | ||
Shares reserved for future issuance (in shares) | 4,382,666 | 4,382,666 |
Retirement Plans - Schedule of
Retirement Plans - Schedule of Deferred Compensation Plan Liabilities (Details) - USD ($) $ in Thousands | Jun. 30, 2024 | Dec. 31, 2023 |
Defined Contribution Plan Disclosure [Line Items] | ||
Accruals and other current liabilities | $ 500,007 | $ 457,348 |
Deferred compensation plan liabilities | 91,172 | 88,181 |
Deferred Compensation Arrangement with Individual, by Type of Compensation, Pension and Other Postretirement Benefits | ||
Defined Contribution Plan Disclosure [Line Items] | ||
Accruals and other current liabilities | 3,610 | 2,355 |
Deferred compensation plan liabilities | 91,172 | 88,181 |
Total DCP liabilities | $ 94,782 | $ 90,536 |
Common Stock - Narrative (Detai
Common Stock - Narrative (Details) - USD ($) $ in Thousands | 1 Months Ended | 3 Months Ended | 6 Months Ended | ||||
Jun. 30, 2024 | May 31, 2022 | Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | Dec. 31, 2023 | |
Class of Stock [Line Items] | |||||||
Repurchases of Class B Common Stock under approved program | $ 22,509 | $ 37,515 | |||||
Employee stock purchase plan contributions | $ 5,770 | $ 5,770 | $ 5,770 | $ 5,790 | |||
Common Stock | |||||||
Class of Stock [Line Items] | |||||||
Repurchase of Class B common stock under approved program (in shares) | 427,083 | 729,681 | |||||
Repurchases of Class B Common Stock under approved program | $ 4 | $ 7 | |||||
Shares issued in connection with executive bonus plan, net (in shares) | 102,352 | 57,393 | 168,291 | 137,197 | |||
ESPP | |||||||
Class of Stock [Line Items] | |||||||
Employee stock purchase plan contributions | 5,770 | $ 5,770 | $ 5,770 | $ 5,790 | |||
Class B Common Stock | |||||||
Class of Stock [Line Items] | |||||||
Stock repurchase program, authorized amount | $ 200,000 | $ 200,000 | 200,000 | 200,000 | |||
Stock repurchase program, expiration date | Jun. 30, 2026 | Jun. 30, 2024 | |||||
Common stock, reserved for future issuance amount | $ 200,000 | $ 200,000 | $ 200,000 | ||||
Repurchase of Class B common stock under approved program (in shares) | 729,681 | 0 | |||||
Repurchases of Class B Common Stock under approved program | $ 37,515 | ||||||
Class B Common Stock | Deferred Compensation Arrangement with Individual, by Type of Compensation, Pension and Other Postretirement Benefits | |||||||
Class of Stock [Line Items] | |||||||
Deferred compensation arrangement with individual, shares issued (in shares) | 2,474,063 | 2,782,181 | |||||
Shares withheld for tax withholding obligation (in shares) | 0 | 895,224 | |||||
Share-based compensation tax withholding payment | $ 36,329 | ||||||
Shares reserved for future issuance (in shares) | 4,382,666 | 4,382,666 | 4,382,666 | ||||
Class B Common Stock | Bonus Plan Incentive | |||||||
Class of Stock [Line Items] | |||||||
Share-based compensation tax withholding payment | $ 4,326 | ||||||
Shares issued in connection with executive bonus plan, net (in shares) | 168,291 | ||||||
Shares withheld for cost of options and tax withholding obligation (in shares) | 0 | 108,374 | |||||
Shares exercised, net of shares withheld (in shares) | 137,197 | ||||||
Class B Common Stock | Stock Option | |||||||
Class of Stock [Line Items] | |||||||
Share-based compensation tax withholding payment | $ 2,195 | $ 5,989 | |||||
Shares withheld for cost of options and tax withholding obligation (in shares) | 67,146 | ||||||
Shares exercised, net of shares withheld (in shares) | 844,283 | ||||||
Cash used to settle award | $ 4,007 | ||||||
Class B Common Stock | Stock Option | Common Stock | |||||||
Class of Stock [Line Items] | |||||||
Shares withheld for cost of options and tax withholding obligation (in shares) | 221,078 | ||||||
Shares exercised, net of shares withheld (in shares) | 2,236,827 | ||||||
Cash used to settle award | $ 9,700 | ||||||
Class B Common Stock | ESPP | |||||||
Class of Stock [Line Items] | |||||||
Share-based compensation tax withholding payment | $ 175 | $ 222 | |||||
Shares withheld for cost of options and tax withholding obligation (in shares) | 3,354 | 5,996 | |||||
Shares issued (in shares) | 122,020 | 153,381 | |||||
Proceeds from issuance of common stock | $ 5,560 | $ 4,557 | |||||
Shares purchased (in shares) | 125,374 | 159,377 | |||||
Shares reserved for future issuance (in shares) | 24,150,018 | 24,150,018 | 24,150,018 |
Common Stock - Schedule of Divi
Common Stock - Schedule of Dividends (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | |||
Jun. 30, 2024 | Mar. 31, 2024 | Jun. 30, 2023 | Mar. 31, 2023 | |
Equity [Abstract] | ||||
Dividends per share (USD per share) | $ 0.06 | $ 0.06 | $ 0.05 | $ 0.05 |
Amount | $ 17,980 | $ 17,871 | $ 14,702 | $ 14,522 |
Accumulated Other Comprehensi_3
Accumulated Other Comprehensive Loss (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||||
Beginning balance | $ 932,607 | $ 614,190 | $ 883,982 | $ 573,454 |
Total other comprehensive (loss) income, net of taxes | (645) | 1,546 | (8,277) | 1,912 |
Ending balance | 984,506 | 643,772 | 984,506 | 643,772 |
Accumulated Other Comprehensive Loss | ||||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||||
Beginning balance | (92,619) | (89,374) | (84,987) | (89,740) |
Other comprehensive (loss) income, before taxes | (645) | 1,547 | (8,249) | 1,919 |
Tax expense | 0 | (1) | (28) | (7) |
Total other comprehensive (loss) income, net of taxes | (645) | 1,546 | (8,277) | 1,912 |
Ending balance | (93,264) | (87,828) | (93,264) | (87,828) |
Foreign Currency Translations | ||||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||||
Beginning balance | (92,367) | (89,068) | (84,634) | (89,408) |
Other comprehensive (loss) income, before taxes | (645) | 1,538 | (8,378) | 1,878 |
Tax expense | 0 | 0 | 0 | 0 |
Total other comprehensive (loss) income, net of taxes | (645) | 1,538 | (8,378) | 1,878 |
Ending balance | (93,012) | (87,530) | (93,012) | (87,530) |
Accumulated (Loss) Gain on Retirement Plan | ||||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||||
Beginning balance | (252) | (306) | (353) | (332) |
Other comprehensive (loss) income, before taxes | 0 | 9 | 129 | 41 |
Tax expense | 0 | (1) | (28) | (7) |
Total other comprehensive (loss) income, net of taxes | 0 | 8 | 101 | 34 |
Ending balance | $ (252) | $ (298) | $ (252) | $ (298) |
Stock-Based Compensation - Summ
Stock-Based Compensation - Summary of Stock-Based Compensation Expense (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | Dec. 31, 2023 | |
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | |||||
Stock-based compensation expense | $ 22,101 | $ 18,104 | $ 41,759 | $ 37,588 | |
Stock-based compensation expense accrued | 5,372 | 5,372 | $ 4,043 | ||
Cost of revenues: | Subscriptions and licenses | |||||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | |||||
Stock-based compensation expense | (732) | 1,132 | 362 | 2,166 | |
Cost of revenues: | Services | |||||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | |||||
Stock-based compensation expense | 756 | 707 | 1,638 | 1,714 | |
Research and development | |||||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | |||||
Stock-based compensation expense | 5,082 | 4,424 | 9,963 | 9,710 | |
Selling and marketing | |||||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | |||||
Stock-based compensation expense | 3,542 | 2,943 | 6,320 | 5,813 | |
General and administrative | |||||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | |||||
Stock-based compensation expense | 13,453 | 8,898 | 23,476 | 18,185 | |
Restricted stock and RSUs expense | |||||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | |||||
Stock-based compensation expense | 15,987 | 13,530 | 29,677 | 27,453 | |
Bonus Plan expense | |||||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | |||||
Stock-based compensation expense | 4,879 | 3,336 | 10,180 | 7,882 | |
ESPP expense | |||||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | |||||
Stock-based compensation expense | 591 | 600 | 1,215 | 1,175 | |
Stock grants expense | |||||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | |||||
Stock-based compensation expense | 600 | 600 | 600 | 600 | |
Stock option expense | |||||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | |||||
Stock-based compensation expense | 0 | 0 | 0 | 343 | |
DCP elective participant deferrals expense | |||||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | |||||
Stock-based compensation expense | $ 44 | $ 38 | $ 87 | $ 135 |
Stock-Based Compensation - 2020
Stock-Based Compensation - 2020 Omnibus Incentive Plan Narrative (Details) - 2020 Incentive Award Plan - Class B Common Stock | Jun. 30, 2024 shares |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Shares authorized (in shares) | 25,000,000 |
Number of shares available (in shares) | 20,033,122 |
Stock-Based Compensation - Rest
Stock-Based Compensation - Restricted Stock and Restricted Stock Units Narrative (Details) - USD ($) $ / shares in Units, $ in Thousands | 6 Months Ended | 12 Months Ended | ||
Jun. 30, 2024 | Jun. 30, 2023 | Dec. 31, 2023 | Dec. 31, 2022 | |
Time-Based Restricted Stock and Restricted Stock Units (RSUs) | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Award vesting period | 4 years | |||
Time-Based Restricted Stock and Restricted Stock Units (RSUs) | Share-based Payment Arrangement, Tranche One | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Vesting percentage | 25% | |||
Time-Based Restricted Stock and Restricted Stock Units (RSUs) | Share-based Payment Arrangement, Tranche Two | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Vesting percentage | 25% | |||
Time-Based Restricted Stock and Restricted Stock Units (RSUs) | Share-based Payment Arrangement, Tranche Three | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Vesting percentage | 25% | |||
Time-Based Restricted Stock and Restricted Stock Units (RSUs) | Share-Based Payment Arrangement, Tranche Four | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Vesting percentage | 25% | |||
Time-Based Restricted Stock and Restricted Stock Units (RSUs) | 2020 Incentive Award Plan | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Granted (in shares) | 984,192 | |||
Grant date fair value (USD per share) | $ 50.90 | |||
Unrecognized compensation cost, excluding options | $ 100,721 | |||
Cost not yet recognized, period for recognition | 2 years | |||
Performance Based Restricted Stock Units (RSUs) | 2020 Incentive Award Plan | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Granted (in shares) | 1,335 | 185,186 | ||
Unrecognized compensation cost, excluding options | $ 8,467 | |||
Cost not yet recognized, period for recognition | 1 year | |||
RSUs | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Grant date fair value (USD per share) | $ 50.66 | $ 40.80 | ||
Restricted Stock and Restricted Stock Units (RSUs) | 2020 Incentive Award Plan | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Granted (in shares) | 1,191,104 | |||
Shares withheld for tax withholding obligation (in shares) | 142,407 | 104,773 | ||
Share-based compensation tax withholding payment | $ 7,256 | $ 4,336 | ||
Minimum | Performance Based Restricted Stock Units (RSUs) | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Award vesting period | 1 year | |||
Maximum | Performance Based Restricted Stock Units (RSUs) | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Award vesting period | 3 years |
Stock-Based Compensation - Re_2
Stock-Based Compensation - Restricted Stock and RSUs Activity (Details) - 2020 Incentive Award Plan - $ / shares | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||
Jun. 30, 2024 | Mar. 31, 2022 | Jun. 30, 2024 | Dec. 31, 2023 | Dec. 31, 2022 | |
Restricted Stock and Restricted Stock Units (RSUs) | |||||
Number of Shares | |||||
Unvested, beginning balance (in shares) | 3,303,849 | ||||
Granted (in shares) | 1,191,104 | ||||
Vested (in shares) | (754,222) | ||||
Forfeited and canceled (in shares) | (195,712) | ||||
Unvested, ending balance (in shares) | 3,545,019 | 3,545,019 | 3,303,849 | ||
Time-Based Restricted Stock and Restricted Stock Units (RSUs) | |||||
Number of Shares | |||||
Unvested, beginning balance (in shares) | 2,938,208 | ||||
Granted (in shares) | 984,192 | ||||
Vested (in shares) | (572,432) | ||||
Forfeited and canceled (in shares) | (161,116) | ||||
Unvested, ending balance (in shares) | 3,188,852 | 3,188,852 | 2,938,208 | ||
Weighted Average Grant Date Fair Value Per Share | |||||
Unvested, beginning balance (USD per share) | $ 39.87 | ||||
Granted (USD per share) | 50.90 | ||||
Vested (USD per share) | 43.29 | ||||
Forfeited and canceled (USD per share) | 38.05 | ||||
Unvested, ending balance (USD per share) | $ 42.75 | $ 42.75 | $ 39.87 | ||
Performance Based Restricted Stock And Restricted Stock Units (RSUs) | |||||
Number of Shares | |||||
Unvested, beginning balance (in shares) | 365,641 | ||||
Granted (in shares) | 206,912 | ||||
Vested (in shares) | (181,790) | ||||
Forfeited and canceled (in shares) | (34,596) | ||||
Unvested, ending balance (in shares) | 356,167 | 356,167 | 365,641 | ||
Weighted Average Grant Date Fair Value Per Share | |||||
Unvested, beginning balance (USD per share) | $ 39.21 | ||||
Granted (USD per share) | 49.49 | ||||
Vested (USD per share) | 39.15 | ||||
Forfeited and canceled (USD per share) | 42.38 | ||||
Unvested, ending balance (USD per share) | $ 44.90 | $ 44.90 | $ 39.21 | ||
Cash-Settled Restricted Stock Units (RSUs) | |||||
Number of Shares | |||||
Granted (in shares) | 47,710 | ||||
Time-Based Restricted Stock Units (RSUs) | |||||
Number of Shares | |||||
Granted (in shares) | 300,964 | 199,076 | |||
Weighted Average Grant Date Fair Value Per Share | |||||
Vesting percentage | 20% | ||||
Performance Based Restricted Stock Units (RSUs) | |||||
Number of Shares | |||||
Granted (in shares) | 1,335 | 185,186 |
Stock-Based Compensation - Opti
Stock-Based Compensation - Options Outstanding Rollforward (Details) - Stock Option - 2020 Incentive Award Plan | 6 Months Ended |
Jun. 30, 2024 $ / shares shares | |
Stock Options | |
Beginning balance (in shares) | shares | 916,429 |
Exercised (in shares) | shares | (911,429) |
Forfeited and expired (in shares) | shares | (5,000) |
Ending balance (in shares) | shares | 0 |
Weighted Average Exercise Price Per Share | |
Beginning balance (USD per share) | $ / shares | $ 5.74 |
Exercised (USD per share) | $ / shares | 5.74 |
Forfeited and expired (USD per share) | $ / shares | 5.74 |
Ending balance (USD per share) | $ / shares | $ 0 |
Stock-Based Compensation - Stoc
Stock-Based Compensation - Stock Options Narrative (Details) - Stock Option - 2020 Incentive Award Plan - USD ($) | 6 Months Ended | |
Jun. 30, 2024 | Jun. 30, 2023 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Proceeds from stock options exercised | $ 4,007,000 | $ 9,700,000 |
Stock options exercised, intrinsic value | 40,775,000 | $ 93,656,000 |
Unrecognized compensation cost | $ 0 |
Stock-Based Compensation - St_2
Stock-Based Compensation - Stock Grants Narrative (Details) - Class B Common Stock - 2020 Incentive Award Plan - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2024 | Jun. 30, 2023 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Fully vested shares granted (in shares) | 11,391 | 12,639 |
Fully vested shares granted | $ 600 | $ 600 |
Income Taxes - Schedule of Comp
Income Taxes - Schedule of Components of Income Tax (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
Income Tax Disclosure [Abstract] | ||||
Income before income taxes | $ 77,357 | $ 44,786 | $ 169,905 | $ 99,768 |
Provision (benefit) for income taxes | $ 5,330 | $ (3,899) | $ 27,577 | $ 5,593 |
Effective tax rate | 6.90% | (8.70%) | 16.20% | 5.60% |
Income Taxes - Narrative (Detai
Income Taxes - Narrative (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
Income Tax Disclosure [Abstract] | ||||
Discrete income tax benefit | $ 18,543 | $ 20,394 | $ 20,681 | $ 27,467 |
Fair Value of Financial Instr_3
Fair Value of Financial Instruments - Narrative (Details) - Level 2 - Convertible Debt - USD ($) $ in Thousands | Jun. 30, 2024 | Dec. 31, 2023 |
2026 Notes | ||
Derivative [Line Items] | ||
Long-term debt, fair value | $ 680,484 | $ 684,205 |
2027 Notes | ||
Derivative [Line Items] | ||
Long-term debt, fair value | $ 514,729 | $ 516,051 |
Fair Value of Financial Instr_4
Fair Value of Financial Instruments - Fair Value of Financial Assets and Liabilities (Details) - Fair Value, Recurring - USD ($) $ in Thousands | Jun. 30, 2024 | Dec. 31, 2023 |
Assets: | ||
Total assets | $ 41,414 | $ 32,163 |
Liabilities: | ||
Deferred compensation plan liabilities | 94,782 | 90,536 |
Cash-settled equity awards | 859 | 781 |
Total liabilities | 95,641 | 91,317 |
Deferred compensation plan, current | 3,610 | 2,355 |
Interest Rate Swap | ||
Assets: | ||
Interest rate swap | 34,523 | 32,162 |
Money Market Funds | ||
Assets: | ||
Money market funds | 6,891 | 1 |
Level 1 | ||
Assets: | ||
Total assets | 6,891 | 1 |
Liabilities: | ||
Deferred compensation plan liabilities | 94,782 | 90,536 |
Cash-settled equity awards | 859 | 781 |
Total liabilities | 95,641 | 91,317 |
Level 1 | Interest Rate Swap | ||
Assets: | ||
Interest rate swap | 0 | 0 |
Level 1 | Money Market Funds | ||
Assets: | ||
Money market funds | 6,891 | 1 |
Level 2 | ||
Assets: | ||
Total assets | 34,523 | 32,162 |
Liabilities: | ||
Deferred compensation plan liabilities | 0 | 0 |
Cash-settled equity awards | 0 | 0 |
Total liabilities | 0 | 0 |
Level 2 | Interest Rate Swap | ||
Assets: | ||
Interest rate swap | 34,523 | 32,162 |
Level 2 | Money Market Funds | ||
Assets: | ||
Money market funds | $ 0 | $ 0 |
Commitments and Contingencies (
Commitments and Contingencies (Details) - Hosted Software Solutions - USD ($) $ in Thousands | 6 Months Ended | 12 Months Ended |
Jun. 30, 2024 | Dec. 31, 2023 | |
Long-term Purchase Commitment [Line Items] | ||
Long-term purchase commitment, amount | $ 4,900 | $ 158,000 |
Long-term purchase commitment, amount remaining | $ 109,200 |
Geographic Data (Details)
Geographic Data (Details) - USD ($) $ in Thousands | Jun. 30, 2024 | Dec. 31, 2023 |
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Total long-lived assets | $ 297,163 | $ 327,363 |
Americas | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Total long-lived assets | 248,973 | 272,492 |
EMEA | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Total long-lived assets | 35,744 | 40,411 |
APAC | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Total long-lived assets | $ 12,446 | $ 14,460 |
Other Income, Net (Details)
Other Income, Net (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
Other Income and Expenses [Abstract] | ||||
Change in fair value of interest rate swap | $ (429) | $ 3,826 | $ 2,361 | $ (663) |
Foreign exchange | (2,284) | 2,104 | 58 | 3,558 |
Receipts related to interest rate swap | 2,411 | 2,164 | 4,768 | 4,084 |
Other income (expense), net | 2,582 | (7,129) | 2,230 | (5,725) |
Total other income, net | 2,280 | 965 | 9,417 | 1,254 |
Foreign exchange (losses) gains, unrealized, intercompany | $ (37) | 1,397 | $ (431) | 2,258 |
Investment impairment charges | $ (7,318) | $ (7,318) |
Realignment Costs - Narrative (
Realignment Costs - Narrative (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | 12 Months Ended |
Jun. 30, 2024 | Jun. 30, 2024 | Dec. 31, 2023 | |
2023 Program | |||
Postemployment Benefits [Line Items] | |||
Realignment costs | $ 843 | $ 867 | $ 12,579 |
Realignment Costs - Schedule of
Realignment Costs - Schedule of Realignment Costs (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended |
Jun. 30, 2024 | Jun. 30, 2024 | |
Postemployment Benefits [Line Items] | ||
Realignment costs | $ 843 | $ 867 |
Cost of revenues: | ||
Postemployment Benefits [Line Items] | ||
Realignment costs | 1,169 | 1,120 |
Cost of revenues: | Subscriptions and licenses | ||
Postemployment Benefits [Line Items] | ||
Realignment costs | 1,307 | 1,227 |
Cost of revenues: | Services | ||
Postemployment Benefits [Line Items] | ||
Realignment costs | (138) | (107) |
Research and development | ||
Postemployment Benefits [Line Items] | ||
Realignment costs | (65) | (136) |
Selling and marketing | ||
Postemployment Benefits [Line Items] | ||
Realignment costs | (203) | 475 |
General and administrative | ||
Postemployment Benefits [Line Items] | ||
Realignment costs | (58) | (592) |
Total operating expenses | ||
Postemployment Benefits [Line Items] | ||
Realignment costs | $ (326) | $ (253) |
Realignment Costs - Realignment
Realignment Costs - Realignment Activities Rollforward (Details) $ in Thousands | 6 Months Ended |
Jun. 30, 2024 USD ($) | |
Postemployment Benefits [Roll Forward] | |
Realignment costs, beginning balance | $ 12,459 |
Payments | (11,488) |
Adjustments | (287) |
Realignment costs, beginning balance | 1,551 |
One-time Termination Benefits | |
Postemployment Benefits [Roll Forward] | |
Realignment costs | $ 867 |
Net Income Per Share - Narrativ
Net Income Per Share - Narrative (Details) - shares | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
Earnings Per Share [Abstract] | ||||
Participating securities outstanding (in shares) | 356,167 | 368,283 | ||
Total anti-dilutive securities (in shares) | 0 | 0 | 0 | 0 |
Net Income Per Share - Schedule
Net Income Per Share - Schedule of Basic and Diluted Net Income Per Share (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
Numerator: | ||||
Net income | $ 72,046 | $ 48,685 | $ 142,356 | $ 94,175 |
Less: Net income attributable to participating securities | (21) | (19) | (42) | (38) |
Net income attributable to Class A and Class B common stockholders, basic | 72,025 | 48,666 | 142,314 | 94,137 |
Add: Interest expense, net of tax, attributable to assumed conversion of convertible senior notes | 1,717 | 1,723 | 3,440 | 3,440 |
Net income attributable to Class A and Class B common stockholders, diluted | $ 73,742 | $ 50,389 | $ 145,754 | $ 97,577 |
Denominator: | ||||
Weighted average shares, basic (in shares) | 314,980,580 | 311,914,602 | 314,660,906 | 311,366,371 |
Dilutive effect of stock options, restricted stock, and RSUs (in shares) | 1,036,506 | 2,643,664 | 1,361,265 | 2,744,259 |
Dilutive effect of ESPP (in shares) | 130,112 | 160,673 | 69,358 | 87,557 |
Dilutive effect of assumed conversion of convertible senior notes (in shares) | 17,633,786 | 17,633,786 | 17,633,786 | 17,633,786 |
Weighted average shares, diluted (in shares) | 333,780,984 | 332,352,725 | 333,725,315 | 331,831,973 |
Net income per share, basic (USD per share) | $ 0.23 | $ 0.16 | $ 0.45 | $ 0.30 |
Net income per share, diluted (USD per share) | $ 0.22 | $ 0.15 | $ 0.44 | $ 0.29 |