Document and Entity Information
Document and Entity Information - shares | 3 Months Ended | |
Mar. 31, 2023 | May 04, 2023 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Mar. 31, 2023 | |
Document Fiscal Year Focus | 2023 | |
Document Fiscal Period Focus | Q1 | |
Entity Registrant Name | Everbridge, Inc. | |
Entity Central Index Key | 0001437352 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Large Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Common Stock, Shares Outstanding | 40,549,327 | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Shell Company | false | |
Entity File Number | 001-37874 | |
Entity Tax Identification Number | 26-2919312 | |
Entity Address, Address Line One | 25 Corporate Drive | |
Entity Address, Address Line Two | Suite 400 | |
Entity Address, City or Town | Burlington | |
Entity Address, State or Province | MA | |
Entity Address, Postal Zip Code | 01803 | |
City Area Code | 818 | |
Local Phone Number | 230-9700 | |
Document Quarterly Report | true | |
Document Transition Report | false | |
Entity Incorporation, State or Country Code | DE | |
Title of 12(b) Security | Common Stock, $0.001 par value | |
Trading Symbol | EVBG | |
Security Exchange Name | NASDAQ |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets (Unaudited) - USD ($) $ in Thousands | Mar. 31, 2023 | Dec. 31, 2022 |
Current assets: | ||
Cash and cash equivalents | $ 220,880 | $ 198,725 |
Restricted cash | 2,063 | 2,046 |
Accounts receivable, net | 107,054 | 119,986 |
Prepaid expenses | 15,789 | 13,133 |
Assets held for sale | 6,485 | |
Deferred costs and other current assets | 34,139 | 31,866 |
Total current assets | 379,925 | 372,241 |
Property and equipment, net | 8,388 | 8,993 |
Capitalized software development costs, net | 28,192 | 27,370 |
Goodwill | 510,962 | 508,781 |
Intangible assets, net | 156,761 | 166,177 |
Restricted cash | 815 | 823 |
Prepaid expenses | 1,442 | 1,709 |
Deferred costs and other assets | 39,826 | 39,570 |
Total assets | 1,126,311 | 1,125,664 |
Current liabilities: | ||
Accounts payable | 9,289 | 10,854 |
Accrued payroll and employee related liabilities | 29,523 | 31,175 |
Accrued expenses | 12,778 | 13,566 |
Deferred revenue | 238,135 | 233,106 |
Liabilities held for sale | 2,062 | |
Other current liabilities | 9,640 | 10,644 |
Total current liabilities | 299,365 | 301,407 |
Long-term liabilities: | ||
Deferred revenue, noncurrent | 8,684 | 9,278 |
Convertible senior notes | 501,013 | 500,298 |
Deferred tax liabilities | 5,714 | 6,236 |
Other long-term liabilities | 18,772 | 19,334 |
Total liabilities | 833,548 | 836,553 |
Commitments and contingencies | ||
Stockholders' equity: | ||
Preferred stock, par value $0.001, 10,000,000 shares authorized, no shares issued or outstanding as of March 31,2023 and December31,2022, respectively | ||
Common stock, $0.001 par value, 100,000,000 shares authorized, 40,481,616 and 40,127,522 shares issued and outstanding as of March 31,2023 and December 31, 2022, respectively | 40 | 40 |
Additional paid-in capital | 737,017 | 721,143 |
Accumulated deficit | (416,772) | (402,124) |
Accumulated other comprehensive loss | (27,522) | (29,948) |
Total stockholders’ equity | 292,763 | 289,111 |
Total liabilities and stockholders’ equity | $ 1,126,311 | $ 1,125,664 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Unaudited) (Parenthetical) - $ / shares | Mar. 31, 2023 | Dec. 31, 2022 |
Statement of Financial Position [Abstract] | ||
Preferred stock, par value | $ 0.001 | $ 0.001 |
Preferred stock, shares authorized | 10,000,000 | 10,000,000 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Common stock, par value | $ 0.001 | $ 0.001 |
Common stock, shares authorized | 100,000,000 | 100,000,000 |
Common stock, shares issued | 40,481,616 | 40,127,522 |
Common stock, shares outstanding | 40,481,616 | 40,127,522 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Income Statement [Abstract] | ||
Revenue | $ 108,268 | $ 100,375 |
Cost of revenue | 31,981 | 31,857 |
Gross profit | 76,287 | 68,518 |
Operating expenses: | ||
Sales and marketing | 42,188 | 41,816 |
Research and development | 25,004 | 23,559 |
General and administrative | 24,466 | 22,336 |
Restructuring | 21 | |
Total operating expenses | 91,679 | 87,711 |
Operating loss | (15,392) | (19,193) |
Other income (expense), net | ||
Interest and investment income | 1,737 | 62 |
Interest expense | (769) | (1,300) |
Other income, net | 618 | 280 |
Total other income (expense), net | 1,586 | (958) |
Loss before income taxes | (13,806) | (20,151) |
(Provision for) benefit from income taxes | (842) | 1,078 |
Net loss | $ (14,648) | $ (19,073) |
Net loss per share attributable to common stockholders: | ||
Basic | $ (0.36) | $ (0.48) |
Diluted | $ (0.36) | $ (0.48) |
Weighted-average common shares outstanding: | ||
Basic | 40,274,069 | 39,429,686 |
Diluted | 40,274,069 | 39,429,686 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Comprehensive Loss (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Statement of Comprehensive Income [Abstract] | ||
Net loss | $ (14,648) | $ (19,073) |
Other comprehensive income (loss): | ||
Foreign currency translation adjustment, net of taxes | 2,426 | (5,360) |
Total comprehensive loss | $ (12,222) | $ (24,433) |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Stockholders' Equity (unaudited) - USD ($) $ in Thousands | Total | Cumulative effect of adoption of ASU 2020-06, net of taxes | Common Stock | Additional Paid-in Capital | Additional Paid-in Capital Cumulative effect of adoption of ASU 2020-06, net of taxes | Accumulated Deficit | Accumulated Deficit Cumulative effect of adoption of ASU 2020-06, net of taxes | Accumulated Other Comprehensive Income (Loss) |
Balance at Dec. 31, 2021 | $ 462,689 | $ (137,979) | $ 39 | $ 853,664 | $ (185,141) | $ (388,112) | $ 47,162 | $ (2,902) |
Beginning Balance, shares at Dec. 31, 2021 | 39,389,733 | |||||||
Stock-based compensation | 6,314 | 6,314 | ||||||
Vesting of restricted stock units and performance-based restricted stock units | 1 | $ 1 | ||||||
Vesting of restricted stock units and performance-based restricted stock units, shares | 68,560 | |||||||
Stock award shares withheld to settle employee tax withholding liability | (572) | (572) | ||||||
Stock award shares withheld to settle employee tax withholding liability, shares | (13,411) | |||||||
Exercise of stock options | 17 | 17 | ||||||
Exercise of stock options, shares | 725 | |||||||
Issuance of shares under employee stock purchase plan | 1,702 | 1,702 | ||||||
Issuance of shares under employee stock purchase plan, shares | 58,747 | |||||||
Other comprehensive income (loss) | (5,360) | (5,360) | ||||||
Net loss | (19,073) | (19,073) | ||||||
Balance at Mar. 31, 2022 | 307,739 | $ 40 | 675,984 | (360,023) | (8,262) | |||
Ending Balance, shares at Mar. 31, 2022 | 39,504,354 | |||||||
Balance at Dec. 31, 2022 | 289,111 | $ 40 | 721,143 | (402,124) | (29,948) | |||
Beginning Balance, shares at Dec. 31, 2022 | 40,127,522 | |||||||
Stock-based compensation | 13,931 | 13,931 | ||||||
Vesting of restricted stock units and performance-based restricted stock units, shares | 250,127 | |||||||
Stock award shares withheld to settle employee tax withholding liability | (1,866) | (1,866) | ||||||
Stock award shares withheld to settle employee tax withholding liability, shares | (56,062) | |||||||
Exercise of stock options | $ 1,263 | 1,263 | ||||||
Exercise of stock options, shares | 71,166 | 71,166 | ||||||
Issuance of shares under employee stock purchase plan | $ 2,546 | 2,546 | ||||||
Issuance of shares under employee stock purchase plan, shares | 88,863 | |||||||
Other comprehensive income (loss) | 2,426 | 2,426 | ||||||
Net loss | (14,648) | (14,648) | ||||||
Balance at Mar. 31, 2023 | $ 292,763 | $ 40 | $ 737,017 | $ (416,772) | $ (27,522) | |||
Ending Balance, shares at Mar. 31, 2023 | 40,481,616 |
Condensed Consolidated Statem_4
Condensed Consolidated Statements of Cash Flows (unaudited) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Cash flows from operating activities: | ||
Net loss | $ (14,648) | $ (19,073) |
Adjustments to reconcile net loss to net cash provided by operating activities: | ||
Depreciation and amortization | 14,774 | 15,434 |
Amortization of deferred costs | 4,514 | 3,963 |
Deferred income taxes | (501) | (6,553) |
Accretion of interest on convertible senior notes | 715 | 1,158 |
Provision for credit losses and sales reserve | 1,635 | 213 |
Stock-based compensation | 13,449 | 6,084 |
Other non-cash adjustments | (352) | (52) |
Changes in operating assets and liabilities: | ||
Accounts receivable | 11,994 | 11,420 |
Prepaid expenses | (2,465) | (2,447) |
Deferred costs | (5,909) | (6,221) |
Other assets | (597) | 1,819 |
Accounts payable | (1,732) | (6,124) |
Accrued payroll and employee related liabilities | (1,652) | (1,862) |
Accrued expenses | (797) | 3,246 |
Deferred revenue | 3,589 | 8,036 |
Other liabilities | (1,442) | (1,339) |
Net cash provided by operating activities | 20,575 | 7,702 |
Cash flows from investing activities: | ||
Capital expenditures | (575) | (1,847) |
Proceeds from sale of assets | 4,289 | |
Payment for acquisition of business, net of acquired cash | (47) | |
Additions to capitalized software development costs | (4,112) | (4,330) |
Net cash used in investing activities | (398) | (6,224) |
Cash flows from financing activities: | ||
Payments associated with shares withheld to settle employee tax withholding liability | (1,866) | (571) |
Proceeds from employee stock purchase plan | 2,546 | 1,702 |
Proceeds from stock option exercises | 1,263 | 17 |
Other | (19) | (19) |
Net cash provided by financing activities | 1,924 | 1,129 |
Effect of exchange rates on cash, cash equivalents and restricted cash | 63 | (356) |
Net increase in cash, cash equivalents and restricted cash | 22,164 | 2,251 |
Cash, cash equivalents and restricted cash—beginning of period | 201,594 | 492,758 |
Cash, cash equivalents and restricted cash—end of period | 223,758 | 495,009 |
Supplemental disclosures of cash flow information: | ||
Taxes, net of refunds received | 617 | 335 |
Supplemental disclosure of non-cash activities: | ||
Capitalized assets included in accounts payable and accrued expenses | 660 | 1,195 |
Stock-based compensation capitalized for software development costs | $ 376 | $ 230 |
Business and Nature of Operatio
Business and Nature of Operations | 3 Months Ended |
Mar. 31, 2023 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Business and Nature of Operations | (1) Business and Nature of Operations Everbridge, Inc., a Delaware corporation (together with its wholly-owned subsidiaries, referred to as “Everbridge” or the “Company”), is a global software company that empowers resilience by leveraging intelligent automation technology to enable customers to anticipate, mitigate, respond to, and recover from critical events to keep people safe and organizations running. The Company’s SaaS-based platform enables the Company’s customers to manage and mitigate critical events. The Company’s enterprise applications, such as Mass Notification, Safety Connection, IT Alerting, Visual Command Center, Public Warning, Community Engagement, Risk Center, Crisis Management, CareConverge, Control Center, 911 Connect, Travel Risk Management, SnapComms and E911, automate numerous critical event management (“CEM”) processes. The Company generates revenue primarily from subscription fees to the Company’s enterprise applications. The Company has operations in the United States, United Kingdom, Norway, China, Netherlands, Canada, New Zealand, France, India, and other countries. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 3 Months Ended |
Mar. 31, 2023 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | (2) Summary of Significant Accounting Policies Basis of Presentation The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with generally accepted accounting principles in the United States of America (“U.S. GAAP”) and applicable rules and regulations of the Securities and Exchange Commission (“SEC”) regarding interim financial reporting. Certain information and note disclosures normally included in the financial statements prepared in accordance with U.S. GAAP have been condensed or omitted pursuant to such rules and regulations. Therefore, these condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and notes included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2022. The condensed consolidated balance sheet as of December 31, 2022, included herein, was derived from the audited financial statements as of that date, but does not include all disclosures including certain notes required by U.S. GAAP on an annual reporting basis. In the opinion of management, the accompanying unaudited condensed consolidated financial statements reflect all normal recurring adjustments necessary to present fairly the financial position, results of operations, comprehensive loss, statements of stockholders’ equity and cash flows for the interim periods, but are not necessarily indicative of the results of operations to be anticipated for the full year 2023 or any future period. Principles of Consolidation The condensed consolidated financial statements include the accounts of the Company and its wholly owned subsidiaries. All intercompany balances and transactions have been eliminated. Use of Estimates The preparation of consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements, and the reported amount of revenues and expenses during the reporting period. Actual results could differ from those estimates. Assets and liabilities which are subject to judgment and use of estimates include the determination of the period of benefit for deferred commissions, relative stand-alone selling price for identified performance obligations in the Company’s revenue transactions, allowances for credit losses, the fair value of assets acquired and liabilities assumed in business combinations, the fair value of contingent consideration, the recoverability of goodwill and long-lived assets, valuation allowances with respect to deferred tax assets, useful lives associated with property and equipment and intangible assets, contingencies, and the valuation and assumptions underlying stock-based compensation. On an ongoing basis, the Company evaluates its estimates compared to historical experience and trends, which form the basis for making judgments about the carrying value of assets and liabilities. In addition, the Company engages valuation specialists to assist with management’s determination of the valuation of its fair values of assets acquired and liabilities assumed in business combinations, convertible senior notes, and certain market-based performance equity awards. In March 2023, Silicon Valley Bank and Signature Bank were closed and taken over by the Federal Deposit Insurance Corporation, which raised concern regarding the stability of other banks in the United States and in particular with respect to regional banks. While the Company has not been materially impacted by such events to date, if the Company's primary banking partners or the banking partners of the Company's customers were to experience a similar crisis, it may cause a material impact on the Company's liquidity, including the ability to access its cash and cash equivalents, or the liquidity of the Company's customers such as delays in, or failure to, make payments, or reduce their demand for the Company's products. Additionally, there have been significant changes to the global economic situation as a consequence of the COVID-19 pandemic. There continue to be uncertainties with respect to macroeconomic conditions as a result of the pandemic and otherwise and there may be future periods of global instability and volatility in markets where the Company conducts business which could cause changes to estimates as a result of the financial circumstances. Such changes to estimates could potentially result in impacts that would be material to the consolidated financial statements, particularly with respect to the timing of revenue recognition resulting from potential implementation delays, evaluating the recoverability of long-lived assets with finite useful lives for impairment and estimates of credit losses for accounts receivables and contract assets. No impairments were recorded as of the balance sheet date; however, due to significant uncertainty surrounding these situations, management's judgment could change in the future. As of the date of issuance of these financial statements, the Company’s results of operations have not been significantly impacted by the banking industry disruption or the COVID-19 pandemic; however, the Company continues to monitor these situations. Concentrations of Credit and Business Risk Financial instruments that potentially subject the Company to a concentration of credit risk consist of cash, cash equivalents and accounts receivable. The Company maintains cash and cash equivalent balances at several banks. Accounts located in the United States are insured by the Federal Deposit Insurance Corporation (“FDIC”) up to $ 250,000 . From time to time, balances may exceed amounts insured by the FDIC. The Company has not experienced any losses in such amounts. The Company’s accounts receivable are generally unsecured and are derived from revenue earned from customers primarily located in the United States, Norway, Netherlands, Sweden and the United Kingdom and are generally denominated in U.S. Dollars, Norwegian Krone, Euro, Swedish Kronor or British Pounds. Each reporting period, the Company reevaluates each customer’s ability to satisfy credit obligations and maintains an allowance for credit risk based on the evaluations. No single customer comprised more than 10% of the Company’s total revenue for the three months ended March 31, 2023 and 2022 . No single customer comprised more than 10% of the Company’s gross accounts receivable as of March 31, 2023 and December 31, 2022 . Cash and Cash Equivalents The Company considers all highly liquid instruments with original maturities of three months or less at the date of purchase to be cash equivalents. Cash equivalents consist of funds deposited into money market funds. Cash and cash equivalents are recorded at cost, which approximates fair value. Restricted Cash The Company’s restricted cash balance primarily consists of cash held at a financial institution for collateral against performance on the Company’s customer contracts and certain other cash deposits for specific purposes. Significant Accounting Policies There have been no changes to the Company’s significant accounting policies described in the Annual Report on Form 10-K for the year ended December 31, 2022 filed with the SEC on February 24, 2023 , that have had a material impact on the Company’s condensed consolidated financial statements and related notes. Revenue Recognition The Company derives its revenues primarily from subscription services and professional services. Revenues are recognized when control of services is transferred to the Company’s customers in an amount that reflects the consideration it expects to be entitled to in exchange for those services. The Company determines revenue recognition through the following steps: • Identification of the contract, or contracts, with a customer; • Identification of the performance obligations in the contract; • Determination of the transaction price; • Allocation of the transaction price to the performance obligations in the contract; and • Recognition of revenue when, or as, the Company satisfies a performance obligation. Subscription Services Revenues Subscription services revenues primarily consist of fees that provide customers access to one or more of the Company’s hosted applications for critical event management, with routine customer support. Revenue is generally recognized over time on a ratable basis over the contract term beginning on the date that the Company’s service is made available to the customer. All services are recognized using an output measure of progress looking at time elapsed as the contract generally provides the customer equal benefit throughout the contract period. The Company’s subscription contracts are generally two years or longer in length, billed annually in advance, and non-cancelable. Professional Services Revenues Professional services revenues primarily consist of fees for deployment and optimization services, as well as training. The majority of the Company’s consulting contracts revenue is recognized over time as the services are performed. For contracts billed on a fixed price basis, revenue is recognized over time based on the proportion performed. Software License Revenues The Company also sells software and related post contract support for on premises usage as well as professional services, hardware and hosting. The Company’s on premises license transactions are generally perpetual in nature and are recognized at a point in time when made available to the customer for use. Significant judgment is required to determine the standalone selling prices for each distinct performance obligation in order to allocate the transaction price for purposes of revenue recognition. Making this judgment of estimating a standalone selling price involves consideration of overall pricing objectives, market conditions and other factors, including the value of the Company’s other similar contracts, the applications sold, customer demographics, geographic locations, and the number and types of users within the Company’s contracts. The significant judgment was primarily due to using such considerations to estimate the price that each distinct performance obligation would be sold for on a standalone basis because such performance obligations are typically sold together on a bundled basis. Changes in these estimates of standalone selling prices can have a material effect on the amount of revenue recognized from each distinct performance obligation. Contracts with Multiple Performance Obligations Most of the Company’s contracts with customers contain multiple performance obligations. For these contracts, the Company accounts for individual performance obligations separately if they are distinct. The transaction price is allocated to the separate performance obligations on a relative standalone selling price basis for those performance obligations with stable observable prices and then the residual method applied for any performance obligation that has pricing which is highly variable. The Company determines the standalone selling prices based on the Company’s overall pricing objectives, taking into consideration market conditions and other factors, including the value of the Company’s contracts, pricing when certain services are sold on a standalone basis, the applications sold, customer demographics, geographic locations, and the volume of services and users. Returns The Company does not offer rights of return for its products and services in the normal course of business. Customer Acceptance The Company’s contracts with customers generally do not include customer acceptance clauses. Trade and Other Receivables Trade and other receivables are primarily comprised of trade receivables that are recorded at the invoice amount, net of an allowance for credit risk, which is not material. Other receivables represent unbilled receivables related to subscription and professional services contracts, net of an allowance for credit losses, which is not material. Deferred Costs Sales commissions earned by the Company’s sales force are considered incremental and recoverable costs of obtaining a contract with a customer. Subscription-related commissions costs are deferred and then amortized on a straight-line basis over a period of benefit that the Company has determined to be four years . Sales commissions attributable to professional services are expensed within twelve months of selling the service to the customer. The Company has determined the period of benefit by taking into consideration its customer contracts, its technology and other factors. Sales commissions attributed to renewals are not material and are not commensurate with initial and growth sales. Amortization of deferred commissions is included in sales and marketing expenses in the accompanying condensed consolidated statements of operations. Deferred Revenue Deferred revenue consists of amounts that have been invoiced and for which the Company has the right to bill, but that have not been recognized as revenue because the related goods or services have not been transferred. Deferred revenue that will be realized during the succeeding 12-month period is recorded as current, and the remaining deferred revenue is recorded as non-current. In instances where the timing of revenue recognition differs from the timing of invoicing, the Company has determined its contracts generally do not include a significant financing component. The primary purpose of the Company’s invoicing terms is to provide customers with simplified and predictable ways of purchasing the Company’s products and services, not to receive financing from its customers or to provide customers with financing. Examples include invoicing at the beginning of a subscription term with revenue recognized ratably over the contract period. Recently Adopted Accounting Pronouncements ASU 2021-08 In October 2021, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update ("ASU") 2021-08, Business Combinations (Topic 805), Accounting for Contract Assets and Contract Liabilities from Contracts with Customers . ASU 2021-08 requires the recognition and measurement of contract assets and contract liabilities acquired in a business combination in accordance with Accounting Standards Codification (“ASC”) 606, Revenue from Contracts with Customers . Considerations to determine the amount of contract assets and contract liabilities to record at the acquisition date include the terms of the acquired contract, such as timing of payment, identification of each performance obligation in the contract and allocation of the contract transaction price to each identified performance obligation on a relative standalone selling price basis as of contract inception. The Company adopted ASU 2021-08 on January 1, 2023 on a prospective basis. The adoption of this standard did no t have an impact on the Company’s condensed consolidated financial statements. ASU 2022-04 In September 2022, the FASB issued ASU 2022-04, Liabilities—Supplier Finance Programs . Supplier finance programs allow a buyer to offer its suppliers the option for access to payment in advance of an invoice due date, which is paid by a third-party finance provider or intermediary on the basis of invoices that the buyer has confirmed as valid. ASU 2022-04 requires that a buyer in a supplier finance program disclose key terms of the program, the balance sheet presentation of program obligations, amounts outstanding and rollforward of program obligations. The Company adopted ASU 2022-04 on January 1, 2023 . The adoption of this standard did no t have an impact on the Company’s condensed consolidated financial statements . Other accounting standard updates effective for interim and annual periods beginning after December 31, 2022 are not expected to have a material impact on the Company’s financial position, results of operations or cash flows. |
Accounts Receivable and Contrac
Accounts Receivable and Contract Assets, Net | 3 Months Ended |
Mar. 31, 2023 | |
Accounts Receivable, after Allowance for Credit Loss [Abstract] | |
Accounts Receivable and Contract Assets, Net | (3) Accounts Receivable and Contract Assets, Net Accounts receivable, net is as follows (in thousands): As of As of March 31, 2023 December 31, 2022 Accounts receivable amortized cost $ 114,984 $ 127,298 Allowance for credit losses ( 7,930 ) ( 7,312 ) Net accounts receivable $ 107,054 $ 119,986 The following table summarizes the changes in the allowance for credit losses for accounts receivable (in thousands): Three Months Ended 2023 2022 Balance, beginning of period $ ( 7,312 ) $ ( 6,922 ) Provision for expected credit losses, net ( 928 ) ( 149 ) Write-offs, net 310 298 Balance, end of period $ ( 7,930 ) $ ( 6,773 ) Contract assets, net, included in deferred costs and other current assets on the condensed consolidated balance sheets is as follows (in thousands): As of As of March 31, 2023 December 31, 2022 Contract asset amortized cost $ 10,192 $ 8,525 Allowance for credit losses ( 996 ) ( 1,015 ) Net contract asset $ 9,196 $ 7,510 The following table summarizes the changes in the allowance for credit losses for contract assets (in thousands): Three Months Ended 2023 2022 Balance, beginning of period $ ( 1,015 ) $ ( 1,160 ) Provision for expected credit losses, net — ( 110 ) Write-offs 19 — Balance, end of period $ ( 996 ) $ ( 1,270 ) Credit loss expense was $ 1.6 million and $ 0.2 million for the three months ended March 31, 2023 and 2022, respectively. The following table summarizes the changes in the sales reserve (in thousands): Three Months Ended 2023 2022 Balance, beginning of period $ ( 425 ) $ ( 250 ) Additions — — Write-offs — — Balance, end of period $ ( 425 ) $ ( 250 ) |
Property and Equipment, Net
Property and Equipment, Net | 3 Months Ended |
Mar. 31, 2023 | |
Property, Plant and Equipment [Abstract] | |
Property and Equipment, Net | (4) Property and Equipment, Net Property and equipment, net consisted of the following (in thousands): Useful life As of As of in years March 31, 2023 December 31, 2022 Furniture and equipment 5 $ 1,641 $ 1,655 Leasehold improvements (1) 9 7,087 7,081 System hardware 5 2,201 1,718 Office computers 3 7,613 7,553 Computer and system software 3 2,468 2,398 21,010 20,405 Less accumulated depreciation and amortization ( 12,622 ) ( 11,412 ) Property and equipment, net $ 8,388 $ 8,993 (1) Lesser of the lease term or the estimated useful lives of the improvements, which may be up to 9 years. Depreciation and amortization expense for property and equipment was $ 1.4 million and $ 1.1 million for the three months ended March 31, 2023 and 2022 , respectively. |
Capitalized Software Developmen
Capitalized Software Development Costs, Net | 3 Months Ended |
Mar. 31, 2023 | |
Research and Development [Abstract] | |
Capitalized Software Development Costs, Net | (5) Capitalized Software Development Costs, Net Capitalized software development costs, net consisted of the following (in thousands): Gross Amortization Accumulated Net As of March 31, 2023 $ 48,745 3 years $ ( 20,553 ) $ 28,192 As of December 31, 2022 92,115 3 years ( 64,745 ) 27,370 The Company capitalized software development costs of $ 4.5 million and $ 4.6 million for the three months ended March 31, 2023 and 2022, respectively. Amortization expense for capitalized software development costs was $ 3.7 million and $ 2.8 million for the three months ended March 31, 2023 and 2022, respectively. Amortization of capitalized software development costs is classified within cost of revenue in the condensed consolidated statements of operations. During the three months ended March 31, 2023, the Company retired $ 47.9 million of fully amortized capitalized software development assets. The expected amortization of capitalized software development costs, as of March 31, 2023, for each of the following years is as follows (in thousands): 2023 (for the remaining nine months) $ 10,528 2024 11,000 2025 6,332 2026 332 $ 28,192 |
Fair Value Measurements
Fair Value Measurements | 3 Months Ended |
Mar. 31, 2023 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | (6) Fair Value Measurements The carrying amounts of cash and cash equivalents, accounts receivable, accounts payable and accrued liabilities approximate fair value because of the short maturity of these items. Certain assets, including long-lived assets, goodwill and intangible assets are also subject to measurement at fair value on a non-recurring basis if they are deemed to be impaired as a result of an impairment review. For the three months ended March 31, 2023 and year ended December 31, 2022 , no impairments were identified of those assets requiring measurement at fair value on a non-recurring basis. The following table summarizes the Company's financial assets and liabilities measured at fair value on a recurring basis by level within the fair value hierarchy. Financial assets and financial liabilities are classified in their entirety based on the lowest level of input that is significant to the fair value measurement (in thousands): As of March 31, 2023 Quoted Significant Prices in Other Significant Active Observable Unobservable Markets Inputs Inputs Total Fair (Level 1) (Level 2) (Level 3) Value Assets: Cash equivalents: Money market funds $ 189,963 $ — $ — $ 189,963 Total financial assets $ 189,963 $ — $ — $ 189,963 Liabilities: Contingent consideration $ — $ — $ — $ — Total financial liabilities $ — $ — $ — $ — As of December 31, 2022 Quoted Significant Prices in Other Significant Active Observable Unobservable Markets Inputs Inputs Total Fair (Level 1) (Level 2) (Level 3) Value Assets: Cash equivalents: Money market funds $ 140,336 $ — $ — $ 140,336 Total financial assets $ 140,336 $ — $ — $ 140,336 Liabilities: Contingent consideration $ — $ — $ — $ — Total financial liabilities $ — $ — $ — $ — The Company classifies and discloses fair value measurements in one of the following three categories of fair value hierarchy: Level 1 - Unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets and liabilities. Level 2 - Quoted prices in markets that are not active or financial instruments for which all significant inputs are observable, either directly or indirectly. Level 3 - Prices or valuations that require inputs that are both significant to the fair value measurement and unobservable. A financial instrument’s level within the fair value hierarchy is based on the lowest level of any input that is significant to the fair value measurement. The Company’s assets that are measured by management at fair value on a recurring basis are generally classified within Level 1 or Level 2 of the fair value hierarchy. The Company did no t have any transfers into or out of Level 3 during the three months ended March 31, 2023. The Company considers all highly liquid investments purchased with a remaining maturity of three months or less to be cash equivalents. The fair value of the Company’s investments in certain money market funds is their face value and such instruments are classified as Level 1 and are included in cash and cash equivalents on the condensed consolidated balance sheets. The Company estimates the fair value of the convertible senior notes based on market-observable inputs (Level 2). As of March 31, 2023 and December 31, 2022 , the fair value of the 0 % convertible senior notes due March 15, 2026 (the "2026 Notes") was determined to be $ 313.4 million and $ 320.5 million, respectively, and the principal amount of the notes was $ 375.0 million for each period. As of March 31, 2023 and December 31, 2022 , the fair value of the 0.125 % convertible senior notes due December 15, 2024 (the “2024 Notes”) was determined to be $ 118.3 million and $ 118.2 million, respectively, and the principal amount of the notes was $ 133.6 million for each period. |
Goodwill and Intangible Assets,
Goodwill and Intangible Assets, Net | 3 Months Ended |
Mar. 31, 2023 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and Intangible Assets, Net | (7) Goodwill and Intangible Assets, Net The following table displays the changes in the gross carrying amount of goodwill (in thousands): Balance at December 31, 2022 $ 508,781 Foreign currency translation 2,181 Balance at March 31, 2023 $ 510,962 There were no impairments recorded against goodwill during the three months ended March 31, 2023 and for the year ended December 31, 2022. Intangible assets consisted of the following (in thousands): As of March 31, 2023 Gross Weighted Accumulated Net Amortizable intangible assets: Developed technology $ 35,035 3.47 $ ( 23,669 ) $ 11,366 Tradenames 16,582 4.55 ( 7,987 ) 8,595 Customer relationships 204,429 8.34 ( 67,629 ) 136,800 Total intangible assets $ 256,046 $ ( 99,285 ) $ 156,761 As of December 31, 2022 Gross Weighted Accumulated Net Amortizable intangible assets: Developed technology $ 34,924 3.47 $ ( 21,217 ) $ 13,707 Tradenames 16,513 4.55 ( 7,057 ) 9,456 Customer relationships 204,697 8.34 ( 61,683 ) 143,014 Total intangible assets $ 256,134 $ ( 89,957 ) $ 166,177 Amortization expense for intangible assets was $ 9.7 million and $ 11.6 million for the three months ended March 31, 2023 and 2022, respectively. Included in the amortization expense amounts is amortization expense attributed to developed technology within cost of revenue of $ 2.4 million and $ 3.2 million for the three months ended March 31, 2023 and 2022, respectively. During 2022, the Company assigned $ 5.6 million net carrying amount of intangible assets associated with a pending asset sale to assets held for sale on the consolidated balance sheet. During the three months ended March 31, 2023, the Company completed the divestiture and derecognized the intangible assets (see Note 8). The expected amortization of the intangible assets, as of March 31, 2023, for each of the next five years and thereafter is as follows (in thousands): 2023 (for the remaining nine months) $ 27,641 2024 31,773 2025 26,054 2026 20,270 2027 15,832 Thereafter 35,191 $ 156,761 |
Assets and Liabilities Held for
Assets and Liabilities Held for Sale | 3 Months Ended |
Mar. 31, 2023 | |
Business Combinations [Abstract] | |
Assets and liabilities held for sale | (8) Assets and Liabilities Held for Sale The Company entered into an agreement in the fourth quarter of fiscal 2022 to sell certain assets. In connection with entering into this agreement, the Company concluded that the asset sale met the held for sale criteria and classified the assets and liabilities as held for sale. Assets and liabilities classified as held for sale as of December 31, 2022 were comprised of the following (in thousands): Accounts receivable $ 635 Prepaid assets 254 Trade names 184 Customer relationships 5,344 Acquired technology 68 Total assets held for sale $ 6,485 Accounts payable $ 53 Accrued expenses 8 Deferred revenue 2,001 Total liabilities held for sale $ 2,062 The Company completed the asset sale during March 2023 for total proceeds of $ 4.8 million, subject to final working capital adjustments. In connection with the asset sale, the Company recorded a gain of $ 0.3 million which is included in other income, net in the condensed consolidated statement of operations. |
Convertible Senior Notes
Convertible Senior Notes | 3 Months Ended |
Mar. 31, 2023 | |
Debt Disclosure [Abstract] | |
Convertible Senior Notes | (9) Convertible Senior Notes 0% Convertible Senior Notes Due 2026 In March 2021, the Company issued $ 375.0 million aggregate principal amount of 0 % convertible senior notes due 2026, including $ 50.0 million aggregate principal amount of 2026 Notes issued upon the initial purchasers’ exercise in full of their option to purchase additional 2026 Notes. The 2026 Notes will mature on March 15, 2026 , unless earlier redeemed or repurchased by the Company or converted by the holders pursuant to their terms. The Company will pay special interest, if any, at the Company’s election as the sole remedy relating to the failure to comply with certain reporting obligations and under certain circumstances. The 2026 Notes are governed by an Indenture between the Company, as issuer, and U.S. Bank National Association, as trustee (the “2026 Notes Indenture”). The 2026 Notes are unsecured and rank: senior in right of payment to the Company’s indebtedness that is expressly subordinated in right of payment to the 2026 Notes; equal in right of payment to the Company’s existing and future indebtedness that is not so subordinated, including its 0.125 % convertible senior notes due 2024 (see 0.125 % Convertible Senior Notes Due 2024 below); effectively junior in right of payment to any of the Company’s secured indebtedness to the extent of the value of the assets securing such indebtedness; and structurally junior to all existing and future indebtedness and other liabilities incurred by the Company’s subsidiaries. Upon conversion, the Company will pay or deliver, as the case may be, cash, shares of the Company’s common stock or a combination of cash and shares of common stock, at the Company’s election. The 2026 Notes have an initial conversion rate of 5.5341 shares of common stock per $ 1,000 principal amount of 2026 Notes. This represents an initial effective conversion price of approximately $ 180.70 per share of common stock and approximately 2.1 million shares issuable upon conversion. Throughout the term of the 2026 Notes, the conversion rate may be adjusted upon the occurrence of certain events. Holders of the 2026 Notes will not receive any cash payment representing accrued and unpaid special interest, if any, upon conversion of a 2026 Note, except in limited circumstances. Accrued but unpaid special interest, if any, will be deemed to be paid by cash, shares of the Company’s common stock or a combination of cash and shares of the Company’s common stock paid or delivered, as the case may be, to the holder upon conversion of a 2026 Note. Holders may convert all or a portion of their 2026 Notes prior to the close of business on the business day immediately preceding December 15, 2025, in multiples of $1,000 principal amount, only under the following circumstances: • during any calendar quarter commencing after the calendar quarter ending on June 30, 2021 (and only during such calendar quarter), if the last reported sale price of the Company’s common stock for at least 20 trading days (whether or not consecutive) during a period of 30 consecutive trading days ending on, and including, the last trading day of the immediately preceding calendar quarter is greater than or equal to 130 % of the conversion price on each applicable trading day; • during the five business day period after any ten consecutive trading day period (the “2026 Notes Measurement Period”), in which the “trading price” (as the term is defined in the 2026 Notes Indenture) per $1,000 principal amount of notes for each trading day of such 2026 Notes Measurement Period was less than 98 % of the product of the last reported sale price of the Company’s common stock and the conversion rate on each such trading day; • if the Company calls such notes for redemption, at any time prior to the close of business on the scheduled trading day immediately preceding the redemption date, but only with respect to the notes called (or deemed called) for redemption; or • upon the occurrence of specified corporate events. On or after December 15, 2025 until the close of business on the second scheduled trading day immediately preceding the maturity date, holders may convert all or any portion of their 2026 Notes at the conversion rate at any time regardless of whether the conditions set forth above have been met. As of March 31, 2023, the 2026 Notes are not yet convertible at the option of the debt holder and were classified as long-term on the condensed consolidated balance sheets as of March 31, 2023 and December 31, 2022. The 2026 Notes are not redeemable by the Company prior to March 20, 2024. The Company may redeem for cash all or any portion of the 2026 Notes, at its option, on or after March 20, 2024 if the last reported sale price of the Company's common stock has been at least 130 % of the conversion price then in effect for at least 20 trading days (whether or not consecutive), including the trading day immediately preceding the date on which the Company provides notice of redemption, during any 30 consecutive trading day period ending on, and including, the trading day immediately preceding the date on which the Company provides notice of redemption at a redemption price equal to 100 % of the principal amount of the 2026 Notes to be redeemed, plus accrued and unpaid special interest, if any, to, but excluding, the redemption date. The 2026 Notes consist of the following (in thousands): As of As of March 31, 2023 December 31, 2022 Liability component: Principal $ 375,000 $ 375,000 Less: debt discount, net of amortization ( 6,238 ) ( 6,763 ) Net carrying amount $ 368,762 $ 368,237 The following table sets forth total interest expense recognized related to the 2026 Notes (in thousands): Three Months Ended 2023 2022 Amortization of debt discount and transaction costs $ 525 $ 522 Effective interest rates were 0.6 % and 7.3 % for the three months ended March 31, 2023 and 2022, respectively. The fair value of the 2026 Notes, which was determined based on inputs that are observable in the market or that could be derived from, or corroborated with, observable market data, quoted price of the 2026 Notes in an over-the-counter market (Level 2), and carrying value of debt instruments were as follows (in thousands): As of March 31, 2023 As of December 31, 2022 Fair Value Carrying Value Fair Value Carrying Value 2026 Notes $ 313,406 $ 368,762 $ 320,520 $ 368,237 In connection with the issuance of the 2026 Notes, the Company entered into capped call transactions with certain counterparties affiliated with the initial purchasers and other financial institutions. The capped call transactions are expected generally to reduce potential dilution to the Company’s common stock upon any conversion of the 2026 Notes and/or offset any cash payments the Company is required to make in excess of the principal amount of converted 2026 Notes, as the case may be, with such reduction and/or offset subject to a cap. Under the capped call transactions, the Company purchased capped call options that in the aggregate relate to the total number of shares of the Company’s common stock underlying the 2026 Notes, with an initial strike price of approximately $ 180.70 per share, which corresponds to the initial conversion price of the 2026 Notes and is subject to anti-dilution adjustments substantially similar to those applicable to the conversion rate of the 2026 Notes, and with a cap price of approximately $ 258.14 . The cost of the purchased capped calls of $ 35.1 million was recorded to shareholders’ equity and will not be re-measured. Based on the closing price of the Company’s common stock of $ 34.67 on March 31, 2023, the if-converted value of the 2026 Notes was less than their respective principal amounts. 0.125% Convertible Senior Notes Due 2024 In December 2019, the Company issued $ 450.0 million aggregate principal amount of 0.125 % convertible senior notes due 2024, including $ 75.0 million aggregate principal amount of 2024 Notes issued upon the initial purchasers’ exercise in full of their option to purchase additional 2024 Notes. The 2024 Notes will mature on December 15, 2024 , unless earlier redeemed or repurchased by the Company or converted by the holders pursuant to their terms. Interest is payable semiannually in arrears on June 15 and December 15 of each year, commencing on June 15, 2020 . The 2024 Notes are governed by an Indenture between the Company, as issuer, and U.S. Bank National Association, as trustee (the “2024 Notes Indenture”). The 2024 Notes are unsecured and rank: senior in right of payment to the Company’s indebtedness that is expressly subordinated in right of payment to the 2024 Notes; equal in right of payment to the Company’s existing and future indebtedness that is not so subordinated, including its 2026 Notes; effectively junior in right of payment to any of the Company’s secured indebtedness to the extent of the value of the assets securing such indebtedness; and structurally junior to all existing and future indebtedness and other liabilities incurred by the Company’s subsidiaries. Upon conversion, the Company will pay or deliver, as the case may be, cash, shares of the Company’s common stock or a combination of cash and shares of common stock, at the Company’s election. The Company’s current intention is to settle the conversion in shares of common stock if a conversion were to occur. The 2024 Notes have an initial conversion rate of 8.8999 shares of common stock per $ 1,000 principal amount of 2024 Notes. This represents an initial effective conversion price of approximately $ 112.36 per share of common stock and approximately 4.0 million shares issuable upon conversion. Throughout the term of the 2024 Notes, the conversion rate may be adjusted upon the occurrence of certain events. Holders of the 2024 Notes will not receive any cash payment representing accrued and unpaid interest, if any, upon conversion of a 2024 Note, except in limited circumstances. Accrued but unpaid interest will be deemed to be paid by cash, shares of the Company’s common stock or a combination of cash and shares of the Company’s common stock paid or delivered, as the case may be, to the holder upon conversion of a 2024 Note. Holders may convert all or a portion of their 2024 Notes prior to the close of business on the business day immediately preceding June 15, 2024, in multiples of $1,000 principal amount, only under the following circumstances: • during any calendar quarter commencing after the calendar quarter ending on March 31, 2020 (and only during such calendar quarter), if the last reported sale price of the Company’s common stock for at least 20 trading days (whether or not consecutive) during a period of 30 consecutive trading days ending on, and including, the last trading day of the immediately preceding calendar quarter is greater than or equal to 130 % of the conversion price on each applicable trading day; • during the five business day period after any ten consecutive trading day period (the “2024 Notes Measurement Period”), in which the “trading price” (as the term is defined in the 2024 Notes Indenture) per $1,000 principal amount of notes for each trading day of such 2024 Notes Measurement Period was less than 98 % of the product of the last reported sale price of the Company’s common stock and the conversion rate on each such trading day; • if the Company calls such notes for redemption, at any time prior to the close of business on the scheduled trading day immediately preceding the redemption date; or • upon the occurrence of specified corporate events. On or after June 15, 2024 until the close of business on the second scheduled trading day immediately preceding the maturity date, holders may convert all or any portion of their 2024 Notes at the conversion rate at any time regardless of whether the conditions set forth above have been met. As of March 31, 2023, the 2024 Notes were not convertible at the option of the debt holder and were classified as long-term on the condensed consolidated balance sheets as of March 31, 2023 and December 31, 2022. The 2024 Notes were not redeemable by the Company prior to December 20, 2022. The Company may redeem for cash all or any portion of the 2024 Notes, at its option, on or after December 20, 2022 if the last reported sale price of the Company's common stock has been at least 130 % of the conversion price then in effect for at least 20 trading days (whether or not consecutive), including the trading day immediately preceding the date on which the Company provides notice of redemption, during any 30 consecutive trading day period ending on, and including, the trading day immediately preceding the date on which the Company provides notice of redemption at a redemption price equal to 100 % of the principal amount of the 2024 Notes to be redeemed, plus accrued and unpaid interest to, but excluding, the redemption date. During the year ended December 31, 2022, the Company paid approximately $ 288.8 million in cash to repurchase approximately $ 316.4 million aggregate principal amount of the 2024 Notes and recognized an extinguishment gain in the amount of $ 24.0 million in gain (loss) on extinguishment of debt, capped call modification and change in fair value on the consolidated statement of operations during the year ended December 31, 2022. The 2024 Notes consist of the following (in thousands): As of As of March 31, 2023 December 31, 2022 Liability component: Principal $ 133,558 $ 133,558 Less: debt discount, net of amortization ( 1,307 ) ( 1,497 ) Net carrying amount $ 132,251 $ 132,061 The following table sets forth total interest expense recognized related to the 2024 Notes (in thousands): Three Months Ended 2023 2022 0.125 % coupon $ 42 $ 141 Amortization of debt discount and transaction costs 190 636 $ 232 $ 777 Effective interest rates were 0.7 % and 5.2 % for the three months ended March 31, 2023 and 2022, respectively. The fair value of the 2024 Notes, which was determined based on inputs that are observable in the market or that could be derived from, or corroborated with, observable market data, quoted price of the 2024 Notes in an over-the-counter market (Level 2), and carrying value of debt instruments were as follows (in thousands): As of March 31, 2023 As of December 31, 2022 Fair Value Carrying Value Fair Value Carrying Value 2024 Notes $ 118,311 $ 132,251 $ 118,199 $ 132,061 In connection with the issuance of the 2024 Notes, the Company entered into capped call transactions with certain counterparties affiliated with the initial purchasers and other financial institutions. The capped call transactions are expected generally to reduce potential dilution to the Company’s common stock upon any conversion of the 2024 Notes and/or offset any cash payments the Company is required to make in excess of the principal amount of converted 2024 Notes, as the case may be, with such reduction and/or offset subject to a cap. Under the capped call transactions, the Company purchased capped call options that in the aggregate relate to the total number of shares of the Company’s common stock underlying the 2024 Notes, with an initial strike price of approximately $ 112.36 per share, which corresponds to the initial conversion price of the 2024 Notes and is subject to anti-dilution adjustments substantially similar to those applicable to the conversion rate of the 2024 Notes, and with a cap price of approximately $ 166.46 . The cost of the purchased capped calls of $ 44.9 million was recorded to shareholders’ equity and will not be re-measured. Based on the closing price of the Company’s common stock of $ 34.67 on March 31, 2023, the if-converted value of the 2024 Notes was less than their respective principal amounts. The following table summarizes the Company’s debt obligations as of March 31, 2023 (in thousands): Remainder of 2023 2024-2025 2026-2027 Total Debt obligations $ — $ 133,558 $ 375,000 $ 508,558 Debt obligations include the principal amount of the 2026 Notes and 2024 Notes but exclude interest payments to be made under the 2026 Notes and 2024 Notes. Although the 2026 Notes and 2024 Notes mature in 2026 and 2024, respectively, they can be converted into cash and shares of the Company’s common stock prior to maturity if certain conditions are met. Any conversion prior to maturity can result in repayments of the principal amounts sooner than the scheduled repayments as indicated in the table. The 2026 Notes and 2024 Notes balance excludes debt discount capitalized on the balance sheet. |
Stockholders' Equity
Stockholders' Equity | 3 Months Ended |
Mar. 31, 2023 | |
Equity [Abstract] | |
Stockholders' Equity | (10) Stockholders’ Equity Preferred Stock As of March 31, 2023 , the Company had authorized 10,000,000 shares of preferred stock, par value $ 0.001 , of which no shares were outstanding. Common Stock As of March 31, 2023 , the Company had authorized 100,000,000 shares of common stock, par value $ 0.001 . Holders of common stock are entitled to one vote per share . At March 31, 2023 and December 31, 2022, there were 40,481,616 and 40,127,522 shares of common stock issued and outstanding, respectively. |
Stock Plans and Stock-Based Com
Stock Plans and Stock-Based Compensation | 3 Months Ended |
Mar. 31, 2023 | |
Share-Based Payment Arrangement [Abstract] | |
Stock Plans and Stock-Based Compensation | (11) Stock Plans and Stock-Based Compensation The Company’s 2016 Equity Incentive Plan (the “2016 Plan”) became effective on September 15, 2016. The 2016 Plan provides for the grant of incentive stock options, non-qualified stock options, restricted stock awards, restricted stock unit awards, stock appreciation rights and performance share awards to employees, directors and consultants of the Company. The number of shares of common stock reserved for issuance under the 2016 Plan will automatically increase on January 1 of each year by 3 % of the number of shares of the Company’s capital stock outstanding on the immediately preceding December 31, or such lesser number of shares as determined by the Company’s board of directors (the “Board”). Additionally, on December 16, 2022, the Board adopted the Everbridge, Inc. 2022 Inducement Plan (the “2022 Inducement Plan”). The only persons eligible to receive grants of Inducement Awards (as defined below) under the 2022 Inducement Plan are individuals who satisfy the standards for inducement grants under Nasdaq Listing Rule 5635(c)(4). An “Inducement Award” means any right to receive Common Stock, cash or other property granted under the 2022 Inducement Plan (including nonstatutory stock options, restricted stock awards, restricted stock unit awards, stock appreciation rights, performance stock awards, performance cash awards or other stock-based awards). 2016 Employee Stock Purchase Plan The Company’s Employee Stock Purchase Plan (the “2016 ESPP”) became effective on September 15, 2016. The number of shares reserved for issuance under the 2016 ESPP will automatically increase on January 1 of each year by the lesser of 200,000 shares of the Company’s common stock, 1 % of the number of shares of the Company’s common stock outstanding on the immediately preceding December 31, or such lesser number of shares as determined by the Company’s Board. The 2016 ESPP allows eligible employees to purchase shares of the Company’s common stock at a discount of up to 15 % through payroll deductions of their eligible compensation, subject to any plan limitations. The 2016 ESPP provides for separate six-month offering periods beginning each March and September of each fiscal year. On each purchase date, eligible employees will purchase the Company’s stock at a price per share equal to 85 % of the lesser of (i) the fair market value of the Company’s common stock on the offering date or (ii) the fair market value of the Company’s common stock on the purchase date. For the three months ended March 31, 2023 and 2022, 88,863 and 58,747 shares of common stock were purchased under the 2016 ESPP, respectively. The Company recorded stock-based compensation expense of $ 0.4 million and $ 0.4 million for the three months ended March 31, 2023 and 2022, respectively. As of March 31, 2023, unrecognized compensation cost related to the 2016 ESPP was $ 0.8 million which will be amortized over a weighted-average period of 0.42 years. The fair value of shares issuable under the 2016 ESPP is determined using the Black-Scholes option pricing model with the following weighted average assumptions: Three Months Ended 2023 2022 Employee Stock Purchase Plan: Expected term (in years) (1) 0.50 0.50 Expected volatility (2) 60 % 65 % Risk-free interest rate (3) 5.18 % 0.86 % Dividend rate (4) 0 % 0 % (1) The expected term represents the contractual term of the 2016 ESPP; (2) The expected volatility of the Company’s common stock on the date of grant is based on the weighted average of the Company’s historical volatility as a public company, the implied volatility of publicly-traded options on the Company’s common stock and the volatilities of publicly traded peer companies that are reasonably comparable to the Company’s own operations; (3) The risk-free interest rate is based on the U.S. Treasury yield curve in effect at the time of grant for zero coupon U.S. Treasury notes with maturities approximately equal to the expected term of the grant; and (4) The expected dividend yield is assumed to be zero as the Company has never paid dividends and has no current plans to pay any dividends on the Company’s common stock. Stock Options Stock option awards are granted with an exercise price equal to the fair market value of the Company’s common stock at the date of grant based on the closing market price of its common stock as reported on The Nasdaq Global Market. The option awards generally vest over four years and are exercisable any time after vesting. The stock options expire ten years after the date of grant. There were no stock options granted during the three months ended March 31, 2023 . There was no stock-based compensation expense recorded during the three months ended March 31, 2023 as stock options were fully vested. The Company recorded stock-based compensation expense of $ 0.1 million for the three months ended March 31, 2022 attributed to stock options. The total intrinsic value of options exercised for the three months ended March 31, 2023 and 2022 was $ 1.1 million and less than $ 0.1 million, respectively. This intrinsic value represents the difference between the fair market value of the Company’s common stock on the date of exercise and the exercise price of each option. Based on the fair market value of the Company’s common stock at March 31, 2023 and 2022, the total intrinsic value of all outstanding options was $ 0.6 million and $ 3.1 million, respectively. There was no unrecognized compensation cost related to nonvested stock options as of March 31, 2023. The amount of cash received from the exercise of stock options during the three months ended March 31, 2023 and 2022 was $ 1.3 million and less than $ 0.1 million, respectively. The following table summarizes the Company’s stock option activity: Stock options Weighted Outstanding at December 31, 2022 142,202 $ 23.89 Exercised ( 71,166 ) 17.75 Forfeited ( 1,901 ) 43.86 Outstanding at March 31, 2023 69,135 29.66 Stock options outstanding, vested and expected to vest and exercisable are as follows: As of March 31, 2023 Number Remaining Weighted- Outstanding 69,135 4.33 $ 29.66 Vested and expected to vest 69,135 4.33 29.66 Exercisable 69,135 4.33 29.66 Vested and nonvested stock option activity was as follows: Vested Options Weighted Outstanding at March 31, 2023 69,135 $ 29.66 Restricted Stock Units During the three months ended March 31, 2023, the Company granted 217,770 restricted stock units (“RSUs”) to members of its senior management and certain other employees pursuant to the 2016 Plan. There were 247,583 RSUs that vested during the three months ended March 31, 2023. The Company accounts for RSUs issued to employees at fair value, based on the market price of the Company’s common stock on the date of grant. The weighted-average grant date fair values of RSUs granted during the three months ended March 31, 2023 and 2022 were $ 32.86 and $ 39.78 , respectively. The fair values of RSUs that vested during the three months ended March 31, 2023 and 2022, were $ 11.2 million and $ 5.4 million, respectively. During the three months ended March 31, 2023 and 2022, the Company recorded $ 10.5 million and $ 7.0 million, respectively, of stock-based compensation related to the RSUs. As of March 31, 2023, there was $ 77.0 million of unrecognized compensation expense related to unvested RSUs which is expected to be recognized over a weighted-average period of approximately 2.25 years. For RSUs subject to graded vesting, the Company recognizes compensation cost on a straight-line basis over the service period for the entire award. Performance-Based Restricted Stock Units During the three months ended March 31, 2023, the Company granted 330,129 performance-based restricted stock unit (“PSU”) to members of its management pursuant to the 2016 Plan. There were 2,544 PSUs that vested during the three months ended March 31, 2023 . Starting in 2023, PSU grants vest based on the achievement of pre-determined performance-based milestones including annual recurring revenue growth thresholds and adjusted earnings before interest, taxes, depreciation and amortization thresholds, as well as the employee’s continued employment with the Company through the date of achievement; through 2022 PSU grants vest based on revenue growth thresholds as well as the employee’s continued employment with the Company through the date of achievement. The measurement periods for the PSUs are two and three years with awards vesting after each measurement period. The PSUs contain minimum, target and maximum milestones for each performance-based milestone. The number of shares of common stock to be issued at vesting will range from zero to 125 % of the target number of PSUs starting in 2023 and from zero to 150 % of the target number of PSUs through 2022. During the three months ended March 31, 2023, the share price of the Company’s common stock on the date of issuance of the PSUs was $ 34.13 per share. The fair value is based on the value of the Company’s common stock at the date of issuance and the probability of achieving the performance metric. Compensation cost is adjusted in future periods for subsequent changes in the expected outcome of the performance-related conditions. The weighted-average grant date fair values of PSUs granted during the three months ended March 31, 2023 and 2022 were $ 34.13 and $ 38.79 , respectively. During the three months ended March 31, 2023 and 2022, the Company recognized $ 2.6 million and $( 1.4 million), respectively, of stock compensation expense in connection with the PSU awards. As of March 31, 2023, there was $ 15.2 million of unrecognized compensation expense related to unvested PSUs which is expected to be recognized over a weighted-average period of approximately 1.92 years. Compensation cost is recognized under the accelerated method and is adjusted in future periods for subsequent changes in the expected outcome of the performance-related conditions. The following table summarizes the Company’s RSU and PSU activity: Number of Shares Outstanding at December 31, 2022 3,233,298 Granted 547,911 Vested ( 250,127 ) Forfeited ( 109,716 ) Outstanding at March 31, 2023 3,421,366 Market-Based Grants During the three months ended March 31, 2022, the Company issued market-based grants, which are payable in cash to partially settle a vendor contract. The grants vest contingent upon the achievement of pre-determined market and service conditions. Cash payment at settlement will range from zero to approximately $ 1.3 million based on the Company’s total stockholder return (“TSR”) relative to the performance of peer companies through September 2023. The market-based grants are classified as a liability on the Company’s balance sheet and will be remeasured at each reporting period until settlement. Fair value of the market-based grants at March 31, 2023 and 2022 was $ 0.1 million and $ 0.4 million, respectively. During the three months ended March 31, 2023 and 2022, the Company recognized a credit of $ 0.1 million related to stock compensation expense and an immaterial amount of stock compensation expense, respectively, in connection with these awards. Fair value of the market-based grants is determined using the Monte-Carlo simulation with the following assumptions: Three Months Ended 2023 2022 Market-Based Grants: Expected term (in years) 0.48 1.50 Expected volatility 57 % 58 % Risk-free interest rate 4.88 % 1.97 % Dividend rate 0 % 0 % Stock-Based Compensation Expense During 2022, the Company updated the presentation of the allocation of stock-based compensation capitalized for software development. Interim periods within 2022 have been recast to conform to the current presentation. The Company recorded the total stock-based compensation expense as follows (in thousands): Three Months Ended 2023 2022 Cost of revenue $ 1,655 $ 829 Sales and marketing 4,747 1,344 Research and development 3,726 1,577 General and administrative 3,321 2,334 Total $ 13,449 $ 6,084 Stock-based compensation expense is recognized over the award’s expected vesting schedule, which is reduced for forfeitures. |
Basic and Diluted Net Loss Per
Basic and Diluted Net Loss Per Share | 3 Months Ended |
Mar. 31, 2023 | |
Earnings Per Share [Abstract] | |
Basic and Diluted Net Loss Per Share | (12) Basic and Diluted Net Loss per Share Basic net loss per common share is computed by dividing net loss by the weighted-average number of shares of common stock outstanding during the period. Diluted net loss per share is computed by giving effect to all potential dilutive shares of common stock. Basic and diluted net loss per share of common stock were the same for all periods presented as the impact of all potentially dilutive securities outstanding was anti-dilutive. The Company uses the if converted method for convertible senior notes for calculating any potential dilutive effect on diluted loss per share. The following common equivalent shares were excluded from the diluted net loss per share calculation because their inclusion would have been anti-dilutive: As of March 31, 2023 2022 Convertible senior notes 3,263,941 6,080,480 Stock-based compensation grants 3,490,501 3,007,953 Total 6,754,442 9,088,433 In connection with the issuance of the 2026 Notes in March 2021 , the Company paid $ 35.1 million to enter into capped call option agreements to reduce the potential dilution to holders of the Company’s common stock upon conversion of the 2026 Notes. In connection with the issuance of the 2024 Notes in December 2019 , the Company paid $ 44.9 million to enter into capped call option agreements to reduce the potential dilution to holders of the Company’s common stock upon conversion of the 2024 Notes. The capped call option agreements are excluded from the calculation of diluted net loss per share attributable to common stockholders as their effect is antidilutive. Reserve for Unissued Shares of Common Stock The Company is required to reserve and keep available out of its authorized but unissued shares of common stock such number of shares sufficient for the exercise of all shares granted and available for grant under the Company’s 2008 Equity Incentive Plan, 2016 Plan, 2016 ESPP and 2022 Inducement Plan. The amount of such shares of the Company’s common stock reserved for these purposes at March 31, 2023 was 7.7 million shares. Additionally, the Company is required to reserve and keep available out of its authorized but unissued shares of common stock shares that become issuable pursuant to the terms of the 2026 Notes and 2024 Notes. |
Income Taxes
Income Taxes | 3 Months Ended |
Mar. 31, 2023 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | (13) Income Taxes The Company is subject to income tax in the United States as well as other tax jurisdictions in which it conducts business. Earnings from non-U.S. activities are subject to local country income tax. The Company does not provide for U.S. deferred income taxes on the undistributed earnings of its foreign subsidiaries as such earnings are reinvested indefinitely. The Company’s tax provision for interim periods is determined using an estimate of its annual effective tax rate, adjusted for discrete items arising in that quarter. In each quarter, the Company updates its estimate of the annual effective tax rate, and if the estimated annual tax rate changes, the Company makes a cumulative adjustment in that quarter. The Company’s quarterly tax provision, and its quarterly estimate of its annual effective tax rate, are subject to significant volatility due to several factors, including the Company’s ability to accurately predict its pre-tax income and loss in multiple jurisdictions. For the three months ended March 31, 2023 and 2022, the Company recorded a provision for income taxes of $ 0.8 million and a benefit from income taxes of $ 1.1 million, respectively, resulting in an effective tax rate of ( 6.10 )% and 5.35 %, respectively. The provision for income taxes of $ 0.8 million generated in the three months ended March 31, 2023, was primarily generated by estimated cash taxes required in jurisdictions in which the estimated deferred tax assets for the year will require a valuation allowance. As of March 31, 2023, the Company had gross tax-effected unrecognized tax provision of $ 1.2 million which, if recognized, would favorably impact the effective tax rate. The Company’s existing tax positions will continue to generate an increase in unrecognized tax benefits in subsequent periods. The Company’s policy is to record interest and penalties related to unrecognized tax benefits as a component of income tax expense. During the three months ended March 31, 2023 and 2022 , the amounts recorded related to the accrual of interest and penalties were immaterial in each period. |
Segment Information
Segment Information | 3 Months Ended |
Mar. 31, 2023 | |
Segment Reporting [Abstract] | |
Segment Information | (14) Segment information The Company operates as one operating segment. Operating segments are defined as components of an enterprise for which separate financial information is evaluated regularly by the chief operating decision maker (“CODM”), who is the Company’s chief executive officer, in deciding how to allocate resources and assess the Company’s financial and operational performance. While the Company has applications that address multiple use cases, the Company’s applications generally operate on and leverage a single technology platform and are deployed and sold in an identical way. In addition, the Company’s CODM evaluates the Company’s financial information and resources and assesses the performance of these resources on a consolidated basis. As a result, the Company has determined that the Company’s business operates in a single operating segment. Since the Company operates as one operating segment, all required financial segment information can be found in the consolidated financial statements. |
Revenue Recognition
Revenue Recognition | 3 Months Ended |
Mar. 31, 2023 | |
Revenue from Contract with Customer [Abstract] | |
Revenue Recognition | (15) Revenue Recognition During 2022, the Company updated the following geographic market presentation. Interim periods within 2022 have been recast to conform to the current presentation. North America includes United States and Canada and International aggregates international revenues excluding Canada. The majority of the Company's North America revenue is generated in the United States. The following table disaggregates the Company’s revenue by geography which provides information as to the major source of revenue (in thousands): Three Months Ended Primary Geographic Markets 2023 2022 North America $ 82,067 $ 74,980 International 26,201 25,395 Total $ 108,268 $ 100,375 The following table presents the Company’s revenues disaggregated by revenue source (in thousands): Three Months Ended 2023 2022 Subscription services $ 98,785 $ 91,855 Professional services 5,929 6,541 Software licenses and other 3,554 1,979 Total $ 108,268 $ 100,375 Contract Assets The Company does not have material amounts of contract assets since revenue is recognized as control of goods is transferred or as services are performed. There are a small number of professional services that may occur over a period of time, but that period of time is generally very short in duration. Any contract assets that may arise are recorded in other assets on the condensed consolidated balance sheets net of an allowance for credit losses. Contract Liabilities The Company’s contract liabilities consist of advance payments and deferred revenue. The Company’s contract liabilities are reported in a net position on a contract-by-contract basis at the end of each reporting period. The Company classifies advance payments and deferred revenue as current or noncurrent based on the timing of when it expects to recognize revenue. Generally, all contract liabilities are expected to be recognized within one year and are included in deferred revenue on the condensed consolidated balance sheets. The noncurrent portion of deferred revenue is included and separately disclosed on the condensed consolidated balance sheets. Deferred Costs Current deferred costs, which primarily consist of deferred sales commissions, were $ 17.0 million and $ 16.2 million as of March 31, 2023 and December 31, 2022, respectively. Noncurrent deferred costs, which primarily consist of deferred sales commissions, were $ 22.0 million and $ 21.4 million as of March 31, 2023 and December 31, 2022, respectively. During the three months ended March 31, 2023 and 2022, amortization expense for the deferred costs was $ 4.5 million and $ 4.0 million, respectively. There was no impairment loss in relation to the costs capitalized for the three months ended March 31, 2023 and the year ended December 31, 2022, respectively. Deferred Revenue During the three months ended March 31, 2023 and 2022, $ 90.6 million and $ 83.7 million, respectively, of subscription services, license and other revenue was recognized and was included in the deferred revenue balances at the beginning of the respective period. During the three months ended March 31, 2023 and 2022, $ 2.6 million and $ 4.0 million, respectively, of professional services revenue was recognized and was included in the deferred revenue balances at the beginning of the respective period. Remaining Performance Obligations As of March 31, 2023, approximately $ 485.4 million of revenue is expected to be recognized from remaining performance obligations for subscription and other contracts. The Company expects to recognize revenue on approximately $ 297.7 million of these remaining performance obligations over the next 12 months, with the balance recognized thereafter. As of March 31, 2023, approximately $ 10.3 million of revenue is expected to be recognized from remaining performance obligations for professional services contracts. The Company expects to recognize revenue on approximately $ 9.7 million of these remaining performance obligations over the next 12 months, with the balance recognized thereafter. |
Leases
Leases | 3 Months Ended |
Mar. 31, 2023 | |
Leases [Abstract] | |
Leases | (16) Leases The Company’s leases relate primarily to office facilities that expire on various dates from 2023 through 2031 . The terms of the Company's non-cancelable operating lease arrangements typically contain fixed lease payment which increases over the term of the lease at fixed rates, rent holidays and provide for additional renewal periods. Lease expense is recognized over the term of the lease on a straight-line basis. All of the Company’s leases are classified as operating leases. The Company has determined that periods covered by options to extend the Company’s leases are excluded from the lease term as the Company is not reasonably certain the Company will exercise such options. The Company records its right-of-use (“ROU”) asset within other assets (long term) and its operating lease liabilities within other current and long-term liabilities. Additional information related to the Company’s leases is as follows (in thousands, except lease term and discount rate): As of As of March 31, 2023 December 31, 2022 Balance sheet information ROU assets $ 16,999 $ 17,872 Lease liabilities, current $ 3,468 $ 3,797 Lease liabilities, non-current 18,190 18,742 Total lease liabilities $ 21,658 $ 22,539 Supplemental data Weighted average remaining lease term 6.55 years 6.57 years Weighted average discount rate 5.76 % 5.68 % Three Months Ended 2023 2022 Cash paid for amounts included in lease liabilities $ 1,312 $ 2,027 ROU assets obtained in exchange for new lease obligations 425 243 Maturities of lease liabilities as of March 31, 2023 were as follows (in thousands): Year ending December 31, 2023 (for the remaining nine months) $ 3,529 2024 3,697 2025 3,411 2026 3,248 2027 3,022 Thereafter 8,291 Total undiscounted lease payments 25,198 Less: imputed interest ( 3,540 ) Total lease liabilities $ 21,658 The following table presents components of lease expense (in thousands): Three Months Ended 2023 2022 Operating lease expense $ 1,333 $ 1,608 Short-term lease expense (1) 169 182 1,502 1,790 Less: Sublease income ( 69 ) ( 23 ) Total lease expense $ 1,433 $ 1,767 (1) Short-term lease expense includes all leases with lease terms ranging from less than one month to one year. As of March 31, 2023 , the Company does not have any leases that have not yet commenced that create significant rights and obligations. |
Commitments and Contingencies
Commitments and Contingencies | 3 Months Ended |
Mar. 31, 2023 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | (17) Commitments and Contingencies Litigation In April 2022, certain former shareholders of The Anvil Group (International) Limited, Anvil Worldwide Limited and The Anvil Group Limited (collectively, “Anvil”) filed a claim in the United Kingdom Commercial Court against Everbridge Holdings Limited and Everbridge, Inc. The suit claims that these companies breached certain provisions of the acquisition documents relating to the issuance of Everbridge, Inc. stock, which formed part of the consideration payable for the stock in Anvil. The claimants are seeking damages for losses they purport to have suffered as a result of these alleged breaches. In April 2022, a putative class action lawsuit was filed in the United States District Court for the Central District of California against the Company, Jaime Ellertson, Patrick Brickley, and David Meredith (the Company’s former Chief Executive Officer) by Sylebra Capital Partners Master Fund Ltd, Sylebra Capital Parc Master Fund, and Sylebra Capital Menlo Master Fund (collectively, “Sylebra”). In September 2022, Sylebra filed an amended and restated complaint. The lawsuit alleges violations of the federal securities laws by the Company and certain of its officers and directors arising out of purported misrepresentations in the information the Company provided to investors regarding the Company’s organic and inorganic revenue growth, and the status of integrating acquisitions, which allegedly artificially inflated the price of the Company’s stock during the period from November 4, 2019 to February 24, 2022. The Company is not able to estimate the amount of the loss allegedly suffered by members of the putative class or the amount of legal costs and internal efforts associated with defending the Company and the Company’s officers and directors. The Company believes that the allegations and claims made in this lawsuit are wholly without merit and intends to defend the action vigorously. In October 2022, the Company filed a motion to dismiss the lawsuit on various grounds, including failure to plead any actionable misstatement or omission, failure to establish scienter, and failure to meet the pleading requirements of the Private Securities Litigation Reform Act and other applicable law. Even if the Company were to prevail, this litigation could continue to be costly and time-consuming and divert the attention of the Company’s management and key personnel from the Company’s business operations. During the course of the litigation, the Company anticipates announcements of the results of hearings and motions, and other interim developments related to the litigation. If securities analysts or investors regard these announcements as negative, the market price of the Company’s common stock may decline. If the Company is unsuccessful in defending itself in this litigation, this lawsuit could materially and adversely affect the Company’s business, financial condition, results of operations and cash flows. In June 2022, a purported shareholder derivative action was filed in the United States District Court for the Central District of California against certain current and former directors and officers of the Company, naming the Company as a nominal defendant. The suit claims that these individuals breached their fiduciary duties to the Company’s shareholders and to the Company generally in connection with the same set of circumstances alleged in the class action lawsuit. The complaint is derivative in nature and does not seek relief from the Company. This action has been stayed pending the outcome of the motion to dismiss filed in the putative class action lawsuit brought by Sylebra. From time to time the Company may become involved in other legal proceedings or be subject to claims arising in the ordinary course of business. Although the results of ordinary course litigation and claims cannot be predicted with certainty, the Company currently believes that the final outcome of these ordinary course matters will not have a material adverse effect on its business, financial condition, results of operations or cash flows. Regardless of the outcome, litigation can have an adverse impact because of defense and settlement costs, diversion of management resources and other factors. Employee Contracts The Company has entered into employment contracts with certain of the Company’s executive officers which provide for at-will employment. However, under the provisions of the contracts, the Company would incur severance obligations of up to twelve months of the executive’s annual base salary for certain events, such as involuntary terminations. |
Restructuring and Restructuring
Restructuring and Restructuring-Related Activities | 3 Months Ended |
Mar. 31, 2023 | |
Restructuring Charges [Abstract] | |
Restructuring and Restructuring-Related Activities | (18) Restructuring and Restructuring-Related Activities In May 2022, the Board approved a program (the “2022 Strategic Realignment”) to strategically realign the Company’s resources in order to accelerate and grow the Company’s investments in the Company’s largest growth opportunities while streamlining the Company’s operations. The 2022 Strategic Realignment program includes a targeted realignment and reduction of headcount, facilities and other third-party spend. The 2022 Strategic Realignment program is in support of the 2022 strategic initiatives to simplify the Company’s business and accelerate the integration of recent acquisitions, and will help to drive the financial outcomes of sustainable growth and improved profitability and cash flow and is expected to be substantially completed by the end of fiscal 2023. In addition to restructuring costs, the Company will also incur costs that do not constitute restructuring under ASC 420, Exit and Disposal Cost Obligations , and which the Company instead refers to as business transformation costs. These costs consist primarily of expenditures directly related to the 2022 Strategic Realignment and include employee retention costs, professional fees and investments in automation and technology. The following table provides a summary of the Company's estimates of total pre-tax charges associated with the 2022 Strategic Realignment, by major type of cost, of which approximately $ 29 million to $ 31 million are expected to result in cash outlays (in millions): Total Estimated Amount Expected to be Incurred Restructuring charges: Workforce $ 9 to $ 9 Facilities-related 5 to 6 Other — to — Business transformation charges 16 to 17 Total restructuring and business transformation charges $ 30 to $ 32 The following table sets provides a summary of restructuring activities (in thousands): Workforce (1) Facilities- (2) Other Total Balance at January 1, 2023 $ 1,294 $ 36 $ — $ 1,330 Charges 9 12 — 21 Charges settled in cash ( 891 ) ( 28 ) — ( 919 ) Charges settled in non-cash ( 1 ) ( 7 ) — ( 8 ) Balance at March 31, 2023 $ 411 $ 13 $ — $ 424 (1) Balance at March 31, 2023 is recorded in accrued payroll and employee related liabilities on the condensed consolidated balance sheet. (2) Balance at March 31, 2023 is recorded in accrued expenses on the condensed consolidated balance sheet. Since the inception of the 2022 Strategic Realignment program through March 31, 2023, the Company incurred approximately $ 12.2 million of restructuring charges, of which $ 7.8 million was for employee-related expenses, $ 4.2 million was for facilities-related expenses and $ 0.2 million for other expenses. The following table presents restructuring and business transformation expenses by major type and line item within our accompanying condensed consolidated statement of operations (in thousands): Three Months Ended Restructuring charges $ 21 Business transformation charges: Cost of revenue 341 Sales and marketing 1,066 Research and development 646 General and administrative 331 Other income, net ( 1 ) Total business transformation charges 2,383 Total restructuring and business transformation charges $ 2,404 |
Subsequent Event
Subsequent Event | 3 Months Ended |
Mar. 31, 2023 | |
Subsequent Events [Abstract] | |
Subsequent Event | (19) Subsequent Event On April 21, 2023, the Company reported that it was notified of the termination of its contract (the "Contract") with the Florida Division of Emergency Management ("FDEM") one year early, effective June 30, 2023. On April 27, 2023, the Company and the FDEM entered into a Contract amendment that rescinds the termination and modifies the end date of the Contract to December 31, 2023 . The amendment also adds an option for a six-month renewal of service to June 30, 2024, the original length of the Contract. The six-month value of the Contract amounts to $ 1.75 million. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 3 Months Ended |
Mar. 31, 2023 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with generally accepted accounting principles in the United States of America (“U.S. GAAP”) and applicable rules and regulations of the Securities and Exchange Commission (“SEC”) regarding interim financial reporting. Certain information and note disclosures normally included in the financial statements prepared in accordance with U.S. GAAP have been condensed or omitted pursuant to such rules and regulations. Therefore, these condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and notes included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2022. The condensed consolidated balance sheet as of December 31, 2022, included herein, was derived from the audited financial statements as of that date, but does not include all disclosures including certain notes required by U.S. GAAP on an annual reporting basis. In the opinion of management, the accompanying unaudited condensed consolidated financial statements reflect all normal recurring adjustments necessary to present fairly the financial position, results of operations, comprehensive loss, statements of stockholders’ equity and cash flows for the interim periods, but are not necessarily indicative of the results of operations to be anticipated for the full year 2023 or any future period. |
Principles of Consolidation | Principles of Consolidation The condensed consolidated financial statements include the accounts of the Company and its wholly owned subsidiaries. All intercompany balances and transactions have been eliminated. |
Use of Estimates | Use of Estimates The preparation of consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements, and the reported amount of revenues and expenses during the reporting period. Actual results could differ from those estimates. Assets and liabilities which are subject to judgment and use of estimates include the determination of the period of benefit for deferred commissions, relative stand-alone selling price for identified performance obligations in the Company’s revenue transactions, allowances for credit losses, the fair value of assets acquired and liabilities assumed in business combinations, the fair value of contingent consideration, the recoverability of goodwill and long-lived assets, valuation allowances with respect to deferred tax assets, useful lives associated with property and equipment and intangible assets, contingencies, and the valuation and assumptions underlying stock-based compensation. On an ongoing basis, the Company evaluates its estimates compared to historical experience and trends, which form the basis for making judgments about the carrying value of assets and liabilities. In addition, the Company engages valuation specialists to assist with management’s determination of the valuation of its fair values of assets acquired and liabilities assumed in business combinations, convertible senior notes, and certain market-based performance equity awards. In March 2023, Silicon Valley Bank and Signature Bank were closed and taken over by the Federal Deposit Insurance Corporation, which raised concern regarding the stability of other banks in the United States and in particular with respect to regional banks. While the Company has not been materially impacted by such events to date, if the Company's primary banking partners or the banking partners of the Company's customers were to experience a similar crisis, it may cause a material impact on the Company's liquidity, including the ability to access its cash and cash equivalents, or the liquidity of the Company's customers such as delays in, or failure to, make payments, or reduce their demand for the Company's products. Additionally, there have been significant changes to the global economic situation as a consequence of the COVID-19 pandemic. There continue to be uncertainties with respect to macroeconomic conditions as a result of the pandemic and otherwise and there may be future periods of global instability and volatility in markets where the Company conducts business which could cause changes to estimates as a result of the financial circumstances. Such changes to estimates could potentially result in impacts that would be material to the consolidated financial statements, particularly with respect to the timing of revenue recognition resulting from potential implementation delays, evaluating the recoverability of long-lived assets with finite useful lives for impairment and estimates of credit losses for accounts receivables and contract assets. No impairments were recorded as of the balance sheet date; however, due to significant uncertainty surrounding these situations, management's judgment could change in the future. As of the date of issuance of these financial statements, the Company’s results of operations have not been significantly impacted by the banking industry disruption or the COVID-19 pandemic; however, the Company continues to monitor these situations. |
Concentrations of Credit and Business Risk | Concentrations of Credit and Business Risk Financial instruments that potentially subject the Company to a concentration of credit risk consist of cash, cash equivalents and accounts receivable. The Company maintains cash and cash equivalent balances at several banks. Accounts located in the United States are insured by the Federal Deposit Insurance Corporation (“FDIC”) up to $ 250,000 . From time to time, balances may exceed amounts insured by the FDIC. The Company has not experienced any losses in such amounts. The Company’s accounts receivable are generally unsecured and are derived from revenue earned from customers primarily located in the United States, Norway, Netherlands, Sweden and the United Kingdom and are generally denominated in U.S. Dollars, Norwegian Krone, Euro, Swedish Kronor or British Pounds. Each reporting period, the Company reevaluates each customer’s ability to satisfy credit obligations and maintains an allowance for credit risk based on the evaluations. No single customer comprised more than 10% of the Company’s total revenue for the three months ended March 31, 2023 and 2022 . No single customer comprised more than 10% of the Company’s gross accounts receivable as of March 31, 2023 and December 31, 2022 . |
Cash and Cash Equivalents | Cash and Cash Equivalents The Company considers all highly liquid instruments with original maturities of three months or less at the date of purchase to be cash equivalents. Cash equivalents consist of funds deposited into money market funds. Cash and cash equivalents are recorded at cost, which approximates fair value. |
Restricted Cash | Restricted Cash The Company’s restricted cash balance primarily consists of cash held at a financial institution for collateral against performance on the Company’s customer contracts and certain other cash deposits for specific purposes. |
Significant Accounting Policies | Significant Accounting Policies There have been no changes to the Company’s significant accounting policies described in the Annual Report on Form 10-K for the year ended December 31, 2022 filed with the SEC on February 24, 2023 , that have had a material impact on the Company’s condensed consolidated financial statements and related notes. |
Revenue Recognition | Revenue Recognition The Company derives its revenues primarily from subscription services and professional services. Revenues are recognized when control of services is transferred to the Company’s customers in an amount that reflects the consideration it expects to be entitled to in exchange for those services. The Company determines revenue recognition through the following steps: • Identification of the contract, or contracts, with a customer; • Identification of the performance obligations in the contract; • Determination of the transaction price; • Allocation of the transaction price to the performance obligations in the contract; and • Recognition of revenue when, or as, the Company satisfies a performance obligation. Subscription Services Revenues Subscription services revenues primarily consist of fees that provide customers access to one or more of the Company’s hosted applications for critical event management, with routine customer support. Revenue is generally recognized over time on a ratable basis over the contract term beginning on the date that the Company’s service is made available to the customer. All services are recognized using an output measure of progress looking at time elapsed as the contract generally provides the customer equal benefit throughout the contract period. The Company’s subscription contracts are generally two years or longer in length, billed annually in advance, and non-cancelable. Professional Services Revenues Professional services revenues primarily consist of fees for deployment and optimization services, as well as training. The majority of the Company’s consulting contracts revenue is recognized over time as the services are performed. For contracts billed on a fixed price basis, revenue is recognized over time based on the proportion performed. Software License Revenues The Company also sells software and related post contract support for on premises usage as well as professional services, hardware and hosting. The Company’s on premises license transactions are generally perpetual in nature and are recognized at a point in time when made available to the customer for use. Significant judgment is required to determine the standalone selling prices for each distinct performance obligation in order to allocate the transaction price for purposes of revenue recognition. Making this judgment of estimating a standalone selling price involves consideration of overall pricing objectives, market conditions and other factors, including the value of the Company’s other similar contracts, the applications sold, customer demographics, geographic locations, and the number and types of users within the Company’s contracts. The significant judgment was primarily due to using such considerations to estimate the price that each distinct performance obligation would be sold for on a standalone basis because such performance obligations are typically sold together on a bundled basis. Changes in these estimates of standalone selling prices can have a material effect on the amount of revenue recognized from each distinct performance obligation. Contracts with Multiple Performance Obligations Most of the Company’s contracts with customers contain multiple performance obligations. For these contracts, the Company accounts for individual performance obligations separately if they are distinct. The transaction price is allocated to the separate performance obligations on a relative standalone selling price basis for those performance obligations with stable observable prices and then the residual method applied for any performance obligation that has pricing which is highly variable. The Company determines the standalone selling prices based on the Company’s overall pricing objectives, taking into consideration market conditions and other factors, including the value of the Company’s contracts, pricing when certain services are sold on a standalone basis, the applications sold, customer demographics, geographic locations, and the volume of services and users. Returns The Company does not offer rights of return for its products and services in the normal course of business. Customer Acceptance The Company’s contracts with customers generally do not include customer acceptance clauses. |
Trade and Other Receivables | Trade and Other Receivables Trade and other receivables are primarily comprised of trade receivables that are recorded at the invoice amount, net of an allowance for credit risk, which is not material. Other receivables represent unbilled receivables related to subscription and professional services contracts, net of an allowance for credit losses, which is not material. |
Deferred Costs | Deferred Costs Sales commissions earned by the Company’s sales force are considered incremental and recoverable costs of obtaining a contract with a customer. Subscription-related commissions costs are deferred and then amortized on a straight-line basis over a period of benefit that the Company has determined to be four years . Sales commissions attributable to professional services are expensed within twelve months of selling the service to the customer. The Company has determined the period of benefit by taking into consideration its customer contracts, its technology and other factors. Sales commissions attributed to renewals are not material and are not commensurate with initial and growth sales. Amortization of deferred commissions is included in sales and marketing expenses in the accompanying condensed consolidated statements of operations. |
Deferred Revenue | Deferred Revenue Deferred revenue consists of amounts that have been invoiced and for which the Company has the right to bill, but that have not been recognized as revenue because the related goods or services have not been transferred. Deferred revenue that will be realized during the succeeding 12-month period is recorded as current, and the remaining deferred revenue is recorded as non-current. In instances where the timing of revenue recognition differs from the timing of invoicing, the Company has determined its contracts generally do not include a significant financing component. The primary purpose of the Company’s invoicing terms is to provide customers with simplified and predictable ways of purchasing the Company’s products and services, not to receive financing from its customers or to provide customers with financing. Examples include invoicing at the beginning of a subscription term with revenue recognized ratably over the contract period. |
Recently Adopted Accounting Pronouncements | Recently Adopted Accounting Pronouncements ASU 2021-08 In October 2021, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update ("ASU") 2021-08, Business Combinations (Topic 805), Accounting for Contract Assets and Contract Liabilities from Contracts with Customers . ASU 2021-08 requires the recognition and measurement of contract assets and contract liabilities acquired in a business combination in accordance with Accounting Standards Codification (“ASC”) 606, Revenue from Contracts with Customers . Considerations to determine the amount of contract assets and contract liabilities to record at the acquisition date include the terms of the acquired contract, such as timing of payment, identification of each performance obligation in the contract and allocation of the contract transaction price to each identified performance obligation on a relative standalone selling price basis as of contract inception. The Company adopted ASU 2021-08 on January 1, 2023 on a prospective basis. The adoption of this standard did no t have an impact on the Company’s condensed consolidated financial statements. ASU 2022-04 In September 2022, the FASB issued ASU 2022-04, Liabilities—Supplier Finance Programs . Supplier finance programs allow a buyer to offer its suppliers the option for access to payment in advance of an invoice due date, which is paid by a third-party finance provider or intermediary on the basis of invoices that the buyer has confirmed as valid. ASU 2022-04 requires that a buyer in a supplier finance program disclose key terms of the program, the balance sheet presentation of program obligations, amounts outstanding and rollforward of program obligations. The Company adopted ASU 2022-04 on January 1, 2023 . The adoption of this standard did no t have an impact on the Company’s condensed consolidated financial statements . Other accounting standard updates effective for interim and annual periods beginning after December 31, 2022 are not expected to have a material impact on the Company’s financial position, results of operations or cash flows. |
Accounts Receivable and Contr_2
Accounts Receivable and Contract Assets, Net (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
Accounts Receivable, after Allowance for Credit Loss [Abstract] | |
Schedule of Accounts Receivable Net | Accounts receivable, net is as follows (in thousands): As of As of March 31, 2023 December 31, 2022 Accounts receivable amortized cost $ 114,984 $ 127,298 Allowance for credit losses ( 7,930 ) ( 7,312 ) Net accounts receivable $ 107,054 $ 119,986 |
Schedule of Changes in Allowance for Credit Losses for Accounts Receivable | The following table summarizes the changes in the allowance for credit losses for accounts receivable (in thousands): Three Months Ended 2023 2022 Balance, beginning of period $ ( 7,312 ) $ ( 6,922 ) Provision for expected credit losses, net ( 928 ) ( 149 ) Write-offs, net 310 298 Balance, end of period $ ( 7,930 ) $ ( 6,773 ) |
Schedule of Contract Assets, Net, Included in Deferred Costs and Other Current Assets on Consolidated Balance Sheets | Contract assets, net, included in deferred costs and other current assets on the condensed consolidated balance sheets is as follows (in thousands): As of As of March 31, 2023 December 31, 2022 Contract asset amortized cost $ 10,192 $ 8,525 Allowance for credit losses ( 996 ) ( 1,015 ) Net contract asset $ 9,196 $ 7,510 |
Schedule of Changes in Allowance for Credit Losses for Contract Assets | The following table summarizes the changes in the allowance for credit losses for contract assets (in thousands): Three Months Ended 2023 2022 Balance, beginning of period $ ( 1,015 ) $ ( 1,160 ) Provision for expected credit losses, net — ( 110 ) Write-offs 19 — Balance, end of period $ ( 996 ) $ ( 1,270 ) |
Schedule of Changes in Sales Reserve | The following table summarizes the changes in the sales reserve (in thousands): Three Months Ended 2023 2022 Balance, beginning of period $ ( 425 ) $ ( 250 ) Additions — — Write-offs — — Balance, end of period $ ( 425 ) $ ( 250 ) |
Property and Equipment, Net (Ta
Property and Equipment, Net (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
Property, Plant and Equipment [Abstract] | |
Schedule of Property and Equipment, Net | Property and equipment, net consisted of the following (in thousands): Useful life As of As of in years March 31, 2023 December 31, 2022 Furniture and equipment 5 $ 1,641 $ 1,655 Leasehold improvements (1) 9 7,087 7,081 System hardware 5 2,201 1,718 Office computers 3 7,613 7,553 Computer and system software 3 2,468 2,398 21,010 20,405 Less accumulated depreciation and amortization ( 12,622 ) ( 11,412 ) Property and equipment, net $ 8,388 $ 8,993 (1) Lesser of the lease term or the estimated useful lives of the improvements, which may be up to 9 years. |
Capitalized Software Developm_2
Capitalized Software Development Costs, Net (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
Research and Development [Abstract] | |
Summary of Capitalized Software Development Costs, Net | Capitalized software development costs, net consisted of the following (in thousands): Gross Amortization Accumulated Net As of March 31, 2023 $ 48,745 3 years $ ( 20,553 ) $ 28,192 As of December 31, 2022 92,115 3 years ( 64,745 ) 27,370 |
Schedule of Expected Amortization of Capitalized Software Development Costs | The expected amortization of capitalized software development costs, as of March 31, 2023, for each of the following years is as follows (in thousands): 2023 (for the remaining nine months) $ 10,528 2024 11,000 2025 6,332 2026 332 $ 28,192 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
Fair Value Disclosures [Abstract] | |
Summary of Financial Assets and Liabilities Measured at Fair Value on Recurring Basis | The following table summarizes the Company's financial assets and liabilities measured at fair value on a recurring basis by level within the fair value hierarchy. Financial assets and financial liabilities are classified in their entirety based on the lowest level of input that is significant to the fair value measurement (in thousands): As of March 31, 2023 Quoted Significant Prices in Other Significant Active Observable Unobservable Markets Inputs Inputs Total Fair (Level 1) (Level 2) (Level 3) Value Assets: Cash equivalents: Money market funds $ 189,963 $ — $ — $ 189,963 Total financial assets $ 189,963 $ — $ — $ 189,963 Liabilities: Contingent consideration $ — $ — $ — $ — Total financial liabilities $ — $ — $ — $ — As of December 31, 2022 Quoted Significant Prices in Other Significant Active Observable Unobservable Markets Inputs Inputs Total Fair (Level 1) (Level 2) (Level 3) Value Assets: Cash equivalents: Money market funds $ 140,336 $ — $ — $ 140,336 Total financial assets $ 140,336 $ — $ — $ 140,336 Liabilities: Contingent consideration $ — $ — $ — $ — Total financial liabilities $ — $ — $ — $ — |
Goodwill and Intangible Asset_2
Goodwill and Intangible Assets, Net (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Changes in Gross Carrying Amount of Goodwill | The following table displays the changes in the gross carrying amount of goodwill (in thousands): Balance at December 31, 2022 $ 508,781 Foreign currency translation 2,181 Balance at March 31, 2023 $ 510,962 |
Schedule of Intangible Assets | Intangible assets consisted of the following (in thousands): As of March 31, 2023 Gross Weighted Accumulated Net Amortizable intangible assets: Developed technology $ 35,035 3.47 $ ( 23,669 ) $ 11,366 Tradenames 16,582 4.55 ( 7,987 ) 8,595 Customer relationships 204,429 8.34 ( 67,629 ) 136,800 Total intangible assets $ 256,046 $ ( 99,285 ) $ 156,761 As of December 31, 2022 Gross Weighted Accumulated Net Amortizable intangible assets: Developed technology $ 34,924 3.47 $ ( 21,217 ) $ 13,707 Tradenames 16,513 4.55 ( 7,057 ) 9,456 Customer relationships 204,697 8.34 ( 61,683 ) 143,014 Total intangible assets $ 256,134 $ ( 89,957 ) $ 166,177 |
Schedule of Expected Amortization of Intangible Assets | The expected amortization of the intangible assets, as of March 31, 2023, for each of the next five years and thereafter is as follows (in thousands): 2023 (for the remaining nine months) $ 27,641 2024 31,773 2025 26,054 2026 20,270 2027 15,832 Thereafter 35,191 $ 156,761 |
Assets and Liabilities Held f_2
Assets and Liabilities Held for Sale (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
Schedule of Assets and Liabilities Classified as Held for Sale | Assets and liabilities classified as held for sale as of December 31, 2022 were comprised of the following (in thousands): Accounts receivable $ 635 Prepaid assets 254 Trade names 184 Customer relationships 5,344 Acquired technology 68 Total assets held for sale $ 6,485 Accounts payable $ 53 Accrued expenses 8 Deferred revenue 2,001 Total liabilities held for sale $ 2,062 |
Convertible Senior Notes (Table
Convertible Senior Notes (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
Summary of Debt Obligations | The following table summarizes the Company’s debt obligations as of March 31, 2023 (in thousands): Remainder of 2023 2024-2025 2026-2027 Total Debt obligations $ — $ 133,558 $ 375,000 $ 508,558 |
0% Convertible Senior Notes Due 2026 | |
Schedule of Components of Convertible Senior Notes | The 2026 Notes consist of the following (in thousands): As of As of March 31, 2023 December 31, 2022 Liability component: Principal $ 375,000 $ 375,000 Less: debt discount, net of amortization ( 6,238 ) ( 6,763 ) Net carrying amount $ 368,762 $ 368,237 |
Summary of Total Interest Expense Recognized Related To Convertible Senior Notes | The following table sets forth total interest expense recognized related to the 2026 Notes (in thousands): Three Months Ended 2023 2022 Amortization of debt discount and transaction costs $ 525 $ 522 |
Summary of Fair Value and Carrying Value of Convertible Senior Notes | The fair value of the 2026 Notes, which was determined based on inputs that are observable in the market or that could be derived from, or corroborated with, observable market data, quoted price of the 2026 Notes in an over-the-counter market (Level 2), and carrying value of debt instruments were as follows (in thousands): As of March 31, 2023 As of December 31, 2022 Fair Value Carrying Value Fair Value Carrying Value 2026 Notes $ 313,406 $ 368,762 $ 320,520 $ 368,237 |
0.125% Convertible Senior Notes Due 2024 | |
Schedule of Components of Convertible Senior Notes | The 2024 Notes consist of the following (in thousands): As of As of March 31, 2023 December 31, 2022 Liability component: Principal $ 133,558 $ 133,558 Less: debt discount, net of amortization ( 1,307 ) ( 1,497 ) Net carrying amount $ 132,251 $ 132,061 |
Summary of Total Interest Expense Recognized Related To Convertible Senior Notes | The following table sets forth total interest expense recognized related to the 2024 Notes (in thousands): Three Months Ended 2023 2022 0.125 % coupon $ 42 $ 141 Amortization of debt discount and transaction costs 190 636 $ 232 $ 777 |
Summary of Fair Value and Carrying Value of Convertible Senior Notes | The fair value of the 2024 Notes, which was determined based on inputs that are observable in the market or that could be derived from, or corroborated with, observable market data, quoted price of the 2024 Notes in an over-the-counter market (Level 2), and carrying value of debt instruments were as follows (in thousands): As of March 31, 2023 As of December 31, 2022 Fair Value Carrying Value Fair Value Carrying Value 2024 Notes $ 118,311 $ 132,251 $ 118,199 $ 132,061 |
Stock Plans and Stock-Based C_2
Stock Plans and Stock-Based Compensation (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |
Schedule of Assumptions Used in Determining Fair Value of Shares Issuable | The fair value of shares issuable under the 2016 ESPP is determined using the Black-Scholes option pricing model with the following weighted average assumptions: Three Months Ended 2023 2022 Employee Stock Purchase Plan: Expected term (in years) (1) 0.50 0.50 Expected volatility (2) 60 % 65 % Risk-free interest rate (3) 5.18 % 0.86 % Dividend rate (4) 0 % 0 % (1) The expected term represents the contractual term of the 2016 ESPP; (2) The expected volatility of the Company’s common stock on the date of grant is based on the weighted average of the Company’s historical volatility as a public company, the implied volatility of publicly-traded options on the Company’s common stock and the volatilities of publicly traded peer companies that are reasonably comparable to the Company’s own operations; (3) The risk-free interest rate is based on the U.S. Treasury yield curve in effect at the time of grant for zero coupon U.S. Treasury notes with maturities approximately equal to the expected term of the grant; and (4) The expected dividend yield is assumed to be zero as the Company has never paid dividends and has no current plans to pay any dividends on the Company’s common stock. |
Schedule of Assumptions used in Monte Carlo Simulation Model | Fair value of the market-based grants is determined using the Monte-Carlo simulation with the following assumptions: Three Months Ended 2023 2022 Market-Based Grants: Expected term (in years) 0.48 1.50 Expected volatility 57 % 58 % Risk-free interest rate 4.88 % 1.97 % Dividend rate 0 % 0 % |
Schedule of Stock Option Activity | The following table summarizes the Company’s stock option activity: Stock options Weighted Outstanding at December 31, 2022 142,202 $ 23.89 Exercised ( 71,166 ) 17.75 Forfeited ( 1,901 ) 43.86 Outstanding at March 31, 2023 69,135 29.66 |
Schedule of Stock Options Outstanding, Vested and Expected to Vest and Exercisable | Stock options outstanding, vested and expected to vest and exercisable are as follows: As of March 31, 2023 Number Remaining Weighted- Outstanding 69,135 4.33 $ 29.66 Vested and expected to vest 69,135 4.33 29.66 Exercisable 69,135 4.33 29.66 |
Schedule of Vested and Nonvested Stock Option Activity | Vested and nonvested stock option activity was as follows: Vested Options Weighted Outstanding at March 31, 2023 69,135 $ 29.66 |
Summary of RSU and PSU Activity | The following table summarizes the Company’s RSU and PSU activity: Number of Shares Outstanding at December 31, 2022 3,233,298 Granted 547,911 Vested ( 250,127 ) Forfeited ( 109,716 ) Outstanding at March 31, 2023 3,421,366 |
Summary of Stock-Based Compensation Expense | The Company recorded the total stock-based compensation expense as follows (in thousands): Three Months Ended 2023 2022 Cost of revenue $ 1,655 $ 829 Sales and marketing 4,747 1,344 Research and development 3,726 1,577 General and administrative 3,321 2,334 Total $ 13,449 $ 6,084 |
Basic and Diluted Net Loss Pe_2
Basic and Diluted Net Loss Per Share (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
Earnings Per Share [Abstract] | |
Schedule of Common Equivalent Shares were Excluded from Diluted Net Loss Per Share Calculation because their Inclusion would have been Anti-Dilutive | The following common equivalent shares were excluded from the diluted net loss per share calculation because their inclusion would have been anti-dilutive: As of March 31, 2023 2022 Convertible senior notes 3,263,941 6,080,480 Stock-based compensation grants 3,490,501 3,007,953 Total 6,754,442 9,088,433 |
Revenue Recognition (Tables)
Revenue Recognition (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
Disaggregation Of Revenue [Line Items] | |
Summary of Disaggregates Revenue | The following table disaggregates the Company’s revenue by geography which provides information as to the major source of revenue (in thousands): Three Months Ended Primary Geographic Markets 2023 2022 North America $ 82,067 $ 74,980 International 26,201 25,395 Total $ 108,268 $ 100,375 The following table presents the Company’s revenues disaggregated by revenue source (in thousands): Three Months Ended 2023 2022 Subscription services $ 98,785 $ 91,855 Professional services 5,929 6,541 Software licenses and other 3,554 1,979 Total $ 108,268 $ 100,375 |
Leases (Tables)
Leases (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
Leases [Abstract] | |
Summary of Additional Information Related to Leases | Additional information related to the Company’s leases is as follows (in thousands, except lease term and discount rate): As of As of March 31, 2023 December 31, 2022 Balance sheet information ROU assets $ 16,999 $ 17,872 Lease liabilities, current $ 3,468 $ 3,797 Lease liabilities, non-current 18,190 18,742 Total lease liabilities $ 21,658 $ 22,539 Supplemental data Weighted average remaining lease term 6.55 years 6.57 years Weighted average discount rate 5.76 % 5.68 % Three Months Ended 2023 2022 Cash paid for amounts included in lease liabilities $ 1,312 $ 2,027 ROU assets obtained in exchange for new lease obligations 425 243 |
Schedule of Maturities of Lease Liabilities | Maturities of lease liabilities as of March 31, 2023 were as follows (in thousands): Year ending December 31, 2023 (for the remaining nine months) $ 3,529 2024 3,697 2025 3,411 2026 3,248 2027 3,022 Thereafter 8,291 Total undiscounted lease payments 25,198 Less: imputed interest ( 3,540 ) Total lease liabilities $ 21,658 |
Schedule of Components of Lease Expense | The following table presents components of lease expense (in thousands): Three Months Ended 2023 2022 Operating lease expense $ 1,333 $ 1,608 Short-term lease expense (1) 169 182 1,502 1,790 Less: Sublease income ( 69 ) ( 23 ) Total lease expense $ 1,433 $ 1,767 (1) Short-term lease expense includes all leases with lease terms ranging from less than one month to one year. |
Restructuring and Restructuri_2
Restructuring and Restructuring-Related Activities (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
Restructuring and Related Activities [Abstract] | |
Schedule of Estimates of Total Pretax Charges Associated by Major Type of Cost Expected Results Cash Outlays | The following table provides a summary of the Company's estimates of total pre-tax charges associated with the 2022 Strategic Realignment, by major type of cost, of which approximately $ 29 million to $ 31 million are expected to result in cash outlays (in millions): Total Estimated Amount Expected to be Incurred Restructuring charges: Workforce $ 9 to $ 9 Facilities-related 5 to 6 Other — to — Business transformation charges 16 to 17 Total restructuring and business transformation charges $ 30 to $ 32 |
Summary of Restructuring Activities | The following table sets provides a summary of restructuring activities (in thousands): Workforce (1) Facilities- (2) Other Total Balance at January 1, 2023 $ 1,294 $ 36 $ — $ 1,330 Charges 9 12 — 21 Charges settled in cash ( 891 ) ( 28 ) — ( 919 ) Charges settled in non-cash ( 1 ) ( 7 ) — ( 8 ) Balance at March 31, 2023 $ 411 $ 13 $ — $ 424 (1) Balance at March 31, 2023 is recorded in accrued payroll and employee related liabilities on the condensed consolidated balance sheet. (2) Balance at March 31, 2023 is recorded in accrued expenses on the condensed consolidated balance sheet. |
Schedule of Restructuring and Business Transformation Expenses | The following table presents restructuring and business transformation expenses by major type and line item within our accompanying condensed consolidated statement of operations (in thousands): Three Months Ended Restructuring charges $ 21 Business transformation charges: Cost of revenue 341 Sales and marketing 1,066 Research and development 646 General and administrative 331 Other income, net ( 1 ) Total business transformation charges 2,383 Total restructuring and business transformation charges $ 2,404 |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies - Additional Information (Details) | 3 Months Ended | 12 Months Ended | |
Mar. 31, 2023 USD ($) Customer | Mar. 31, 2022 Customer | Dec. 31, 2022 Customer | |
Impairment charges | $ | $ 0 | ||
Subscription contracts | The Company’s subscription contracts are generally two years or longer in length, billed annually in advance, and non-cancelable. | ||
Deferred sales commission cost amortization period | 4 years | ||
ASU 2021-08 | |||
Change in Accounting Principle, Accounting Standards Update, Adopted [true false] | true | ||
Change in Accounting Principle, Accounting Standards Update, Immaterial Effect [true false] | true | ||
Change in Accounting Principle, Accounting Standards Update, Adoption Date | Jan. 01, 2023 | ||
ASU 2022-04 | |||
Change in Accounting Principle, Accounting Standards Update, Adopted [true false] | true | ||
Change in Accounting Principle, Accounting Standards Update, Immaterial Effect [true false] | true | ||
Change in Accounting Principle, Accounting Standards Update, Adoption Date | Jan. 01, 2023 | ||
Customer Concentration Risk | Revenue | |||
Number of customers | Customer | 0 | 0 | |
Customer Concentration Risk | Accounts Receivable | |||
Number of customers | Customer | 0 | 0 | |
Maximum | |||
Cash and cash equivalent, FDIC insured amount | $ | $ 250,000 |
Accounts Receivable and Contr_3
Accounts Receivable and Contract Assets, Net - Schedule of Accounts Receivable, Net (Details) - USD ($) $ in Thousands | Mar. 31, 2023 | Dec. 31, 2022 | Mar. 31, 2022 | Dec. 31, 2021 |
Accounts Receivable, after Allowance for Credit Loss [Abstract] | ||||
Accounts receivable amortized cost | $ 114,984 | $ 127,298 | ||
Allowance for credit losses | (7,930) | (7,312) | $ (6,773) | $ (6,922) |
Net accounts receivable | $ 107,054 | $ 119,986 |
Accounts Receivable and Contr_4
Accounts Receivable and Contract Assets, Net - Schedule of Changes in Allowance for Credit Losses for Accounts Receivable (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Allowance for Credit Loss [Abstract] | ||
Balance, beginning of period | $ (7,312) | $ (6,922) |
Provision for expected credit losses, net | (928) | (149) |
Write-offs, net | 310 | 298 |
Balance, end of period | $ (7,930) | $ (6,773) |
Accounts Receivable and Contr_5
Accounts Receivable and Contract Assets, Net - Schedule of Contract Assets, Net, Included in Deferred Costs and Other Current Assets on Consolidated Balance Sheets (Details) - USD ($) $ in Thousands | Mar. 31, 2023 | Dec. 31, 2022 |
Accounts Receivable, after Allowance for Credit Loss [Abstract] | ||
Contract asset amortized cost | $ 10,192 | $ 8,525 |
Allowance for credit losses | (996) | (1,015) |
Net contract asset | $ 9,196 | $ 7,510 |
Accounts Receivable and Contr_6
Accounts Receivable and Contract Assets, Net - Schedule of Changes in Allowance for Credit Losses for Contract Assets (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Allowance for Credit Loss [Abstract] | ||
Balance, beginning of period | $ (1,015) | $ (1,160) |
Provision for expected credit losses, net | 0 | (110) |
Write-offs | 19 | 0 |
Balance, end of period | $ (996) | $ (1,270) |
Accounts Receivable and Contr_7
Accounts Receivable and Contract Assets, Net - Additional Information (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Accounts Notes And Loans Receivable [Line Items] | ||
Credit loss expense (recovery) | $ 928 | $ 149 |
Receivable and Contract Assets | ||
Accounts Notes And Loans Receivable [Line Items] | ||
Credit loss expense (recovery) | $ 1,600 | $ 200 |
Accounts Receivable and Contr_8
Accounts Receivable and Contract Assets, Net - Schedule of Changes in Sales Reserve (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Accounts Receivable, after Allowance for Credit Loss [Abstract] | ||
Balance, beginning of period | $ (425) | $ (250) |
Additions | 0 | 0 |
Write-offs | 0 | 0 |
Balance, end of period | $ (425) | $ (250) |
Property and Equipment, Net - S
Property and Equipment, Net - Schedule of Property and Equipment, Net (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2023 | Dec. 31, 2022 | ||
Property Plant And Equipment [Line Items] | |||
Property and equipment, gross | $ 21,010 | $ 20,405 | |
Less accumulated depreciation and amortization | (12,622) | (11,412) | |
Property and equipment, net | 8,388 | 8,993 | |
Furniture and Equipment | |||
Property Plant And Equipment [Line Items] | |||
Property and equipment, gross | $ 1,641 | 1,655 | |
Property and equipment, useful life in years | 5 years | ||
Leasehold Improvements | |||
Property Plant And Equipment [Line Items] | |||
Property and equipment, gross | [1] | $ 7,087 | 7,081 |
Property and equipment, useful life in years | [1] | 9 years | |
Systems Hardware | |||
Property Plant And Equipment [Line Items] | |||
Property and equipment, gross | $ 2,201 | 1,718 | |
Property and equipment, useful life in years | 5 years | ||
Office Computers | |||
Property Plant And Equipment [Line Items] | |||
Property and equipment, gross | $ 7,613 | 7,553 | |
Property and equipment, useful life in years | 3 years | ||
Computer and System Software | |||
Property Plant And Equipment [Line Items] | |||
Property and equipment, gross | $ 2,468 | $ 2,398 | |
Property and equipment, useful life in years | 3 years | ||
[1] Lesser of the lease term or the estimated useful lives of the improvements, which may be up to 9 years. |
Property and Equipment, Net -_2
Property and Equipment, Net - Schedule of Property and Equipment (Parenthetical) (Details) - Leasehold Improvements | 3 Months Ended | |
Mar. 31, 2023 | ||
Property Plant And Equipment [Line Items] | ||
Property and equipment, useful life in years | 9 years | [1] |
Maximum | ||
Property Plant And Equipment [Line Items] | ||
Property and equipment, useful life in years | 9 years | |
[1] Lesser of the lease term or the estimated useful lives of the improvements, which may be up to 9 years. |
Property and Equipment, Net - A
Property and Equipment, Net - Additional Information (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Property Plant And Equipment [Line Items] | ||
Depreciation and amortization expense | $ 1.4 | $ 1.1 |
Capitalized Software Developm_3
Capitalized Software Development Costs, Net - Summary of Capitalized Software Development Costs, Net (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended |
Mar. 31, 2023 | Dec. 31, 2022 | |
Capitalized Computer Software Net [Line Items] | ||
Net carrying amount | $ 28,192 | $ 27,370 |
Capitalized Software Development Costs | ||
Capitalized Computer Software Net [Line Items] | ||
Gross carrying amount | $ 48,745 | $ 92,115 |
Amortization period | 3 years | 3 years |
Accumulated amortization | $ (20,553) | $ (64,745) |
Net carrying amount | $ 28,192 | $ 27,370 |
Capitalized Software Developm_4
Capitalized Software Development Costs, Net - Additional Information (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Capitalized Computer Software, Net [Abstract] | ||
Capitalized software development costs | $ 4.5 | $ 4.6 |
Capitalized software development costs, amortization expense | 3.7 | $ 2.8 |
Amortized capitalized software development assets retired | $ 47.9 |
Capitalized Software Developm_5
Capitalized Software Development Costs, Net - Schedule of Expected Amortization of Capitalized Software Development Costs (Details) - USD ($) $ in Thousands | Mar. 31, 2023 | Dec. 31, 2022 |
Capitalized Computer Software, Net [Abstract] | ||
2023 (for the remaining nine months) | $ 10,528 | |
2024 | 11,000 | |
2025 | 6,332 | |
2026 | 332 | |
Net carrying amount | $ 28,192 | $ 27,370 |
Fair Value Measurements - Addit
Fair Value Measurements - Additional Information (Details) - USD ($) | 1 Months Ended | 3 Months Ended | 12 Months Ended |
Dec. 31, 2019 | Mar. 31, 2023 | Dec. 31, 2022 | |
Fair Value Liabilities Measured On Recurring Basis Unobservable Input Reconciliation [Line Items] | |||
Asset impairment charges | $ 0 | ||
Fair value of liabilities transferred into level 3 | 0 | ||
Fair value of liabilities transferred out of level 3 | $ 0 | ||
0% Convertible Senior Notes Due March 15, 2026 | |||
Fair Value Liabilities Measured On Recurring Basis Unobservable Input Reconciliation [Line Items] | |||
Debt instrument, interest rate | 0% | 0% | |
Debt instrument, maturity date | Mar. 15, 2026 | Mar. 15, 2026 | |
Fair value of convertible senior notes | $ 313,400,000 | $ 320,500,000 | |
Principal amount of notes | $ 375,000,000 | $ 375,000,000 | |
0.125% Convertible Senior Notes Due 2024 | |||
Fair Value Liabilities Measured On Recurring Basis Unobservable Input Reconciliation [Line Items] | |||
Debt instrument, interest rate | 0.125% | 0.125% | 0.125% |
Debt instrument, maturity date | Dec. 15, 2024 | Dec. 15, 2024 | Dec. 15, 2024 |
Fair value of convertible senior notes | $ 118,300,000 | $ 118,200,000 | |
Principal amount of notes | $ 450,000,000 | 133,558,000 | 133,558,000 |
Fair Value Measurements, Nonrecurring | |||
Fair Value Liabilities Measured On Recurring Basis Unobservable Input Reconciliation [Line Items] | |||
Asset impairment charges | $ 0 | $ 0 |
Fair Value Measurements - Summa
Fair Value Measurements - Summary of Financial Assets and Liabilities Measured at Fair Value on Recurring Basis (Details) - Fair Value Measurements, Recurring - USD ($) $ in Thousands | Mar. 31, 2023 | Dec. 31, 2022 |
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Total financial assets | $ 189,963 | $ 140,336 |
Money Market Funds | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Cash equivalents | 189,963 | 140,336 |
Quoted Prices in Active Markets (Level 1) | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Total financial assets | 189,963 | 140,336 |
Quoted Prices in Active Markets (Level 1) | Money Market Funds | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Cash equivalents | $ 189,963 | $ 140,336 |
Goodwill and Intangible Asset_3
Goodwill and Intangible Assets, Net - Schedule of Changes in Gross Carrying Amount of Goodwill (Details) $ in Thousands | 3 Months Ended |
Mar. 31, 2023 USD ($) | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill, beginning balance | $ 508,781 |
Foreign currency translation | 2,181 |
Goodwill, ending balance | $ 510,962 |
Goodwill and Intangible Asset_4
Goodwill and Intangible Assets, Net - Additional Information (Details) - USD ($) | 3 Months Ended | 12 Months Ended |
Mar. 31, 2023 | Dec. 31, 2022 | |
Intangible Assets And Goodwill [Line Items] | ||
Impairment of goodwill | $ 0 | $ 0 |
Amortization expense for intangible assets | 9,700,000 | 11,600,000 |
Intangible assets net pending held for sale | 5,600,000 | |
Developed Technology | Cost of Revenue | ||
Intangible Assets And Goodwill [Line Items] | ||
Amortization expense for intangible assets | $ 2,400,000 | $ 3,200,000 |
Goodwill and Intangible Asset_5
Goodwill and Intangible Assets, Net - Schedule of Intangible Assets (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended |
Mar. 31, 2023 | Dec. 31, 2022 | |
Finite Lived Intangible Assets [Line Items] | ||
Gross carrying amount | $ 256,046 | $ 256,134 |
Accumulated amortization | (99,285) | (89,957) |
Net carrying amount | 156,761 | 166,177 |
Developed Technology | ||
Finite Lived Intangible Assets [Line Items] | ||
Gross carrying amount | 35,035 | 34,924 |
Accumulated amortization | (23,669) | (21,217) |
Net carrying amount | $ 11,366 | $ 13,707 |
Developed Technology | Weighted-Average | ||
Finite Lived Intangible Assets [Line Items] | ||
Weighted average life (years) | 3 years 5 months 19 days | 3 years 5 months 19 days |
Tradenames | ||
Finite Lived Intangible Assets [Line Items] | ||
Gross carrying amount | $ 16,582 | $ 16,513 |
Accumulated amortization | (7,987) | (7,057) |
Net carrying amount | $ 8,595 | $ 9,456 |
Tradenames | Weighted-Average | ||
Finite Lived Intangible Assets [Line Items] | ||
Weighted average life (years) | 4 years 6 months 18 days | 4 years 6 months 18 days |
Customer Relationships | ||
Finite Lived Intangible Assets [Line Items] | ||
Gross carrying amount | $ 204,429 | $ 204,697 |
Accumulated amortization | (67,629) | (61,683) |
Net carrying amount | $ 136,800 | $ 143,014 |
Customer Relationships | Weighted-Average | ||
Finite Lived Intangible Assets [Line Items] | ||
Weighted average life (years) | 8 years 4 months 2 days | 8 years 4 months 2 days |
Goodwill and Intangible Asset_6
Goodwill and Intangible Assets, Net - Schedule of Expected Amortization of Intangible Assets (Details) - USD ($) $ in Thousands | Mar. 31, 2023 | Dec. 31, 2022 |
Goodwill and Intangible Assets Disclosure [Abstract] | ||
2023 (for the remaining nine months) | $ 27,641 | |
2024 | 31,773 | |
2025 | 26,054 | |
2026 | 20,270 | |
2027 | 15,832 | |
Thereafter | 35,191 | |
Net carrying amount | $ 156,761 | $ 166,177 |
Assets and Liabilities Held f_3
Assets and Liabilities Held for Sale - Additional Information (Details) $ in Millions | 1 Months Ended |
Mar. 31, 2023 USD ($) | |
Business Combinations [Abstract] | |
Total proceeds from final working capital adjustments | $ 4.8 |
Portion of gain from other income, net | $ 0.3 |
Assets and Liabilities Held f_4
Assets and Liabilities Held for Sale - Schedule Of Assets and Liabilities Held for Sale (Details) - Discontinued Operations, Held-for-sale $ in Thousands | Dec. 31, 2022 USD ($) |
Assets acquired | |
Accounts receivable | $ 635 |
Prepaid assets | 254 |
Total assets held for sale | 6,485 |
Liabilities assumed | |
Accounts payable | 53 |
Accrued expenses | 8 |
Deferred revenue | 2,001 |
Total liabilities held for sale | 2,062 |
Trade Names | |
Assets acquired | |
Intangible assets other than goodwill | 184 |
Customer Relationships | |
Assets acquired | |
Intangible assets other than goodwill | 5,344 |
Acquired Technology | |
Assets acquired | |
Intangible assets other than goodwill | $ 68 |
Convertible Senior Notes - Addi
Convertible Senior Notes - Additional Information (Details) $ / shares in Units, shares in Millions | 1 Months Ended | 3 Months Ended | 12 Months Ended | ||
Mar. 31, 2021 USD ($) $ / shares shares | Dec. 31, 2019 USD ($) $ / shares shares | Mar. 31, 2023 USD ($) d $ / shares | Dec. 31, 2022 USD ($) | Mar. 31, 2022 | |
0% Convertible Senior Notes Due 2026 | |||||
Debt Instrument [Line Items] | |||||
Aggregate principal amount | $ 375,000,000 | $ 375,000,000 | $ 375,000,000 | ||
Debt instrument, interest rate | 0% | ||||
Debt instrument, maturity date | Mar. 15, 2026 | ||||
Debt instrument, interest rate terms | The Company will pay special interest, if any, at the Company’s election as the sole remedy relating to the failure to comply with certain reporting obligations and under certain circumstances. | ||||
Debt conversion, initial conversion rate | 5.5341 | ||||
Principal amount per note used in conversion rate | $ 1,000 | ||||
Conversion price per share | $ / shares | $ 180.70 | ||||
Shares issuable upon conversion of debt | shares | 2.1 | ||||
Number of trading days | d | 20 | ||||
Number of consecutive trading days | d | 30 | ||||
Percentage of last reported sale price to conversion price on each applicable trading day | 130% | ||||
Description of convertible notes at option of holders | On or after December 15, 2025 until the close of business on the second scheduled trading day immediately preceding the maturity date, holders may convert all or any portion of their 2026 Notes at the conversion rate at any time regardless of whether the conditions set forth above have been met. | ||||
Redemption price, percentage | 100% | ||||
Effective interest rates | 0.60% | 7.30% | |||
Initial strike price of capped call options | $ / shares | $ 180.70 | ||||
Capped call options, cap price | $ / shares | $ 258.14 | ||||
Cost of purchased capped call options | $ 35,100,000 | $ 35,100,000 | |||
Share Price | $ / shares | $ 34.67 | ||||
Debt instrument, maturity year | 2026 | ||||
0% Convertible Senior Notes Due 2026 | Scenario One | |||||
Debt Instrument [Line Items] | |||||
Number of trading days | d | 20 | ||||
Number of consecutive trading days | d | 30 | ||||
Percentage of last reported sale price to conversion price on each applicable trading day | 130% | ||||
0% Convertible Senior Notes Due 2026 | Scenario Two | |||||
Debt Instrument [Line Items] | |||||
Number of consecutive trading days | d | 10 | ||||
Percentage of last reported sale price to conversion price on each applicable trading day | 98% | ||||
Notes measurement period | 5 days | ||||
0.125% Convertible Senior Notes Due 2024 | |||||
Debt Instrument [Line Items] | |||||
Aggregate principal amount | $ 450,000,000 | $ 133,558,000 | $ 133,558,000 | ||
Debt instrument, interest rate | 0.125% | 0.125% | 0.125% | ||
Debt instrument, maturity date | Dec. 15, 2024 | Dec. 15, 2024 | Dec. 15, 2024 | ||
Debt instrument, interest rate terms | Interest is payable semiannually in arrears on June 15 and December 15 of each year, commencing on June 15, 2020. | ||||
Debt conversion, initial conversion rate | 8.8999 | ||||
Principal amount per note used in conversion rate | $ 1,000 | ||||
Conversion price per share | $ / shares | $ 112.36 | ||||
Shares issuable upon conversion of debt | shares | 4 | ||||
Number of trading days | d | 20 | ||||
Number of consecutive trading days | d | 30 | ||||
Percentage of last reported sale price to conversion price on each applicable trading day | 130% | ||||
Description of convertible notes at option of holders | On or after June 15, 2024 until the close of business on the second scheduled trading day immediately preceding the maturity date, holders may convert all or any portion of their 2024 Notes at the conversion rate at any time regardless of whether the conditions set forth above have been met. | ||||
Redemption price, percentage | 100% | ||||
Effective interest rates | 0.70% | 5.20% | |||
Initial strike price of capped call options | $ / shares | $ 112.36 | ||||
Capped call options, cap price | $ / shares | $ 166.46 | ||||
Cost of purchased capped call options | $ 44,900,000 | $ 44,900,000 | |||
Share Price | $ / shares | $ 34.67 | ||||
Interest payment commencing date | Jun. 15, 2020 | ||||
Debt instrument, maturity year | 2024 | ||||
Repayments of debt | $ 288,800,000 | ||||
Repurchase of aggregate principal amount | 316,400,000 | ||||
Gain (loss) on extinguishment of convertible notes | $ 24,000,000 | ||||
0.125% Convertible Senior Notes Due 2024 | Scenario One | |||||
Debt Instrument [Line Items] | |||||
Number of trading days | d | 20 | ||||
Number of consecutive trading days | d | 30 | ||||
Percentage of last reported sale price to conversion price on each applicable trading day | 130% | ||||
0.125% Convertible Senior Notes Due 2024 | Scenario Two | |||||
Debt Instrument [Line Items] | |||||
Number of consecutive trading days | d | 10 | ||||
Percentage of last reported sale price to conversion price on each applicable trading day | 98% | ||||
Notes measurement period | 5 days | ||||
Option to Purchase | 0% Convertible Senior Notes Due 2026 | |||||
Debt Instrument [Line Items] | |||||
Aggregate principal amount | $ 50,000,000 | ||||
Option to Purchase | 0.125% Convertible Senior Notes Due 2024 | |||||
Debt Instrument [Line Items] | |||||
Aggregate principal amount | $ 75,000,000 |
Convertible Senior Notes - Sche
Convertible Senior Notes - Schedule of Components of Convertible Senior Notes (Details) - USD ($) $ in Thousands | Mar. 31, 2023 | Dec. 31, 2022 | Mar. 31, 2021 | Dec. 31, 2019 |
0% Convertible Senior Notes Due 2026 | ||||
Liability component: | ||||
Principal | $ 375,000 | $ 375,000 | $ 375,000 | |
Less: debt discount, net of amortization | (6,238) | (6,763) | ||
Net carrying amount | 368,762 | 368,237 | ||
0.125% Convertible Senior Notes Due 2024 | ||||
Liability component: | ||||
Principal | 133,558 | 133,558 | $ 450,000 | |
Less: debt discount, net of amortization | (1,307) | (1,497) | ||
Net carrying amount | $ 132,251 | $ 132,061 |
Convertible Senior Notes - Summ
Convertible Senior Notes - Summary of Total Interest Expense Recognized Related To Convertible Senior Notes (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
0% Convertible Senior Notes Due 2026 | ||
Debt Instrument [Line Items] | ||
Amortization of debt discount and transaction costs | $ 525 | $ 522 |
0.125% Convertible Senior Notes Due 2024 | ||
Debt Instrument [Line Items] | ||
Amortization of debt discount and transaction costs | 190 | 636 |
Total interest expense | 232 | 777 |
0.125% Convertible Senior Notes Due 2024 | 0.125% coupon | ||
Debt Instrument [Line Items] | ||
Interest expense | $ 42 | $ 141 |
Convertible Senior Notes - Su_2
Convertible Senior Notes - Summary of Total Interest Expense Recognized Related To Convertible Senior Notes (Parenthetical) (Details) - 0.125% Convertible Senior Notes Due 2024 | Mar. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2019 |
Debt Instrument [Line Items] | |||
Debt instrument, interest rate | 0.125% | 0.125% | 0.125% |
0.125% coupon | |||
Debt Instrument [Line Items] | |||
Debt instrument, interest rate | 0.125% |
Convertible Senior Notes - Su_3
Convertible Senior Notes - Summary of Fair Value and Carrying Value of Convertible Senior Notes (Details) - USD ($) $ in Thousands | Mar. 31, 2023 | Dec. 31, 2022 |
0% Convertible Senior Notes Due 2026 | Fair Value | ||
Debt Instrument [Line Items] | ||
Convertible senior notes | $ 313,406 | $ 320,520 |
0% Convertible Senior Notes Due 2026 | Carrying Value | ||
Debt Instrument [Line Items] | ||
Convertible senior notes | 368,762 | 368,237 |
0.125% Convertible Senior Notes Due 2024 | Fair Value | ||
Debt Instrument [Line Items] | ||
Convertible senior notes | 118,311 | 118,199 |
0.125% Convertible Senior Notes Due 2024 | Carrying Value | ||
Debt Instrument [Line Items] | ||
Convertible senior notes | $ 132,251 | $ 132,061 |
Convertible Senior Notes - Su_4
Convertible Senior Notes - Summary of Debt Obligations (Details) $ in Thousands | Mar. 31, 2023 USD ($) |
Debt Disclosure [Abstract] | |
Debt obligations, 2024-2025 | $ 133,558 |
Debt obligations, 2026-2027 | 375,000 |
Debt obligations, Total | $ 508,558 |
Stockholders' Equity - Addition
Stockholders' Equity - Additional Information (Details) - $ / shares | 3 Months Ended | |
Mar. 31, 2023 | Dec. 31, 2022 | |
Equity [Abstract] | ||
Preferred stock, shares authorized | 10,000,000 | 10,000,000 |
Preferred stock, par value | $ 0.001 | $ 0.001 |
Preferred stock, shares outstanding | 0 | 0 |
Common stock, shares authorized | 100,000,000 | 100,000,000 |
Common stock, par value | $ 0.001 | $ 0.001 |
Common stock, voting rights | Holders of common stock are entitled to one vote per share | |
Common stock, shares issued | 40,481,616 | 40,127,522 |
Common stock, shares outstanding | 40,481,616 | 40,127,522 |
Stock Plans and Stock-Based C_3
Stock Plans and Stock-Based Compensation - Additional Information (Details) | Sep. 15, 2016 |
2016 Equity Incentive Plan | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Automatic increase percentage | 3% |
Stock Plans and Stock-Based C_4
Stock Plans and Stock-Based Compensation - 2016 Employee Stock Purchase Plan - Additional Information (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Sep. 15, 2016 | Mar. 31, 2023 | Mar. 31, 2022 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Stock-based compensation expense | $ 13,449 | $ 6,084 | |
2016 Employee Stock Purchase Plan | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Purchase price as percentage of fair market value of common stock | 85% | ||
Shares purchased under the plan | 88,863 | 58,747 | |
Stock-based compensation expense | $ 400 | $ 400 | |
Unrecognized compensation cost | $ 800 | ||
Weighted-average period | 5 months 1 day | ||
Maximum | 2016 Employee Stock Purchase Plan | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Increase in number of shares reserved and available for issuance | 200,000 | ||
Common Stock | 2016 Employee Stock Purchase Plan | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Increase in number of shares reserved and available for issuance, percentage | 1% | ||
Common Stock | Maximum | 2016 Employee Stock Purchase Plan | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Purchase price, discount percentage | 15% |
Stock Plans and Stock-Based C_5
Stock Plans and Stock-Based Compensation - Schedule of Assumptions Used in Determining Fair Value of Shares Issuable (Details) - 2016 Employee Stock Purchase Plan | 3 Months Ended | ||
Mar. 31, 2023 | Mar. 31, 2022 | ||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Expected term (in years) | [1] | 6 months | 6 months |
Expected volatility | [2] | 60% | 65% |
Risk-free interest rate | [3] | 5.18% | 0.86% |
Dividend rate | [4] | 0% | 0% |
[1] The expected term represents the contractual term of the 2016 ESPP; The expected volatility of the Company’s common stock on the date of grant is based on the weighted average of the Company’s historical volatility as a public company, the implied volatility of publicly-traded options on the Company’s common stock and the volatilities of publicly traded peer companies that are reasonably comparable to the Company’s own operations; The risk-free interest rate is based on the U.S. Treasury yield curve in effect at the time of grant for zero coupon U.S. Treasury notes with maturities approximately equal to the expected term of the grant; and The expected dividend yield is assumed to be zero as the Company has never paid dividends and has no current plans to pay any dividends on the Company’s common stock. |
Stock Plans and Stock-Based C_6
Stock Plans and Stock-Based Compensation - Stock Options - Additional Information (Details) - USD ($) | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Stock-based compensation expense | $ 13,449,000 | $ 6,084,000 |
Intrinsic value of options exercised | 1,100,000 | |
Intrinsic value of all outstanding options | 600,000 | 3,100,000 |
Unrecognized compensation cost | 0 | |
Proceeds from stock option exercises | $ 1,263,000 | 17,000 |
Maximum | ||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Intrinsic value of options exercised | 100,000 | |
Proceeds from stock option exercises | 100,000 | |
Stock Options | ||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Stock options vesting period | 4 years | |
Stock options expiration period | 10 years | |
Stock options granted | 0 | |
Stock-based compensation expense | $ 0 | $ 100,000 |
Stock Plans and Stock-Based C_7
Stock Plans and Stock-Based Compensation - Schedule of Stock Option Activity (Details) | 3 Months Ended |
Mar. 31, 2023 $ / shares shares | |
Share-Based Payment Arrangement [Abstract] | |
Stock options outstanding, Beginning Balance | shares | 142,202 |
Stock options outstanding, Exercised | shares | (71,166) |
Stock options outstanding, Forfeited | shares | (1,901) |
Stock options outstanding, Ending Balance | shares | 69,135 |
Weighted average exercise price, Beginning Balance | $ / shares | $ 23.89 |
Weighted average exercise price, Exercised | $ / shares | 17.75 |
Weighted average exercise price, Forfeited | $ / shares | 43.86 |
Weighted average exercise price, Ending Balance | $ / shares | $ 29.66 |
Stock Plans and Stock-Based C_8
Stock Plans and Stock-Based Compensation - Schedule of Stock Options Outstanding, Vested and Expected to Vest and Exercisable (Details) - $ / shares | 3 Months Ended | |
Mar. 31, 2023 | Dec. 31, 2022 | |
Share-Based Payment Arrangement [Abstract] | ||
Outstanding, Number of shares | 69,135 | 142,202 |
Outstanding, Remaining contractual life (years) | 4 years 3 months 29 days | |
Outstanding, Weighted-average exercise price | $ 29.66 | $ 23.89 |
Vested and expected to vest, Number of shares | 69,135 | |
Vested and expected to vest, Remaining contractual life (years) | 4 years 3 months 29 days | |
Vested and expected to vest, Weighted-average exercise price | $ 29.66 | |
Exercisable, Number of shares | 69,135 | |
Exercisable, Remaining contractual life (years) | 4 years 3 months 29 days | |
Exercisable, Weighted-average exercise price | $ 29.66 |
Stock Plans and Stock-Based C_9
Stock Plans and Stock-Based Compensation - Schedule of Vested and Nonvested Stock Option Activity (Details) | 3 Months Ended |
Mar. 31, 2023 $ / shares shares | |
Share-Based Payment Arrangement [Abstract] | |
Options outstanding, Vested | shares | 69,135 |
Weighted average exercise price, Vested | $ / shares | $ 29.66 |
Stock Plans and Stock-Based _10
Stock Plans and Stock-Based Compensation - Restricted Stock Units - Additional Information (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Stock-based compensation expense | $ 13,449 | $ 6,084 |
Restricted Stock Units | ||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Share-based compensation, number of stock unit grants in period | 217,770 | |
Stock-based compensation expense | $ 10,500 | $ 7,000 |
Number of stock units vested | 247,583 | |
Weighted-average grant date fair values of units granted | $ 32.86 | $ 39.78 |
Fair values of stock units | $ 11,200 | $ 5,400 |
Unrecognized compensation expense | $ 77,000 | |
Weighted-average amortization period | 2 years 3 months |
Stock Plans and Stock-Based _11
Stock Plans and Stock-Based Compensation - Performance-Based Restricted Stock Units - Additional Information (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Stock-based compensation expense | $ 13,449 | $ 6,084 |
Performance-Based Restricted Stock Units | ||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Share-based compensation, number of stock unit grants in period | 330,129 | |
Share price | $ 34.13 | |
Stock-based compensation expense | $ 2,600 | $ (1,400) |
Weighted-average grant date fair values of units granted | $ 34.13 | $ 38.79 |
Number of stock units vested | 2,544 | |
Unrecognized compensation expense | $ 15,200 | |
Weighted-average amortization period | 1 year 11 months 1 day | |
Performance-Based Restricted Stock Units | Share-based Payment Arrangement, Tranche One | ||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Share-based compensation, compounded annual growth measurement period | 2 years | |
Performance-Based Restricted Stock Units | Tranche Two | ||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Share-based compensation, compounded annual growth measurement period | 3 years | |
Performance-Based Restricted Stock Units | Minimum | ||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Share-based compensation, vesting stock percentage | 0% | 0% |
Performance-Based Restricted Stock Units | Maximum | ||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Share-based compensation, vesting stock percentage | 125% | 150% |
Stock Plans and Stock-Based _12
Stock Plans and Stock-Based Compensation - Summary of RSU and PSU Activity (Details) - Restricted Stock Units and Performance-Based Restricted Stock Units | 3 Months Ended |
Mar. 31, 2023 shares | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Number of Shares, Outstanding, Beginning Balance | 3,233,298 |
Number of Shares, Granted | 547,911 |
Number of Shares, Vested | (250,127) |
Number of Shares, Forfeited | (109,716) |
Number of Shares, Outstanding, Ending Balance | 3,421,366 |
Stock Plans and Stock-Based _13
Stock Plans and Stock-Based Compensation - Market-Based Grants - Additional Information (Details) - USD ($) | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Stock-based compensation expense | $ 13,449,000 | $ 6,084,000 |
Market Based Grants | ||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Fair values of stock units | 100,000 | 400,000 |
Stock-based compensation expense | $ 100,000 | 100,000 |
Market Based Grants | Minimum | ||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Cash payment at settlement | 0 | |
Market Based Grants | Maximum | ||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Cash payment at settlement | $ 1,300,000 |
Stock Plans and Stock-Based _14
Stock Plans and Stock-Based Compensation - Schedule of Assumptions Used in Determining Fair Value of Market-based Grants (Details) - Market Based Grants | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Expected term (in years) | 5 months 23 days | 1 year 6 months |
Expected volatility | 57% | 58% |
Risk-free interest rate | 4.88% | 1.97% |
Dividend rate | 0% | 0% |
Stock Plans and Stock-Based _15
Stock Plans and Stock-Based Compensation - Summary of Stock-Based Compensation Expense (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ||
Stock-based compensation expense | $ 13,449 | $ 6,084 |
Cost of Revenue | ||
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ||
Stock-based compensation expense | 1,655 | 829 |
Sales and Marketing | ||
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ||
Stock-based compensation expense | 4,747 | 1,344 |
Research and Development | ||
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ||
Stock-based compensation expense | 3,726 | 1,577 |
General and Administrative | ||
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ||
Stock-based compensation expense | $ 3,321 | $ 2,334 |
Basic and Diluted Net Loss Pe_3
Basic and Diluted Net Loss Per Share - Schedule of Common Equivalent Shares were Excluded from Diluted Net Loss Per Share Calculation because their Inclusion would have been Anti-Dilutive (Details) - shares | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||
Anti-dilutive securities excluded from diluted net loss per share | 6,754,442 | 9,088,433 |
Convertible Senior Notes | ||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||
Anti-dilutive securities excluded from diluted net loss per share | 3,263,941 | 6,080,480 |
Stock-Based Compensation Grants | ||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||
Anti-dilutive securities excluded from diluted net loss per share | 3,490,501 | 3,007,953 |
Basic and Diluted Net Loss pe_4
Basic and Diluted Net Loss per Share - Additional Information (Details) - USD ($) shares in Millions, $ in Millions | 1 Months Ended | 3 Months Ended | |
Mar. 31, 2021 | Dec. 31, 2019 | Mar. 31, 2023 | |
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | |||
Amount of common stock reserved | 7.7 | ||
0% Convertible Senior Notes Due 2026 | |||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | |||
Payments to enter capped call options | $ 35.1 | $ 35.1 | |
Convertible debt Instrument, Issuance date, month and year | 2021-03 | ||
0.125% Convertible Senior Notes Due 2024 | |||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | |||
Payments to enter capped call options | $ 44.9 | $ 44.9 | |
Convertible debt Instrument, Issuance date, month and year | 2019-12 |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Income Tax Disclosure [Line Items] | ||
(Provision for) benefit from income taxes | $ (842) | $ 1,078 |
Effective tax rate | (6.10%) | 5.35% |
Unrecognized tax provision that would favorably impact effective tax rate | $ 1,200 | |
Foreign Jurisdiction | ||
Income Tax Disclosure [Line Items] | ||
(Provision for) benefit from income taxes | $ (800) |
Segment Information - Additiona
Segment Information - Additional Information (Details) | 3 Months Ended |
Mar. 31, 2023 Segment | |
Segment Reporting [Abstract] | |
Number of operating segment | 1 |
Revenue Recognition - Summary o
Revenue Recognition - Summary of Revenues Disaggregated by Geography (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Disaggregation Of Revenue [Line Items] | ||
Revenue | $ 108,268 | $ 100,375 |
North America | ||
Disaggregation Of Revenue [Line Items] | ||
Revenue | 82,067 | 74,980 |
International | ||
Disaggregation Of Revenue [Line Items] | ||
Revenue | $ 26,201 | $ 25,395 |
Revenue Recognition - Summary_2
Revenue Recognition - Summary of Revenues Disaggregated by Revenue Source (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Disaggregation Of Revenue [Line Items] | ||
Revenue | $ 108,268 | $ 100,375 |
Subscription Services | ||
Disaggregation Of Revenue [Line Items] | ||
Revenue | 98,785 | 91,855 |
Professional Services | ||
Disaggregation Of Revenue [Line Items] | ||
Revenue | 5,929 | 6,541 |
Software Licenses and Other | ||
Disaggregation Of Revenue [Line Items] | ||
Revenue | $ 3,554 | $ 1,979 |
Revenue Recognition - Additiona
Revenue Recognition - Additional Information (Details) - USD ($) | 3 Months Ended | 12 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | Dec. 31, 2022 | |
Disaggregation Of Revenue [Line Items] | |||
Deferred sales commissions current | $ 17,000,000 | $ 16,200,000 | |
Deferred sales commissions noncurrent | 22,000,000 | 21,400,000 | |
Amortization expense for the deferred costs | 4,500,000 | $ 4,000,000 | |
Impairment loss related to costs capitalized | 0 | $ 0 | |
Subscription Services, License and other | |||
Disaggregation Of Revenue [Line Items] | |||
Revenue recognized | 90,600,000 | 83,700,000 | |
Professional Services | |||
Disaggregation Of Revenue [Line Items] | |||
Revenue recognized | 2,600,000 | $ 4,000,000 | |
Revenue remaining performance obligation | 10,300,000 | ||
Subscription Services And License | |||
Disaggregation Of Revenue [Line Items] | |||
Revenue remaining performance obligation | $ 485,400,000 |
Revenue Recognition - Remaining
Revenue Recognition - Remaining Performance Obligations - Additional Information (Details 1) $ in Millions | Mar. 31, 2023 USD ($) |
Subscription and Other Contracts | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date: 2023-04-01 | |
Disaggregation Of Revenue [Line Items] | |
Revenue remaining performance obligation | $ 297.7 |
Remaining performance obligation recognition period | 12 months |
Professional Services | |
Disaggregation Of Revenue [Line Items] | |
Revenue remaining performance obligation | $ 10.3 |
Professional Services | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date: 2023-04-01 | |
Disaggregation Of Revenue [Line Items] | |
Revenue remaining performance obligation | $ 9.7 |
Remaining performance obligation recognition period | 12 months |
Leases - Additional Information
Leases - Additional Information (Details) | 3 Months Ended |
Mar. 31, 2023 | |
Leases [Abstract] | |
Lease expiration period start | 2023 |
Lease expiration period end | 2031 |
Option to extend | true |
Operating lease, not yet commenced, description | As of March 31, 2023, the Company does not have any leases that have not yet commenced that create significant rights and obligations. |
Leases - Summary of Additional
Leases - Summary of Additional Information Related to Leases (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2023 | Mar. 31, 2022 | Dec. 31, 2022 | |
Balance sheet information | |||
ROU assets | $ 16,999 | $ 17,872 | |
Operating Lease, Right-of-Use Asset, Statement of Financial Position [Extensible Enumeration] | Deferred costs and other current assets | Deferred costs and other current assets | |
Lease liabilities, current | $ 3,468 | $ 3,797 | |
Operating Lease, Liability, Current, Statement of Financial Position [Extensible Enumeration] | Other current liabilities | Other current liabilities | |
Lease liabilities, non-current | $ 18,190 | $ 18,742 | |
Operating Lease, Liability, Noncurrent, Statement of Financial Position [Extensible Enumeration] | Other long-term liabilities | Other long-term liabilities | |
Total lease liabilities | $ 21,658 | $ 22,539 | |
Supplemental data | |||
Weighted average remaining lease term | 6 years 6 months 18 days | 6 years 6 months 25 days | |
Weighted average discount rate | 5.76% | 5.68% | |
Cash paid for amounts included in lease liabilities | $ 1,312 | $ 2,027 | |
ROU assets obtained in exchange for new lease obligations | $ 425 | $ 243 |
Leases - Schedule of Maturities
Leases - Schedule of Maturities of Lease Liabilities (Details) - USD ($) $ in Thousands | Mar. 31, 2023 | Dec. 31, 2022 |
Lessee, Operating Lease, Liability, to be Paid [Abstract] | ||
2023 (for the remaining nine months) | $ 3,529 | |
2024 | 3,697 | |
2025 | 3,411 | |
2026 | 3,248 | |
2027 | 3,022 | |
Thereafter | 8,291 | |
Total undiscounted lease payments | 25,198 | |
Less: imputed interest | (3,540) | |
Total lease liabilities | $ 21,658 | $ 22,539 |
Leases - Schedule of Components
Leases - Schedule of Components of Lease Expense (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2023 | Mar. 31, 2022 | ||
Lease, Cost [Abstract] | |||
Operating lease expense | $ 1,333 | $ 1,608 | |
Short-term lease expense | [1] | 169 | 182 |
Total | 1,502 | 1,790 | |
Less: Sublease income | (69) | (23) | |
Total lease expense | $ 1,433 | $ 1,767 | |
[1] Short-term lease expense includes all leases with lease terms ranging from less than one month to one year. |
Restructuring and Restructuri_3
Restructuring and Restructuring-Related Activities - Additional Information (Details) $ in Thousands | 3 Months Ended | 11 Months Ended |
Mar. 31, 2023 USD ($) | Mar. 31, 2023 USD ($) | |
Restructuring Cost and Reserve [Line Items] | ||
Restructuring charges | $ 21 | $ 12,200 |
Minimum | ||
Restructuring Cost and Reserve [Line Items] | ||
Future cash expenditures | 29,000 | |
Restructuring and related cost expected result in cash outlays | 30,000 | 30,000 |
Maximum | ||
Restructuring Cost and Reserve [Line Items] | ||
Future cash expenditures | 31,000 | |
Restructuring and related cost expected result in cash outlays | $ 32,000 | 32,000 |
employee-related expenses | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring charges | 7,800 | |
facilities-related expenses | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring charges | 4,200 | |
Other expenses | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring charges | $ 200 |
Restructuring and Restructuri_4
Restructuring and Restructuring-Related Activities - Schedule of Total Pretax Charges Associated by Major Type of Cost Expected Results Cash Outlays (Details) $ in Millions | Mar. 31, 2023 USD ($) |
Minimum | |
Restructuring Cost and Reserve [Line Items] | |
Total estimated amount expected to be incurred | $ 30 |
Maximum | |
Restructuring Cost and Reserve [Line Items] | |
Total estimated amount expected to be incurred | 32 |
Workforce | Minimum | |
Restructuring Cost and Reserve [Line Items] | |
Total estimated amount expected to be incurred | 9 |
Workforce | Maximum | |
Restructuring Cost and Reserve [Line Items] | |
Total estimated amount expected to be incurred | 9 |
Facilities-related | Minimum | |
Restructuring Cost and Reserve [Line Items] | |
Total estimated amount expected to be incurred | 5 |
Facilities-related | Maximum | |
Restructuring Cost and Reserve [Line Items] | |
Total estimated amount expected to be incurred | 6 |
Other | Minimum | |
Restructuring Cost and Reserve [Line Items] | |
Total estimated amount expected to be incurred | 0 |
Other | Maximum | |
Restructuring Cost and Reserve [Line Items] | |
Total estimated amount expected to be incurred | 0 |
Business Transformation Charges | Minimum | |
Restructuring Cost and Reserve [Line Items] | |
Total estimated amount expected to be incurred | 16 |
Business Transformation Charges | Maximum | |
Restructuring Cost and Reserve [Line Items] | |
Total estimated amount expected to be incurred | $ 17 |
Restructuring and Restructuri_5
Restructuring and Restructuring-Related Activities - Summary of Restructuring Activities (Details) - USD ($) $ in Thousands | 3 Months Ended | 11 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2023 | ||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring reserve, beginning balance | $ 1,330 | ||
Charges | 21 | $ 12,200 | |
Charges settled in cash | (919) | ||
Charges settled in non-cash | (8) | ||
Restructuring reserve, ending balance | 424 | 424 | |
Workforce | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring reserve, beginning balance | [1] | 1,294 | |
Charges | [1] | 9 | |
Charges settled in cash | [1] | (891) | |
Charges settled in non-cash | [1] | (1) | |
Restructuring reserve, ending balance | [1] | 411 | 411 |
Facilities-related | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring reserve, beginning balance | [2] | 36 | |
Charges | [2] | 12 | |
Charges settled in cash | [2] | (28) | |
Charges settled in non-cash | [2] | (7) | |
Restructuring reserve, ending balance | [2] | 13 | 13 |
Other | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring reserve, beginning balance | 0 | ||
Charges | 0 | ||
Charges settled in cash | 0 | ||
Charges settled in non-cash | 0 | ||
Restructuring reserve, ending balance | $ 0 | $ 0 | |
[1] Balance at March 31, 2023 is recorded in accrued payroll and employee related liabilities on the condensed consolidated balance sheet. Balance at March 31, 2023 is recorded in accrued expenses on the condensed consolidated balance sheet. |
Restructuring and Restructuri_6
Restructuring and Restructuring-Related Activities - Schedule of Restructuring and Business Transformation Expenses (Details) - USD ($) $ in Thousands | 3 Months Ended | 11 Months Ended |
Mar. 31, 2023 | Mar. 31, 2023 | |
Restructuring Cost and Reserve [Line Items] | ||
Restructuring charges | $ 21 | $ 12,200 |
Business transformation charges | 2,383 | |
Total restructuring and business transformation charges | 2,404 | |
Cost of Revenue | ||
Restructuring Cost and Reserve [Line Items] | ||
Business transformation charges | 341 | |
Sales and Marketing | ||
Restructuring Cost and Reserve [Line Items] | ||
Business transformation charges | 1,066 | |
Research and Development | ||
Restructuring Cost and Reserve [Line Items] | ||
Business transformation charges | 646 | |
General and Administrative | ||
Restructuring Cost and Reserve [Line Items] | ||
Business transformation charges | 331 | |
Other Income, Net | ||
Restructuring Cost and Reserve [Line Items] | ||
Business transformation charges | $ (1) |
Subsequent Event - Additional I
Subsequent Event - Additional Information (Details) - Subsequent Event $ in Thousands | Apr. 27, 2023 USD ($) |
Subsequent Event [Line Items] | |
Contract end date | Dec. 31, 2023 |
Renewal of service duration | 6 months |
Termination of contract annual value | $ 1,750 |