Cover Page
Cover Page - shares | 6 Months Ended | |
Jun. 30, 2024 | Jul. 26, 2024 | |
Document Information [Line Items] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Jun. 30, 2024 | |
Document Transition Report | false | |
Entity File Number | 001-39156 | |
Entity Registrant Name | SPROUT SOCIAL, INC. | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 27-2404165 | |
Entity Address, Address Line One | 131 South Dearborn St. | |
Entity Address, Address Line Two | Suite 700 | |
Entity Address, City or Town | Chicago | |
Entity Address, State or Province | IL | |
Entity Address, Postal Zip Code | 60603 | |
City Area Code | (866) | |
Local Phone Number | 878-3231 | |
Title of 12(b) Security | Class A Common Stock, $0.0001 par value per share | |
Trading Symbol | SPT | |
Security Exchange Name | NASDAQ | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Large Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Central Index Key | 0001517375 | |
Current Fiscal Year End Date | --12-31 | |
Document Fiscal Year Focus | 2024 | |
Document Fiscal Period Focus | Q2 | |
Amendment Flag | false | |
Class A common stock | ||
Document Information [Line Items] | ||
Entity Common Stock, Shares Outstanding | 50,419,689 | |
Class B common stock | ||
Document Information [Line Items] | ||
Entity Common Stock, Shares Outstanding | 6,660,638 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets (Unaudited) - USD ($) $ in Thousands | Jun. 30, 2024 | Dec. 31, 2023 |
Current assets | ||
Cash and cash equivalents | $ 80,873 | $ 49,760 |
Marketable securities | 12,333 | 44,645 |
Accounts receivable, net of allowances of $2,232 and $2,177 at June 30, 2024 and December 31, 2023, respectively | 58,614 | 63,489 |
Deferred commissions | 16,196 | 27,725 |
Prepaid expenses and other assets | 15,067 | 10,324 |
Total current assets | 183,083 | 195,943 |
Marketable securities, noncurrent | 0 | 3,699 |
Property and equipment, net | 11,236 | 11,407 |
Deferred commissions, net of current portion | 44,190 | 26,240 |
Operating lease, right-of-use assets | 7,844 | 8,729 |
Goodwill | 121,315 | 121,404 |
Intangible assets, net | 24,941 | 28,065 |
Other assets, net | 992 | 1,098 |
Total assets | 393,601 | 396,585 |
Current liabilities | ||
Accounts payable | 9,799 | 6,933 |
Deferred revenue | 148,323 | 140,536 |
Operating lease liabilities | 4,003 | 3,948 |
Accrued wages and payroll related benefits | 15,407 | 18,362 |
Accrued expenses and other | 9,584 | 11,260 |
Total current liabilities | 187,116 | 181,039 |
Deferred revenue, net of current portion | 940 | 920 |
Operating lease liabilities, net of current portion | 13,071 | 15,083 |
Other Liabilities, Noncurrent | 351 | 351 |
Total liabilities | 241,478 | 252,393 |
Commitments and contingencies (Note 7) | ||
Stockholders’ equity | ||
Additional paid-in capital | 511,887 | 471,789 |
Treasury stock, at cost | (36,861) | (35,113) |
Accumulated other comprehensive loss | (29) | (77) |
Accumulated deficit | (322,879) | (292,412) |
Total stockholders’ equity | 152,123 | 144,192 |
Total liabilities and stockholders’ equity | 393,601 | 396,585 |
Line of Credit | ||
Current liabilities | ||
Revolving credit facility | 40,000 | 55,000 |
Class A common stock | ||
Stockholders’ equity | ||
Common stock | 4 | 4 |
Class B common stock | ||
Stockholders’ equity | ||
Common stock | $ 1 | $ 1 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Unaudited) (Parenthetical) - USD ($) $ in Thousands | Jun. 30, 2024 | Dec. 31, 2023 |
Allowance for doubtful accounts | $ 2,232 | $ 2,177 |
Class A common stock | ||
Common stock, par value (in dollars per share) | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized value (in shares) | 1,000,000,000 | 1,000,000,000 |
Common stock, shares issued (in shares) | 53,322,896 | 52,133,594 |
Common stock, shares outstanding (in shares) | 50,399,375 | 49,241,563 |
Class B common stock | ||
Common stock, par value (in dollars per share) | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized value (in shares) | 25,000,000 | 25,000,000 |
Common stock, shares issued (in shares) | 6,887,582 | 7,201,140 |
Common stock, shares outstanding (in shares) | 6,680,638 | 6,994,196 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
Revenue | ||||
Total revenue | $ 99,396 | $ 79,315 | $ 196,180 | $ 154,527 |
Cost of revenue | ||||
Total cost of revenue | 22,402 | 18,234 | 44,830 | 35,109 |
Gross profit | 76,994 | 61,081 | 151,350 | 119,418 |
Operating expenses | ||||
Research and development | 25,126 | 18,956 | 48,895 | 36,832 |
Sales and marketing | 46,194 | 39,307 | 90,734 | 76,212 |
General and administrative | 22,187 | 17,735 | 41,521 | 33,224 |
Total operating expenses | 93,507 | 75,998 | 181,150 | 146,268 |
Loss from operations | (16,513) | (14,917) | (29,800) | (26,850) |
Interest expense | (972) | (35) | (2,018) | (63) |
Interest income | 1,053 | 2,140 | 2,088 | 4,160 |
Other (expense) income, net | (257) | (148) | (663) | (357) |
Loss before income taxes | (16,689) | (12,960) | (30,393) | (23,110) |
Income tax expense | 203 | 125 | 74 | 227 |
Net loss | $ (16,892) | $ (13,085) | $ (30,467) | $ (23,337) |
Net loss per share attributable to common shareholders, basic and diluted (in dollars per share) | $ (0.30) | $ (0.24) | $ (0.54) | $ (0.42) |
Weighted-average shares outstanding used to compute net loss per share, basic and diluted (in shares) | 56,699,148 | 55,499,399 | 56,521,490 | 55,331,151 |
Subscription | ||||
Revenue | ||||
Total revenue | $ 98,498 | $ 78,690 | $ 194,287 | $ 153,432 |
Cost of revenue | ||||
Total cost of revenue | 22,078 | 17,972 | 44,283 | 34,605 |
Professional services and other | ||||
Revenue | ||||
Total revenue | 898 | 625 | 1,893 | 1,095 |
Cost of revenue | ||||
Total cost of revenue | $ 324 | $ 262 | $ 547 | $ 504 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Comprehensive Loss (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
Net loss | $ (16,892) | $ (13,085) | $ (30,467) | $ (23,337) |
Net unrealized gain (loss) on available-for-sale securities, net of tax | 19 | (103) | 48 | (25) |
Comprehensive loss | $ (16,873) | $ (13,188) | $ (30,419) | $ (23,362) |
Condensed Consolidated Statem_3
Condensed Consolidated Statements Stockholders Equity (Unaudited) - USD ($) $ in Thousands | Total | Voting Common Stock | Additional Paid-in Capital | Treasury Stock | Accumulated Deficit | Accumulated other comprehensive loss |
Beginning balance (in shares) at Dec. 31, 2022 | 55,023,343 | 3,057,448 | ||||
Beginning balance at Dec. 31, 2022 | $ 142,337 | $ 5 | $ 401,419 | $ (32,733) | $ (225,985) | $ (369) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Exercise of stock options (in shares) | 30,000 | |||||
Exercise of stock options | 29 | 29 | ||||
Stock-based compensation | 30,080 | 30,080 | ||||
Issuance of common stock from equity award settlement (in shares) | 640,205 | |||||
Issuance of common stock from equity award settlement | 0 | |||||
Taxes paid related to net share settlement of equity awards (in shares) | 23,565 | |||||
Taxes paid related to net share settlement of equity awards | (1,369) | $ (1,369) | ||||
Stock Issued During Period, Value, Employee Stock Purchase Plan | 1,427 | 1,427 | ||||
Stock Issued During Period, Shares, Employee Stock Purchase Plans | 36,360 | |||||
Other Comprehensive Income (Loss), Net of Tax | (25) | (25) | ||||
Net loss | (23,337) | (23,337) | ||||
Ending balance (in shares) at Jun. 30, 2023 | 55,729,908 | 3,081,013 | ||||
Ending balance at Jun. 30, 2023 | 149,142 | $ 5 | 432,955 | $ (34,102) | (249,322) | (394) |
Beginning balance (in shares) at Mar. 31, 2023 | 55,376,548 | 3,074,749 | ||||
Beginning balance at Mar. 31, 2023 | 144,768 | $ 5 | 415,123 | $ (33,832) | (236,237) | (291) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Exercise of stock options (in shares) | 30,000 | |||||
Exercise of stock options | 29 | 29 | ||||
Stock-based compensation | 16,376 | 16,376 | ||||
Issuance of common stock from equity award settlement (in shares) | 287,000 | |||||
Issuance of common stock from equity award settlement | 0 | |||||
Taxes paid related to net share settlement of equity awards (in shares) | 6,264 | |||||
Taxes paid related to net share settlement of equity awards | (270) | $ 270 | ||||
Stock Issued During Period, Value, Employee Stock Purchase Plan | 1,427 | 1,427 | ||||
Stock Issued During Period, Shares, Employee Stock Purchase Plans | 36,360 | |||||
Other Comprehensive Income (Loss), Net of Tax | (103) | (103) | ||||
Net loss | (13,085) | (13,085) | ||||
Ending balance (in shares) at Jun. 30, 2023 | 55,729,908 | 3,081,013 | ||||
Ending balance at Jun. 30, 2023 | 149,142 | $ 5 | 432,955 | $ (34,102) | (249,322) | (394) |
Beginning balance (in shares) at Dec. 31, 2023 | 56,235,759 | 3,098,975 | ||||
Beginning balance at Dec. 31, 2023 | 144,192 | $ 5 | 471,789 | $ (35,113) | (292,412) | (77) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Exercise of stock options (in shares) | 25,000 | |||||
Exercise of stock options | 27 | 27 | ||||
Stock-based compensation | 38,833 | 38,833 | ||||
Issuance of common stock from equity award settlement (in shares) | 778,447 | |||||
Issuance of common stock from equity award settlement | 0 | |||||
Taxes paid related to net share settlement of equity awards (in shares) | 31,490 | |||||
Taxes paid related to net share settlement of equity awards | (1,748) | $ (1,748) | ||||
Stock Issued During Period, Value, Employee Stock Purchase Plan | 1,238 | 1,238 | ||||
Stock Issued During Period, Shares, Employee Stock Purchase Plans | 40,807 | |||||
Other Comprehensive Income (Loss), Net of Tax | 48 | 48 | ||||
Net loss | (30,467) | (30,467) | ||||
Ending balance (in shares) at Jun. 30, 2024 | 57,080,013 | 3,130,465 | ||||
Ending balance at Jun. 30, 2024 | 152,123 | $ 5 | 511,887 | $ (36,861) | (322,879) | (29) |
Beginning balance (in shares) at Mar. 31, 2024 | 56,537,262 | 3,122,058 | ||||
Beginning balance at Mar. 31, 2024 | 147,350 | $ 5 | 489,969 | $ (36,589) | (305,987) | (48) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Exercise of stock options | 27 | |||||
Stock-based compensation | 20,653 | 20,653 | ||||
Issuance of common stock from equity award settlement (in shares) | 476,944 | |||||
Issuance of common stock from equity award settlement | 0 | |||||
Taxes paid related to net share settlement of equity awards (in shares) | 8,407 | |||||
Taxes paid related to net share settlement of equity awards | (272) | $ 272 | ||||
Stock Issued During Period, Value, Employee Stock Purchase Plan | 1,238 | 1,238 | ||||
Stock Issued During Period, Shares, Employee Stock Purchase Plans | 40,807 | |||||
Other Comprehensive Income (Loss), Net of Tax | 19 | 19 | ||||
Net loss | (16,892) | (16,892) | ||||
Ending balance (in shares) at Jun. 30, 2024 | 57,080,013 | 3,130,465 | ||||
Ending balance at Jun. 30, 2024 | $ 152,123 | $ 5 | $ 511,887 | $ (36,861) | $ (322,879) | $ (29) |
Condensed Consolidated Statem_4
Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2024 | Jun. 30, 2023 | |
Cash flows from operating activities | ||
Net loss | $ (30,467) | $ (23,337) |
Adjustments to reconcile net loss to net cash provided by operating activities | ||
Depreciation and amortization of property, equipment and software | 1,866 | 1,512 |
Amortization of line of credit issuance costs | 103 | 0 |
Amortization of premium (accretion of discount) on marketable securities | (325) | (1,889) |
Amortization of acquired intangible assets | 3,124 | 738 |
Amortization of deferred commissions | 7,411 | 12,171 |
Amortization of right-of-use operating lease asset | 885 | 723 |
Stock-based compensation expense | 38,664 | 30,032 |
Provision for accounts receivable allowances | 741 | 860 |
Changes in operating assets and liabilities, excluding impact from business acquisition | ||
Accounts receivable | 4,134 | (7,196) |
Prepaid expenses and other current assets | (4,713) | (4,133) |
Deferred commissions | (13,832) | (16,560) |
Accounts payable and accrued expenses | (213) | 3,003 |
Deferred revenue | 7,806 | 20,364 |
Lease liabilities | (1,957) | (1,710) |
Net cash provided by operating activities | 13,227 | 14,578 |
Cash flows from investing activities | ||
Expenditures for property and equipment | (1,585) | (644) |
Payments for business acquisition, net of cash acquired | (1,409) | (6,432) |
Purchases of marketable securities | 0 | (63,085) |
Proceeds from maturity of marketable securities | 36,385 | 47,252 |
Proceeds from sale of marketable securities | 0 | 5,538 |
Net cash provided by (used in) investing activities | 33,391 | (17,371) |
Cash flows from financing activities | ||
Repayments of line of credit | (15,000) | 0 |
Proceeds from exercise of stock options | 27 | 29 |
Proceeds from employee stock purchase plan | 1,238 | 1,427 |
Employee taxes paid related to the net share settlement of stock-based awards | (1,748) | (1,369) |
Net cash (used in) provided by financing activities | (15,483) | 87 |
Net increase (decrease) in cash, cash equivalents and restricted cash | 31,135 | (2,706) |
Cash, cash equivalents and restricted cash | ||
Beginning of period | 53,695 | 79,917 |
Cash and cash equivalents | 80,873 | 74,365 |
Restricted Cash | 3,957 | 2,846 |
End of period | $ 84,830 | $ 77,211 |
Nature of Operations and Summar
Nature of Operations and Summary of Significant Accounting Policies | 6 Months Ended |
Jun. 30, 2024 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Nature of Operations and Summary of Significant Accounting Policies | Nature of Operations and Summary of Significant Accounting Policies Nature of Operations Sprout Social, Inc. (“Sprout Social” or the “Company”), a Delaware corporation, began operating on April 21, 2010 to design, develop and operate a web-based comprehensive social media management tool enabling companies to manage and measure their online presence. Customers access their accounts online via a web-based interface or a mobile application. Some customers also purchase the Company’s professional services, which primarily consist of consulting and training services. The Company’s fiscal year end is December 31. The Company’s customers are primarily located throughout the United States, and a portion of customers are located in foreign countries. The Company is headquartered in Chicago, Illinois. Principles of Consolidation and Basis of Presentation The unaudited condensed consolidated financial statements and accompanying notes were prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) and the applicable regulations of the United States Securities and Exchange Commission (“SEC”) regarding interim financial reporting. The Company has prepared the unaudited condensed consolidated financial statements on a basis substantially consistent with the audited consolidated financial statements of the Company as of and for the year ended December 31, 2023, and these unaudited condensed consolidated financial statements include all normal recurring adjustments necessary for a fair statement of the results of the interim periods presented but are not necessarily indicative of the results of operations to be anticipated for the full year or any future period. The consolidated balance sheet as of December 31, 2023 included herein was derived from the audited consolidated financial statements as of that date but does not include all disclosures including certain disclosures required by GAAP on an annual basis. The unaudited condensed consolidated financial statements include the accounts of the Company and its wholly owned subsidiaries. All significant intercompany transactions and balances have been eliminated in consolidation. The unaudited condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements and notes included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2023, filed with the SEC on February 23, 2024. Use of Estimates The preparation of financial statements in conformity with GAAP requires management to make estimates, judgments and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting periods. The Company bases its estimates on historical experience and on other assumptions that its management believes are reasonable under the circumstances. Actual results could differ from those estimates. The Company’s estimates and judgments include, but are not limited to, the estimated period of benefit for incremental costs of obtaining a contract with a customer, the incremental borrowing rate for operating leases, calculation of allowance for credit losses, valuation of assets and liabilities acquired as part of business combinations, useful lives of long-lived assets, stock-based compensation, income taxes, commitments and contingencies and litigation, among others. The Company is not aware of any events or circumstances that would require an update to its estimates and judgments or a revision of the carrying value of its assets or liabilities as of August 2, 2024, the date of issuance of this Quarterly Report on Form 10-Q. Actual results could differ from those estimates. Summary of Significant Accounting Policies The Company’s significant accounting policies are discussed in Note 1 - “Nature of Operations and Summary of Significant Accounting Policies” in the Notes to Consolidated Financial Statements as of and for the year ended December 31, 2023 included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2023, filed with the SEC on February 23, 2024. There have been no significant changes to these policies during the six months ended June 30, 2024, except as noted below. Sales Commissions Sales commissions earned by our sales force are considered incremental costs of obtaining a contract with a customer. Sales commissions are paid on initial contracts with new customers and for expansion of contracts with existing customers. Commissions are not paid on customer renewals. Sales commissions are deferred and amortized on a straight-line basis over a period of benefit. The Company has historically estimated such period of benefit to be three years. On an annual basis, the Company assesses the expected period of benefit by taking into consideration the products sold, mix of customers, expected customer life, expected contract renewals, technology life cycle and other factors. Based on the assessment performed during the first quarter of 2024, the Company updated the period of benefit from three years to five years. This change in accounting estimate was effective January 1, 2024 and is being accounted for prospectively in the condensed consolidated financial statements. For the three and six months ended June 30, 2024, the change in amortization period resulted in a $3.9 million and $8.1 million reduction to sales and marketing expense, respectively, or an increase of $0.07 and $0.14 per share basic and diluted, respectively. The effects of this change in estimate were calculated based on the carrying value of deferred commissions as of December 31, 2023. |
Revenue Recognition
Revenue Recognition | 6 Months Ended |
Jun. 30, 2024 | |
Revenue from Contract with Customer [Abstract] | |
Revenue Recognition | Revenue Recognition Disaggregation of Revenue The Company provides disaggregation of revenue based on geographic region in Note 8 - “Segment and Geographic Data” of the Notes to the Financial Statements (Part I, Item 1 of this Quarterly Report) and based on the subscription versus professional services and other classification on the condensed consolidated statements of operations, as it believes these best depict how the nature, amount, timing and uncertainty of revenue and cash flows are affected by economic factors. Deferred Revenue Deferred revenue is recorded upon establishment of unconditional right to payment under non-cancellable contracts and is recognized as the revenue recognition criteria are met. The Company generally invoices customers in advance in monthly, quarterly, semi-annual and annual installments. The deferred revenue balance is influenced by several factors, including the compounding effects of renewals, invoice duration, timing and size. The amount of revenue recognized during the three months ended June 30, 2024 and 2023 that was included in deferred revenue at the beginning of each period was $67.4 million and $50.2 million, respectively. The amount of revenue recognized during the six months ended June 30, 2024 and 2023 that was included in deferred revenue at the beginning of each period was $101.9 million and $71.1 million, respectively. As of June 30, 2024, including amounts already invoiced and amounts contracted but not yet invoiced, $295.1 million of revenue is expected to be recognized from remaining performance obligations, of which 72% is expected to be recognized in the next 12 months, with the remainder thereafter. |
Operating Leases
Operating Leases | 6 Months Ended |
Jun. 30, 2024 | |
Leases [Abstract] | |
Operating Leases | Operating Leases The Company has operating lease agreements for offices in Chicago, Illinois; Seattle, Washington; Santa Monica, California; and Dublin, Ireland. The Chicago lease expires in January 2028, the Seattle lease expires in January 2031, the Santa Monica lease expires in January 2025, and the Dublin lease expires in June 2025. These operating leases require escalating monthly rental payments ranging from approximately $14,000 to $280,000. Under the terms of the lease agreements, the Company is also responsible for its proportionate share of taxes and operating costs, which are treated as variable lease costs. The Company’s operating leases typically contain options to extend or terminate the term of the lease. The Company currently does not include any options to extend leases in its lease terms as it is not reasonably certain to exercise them. As such, it has recorded lease obligations only through the initial optional termination dates above. The following table provides a summary of operating lease assets and liabilities as of June 30, 2024 (in thousands): Assets Operating lease right-of-use assets $ 7,844 Liabilities Operating lease liabilities 4,003 Operating lease liabilities, non-current 13,071 Total operating lease liabilities $ 17,074 The following table provides information about leases on the condensed consolidated statements of operations (in thousands): Three Months Ended June 30, Six Months Ended June 30, 2024 2023 2024 2023 Operating lease expense $ 686 $ 649 $ 1,374 $ 1,297 Variable lease expense 856 893 1,712 1,786 Within the condensed consolidated statements of operations, operating and variable lease expense are recorded in General and administrative expenses. Cash payments related to operating leases for the six months ended June 30, 2024 and 2023 were $4.1 million and $4.1 million, respectively. As of June 30, 2024, the weighted-average remaining lease term is 4.5 years and the weighted-average discount rate is 5.5%. Remaining maturities of operating lease liabilities as of June 30, 2024 are as follows (in thousands): Years ending December 31, 2024 $ 2,436 2025 4,494 2026 4,298 2027 4,392 2028 1,277 Thereafter 2,326 Total future minimum lease payments $ 19,223 Less: imputed interest (2,149) Total operating lease liabilities $ 17,074 |
Income Taxes
Income Taxes | 6 Months Ended |
Jun. 30, 2024 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes The provision for income taxes for interim periods is generally determined using an estimate of the Company’s annual effective tax rate, excluding jurisdictions for which no tax benefit can be recognized due to valuation allowances. The Company’s effective tax rate differs from the U.S. federal statutory rate primarily due to a valuation allowance related to the Company’s federal and state deferred tax assets. There is no provision for domestic income taxes because the Company has historically incurred operating losses and maintains a full valuation allowance against its net deferred tax assets. For the six months ended June 30, 2024, the Company recognized an immaterial provision related to foreign income taxes. The Company assesses all available positive and negative evidence to evaluate the realizability of its deferred tax assets and whether or not a valuation allowance is necessary. The Company’s three-year cumulative loss position was significant negative evidence in assessing the need for a valuation allowance. The weight given to positive and negative evidence is commensurate with the extent such evidence may be objectively verified. Given the weight of objectively verifiable historical losses from operations, the Company has recorded a full valuation allowance on its deferred tax assets. The Company may be able to reverse the valuation allowance when sufficient positive evidence exists to support the reversal of the valuation allowance. |
Revolving Line of Credit
Revolving Line of Credit | 6 Months Ended |
Jun. 30, 2024 | |
Debt Disclosure [Abstract] | |
Revolving Line of Credit | Revolving Line of Credit On August 1, 2023, the Company entered into a Credit Agreement (the “Credit Agreement”) by and among the Company, the banks and other financial institutions or entities party thereto as lenders and MUFG Bank, LTD. as administrative agent and collateral agent. The Credit Agreement provides for a $100 million senior secured revolving credit facility (the “Facility”), maturing on August 1, 2028. Borrowings under the Facility may be used to finance acquisitions and other investments permitted under the terms of the Credit Agreement, to pay related fees and expenses and for general corporate purposes. At June 30, 2024, the Company had an outstanding balance of $40.0 million under the Facility. Borrowings under the Facility may be designated as SOFR Loans or ABR Loans (each as defined in the Credit Agreement), subject to certain terms and conditions under the Credit Agreement, and bear interest at a rate of either (i) SOFR (subject to a 1.0% floor), plus 0.10%, plus a margin ranging from 2.75% to 3.25% based on the Company’s liquidity or (ii) ABR (subject to a 2.0% floor) plus a margin ranging from 1.75% to 2.25% based on the Company’s liquidity. The Facility also includes a quarterly commitment fee on the unused portion of the Facility of 0.30% or 0.35% based on the Company’s liquidity. For the six months ended June 30, 2024, the borrowings under the Facility were designated as SOFR Loans and the weighted average interest rate in effect for the outstanding balance was approximately 8.18%. Debt issuance costs associated with the Facility were recorded to Other assets, net within the condensed consolidated balance sheets and are being amortized as interest expense on a straight-line basis over the term of the Facility. |
Incentive Stock Plan
Incentive Stock Plan | 6 Months Ended |
Jun. 30, 2024 | |
Share-Based Payment Arrangement [Abstract] | |
Incentive Stock Plan | Incentive Stock Plan Stock-based compensation expense is included in the unaudited condensed consolidated statements of operations as follows: Three Months Ended June 30, Six Months Ended June 30, 2024 2023 2024 2023 (in thousands) Cost of revenue $ 906 $ 857 $ 1,831 $ 1,358 Research and development 6,036 4,327 11,486 7,929 Sales and marketing 8,189 7,206 15,565 13,776 General and administrative 5,467 3,986 9,782 6,969 Total stock-based compensation $ 20,598 $ 16,376 $ 38,664 $ 30,032 |
Commitments and Contingencies
Commitments and Contingencies | 6 Months Ended |
Jun. 30, 2024 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies Contractual Obligations The Company has non-cancellable minimum guaranteed purchase commitments for primarily data and services. Material contractual commitments as of June 30, 2024 that are not disclosed elsewhere are as follows (in thousands): Years ending December 31, 2024 $ 4,546 2025 6,498 2026 2,366 2027 378 2028 — Thereafter — Total contractual obligations $ 13,788 Legal Matters From time to time in the normal course of business, the Company may be subject to various legal matters such as threatened or pending claims or proceedings. Beginning on May 13, 2024, the Company and certain of its executives were named in two putative securities fraud class action cases filed in the United States District Court for the Northern District of Illinois asserting claims under Sections 10(b) and 20(a) of the Exchange Act and SEC Rule 10b-5. The first action, captioned Richard Munch v. Sprout Social, Inc., et al. (the “Munch Action”), was filed on May 13, 2024 and alleges that the defendants made false or misleading statements and omissions of fact relating to the Company’s business, operations and prospects, including (i) purported integration challenges arising from the Company’s August 2023 acquisition of Tagger Media, Inc., (ii) the Company’s ability to service (and the viability of its strategic plan to focus on) the enterprise market, and (iii) as a result, the Company’s financial guidance. The plaintiff in the Munch Action seeks damages and costs on behalf of a putative class of Company stockholders and alleges a class period beginning on November 3, 2023 and ending on May 2, 2024. The second case, captioned City of Hollywood Police Officers’ Retirement System v. Sprout Social, Inc., et al. (the “City of Hollywood Action” and, together with the Munch Action, the “Securities Actions”) was filed on July 2, 2024. It asserts claims under the same statutory provisions based on substantially similar allegations of misconduct as the Munch Action, but alleges a class period beginning on November 3, 2021 and ending on May 2, 2024. On July 12, 2024, three purported Company stockholders, including the named plaintiffs in the Securities Actions, filed motions to consolidate the Securities Actions and for appointment as lead plaintiff under the Private Securities Litigation Reform Act of 1995. Those motions remain pending. Based on a scheduling order entered by the Court in the first-filed Munch Action, the appointed lead plaintiff will have sixty days following a ruling on these motions to file a consolidated amended and/or consolidated complaint, after which Defendants will have sixty days to respond. The Company intends to vigorously defend against the claims asserted in the Securities Actions. The outcomes of these actions are subject to inherent uncertainties, and the actual defense and disposition costs will depend upon many unknown factors. The Company could be forced to expend significant resources in the defense of these actions and may not prevail. The Company currently is not able to estimate the possible cost from these matters, as these actions are currently at an early stage, and the Company cannot be certain how long it may take to resolve these actions or the possible amount of any damages that the Company may be required to pay. Such amounts could be material to the Company’s financial statements. The Company has not established any reserve for any potential liability relating to these actions. It is possible that the Company could, in the future, incur judgments or enter into settlements of claims for monetary damages. Indemnification In the ordinary course of business, the Company often includes standard indemnification provisions in its arrangements with third parties, including vendors, customers, investors, and the Company’s directors and officers. Pursuant to these provisions, the Company may be obligated to indemnify such parties for losses or claims suffered or incurred. It is not possible to determine the maximum potential loss under these indemnification provisions due to the Company’s limited history of prior indemnification claims and the unique facts and circumstances involved in each particular provision. There were no material obligations under such indemnification agreements as of and for the period ended June 30, 2024. |
Segment and Geographic Data
Segment and Geographic Data | 6 Months Ended |
Jun. 30, 2024 | |
Segment Reporting [Abstract] | |
Segment and Geographic Data | Segment and Geographic Data The Company operates as one operating segment. The Company’s chief operating decision maker (“CODM”) is its chief executive officer, who reviews financial information for purposes of making operating decisions, assessing financial performance and allocating resources. The Company’s CODM evaluates financial information on a consolidated basis. As the Company operates as one operating segment, all required segment financial information is found in the condensed consolidated financial statements. Long-lived assets by geographical region are based on the location of the legal entity that owns the assets. As of June 30, 2024 and December 31, 2023, there were no significant long-lived assets held by entities outside of the United States. Revenue by geographical region is determined by location of the Company’s customers. Revenue from customers outside of the United States was approximately 27% and 28% for each of the six months ended June 30, 2024 and 2023, respectively. Revenue by geographical region is as follows (in thousands): Three Months Ended June 30, Six Months Ended June 30, 2024 2023 2024 2023 Americas $ 78,830 $ 62,312 $ 155,500 $ 121,423 EMEA 15,646 13,054 31,017 25,554 Asia Pacific 4,920 3,949 9,663 7,550 Total $ 99,396 $ 79,315 $ 196,180 $ 154,527 |
Net Loss per Share
Net Loss per Share | 6 Months Ended |
Jun. 30, 2024 | |
Earnings Per Share [Abstract] | |
Net Loss per Share | Net Loss per Share Basic net loss per share is calculated by dividing the net loss by the weighted average number of outstanding shares of common stock for each period. Diluted net loss per share is calculated by giving effect to all potential dilutive common stock equivalents, which includes stock options and restricted stock units. Because the Company incurred net losses each period, the basic and diluted calculations are the same. Basic and diluted net loss per share are the same for each class of common stock, as both Class A and Class B stockholders are entitled to the same liquidation and dividend rights. The following table presents the calculation for basic and diluted net loss per share (in thousands, except share and per share data): Three Months Ended June 30, Six Months Ended June 30, 2024 2023 2024 2023 Net loss attributable to common shareholders $ (16,892) $ (13,085) $ (30,467) $ (23,337) Weighted average common shares outstanding 56,699,148 55,499,399 56,521,490 55,331,151 Net loss per share, basic and diluted $ (0.30) $ (0.24) $ (0.54) $ (0.42) The following outstanding shares of common stock equivalents were excluded from the calculation of diluted net loss per share for each period, as the impact of including them would have been anti-dilutive. June 30, 2024 2023 Stock options outstanding 2,010 27,010 RSUs outstanding 4,763,867 3,651,744 Total potentially dilutive shares 4,765,877 3,678,754 |
Fair Value Measurements
Fair Value Measurements | 6 Months Ended |
Jun. 30, 2024 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | Fair Value Measurements The Company measures certain financial assets at fair value. Fair value is determined based upon the exit price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants, as determined by either the principal market or the most advantageous market. Inputs used in the valuation techniques to derive fair values are classified based on a three-level hierarchy, as follows: • Level 1: Quoted prices in active markets for identical assets or liabilities. • Level 2: Observable inputs, other than Level 1 prices, such as quoted prices for similar assets or liabilities, quoted prices in markets that are not active, or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities. • Level 3: Unobservable inputs that are supported by little or no market activity. The following tables present information about the Company’s financial assets that are measured at fair value and indicate the fair value hierarchy of the valuation inputs used (in thousands): June 30, 2024 Level 1 Level 2 Level 3 Total Marketable Securities: Corporate bonds $ — $ 11,535 $ — $ 11,535 U.S. agency securities — 798 — 798 Total assets $ — $ 12,333 $ — $ 12,333 December 31, 2023 Level 1 Level 2 Level 3 Total Marketable Securities: Commercial paper $ — $ 33,287 $ — $ 33,287 Corporate bonds — 9,906 — 9,906 U.S. Treasury securities — 495 — 495 U.S. agency securities — 4,289 — 4,289 Asset-backed securities — 367 — 367 Total assets $ — $ 48,344 $ — $ 48,344 Marketable securities are classified within Level 2 because they are valued using inputs other than quoted prices that are directly or indirectly observable in the market. The carrying amounts of certain financial instruments, including cash held in banks, cash equivalents, restricted cash, accounts receivable, accounts payable and accrued liabilities, approximate fair value due to their short-term maturities and are excluded from the fair value tables above. For the periods presented, the Company held investment-grade marketable securities which were accounted for as available-for-sale securities. As of June 30, 2024 and December 31, 2023, there was not a significant difference between the amortized cost and fair value of these securities. The gross unrealized gains and losses associated with these securities were immaterial in the periods presented. The following table classifies our marketable securities by contractual maturity (in thousands): June 30, 2024 December 31, 2023 Due in one year or less $ 12,333 $ 44,645 Due after one year and within two years — 3,699 Total $ 12,333 $ 48,344 |
Business Combinations
Business Combinations | 6 Months Ended |
Jun. 30, 2024 | |
Business Combination, Asset Acquisition, and Joint Venture Formation [Abstract] | |
Business Combinations | Business Combinations Tagger Media, Inc. On August 2, 2023, the Company completed its acquisition of all the outstanding equity of Tagger, an influencer marketing and social intelligence platform. The Company acquired Tagger in order to expand into the influencer marketing category. Tagger’s platform enables marketers to discover influencers, plan and manage campaigns, analyze competitor strategies, report on trends and measure return on investment. The Company acquired Tagger for a total final purchase consideration of $144 million in cash, which incorporates the impact of various customary adjustments such as working capital, cash and indebtedness. The Company funded the purchase consideration with a combination of cash on hand and $75 million borrowed under the Facility further described in Note 5 - “Revolving Line of Credit” of the Notes to the Financial Statements (Part I, Item 1 of this Quarterly Report). The excess of purchase consideration over the fair value of net assets acquired was recorded as goodwill, and is primarily attributable to expanded market opportunities from integrating the acquired developed technologies with the Company’s offerings. The goodwill is not deductible for income tax purposes. The fair values of the tangible and identifiable intangible assets acquired and liabilities assumed are based on management’s estimates and assumptions. The allocation of fair value of purchase consideration was finalized in the second quarter of 2024. The following table summarizes the fair values of assets acq uired and liabilities assumed as of the date of acquisition (in thousands): August 2, 2023 Cash and cash equivalents $ 4,648 Accounts receivable 2,979 Other current and noncurrent assets 932 Intangible assets 27,800 Accounts payable, accrued expenses and other liabilities (1,758) Deferred revenue (3,243) Net assets acquired, excluding Goodwill 31,358 Goodwill 112,405 Total consideration $ 143,763 Cash and cash equivalents acquired (4,648) Cash paid for acquisition of business, net of cash acquired $ 139,115 The Company engaged a third-party valuation expert to aid its analysis of the acquired identifiable intangible assets. All estimates, key assumptions and forecasts were either provided by or reviewed by the Company. While the Company chose to utilize a third-party valuation expert for assistance, the fair value analysis and related valuations reflect the conclusions of management and not those of any third party. The fair values of the acquired technology and the trademark identified intangible assets were determined utilizing the relief from royalty method under the income approach. The fair values of the customer relationships were valued using the multi-period excess-earnings method. The Company applied judgment which involved the use of assumptions with respect to revenue growth rates, customer attrition rate, discount rate, royalty rate, obsolescence rate and total operating expenses. Acquired intangible assets are being amortized over the estimated useful lives on a straight-line basis. The following table summarizes the estimated fair values (in thousands) and estimated useful lives for the identifiable intangible assets acquired as of the acquisition date: Fair Value Expected Useful Life Customer Relationships $ 12,400 7 years Acquired Technology 14,100 5 years Trademark 1,300 5 years $ 27,800 The Company has included the financial results of Tagger in its condensed consolidated financial statements from the date of acquisition. Separate financial results and pro forma financial information for Tagger have not been presented as the effect of this acquisition was not material to the Company’s financial results. Repustate, Inc. On January 19, 2023, the Company completed the acquisition of all the outstanding equity of Repustate, Inc. The acquisition has increased the Company’s power, breadth and automation of social listening, messaging, and customer care capabilities with added sentiment analysis, natural language processing (NLP) and artificial-intelligence (AI). The total final purchase consideration for the acquisition was $8.3 million, consisting of approximately $6.8 million in cash paid at the closing of the acquisition and a holdback of $1.5 million in cash to be paid as purchase consideration after the one-year anniversary of the closing of the acquisition, assuming no claims by the Company against the holdback amount for post-closing purchase price adjustments or indemnification matters. The purchase price holdback was paid in full in January 2024. The excess of purchase consideration over the fair value of net assets acquired was recorded as goodwill, and is primarily attributable to expected post-acquisition synergies from integrating the technology into Sprout’s platform. The goodwill is not deductible for income tax purposes. The fair values of the tangible and identifiable intangible assets acquired and liabilities assumed are based on management’s estimates and assumptions. The allocation of fair value of purchase consideration was finalized in the fourth quarter of 2023. The following table summarizes the fair values of assets acq uired and liabilities assumed as of the date of acquisition (in thousands): January 19, 2023 Cash and cash equivalents $ 366 Intangible assets 1,800 Deferred tax liability (477) Other net tangible assets and liabilities assumed (4) Net assets acquired, excluding Goodwill 1,685 Goodwill 6,611 Total consideration $ 8,296 Deferred consideration related to holdback (1,498) Cash and cash equivalents acquired (366) Cash paid for acquisition of business, net of cash acquired $ 6,432 The following table summarizes the estimated fair values (in thousands) and estimated useful lives for the identifiable intangible assets acquired as of the acquisition date: Fair Value Expected Useful Life Customer Relationships $ 200 1 year Acquired Technology 1,600 5 years $ 1,800 The Company has included the financial results of Repustate in its condensed consolidated financial statements from the date of acquisition. Separate financial results and pro forma financial information for Repustate have not been presented as the effect of this acquisition was not material to the Company’s financial results. |
Pay vs Performance Disclosure
Pay vs Performance Disclosure - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
Pay vs Performance Disclosure | ||||
Net loss | $ (16,892) | $ (13,085) | $ (30,467) | $ (23,337) |
Insider Trading Arrangements
Insider Trading Arrangements | 3 Months Ended |
Jun. 30, 2024 | |
Trading Arrangements, by Individual | |
Rule 10b5-1 Arrangement Adopted | false |
Rule 10b5-1 Arrangement Terminated | false |
Nature of Operations and Summ_2
Nature of Operations and Summary of Significant Accounting Policies (Policies) | 6 Months Ended |
Jun. 30, 2024 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis of Presentation | The unaudited condensed consolidated financial statements and accompanying notes were prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) and the applicable regulations of the United States Securities and Exchange Commission (“SEC”) regarding interim financial reporting. The Company has prepared the unaudited condensed consolidated financial statements on a basis substantially consistent with the audited consolidated financial statements of the Company as of and for the year ended December 31, 2023, and these unaudited condensed consolidated financial statements include all normal recurring adjustments necessary for a fair statement of the results of the interim periods presented but are not necessarily indicative of the results of operations to be anticipated for the full year or any future period. The consolidated balance sheet as of December 31, 2023 included herein was derived from the audited consolidated financial statements as of that date but does not include all disclosures including certain disclosures required by GAAP on an annual basis. The unaudited condensed consolidated financial statements include the accounts of the Company and its wholly owned subsidiaries. |
Principles of Consolidation | All significant intercompany transactions and balances have been eliminated in consolidation. |
Use of Estimates | The preparation of financial statements in conformity with GAAP requires management to make estimates, judgments and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting periods. The Company bases its estimates on historical experience and on other assumptions that its management believes are reasonable under the circumstances. Actual results could differ from those estimates. The Company’s estimates and judgments include, but are not limited to, the estimated period of benefit for incremental costs of obtaining a contract with a customer, the incremental borrowing rate for operating leases, calculation of allowance for credit losses, valuation of assets and liabilities acquired as part of business combinations, useful lives of long-lived assets, stock-based compensation, income taxes, commitments and contingencies and litigation, among others. The Company is not aware of any events or circumstances that would require an update to its estimates and judgments or a revision of the carrying value of its assets or liabilities as of August 2, 2024, the date of issuance of this Quarterly Report on Form 10-Q. Actual results could differ from those estimates. |
Sales Commissions | Sales commissions earned by our sales force are considered incremental costs of obtaining a contract with a customer. Sales commissions are paid on initial contracts with new customers and for expansion of contracts with existing customers. Commissions are not paid on customer renewals. Sales commissions are deferred and amortized on a straight-line basis over a period of benefit. The Company has historically estimated such period of benefit to be three years. On an annual basis, the Company assesses the expected period of benefit by taking into consideration the products sold, mix of customers, expected customer life, expected contract renewals, technology life cycle and other factors. Based on the assessment performed during the first quarter of 2024, the Company updated the period of benefit from three years to five years. This change in accounting estimate was effective January 1, 2024 and is being accounted for prospectively in the condensed consolidated financial statements. For the three and six months ended June 30, 2024, the change in amortization period resulted in a $3.9 million and $8.1 million reduction to sales and marketing expense, respectively, or an increase of $0.07 and $0.14 per share basic and diluted, respectively. The effects of this change in estimate were calculated based on the carrying value of deferred commissions as of December 31, 2023. |
Deferred Revenue | Deferred revenue is recorded upon establishment of unconditional right to payment under non-cancellable contracts and is recognized as the revenue recognition criteria are met. The Company generally invoices customers in advance in monthly, quarterly, semi-annual and annual installments. The deferred revenue balance is influenced by several factors, including the compounding effects of renewals, invoice duration, timing and size. |
Operating Leases (Tables)
Operating Leases (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Leases [Abstract] | |
Summary of operating lease assets and liabilities | The following table provides a summary of operating lease assets and liabilities as of June 30, 2024 (in thousands): Assets Operating lease right-of-use assets $ 7,844 Liabilities Operating lease liabilities 4,003 Operating lease liabilities, non-current 13,071 Total operating lease liabilities $ 17,074 |
Schedule of lease cost | The following table provides information about leases on the condensed consolidated statements of operations (in thousands): Three Months Ended June 30, Six Months Ended June 30, 2024 2023 2024 2023 Operating lease expense $ 686 $ 649 $ 1,374 $ 1,297 Variable lease expense 856 893 1,712 1,786 |
Schedule of remaining maturities of operating lease liabilities | Remaining maturities of operating lease liabilities as of June 30, 2024 are as follows (in thousands): Years ending December 31, 2024 $ 2,436 2025 4,494 2026 4,298 2027 4,392 2028 1,277 Thereafter 2,326 Total future minimum lease payments $ 19,223 Less: imputed interest (2,149) Total operating lease liabilities $ 17,074 |
Incentive Stock Plan (Tables)
Incentive Stock Plan (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Share-Based Payment Arrangement [Abstract] | |
Schedule of stock-based compensation expense | Stock-based compensation expense is included in the unaudited condensed consolidated statements of operations as follows: Three Months Ended June 30, Six Months Ended June 30, 2024 2023 2024 2023 (in thousands) Cost of revenue $ 906 $ 857 $ 1,831 $ 1,358 Research and development 6,036 4,327 11,486 7,929 Sales and marketing 8,189 7,206 15,565 13,776 General and administrative 5,467 3,986 9,782 6,969 Total stock-based compensation $ 20,598 $ 16,376 $ 38,664 $ 30,032 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Commitments and Contingencies Disclosure [Abstract] | |
Schedule of contractual commitments | Material contractual commitments as of June 30, 2024 that are not disclosed elsewhere are as follows (in thousands): Years ending December 31, 2024 $ 4,546 2025 6,498 2026 2,366 2027 378 2028 — Thereafter — Total contractual obligations $ 13,788 |
Segment and Geographic Data (Ta
Segment and Geographic Data (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Segment Reporting [Abstract] | |
Schedule of revenue by geographical region | Revenue by geographical region is as follows (in thousands): Three Months Ended June 30, Six Months Ended June 30, 2024 2023 2024 2023 Americas $ 78,830 $ 62,312 $ 155,500 $ 121,423 EMEA 15,646 13,054 31,017 25,554 Asia Pacific 4,920 3,949 9,663 7,550 Total $ 99,396 $ 79,315 $ 196,180 $ 154,527 |
Net Loss per Share (Tables)
Net Loss per Share (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Earnings Per Share [Abstract] | |
Schedule of basic and diluted net loss per share | The following table presents the calculation for basic and diluted net loss per share (in thousands, except share and per share data): Three Months Ended June 30, Six Months Ended June 30, 2024 2023 2024 2023 Net loss attributable to common shareholders $ (16,892) $ (13,085) $ (30,467) $ (23,337) Weighted average common shares outstanding 56,699,148 55,499,399 56,521,490 55,331,151 Net loss per share, basic and diluted $ (0.30) $ (0.24) $ (0.54) $ (0.42) |
Schedule of shares excluded from the calculation of diluted net loss per share | The following outstanding shares of common stock equivalents were excluded from the calculation of diluted net loss per share for each period, as the impact of including them would have been anti-dilutive. June 30, 2024 2023 Stock options outstanding 2,010 27,010 RSUs outstanding 4,763,867 3,651,744 Total potentially dilutive shares 4,765,877 3,678,754 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Fair Value Disclosures [Abstract] | |
Schedule of financial assets measured at fair value | The following tables present information about the Company’s financial assets that are measured at fair value and indicate the fair value hierarchy of the valuation inputs used (in thousands): June 30, 2024 Level 1 Level 2 Level 3 Total Marketable Securities: Corporate bonds $ — $ 11,535 $ — $ 11,535 U.S. agency securities — 798 — 798 Total assets $ — $ 12,333 $ — $ 12,333 December 31, 2023 Level 1 Level 2 Level 3 Total Marketable Securities: Commercial paper $ — $ 33,287 $ — $ 33,287 Corporate bonds — 9,906 — 9,906 U.S. Treasury securities — 495 — 495 U.S. agency securities — 4,289 — 4,289 Asset-backed securities — 367 — 367 Total assets $ — $ 48,344 $ — $ 48,344 |
Investments Classified by Contractual Maturity Date | The following table classifies our marketable securities by contractual maturity (in thousands): June 30, 2024 December 31, 2023 Due in one year or less $ 12,333 $ 44,645 Due after one year and within two years — 3,699 Total $ 12,333 $ 48,344 |
Business Combinations (Tables)
Business Combinations (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Business Combination, Asset Acquisition, and Joint Venture Formation [Abstract] | |
Schedule of Recognized Identified Assets Acquired and Liabilities Assumed | The following table summarizes the fair values of assets acq uired and liabilities assumed as of the date of acquisition (in thousands): August 2, 2023 Cash and cash equivalents $ 4,648 Accounts receivable 2,979 Other current and noncurrent assets 932 Intangible assets 27,800 Accounts payable, accrued expenses and other liabilities (1,758) Deferred revenue (3,243) Net assets acquired, excluding Goodwill 31,358 Goodwill 112,405 Total consideration $ 143,763 Cash and cash equivalents acquired (4,648) Cash paid for acquisition of business, net of cash acquired $ 139,115 The following table summarizes the fair values of assets acq uired and liabilities assumed as of the date of acquisition (in thousands): January 19, 2023 Cash and cash equivalents $ 366 Intangible assets 1,800 Deferred tax liability (477) Other net tangible assets and liabilities assumed (4) Net assets acquired, excluding Goodwill 1,685 Goodwill 6,611 Total consideration $ 8,296 Deferred consideration related to holdback (1,498) Cash and cash equivalents acquired (366) Cash paid for acquisition of business, net of cash acquired $ 6,432 |
Schedule of Acquired Finite-Lived Intangible Assets by Major Class | The following table summarizes the estimated fair values (in thousands) and estimated useful lives for the identifiable intangible assets acquired as of the acquisition date: Fair Value Expected Useful Life Customer Relationships $ 12,400 7 years Acquired Technology 14,100 5 years Trademark 1,300 5 years $ 27,800 The following table summarizes the estimated fair values (in thousands) and estimated useful lives for the identifiable intangible assets acquired as of the acquisition date: Fair Value Expected Useful Life Customer Relationships $ 200 1 year Acquired Technology 1,600 5 years $ 1,800 |
Schedule of Goodwill | The changes in the carrying amount of goodwill during the six months ended June 30, 2024 were as follows (in thousands): Goodwill balance as of December 31, 2023 $ 121,404 Purchase price allocation adjustment (Tagger) (89) Goodwill balance as of June 30, 2024 $ 121,315 |
Nature of Operations and Summ_3
Nature of Operations and Summary of Significant Accounting Policies (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||||
Sales and marketing | $ 46,194 | $ 39,307 | $ 90,734 | $ 76,212 |
Reduction in sales and marketing expense | $ 3,900 | $ 8,100 | ||
Benefit to Net Loss Per Share | $ 0.07 | $ 0.14 |
Revenue Recognition (Details)
Revenue Recognition (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
Revenue from Contract with Customer [Abstract] | ||||
Revenue recognized previously deferred | $ 67.4 | $ 50.2 | $ 101.9 | $ 71.1 |
Revenue expected to be recognized | $ 295.1 | $ 295.1 | ||
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2024-04-01 | ||||
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | ||||
Revenue expected to be recognized, percentage | 72% | 72% | ||
Revenue, remaining performance obligation, period | 12 months | 12 months |
Operating Leases - Narrative (D
Operating Leases - Narrative (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
Lessee, Lease, Description [Line Items] | ||||
Monthly rental payments | $ 686 | $ 649 | $ 1,374 | $ 1,297 |
Payments related to operating leases | $ 4,100 | $ 4,100 | ||
Weighted-average remaining lease term | 4 years 6 months | 4 years 6 months | ||
Weighted-average discount rate | 5.50% | 5.50% | ||
Minimum | ||||
Lessee, Lease, Description [Line Items] | ||||
Monthly rental payments | $ 14 | |||
Maximum | ||||
Lessee, Lease, Description [Line Items] | ||||
Monthly rental payments | $ 280 |
Operating Leases - Summary of o
Operating Leases - Summary of operating lease assets and liabilities (Details) - USD ($) $ in Thousands | Jun. 30, 2024 | Dec. 31, 2023 |
Leases [Abstract] | ||
Operating lease, right-of-use assets | $ 7,844 | $ 8,729 |
Operating lease liabilities | 4,003 | 3,948 |
Operating lease liabilities, net of current portion | 13,071 | $ 15,083 |
Total operating lease liabilities | $ 17,074 |
Operating Leases - Lease cost (
Operating Leases - Lease cost (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
Leases [Abstract] | ||||
Monthly rental payments | $ 686 | $ 649 | $ 1,374 | $ 1,297 |
Variable lease expense | $ 856 | $ 893 | $ 1,712 | $ 1,786 |
Operating Leases - Remaining ma
Operating Leases - Remaining maturities of operating lease liabilities (Details) $ in Thousands | Jun. 30, 2024 USD ($) |
Leases [Abstract] | |
2024 | $ 2,436 |
2025 | 4,494 |
2026 | 4,298 |
2027 | 4,392 |
2028 | 1,277 |
Thereafter | 2,326 |
Total future minimum lease payments | 19,223 |
Less: imputed interest | (2,149) |
Total operating lease liabilities | $ 17,074 |
Revolving Line of Credit (Detai
Revolving Line of Credit (Details) - USD ($) | 3 Months Ended | 6 Months Ended | ||
Aug. 01, 2023 | Jun. 30, 2024 | Jun. 30, 2024 | Dec. 31, 2023 | |
Line of Credit Facility [Line Items] | ||||
Line of Credit Facility, Maximum Borrowing Capacity | $ 100,000,000 | |||
Debt Instrument, Maturity Date, Description | August 1, 2028 | |||
Line of Credit Facility, Covenant Terms | 115 | |||
Line of Credit | ||||
Line of Credit Facility [Line Items] | ||||
Line of Credit Facility, Covenant Terms | 30 | |||
Minimum | ||||
Line of Credit Facility [Line Items] | ||||
Line of Credit Facility, Unused Capacity, Commitment Fee Percentage | 0.35% | |||
Maximum | ||||
Line of Credit Facility [Line Items] | ||||
Line of Credit Facility, Unused Capacity, Commitment Fee Percentage | 0.30% | |||
Secured Overnight Financing Rate (SOFR) | ||||
Line of Credit Facility [Line Items] | ||||
Debt Instrument, Floor Interest Rate | 1% | |||
Debt Instrument, Basis Spread on Variable Rate | 0.10% | |||
Line of Credit Facility, Interest Rate During Period | 8.18% | |||
Secured Overnight Financing Rate (SOFR) | Maximum | ||||
Line of Credit Facility [Line Items] | ||||
Debt Instrument, Basis Spread on Variable Rate | 3.25% | |||
Base Rate | ||||
Line of Credit Facility [Line Items] | ||||
Debt Instrument, Floor Interest Rate | 2% | |||
Base Rate | Minimum | Line of Credit | ||||
Line of Credit Facility [Line Items] | ||||
Debt Instrument, Basis Spread on Variable Rate | 1.75% | |||
Base Rate | Maximum | Line of Credit | ||||
Line of Credit Facility [Line Items] | ||||
Debt Instrument, Basis Spread on Variable Rate | 2.25% | |||
Line of Credit | ||||
Line of Credit Facility [Line Items] | ||||
Revolving credit facility | $ 40,000,000 | $ 40,000,000 | $ 55,000,000 | |
Line of Credit Facility, Covenant Terms | 30 million | |||
Line of Credit | Secured Overnight Financing Rate (SOFR) | Minimum | ||||
Line of Credit Facility [Line Items] | ||||
Debt Instrument, Basis Spread on Variable Rate | 2.75% |
Incentive Stock Plan (Details)
Incentive Stock Plan (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||||
Total stock-based compensation | $ 20,598 | $ 16,376 | $ 38,664 | $ 30,032 |
Cost of revenue | ||||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||||
Total stock-based compensation | 906 | 857 | 1,831 | 1,358 |
Research and development | ||||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||||
Total stock-based compensation | 6,036 | 4,327 | 11,486 | 7,929 |
Sales and marketing | ||||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||||
Total stock-based compensation | 8,189 | 7,206 | 15,565 | 13,776 |
General and administrative | ||||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||||
Total stock-based compensation | $ 5,467 | $ 3,986 | $ 9,782 | $ 6,969 |
Commitments and Contingencies_2
Commitments and Contingencies (Details) $ in Thousands | Jun. 30, 2024 USD ($) |
Commitments and Contingencies Disclosure [Abstract] | |
2024 | $ 4,546 |
2025 | 6,498 |
2026 | 2,366 |
2027 | 378 |
2028 | 0 |
Thereafter | 0 |
Total contractual obligations | $ 13,788 |
Segment and Geographic Data (De
Segment and Geographic Data (Details) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2024 USD ($) | Jun. 30, 2023 USD ($) | Jun. 30, 2024 USD ($) segment | Jun. 30, 2023 USD ($) | |
Segment Reporting [Abstract] | ||||
Number of operating segments | segment | 1 | |||
Disaggregation of Revenue [Line Items] | ||||
Total revenue | $ 99,396 | $ 79,315 | $ 196,180 | $ 154,527 |
Americas | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenue | 78,830 | 62,312 | 155,500 | 121,423 |
EMEA | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenue | 15,646 | 13,054 | 31,017 | 25,554 |
Asia Pacific | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenue | $ 4,920 | $ 3,949 | $ 9,663 | $ 7,550 |
Geographic Concentration Risk | Revenue from Contract with Customer Benchmark | Outside of the United States | ||||
Disaggregation of Revenue [Line Items] | ||||
Concentration risk percentage | 27% | 28% |
Net Loss per Share - Basic and
Net Loss per Share - Basic and diluted net loss per share (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
Earnings Per Share [Abstract] | ||||
Net loss attributable to common shareholders | $ (16,892) | $ (13,085) | $ (30,467) | $ (23,337) |
Weighted average common shares outstanding (in shares) | 56,699,148 | 55,499,399 | 56,521,490 | 55,331,151 |
Net loss per share, basic and diluted (in dollars per share) | $ (0.30) | $ (0.24) | $ (0.54) | $ (0.42) |
Net Loss per Share - Shares exc
Net Loss per Share - Shares excluded from the calculation of diluted net loss per share (Details) - shares | 6 Months Ended | |
Jun. 30, 2024 | Jun. 30, 2023 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Total potentially dilutive shares (in shares) | 4,765,877 | 3,678,754 |
Stock options outstanding | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Total potentially dilutive shares (in shares) | 2,010 | 27,010 |
RSUs outstanding | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Total potentially dilutive shares (in shares) | 4,763,867 | 3,651,744 |
Fair Value Measurements (Detail
Fair Value Measurements (Details) - USD ($) $ in Thousands | Jun. 30, 2024 | Dec. 31, 2023 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total assets | $ 12,333 | $ 48,344 |
Marketable securities | 12,333 | 44,645 |
Marketable securities, noncurrent | 0 | 3,699 |
Level 1 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total assets | 0 | 0 |
Level 2 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total assets | 12,333 | 48,344 |
Level 3 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total assets | 0 | 0 |
Commercial paper | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities | 33,287 | |
Commercial paper | Level 1 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities | 0 | |
Commercial paper | Level 2 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities | 33,287 | |
Commercial paper | Level 3 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities | 0 | |
Corporate bonds | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities | 11,535 | 9,906 |
Corporate bonds | Level 1 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities | 0 | 0 |
Corporate bonds | Level 2 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities | 11,535 | 9,906 |
Corporate bonds | Level 3 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities | 0 | 0 |
US Treasury Securities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities | 495 | |
US Treasury Securities | Level 1 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities | 0 | |
US Treasury Securities | Level 2 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities | 495 | |
US Treasury Securities | Level 3 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities | 0 | |
US Agency Securities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities | 798 | 4,289 |
US Agency Securities | Level 1 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities | 0 | 0 |
US Agency Securities | Level 2 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities | 798 | 4,289 |
US Agency Securities | Level 3 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities | $ 0 | 0 |
Asset-backed securities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities | 367 | |
Asset-backed securities | Level 1 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities | 0 | |
Asset-backed securities | Level 2 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities | 367 | |
Asset-backed securities | Level 3 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities | $ 0 |
Business Combinations - Narrati
Business Combinations - Narrative (Details) - USD ($) $ in Thousands | 6 Months Ended | 14 Months Ended | |||||
Aug. 02, 2023 | Jan. 19, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | Mar. 31, 2024 | Dec. 31, 2023 | Aug. 01, 2023 | |
Business Combination, Separately Recognized Transactions [Line Items] | |||||||
Payments for business acquisition, net of cash acquired | $ 1,409 | $ 6,432 | |||||
Line of Credit | |||||||
Business Combination, Separately Recognized Transactions [Line Items] | |||||||
Revolving credit facility | $ 40,000 | $ 55,000 | |||||
Tagger Media | |||||||
Business Combination, Separately Recognized Transactions [Line Items] | |||||||
Business Acquisition, Date of Acquisition Agreement | Aug. 02, 2023 | ||||||
Business Combination, Consideration Transferred | $ 144,000 | ||||||
Revolving credit facility | $ 75,000 | ||||||
Payments for business acquisition, net of cash acquired | $ 139,115 | ||||||
Repustate Inc. | |||||||
Business Combination, Separately Recognized Transactions [Line Items] | |||||||
Business Combination, Consideration Transferred | $ 8,300 | ||||||
Payments for business acquisition, net of cash acquired | 6,800 | $ 6,432 | |||||
Deferred Consideration Related to Holdback | $ 1,500 | $ (1,498) |
Business Combinations - Fair Va
Business Combinations - Fair Value of Assets and Liabilities Assumed (Details) - USD ($) $ in Thousands | 6 Months Ended | 14 Months Ended | ||||
Aug. 02, 2023 | Jan. 19, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | Mar. 31, 2024 | Dec. 31, 2023 | |
Schedule Of Identified Assets Acquired And Liabilities Assumed [Line Items] | ||||||
Net assets acquired, excluding Goodwill | $ 31,358 | $ 1,685 | ||||
Goodwill | $ 121,315 | $ 121,404 | ||||
Payments for business acquisition, net of cash acquired | $ 1,409 | $ 6,432 | ||||
Tagger Media | ||||||
Schedule Of Identified Assets Acquired And Liabilities Assumed [Line Items] | ||||||
Cash and cash equivalents | 4,648 | |||||
Accounts receivable | 2,979 | |||||
Other current and noncurrent assets | 932 | |||||
Intangible assets | 27,800 | |||||
Accounts payable, accrued expenses and other liabilities | (1,758) | |||||
Deferred revenue | (3,243) | |||||
Goodwill | 112,405 | |||||
Total consideration | 143,763 | |||||
Cash and cash equivalents acquired | (4,648) | |||||
Payments for business acquisition, net of cash acquired | $ 139,115 | |||||
Repustate Inc. | ||||||
Schedule Of Identified Assets Acquired And Liabilities Assumed [Line Items] | ||||||
Cash and cash equivalents | 366 | |||||
Intangible assets | 1,800 | |||||
Deferred tax liability | (477) | |||||
Other net tangible assets and liabilities assumed | (4) | |||||
Goodwill | 6,611 | |||||
Total consideration | 8,296 | |||||
Deferred Consideration Related to Holdback | 1,500 | $ (1,498) | ||||
Cash and cash equivalents acquired | (366) | |||||
Payments for business acquisition, net of cash acquired | $ 6,800 | $ 6,432 |
Business Combinations - Intangi
Business Combinations - Intangible Assets Acquired (Details) - USD ($) $ in Thousands | Aug. 02, 2023 | Jan. 19, 2023 |
Tagger Media | ||
Business Acquisition [Line Items] | ||
Fair Value | $ 27,800 | |
Tagger Media | Customer Relationships | ||
Business Acquisition [Line Items] | ||
Fair Value | $ 12,400 | |
Expected Useful Life | 7 years | |
Tagger Media | Acquired Technology | ||
Business Acquisition [Line Items] | ||
Fair Value | $ 14,100 | |
Expected Useful Life | 5 years | |
Tagger Media | Trademark | ||
Business Acquisition [Line Items] | ||
Fair Value | $ 1,300 | |
Expected Useful Life | 5 years | |
Repustate Inc. | ||
Business Acquisition [Line Items] | ||
Fair Value | $ 1,800 | |
Repustate Inc. | Customer Relationships | ||
Business Acquisition [Line Items] | ||
Fair Value | $ 200 | |
Expected Useful Life | 1 year | |
Repustate Inc. | Acquired Technology | ||
Business Acquisition [Line Items] | ||
Fair Value | $ 1,600 | |
Expected Useful Life | 5 years |
Business Combinations - Changes
Business Combinations - Changes in Goodwill (Details) - Tagger Media $ in Thousands | Aug. 02, 2023 USD ($) |
Acquired Indefinite-Lived Intangible Assets [Line Items] | |
Purchase price allocation adjustment (Tagger) | $ (89) |
Goodwill balance as of June 30, 2024 | $ 112,405 |