Urgent.ly Inc. Common Stock (ULY) 10-Q 13 Aug 24 2024 Q2 Quarterly report Financial data

Document and Entity Information

Document and Entity Information - shares	6 Months Ended
	Jun. 30, 2024	Aug. 09, 2024
Cover [Abstract]
Document Type	10-Q
Amendment Flag	false
Entity Central Index Key	0001603652
Document Period End Date	Jun. 30, 2024
Document Fiscal Year Focus	2024
Document Fiscal Period Focus	Q2
Current Fiscal Year End Date	--12-31
Entity File Number	001-41841
Entity Registrant Name	URGENT.LY INC.
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	46-2848640
Entity Address, Address Line One	8609 Westwood Center Drive
Entity Address, Address Line Two	Suite 810
Entity Address, City or Town	Vienna
Entity Address, State or Province	VA
Entity Address, Postal Zip Code	22182
City Area Code	571
Local Phone Number	350-3600
Title of 12(b) Security	Common stock, par value $0.001 per share
Trading Symbol	ULY
Security Exchange Name	NASDAQ
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Non-accelerated Filer
Entity Small Business	true
Entity Emerging Growth Company	true
Entity Ex Transition Period	false
Entity Shell Company	false
Entity Common Stock, Shares Outstanding		13,426,251
Document Quarterly Report	true
Document Transition Report	false

Condensed Consolidated Balance

Condensed Consolidated Balance Sheets (unaudited) - USD ($) $ in Thousands	Jun. 30, 2024	Dec. 31, 2023
Current assets:
Cash and cash equivalents	$ 24,483	$ 37,699
Restricted cash	315	557
Short-term deposits		10,539
Marketable securities	4,511	20,816
Accounts receivable, net of allowance for expected losses of $835 and $27 in 2024 and 2023, respectively	25,026	33,905
Prepaid expenses and other current assets	2,895	4,349
Total current assets	57,230	107,865
Right-of-use assets	2,118	2,437
Property and equipment, net of accumulated depreciation of $1,144 and $938 in 2024 and 2023, respectively	455	871
Capitalized software costs, net of accumulated amortization of $170 and $887 in 2024 and 2023, respectively	2,495
Intangible assets, net	7,578	9,283
Other non-current assets	968	738
Total assets	70,844	121,194
Current liabilities:
Accounts payable	3,459	4,478
Accrued expenses	25,179	22,274
Deferred revenue, current	446	456
Current lease liabilities	664	710
Current portion of long-term debt, net	53,272	3,193
Total current liabilities	83,020	31,111
Long-term lease liabilities	1,733	2,045
Long-term debt, net		66,076
Other long-term liabilities	39	12,358
Total liabilities	84,792	111,590
Stockholders' deficit:
Common stock, par value $0.001; 1,000,000,000 shares authorized, 13,422,996 and 13,311,927 issued and outstanding in 2024 and 2023, respectively	13	13
Additional paid-in capital	165,934	164,920
Accumulated deficit	(179,451)	(154,769)
Accumulated other comprehensive loss	(444)	(560)
Total stockholders equity (deficit)	(13,948)	9,604
Total liabilities and stockholders' equity (deficit)	$ 70,844	$ 121,194

Condensed Consolidated Balanc_2

Condensed Consolidated Balance Sheets (unaudited) (Parenthetical) - USD ($) $ in Thousands	Jun. 30, 2024	Dec. 31, 2023
Accounts receivable, net of allowance for doubtful accounts	$ 835	$ 27
Property and equipment, net of accumulated depreciation	913	938
Capitalized software costs, net of accumulated amortization	$ 170	$ 887
Common stock, par value	$ 0.001	$ 0.001
Common stock, shares authorized	1,000,000,000	1,000,000,000
Common stock, shares issued	13,422,996	13,311,927
Common stock, shares outstanding	13,422,996	13,311,927

Condensed Consolidated Statemen

Condensed Consolidated Statements of Operations and Comprehensive Loss - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2024	Jun. 30, 2023
Income Statement [Abstract]
Revenue	$ 34,537	$ 43,977	$ 74,629	$ 93,555
Cost of revenue (excluding depreciation and amortization)	27,207	34,717	57,948	75,036
Gross profit	7,330	9,260	16,681	18,519
Operating expenses:
Research and development	3,797	3,668	8,040	7,410
Sales and marketing	1,616	875	3,635	1,947
Operations and support	3,572	6,046	7,893	13,247
General and administrative	5,581	4,757	11,595	12,237
Depreciation and amortization	1,104	62	2,206	134
Total operating expenses	15,670	15,408	33,369	34,975
Operating loss	(8,340)	(6,148)	(16,688)	(16,456)
Other income (expense), net:
Interest expense	(3,681)	(13,219)	(7,833)	(24,170)
Interest income	336		699
Change in fair value of derivative liability		7,138		7,027
Change in fair value of warrant liability		1,927		5,560
Change in fair value of contingent purchase consideration	102		923
Warrant expense		(1,047)		(1,047)
Gain (loss) on debt extinguishment		4,913	(1,405)	4,913
Other income (expense)	26	16	(229)	5
Total other expense, net	(3,217)	(272)	(7,845)	(7,712)
Loss before income taxes	(11,557)	(6,420)	(24,533)	(24,168)
Provision for income taxes	110		149
Net loss attributable to common stockholders	(11,667)	(6,420)	(24,682)	(24,168)
Other comprehensive income (loss):
Foreign currency translation adjustments	(34)		98
Unrealized gains on marketable securities	8		18
Other comprehensive income (loss)	(26)		116
Comprehensive loss	$ (11,693)	$ (6,420)	$ (24,566)	$ (24,168)
Loss per share attributable to common stockholders:
Basic	$ (0.87)	$ (41.48)	$ (1.84)	$ (156.14)
Diluted	$ (0.87)	$ (41.48)	$ (1.84)	$ (156.14)
Weighted average shares outstanding:
Basic	13,421,520	154,786	13,390,418	154,786
Diluted	13,421,520	154,786	13,390,418	154,786

Condensed Consolidated Statem_2

Condensed Consolidated Statements of Redeemable Convertible Preferred Stock and Stockholders' Equity (Deficit) (Unaudited) - USD ($) $ in Thousands	Total	Redeemable Convertible Preferred Stock Series C	Common Stock	Additional Paid-in Capital	Accumulated Deficit	Accumulated Other Comprehensive Loss
Temporary equity, beginning balance at Dec. 31, 2022		$ 46,334
Temporary equity, beginning balance, Shares at Dec. 31, 2022		157,395
Beginning balance at Dec. 31, 2022	$ (181,171)			$ 48,327	$ (229,498)
Beginning balance, Shares at Dec. 31, 2022			154,786
Stock-based compensation expense	77			77
Comprehensive income (loss)	(17,748)				(17,748)
Temporary equity, ending balance at Mar. 31, 2023		$ 46,334
Temporary equity, ending balance, Shares at Mar. 31, 2023		157,395
Ending balance at Mar. 31, 2023	(198,842)			48,404	(247,246)
Ending balance, Shares at Mar. 31, 2023			154,786
Temporary equity, beginning balance at Dec. 31, 2022		$ 46,334
Temporary equity, beginning balance, Shares at Dec. 31, 2022		157,395
Beginning balance at Dec. 31, 2022	(181,171)			48,327	(229,498)
Beginning balance, Shares at Dec. 31, 2022			154,786
Comprehensive income (loss)	(24,168)
Temporary equity, ending balance at Jun. 30, 2023		$ 46,334
Temporary equity, ending balance, Shares at Jun. 30, 2023		157,395
Ending balance at Jun. 30, 2023	(205,186)			48,480	(253,666)
Ending balance, Shares at Jun. 30, 2023			154,786
Temporary equity, beginning balance at Mar. 31, 2023		$ 46,334
Temporary equity, beginning balance, Shares at Mar. 31, 2023		157,395
Beginning balance at Mar. 31, 2023	(198,842)			48,404	(247,246)
Beginning balance, Shares at Mar. 31, 2023			154,786
Stock-based compensation expense	76			76
Comprehensive income (loss)	(6,420)				(6,420)
Temporary equity, ending balance at Jun. 30, 2023		$ 46,334
Temporary equity, ending balance, Shares at Jun. 30, 2023		157,395
Ending balance at Jun. 30, 2023	(205,186)			48,480	(253,666)
Ending balance, Shares at Jun. 30, 2023			154,786
Beginning balance at Dec. 31, 2023	9,604		$ 13	164,920	(154,769)	$ (560)
Beginning balance, Shares at Dec. 31, 2023			13,311,927
Vesting of stock-based awards, net of shares withheld for taxes, shares			102,258
Vesting of stock-based awards, net of shares withheld for taxes	(142)			(142)
Stock-based compensation expense	718			718
Comprehensive income (loss)	(12,873)				(13,015)	142
Ending balance at Mar. 31, 2024	(2,693)		$ 13	165,496	(167,784)	(418)
Ending balance, Shares at Mar. 31, 2024			13,414,185
Beginning balance at Dec. 31, 2023	9,604		$ 13	164,920	(154,769)	(560)
Beginning balance, Shares at Dec. 31, 2023			13,311,927
Comprehensive income (loss)	(24,566)
Ending balance at Jun. 30, 2024	(13,948)		$ 13	165,934	(179,451)	(444)
Ending balance, Shares at Jun. 30, 2024			13,422,996
Beginning balance at Mar. 31, 2024	(2,693)		$ 13	165,496	(167,784)	(418)
Beginning balance, Shares at Mar. 31, 2024			13,414,185
Vesting of stock-based awards, net of shares withheld for taxes, shares			8,811
Stock-based compensation expense	438			438
Comprehensive income (loss)	(11,693)				(11,667)	(26)
Ending balance at Jun. 30, 2024	$ (13,948)		$ 13	$ 165,934	$ (179,451)	$ (444)
Ending balance, Shares at Jun. 30, 2024			13,422,996

Condensed Consolidated Statem_3

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	$ (24,682)	$ (24,168)
Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation and amortization	2,206	134
Amortization of right-of-use assets	319	337
Amortization of costs to obtain contracts	43	46
Amortization of costs to fulfill contracts	40	23
Amortization of deferred financing fees	325	700
Stock-based compensation	1,156	153
Bad debt expense	735	200
Foreign currency gain	(50)
Interest receivable on investments	(596)
Loss (gain) on debt extinguishment	1,405	(4,913)
Loss on disposal of property, equipment and software	195
Change in fair value of derivative, warrant, and contingent consideration liabilities	(923)	(12,587)
Warrant expense		1,047
Noncash interest expense	3,700	19,477
Changes in operating assets and liabilities:
Accounts receivable	8,142	4,901
Prepaid expenses and other current assets	1,547	1,029
Other assets	(314)	1
Accounts payable	(1,015)	1,832
Accrued expenses	332	8,700
Deferred revenue	(8)	(282)
Lease liabilities	(358)	(364)
Long-term liabilities	(12,319)	(5,020)
Net cash used in operating activities	(20,120)	(8,754)
Cash flows from investing activities:
Purchases of property, equipment and software	(116)	(61)
Investment in capitalized software	(2,665)
Proceeds from short-term deposits and sale of marketable securities	27,459
Net cash provided by (used in) investing activities	24,678	(61)
Cash flows from financing activities:
Proceeds from issuance of long-term debt		10,000
Repayment of term loan	(17,500)
Payments of deferred financing fees	(566)	(291)
Proceeds from issuance of convertible notes payable		4,696
Net cash provided by (used in) financing activities	(18,066)	14,405
Effect of exchange rate changes on cash, cash equivalents and restricted cash	50
Net increase (decrease) in cash, cash equivalents and restricted cash	(13,458)	5,590
Cash, cash equivalents and restricted cash, beginning of period	38,256	7,407
Cash, cash equivalents and restricted cash, end of period	24,798	12,997
Supplemental disclosure of cash flow information:
Cash paid for interest	3,697	3,998
Cash paid for income taxes	$ 258
Supplemental noncash investing and financing activities:
Derivative liability resulting from term loan amendment		773
Derivative liability resulting from issuance of convertible notes		$ 55

Pay vs Performance Disclosure

Pay vs Performance Disclosure - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2024	Jun. 30, 2023
Pay vs Performance Disclosure
Net Income (Loss)	$ (11,667)	$ (6,420)	$ (24,682)	$ (24,168)

Insider Trading Arrangements

Insider Trading Arrangements	3 Months Ended
	Jun. 30, 2024
Trading Arrangements, by Individual
Rule 10b5-1 Arrangement Adopted	false
Non-Rule 10b5-1 Arrangement Adopted	false
Rule 10b5-1 Arrangement Terminated	false
Non-Rule 10b5-1 Arrangement Terminated	false

Organization

Organization	6 Months Ended
	Jun. 30, 2024
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Organization	1. Organization Urgent.ly Inc. (collectively along with other wholly-owned subsidiaries, “Urgent.ly” or the “Company”), headquartered in Vienna, Virginia, was incorporated in the State of Delaware in May 2013. Urgent.ly is a leading connected mobility assistance software platform that matches vehicle owners and operators with service professionals who deliver traditional roadside assistance, proactive maintenance and repair services. On July 28, 2023, the Company amended its Certificate of Incorporation to effect a 1-for-90 reverse stock split of its common stock (“Common Stock”) and Series C preferred stock. The Company has adjusted all periods presented for the effects of the stock split. Liquidity Risk and Going Concern The accompanying unaudited condensed consolidated financial statements have been prepared assuming the Company will continue to operate as a going concern, which contemplates the realization of assets and liabilities and commitments in the normal course of business. The Company has a history of recurring operating losses and has required debt and equity financing to finance its operations. The Company reported an accumulated deficit of $ 179,451 as of June 30, 2024 and an operating loss of $ 16,688 for the six months ended June 30, 2024. Liquidity risk is the risk that suitable sources of funding for the Company’s business activities may not be available. The Company has a planning and budgeting process to monitor operating cash requirements including amounts projected for capital expenditures which are adjusted as input variables change. These variables include, but are not limited to, operating cash flows and the availability of other sources of debt and capital. As these variables change, the Company may be required to seek funding through additional equity issuances and/or additional debt financings. The Company completed its acquisition of Otonomo Technologies Ltd. (“Otonomo”) on October 19, 2023. The transaction consisted of the acquisition of the Otonomo business, employees, revenue contracts, technology and net assets, including approximately $ 100,000 of cash, cash equivalents, and short-term investments, net of estimated transaction costs. The additional cash is expected to fund strategic growth initiatives and daily operations for the combined Company, and to pay down debt as required. Although a portion of this cash is available to the Company, as the Company continues to assess its capital asset plans related to the current outstanding debt, the Company believes that its cash, cash equivalents and marketable securities of $ 29,309 a t June 30, 2024 may not be sufficient to fund operations beyond twelve months from the date of issuance of these condensed consolidated financial statements. This has led management to conclude that substantial doubt about the Company’s ability to continue as a going concern exists. In the event the Company is unable to successfully raise additional equity or debt or refinance its existing debt during the next twelve months from the date of issuance of the condensed consolidated financial statements, the Company will not have sufficient cash flows and liquidity to finance its business operations as currently contemplated. The condensed consolidated financial statements do not include any adjustments of the amounts and classification of assets and liabilities that might be necessary should the Company be unable to continue as a going concern. Such adjustments could be material. Restructuring In the first quarter of 2024, the Company undertook actions to eliminate redundant employees primarily in Israel and the United States in an effort to reduce operating expenses, resulting in a decrease of 25 employees, or 7 % of the Company’s total employees as of December 31, 2023. During the second quarter of 2024, the Company continued actions to eliminate redundant employees resulting in a decrease of an additional 48 employees, or approximately 15 % of the Company’s total employees as of March 31, 2024. These actions resulted in restructuring charges totaling $ 425 and $ 1,124 f or the three and six months ended June 30, 2024, respectively.

Summary of Significant Accounti

Summary of Significant Accounting Policies	6 Months Ended
	Jun. 30, 2024
Accounting Policies [Abstract]
Summary of Significant Accounting Policies	2. Summary of Significant Accounting Policies There have been no material changes to the Company’s significant accounting policies from its audited consolidated financial statements for the year ended December 31, 2023 included in its Annual Report. Principles of Consolidation The accompanying condensed consolidated financial statements include the accounts of Urgent.ly Inc. and its wholly-owned subsidiaries Roadside Innovation Inc., Roadside Innovation (Arkansas) Inc., and Urgently Canada Technologies ULC for all periods, and Otonomo Technologies Ltd. and its wholly-owned subsidiaries for periods subsequent to the Merger on October 19, 2023. All significant intercompany balances and transactions have been eliminated in consolidation. Basis of Presentation The accompanying condensed consolidated balance sheet as of June 30, 2024 and the condensed consolidated statements of operations and comprehensive loss, redeemable convertible preferred stock and stockholders’ equity (deficit) for the three and six months ended June 30, 2024 and 2023, and cash flows for the six months ended June 30, 2024 and 2023 are unaudited. These condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) for interim financial information. Accordingly, they do not include all of the financial information and footnotes required by U.S. GAAP for complete financial statements. In the opinion of the Company’s management, the accompanying unaudited condensed consolidated financial statements contain all material adjustments, including normal recurring adjustments, necessary for the fair presentation of its financial position as of June 30, 2024 and its results of operations, changes in redeemable convertible preferred stock and stockholders’ equity (deficit) for the three and six months ended June 30, 2024 and 2023, and cash flows for the six months ended June 30, 2024 and 2023. The results for the three and six months ended June 30, 2024 are not necessarily indicative of the results to be expected for any subsequent quarter or for the fiscal year ending December 31, 2024. The condensed consolidated balance sheet at December 31, 2023 was derived from audited financial statements for the year ended December 31, 2023 included in the Annual Report but does not contain all of the footnote disclosures from the annual financial statements. The accompanying unaudited condensed consolidated financial statements and related financial information should be read in conjunction with the audited consolidated financial statements and the related notes thereto for the fiscal years ended December 31, 2023, 2022 and 2021 included in the Annual Report. Use of Estimates The preparation of consolidated financial statements in conformity with U.S. GAAP requires management to make certain estimates and assumptions. These estimates and assumptions affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements, as well as reported amounts of revenue and expenses during the reporting period. Actual results could differ from those estimates. Concentrations of Credit Risk Financial instruments that subject the Company to credit risk consist primarily of cash, cash equivalents, restricted cash and accounts receivable. The Company places its cash, cash equivalents and restricted cash in an accredited financial institution and the balances are above federally insured limits. Management monitors the creditworthiness of its customers and believes that it has adequately provided for any exposure to potential credit losses. During the three months ended June 30, 2024 and 2023, 48 % and 67 % of revenue was earned from two and three customers, respectively. During the six months ended June 30, 2024 and 2023, 45 % and 63 % of revenue was earned from two and three customers, respectively. At June 30, 2024 and December 31, 2023 , 50 % and 56 % of accounts receivable was due from three customers. Capitalized Software The Company incurred costs to develop, modify, or implement software for internal use as it delivers on significant contracts for which its product offering has expanded. The Company’s objective is to enhance the functionality of the platform to accommodate multiple client applications and interfaces across different customer systems with varying degrees of complexity. Costs incurred for computer software developed or obtained for internal use are capitalized for application development activities and expensed as incurred for preliminary project activities and post-implementation activities. Capitalized costs include external direct costs of materials and services consumed in developing or obtaining internal-use software, payroll and payroll-related costs for employees who are directly associated with the internal-use software project, and interest costs incurred, when material, while developing internal-use software. Capitalized costs are amortized over the estimated useful asset life of three years . Capitalization of such costs ceases when the project is substantially complete and ready for its intended purpose. Costs for maintenance and training are expensed as incurred. Modification of Debt Instruments Modifications or exchanges of debt, which are not considered a troubled debt restructuring, are considered extinguishments if the terms of the new debt and the original instrument are substantially different. The instruments are considered substantially different when the present value of the cash flows under the terms of the new debt instrument are at least 10 % different from the present value of the remaining cash flows under the terms of the original instrument. If the original and new debt instruments are substantially different, the original debt is derecognized and the new debt is initially recorded at fair value, with the difference recognized as an extinguishment gain or loss. During the six months ended June 30, 2024, the Company amended its term loans (see Note 8). Segment Reporting The Company has determined that its Chief Executive Officer is its chief operating decision maker. The Company’s Chief Executive Officer reviews financial information presented on a consolidated basis for the purpose of assessing performance and making decisions on how to allocate resources. Accordingly, the Company has determined that it operates in a single reportable segment: Mobility Assistance Services. The Mobility Assistance Services segment includes all products, services and software used to generate revenue under the Company’s commercial agreements. New Accounting Pronouncements In November 2023, the Financial Accounting Standards Board (the “FASB”) issued Accounting Standards Update (“ASU”) No. 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures (“ASU 2023-07”). ASU 2023-07 expands public entities’ segment disclosures by requiring disclosure of significant segment expenses that are regularly provided to the chief operating decision maker and included within each reported measure of segment profit or loss, an amount and description of its composition for other segment items, and interim disclosures of a reportable segment’s profit or loss and assets. All disclosure requirements under ASU 2023-07 are also required for public entities with a single reportable segment. The guidance is effective for the fiscal year ending December 31, 2024, and subsequent interim periods, with early adoption permitted. The Company is currently evaluating the impact of adopting this standard on its consolidated financial statements and disclosures. In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures , which provides for improvements to income tax disclosures primarily related to the rate reconciliation and income taxes paid information. This guidance is effective for annual periods beginning after December 15, 2024, and the adoption of this standard is not anticipated to have a significant impact on the Company’s consolidated financial statements other than adding new disclosures, which the Company is currently evaluating.

Business Combinations

Business Combinations	6 Months Ended
	Jun. 30, 2024
Business Combinations [Abstract]
Business Combinations	3. Business Combinations On October 19, 2023, the Company completed the acquisition of Otonomo Technologies Ltd. (“Otonomo”) in accordance with the terms of the Merger Agreement, by and among the Company, Otonomo, and U.O Odyssey Merger Sub Ltd., a company organized under the laws of the State of Israel and a direct wholly owned subsidiary of the Company (“Merger Sub”), pursuant to which and subject to the terms and conditions thereof, Merger Sub merged with and into Otonomo, with Otonomo surviving as a direct wholly owned subsidiary of the Company to continue to be governed by Israeli law (the “Merger”). Otonomo provides an automotive data service platform enabling car manufacturers, drivers, insurance carriers and service providers to be part of a connected ecosystem as well as mobility intelligence which transforms vast amounts of anonymized data and activity signals into actionable, impactful, and valuable insights. Otonomo contributed revenues of $ 3,305 and a net loss of $ 2,394 to the Company for the period from January 1, 2024 through June 30, 2024. Unaudited pro forma results of operations for the three and six months ended June 30, 2024 and 2023 are included below as if the acquisition of Otonomo occurred on January 1, 2023 . This summary of the unaudited pro forma results of operations is not necessarily indicative of what the Company’s results of operations would have been had Otonomo been acquired at the beginning of 2023, nor does it purport to represent results of operations for any future periods. Three Months Ended June 30, Six Months Ended June 30, 2024 2023 2024 2023 Revenues $ 34,537 $ 45,603 $ 74,629 $ 97,020 Net loss ( 11,667 ) ( 13,713 ) ( 24,682 ) ( 71,576 ) Approximately $ 34,207 of non-recurring acquisition-related costs are reflected in pro forma net loss for the six months ended June 30, 2023 in the table above.

Revenue

Revenue	6 Months Ended
	Jun. 30, 2024
Revenue from Contract with Customer [Abstract]
Revenue	4. Revenue The Company generates substantially all its revenues from roadside assistance services (“RAS”) initiated through its software platform primarily in the United States and Canada. The Company’s platform enables its customers (“Customer Partners”) to outsource delivery for all or portions of their roadside assistance programs. The Company manages the RAS process after receiving the initial distress call or web-based request through final disposition. The Company also offers RAS directly to motorists via pay-per-use or direct membership offerings. In addition, revenue is earned from platform license fees, whether delivered via cloud or traditional license delivery, professional services, and memberships. The Company’s policies for recognizing revenues have not changed from those described in the Annual Report. In summary: The Company recognizes revenue when there is evidence of a contract, probable collection of the consideration to which the Company expects to be entitled to receive, and completion of the performance obligations. The Company recognizes revenue on a gross basis (as the principal) or net basis (as the agent) depending on the nature of the Company’s role with respect to the Customer Partner to deliver roadside assistance services. The Company has applied the right to invoice practical expedient to all its RAS, membership, and software licensing arrangements and, therefore, recognizes revenue over time for the amount it invoices its Customer Partner. The Company recognizes revenues derived from professional services on a straight-line basis over the term of the agreements. Efforts to deliver on the performance obligations are expensed evenly throughout the performance period. For further details regarding revenue recognition, see Note 4 “ Revenue” to the audited consolidated financial statements in the Annual Report. Cost of revenue, exclusive of depreciation and amortization, consists primarily of fees paid to Service Providers. Other costs included in cost of revenue are specifically the technology hosting and platform-related costs, certain personnel costs related to direct call center support to Consumers as part of platform authentication, and amortization of costs to fulfill. Revenue on a disaggregated basis is as follows: Three Months Ended June 30, Six Months Ended June 30, 2024 2023 2024 2023 Full-service outsourcing—flat rate $ 32,712 $ 43,815 $ 70,861 $ 92,503 Full-service outsourcing—claim cost pass-through 2 1 6 4 Membership 104 76 249 849 Software licensing arrangements 1,580 28 3,202 129 Professional services 139 57 311 70 $ 34,537 $ 43,977 $ 74,629 $ 93,555 Contract Assets The Company capitalizes costs to obtain contracts with Customer Partners, primarily employee sales commissions. Sales commissions relating to revenues recognized over a period longer than one year are considered incremental and recoverable costs of obtaining a contract and are deferred as other non-current assets and are amortized on a straight-line basis over the initial contract term. Commission expenses are included in sales and marketing expense in the consolidated statements of operations and comprehensive loss. Capitalized contract costs associated with the costs to fulfill certain contracts are deferred as other non-current assets and are amortized, on a straight-line basis, over the expected period of benefit for contracts with an amortization period that exceeds one year. Amortization cost is included in cost of revenue in the consolidated statements of operations and comprehensive loss. The expected period of benefit is determined using the initial contract term. 2024 2023 Contract assets as of January 1 $ 233 $ 370 Additional contract costs to fulfill 571 — Amortization of contract costs to obtain ( 43 ) ( 46 ) Amortization of contract costs to fulfill ( 40 ) ( 23 ) Contract assets as of June 30 $ 721 $ 301

Fair Value Measurements

Fair Value Measurements	6 Months Ended
	Jun. 30, 2024
Fair Value Disclosures [Abstract]
Fair Value Measurements	5. Fair Value Measurements The Company measures certain financial assets and liabilities at fair value. Fair value is determined based on the exit price that would be received from selling an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. Fair value is estimated by applying the following hierarchy: Level 1 - Quoted prices in active markets for identical assets or liabilities. Level 2 - Observable inputs other than quoted prices in active markets for identical assets and liabilities, quoted prices for identical or similar assets or liabilities in inactive markets, 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 - Inputs that are generally unobservable and typically reflect management’s estimate of assumptions that market participants would use in pricing the asset or liability. The Company’s population of financial assets and liabilities subject to fair value measurements on a recurring basis is as follows: Fair Value as of June 30, 2024 Recurring fair value measurements Level 1 Level 2 Level 3 Total Money market funds $ 16,490 $ — $ — $ 16,490 Corporate bonds (1) — 4,470 — 4,470 Contingent purchase consideration (2) — — ( 3,694 ) ( 3,694 ) $ 16,490 $ 4,470 $ ( 3,694 ) $ 17,266 Fair Value as of December 31, 2023 Recurring fair value measurements Level 1 Level 2 Level 3 Total Money market funds $ 6,920 $ — $ — $ 6,920 Corporate bonds — 9,154 — 9,154 Commercial paper — 2,488 — 2,488 U.S. government agency securities — 2,175 — 2,175 Contingent purchase consideration — — ( 4,617 ) ( 4,617 ) $ 6,920 $ 13,817 $ ( 4,617 ) $ 16,120 (1) The following table summarizes the composition of marketable securities as of June 30, 2024: Amortized Cost Unrealized Gain (Loss) Fair Value Available-for-sale debt securities: $ 4,469 $ 1 $ 4,470 The following table summarizes the fair value and amortized cost of the available-for-sale debt securities by contractual maturity as of June 30, 2024: Amortized Cost Fair Value Due within one year $ 4,469 $ 4,470 (2) Contingent purchase consideration represents a liability recorded at fair value in connection with the Merger, and thus represents a Level 3 measurement within the fair value hierarchy. The fair value of the contingent purchase consideration was estimated based on the fair value of the Company’s shares issuable on a contingent basis. The following table sets forth a summary of the changes in the fair value of the contingent purchase consideration: Fair value at January 1, 2024 $ 4,617 Change in fair value ( 923 ) Fair value as of June 30, 2024 $ 3,694 The carrying values for cash, cash equivalents, accounts receivable, accounts payable and long-term debt approximated fair value as of June 30, 2024 and December 31, 2023.

Intangible Assets

Intangible Assets	6 Months Ended
	Jun. 30, 2024
Goodwill and Intangible Assets Disclosure [Abstract]
Intangible Assets	6. Intangible Assets Intangible assets consist of the following as of the periods presented: Life (in years) June 30, 2024 December 31, 2023 Gross Carrying Amount Accumulated Amortization Net Carrying Amount Gross Carrying Amount Accumulated Amortization Net Carrying Amount Acquired technology 2 - 4 $ 10,074 $ ( 2,527 ) $ 7,547 $ 10,134 $ ( 882 ) $ 9,252 Domain name Indefinite 31 — 31 31 — 31 $ 10,105 $ ( 2,527 ) $ 7,578 $ 10,165 $ ( 882 ) $ 9,283 Amortization expense was $ 852 and $ 0 for the three months ended June 30, 2024 and 2023, respectively, and $ 1,705 and $ 0 for the six months ended June 30, 2024 and 2023, respectively. The following table sets forth the remaining estimated amortization expense for intangible assets for the next five years: For the year ending December 31, 2024 $ 1,705 2025 3,037 2026 1,560 2027 1,245 2028 — $ 7,547

Accrued Expenses

Accrued Expenses	6 Months Ended
	Jun. 30, 2024
Payables and Accruals [Abstract]
Accrued Expenses	7. Accrued Expenses Accrued expenses consist of the following as of the periods presented: June 30, December 31, Accrued service provider costs $ 4,060 $ 4,988 Accrued compensation 1,151 4,888 Accrued interest 1,225 907 Accrued contract labor 744 548 Contingent purchase consideration 3,694 4,617 Accrued lender fees 9,310 — Accrued VAT and income taxes 1,575 1,754 Other accrued liabilities 3,420 4,572 $ 25,179 $ 22,274 Accrued lender fees as of December 31, 2023 were included in long-term liabilities in the consolidated balance sheet.

Debt Arrangements

Debt Arrangements	6 Months Ended
	Jun. 30, 2024
Debt Disclosure [Abstract]
Debt Arrangements	8. Debt Arrangements The Company’s debt arrangements consist of the following as of the periods presented: June 30, December 31, Structural Capital term loan with an interest rate at the greater of 13.5 % or the prime rate plus 7 %, maturing on January 1, 2025 $ 10,000 $ 27,500 Highbridge Capital term loan with an interest rate of 13 % January 31, 2025 40,000 40,000 2022 convertible promissory notes with an interest rate of 15 % per annum maturing on June 30, 2024 4,257 4,257 Total principal debt 54,257 71,757 Less: current portion (1) ( 54,257 ) ( 4,257 ) Less: debt issuance costs and discounts, long-term — ( 1,424 ) Total long-term debt, net $ — $ 66,076 (1) Excludes debt issuance costs and discounts of $ 985 and $ 1,064 as of June 30, 2024 and December 31, 2023, respectively. Structural Capital Term Loan On January 19, 2024, the Company executed the Third Amended and Restated Loan Agreement (as amended, the “Structural Loan Agreement”) with a consortium led by lending affiliates of Structural Capital (“Structural”). The maturity date under the Structural Loan Agreement is January 1, 2025 . In connection with the third amendment and restatement of the Structural Loan Agreement (the “Third Amendment”), the Company agreed to join the Otonomo entities as guarantors and make other conforming changes to the agreement. In addition, the Company repaid $ 17,500 of the term loan and paid $ 6,053 in related fees. The Third Amendment was accounted for as a partial debt extinguishment and, accordingly, a loss of $ 1,405 was recognized in the accompanying condensed consolidated statement of operations and comprehensive loss. The Company incurred and capitalized $ 225 of costs related to the Structural Loan Agreement that will be amortized and charged to interest expense over the remaining term of the loan. Highbridge Capital Term Loan On January 19, 2024, the Company executed the Fourth Amendment to Loan and Security Agreement (the “Fourth Amendment”) with a consortium led by lending affiliates of Highbridge Capital Management, LLC (“Highbridge”). In connection with the Fourth Amendment, the Company agreed to join the Otonomo entities as guarantors and make other necessary conforming changes to the agreement. The Fourth Amendment was accounted for as a debt modification and, accordingly, no gain or loss was recognized. The Company incurred and capitalized $ 341 of costs related to the Fourth Amendment that will be amortized and charged to interest expense over the remaining term of the loan. 2022 Convertible Promissory Notes The 2022 convertible promissory notes were not repaid on the maturity date of June 30, 2024 since, pursuant to their terms, they are subordinated to the Structural and Highbridge term loans and may not be repaid while the senior debt remains outstanding. Under the terms of the 2022 convertible promissory notes interest will continue to accrue at the rate of 15 % per annum.

Stock-based Compensation

Stock-based Compensation	6 Months Ended
	Jun. 30, 2024
Share-Based Payment Arrangement [Abstract]
Stock-based Compensation	9. Stock-based Compensation Equity Plans On June 16, 2023, the Board approved the 2023 Equity Incentive Plan (the “2023 Plan”), which became effective upon the filing of the Company’s Form 8-A with the SEC on October 18, 2023. The 2023 Plan provides for the granting of stock options, restricted stock, restricted stock units, stock appreciation rights, performance units and performance shares to employees, directors and consultants and any of the Company’s future subsidiary corporations’ employees and consultants. 1,383,197 shares of Common Stock were initially reserved for issuance pursuant to the 2023 Plan and are subject to an annual increase, and on January 1, 2024, the 2023 Plan was increased by 553,278 shares. As of June 30, 2024, 1,232,955 shares of Common Stock were reserved under the 2023 Plan for future equity award grants. On June 16, 2023, the Board approved the 2023 Employee Stock Purchase Plan (the “ESPP”), which was effective upon approval. The ESPP allows for the sale of 221,311 shares of Common Stock to eligible employees within established offering periods with certain limitations on participation by individual employees and is subject to an annual increase. On January 1, 2024, the ESPP was increased by 110,655 shares. During the six months ended June 30, 2024, the Company granted 463,920 restricted stock units. There were no stock-based awards granted during the six months ended June 30, 2023. Stock-based Compensation Expense The Company accounts for all stock-based payment awards made to employees, directors and advisors based on their fair values and recognizes compensation expense over the vesting period using the straight-line method over the requisite service period for each award as required by FASB Accounting Standards Codification (“ASC”) Topic No. 718, Compensation-Stock Compensation . Non-cash stock-based compensation expense related to stock options and restricted stock units was recorded in the condensed consolidated financial statements as follows: Three Months Ended June 30, Six Months Ended June 30, 2024 2023 2024 2023 Research and development $ 62 $ 23 $ 183 $ 46 Sales and marketing 52 6 138 12 Operations and support 15 9 54 19 General and administrative 309 38 781 76 $ 438 $ 76 $ 1,156 $ 153

Income Taxes

Income Taxes	6 Months Ended
	Jun. 30, 2024
Income Tax Disclosure [Abstract]
Income Taxes	10. Income Taxes The Company accounts for income taxes as required by FASB ASC Topic 740, Income Taxes (“ASC 740”). ASC 740 clarifies the accounting for uncertainty in income taxes recognized in an enterprise’s financial statements and prescribes a recognition threshold and measurement process for financial statement recognition and measurement of a tax position taken or expected to be taken in a tax return. ASC 740 also provides guidance on derecognition, classification, interest and penalties, accounting in interim periods, disclosure, and transition. ASC 740 requires an entity to recognize the financial statement impact of a tax position when it is more likely than not that the position will be sustained upon examination. The amount recognized is measured as the largest amount of benefit that is greater than fifty percent likely of being realized upon ultimate settlement. In addition, ASC 740 permits an entity to recognize interest and penalties related to tax uncertainties as either income tax expense or operating expenses. The Company has chosen to recognize interest and penalties related to tax uncertainties as income tax expense. The Company assesses whether a valuation allowance should be recorded against its deferred tax assets based on the consideration of all available evidence, using a “more likely than not” realization standard. The four sources of taxable income that must be considered in determining whether deferred tax assets will be realized are: (1) future reversals of existing taxable temporary differences (i.e., offset of gross deferred tax liabilities against gross deferred tax assets); (2) taxable income in prior carryback years, if carryback is permitted under the applicable tax law; (3) tax planning strategies; and (4) future taxable income exclusive of reversing temporary differences and carryforwards. In assessing whether a valuation allowance is required, significant weight is to be given to evidence that can be objectively verified. A significant factor in the Company’s assessment is the Company’s three-year cumulative operating loss. These facts, combined with uncertain near-term market and economic conditions, reduced the Company’s ability to rely on projections of future taxable income in assessing the realizability of its deferred tax assets. After a review of the four sources of taxable income as of December 31, 2023, and after consideration of the Company’s cumulative loss position as of December 31, 2023, the Company will continue to fully reserve its U.S.-based deferred tax amounts as of June 30, 2024.

Commitments and Contingencies

Commitments and Contingencies	6 Months Ended
	Jun. 30, 2024
Commitments and Contingencies Disclosure [Abstract]
Commitments and Contingencies	11. Commitments and Contingencies Litigation The Company from time to time may be involved in various claims and legal proceedings that arise in the ordinary course of business. It is the opinion of management that there are no unresolved claims and litigation in which the Company is currently involved that will materially affect the financial position or operations of the Company.

Leases

Leases	6 Months Ended
	Jun. 30, 2024
Leases [Abstract]
Leases	12. Leases The Company leases office space, equipment and furniture, and certain office space is subleased. Management determines if a contract is a lease at the inception of the arrangement and reviews all options to extend, terminate, or purchase its right-of-use assets at the inception of the lease and accounts for these options when they are reasonably certain of being exercised. Leases with an initial term of greater than twelve months are recorded on the condensed consolidated balance sheet. Lease expense is recognized on a straight-line basis over the lease term. The Company’s lease contracts generally do not provide a readily determinable implicit rate. For these contracts, the estimated incremental borrowing rate is based on information available at the inception of the lease. Operating lease cost consists of the following: Three Months Ended June 30, Six Months Ended June 30, 2024 2023 2024 2023 Lease cost $ 280 $ 292 $ 580 $ 588 Sublease income ( 68 ) ( 68 ) ( 137 ) ( 137 ) $ 212 $ 224 $ 443 $ 451 The remaining maturities of operating lease liabilities is presented in the following table as of June 30, 2024: 2024 $ 467 2025 809 2026 827 2027 617 2028 59 Thereafter 59 Total lease payments 2,838 Less imputed interest ( 441 ) Present value of lease liabilities $ 2,397 Additional information relating to the Company’s operating leases follows: June 30, December 31, Weighted average remaining lease term (years) 3.4 3.8 Weighted average discount rate 10.2 % 10.1 %

Summary of Significant Accoun_2

Summary of Significant Accounting Policies (Policies)	6 Months Ended
	Jun. 30, 2024
Accounting Policies [Abstract]
Principles of Consolidation	Principles of Consolidation The accompanying condensed consolidated financial statements include the accounts of Urgent.ly Inc. and its wholly-owned subsidiaries Roadside Innovation Inc., Roadside Innovation (Arkansas) Inc., and Urgently Canada Technologies ULC for all periods, and Otonomo Technologies Ltd. and its wholly-owned subsidiaries for periods subsequent to the Merger on October 19, 2023. All significant intercompany balances and transactions have been eliminated in consolidation.
Basis of Presentation	Basis of Presentation The accompanying condensed consolidated balance sheet as of June 30, 2024 and the condensed consolidated statements of operations and comprehensive loss, redeemable convertible preferred stock and stockholders’ equity (deficit) for the three and six months ended June 30, 2024 and 2023, and cash flows for the six months ended June 30, 2024 and 2023 are unaudited. These condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) for interim financial information. Accordingly, they do not include all of the financial information and footnotes required by U.S. GAAP for complete financial statements. In the opinion of the Company’s management, the accompanying unaudited condensed consolidated financial statements contain all material adjustments, including normal recurring adjustments, necessary for the fair presentation of its financial position as of June 30, 2024 and its results of operations, changes in redeemable convertible preferred stock and stockholders’ equity (deficit) for the three and six months ended June 30, 2024 and 2023, and cash flows for the six months ended June 30, 2024 and 2023. The results for the three and six months ended June 30, 2024 are not necessarily indicative of the results to be expected for any subsequent quarter or for the fiscal year ending December 31, 2024. The condensed consolidated balance sheet at December 31, 2023 was derived from audited financial statements for the year ended December 31, 2023 included in the Annual Report but does not contain all of the footnote disclosures from the annual financial statements. The accompanying unaudited condensed consolidated financial statements and related financial information should be read in conjunction with the audited consolidated financial statements and the related notes thereto for the fiscal years ended December 31, 2023, 2022 and 2021 included in the Annual Report.
Use of Estimates	Use of Estimates The preparation of consolidated financial statements in conformity with U.S. GAAP requires management to make certain estimates and assumptions. These estimates and assumptions affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements, as well as reported amounts of revenue and expenses during the reporting period. Actual results could differ from those estimates.
Concentrations of Credit Risk	Concentrations of Credit Risk Financial instruments that subject the Company to credit risk consist primarily of cash, cash equivalents, restricted cash and accounts receivable. The Company places its cash, cash equivalents and restricted cash in an accredited financial institution and the balances are above federally insured limits. Management monitors the creditworthiness of its customers and believes that it has adequately provided for any exposure to potential credit losses. During the three months ended June 30, 2024 and 2023, 48 % and 67 % of revenue was earned from two and three customers, respectively. During the six months ended June 30, 2024 and 2023, 45 % and 63 % of revenue was earned from two and three customers, respectively. At June 30, 2024 and December 31, 2023 , 50 % and 56 % of accounts receivable was due from three customers.
Capitalized Software	Capitalized Software The Company incurred costs to develop, modify, or implement software for internal use as it delivers on significant contracts for which its product offering has expanded. The Company’s objective is to enhance the functionality of the platform to accommodate multiple client applications and interfaces across different customer systems with varying degrees of complexity. Costs incurred for computer software developed or obtained for internal use are capitalized for application development activities and expensed as incurred for preliminary project activities and post-implementation activities. Capitalized costs include external direct costs of materials and services consumed in developing or obtaining internal-use software, payroll and payroll-related costs for employees who are directly associated with the internal-use software project, and interest costs incurred, when material, while developing internal-use software. Capitalized costs are amortized over the estimated useful asset life of three years . Capitalization of such costs ceases when the project is substantially complete and ready for its intended purpose. Costs for maintenance and training are expensed as incurred.
Modification of Debt Instruments	Modification of Debt Instruments Modifications or exchanges of debt, which are not considered a troubled debt restructuring, are considered extinguishments if the terms of the new debt and the original instrument are substantially different. The instruments are considered substantially different when the present value of the cash flows under the terms of the new debt instrument are at least 10 % different from the present value of the remaining cash flows under the terms of the original instrument. If the original and new debt instruments are substantially different, the original debt is derecognized and the new debt is initially recorded at fair value, with the difference recognized as an extinguishment gain or loss. During the six months ended June 30, 2024, the Company amended its term loans (see Note 8).
Segment Reporting	Segment Reporting The Company has determined that its Chief Executive Officer is its chief operating decision maker. The Company’s Chief Executive Officer reviews financial information presented on a consolidated basis for the purpose of assessing performance and making decisions on how to allocate resources. Accordingly, the Company has determined that it operates in a single reportable segment: Mobility Assistance Services. The Mobility Assistance Services segment includes all products, services and software used to generate revenue under the Company’s commercial agreements.
New Accounting Pronouncements	New Accounting Pronouncements In November 2023, the Financial Accounting Standards Board (the “FASB”) issued Accounting Standards Update (“ASU”) No. 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures (“ASU 2023-07”). ASU 2023-07 expands public entities’ segment disclosures by requiring disclosure of significant segment expenses that are regularly provided to the chief operating decision maker and included within each reported measure of segment profit or loss, an amount and description of its composition for other segment items, and interim disclosures of a reportable segment’s profit or loss and assets. All disclosure requirements under ASU 2023-07 are also required for public entities with a single reportable segment. The guidance is effective for the fiscal year ending December 31, 2024, and subsequent interim periods, with early adoption permitted. The Company is currently evaluating the impact of adopting this standard on its consolidated financial statements and disclosures. In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures , which provides for improvements to income tax disclosures primarily related to the rate reconciliation and income taxes paid information. This guidance is effective for annual periods beginning after December 15, 2024, and the adoption of this standard is not anticipated to have a significant impact on the Company’s consolidated financial statements other than adding new disclosures, which the Company is currently evaluating.

Business Combinations (Tables)

Business Combinations (Tables)	6 Months Ended
	Jun. 30, 2024
Business Combinations [Abstract]
Schedule of Unaudited Pro Forma Results	This summary of the unaudited pro forma results of operations is not necessarily indicative of what the Company’s results of operations would have been had Otonomo been acquired at the beginning of 2023, nor does it purport to represent results of operations for any future periods. Three Months Ended June 30, Six Months Ended June 30, 2024 2023 2024 2023 Revenues $ 34,537 $ 45,603 $ 74,629 $ 97,020 Net loss ( 11,667 ) ( 13,713 ) ( 24,682 ) ( 71,576 )

Revenue (Tables)

Revenue (Tables)	6 Months Ended
	Jun. 30, 2024
Revenue from Contract with Customer [Abstract]
Schedule of Revenues on Disaggregated Basis	Revenue on a disaggregated basis is as follows: Three Months Ended June 30, Six Months Ended June 30, 2024 2023 2024 2023 Full-service outsourcing—flat rate $ 32,712 $ 43,815 $ 70,861 $ 92,503 Full-service outsourcing—claim cost pass-through 2 1 6 4 Membership 104 76 249 849 Software licensing arrangements 1,580 28 3,202 129 Professional services 139 57 311 70 $ 34,537 $ 43,977 $ 74,629 $ 93,555
Schedule of Contract assets	The expected period of benefit is determined using the initial contract term. 2024 2023 Contract assets as of January 1 $ 233 $ 370 Additional contract costs to fulfill 571 — Amortization of contract costs to obtain ( 43 ) ( 46 ) Amortization of contract costs to fulfill ( 40 ) ( 23 ) Contract assets as of June 30 $ 721 $ 301

Fair Value Measurements (Tables

Fair Value Measurements (Tables)	6 Months Ended
	Jun. 30, 2024
Fair Value Disclosures [Abstract]
Summary of Financial Assets and Liabilities Measurement on Recurring Basis	The Company’s population of financial assets and liabilities subject to fair value measurements on a recurring basis is as follows: Fair Value as of June 30, 2024 Recurring fair value measurements Level 1 Level 2 Level 3 Total Money market funds $ 16,490 $ — $ — $ 16,490 Corporate bonds (1) — 4,470 — 4,470 Contingent purchase consideration (2) — — ( 3,694 ) ( 3,694 ) $ 16,490 $ 4,470 $ ( 3,694 ) $ 17,266 Fair Value as of December 31, 2023 Recurring fair value measurements Level 1 Level 2 Level 3 Total Money market funds $ 6,920 $ — $ — $ 6,920 Corporate bonds — 9,154 — 9,154 Commercial paper — 2,488 — 2,488 U.S. government agency securities — 2,175 — 2,175 Contingent purchase consideration — — ( 4,617 ) ( 4,617 ) $ 6,920 $ 13,817 $ ( 4,617 ) $ 16,120
Summary of The Composition of Marketable Securities	The following table summarizes the composition of marketable securities as of June 30, 2024: Amortized Cost Unrealized Gain (Loss) Fair Value Available-for-sale debt securities: $ 4,469 $ 1 $ 4,470
Summary of Fair Value and Amortized Cost of Available-for-Sale Debt Securities by Contractual Maturity	The following table summarizes the fair value and amortized cost of the available-for-sale debt securities by contractual maturity as of June 30, 2024: Amortized Cost Fair Value Due within one year $ 4,469 $ 4,470
Summary Of Changes In The Fair Value Of Contingent Purchase Consideration	The following table sets forth a summary of the changes in the fair value of the contingent purchase consideration: Fair value at January 1, 2024 $ 4,617 Change in fair value ( 923 ) Fair value as of June 30, 2024 $ 3,694

Intangible Assets - (Tables)

Intangible Assets - (Tables)	6 Months Ended
	Jun. 30, 2024
Goodwill and Intangible Assets Disclosure [Abstract]
Schedule of Finite-Lived Intangible Assets	Intangible assets consist of the following as of the periods presented: Life (in years) June 30, 2024 December 31, 2023 Gross Carrying Amount Accumulated Amortization Net Carrying Amount Gross Carrying Amount Accumulated Amortization Net Carrying Amount Acquired technology 2 - 4 $ 10,074 $ ( 2,527 ) $ 7,547 $ 10,134 $ ( 882 ) $ 9,252 Domain name Indefinite 31 — 31 31 — 31 $ 10,105 $ ( 2,527 ) $ 7,578 $ 10,165 $ ( 882 ) $ 9,283
Schedule of Remaining Estimated Amortization Expense for Intangible Assets	The following table sets forth the remaining estimated amortization expense for intangible assets for the next five years: For the year ending December 31, 2024 $ 1,705 2025 3,037 2026 1,560 2027 1,245 2028 — $ 7,547

Accrued Expenses (Tables)

Accrued Expenses (Tables)	6 Months Ended
	Jun. 30, 2024
Payables and Accruals [Abstract]
Schedule of Accrued Expenses	Accrued expenses consist of the following as of the periods presented: June 30, December 31, Accrued service provider costs $ 4,060 $ 4,988 Accrued compensation 1,151 4,888 Accrued interest 1,225 907 Accrued contract labor 744 548 Contingent purchase consideration 3,694 4,617 Accrued lender fees 9,310 — Accrued VAT and income taxes 1,575 1,754 Other accrued liabilities 3,420 4,572 $ 25,179 $ 22,274

Debt Arrangements (Tables)

Debt Arrangements (Tables)	6 Months Ended
	Jun. 30, 2024
Debt Disclosure [Abstract]
Summary of Debt Arrangements	The Company’s debt arrangements consist of the following as of the periods presented: June 30, December 31, Structural Capital term loan with an interest rate at the greater of 13.5 % or the prime rate plus 7 %, maturing on January 1, 2025 $ 10,000 $ 27,500 Highbridge Capital term loan with an interest rate of 13 % January 31, 2025 40,000 40,000 2022 convertible promissory notes with an interest rate of 15 % per annum maturing on June 30, 2024 4,257 4,257 Total principal debt 54,257 71,757 Less: current portion (1) ( 54,257 ) ( 4,257 ) Less: debt issuance costs and discounts, long-term — ( 1,424 ) Total long-term debt, net $ — $ 66,076 (1) Excludes debt issuance costs and discounts of $ 985 and $ 1,064 as of June 30, 2024 and December 31, 2023, respectively.

Stock-based Compensation (Table

Stock-based Compensation (Tables)	6 Months Ended
	Jun. 30, 2024
Share-Based Payment Arrangement [Abstract]
Schedule of Non-cash Stock Based Compensation Expense	Non-cash stock-based compensation expense related to stock options and restricted stock units was recorded in the condensed consolidated financial statements as follows: Three Months Ended June 30, Six Months Ended June 30, 2024 2023 2024 2023 Research and development $ 62 $ 23 $ 183 $ 46 Sales and marketing 52 6 138 12 Operations and support 15 9 54 19 General and administrative 309 38 781 76 $ 438 $ 76 $ 1,156 $ 153

Leases (Tables)

Leases (Tables)	6 Months Ended
	Jun. 30, 2024
Leases [Abstract]
Summary of Operating Lease Cost	Operating lease cost consists of the following: Three Months Ended June 30, Six Months Ended June 30, 2024 2023 2024 2023 Lease cost $ 280 $ 292 $ 580 $ 588 Sublease income ( 68 ) ( 68 ) ( 137 ) ( 137 ) $ 212 $ 224 $ 443 $ 451
Summary of Remaining Maturities of Operating Lease Liabilities	The remaining maturities of operating lease liabilities is presented in the following table as of June 30, 2024: 2024 $ 467 2025 809 2026 827 2027 617 2028 59 Thereafter 59 Total lease payments 2,838 Less imputed interest ( 441 ) Present value of lease liabilities $ 2,397
Summary of Additional Information Relating to Company's Operating Leases	Additional information relating to the Company’s operating leases follows: June 30, December 31, Weighted average remaining lease term (years) 3.4 3.8 Weighted average discount rate 10.2 % 10.1 %

Organization - Additional Infor

Organization - Additional Information (Details) $ in Thousands		3 Months Ended			6 Months Ended
	Jul. 28, 2023	Jun. 30, 2024 USD ($) Employee	Mar. 31, 2024 Employee	Jun. 30, 2023 USD ($)	Jun. 30, 2024 USD ($)	Jun. 30, 2023 USD ($)	Dec. 31, 2023 USD ($)	Oct. 19, 2023 USD ($)
Organization Consolidation And Presentation Of Financial Statements [Line Items]
Reverse stock split, description					On July 28, 2023, the Company amended its Certificate of Incorporation to effect a 1-for-90 reverse stock split of its common stock (“Common Stock”) and Series C preferred stock. The Company has adjusted all periods presented for the effects of the stock split.
Accumulated deficit		$ (179,451)			$ (179,451)		$ (154,769)
Operating loss		(8,340)		$ (6,148)	(16,688)	$ (16,456)
Restructuring charges		425			1,124
Cash, cash equivalents and marketable securities		$ 29,309			$ 29,309
Decrease in number of employees | Employee		48	25
Percentage of decrease in employees		15%	7%
Merger Agreement | Otonomo
Organization Consolidation And Presentation Of Financial Statements [Line Items]
Cash and cash equivalents								$ 100,000
Common Stock [Member]
Organization Consolidation And Presentation Of Financial Statements [Line Items]
Reverse stock split, description	a 1-for-90 reverse stock split
Reverse stock split ratio	0.01
Series C Preferred Stock [Member]
Organization Consolidation And Presentation Of Financial Statements [Line Items]
Reverse stock split, description	a 1-for-90 reverse stock split
Reverse stock split ratio	0.01

Summary of Significant Accoun_3

Summary of Significant Accounting Policies - Additional Information (Details)	3 Months Ended		6 Months Ended		12 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2024	Jun. 30, 2023	Dec. 31, 2023
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Present value of cashflow modification of debt instrument percentage			10%
Capitalized Software
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Estimated useful life (in years)	3 years		3 years
Customer Concentration Risk | Three Customers | Revenue
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Concentration Risk, Percentage	48%	67%	45%	63%
Customer Concentration Risk | Three Customers | Accounts Receivable
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Concentration Risk, Percentage			50%		56%

Business Combinations (Addition

Business Combinations (Additional Information) (Details) - Otonomo - USD ($) $ in Thousands	3 Months Ended	6 Months Ended
	Mar. 31, 2024	Jun. 30, 2023
Business Acquisition [Line Items]
Non-recurring acquisition-related costs		$ 34,207
Merger Agreement
Business Acquisition [Line Items]
Acquired business contributed revenues	$ 3,305
Acquired business contributed net loss	$ 2,394
Effective Date of Acquisition	Jan. 01, 2023

Business Combinations - Schedul

Business Combinations - Schedule of Unaudited Pro Forma Results (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2024	Jun. 30, 2023
Business Combinations [Abstract]
Revenues	$ 34,537	$ 45,603	$ 74,629	$ 97,020
Net loss	$ (11,667)	$ (13,713)	$ (24,682)	$ (71,576)

Revenue - Schedule of Revenues

Revenue - Schedule of Revenues on Disaggregated Basis (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2024	Jun. 30, 2023
Disaggregation of revenue
Revenue	$ 34,537	$ 43,977	$ 74,629	$ 93,555
Full-service outsourcing -flat rate
Disaggregation of revenue
Revenue	32,712	43,815	70,861	92,503
Full-service outsourcing - claim cost pass-through
Disaggregation of revenue
Revenue	2	1	6	4
Membership
Disaggregation of revenue
Revenue	104	76	249	849
Software licensing arrangements
Disaggregation of revenue
Revenue	1,580	28	3,202	129
Professional services
Disaggregation of revenue
Revenue	$ 139	$ 57	$ 311	$ 70

Revenue - Schedule of Contract

Revenue - Schedule of Contract assets (Details) - USD ($) $ in Thousands	6 Months Ended
	Jun. 30, 2024	Jun. 30, 2023
Contract with Customer, Asset, after Allowance for Credit Loss [Abstract]
Contract assets as of January 1	$ 233	$ 370
Additional contract costs to fulfill	571
Amortization of contract costs to obtain	(43)	(46)
Amortization of contract costs to fulfill	(40)	(23)
Contract assets as of June 30	$ 721	$ 301

Fair Value Measurements - Summa

Fair Value Measurements - Summary of Financial Assets and Liabilities Measurement on Recurring Basis (Details) - Fair Value, Recurring - USD ($) $ in Thousands	Jun. 30, 2024	Dec. 31, 2023
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Fair Value, Net Asset (Liability)	$ 17,266	$ 16,120
Money Market Funds
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Assets Fair Value	16,490	6,920
Corporate Bonds
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Assets Fair Value	4,470	9,154
Commercial Paper
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Assets Fair Value		2,488
U.S. Government Agency Securities
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Assets Fair Value		2,175
Contingent Purchase Consideration
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Liabilities, Fair Value	(3,694)	(4,617)
Level 1
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Fair Value, Net Asset (Liability)	16,490	6,920
Level 1 | Money Market Funds
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Assets Fair Value	16,490	6,920
Level 2
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Fair Value, Net Asset (Liability)	4,470	13,817
Level 2 | Corporate Bonds
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Assets Fair Value	4,470	9,154
Level 2 | Commercial Paper
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Assets Fair Value		2,488
Level 2 | U.S. Government Agency Securities
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Assets Fair Value		2,175
Level 3
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Fair Value, Net Asset (Liability)	(3,694)	(4,617)
Level 3 | Contingent Purchase Consideration
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Liabilities, Fair Value	$ (3,694)	$ (4,617)

Fair Value Measurements - Sum_2

Fair Value Measurements - Summary of The Composition of Marketable Securities (Details) - Available-for-Sale Debt Securities - Corporate Bonds $ in Thousands	Jun. 30, 2024 USD ($)
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Amortized Cost	$ 4,469
Unrealized Gain (Loss)	1
Fair Value	$ 4,470

Fair Value Measurements - Sum_3

Fair Value Measurements - Summary of Fair Value And Amortized Cost of Available-for-sale Debt Securities by Contractual Maturity (Details) - Available-for-Sale Debt Securities $ in Thousands	Jun. 30, 2024 USD ($)
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Due within one year, Amortized Cost	$ 4,469
Due within one year, Fair Value	$ 4,470

Fair Value Measurements - Sum_4

Fair Value Measurements - Summary of The Changes in The Fair Value of The Contingent Purchase Consideration (Details) - Accrued Purchase Consideration - Level 3 $ in Thousands	6 Months Ended
	Jun. 30, 2024 USD ($)
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Fair value, beginning of period	$ 4,617
Change in fair value	(923)
Fair value, end of period	$ 3,694

Intangible Assets - Schedule of

Intangible Assets - Schedule of Finite-Lived Intangible Assets (Details) - USD ($) $ in Thousands	Jun. 30, 2024	Dec. 31, 2023
Finite-Lived Intangible Assets [Line Items]
Gross Carrying Amount	$ 10,105	$ 10,165
Accumulated Amortization	(2,527)	(882)
Net Carrying Amount	7,578	9,283
Acquired Technology
Finite-Lived Intangible Assets [Line Items]
Gross Carrying Amount	10,074	10,134
Accumulated Amortization	(2,527)	(882)
Net Carrying Amount	7,547	9,252
Domain Name
Finite-Lived Intangible Assets [Line Items]
Gross Carrying Amount	31	31
Net Carrying Amount	$ 31	$ 31
Minimum | Acquired Technology
Finite-Lived Intangible Assets [Line Items]
Estimated useful life (in years)	2 years
Maximum | Acquired Technology
Finite-Lived Intangible Assets [Line Items]
Estimated useful life (in years)	4 years

Intangible Assets (Additional I

Intangible Assets (Additional Information) (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2024	Jun. 30, 2023
Goodwill and Intangible Assets Disclosure [Abstract]
Amortization expense of intangible assets	$ 852	$ 0	$ 1,705	$ 0

Intangible Assets - Schedule _2

Intangible Assets - Schedule of Remaining Estimated Amortization Expense for Intangible Assets (Details) - USD ($) $ in Thousands	Jun. 30, 2024	Dec. 31, 2023
Finite-Lived Intangible Assets [Line Items]
Net Carrying Amount	$ 7,578	$ 9,283
Acquired Technology
Finite-Lived Intangible Assets [Line Items]
2024	1,705
2025	3,037
2026	1,560
2027	1,245
Net Carrying Amount	$ 7,547	$ 9,252

Accrued Expenses - Schedule of

Accrued Expenses - Schedule of Accrued Expenses (Details) - USD ($) $ in Thousands	Jun. 30, 2024	Dec. 31, 2023
Payables and Accruals [Abstract]
Accrued service provider costs	$ 4,060	$ 4,988
Accrued compensation	1,151	4,888
Accrued interest	1,225	907
Accrued contract labor	744	548
Contingent purchase consideration	3,694	4,617
Accrued lender fees	9,310
Accrued VAT and income taxes	1,575	1,754
Other accrued liabilities	3,420	4,572
Total accrued expenses	$ 25,179	$ 22,274

Debt Arrangements - Summary of

Debt Arrangements - Summary of Debt Arrangements (Details) - USD ($) $ in Thousands	Jun. 30, 2024	Dec. 31, 2023
Debt Instrument [Line Items]
Total principal debt	$ 54,257	$ 71,757
Less: current portion	(54,257)	(4,257)
Less: debt issuance costs and discounts, long-term		(1,424)
Total long-term debt, net		66,076
Structural Capital Term Loan
Debt Instrument [Line Items]
Total principal debt	10,000	27,500
Highbridge Capital Term Loan
Debt Instrument [Line Items]
Total principal debt	40,000	40,000
2022 Convertible Promissory Notes
Debt Instrument [Line Items]
Total principal debt	$ 4,257	$ 4,257

Debt Arrangements - Summary o_2

Debt Arrangements - Summary of Debt Arrangements (Parenthetical) (Details) - USD ($) $ in Thousands		6 Months Ended
	Jan. 19, 2024	Jun. 30, 2024	Dec. 31, 2023
Debt Instrument [Line Items]
Debt issuance costs and discounts, current		$ 985	$ 1,064
Structural Capital Term Loan
Debt Instrument [Line Items]
Debt instrument, maturity date	Jan. 01, 2025	Jan. 01, 2025
Structural Capital Term Loan | Minimum [Member]
Debt Instrument [Line Items]
Debt instrument, interest rate		13.50%
Highbridge Capital Term Loan
Debt Instrument [Line Items]
Debt instrument, interest rate		13%
Debt instrument, maturity date		Jan. 31, 2025
2022 Convertible Promissory Notes
Debt Instrument [Line Items]
Debt instrument, interest rate		15%
Debt instrument, maturity date		Jun. 30, 2024
Prime Rate [Member] | Structural Capital Term Loan
Debt Instrument [Line Items]
Debt instrument, variable rate		7%

Debt Arrangements - Additional

Debt Arrangements - Additional Information (Details) - USD ($) $ in Thousands		6 Months Ended
	Jan. 19, 2024	Jun. 30, 2024
Structural Capital Term Loan [Member]
Debt Instrument [Line Items]
Debt instrument, maturity date	Jan. 01, 2025	Jan. 01, 2025
Repayments of Debt	$ 17,500
Loss recognized on partial debt extinguishment	1,405
Debt instrument capitalized cost related to third amendment	225
Debt instrument fee paid	6,053
Highbridge Capital Term Loan [Member]
Debt Instrument [Line Items]
Debt instrument, maturity date		Jan. 31, 2025
Debt instrument capitalized cost related to fourth amendment	341
Gain or loss of debt instrument modification	$ 0
Debt instrument, interest rate		13%
2022 Convertible Promissory Notes [Member]
Debt Instrument [Line Items]
Debt instrument, maturity date		Jun. 30, 2024
Debt instrument, interest rate		15%

Stock-based Compensation - Addi

Stock-based Compensation - Additional Information (Details) - shares			6 Months Ended
	Jan. 01, 2024	Jun. 16, 2023	Jun. 30, 2024	Jun. 30, 2023
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Stock-based awards granted				0
Restricted Stock Units (RSUs) [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Stock-based awards granted			463,920
2013 Equity Incentive Plan [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Increase in common stock reserved for issuance	553,278
2023 Equity Incentive Plan [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Common stock reserved for issuance		1,383,197
Shares available for future grants			1,232,955
2023 Employee Stock Purchase Plan [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Common stock sold to employees		221,311
Shares increased in ESPP	110,655

Stock-based Compensation - Sche

Stock-based Compensation - Schedule of Non-cash Stock Based Compensation Expense (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2024	Jun. 30, 2023
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Share based compensation expense	$ 438	$ 76	$ 1,156	$ 153
Research and development
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Share based compensation expense	62	23	183	46
Sales and marketing
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Share based compensation expense	52	6	138	12
Operations and support
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Share based compensation expense	15	9	54	19
General and Administrative
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Share based compensation expense	$ 309	$ 38	$ 781	$ 76

Income Taxes - Additional Infor

Income Taxes - Additional Information (Details)	6 Months Ended
	Jun. 30, 2024
Income Tax Disclosure [Abstract]
Cumulative operating loss year	3 years

Leases - Summary of Operating L

Leases - Summary of Operating 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]
Lease cost	$ 280	$ 292	$ 580	$ 588
Sublease income	(68)	(68)	(137)	(137)
Total lease cost	$ 212	$ 224	$ 443	$ 451

Leases - Summary of Remaining M

Leases - Summary of Remaining Maturities of Operating Lease Liabilities (Details) $ in Thousands	Jun. 30, 2024 USD ($)
Leases [Abstract]
2024	$ 467
2025	809
2026	827
2027	617
2028	59
Thereafter	59
Total lease payments	2,838
Less imputed interest	(441)
Present value of lease liabilities	$ 2,397

Leases - Summary of Additional

Leases - Summary of Additional Information Relating to Company's Operating Leases (Details)	Jun. 30, 2024	Dec. 31, 2023
Leases [Abstract]
Weighted average remaining lease term (years)	3 years 4 months 24 days	3 years 9 months 18 days
Weighted average discount rate	10.20%	10.10%