Restatement | Restatement As previously disclosed on February 17 and February 27, 2023, in connection with the preparation of our consolidated financial statements for the year ended December 31, 2022, we identified tax errors within our previously issued unaudited condensed consolidated financial statements as of and for the quarterly and year to date periods ended March 31, 2022, or Q1 2022, June 30, 2022, or Q2 2022, and September 30, 2022, or Q3 2022, as included in our previously filed Quarterly Reports on Form 10-Q. Management concluded that such errors resulted in the previously issued Q1 2022, Q2 2022 and Q3 2022 unaudited condensed consolidated financial statements, including the respective year-to-date periods, being materially misstated and therefore requiring restatement. Specifically, within our income tax provision there was an error relating to the identification of named executive officers subject to limitation on the deductibility of executive compensation under Internal Revenue Code Section 162(m), or Section 162(m). The Section 162(m) error had the impact of a $1.2 million overstatement of the benefit for income taxes and a $2.8 million overstatement of the provision for income taxes for the three and nine months ended September 30, 2022, respectively, and the associated impacts on deferred tax assets. In connection with the tax errors noted above, we are also correcting other previously identified immaterial errors related to: i) $1.2 million of a late customer acquisition marketing, or CAM credit, that should have been recognized as a reduction to sales and marketing expense in Q2 2022, and which was initially corrected for as an out of period adjustment in Q3 2022; and ii) $0.9 million of revenue and $0.3 million of associated costs of revenue that should have been recognized in Q3 2022. Description of Restatement of Financial Information In the following tables, we have presented a reconciliation of our unaudited condensed consolidated financial information as originally reported, to the as restated amounts as of and for the three and nine months ended September 30, 2022. The table below sets forth the unaudited condensed consolidated balance sheet information, including the balances as reported, adjustments and the balances as restated (in thousands, except per share amounts): September 30, 2022 As Reported Adjustments As Restated Assets Current assets: Cash and cash equivalents 211,812 — 211,812 Accounts receivable, net of allowances of $4,419 13,578 122 13,700 Prepaid expenses and other current assets 16,624 (264) 16,360 Current assets held for sale 22,722 — 22,722 Total current assets 264,736 (142) 264,594 Property and equipment, net 29,012 — 29,012 Goodwill 63,184 — 63,184 Intangible assets, net 13,552 — 13,552 September 30, 2022 As Reported Adjustments As Restated Operating lease right-of-use assets 11,796 — 11,796 Deferred income taxes 27,473 2,803 30,276 Available-for-sale debt securities 1,183 — 1,183 Other assets 12,877 (1) 12,876 Total assets 423,813 2,660 426,473 Liabilities and stockholders’ equity Current liabilities: Accounts payable 25,805 — 25,805 Accrued expenses and other current liabilities 59,916 (21) 59,895 Deferred revenue 168,705 (738) 167,967 Operating lease liabilities 2,054 — 2,054 Total current liabilities 256,480 (759) 255,721 Operating lease liabilities, non-current 9,568 — 9,568 Deferred revenue 1,013 — 1,013 Other liabilities 2,926 — 2,926 Total liabilities 269,987 (759) 269,228 Commitments and contingencies Stockholders’ equity: Preferred stock, $0.001 par value; 100,000 shares authorized; 0 issued or outstanding at September 30, 2022 — — — Common stock, $0.001 par value; 1,000,000 shares authorized; 193,848 shares issued and outstanding at September 30, 2022 193 — 193 Additional paid-in capital 1,015,068 — 1,015,068 Accumulated deficit (865,933) 3,419 (862,514) Accumulated other comprehensive income 4,498 — 4,498 Total stockholders’ equity 153,826 3,419 157,245 Total liabilities and stockholders’ equity $ 423,813 $ 2,660 $ 426,473 The table below sets forth the unaudited condensed consolidated statements of operations, including the balances as reported, adjustments and the as restated balances (in thousands, except per share amounts): Three Months Ended Nine Months Ended September 30, 2022 September 30, 2022 As Reported Adjustments As Restated As reported Adjustments As restated Revenue $ 154,416 $ 861 $155,277 $ 472,492 $ 861 $473,353 Cost of revenue 50,050 264 50,314 163,383 264 163,647 Gross profit 104,366 597 104,963 309,109 597 309,706 Operating expenses: Sales and marketing 66,145 1,224 67,369 215,964 — 215,964 Technology and development 17,457 — 17,457 51,613 — 51,613 General and administrative 30,103 — 30,103 88,560 — 88,560 Impairment of long-lived and other assets 237 — 237 237 — 237 Total operating expenses 113,942 1,224 115,166 356,374 — 356,374 Loss from operations (9,576) (627) (10,203) (47,265) 597 (46,668) Interest income, net 535 — 535 511 — 511 Other expense, net (2,536) — (2,536) (6,102) — (6,102) Loss before income taxes (11,577) (627) (12,204) (52,856) 597 (52,259) (Benefit from) provision for income taxes (1,469) 1,246 (223) 1,040 (2,822) (1,782) Three Months Ended Nine Months Ended September 30, 2022 September 30, 2022 As Reported Adjustments As Restated As reported Adjustments As restated Net loss $ (10,108) $ (1,873) $ (11,981) $ (53,896) $ 3,419 $ (50,477) Net loss per share attributable to common stockholders—basic and diluted: $ (0.05) $ — $ (0.06) $ (0.27) $ — $ (0.26) Weighted-average shares used to compute net loss per share attributable to common stockholders—basic and diluted: 194,906 — 194,906 196,984 — 196,984 The table below sets forth the unaudited condensed consolidated statements of comprehensive loss, including balances as reported, adjustments and balances as restated amounts (in thousands): Three Months Ended Nine Months Ended September 30, 2022 September 30, 2022 As Reported Adjustments As Restated As reported Adjustments As restated Net Loss $ (10,108) $ (1,873) $ (11,981) $ (53,896) $ 3,419 $ (50,477) Total other comprehensive income 2,644 — 2,644 6,293 — 6,293 Total comprehensive loss $ (7,464) $ (1,873) $ (9,337) $ (47,603) $ 3,419 $ (44,184) The table below sets forth the unaudited condensed consolidated statements of stockholders’ equity, including balances as reported, adjustments and balances as restated amounts (in thousands): Common Stock Additional Accumulated Accumulated Total Shares Amount Balance at September 30, 2022 as reported 193,848 $ 193 $ 1,015,068 $ (865,933) $ 4,498 $ 153,826 Cumulative adjustments to net loss — — — 3,419 — 3,419 Balance at September 30, 2022 as restated 193,848 $ 193 $ 1,015,068 $ (862,514) $ 4,498 $ 157,245 The table below sets forth the unaudited condensed consolidated statement of cash flows, including balances as reported, adjustments and balances as restated amounts (in thousands): Nine Months Ended September 30, 2022 As Reported Adjustments As Restated Cash flows from operating activities Net loss $ (53,896) $ 3,419 $ (50,477) Adjustments to reconcile net loss to net cash provided by operating activities: Depreciation and amortization 16,187 — 16,187 Amortization of right-of-use assets 1,290 — 1,290 Amortization of debt issuance costs 170 — 170 Impairment of other equity security 170 — 170 Impairment of long-lived assets 237 — 237 Stock-based compensation 64,490 — 64,490 Deferred income taxes 166 (2,803) (2,637) Change in fair value of contingent consideration (150) — (150) Unrealized foreign exchange loss 5,958 — 5,958 Other (1) — (1) Nine Months Ended September 30, 2022 As Reported Adjustments As Restated Changes in operating assets and liabilities, net of effects of business combination: Accounts receivable (2,902) (122) (3,024) Prepaid expenses and other current assets (560) 264 (296) Other assets (864) 1 (863) Accounts payable (6,417) — (6,417) Accrued expenses and other liabilities 7,606 (21) 7,585 Operating lease liabilities (1,599) — (1,599) Income tax payable 22 — 22 Deferred revenue 22,108 (738) 21,370 Net cash provided by operating activities 52,015 — 52,015 Cash flows from investing activities Acquisition, net of cash acquired (2,532) — (2,532) Proceeds from acquisition working capital adjustment 307 — 307 Purchase of property and equipment (16,441) — (16,441) Net cash used in investing activities (18,666) — (18,666) Cash flows from financing activities Payment of contingent consideration (600) — (600) Repurchase of common stock (61,736) — (61,736) Shares surrendered for settlement of minimum statutory tax withholding (41) — (41) Proceeds from issuance of stock under employee stock plans 1,682 — 1,682 Net cash used in financing activities (60,695) — (60,695) Effect of exchange rate changes on cash and cash equivalents (139) — (139) Net decrease in cash and cash equivalents, and restricted cash equivalents (27,485) — (27,485) Cash and cash equivalents, and restricted cash equivalents, at beginning of the period 239,297 — 239,297 Cash and cash equivalents at end of the period $ 211,812 $ — $ 211,812 |