Document and Entity Information
Document and Entity Information - shares | 6 Months Ended | |
Jun. 30, 2024 | Jul. 23, 2024 | |
Entity 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 | 001-33554 | |
Entity Registrant Name | PROS HOLDINGS, INC. | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 76-0168604 | |
Entity Address, Address Line One | 3200 Kirby Drive, Suite 600 | |
Entity Address, City or Town | Houston | |
Entity Address, State or Province | TX | |
Entity Address, Postal Zip Code | 77098 | |
City Area Code | (713) | |
Local Phone Number | 335-5151 | |
Title of 12(b) Security | Common stock $0.001 par value per share | |
Trading Symbol | PRO | |
Security Exchange Name | NYSE | |
Entity Central Index Key | 0001392972 | |
Amendment Flag | false | |
Document Fiscal Year Focus | 2024 | |
Document Fiscal Period Focus | Q2 | |
Current Fiscal Year End Date | --12-31 | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Large Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 47,206,310 | |
Former Address [Member] | ||
Entity Information [Line Items] | ||
Entity Address, Address Line One | ||
Entity Address, City or Town | ||
Entity Address, State or Province | ||
Entity Address, Postal Zip Code |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets (Unaudited) - USD ($) $ in Thousands | Jun. 30, 2024 | Dec. 31, 2023 |
Current assets: | ||
Cash and cash equivalents | $ 139,086 | $ 168,747 |
Trade and Other Receivables, Net, Current | 47,714 | 49,058 |
Deferred Costs, Current | 4,433 | 4,856 |
Prepaid and other current assets | 11,816 | 12,013 |
Total current assets | 203,049 | 234,674 |
Restricted Cash, Noncurrent | 10,000 | 10,000 |
Property and equipment, net | 20,892 | 23,051 |
Operating Lease, Right-of-Use Asset | 14,663 | 14,801 |
Deferred Costs, Noncurrent | 10,143 | 10,292 |
Intangible Assets, Net (Excluding Goodwill) | 9,078 | 11,678 |
Goodwill | 107,572 | 107,860 |
Other long term assets, net | 9,503 | 9,477 |
Total assets | 384,900 | 421,833 |
Current liabilities: | ||
Accounts payable | 6,992 | 3,034 |
Accrued liabilities | 14,760 | 13,257 |
Accrued payroll and other employee benefits | 19,259 | 32,762 |
Operating Lease, Liability, Current | 4,232 | 5,655 |
Deferred Revenue, Current | 121,628 | 120,955 |
Convertible Debt, Current | 0 | 21,668 |
Total current liabilities | 166,871 | 197,331 |
Long-term deferred revenue | 3,302 | 3,669 |
Convertible Debt, Noncurrent | 271,553 | 272,324 |
Operating Lease, Liability, Noncurrent | 25,032 | 25,118 |
Other Liabilities, Noncurrent | 1,182 | 1,264 |
Total liabilities | 467,940 | 499,706 |
Commitments and contingencies (see Note 9) | ||
Stockholders' equity: | ||
Preferred Stock, Value, Issued | 0 | 0 |
Common Stock, Value, Issued | 52 | 51 |
Additional paid-in capital | 617,894 | 604,084 |
Treasury Stock, Value | (29,847) | (29,847) |
Retained Earnings (Accumulated Deficit) | (665,995) | (647,252) |
Accumulated Other Comprehensive Income (Loss), Net of Tax | (5,144) | (4,909) |
Total stockholders' equity | (83,040) | (77,873) |
Total liabilities and stockholders' equity | $ 384,900 | $ 421,833 |
Preferred stock - shares authorized | 5,000,000 | 5,000,000 |
Preferred stock - par value | $ 0.001 | $ 0.001 |
Preferred stock - shares issued | 0 | 0 |
Common stock - shares authorized | 75,000,000 | 75,000,000 |
Common stock - par value | $ 0.001 | $ 0.001 |
Treasury Stock, Common, Shares | 4,680,723 | 4,680,723 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Unaudited) (Parenthetical) - USD ($) | Jun. 30, 2024 | Dec. 31, 2023 |
Allowance for bad debts | $ 801,000 | $ 574,000 |
Preferred stock - par value | $ 0.001 | $ 0.001 |
Preferred stock - shares authorized | 5,000,000 | 5,000,000 |
Preferred stock - shares issued | 0 | 0 |
Common stock - par value | $ 0.001 | $ 0.001 |
Common stock - shares authorized | 75,000,000 | 75,000,000 |
Common stock - shares issued | 51,810,281 | 51,184,584 |
Common stock - shares outstanding | 47,129,558 | 46,503,861 |
Treasury Stock, Common, Shares | 4,680,723 | 4,680,723 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Comprehensive Income (Unaudited) - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
Revenue from Contract with Customer, Including Assessed Tax | $ 82,013 | $ 75,792 | $ 162,701 | $ 148,974 |
Cost of Goods and Services Sold | 28,819 | 28,571 | 57,652 | 58,113 |
Gross Profit | 53,194 | 47,221 | 105,049 | 90,861 |
Operating Expenses | ||||
Selling and Marketing Expense | 23,537 | 24,880 | 46,219 | 50,890 |
Research and development | 21,786 | 21,847 | 46,199 | 44,138 |
General and Administrative Expense | 15,055 | 13,849 | 30,117 | 27,984 |
Income from operations | (7,184) | (13,355) | (17,486) | (32,151) |
Other income (expense): | ||||
Convertible debt interest and amortization | (1,148) | (1,576) | (2,350) | (3,152) |
Nonoperating Income (Expense) | 1,323 | 1,791 | 1,781 | 3,242 |
Income (Loss) from Continuing Operations before Income Taxes, Noncontrolling Interest, Total | (7,009) | (13,140) | (18,055) | (32,061) |
Income tax provision (benefit) | 377 | 149 | 688 | 230 |
Net income (loss) | $ (7,386) | $ (13,289) | $ (18,743) | $ (32,291) |
Income (Loss) from Continuing Operations, Basic and Diluted | $ (0.16) | $ (0.29) | $ (0.40) | $ (0.70) |
Weighted average number of shares: | ||||
Weighted Average Number of Shares Outstanding, Basic | 47,068 | 46,101 | 46,942 | 46,013 |
Weighted Average Number of Shares Outstanding, Basic and Diluted | 47,068 | 46,101 | 46,942 | 46,013 |
Other comprehensive income, net of tax: | ||||
Other Comprehensive Income (Loss), Foreign Currency Transaction and Translation Adjustment, Net of Tax | $ (62) | $ 9 | $ (235) | $ 185 |
Other comprehensive income | (62) | 9 | (235) | 185 |
Comprehensive income (loss) | (7,448) | (13,280) | (18,978) | (32,106) |
Accumulated Other Comprehensive Income, net of tax [Member] | ||||
Other comprehensive income, net of tax: | ||||
Other comprehensive income | (62) | 9 | (235) | 185 |
Subscription, maintenance and support | ||||
Revenue from Contract with Customer, Including Assessed Tax | 68,985 | 62,397 | 136,929 | 124,078 |
Cost of Goods and Services Sold | 16,321 | 15,935 | 32,796 | 32,310 |
Subscription and Circulation [Member] | ||||
Revenue from Contract with Customer, Including Assessed Tax | 65,600 | 57,304 | 129,949 | 113,273 |
Cost of Goods and Services Sold | 14,570 | 14,059 | 29,183 | 28,152 |
Maintenance [Member] | ||||
Revenue from Contract with Customer, Including Assessed Tax | 3,385 | 5,093 | 6,980 | 10,805 |
Cost of Goods and Services Sold | 1,751 | 1,876 | 3,613 | 4,158 |
Service [Member] | ||||
Revenue from Contract with Customer, Including Assessed Tax | 13,028 | 13,395 | 25,772 | 24,896 |
Cost of Goods and Services Sold | $ 12,498 | $ 12,636 | $ 24,856 | $ 25,803 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2024 | Jun. 30, 2023 | |
Operating activities: | ||
Net income (loss) | $ (18,743) | $ (32,291) |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Depreciation, Depletion and Amortization | 4,395 | 5,752 |
Amortization of Financing Costs and Discounts | (586) | 746 |
Share-based compensation | 22,948 | 20,656 |
Provision for doubtful accounts | 160 | 88 |
Gain on lease modification | (697) | 0 |
Loss on Disposition of Other Assets | 774 | 35 |
Changes in operating assets and liabilities: | ||
Accounts and unbilled receivables | 1,173 | (6,070) |
Increase (Decrease) in Deferred Costs | 572 | 341 |
Prepaid expenses and other assets | 174 | (1,449) |
Increase (Decrease) in Other Noncurrent Assets and Liabilities, Net | (1,516) | (1,237) |
Accounts payable | 3,885 | (1,252) |
Accrued liabilities | 2,418 | 1,077 |
Accrued payroll and other employee benefits | (13,511) | (3,688) |
Deferred revenue | 330 | 4,607 |
Net cash provided by (used in) operating activities | 1,776 | (12,685) |
Investing activities: | ||
Purchases of property and equipment | (438) | (1,823) |
Payments to Acquire Other Productive Assets | (58) | 0 |
Payments to Acquire Other Investments | (113) | 0 |
Net cash provided by (used in) investing activities | (609) | (1,823) |
Financing activities: | ||
Proceeds from Stock Plans | 1,024 | 1,137 |
Tax withholding related to net share settlement of restricted stock units | (10,161) | (5,668) |
Settlement of convertible debt | (21,713) | 0 |
Net cash provided by (used in) financing activities | (30,850) | (4,531) |
Effect of Exchange Rate on Cash, Cash Equivalents, Restricted Cash, and Restricted Cash Equivalents, Continuing Operations | 22 | (21) |
Cash, Cash Equivalents, Restricted Cash and Restricted Cash Equivalents, Period Increase (Decrease), Including Exchange Rate Effect | (29,661) | (19,060) |
Cash, cash equivalents and restricted cash: | ||
Beginning of period | 178,747 | 203,627 |
End of period | 149,086 | 184,567 |
Cash and cash equivalents | 139,086 | 184,567 |
Restricted Cash, Noncurrent | 10,000 | 0 |
Cash, Cash Equivalents, Restricted Cash, and Restricted Cash Equivalents, Total | 149,086 | 184,567 |
Capital Expenditures Incurred but Not yet Paid | $ 76 | $ 194 |
Condensed Consolidated Statem_3
Condensed Consolidated Statement of Stockholders' Equity Statement - USD ($) $ in Thousands | Total | Common Stock [Member] | Additional Paid-in Capital [Member] | Treasury Stock, Common [Member] | Retained Earnings [Member] | Accumulated Other Comprehensive Income, net of tax [Member] |
Common Stock, Shares, Outstanding, Beginning Balance at Dec. 31, 2022 | 45,638,003 | |||||
Stockholders' Equity Attributable to Parent- Beginning Balance at Dec. 31, 2022 | $ (35,473) | $ 50 | $ 590,475 | $ (29,847) | $ (590,898) | $ (5,253) |
Treasury Stock, Common, Shares, Beginning Balance at Dec. 31, 2022 | 4,680,723 | |||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Stock Issued During Period, Shares, Restricted Stock Award, Net of Forfeitures | 447,584 | |||||
Stock Issued During Period, Value, Restricted Stock Award, Gross | (5,668) | $ 1 | (5,669) | |||
Stock Issued During Period, Shares, Employee Stock Purchase Plans | 55,149 | |||||
Proceeds from Stock Plans | 1,137 | 1,137 | ||||
APIC, Share-based Payment Arrangement, Increase for Cost Recognition | 20,656 | 20,656 | ||||
Other Comprehensive Income (Loss), Net of Tax | 185 | 185 | ||||
Net Income (Loss) Attributable to Parent | (32,291) | (32,291) | ||||
Stockholders' Equity Attributable to Parent- Ending Balance at Jun. 30, 2023 | (51,454) | $ 51 | 606,599 | $ (29,847) | (623,189) | (5,068) |
Common Stock, Shares, Outstanding, Ending Balance at Jun. 30, 2023 | 46,140,736 | |||||
Treasury Stock, Common, Shares, Ending Balance at Jun. 30, 2023 | 4,680,723 | |||||
Common Stock, Shares, Outstanding, Beginning Balance at Mar. 31, 2023 | 46,031,241 | |||||
Stockholders' Equity Attributable to Parent- Beginning Balance at Mar. 31, 2023 | (47,968) | $ 51 | 596,805 | $ (29,847) | (609,900) | (5,077) |
Treasury Stock, Common, Shares, Beginning Balance at Mar. 31, 2023 | 4,680,723 | |||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Stock Issued During Period, Shares, Restricted Stock Award, Net of Forfeitures | 109,495 | |||||
Stock Issued During Period, Value, Restricted Stock Award, Gross | (958) | (958) | ||||
APIC, Share-based Payment Arrangement, Increase for Cost Recognition | 10,752 | 10,752 | ||||
Other Comprehensive Income (Loss), Net of Tax | 9 | 9 | ||||
Net Income (Loss) Attributable to Parent | (13,289) | (13,289) | ||||
Stockholders' Equity Attributable to Parent- Ending Balance at Jun. 30, 2023 | $ (51,454) | $ 51 | 606,599 | $ (29,847) | (623,189) | (5,068) |
Common Stock, Shares, Outstanding, Ending Balance at Jun. 30, 2023 | 46,140,736 | |||||
Treasury Stock, Common, Shares, Ending Balance at Jun. 30, 2023 | 4,680,723 | |||||
Common Stock, Shares, Outstanding, Beginning Balance at Dec. 31, 2023 | 46,503,861 | 46,503,861 | ||||
Stockholders' Equity Attributable to Parent- Beginning Balance at Dec. 31, 2023 | $ (77,873) | $ 51 | 604,084 | $ (29,847) | (647,252) | (4,909) |
Treasury Stock, Common, Shares, Beginning Balance at Dec. 31, 2023 | 4,680,723 | 4,680,723 | ||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Stock Issued During Period, Shares, Restricted Stock Award, Net of Forfeitures | 585,289 | |||||
Stock Issued During Period, Value, Restricted Stock Award, Gross | $ (10,161) | $ 1 | (10,162) | |||
Stock Issued During Period, Shares, Employee Stock Purchase Plans | 40,408 | 40,408 | ||||
Proceeds from Stock Plans | $ 1,024 | 1,024 | ||||
APIC, Share-based Payment Arrangement, Increase for Cost Recognition | 22,948 | 22,948 | ||||
Other Comprehensive Income (Loss), Net of Tax | (235) | (235) | ||||
Net Income (Loss) Attributable to Parent | (18,743) | (18,743) | ||||
Stockholders' Equity Attributable to Parent- Ending Balance at Jun. 30, 2024 | $ (83,040) | $ 52 | 617,894 | $ (29,847) | (665,995) | (5,144) |
Common Stock, Shares, Outstanding, Ending Balance at Jun. 30, 2024 | 47,129,558 | 47,129,558 | ||||
Treasury Stock, Common, Shares, Ending Balance at Jun. 30, 2024 | 4,680,723 | 4,680,723 | ||||
Common Stock, Shares, Outstanding, Beginning Balance at Mar. 31, 2024 | 46,968,440 | |||||
Stockholders' Equity Attributable to Parent- Beginning Balance at Mar. 31, 2024 | $ (84,017) | $ 52 | 609,469 | $ (29,847) | (658,609) | (5,082) |
Treasury Stock, Common, Shares, Beginning Balance at Mar. 31, 2024 | 4,680,723 | |||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Stock Issued During Period, Shares, Restricted Stock Award, Net of Forfeitures | 161,118 | |||||
Stock Issued During Period, Value, Restricted Stock Award, Gross | $ (1,823) | (1,823) | ||||
Stock Issued During Period, Shares, Employee Stock Purchase Plans | 0 | |||||
APIC, Share-based Payment Arrangement, Increase for Cost Recognition | $ 10,248 | 10,248 | ||||
Other Comprehensive Income (Loss), Net of Tax | (62) | (62) | ||||
Net Income (Loss) Attributable to Parent | (7,386) | (7,386) | ||||
Stockholders' Equity Attributable to Parent- Ending Balance at Jun. 30, 2024 | $ (83,040) | $ 52 | $ 617,894 | $ (29,847) | $ (665,995) | $ (5,144) |
Common Stock, Shares, Outstanding, Ending Balance at Jun. 30, 2024 | 47,129,558 | 47,129,558 | ||||
Treasury Stock, Common, Shares, Ending Balance at Jun. 30, 2024 | 4,680,723 | 4,680,723 |
Organization and Nature of Oper
Organization and Nature of Operations | 6 Months Ended |
Jun. 30, 2024 | |
Organization and Nature of Operations [Abstract] | |
Organization and nature of operations | Organization and Nature of Operations PROS Holdings, Inc., a Delaware corporation, through its operating subsidiaries (collectively, the "Company"), provides solutions that optimize shopping and selling experiences. PROS solutions leverage artificial intelligence ("AI"), self-learning and automation to ensure that every transactional experience is fast, frictionless and personalized for every shopper, supporting both business-to-business ("B2B") and business-to-consumer ("B2C") companies across industry verticals. Companies can use these selling, pricing, revenue optimization, distribution and retail, and digital offer marketing solutions to assess their market environments in real time to deliver customized prices and offers. The Company's solutions enable their customers to provide the buyers of their products the ability to move fluidly from one sales channel to another, whether direct, partner, online, mobile or other emerging channels, each with a personalized experience regardless of which channel is used. The Company's decades of data science and AI expertise are infused into its solutions and are designed to reduce time and complexity through actionable intelligence. |
Summary of Significant Accounti
Summary of Significant Accounting Policies (Notes) | 6 Months Ended |
Jun. 30, 2024 | |
Accounting Policies [Abstract] | |
Significant Accounting Policies [Text Block] | Summary of Significant Accounting Policies Basis of presentation The accompanying unaudited condensed consolidated financial statements of the Company have been prepared in accordance with generally accepted accounting principles in the United States ("GAAP") for interim financial reporting and applicable quarterly reporting regulations of the Securities and Exchange Commission ("SEC"). In management's opinion, the accompanying interim unaudited condensed consolidated financial statements include all adjustments necessary for a fair statement of the financial position of the Company as of June 30, 2024, the results of operations for the three and six months ended June 30, 2024 and 2023, cash flows for the six months ended June 30, 2024 and 2023, and stockholders' (deficit) equity for the three and six months ended June 30, 2024 and 2023. Certain information and disclosures normally included in the notes to the annual financial statements prepared in accordance with GAAP have been omitted from these interim unaudited condensed consolidated financial statements pursuant to the rules and regulations of the SEC. Accordingly, these unaudited condensed consolidated financial statements should be read in conjunction with the consolidated financial statements in the Company's Annual Report on Form 10-K for the fiscal year ended December 31, 2023 ("Annual Report") filed with the SEC. The unaudited condensed consolidated balance sheet as of December 31, 2023 was derived from the Company's audited consolidated financial statements but does not include all disclosures required under GAAP. Changes in accounting policies There have been no material changes in the Company’s significant accounting policies and their application as compared to the significant accounting policies described in the Company’s Annual Report on Form 10-K for the year ended December 31, 2023 . Fair value measurement The Company's financial assets that are included in cash and cash equivalents and that are measured at fair value on a recurring basis consisted of $124.7 million and $153.2 million at June 30, 2024 and December 31, 2023, respectively, and were invested in treasury, money market funds and interest-bearing deposits in banks. The fair value of those investments is determined based on quoted market prices, which represents level 1 in the fair value hierarchy as defined by ASC 820. See Note 8 for the fair value measurement of the convertible notes. Deferred costs Sales commissions earned by the Company's sales representatives are considered incremental and recoverable costs of obtaining a customer contract. Sales commissions are deferred and amortized on a straight-line basis over the period of benefit, which the Company has determined to be five to eight years. The Company determined the period of benefit by taking into consideration its customer contracts, expected renewals of those customer contracts (as the Company currently does not pay an incremental sales commission for renewals), the Company's technology and other factors. The Company also defers amounts earned by employees other than sales representatives who earn incentive payments under compensation plans also tied to the value of customer contracts acquired. Deferred costs were $14.6 million and $15.1 million as of June 30, 2024 and December 31, 2023, respectively. Amortization expense for the deferred costs was $1.1 million and $1.5 million for the three months ended June 30, 2024 and 2023, respectively, and $2.4 million and $2.9 million for the six months ended June 30, 2024 and 2023, respectively. Amortization of deferred costs is included in selling and marketing expense in the accompanying unaudited condensed consolidated statements of comprehensive loss. Recently issued accounting pronouncements not yet adopted In November 2023, the FASB issued ASU 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures , which is intended to improve reportable segment disclosure requirements, primarily through enhanced disclosures about significant segment expenses and other segment items on an annual and interim basis. The new standard is effective for fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024. Early adoption is permitted. The ASU is to be applied retrospectively to all prior periods presented in the financial statements. The Company is currently evaluating the impact of this new standard on its consolidated financial statements and related disclosures. In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures which expands disclosures in an entity’s income tax rate reconciliation table and disclosures regarding income taxes paid by jurisdiction. The new standard is effective for annual periods beginning after December 15, 2024, and early adoption is permitted. The new standard is to be applied on a prospective basis, but retrospective application is permitted. The Company is currently evaluating the impact of this new standard on its consolidated financial statements and related disclosures. There have been no recent accounting pronouncements or changes in accounting pronouncements during the six months ended June 30, 2024, as compared to the recent accounting pronouncements described in the Company's Annual Report, that are of significance or potential significance to the Company. |
Deferred Revenue and Performanc
Deferred Revenue and Performance Obligation (Notes) | 6 Months Ended |
Jun. 30, 2024 | |
Deferred Revenue and Performance Obligation [Abstract] | |
Deferred revenue and performance obligation [Text Block] | Deferred Revenue and Performance Obligations Deferred revenue For the three months ended June 30, 2024 and 2023, the Company recognized approximately $56.0 million and $52.0 million, respectively, and for the six months ended June 30, 2024 and 2023, the Company recognized approximately $90.0 million and $81.5 million, respectively, of revenue that was included in the deferred revenue balances at the beginning of the respective periods and related to subscription, maintenance and support, and services. Performance obligations As of June 30, 2024, the Company expects to recognize approximately $450.3 million of revenue from remaining performance obligations. The Company expects, based on the terms of the related underlying contractual arrangements, to recognize revenue on approximately $232.7 million of these performance obligations over the next 12 months, with the balance recognized thereafte r. R emaining performance obligations represent contractually committed revenue that has not yet been recognized, which includes deferred revenue and unbilled amounts that will be recognized as revenue in future periods. |
Disaggregation of Revenue (Note
Disaggregation of Revenue (Notes) | 6 Months Ended |
Jun. 30, 2024 | |
Disaggregation of Revenue [Abstract] | |
Disaggregation of Revenue [Text Block] | Disaggregation of Revenue Revenue by geography The geographic information in the table below is presented for the three and six months ended June 30, 2024 and 2023. The Company categorizes geographic revenues based on the location of the customer's headquarters. Three Months Ended June 30, Six Months Ended June 30, 2024 2023 2024 2023 (in thousands) Revenue Percent Revenue Percent Revenue Percent Revenue Percent United States of America $ 27,990 34 % $ 27,224 36 % $ 54,923 34 % $ 53,456 36 % Europe 25,835 32 % 24,748 33 % 51,506 32 % 47,697 32 % The rest of the world 28,188 34 % 23,820 31 % 56,272 34 % 47,821 32 % Total revenue $ 82,013 100 % $ 75,792 100 % $ 162,701 100 % $ 148,974 100 % |
Leases (Notes)
Leases (Notes) | 6 Months Ended |
Jun. 30, 2024 | |
Leases [Abstract] | |
Lessee, Operating Leases [Text Block] | Leases The Company has operating leases for data centers, computer infrastructure, corporate offices and certain equipment. These leases have remaining lease terms ranging from 1 year to 9 years. Some of these leases include options to extend for up to 15 years, and some include options to terminate within 1 year. As of June 30, 2024, the Company did not have any finance leases. Supplemental cash flow information related to leases was as follows (in thousands): Three Months Ended June 30, Six Months Ended June 30, 2024 2023 2024 2023 Cash paid for operating lease liabilities $ 1,782 $ 1,657 $ 4,015 $ 3,908 Right-of-use asset obtained in exchange for operating lease liability $ 14 $ 279 $ 2,140 $ 279 In February 2024, an existing operating lease was modified due to a reduction of square footage at one of the Company's offices. The result of this modification was an increase in the related right-of-use asset of $2.1 million, an increase in the corresponding lease liability of $1.4 million, and a noncash gain of $0.7 million recorded as a reduction of the lease cost within cost of revenue and operating expenses . In connection with the lease modification, the Company also recorded a loss on disposal of assets of $0.8 million which is included in other income, net in the accompanying unaudited condensed consolidated statements of comprehensive loss. In January 2023, an existing operating lease was modified due to a change in future payments. The result of the 2023 modification was a decrease in the related right-of-use asset and corresponding lease liability of $1.0 million. As of June 30, 2024, maturities of lease liabilities were as follows (in thousands): Year Ending December 31, Amount Remaining 2024 $ 3,791 2025 3,932 2026 3,893 2027 3,796 2028 3,856 2029 3,913 Thereafter 14,486 Total operating lease payments 37,667 Less: Imputed interest (8,403) Total operating lease liabilities $ 29,264 |
Earnings per Share (Note)
Earnings per Share (Note) | 6 Months Ended |
Jun. 30, 2024 | |
Earnings Per Share [Abstract] | |
Earnings per Share | Earnings per Share The following table sets forth the computation of basic and diluted earnings per share for the three and six months ended June 30, 2024 and 2023: Three Months Ended June 30, Six Months Ended June 30, (in thousands, except per share data) 2024 2023 2024 2023 Numerator: Net loss $ (7,386) $ (13,289) $ (18,743) $ (32,291) Denominator: Weighted average shares (basic) 47,068 46,101 46,942 46,013 Dilutive effect of potential common shares — — — — Weighted average shares (diluted) 47,068 46,101 46,942 46,013 Basic loss per share $ (0.16) $ (0.29) $ (0.40) $ (0.70) Diluted loss per share $ (0.16) $ (0.29) $ (0.40) $ (0.70) Dilutive potential common shares consist of shares issuable upon the vesting of restricted stock units ("RSUs") and market stock units ("MSUs"). Potential common shares determined to be antidilutive and excluded from diluted weighted average shares outstanding were approximately 1.9 million and 1.7 million for the three months ended June 30, 2024 and 2023, respectively, and 1.4 million and 1.7 million for the six months ended June 30, 2024 and 2023, respectively. In addition, potential common shares related to the convertible notes determined to be antidilutive and excluded from diluted weighted average shares outstanding were 6.5 million and 6.6 million for the three and six months ended June 30, 2024, respectively, and 5.8 million for the three and six months ended June 30, 2023. |
Noncash Share-based Compensatio
Noncash Share-based Compensation (Note) | 6 Months Ended |
Jun. 30, 2024 | |
Noncash Share-based Compensation [Abstract] | |
Noncash Share-based Compensation | Noncash Share-based Compensation The Company's 2017 Equity Incentive Plan (as amended and restated, the "2017 Stock Plan") had an aggregate authorized limit of 7,650,000 shares for issuance. In May 2023, the Company's stockholders approved an amendment to the 2017 Stock Plan increasing the aggregate amount of shares available for issuance to 10,550,000. As of June 30, 2024, 3,254,841 shares remain available for issuance under the 2017 Stock Plan. The following table presents the number of shares or units outstanding for each award type as of June 30, 2024 and December 31, 2023 (in thousands): Award type June 30, 2024 December 31, 2023 Restricted stock units (time-based) 2,969 2,767 Market stock units 439 358 During the three months ended June 30, 2024, the Company granted 137,531 RS Us (time-based) with a weighted average grant-date fair value of $32.43 per share. During the six months ended June 30, 2024, the Company granted 1,333,618 RSUs (time-based) with a weighted average grant-date fair value of $35.35 per share. The Company also granted 47,789 MSUs with a weighted average grant-date fair value of $36.87 to certain executive employees during the three months ended June 30, 2024, and 179,681 MSUs with a weighted average grant-date fair value of $39.95 to certain executive employees during the six months ended June 30, 2024. These MSUs vest on January 31, 2027, and the actual number of MSUs that will be eligible to vest is based on the total stockholder return of the Company relative to the total stockholder return of the Index over the performance period, as defined by each award's plan documents or individual award agreements. The maximum number of shares issuable upon vesting is 200% of the MSUs initially granted. The Company estimates the fair value of MSUs on the date of grant using a Monte Carlo simulation model. The weighted average assumptions used to value the MSUs granted during the three and six months ended June 30, 2024 were as follows: Three Months Ended June 30, 2024 Six Months Ended June 30, 2024 Volatility 52.06 % 51.24 % Risk-free interest rate 4.82 % 4.14 % Expected award life in years 2.70 2.90 Dividend yield — % — % Share-based compensation expense is allocated to expense categories in the unaudited condensed consolidated statements of comprehensive loss. The following table summarizes share-based compensation expense included in the Company's unaudited condensed consolidated statements of comprehensive loss for the three and six months ended June 30, 2024 and 2023 (in thousands): Three Months Ended June 30, Six Months Ended June 30, 2024 2023 2024 2023 Share-based compensation: Cost of revenue $ 1,151 $ 985 $ 2,219 $ 1,817 Operating expenses: Selling and marketing 2,437 3,103 6,065 6,031 Research and development 2,114 2,673 5,645 5,023 General and administrative 4,546 3,991 9,019 7,785 Total included in operating expenses 9,097 9,767 20,729 18,839 Total share-based compensation expense $ 10,248 $ 10,752 $ 22,948 $ 20,656 At June 30, 2024, the Company had an estimated $91.6 million of total unrecognized compensation costs related to share-based compensation arrangements. These costs will be recognized over a weighted average period o f 2.8 years. The Company's Employee Stock Purchase Plan (as amended, the "ESPP") permits eligible employees to purchase Company shares on an after-tax basis in an amount between 1% and 10% of their annual pay: (i) on June 30 of each year at a 15% discount of the fair market value of the Company's common stock on January 1 or June 30, whichever is lower, and (ii) on Dec ember 31 of each year at a 15% discount of the fair market value of the Company's common stock on July 1 or December 31, whichever is lower. An employee may not purchase more than $5,000 in either of the six-month measurement periods described above or more than $10,000 annually. In May 2021, the Company's stockholders approved an amendment to the ESPP increasing the aggregate amount of shares available for issuance under the ESPP to 1,000,000. During the three and six months ended June 30, 2024, the Company issued zero and 40,408 shares under the ESPP, respectively. As of June 30, 2024, 242,709 shares remain authorized and available for issuance under the ESPP. As of June 30, 2024, the Company held approximately $1.1 million on behalf of employees for future purchases under the ESPP, and this amount was recorded in accrued payroll and other employee benefits in the Company's unaudited condensed consolidated balance sheet. |
Convertible debt (Notes)
Convertible debt (Notes) | 6 Months Ended |
Jun. 30, 2024 | |
Debt Disclosure [Abstract] | |
Long-term Debt [Text Block] | Convertible Senior Notes The following is a summary of the Company's convertible senior notes as of June 30, 2024 (in thousands): Date of Issuance Unpaid Principal Balance Contractual Interest Rates 1% Convertible Notes due in 2024 ("2024 Notes") May 2019 $ — 1% 2.25% Convertible Notes due in 2027 ("2027 Notes") September 2020 and October 2023 $ 266,816 2.25% Total Notes $ 266,816 The 2027 and 2024 Notes (collectively, the "Notes") are general unsecured obligations and rank senior in right of payment to all of the Company's indebtedness that is expressly subordinated in right of payment to the Notes, rank equally in right of payment with all of the Company's existing and future liabilities that are not so subordinated, are effectively junior to any of the Company's secured indebtedness to the extent of the value of the assets securing such indebtedness and are structurally subordinated to all indebtedness and other liabilities of the Company's subsidiaries (including trade payables but excluding intercompany obligations owed to the Company or its subsidiaries). The 2027 Notes mature on September 15, 2027, unless redeemed or converted in accordance with their terms prior to such date. The 2024 Notes matured on May 15, 2024 and the Company settled the outstanding principal balance of $21.7 million during the quarter ended June 30, 2024. Interest related to the 2027 Notes is payable semi-annually in arrears in cash on March 15 and September 15 of each year, beginning on March 15, 2021. Interest related to the 2024 Notes was payable semi-annually in arrears on May 15 and November 15 of each year, beginning on November 15, 2019. Each $1,000 of principal of the 2027 Notes will initially be convertible into 23.9137 shares of the Company’s common stock, which is equivalent to an initial conversion price of approximately $41.82 per share and is subject to adjustment upon the occurrence of certain specified events. Each $1,000 of principal of the 2024 Notes was initially to be convertible into 15.1394 shares of the Company’s common stock, which was equivalent to an initial conversion price of approximately $66.05 per share and was subject to adjustment upon the occurrence of certain specified events. On August 23, 2023, the Company entered into legally binding exchange agreements with a limited number of existing holders of the 2024 Notes to exchange approximately $122.0 million aggregate principal amount of the existing 2024 Notes for a principal amount of the 2027 Notes at an exchange ratio to be determined based on the daily volume-weighted average trading price of the Company’s common stock over a thirty-day trading period beginning August 24, 2023 (such exchange transactions, the “Exchange”). On October 10, 2023, the Company settled the exchange agreements for the exchange of $122.0 million aggregate principal amount of its outstanding 2024 Notes for newly issued $116.8 million aggregate principal amount of its outstanding 2027 Notes. Following the settlement of the Exchange, $21.7 million in aggregate principal amount of the 2024 Notes and $266.8 million in aggregate principal amount of the 2027 Notes remained outstanding with terms unchanged. The 2027 Notes issued in the Exchange constitute a further issuance of, and form a single series and will be fungible with, the existing 2027 Notes. As of June 30, 2024, the 2027 Notes are not yet convertible and their remaining term is approximatel y 39 months. As of June 30, 2024 and December 31, 2023, the fair value of the outstanding principal amount of the Notes in the aggregate was $256.7 million and $320.5 million, respectively. The estimated fair value was determined based on inputs that are observable in the market or that could be derived from, or corroborated with, observable market data, including the Company's stock price and interest rates, which represents level 2 in the fair value hierarchy. The Notes consist of the following (in thousands): June 30, 2024 December 31, 2023 Principal $ 266,816 $ 288,529 Debt premium, net of amortization 8,427 9,776 Debt issuance costs, net of amortization (3,690) (4,313) Net carrying amount $ 271,553 $ 293,992 The following table sets forth total interest expense recognized related to the Notes (in thousands): Three Months Ended June 30, Six Months Ended June 30, 2024 2023 2024 2023 Coupon interest $ 1,520 $ 1,203 $ 3,075 $ 2,406 Amortization of debt issuance costs 301 373 624 746 Amortization of debt premium (673) — (1,349) — Total $ 1,148 $ 1,576 $ 2,350 $ 3,152 Capped call transactions In September 2020 and in May 2019, in connection with the offering of the 2027 and 2024 Notes, respectively, the Company entered into privately negotiated capped call transactions (collectively, the "Capped Call") with certain option counterparties. The Capped Call transactions cover, subject to customary anti-dilution adjustments, the number of shares of the Company’s common stock initially underlying the Notes, at a strike price that corresponds to the initial conversion price of the Notes, also subject to adjustment, and are exercisable upon conversion of the Notes. The Capped Call transactions are intended to reduce potential dilution to the Company’s common stock and/or offset any cash payments the Company will be required to make in excess of the principal amounts upon any conversion of the Notes, and to effectively increase the overall conversion price of the 2027 Notes from $41.82 to $78.90 per share, and for the 2024 Notes from $66.05 to $101.62 per share. As the Capped Call transactions meet certain accounting criteria, they are recorded in stockholders’ (deficit) equity and are not accounted for as derivatives. The cost of the Capped Call was $25.3 million and $16.4 million for the 2027 and 2024 Notes, respectively, and was recorded as part of additional paid-in capital. On May 15, 2024, the 2024 Notes matured and the Capped Call associated with the 2024 Notes expired unexercised. The expiration of the 2024 Notes Capped Call did not have an impact on the unaudited condensed consolidated financial statements. In August 2023, in connection with the Exchange, the Company entered into additional capped call transactions (the “Additional Capped Call”) with certain option counterparties. The Company agreed to pay a premium to the option counterparties for the Additional Capped Call for an amount to be determined based on the volume-weighted average trading price of the Company’s common stock over a thirty-day reference period beginning August 24, 2023. The conversion price of the Additional Capped Call is the same as the 2027 Notes Capped Call above. Initial funding of the Additional Capped Call occurred in the third quarter of 2023. The Additional Capped Call had a deferred premium component indexed to the Company's stock price and required to be settled in cash, and therefore the Additional Capped Call was a derivative instrument that, at inception, did not meet the qualifications for equity classification. On October 10, 2023, the Company settled the deferred premium on the Additional Capped Call resulting in a final value of $22.2 million . Once the deferred premium was settled, the instrument met the requirements for equity classification and the Company reclassified the Additional Capped Call to additional paid-in capital. |
Commitments and Contingencies
Commitments and Contingencies | 6 Months Ended |
Jun. 30, 2024 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies Litigation In the ordinary course of business, the Company regularly becomes involved in contract and other negotiations and, in more limited circumstances, becomes involved in legal proceedings, claims and litigation. The outcomes of these matters are inherently unpredictable. The Company is not currently involved in any outstanding litigation that it believes, individually or in the aggregate, will have a material adverse effect on its business, financial condition, results of operations or cash flows. Purchase commitments In the ordinary course of business, the Company enters into various purchase commitments for goods and services, mainly related to infrastructure platforms, business technology software and support, and other services. In January 2023, the Company entered into a noncancelable agreement for software support services with a four-year term. The remaining purchase commitment as of June 30, 2024 was $2.4 million and the agreement expires in March 2027. There were no other material changes outside the ordinary course of business to the noncancellable purchase commitments disclosed in the Annual Report. |
Severance and other related cos
Severance and other related costs | 6 Months Ended |
Jun. 30, 2024 | |
Restructuring and Related Activities [Abstract] | |
Restructuring, Impairment, and Other Activities Disclosure | Severance and Other Related Costs In the first quarter of 2023, the Company made certain organizational changes and incurred approximately zero and $3.6 million of severance, employee benefits, outplacement and related costs during the three and six months ended June 30, 2023, respectively. These costs were recorded primarily as operating expenses in the unaudited condensed consolidated statements of comprehensive loss, mainly research and development, and sales and marketing. During the three and six months ended June 30, 2023 , cash payments of $0.6 million and $3.7 million, respectively, were recorded for the incurred costs. The Company settled the remaining accrued expense within 2023. |
Other Income and Expenses
Other Income and Expenses | 6 Months Ended |
Jun. 30, 2024 | |
Other Income and Expenses [Abstract] | |
Other Nonoperating Income and Expense | Other Income, Net Other income, net consisted of the following (in thousands): Three Months Ended June 30, Six Months Ended June 30, 2024 2023 2024 2023 Interest income, net 1,556 2,051 3,318 3,781 Foreign currency (loss) gain, net (228) (259) (764) (462) Other (1) (5) (1) (773) (77) Total other income, net $ 1,323 $ 1,791 $ 1,781 $ 3,242 (1) Includes loss on disposal of assets of $0.8 million related to a lease modification in the first quarter of 2024, see Note 5. |
Pay vs Performance Disclosure
Pay vs Performance Disclosure - USD ($) $ 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 (loss) | $ (7,386) | $ (13,289) | $ (18,743) | $ (32,291) |
Insider Trading Arrangements
Insider Trading Arrangements | 3 Months Ended |
Jun. 30, 2024 | |
Trading Arrangements, by Individual | |
Rule 10b5-1 Arrangement Adopted | false |
Non-Rule 10b5-1 Arrangement Adopted | false |
Rule 10b5-1 Arrangement Terminated | false |
Non-Rule 10b5-1 Arrangement Terminated | false |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 6 Months Ended |
Jun. 30, 2024 | |
Accounting Policies [Abstract] | |
Basis of presentation | Basis of presentation The accompanying unaudited condensed consolidated financial statements of the Company have been prepared in accordance with generally accepted accounting principles in the United States ("GAAP") for interim financial reporting and applicable quarterly reporting regulations of the Securities and Exchange Commission ("SEC"). In management's opinion, the accompanying interim unaudited condensed consolidated financial statements include all adjustments necessary for a fair statement of the financial position of the Company as of June 30, 2024, the results of operations for the three and six months ended June 30, 2024 and 2023, cash flows for the six months ended June 30, 2024 and 2023, and stockholders' (deficit) equity for the three and six months ended June 30, 2024 and 2023. Certain information and disclosures normally included in the notes to the annual financial statements prepared in accordance with GAAP have been omitted from these interim unaudited condensed consolidated financial statements pursuant to the rules and regulations of the SEC. Accordingly, these unaudited condensed consolidated financial statements should be read in conjunction with the consolidated financial statements in the Company's Annual Report on Form 10-K for the fiscal year ended December 31, 2023 ("Annual Report") filed with the SEC. The unaudited condensed consolidated balance sheet as of December 31, 2023 was derived from the Company's audited consolidated financial statements but does not include all disclosures required under GAAP. |
Accounting Standards Update and Change in Accounting Principle | Changes in accounting policies There have been no material changes in the Company’s significant accounting policies and their application as compared to the significant accounting policies described in the Company’s Annual Report on Form 10-K for the year ended December 31, 2023 . |
Fair value measurement | Fair value measurement |
Revenue Recognition, Customer Acquisitions [Policy Text Block] | Deferred costs Sales commissions earned by the Company's sales representatives are considered incremental and recoverable costs of obtaining a customer contract. Sales commissions are deferred and amortized on a straight-line basis over the period of benefit, which the Company has determined to be five to eight years. The Company determined the period of benefit by taking into consideration its customer contracts, expected renewals of those customer contracts (as the Company currently does not pay an incremental sales commission for renewals), the Company's technology and other factors. The Company also defers amounts earned by employees other than sales representatives who earn incentive payments under compensation plans also tied to the value of customer contracts acquired. Deferred costs were $14.6 million and $15.1 million as of June 30, 2024 and December 31, 2023, respectively. Amortization expense for the deferred costs was $1.1 million and $1.5 million for the three months ended June 30, 2024 and 2023, respectively, and $2.4 million and $2.9 million for the six months ended June 30, 2024 and 2023, respectively. Amortization of deferred costs is included in selling and marketing expense in the accompanying unaudited condensed consolidated statements of comprehensive loss. |
New Accounting Pronouncements, Policy [Policy Text Block] | Recently issued accounting pronouncements not yet adopted In November 2023, the FASB issued ASU 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures , which is intended to improve reportable segment disclosure requirements, primarily through enhanced disclosures about significant segment expenses and other segment items on an annual and interim basis. The new standard is effective for fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024. Early adoption is permitted. The ASU is to be applied retrospectively to all prior periods presented in the financial statements. The Company is currently evaluating the impact of this new standard on its consolidated financial statements and related disclosures. In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures which expands disclosures in an entity’s income tax rate reconciliation table and disclosures regarding income taxes paid by jurisdiction. The new standard is effective for annual periods beginning after December 15, 2024, and early adoption is permitted. The new standard is to be applied on a prospective basis, but retrospective application is permitted. The Company is currently evaluating the impact of this new standard on its consolidated financial statements and related disclosures. There have been no recent accounting pronouncements or changes in accounting pronouncements during the six months ended June 30, 2024, as compared to the recent accounting pronouncements described in the Company's Annual Report, that are of significance or potential significance to the Company. |
Disaggregation of Revenue (Tabl
Disaggregation of Revenue (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Disaggregation of Revenue [Abstract] | |
Schedule of Disaggregation Of Revenue [Table Text Block] | The geographic information in the table below is presented for the three and six months ended June 30, 2024 and 2023. The Company categorizes geographic revenues based on the location of the customer's headquarters. Three Months Ended June 30, Six Months Ended June 30, 2024 2023 2024 2023 (in thousands) Revenue Percent Revenue Percent Revenue Percent Revenue Percent United States of America $ 27,990 34 % $ 27,224 36 % $ 54,923 34 % $ 53,456 36 % Europe 25,835 32 % 24,748 33 % 51,506 32 % 47,697 32 % The rest of the world 28,188 34 % 23,820 31 % 56,272 34 % 47,821 32 % Total revenue $ 82,013 100 % $ 75,792 100 % $ 162,701 100 % $ 148,974 100 % |
Leases (Tables)
Leases (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Leases [Abstract] | |
Supplemental Lease Information [Table Text Block] | Supplemental cash flow information related to leases was as follows (in thousands): Three Months Ended June 30, Six Months Ended June 30, 2024 2023 2024 2023 Cash paid for operating lease liabilities $ 1,782 $ 1,657 $ 4,015 $ 3,908 Right-of-use asset obtained in exchange for operating lease liability $ 14 $ 279 $ 2,140 $ 279 |
Lessee, Operating Lease, Liability, Maturity [Table Text Block] | As of June 30, 2024, maturities of lease liabilities were as follows (in thousands): Year Ending December 31, Amount Remaining 2024 $ 3,791 2025 3,932 2026 3,893 2027 3,796 2028 3,856 2029 3,913 Thereafter 14,486 Total operating lease payments 37,667 Less: Imputed interest (8,403) Total operating lease liabilities $ 29,264 |
Earnings per Share (Table)
Earnings per Share (Table) | 6 Months Ended |
Jun. 30, 2024 | |
Earnings Per Share [Abstract] | |
Schedule of Earnings Per Share, Basic and Diluted [Table Text Block] | The following table sets forth the computation of basic and diluted earnings per share for the three and six months ended June 30, 2024 and 2023: Three Months Ended June 30, Six Months Ended June 30, (in thousands, except per share data) 2024 2023 2024 2023 Numerator: Net loss $ (7,386) $ (13,289) $ (18,743) $ (32,291) Denominator: Weighted average shares (basic) 47,068 46,101 46,942 46,013 Dilutive effect of potential common shares — — — — Weighted average shares (diluted) 47,068 46,101 46,942 46,013 Basic loss per share $ (0.16) $ (0.29) $ (0.40) $ (0.70) Diluted loss per share $ (0.16) $ (0.29) $ (0.40) $ (0.70) |
Noncash Share-based Compensat_2
Noncash Share-based Compensation (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Noncash Share-based Compensation [Abstract] | |
Awards outstanding [Table Text Block] | The following table presents the number of shares or units outstanding for each award type as of June 30, 2024 and December 31, 2023 (in thousands): Award type June 30, 2024 December 31, 2023 Restricted stock units (time-based) 2,969 2,767 Market stock units 439 358 |
Schedule of Share-based Compensation Expense | The following table summarizes share-based compensation expense included in the Company's unaudited condensed consolidated statements of comprehensive loss for the three and six months ended June 30, 2024 and 2023 (in thousands): Three Months Ended June 30, Six Months Ended June 30, 2024 2023 2024 2023 Share-based compensation: Cost of revenue $ 1,151 $ 985 $ 2,219 $ 1,817 Operating expenses: Selling and marketing 2,437 3,103 6,065 6,031 Research and development 2,114 2,673 5,645 5,023 General and administrative 4,546 3,991 9,019 7,785 Total included in operating expenses 9,097 9,767 20,729 18,839 Total share-based compensation expense $ 10,248 $ 10,752 $ 22,948 $ 20,656 |
Market Stock Units Valuation Assumptions | The weighted average assumptions used to value the MSUs granted during the three and six months ended June 30, 2024 were as follows: Three Months Ended June 30, 2024 Six Months Ended June 30, 2024 Volatility 52.06 % 51.24 % Risk-free interest rate 4.82 % 4.14 % Expected award life in years 2.70 2.90 Dividend yield — % — % |
Convertible debt (Tables)
Convertible debt (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Debt Disclosure [Abstract] | |
Schedule of Debt [Table Text Block] | The following is a summary of the Company's convertible senior notes as of June 30, 2024 (in thousands): Date of Issuance Unpaid Principal Balance Contractual Interest Rates 1% Convertible Notes due in 2024 ("2024 Notes") May 2019 $ — 1% 2.25% Convertible Notes due in 2027 ("2027 Notes") September 2020 and October 2023 $ 266,816 2.25% Total Notes $ 266,816 |
Convertible Debt [Table Text Block] | The Notes consist of the following (in thousands): June 30, 2024 December 31, 2023 Principal $ 266,816 $ 288,529 Debt premium, net of amortization 8,427 9,776 Debt issuance costs, net of amortization (3,690) (4,313) Net carrying amount $ 271,553 $ 293,992 The following table sets forth total interest expense recognized related to the Notes (in thousands): Three Months Ended June 30, Six Months Ended June 30, 2024 2023 2024 2023 Coupon interest $ 1,520 $ 1,203 $ 3,075 $ 2,406 Amortization of debt issuance costs 301 373 624 746 Amortization of debt premium (673) — (1,349) — Total $ 1,148 $ 1,576 $ 2,350 $ 3,152 |
Other Income and Expenses (Tabl
Other Income and Expenses (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Other Income and Expenses [Abstract] | |
Schedule of Other Nonoperating Income (Expense) | Other income, net consisted of the following (in thousands): Three Months Ended June 30, Six Months Ended June 30, 2024 2023 2024 2023 Interest income, net 1,556 2,051 3,318 3,781 Foreign currency (loss) gain, net (228) (259) (764) (462) Other (1) (5) (1) (773) (77) Total other income, net $ 1,323 $ 1,791 $ 1,781 $ 3,242 (1) Includes loss on disposal of assets of $0.8 million related to a lease modification in the first quarter of 2024, see Note 5. |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies Significant Accounting Policies (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | Dec. 31, 2023 | |
Accounting Policies [Abstract] | |||||
Treasury money market funds, at fair value | $ 124.7 | $ 124.7 | $ 153.2 | ||
Deferred Costs | 14.6 | 14.6 | $ 15.1 | ||
Amortization of Deferred Charges | $ 1.1 | $ 1.5 | $ 2.4 | $ 2.9 |
Deferred Revenue and Performa_2
Deferred Revenue and Performance Obligation (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
Deferred Revenue and Performance Obligation [Abstract] | ||||
Deferred Revenue, Revenue Recognized | $ 56 | $ 52 | $ 90 | $ 81.5 |
Revenue, Remaining Performance Obligation, Amount | 450.3 | 450.3 | ||
Revenue Remaining Performance Obligation, to be recognized within 12 months | $ 232.7 | $ 232.7 |
Disaggregation of Revenue Reven
Disaggregation of Revenue Revenue by Geography (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
Revenues | $ 82,013 | $ 75,792 | $ 162,701 | $ 148,974 |
Percentage of total revenue | 100% | 100% | 100% | 100% |
UNITED STATES | ||||
Revenues | $ 27,990 | $ 27,224 | $ 54,923 | $ 53,456 |
Percentage of total revenue | 34% | 36% | 34% | 36% |
Europe [Member] | ||||
Revenues | $ 25,835 | $ 24,748 | $ 51,506 | $ 47,697 |
Percentage of total revenue | 32% | 33% | 32% | 32% |
The rest of the world [Member] | ||||
Revenues | $ 28,188 | $ 23,820 | $ 56,272 | $ 47,821 |
Percentage of total revenue | 34% | 31% | 34% | 32% |
Leases (Details)
Leases (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
Lessee, Lease, Description [Line Items] | ||||
Lessee, Operating Lease, Option to Renew | 15 years | 15 years | ||
Lessee, Operating Lease, Termination Option | 1 year | |||
Operating Lease, Payments | $ 1,782 | $ 1,657 | $ 4,015 | $ 3,908 |
Right-of-use Asset Obtained in Exchange for Operating Lease Liability | $ 14 | $ 279 | 2,140 | 279 |
Lease modification, increase in right of use asset | 2,100 | |||
Lease modification, increase in right of use liability | 1,400 | |||
Gain on lease modification | (697) | 0 | ||
Loss on Disposition of Other Assets | $ 774 | 35 | ||
Decrease in right-of-use asset and related lease liability due to modification | $ 1,000 | |||
Minimum [Member] | ||||
Lessee, Lease, Description [Line Items] | ||||
Lessee, Operating Lease, Term of Contract | 1 year | 1 year | ||
Maximum [Member] | ||||
Lessee, Lease, Description [Line Items] | ||||
Lessee, Operating Lease, Term of Contract | 9 years | 9 years |
Leases Schedule of lease liabil
Leases Schedule of lease liability maturities (Details) $ in Thousands | Jun. 30, 2024 USD ($) |
Lessee, Operating Lease, Liability, to be Paid, Fiscal Year Maturity [Abstract] | |
Remaining 2024 | $ 3,791 |
2025 | 3,932 |
2026 | 3,893 |
2027 | 3,796 |
2028 | 3,856 |
2029 | 3,913 |
Thereafter | 14,486 |
Operating Leases, Payments Due | 37,667 |
Lessee, Operating Lease, Liability, Undiscounted Excess Amount | (8,403) |
Operating Lease, Liability | $ 29,264 |
Earnings per Share (Details)
Earnings per Share (Details) - shares shares in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
Share-based Payment Arrangement [Member] | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Antidilutive potential common shares excluded from computation of earnings per share | 1.9 | 1.7 | 1.4 | 1.7 |
Convertible Debt Securities [Member] | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Antidilutive potential common shares excluded from computation of earnings per share | 6.5 | 5.8 | 6.6 | 5.8 |
Earnings per Share Basis and Di
Earnings per Share Basis and Diluted (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
Numerator | ||||
Net income (loss) | $ (7,386) | $ (13,289) | $ (18,743) | $ (32,291) |
Denominator | ||||
Weighted average shares (basic) | 47,068 | 46,101 | 46,942 | 46,013 |
Dilutive effect of potential common shares | 0 | 0 | 0 | 0 |
Weighted average shares (diluted) | 47,068 | 46,101 | 46,942 | 46,013 |
Basic Earnings Per Share | $ (0.16) | $ (0.29) | $ (0.40) | $ (0.70) |
Diluted earnings per share | $ (0.16) | $ (0.29) | $ (0.40) | $ (0.70) |
Noncash Share-based Compensat_3
Noncash Share-based Compensation (Details) | 3 Months Ended | 6 Months Ended |
Jun. 30, 2024 USD ($) $ / shares shares | Jun. 30, 2024 USD ($) $ / shares shares | |
Noncash Share-based Compensation (Narrative) [Line Items] | ||
Unrecognized compensation cost related to share-based compensation | $ | $ 91,600,000 | $ 91,600,000 |
Weighted average period to recognize cost, in years | 2 years 9 months 18 days | |
Share-based compensation arrangement by share-based payment, Minimum Employee Subscription rate | 1% | 1% |
Share-based Compensation Arrangement by Share-based Payment Award, Maximum Employee Subscription Rate | 10% | 10% |
Share-based Compensation Arrangement by Share-based Payment Award, Discount from Market Price, Offering Date | 15% | |
Maximum Amount Contributable by employees under ESPP- Half yearly | $ | $ 5,000 | |
Maximum Amount Contributable By Employees Under ESPP- Annually | $ | $ 10,000 | |
Stock Issued During Period, Shares, Employee Stock Purchase Plans | 0 | 40,408 |
ESPP contributions by Employees | $ | $ 1,100,000 | |
RSUs | ||
Noncash Share-based Compensation (Narrative) [Line Items] | ||
Awards, other than options, granted in period | 137,531 | 1,333,618 |
Weighted average grant date fair value, per share, of awards granted in period | $ / shares | $ 32.43 | $ 35.35 |
Employee Stock [Member] | ||
Noncash Share-based Compensation (Narrative) [Line Items] | ||
Shares reserved for issuance under Plan | 1,000,000 | 1,000,000 |
Shares available for future grants | 242,709 | 242,709 |
Market Share Units (MSUs) [Member] | ||
Noncash Share-based Compensation (Narrative) [Line Items] | ||
Awards, other than options, granted in period | 47,789 | 179,681 |
Weighted average grant date fair value, per share, of awards granted in period | $ / shares | $ 36.87 | $ 39.95 |
2017 Equity Incentive Plan [Member] [Member] | ||
Noncash Share-based Compensation (Narrative) [Line Items] | ||
Shares reserved for issuance under Plan | 7,650,000 | 7,650,000 |
2017 Amended Equity Incentive Plan [Member] | ||
Noncash Share-based Compensation (Narrative) [Line Items] | ||
Shares reserved for issuance under Plan | 10,550,000 | 10,550,000 |
Shares available for future grants | 3,254,841 | 3,254,841 |
Noncash Share-based Compensat_4
Noncash Share-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 | |
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||
Share-based compensation expense | $ 10,248 | $ 10,752 | $ 22,948 | $ 20,656 |
Cost of Sales [Member] | ||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||
Share-based compensation expense | 1,151 | 985 | 2,219 | 1,817 |
Selling and Marketing Expense [Member] | ||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||
Share-based compensation expense | 2,437 | 3,103 | 6,065 | 6,031 |
General and Administrative Expense [Member] | ||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||
Share-based compensation expense | 4,546 | 3,991 | 9,019 | 7,785 |
Research and development | ||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||
Share-based compensation expense | 2,114 | 2,673 | 5,645 | 5,023 |
Operating Expense [Member] | ||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||
Share-based compensation expense | $ 9,097 | $ 9,767 | $ 20,729 | $ 18,839 |
Noncash Share-based Compensat_5
Noncash Share-based Compensation Awards outstanding (Details) - shares shares in Thousands | Jun. 30, 2024 | Dec. 31, 2023 |
Restricted Stock Unit - time based [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Share-based Compensation Arrangement by Share-based Payment Award, Non-Option Equity Instruments, Outstanding, Number | 2,969 | 2,767 |
Market Share Units (MSUs) [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Share-based Compensation Arrangement by Share-based Payment Award, Non-Option Equity Instruments, Outstanding, Number | 439 | 358 |
Noncash Share-based Compensat_6
Noncash Share-based Compensation Assumptions (Details) - Market Share Units (MSUs) [Member] | 3 Months Ended | 6 Months Ended |
Jun. 30, 2024 | Jun. 30, 2024 | |
Assumptions For Fair Value Calculation of Market Stock Units [Line Items] | ||
Volatility | 52.06% | 51.24% |
Risk-free interest rate | 4.82% | 4.14% |
Expected life, in years | 2 years 8 months 12 days | 2 years 10 months 24 days |
Dividend yield | 0% | 0% |
Convertible debt (Details)
Convertible debt (Details) $ / shares in Units, $ in Thousands | 3 Months Ended | 6 Months Ended | |||||
Oct. 10, 2023 USD ($) | Jun. 30, 2024 USD ($) $ / shares | Jun. 30, 2023 USD ($) | Jun. 30, 2024 USD ($) $ / shares | Jun. 30, 2023 USD ($) | Dec. 31, 2023 USD ($) | Aug. 23, 2023 USD ($) | |
Debt Instrument [Line Items] | |||||||
Debt Instrument, Face Amount | $ 266,816 | $ 266,816 | $ 288,529 | ||||
Settlement of convertible debt | 21,700 | (21,713) | $ 0 | ||||
Debt Instrument, Fair Value Disclosure | 256,700 | 256,700 | 320,500 | ||||
Debt Instrument, Unamortized Premium | 8,427 | 8,427 | 9,776 | ||||
Debt Instrument, Premium and Debt Issuance Costs, Net | (3,690) | (3,690) | (4,313) | ||||
Convertible Debt | 271,553 | 271,553 | $ 293,992 | ||||
Debt Instrument, Periodic Payment, Interest | 1,520 | $ 1,203 | 3,075 | 2,406 | |||
Amortization of Financing Costs | 301 | 373 | 624 | 746 | |||
Amortization of Debt Discount (Premium) | (673) | 0 | (1,349) | 0 | |||
Interest Expense, Debt | 1,148 | $ 1,576 | 2,350 | $ 3,152 | |||
Notes due 2024 [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Debt Instrument, Face Amount | $ 21,700 | $ 0 | $ 0 | ||||
Debt Instrument, Interest Rate, Stated Percentage | 1% | 1% | |||||
Debt Instrument, Convertible, Conversion Ratio | 15.1394 | ||||||
Debt Instrument, Convertible, Stock Price Trigger | $ / shares | $ 66.05 | ||||||
Partial Extinguishment of Debt, Principal Amount | 122,000 | ||||||
Debt Instrument, Convertible, Conversion Price | $ / shares | $ 101.62 | $ 101.62 | |||||
Value of capped call | $ 16,400 | $ 16,400 | |||||
Notes due 2027 | |||||||
Debt Instrument [Line Items] | |||||||
Debt Instrument, Face Amount | 266,800 | $ 266,816 | $ 266,816 | ||||
Debt Instrument, Interest Rate, Stated Percentage | 2.25% | 2.25% | |||||
Debt Instrument, Convertible, Conversion Ratio | 23.9137 | ||||||
Debt Instrument, Convertible, Stock Price Trigger | $ / shares | $ 41.82 | ||||||
Debt Instrument, Convertible, Remaining Discount Amortization Period | 39 months | 39 months | |||||
Debt Conversion, Converted Instrument, Amount | 116,800 | ||||||
Debt Instrument, Convertible, Conversion Price | $ / shares | $ 78.90 | $ 78.90 | |||||
Value of capped call | $ 25,300 | $ 25,300 | |||||
Notes due 2024- subject to Exchange | |||||||
Debt Instrument [Line Items] | |||||||
Debt Instrument, Face Amount | $ 122,000 | ||||||
Notes Exchange | |||||||
Debt Instrument [Line Items] | |||||||
Value of capped call | $ 22,200 |
Commitments and Contingencies P
Commitments and Contingencies Purchase commitments (Details) $ in Millions | Jun. 30, 2024 USD ($) |
Software Support Services Commitment | |
Long-term Purchase Commitment [Line Items] | |
Purchase Obligation | $ 2.4 |
Severance and other related c_2
Severance and other related costs (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended |
Jun. 30, 2023 | Jun. 30, 2023 | |
Restructuring and Related Activities [Abstract] | ||
Severance Costs | $ 0 | $ 3.6 |
Cash Payments for Severance and other related | $ 0.6 | $ 3.7 |
Other Income and Expenses (Deta
Other Income and Expenses (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
Interest Income (Expense), Nonoperating, Net | $ 1,556 | $ 2,051 | $ 3,318 | $ 3,781 |
Gain (Loss), Foreign Currency Transaction, before Tax | (228) | (259) | (764) | (462) |
Other Nonoperating Income (Expense) | (5) | (1) | (773) | (77) |
Nonoperating Income (Expense) | $ 1,323 | $ 1,791 | 1,781 | 3,242 |
Loss on Disposition of Other Assets | $ 774 | $ 35 |