Waitr (ASAPQ) 10-Q 11 May 23 2023 Q1 Quarterly report Financial data

COVER

COVER - shares	3 Months Ended
	Mar. 31, 2023	May 09, 2023
Cover [Abstract]
Document Type	10-Q
Document Quarterly Report	true
Document Period End Date	Mar. 31, 2023
Document Transition Report	false
Entity File Number	001-37788
Entity Registrant Name	WAITR HOLDINGS INC.
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	26-3828008
Entity Address, Address Line One	214 Jefferson Street
Entity Address, Address Line Two	Suite 200
Entity Address, City or Town	Lafayette
Entity Address, State or Province	LA
Entity Address, Postal Zip Code	70501
City Area Code	337
Local Phone Number	534-6881
Entity Filer Category	Non-accelerated Filer
Entity Small Business	false
Entity Emerging Growth Company	false
Entity Shell Company	false
Entity Common Stock, Shares Outstanding		13,502,270
Entity Central Index Key	0001653247
Current Fiscal Year End Date	--12-31
Document Fiscal Period Focus	Q1
Document Fiscal Year Focus	2023
Amendment Flag	false
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes

CONDENSED CONSOLIDATED BALANCE

CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands	Mar. 31, 2023	Dec. 31, 2022
CURRENT ASSETS
Cash	$ 6,289	$ 12,066
Accounts receivable, net	3,010	3,982
Capitalized contract costs, current	1,574	1,559
Prepaid expenses and other current assets	4,366	5,997
TOTAL CURRENT ASSETS	15,239	23,604
Property and equipment, net	592	808
Capitalized contract costs, noncurrent	3,065	3,403
Goodwill	9,536	9,536
Intangible assets, net	6,819	7,065
Operating lease right-of-use assets	2,649	2,917
Other noncurrent assets	772	812
TOTAL ASSETS	38,672	48,145
CURRENT LIABILITIES
Accounts payable	4,398	5,689
Restaurant food liability	941	1,282
Accrued payroll	606	1,672
Short-term loans for insurance financing	916	1,892
Income tax payable	81	74
Operating lease liabilities	936	1,023
Other current liabilities	17,574	17,596
TOTAL CURRENT LIABILITIES	25,452	29,228
Long term debt - related party	54,673	53,901
Operating lease liabilities, net of current portion	1,880	2,079
Other noncurrent liabilities	16	28
TOTAL LIABILITIES	82,021	85,236
Commitments and contingent liabilities (Note 10)
STOCKHOLDERS’ EQUITY (DEFICIT):
Common stock, $0.0001 par value; 249,000,000 shares authorized and 13,444,759 and 12,955,299 shares issued and outstanding at March 31, 2023 and December 31, 2022, respectively	21	21
Additional paid in capital	540,022	538,812
Accumulated deficit	(583,392)	(575,924)
TOTAL STOCKHOLDERS’ DEFICIT	(43,349)	(37,091)
TOTAL LIABILITIES AND STOCKHOLDERS’ DEFICIT	$ 38,672	$ 48,145

CONDENSED CONSOLIDATED BALANC_2

CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares	Mar. 31, 2023	Dec. 31, 2022
Statement of Financial Position [Abstract]
Common stock, par value (in dollars per share)	$ 0.0001	$ 0.0001
Common stock, authorized (in shares)	249,000,000	249,000,000
Common stock, issued (in shares)	13,444,759	12,955,299
Common stock, outstanding (in shares)	13,444,759	12,955,299

CONDENSED CONSOLIDATED STATEMEN

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022
Income Statement [Abstract]
REVENUE	$ 16,704	$ 35,040
COSTS AND EXPENSES:
Operations and support	8,211	20,279
Sales and marketing	4,568	6,253
Research and development	1,160	1,311
General and administrative	8,719	11,545
Depreciation and amortization	457	3,065
Goodwill impairment	0	67,190
Gain on disposal of assets	(11)	(17)
TOTAL COSTS AND EXPENSES	23,104	109,626
LOSS FROM OPERATIONS	(6,400)	(74,586)
OTHER EXPENSES AND LOSSES, NET
Interest expense	935	1,704
Other expense	126	910
NET LOSS FROM CONTINUING OPERATIONS BEFORE INCOME TAXES	(7,461)	(77,200)
Income tax expense	7	16
NET LOSS FROM CONTINUING OPERATIONS	$ (7,468)	$ (77,216)
LOSS PER SHARE:
Basic (in dollars per share)	$ (0.56)	$ (10.05)
Diluted (in dollars per share)	$ (0.56)	$ (10.05)
Weighted average shares used to compute net loss per share:
Weighted average common shares outstanding – basic (in shares)	13,425,270	7,681,498
Weighted average common shares outstanding – diluted (in shares)	13,425,270	7,681,498

CONDENSED CONSOLIDATED STATEM_2

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022
Cash flows from operating activities:
Net loss	$ (7,468)	$ (77,216)
Adjustments to reconcile net loss to net cash used in operating activities:
Non-cash interest expense	911	310
Stock-based compensation	1,065	1,671
Gain on disposal of assets	(11)	(17)
Depreciation and amortization	457	3,065
Goodwill impairment	0	67,190
Amortization of capitalized contract costs	390	302
Change in fair value of contingent consideration liability	0	81
Other	(18)	(24)
Changes in assets and liabilities:
Accounts receivable	972	(848)
Capitalized contract costs	(67)	(580)
Prepaid expenses and other current assets	1,631	3,413
Other noncurrent assets	38	93
Accounts payable	(1,291)	(1,033)
Restaurant food liability	(341)	(736)
Income tax payable	7	16
Accrued payroll	(1,066)	(1,542)
Accrued medical contingency	0	(53)
Other current liabilities	(27)	(940)
Other noncurrent liabilities	(6)	(387)
Net cash used in operating activities	(4,824)	(7,235)
Cash flows from investing activities:
Purchases of property and equipment	0	(26)
Internally developed software	0	(2,347)
Purchase of domain names	0	(12)
Proceeds from sale of property and equipment	18	0
Net cash provided by (used in) investing activities	18	(2,385)
Cash flows from financing activities:
Proceeds from issuance of stock	155	6,235
Payments on long-term loan	(139)	0
Payments on short-term loans for insurance financing	(976)	(1,849)
Payments on finance lease obligation	(1)	0
Taxes paid related to net settlement on stock-based compensation	(10)	0
Net cash (used in) provided by financing activities	(971)	4,386
Net change in cash	(5,777)	(5,234)
Cash, beginning of period	12,066	60,111
Cash, end of period	6,289	54,877
Supplemental disclosures of cash flow information:
Cash paid during the period for interest	$ 24	$ 1,394

CONDENSED CONSOLIDATED STATEM_3

CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY (DEFICIT) - USD ($) $ in Thousands	Total	Common stock	Additional paid in capital	Accumulated deficit
Beginning balance (in shares) at Dec. 31, 2021		7,304,714
Beginning balance at Dec. 31, 2021	$ 134,489	$ 15	$ 503,609	$ (369,135)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net loss	(77,216)			(77,216)
Vesting of restricted stock units (in shares)		7,635
Stock-based compensation	1,671		1,671
Issuance of common stock (in shares)		472,933
Issuance of common stock	6,235		6,235
Ending balance (in shares) at Mar. 31, 2022		7,785,282
Ending balance at Mar. 31, 2022	65,179	$ 15	511,515	(446,351)
Beginning balance (in shares) at Dec. 31, 2022		12,955,299
Beginning balance at Dec. 31, 2022	(37,091)	$ 21	538,812	(575,924)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net loss	(7,468)			(7,468)
Vesting of restricted stock units (in shares)		58,031
Taxes paid related to net settlement on stock-based compensation	(10)		(10)
Stock-based compensation	1,065		1,065
Issuance of common stock (in shares)		431,429
Issuance of common stock	155		155
Ending balance (in shares) at Mar. 31, 2023		13,444,759
Ending balance at Mar. 31, 2023	$ (43,349)	$ 21	$ 540,022	$ (583,392)

Organization

Organization	3 Months Ended
	Mar. 31, 2023
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Organization	Organization Waitr Holdings Inc., a Delaware corporation, together with its wholly owned subsidiaries (the “Company,” “ASAP,” “we,” “us” and “our”), operates an online ordering technology platform (the “Platform”), providing delivery, carryout and dine-in options, connecting restaurants, merchants, drivers and diners in certain cities in the United States. The Platform uses the “deliver anything ASAP” model making it easy for consumers to order food, alcohol, convenience, grocery, flowers, auto parts and more, and includes proprietary in-stadium mobile ordering technology. Additionally, the Company facilitates access to third parties that provide payment processing solutions for restaurants and other merchants. We entered into the business of facilitating access to third parties that provide payment processing solutions through the acquisition of ProMerchant LLC, Cape Cod Merchant Services LLC and Flow Payments LLC (collectively referred to herein as the “Cape Payment Companies”) in August 2021. On November 18, 2022, the Company filed a Certificate of Amendment to amend the Company’s Third Amended and Restated Certificate of Incorporation, which effected a one for twenty (1:20) reverse stock split (the “Reverse Stock Split”) of its outstanding common stock. See Note 12 – Stockholders’ Equity for additional information. All common share and per share amounts presented in the unaudited condensed consolidated financial statements and accompanying notes have been retroactively adjusted to reflect the Reverse Stock Split.

Basis of Presentation and Summa

Basis of Presentation and Summary of Significant Accounting Policies	3 Months Ended
	Mar. 31, 2023
Accounting Policies [Abstract]
Basis of Presentation and Summary of Significant Accounting Policies	Basis of Presentation and Summary of Significant Accounting Policies Basis of Presentation The unaudited interim condensed consolidated financial statements and accompanying notes have been prepared in accordance with generally accepted accounting principles in the United States of America (“GAAP”) and in accordance with the rules and regulations of the United States Securities and Exchange Commission (“SEC”) as they apply to interim financial information. Accordingly, the interim condensed consolidated financial statements do not include all of the information and notes required by GAAP for complete annual financial statements, although the Company believes that the disclosures made are adequate to make information not misleading. References to the Accounting Standards Codification (“ASC”) and Accounting Standards Updates (“ASUs”) included hereafter refer to the ASC and ASUs established by the Financial Accounting Standards Board (the “FASB”) as the source of authoritative GAAP. The unaudited interim condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and notes thereto, together with management’s discussion and analysis of financial condition and results of operations, contained in our Annual Report on Form 10-K for the year ended December 31, 2022 and filed with the SEC on April 17, 2023 (the “2022 Form 10-K”). The interim condensed consolidated financial statements are unaudited, but in the Company’s opinion, include all adjustments that are necessary for a fair presentation of the results for the periods presented. The interim results are not necessarily indicative of results that may be expected for any other interim period or the fiscal year. Segments Operating segments are identified as components of an enterprise about which separate discrete financial information is available for evaluation by the chief operating decision maker (the “CODM”) in making decisions regarding resource allocation and assessing performance. The Company has determined that its chief executive officer is the CODM of the Company. Our operations revolve around two primary areas of service: (i) delivery services, which include operations related to the Company’s technology platform for online ordering and delivery (“Delivery Services”), and (ii) third-party payment processing referral services, which include operations related to facilitating access to third parties that provide payment processing solutions for restaurants and other merchants (“Third-Party Payment Processing Referral Services”). See Note 14 – Segment Information for additional information on the Company’s segments and Note 4 - Revenue for additional information on revenue derived by segments. Reclassifications Certain amounts from prior periods have been reclassified to conform to the current period presentation. Principles of Consolidation The accompanying unaudited condensed consolidated financial statements include the accounts of the Company and all wholly owned subsidiaries. Intercompany transactions and balances have been eliminated upon consolidation. Use of Estimates The preparation of the unaudited condensed consolidated financial statements in accordance with GAAP requires the Company to make estimates and assumptions that affect the amounts reported in the unaudited condensed consolidated financial statements and accompanying notes. Significant estimates and judgments relied upon in preparing these condensed consolidated financial statements affect the following items: • incurred loss estimates under our insurance policies with large deductibles or retention levels; • loss exposure related to claims; • determination of agent vs. principal classification for revenue recognition purposes; • income taxes; • useful lives of tangible and intangible assets; • equity compensation; • contingencies; • fair value and recoverability of property and equipment; • fair value of goodwill and other intangible assets, including the recoverability of intangible assets with finite lives and other long-lived assets; and • fair value of assets acquired, liabilities assumed and contingent consideration as part of a business combination. The Company regularly assesses these estimates and records changes to estimates in the period in which they become known. The Company bases its estimates on historical experience and various other assumptions believed to be reasonable under the circumstances. Changes in the economic environment, financial markets, and any other parameters used in determining these estimates could cause actual results to differ from those estimates. Significant Accounting Policies See “ Recent Accounting Pronouncements ” below for a description of accounting principle changes adopted during the three months ended March 31, 2023. There have been no material changes to our significant accounting policies described in the 2022 Form 10-K. Recent Accounting Pronouncements The Company considered the applicability and impact of all ASUs. ASUs not listed below were assessed and determined to be either not applicable or are expected to have minimal impact on these unaudited condensed consolidated financial statements. Recently Adopted Accounting Standards In October 2021, the FASB issued ASU 2021-08, Business Combinations (Topic 805): Accounting for Contract Assets and Contract Liabilities from Contracts with Customers , which creates an exception to the general recognition and measurement principle in ASC 805 by requiring companies to apply ASC 606, Revenue from Contracts with Customers , to recognize and measure contract assets and contract liabilities from contracts with customers acquired in a business combination. The guidance additionally clarifies that companies should apply the definition of a performance obligation in ASC 606 when recognizing contract liabilities assumed in a business combination. ASU 2021-08 was effective for and adopted by the Company on January 1, 2023. The adoption of ASU 2021-08 did not have a material impact on the Company’s disclosures or consolidated financial statements.

Going Concern

Going Concern	3 Months Ended
	Mar. 31, 2023
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Going Concern	Going Concern Pursuant to the requirements of ASC 205-40, Going Concern , management must evaluate whether there are conditions or events, considered in the aggregate, that raise substantial doubt about the Company’s ability to continue as a going concern within one year after the date that the financial statements are issued. This evaluation initially does not take into consideration the potential mitigating effect of management’s plans that have not been fully implemented as of the date the financial statements are issued. When substantial doubt exists under this methodology, management evaluates whether the mitigating effect of its plans sufficiently alleviates substantial doubt about the Company’s ability to continue as a going concern. The mitigating effect of management’s plans, however, is only considered if both (1) it is probable that the plans will be effectively implemented within one year after the date that the financial statements are issued, and (2) it is probable that the plans, when implemented, will sufficiently mitigate the relevant conditions or events that raise substantial doubt about the entity’s ability to continue as a going concern within one year after the date that the financial statements are issued. The Company has had recurring losses from operations and declines in cash positions. As reflected in the accompanying unaudited condensed consolidated financial statements, the Company has an accumulated deficit of $583,392 as of March 31, 2023. The Company has experienced negative cash flow from operations during each quarter of fiscal 2022 through the first quarter of fiscal 2023. The Company’s cash position has declined from $12,066 at December 31, 2022 to $6,289 as of March 31, 2023. As of March 31, 2023, the Company has outstanding debt in the principal amount of $55,663 with a maturity date of May 15, 2024. In an effort to alleviate these conditions, management is evaluating its existing cost structure and implementing cost saving initiatives to reduce operating costs and plans to continue to implement further cost saving initiatives where appropriate. Management plans to raise additional equity capital in best efforts private placements, rather than through the ATM Program (as defined below) (see Note 12 – Stockholders’ Equity ), although there can be no assurance that we will be able to raise additional capital. The Company does not anticipate being able to utilize its ATM Program in fiscal 2023. The Company’s plans are designed to provide the Company with adequate liquidity to meet its obligations for at least the twelve-month period following the date these financial statements are issued; however, the plans are dependent on conditions and factors, many of which are outside of the Company’s control. There can be no assurance that we will be able to generate positive cash flow from operations in any future period. Additionally, we may be unable to raise additional equity capital or enter into any financing arrangements when needed on favorable terms or at all. Accordingly, management could not conclude that it was probable that the plans will sufficiently mitigate the relevant conditions or events that raise substantial doubt about the Company’s ability to continue as a going concern. As such, the Company has concluded that substantial doubt exists about the Company’s ability to continue as a going concern for a period of at least twelve months from the date of issuance of these financial statements. The accompanying unaudited condensed consolidated financial statements have been prepared assuming the Company will continue as a going concern, which contemplates the realization of assets and satisfaction of liabilities in the ordinary course of business for the twelve-month period following the date the financial statements are issued. The financial statements do not include any adjustments relating to the recoverability and classification of recorded asset amounts or the amounts and classification of liabilities that might result should the Company be unable to continue as a going concern.

Revenue

Revenue	3 Months Ended
	Mar. 31, 2023
Revenue from Contract with Customer [Abstract]
Revenue	Revenue The following table presents our revenue disaggregated by offering. Revenue consists of the following for the periods indicated (in thousands): Three Months Ended March 31, 2023 2022 Delivery Services Segment: Delivery Transaction Fees $ 13,714 $ 31,576 Other revenue 519 954 Total Delivery Services Segment 14,233 32,530 Third-Party Payment Processing Referral Services Segment 2,471 2,510 Total Revenue $ 16,704 $ 35,040 Revenue from Contracts with Customers Delivery Services Segment The Delivery Services Segment includes operations related to the Company’s technology platform for online ordering and delivery. While food ordering and delivery is the primary component of the Delivery Services Segment, the Company recently added online ordering and delivery of various other products such as flowers, auto parts, alcohol and luxury goods. The Company generates revenue (“Delivery Transaction Fees”) in the Delivery Services Segment primarily when diners or customers place an order on the Platform. Delivery Transaction Fees represent the revenue recognized from the Company’s obligation to process orders on the Platform. The performance obligation is satisfied when the Company successfully processes an order placed on the Platform and the restaurant receives the order at their location. Consistent with the recognition objective in ASC 606, Revenue from Contracts with Customers , the variable consideration due to the Company for processing orders is recognized on a daily basis. The Company is the agent in the transaction as the Platform provides a means for the restaurant to receive orders from customers. As an agent of the restaurant in the transaction, the Company recognizes Delivery Transaction Fees earned from the restaurant on the Platform on a net basis. Delivery Transaction Fees also include a fee charged to the end user customer when they request the order be delivered to their location. Revenue is recognized for diner fees once the delivery service is completed. The contract period for substantially all restaurant contracts is one month as both the Company and the restaurant have the ability to unilaterally terminate the contract by providing notice of termination. In addition to Delivery Transaction Fees, revenue in the Delivery Services Segment includes other revenue sources such as paid placement revenue for prominent positioning of a restaurant on the Platform and revenue related to fees received for the early distribution of earnings to independent contractor drivers. Third-Party Payment Processing Referral Services Segment The Company generates revenue from Third-Party Payment Processing Referral Services by facilitating access to third-party payment processing solution providers. Revenue from such services primarily consists of residual payments received from third-party payment processing solution providers, based on the volume of transactions a payment processing solution provider performs for the merchant. The Company also occasionally receives a bonus up-front fee from third-party payment processing solution providers, paid at the time of a merchant’s initial transaction with a payment processing solution provider, based on a price specified in the agreement between the merchant and the payment processing solution provider. Revenue from bonus up-front fees is recognized once the Company receives the initial fixed up-front bonus amount upon merchant activation. Third-party payment processing referral fees represent revenue recognized from the Company’s offering of referral services, connecting a merchant with a third-party payment processing service. The Company’s performance obligation in its contracts with payment processors is for an unknown or unspecified quantity of transactions and the consideration received is contingent upon the number of transactions submitted by the merchant and processed by the payment processor. Accordingly, the total transaction price is variable. The performance obligation is satisfied and revenue is recognized by the Company when the third-party payment processor finalizes the processing of a transaction through the payment system and transaction volume is available from the payment processor to the Company. Consistent with the recognition objective in ASC 606, the variable consideration due to the Company for serving as the facilitator of the arrangement between the third-party payment processor and merchant is recognized on a daily basis. The Company is the agent in these arrangements as it establishes the relationship between the third-party payment processor and merchant, and thus, recognizes revenue on a net basis. The third-party payment processor is considered the customer of the Company as no direct contract exists between the merchant and the Company. Accounts Receivable The Company records a receivable when it has an unconditional right to the consideration. See Note 5 – Accounts Receivable, Net for additional details on the Company’s accounts receivable. Costs to Obtain a Contract with a Customer The Company recognizes an asset for the incremental costs of obtaining a contract with a restaurant and recognizes the expense over the course of the period when the Company expects to recover those costs. The Company has determined that certain internal sales incentives earned at the time when an initial contract is executed meet these requirements. Capitalized sales incentives are amortized to sales and marketing expense on a straight-line basis over the period of benefit, which the Company has determined to be five years. The Company applies a practical expedient to expense costs as incurred for costs to obtain a contract with a customer when the amortization period would have been one year or less. Deferred costs related to obtaining contracts with restaurants were $2,885 and $3,128 as of March 31, 2023 and December 31, 2022, respectively, out of which $1,035 and $1,032, respectively, was classified as current. Amortization of expense for the costs to obtain a contract were $258 and $208 for the three months ended March 31, 2023 and 2022, respectively. Costs to Fulfill a Contract with a Customer The Company also recognizes an asset for the costs to fulfill a contract with a restaurant when they are specifically identifiable, generate or enhance resources used to satisfy future performance obligations, and are expected to be recovered. The Company has determined that certain costs related to onboarding restaurants onto the Platform meet the capitalization criteria under ASC Topic 340-40, Other Assets and Deferred Costs . Costs related to these implementation activities are deferred and then amortized to operations and support expense on a straight-line basis over the period of benefit, which the Company has determined to be five years.

Accounts Receivable, Net

Accounts Receivable, Net	3 Months Ended
	Mar. 31, 2023
Receivables [Abstract]
Accounts Receivable, Net	Accounts Receivable, Net Accounts receivable consist of the following (in thousands): March 31, December 31, December 31, Credit card receivables $ 1,136 $ 2,334 $ 1,354 Residual commissions receivable 1,282 1,422 1,342 Receivables from restaurants and customers 868 596 660 Accounts receivable 3,286 4,352 3,356 Less: allowance for doubtful accounts and chargebacks (276) (370) (329) Accounts receivable, net $ 3,010 $ 3,982 $ 3,027

Intangibles Assets and Goodwill

Intangibles Assets and Goodwill	3 Months Ended
	Mar. 31, 2023
Goodwill and Intangible Assets Disclosure [Abstract]
Intangibles Assets and Goodwill	Intangibles Assets and Goodwill Intangible Assets Intangible assets with finite useful lives are amortized using the straight-line method over their estimated useful lives and include internally developed software, as well as software to be otherwise marketed, and trademarks/trade name/patents and customer relationships. The Company has determined that the trademark intangible asset and domain names related to the rebranding initiative are indefinite-lived assets and therefore are not subject to amortization but are evaluated annually for impairment. The Cape Payment Companies trade name intangible asset, however, is being amortized over its estimated useful life. The Bite Squad and Delivery Dudes trade name intangible assets were being amortized over their estimated useful lives and were fully impaired as of December 31, 2022. As of December 31, 2022, the Company’s internally developed software and customer relationship assets related to the Delivery Services Segment were fully impaired. Intangible assets are stated at cost or acquisition-date fair value less accumulated amortization and impairment and consist of the following at March 31, 2023 and December 31, 2022 (in thousands): As of March 31, 2023 Gross Carrying Accumulated Amortization Accumulated Impairment Intangible Assets, Net Intangible assets subject to amortization: Trademarks/Trade name/Patents $ 376 $ (184) $ — $ 192 Customer Relationships 6,500 (1,373) — 5,127 Total intangible assets subject to amortization 6,876 (1,557) — 5,319 Trademarks, not subject to amortization 1,500 — — 1,500 Total $ 8,376 $ (1,557) $ — $ 6,819 As of December 31, 2022 Gross Carrying Amount Accumulated Amortization Accumulated Impairment Intangible Assets, Net Intangible assets subject to amortization: Software $ 40,341 $ (13,542) $ (26,799) $ — Trademarks/Trade name/Patents 6,549 (6,044) (284) 221 Customer Relationships 96,510 (18,647) (72,519) 5,344 Total intangible assets subject to amortization 143,400 (38,233) (99,602) 5,565 Trademarks, not subject to amortization 3,038 — (1,538) 1,500 Total $ 146,438 $ (38,233) $ (101,140) $ 7,065 The Company recorded amortization expense of $246 and $2,485 for the three months ended March 31, 2023 and 2022, respectively. Estimated future amortization expense of intangible assets subject to amortization as of March 31, 2023 is as follows (in thousands): Amortization The remainder of 2023 $ 744 2024 953 2025 875 2026 869 2027 867 Thereafter 1,011 Total future amortization $ 5,319 Goodwill Prior to the three months ended September 30, 2022, we concluded that we had one reporting unit for purposes of goodwill impairment testing. During the three months ended September 30, 2022, we quantitatively and qualitatively reassessed our segment reporting and determined the Third-Party Payment Processing Referral Services Segment is material to the group and now have two reporting units for purposes of goodwill impairment testing. The following table presents changes in the carrying value of goodwill for the Company’s single reporting unit prior to the allocation of goodwill to segments (in thousands). Balance as of December 31, 2021 $ 130,624 March 15, 2022 impairment (67,190) Balance prior to segment allocation 63,434 September 30, 2022 impairment (51,991) Remaining goodwill to be allocated to segments $ 11,443 During the three months ended September 30, 2022, the Company reallocated its goodwill from a single reporting unit to the Delivery Services Segment and the Third-Party Payment Processing Referral Services Segment based on a relative fair value analysis using several probability weighted scenarios. The following table presents changes in the carrying value of goodwill for the Company’s segments after the allocation of goodwill to segments through December 31, 2022 (in thousands). Delivery Services Segment Third-Party Payment Processing Referral Services Segment Total Goodwill allocation to segments $ 1,907 $ 9,536 $ 11,443 September 30, 2022 impairment (1,907) — (1,907) Balance as of December 31, 2022 $ — $ 9,536 $ 9,536 No events or circumstances occurred during the three months ended March 31, 2023 that would suggest an impairment may have occurred, and accordingly, the Company determined that goodwill and long-lived asset impairment testing was not needed at March 31, 2023. The following table presents the carrying value of goodwill for the Company’s segments as of March 31, 2023 (in thousands). Delivery Services Segment Third-Party Payment Processing Referral Services Segment Total Balance as of March 31, 2023 $ — $ 9,536 $ 9,536

Other Current Liabilities

Other Current Liabilities	3 Months Ended
	Mar. 31, 2023
Other Liabilities Disclosure [Abstract]
Other Current Liabilities	Other Current Liabilities Other current liabilities consist of the following (in thousands): March 31, December 31, Accrued insurance expenses $ 7,663 $ 7,139 Accrued estimated workers’ compensation expenses 179 275 Accrued medical contingency 366 366 Accrued legal contingency 1,250 1,250 Accrued sales tax payable 517 307 Other accrued expenses 2,689 3,157 Unclaimed property 2,855 2,795 Other current liabilities 2,055 2,307 Total other current liabilities $ 17,574 $ 17,596

Debt

Debt	3 Months Ended
	Mar. 31, 2023
Debt Disclosure [Abstract]
Debt	Debt The Company’s outstanding debt obligations are as follows (in thousands): Coupon Rate Effective Maturity March 31, December 31, Term Loan 7.125% 13.37% May 2024 $ 12,661 $ 12,579 Notes 4.5% - 6.0% 4.86% May 2024 43,002 42,523 $ 55,663 $ 55,102 Less: unamortized debt issuance costs on Term Loan (818) (992) Less: unamortized debt issuance costs on Notes (172) (209) Long term debt - related party $ 54,673 $ 53,901 Short-term loans for insurance financing 6.25% - 6.96% n/a June 2023 - September 2023 916 1,892 Total outstanding debt $ 55,589 $ 55,793 Interest expense related to the Company’s outstanding debt totaled $935 and $1,704 for the three months ended March 31, 2023 and 2022, respectively. Interest expense includes interest on outstanding borrowings and amortization of debt issuance costs and debt discount. See Note 16 – Related Party Transactions for additional information regarding the Company’s related party long-term debt. Term Loan The Company maintains an agreement with Luxor Capital Group, LP (“Luxor Capital”) (as amended or otherwise modified from time to time, the “Credit Agreement”). The Credit Agreement provides for a senior secured first priority term loan (the “Term Loan”) which is guaranteed by certain subsidiaries of the Company. Interest on the Term Loan is payable quarterly, in cash or, at the election of the Company, as a payment-in-kind, with interest paid in-kind being added to the aggregate principal balance. The Company elected to pay the interest payment of $221 due on March 31, 2023 in-kind, resulting in such amount being added to the principal balance of the Term Loan. During the three months ended March 31, 2023, the Company made prepayments totaling $139 on the Term Loan, representing 60% of the net proceeds received by the Company for sales under the ATM Program that settled in early January 2023. See Amendments to Loan Agreements below for additional details on the Term Loan and Credit Agreement. The Credit Agreement includes a number of customary covenants that, among other things, limit or restrict the ability of the Company and its subsidiaries to incur additional debt, incur liens on assets, engage in mergers or consolidations, dispose of assets, pay dividends or repurchase capital stock and repay certain junior indebtedness. The Credit Agreement also includes customary affirmative covenants, representations and warranties and events of default. Notes Additionally, the Company issued unsecured convertible promissory notes (the “Notes”) to Luxor Capital Partners, LP, Luxor Capital Partners Offshore Master Fund, LP, Luxor Wavefront, LP and Lugard Road Capital Master Fund, LP (the “Luxor Entities”) pursuant to an agreement, herein referred to as the “Convertible Notes Agreement”. The net carrying value of the Notes as of March 31, 2023 and December 31, 2022 totaled $42,830 and $42,314, respectively. See Amendments to Loan Agreements below for additional details on the Notes. Interest on the Notes is payable quarterly, in cash or, at the Company’s election, approximately 33% of interest due can be paid-in-kind. For the quarter ended March 31, 2023, pursuant to an amendment to the Convertible Notes Agreement, the Company was allowed to pay-in-kind 100% of the interest payment due on March 31, 2023 (see Amendments to Loan Agreements below). The Company elected to pay the $479 interest payment due on March 31, 2023 in-kind, resulting in such amount being added to the principal balance of the Notes. Interest expense related to the Notes was comprised of the following for the three months ended March 31, 2023 and 2022 (in thousands): Three Months Ended March 31, 2023 2022 Contractual interest expense $ 479 $ 743 Amortization of debt discount 37 54 $ 516 $ 797 The Notes include customary anti-dilution protection, including broad-based weighted average adjustments for issuances of additional shares. Upon maturity, the outstanding Notes (and any accrued but unpaid interest) will be repaid in cash or converted into shares of common stock, at the holder’s election. The Notes are convertible at the holder’s election into shares of the Company’s common stock at a rate of $127.25 per share at March 31, 2023, subject to certain “blocker” limitations limiting the amount of shares into which the Notes can be converted. The Company’s payment obligations on the Notes are not guaranteed. The Convertible Notes Agreement contains negative covenants, affirmative covenants, representations and warranties and events of default that are substantially similar to those that are set forth in the Credit Agreement (except those that relate to collateral and related security interests, which are not contained in the Convertible Notes Agreement or otherwise applicable to the Notes). Amendments to Loan Agreements On January 6, 2023, ASAP Inc. (f/k/a Waitr Inc.), Waitr Intermediate Holdings, LLC, other guarantors party thereto, Luxor Capital, LLC and Luxor Capital entered into an amendment to the Credit Agreement (the “January 2023 Amended Credit Agreement”). Additionally, on January 6, 2023, Waitr Holdings Inc. and Luxor Capital entered into an amendment to the Convertible Notes Agreement (the “January 2023 Amended Convertible Notes Agreement”). The January 2023 Amended Credit Agreement and January 2023 Amended Convertible Notes Agreement provided that (i) Section 5.1(c) of each of the agreements was amended to waive the requirement for the audit report to be unqualified as to going concern with respect to the fiscal year 2022 financial statements and (ii) the requirement of Section 5.1(i) of each of the agreements that the financial plan demonstrate adequate liquidity through the final maturity date was amended to waive such requirement with respect to the financial plan to be delivered within 30 days of the end of fiscal year 2022. On March 31, 2023, the Company entered into an amendment to the Credit Agreement (the “March 2023 Amended Credit Agreement”) and an amendment to the Convertible Notes Agreement (the “March 2023 Amended Convertible Notes Agreement”). The March 2023 Amended Credit Agreement and March 2023 Amended Convertible Notes Agreement extended the due date from March 31, 2023 to April 17, 2023 for submission of the fiscal year 2022 audited financial statements of the Company to the lenders. Additionally, the March 2023 Amended Convertible Notes Agreement allowed the Company to pay in-kind 100% of the accrued interest for the fiscal quarter ended March 31, 2023 due on March 31, 2023. The Company evaluated the amendments in the March 2023 Amended Convertible Notes Agreement under ASC 470-60, “ Troubled Debt Restructurings by Debtors ”. Management concluded that there were indicators of financial difficulty for the Company at this date. Additionally, management concluded that the increase in the allowable percentage of interest on the Notes that could be paid-in-kind, from 33% to 100% for the interest payment for the quarter ended March 31, 2023, was a concession granted by the lenders. Therefore, the amendment is accounted for as a troubled debt restructuring. Management assessed whether the total undiscounted future cash payments specified by the March 2023 Amended Convertible Notes Agreement are greater or less than the carrying amount of the debt at the time of the restructuring and determined that the undiscounted future cash payments under the new terms are greater than the carrying amount of the debt at the time of the restructuring. Accordingly, no gain or loss was required to be recognized on the troubled debt restructuring. The change is accounted for prospectively using the new effective interest rate of the Notes. Short-Term Loans The Company has outstanding short-term loans as of March 31, 2023 for the purpose of financing portions of its annual insurance premium obligations. The loans are payable in monthly installments until maturity.

Income Taxes

Income Taxes	3 Months Ended
	Mar. 31, 2023
Income Tax Disclosure [Abstract]
Income Taxes	Income TaxesThe Company provides for income taxes using an asset and liability approach under which deferred income taxes are provided for based upon enacted tax laws and rates applicable to periods in which the taxes become payable. The Company recorded income tax expense of $7 and $16 for the three months ended March 31, 2023 and 2022, respectively. The Company’s income tax expense is entirely related to state taxes in various jurisdictions. The Company recorded a full valuation allowance against net deferred tax assets as of March 31, 2023 and December 31, 2022 as the Company has historically generated net operating losses, and the Company did not consider future book income as a source of taxable income when assessing if a portion of the deferred tax assets is more likely than not to be realized.

Commitments and Contingent Liab

Commitments and Contingent Liabilities	3 Months Ended
	Mar. 31, 2023
Commitments and Contingencies Disclosure [Abstract]
Commitments and Contingent Liabilities	Commitments and Contingent Liabilities Sponsorship Agreements On July 23, 2022 (the “Effective Date”), the Company entered into a multi-year sponsorship agreement (the “MetLife Sponsorship Agreement”) with New Meadowlands Stadium Company, LLC (“NMSC”), pursuant to which the Company will be the exclusive mobile ordering platform used at MetLife Stadium. Pursuant to the MetLife Sponsorship Agreement, NMSC agrees to provide the Company with certain promotions, programs and benefits throughout each Contract Year of the agreement. The term “Contract Year” under the MetLife Sponsorship Agreement refers to each year of the agreement with the first Contract Year beginning on the Effective Date and ending on March 31, 2023, and each subsequent Contract Year beginning on April 1 and ending on the last day of the following March. The term of the MetLife Sponsorship Agreement is five In connection with the MetLife Sponsorship Agreement, the Company has committed to pay an aggregate of $9,128 in sponsorship fees which will be amortized over the performance period on a straight-line basis. The sponsorship fees are generally payable in quarterly installments and include the following amounts by Contract Year: $1,650 in year one, $1,732 in year two, $1,820 in year three, $1,920 in year four and $2,006 in year five. In September 2022, the Company entered into a multi-year sponsorship agreement with the National Hockey League’s Florida Panthers (the “FLA Sponsorship Agreement”) pursuant to which the Company will serve as the official mobile ordering platform used at the FLA Live Arena. The term of the FLA Sponsorship Agreement is approximately four years and will expire on June 30, 2026. Remaining commitments under the agreement as of March 31, 2023 include the following amounts payable in fiscal years 2023 through 2026, respectively: $144, $296, $311, and $159. Included in the unaudited condensed consolidated statement of operations for the three months ended March 31, 2023, is $758 of sales and marketing expense related to the MetLife Sponsorship Agreement and the FLA Sponsorship Agreement. Workers Compensation and Auto Policy Claims We establish a liability under our workers’ compensation and auto insurance policies for claims incurred within our self-insured retention levels and an estimate for claims incurred but not yet reported. As of March 31, 2023 and December 31, 2022, $7,824 and $7,349, respectively, in outstanding workers’ compensation and auto policy reserves are included in the unaudited condensed consolidated balance sheet. Legal Matters In July 2016, Waiter.com, Inc. filed a lawsuit against Waitr Inc. in the United States District Court for the Western District of Louisiana, alleging trademark infringement based on the Company’s use of the “Waitr” trademark and logo, Civil Action No.: 2:16-CV-01041. The plaintiff sought injunctive relief and damages relating to the Company’s use of the “Waitr” name and logo. During the third quarter of 2020, the trial date was rescheduled to June 2021. On June 22, 2021, the Company entered into a License, Release and Settlement Agreement (the “Settlement”) to settle all claims related to this lawsuit. Pursuant to the Settlement, the Company paid the plaintiff $4,700 in cash on July 1, 2021. In connection with the Settlement, we agreed to adopt a new trademark or tradename to replace the Waitr trademark and to discontinue use of the Waitr trademark in connection with the marketing, sale or provision of any web-based or mobile app-based delivery, pick-up, carry-out or dine-in services using the Waitr trademark by June 22, 2022, which was extended by eight accrued an $800 reserve in connection with its option to extend the license period by an additional eight months, which was paid in May 2022. The $800 legal reserve is included in other expense in the unaudited condensed consolidated statement of operations for the three months ended March 31, 2022. In April 2019, the Company was named as a defendant in a class action complaint filed by certain current and former restaurant partners, captioned Bobby’s Country Cookin’, LLC, et al v. Waitr Holdings Inc., which is currently pending in the United States District Court for the Western District of Louisiana. The plaintiffs assert claims for breach of contract and violation of the duty of good faith and fair dealing, and they seek recovery on behalf of themselves and two separate classes. Based on the current class definitions, as many as 10,000 restaurant partners could be members of the two separate classes at issue. In February 2022, the parties reached a proposed settlement in principle to resolve the litigation in its entirety and requested a stay of the pending litigation. Ultimately, no settlement agreement was executed by the parties nor was District Court approval obtained. Consequently, the stay of the litigation was briefly lifted until the District Court certified its ruling on a motion for summary judgment for immediate appeal. The litigation is currently stayed while the matter proceeds on appeal. Based on the settlement negotiations, the Company accrued a $1,250 reserve in connection with this lawsuit during the three months ended December 31, 2021. The accrued legal contingency is included in other current liabilities in the unaudited condensed consolidated balance sheet at March 31, 2023. In November 2022, the Company was named as a defendant in Jenson et al v. Bitesquad.com, LLC , No. 22-cv-03044 (NEB), filed in Minnesota state court. The plaintiffs, three customers purporting to represent a class, allege that the Company’s advertising is false and misleading in that the Company’s “free delivery” promotions violate the Minnesota Uniform Deceptive Practices Act and the Minnesota False Statement in Advertising Act as a result of the Company charging “other fees” on such orders that plaintiffs assert constitute a “delivery charge.” The plaintiffs seek unspecified damages as well as injunctive and declaratory relief. The Company removed the case to the United States District Court for the District of Minnesota under the Class Action Fairness Act. Based on the existence of an arbitration provision in the BiteSquad website “terms and conditions” section, the Company then moved to compel arbitration under the Federal Arbitration Act. The parties briefed and presented arguments on this motion to the court on March 8, 2023 and are waiting on the court’s ruling. The Company believes that this lawsuit lacks merit and that it has strong defenses to all claims alleged. The Company continues to vigorously defend the lawsuit. In October, 2017, the Company was named as a defendant in the matter of Michael Boone and Jennifer Walters, individually and on behalf of their minor child Grace Boone, vs. Waitr Inc. , pending in the 22nd Judicial District Court for the Parish of St. Tammany, State of Louisiana. The action arises from a pedestrian/vehicle collision that occurred in November 2016, and the alleged substantial damages as a result thereof. This matter was not resolved through mediation. A trial date has not been set and discovery is ongoing. The Company intends to vigorously defend this lawsuit. In May 2020, the Company was named as a defendant in Mary Ritchey, Individually and as Conservator for A.M., a minor, vs. Kristi Rando, Waitr Holdings, Inc., et al., Civil No. 1CCV-20-0722 LWC , and Robert P. McPherson vs. Kristi Rando, Waitr Holdings, Inc., et al., Civil No. 1CCV-20-0764 LWC , consolidated and which is currently pending in the Circuit Court of the First Circuit, State of Hawaii. This action is a result of an automobile accident that occurred in October 2018 involving an employee of a Company subsidiary and the alleged substantial injuries and damages as a result thereof. Discovery is ongoing, as well as the motion practice. The court recently granted plaintiffs’ motion to continue trial, and the trial has been rescheduled for June 2024. The Company intends to vigorously defend this lawsuit. In May 2020, the Company was named as a defendant in Jessie Stewart, Bradley Stewart & Sheila Ludwig vs. Waitr Inc. of LA., Waitr Holdings, Inc., Delivery Logistics, LLC, et al , in the 22nd Judicial District Court, St. Tammany Parish, Louisiana. This action is a result of an automobile accident that occurred in April 2020 involving an independent contractor and the mother of the three plaintiffs, alleging substantial damages based on the injuries sustained in the accident and the ultimate death of the mother subsequent to the automobile accident. Discovery is ongoing and no trial date has been set. The Company intends to vigorously defend this lawsuit. In addition to the lawsuits described above, the Company is involved in other litigation arising from the normal course of business activities, including, without limitation, vehicle accidents involving employees and independent contractor drivers resulting in claims alleging personal injuries and medical expenses, labor and employment claims, allegations of intellectual property infringement, and workers’ compensation benefit claims as a result of alleged conduct involving its employees, independent contractor drivers, and third-party negligence. Although the Company believes that it maintains insurance with standard deductibles that generally covers liability for potential damages in many of these matters where coverage is available on acceptable terms (it is not maintained for claims involving intellectual property), insurance coverage is not guaranteed, there are limits to insurance coverage and in certain instances claims are met with denial of

Stock-Based Awards and Cash-Bas

Stock-Based Awards and Cash-Based Awards	3 Months Ended
	Mar. 31, 2023
Share-Based Payment Arrangement [Abstract]
Stock-Based Awards and Cash-Based Awards	Stock-Based Awards and Cash-Based Awards In June 2020, the Company’s stockholders approved the Waitr Holdings Inc. Amended and Restated 2018 Omnibus Incentive Plan (the “2018 Incentive Plan”), which permits the granting of awards in the form of incentive stock options, non-qualified stock options, stock appreciation rights, restricted stock, restricted stock units, performance-based awards, and other stock-based or cash-based awards. As of March 31, 2023, there were 1,095,118 shares of common stock available for future grants pursuant to the 2018 Incentive Plan. The Company also has outstanding equity awards under the 2014 Stock Plan (as amended in 2017). Total compensation expense related to awards under the Company’s incentive plans was $1,065 and $1,671 for the three months ended March 31, 2023 and 2022, respectively. Stock-Based Awards Stock Options The Company determines the fair value of stock option grants on the grant date using an option-pricing model with various assumptions regarding the risk-free rate, volatility and expected term. Expected volatility for stock options is typically estimated based on a combination of the historical volatility of the Company’s stock price and the historical and implied volatility of comparable publicly traded companies. There were no grants of stock options under the 2018 Incentive Plan during the three months ended March 31, 2023 or the three months ended March 31, 2022. All outstanding stock options are fully vested and there is no remaining unrecognized compensation cost related to stock options. The Company recognized compensation expense for stock options of $13 for the three months ended March 31, 2022. The stock option activity under the Company’s incentive plans during the three months ended March 31, 2023 and 2022 is as follows: Three Months Ended March 31, 2023 Three Months Ended March 31, 2022 Number of Weighted Weighted Number of Weighted Weighted Balance, beginning of period 481,025 $ 7.58 $ 5.25 482,767 $ 7.74 $ 5.60 Forfeited (125) 19.40 77.69 (542) 33.19 74.80 Balance, end of period 480,900 $ 7.58 $ 5.23 482,225 $ 7.72 $ 5.60 Outstanding stock options, which were fully vested and expected to vest and exercisable are as follows as of March 31, 2023 and December 31, 2022: As of March 31, 2023 As of December 31, 2022 Options Fully Options Options Fully Options Number of Options 480,900 480,900 481,025 481,025 Weighted-average remaining contractual term (years) 1.78 1.78 2.02 2.02 Weighted-average exercise price $ 7.58 $ 7.58 $ 7.58 $ 7.58 Aggregate Intrinsic Value (in thousands) $ — $ — $ — $ — The aggregate intrinsic value in the table above represents the total pre-tax intrinsic value (the difference between the fair value of the common stock and the exercise price, multiplied by the number of in-the-money options) that would have been received by the option holders had all option holders exercised their in-the-money options on each date. This amount will change in future periods based on the fair value of the Company’s stock and the number of options outstanding. There were no exercises of stock options during the three months ended March 31, 2023 and 2022. Restricted Stock The Company’s restricted stock grants include performance-based and time-based vesting awards. The fair value of restricted shares is typically determined based on the closing price of the Company’s common stock on the date of grant. Performance-Based Awards As of March 31, 2023, there were 156,716 performance-based RSUs outstanding under the Company’s 2018 Incentive Plan. Such RSUs were granted to the Company’s chief executive officer, Carl Grimstad, in April 2020 (the “Grimstad RSU Grant”). The Grimstad RSU Grant has an aggregate grant date fair value of $3,542 and vests in full in the event of a change of control, as defined in Mr. Grimstad’s employment agreement with the Company, subject to his continuous employment with the Company through the date of a change of control; provided, however, that the Grimstad RSU Grant shall fully vest in the event that Mr. Grimstad terminates his employment for good reason or he is terminated by the Company for reason other than misconduct. No stock-based compensation expense will be recognized for the Grimstad RSU Grant until such time that is probable that the performance goal will be achieved, or at the time that Mr. Grimstad terminates his employment for good reason or he is terminated by the Company for reason other than misconduct, should either occur. Awards with Time-Based Vesting During the three months ended March 31, 2023, there were no grants of time-based vesting RSUs pursuant to the 2018 Incentive Plan. The Company recognized compensation expense for restricted stock of $1,065 and $1,658 during the three months ended March 31, 2023 and 2022, respectively. Unrecognized compensation cost related to unvested time-based RSUs as of March 31, 2023 totaled $8,017, with a weighted average remaining vesting period of approximately 1.8 years. The total fair value of restricted shares that vested during the three months ended March 31, 2023 and 2022 was $31 and $68, respectively. The activity for restricted stock with time-based vesting under the Company’s incentive plans is as follows for the three months ended March 31, 2023 and 2022: Three Months Ended March 31, 2023 Three Months Ended March 31, 2022 Number of Weighted Weighted Number of Weighted Weighted Nonvested, beginning of period 612,191 $ 24.42 2.05 430,728 $ 43.00 2.50 Granted — — 181,500 11.00 Shares vested (84,237) 39.27 (7,634) 49.40 Forfeitures (53,535) 20.27 (14,309) 38.40 Nonvested, end of period 474,419 $ 22.25 1.84 590,285 $ 33.20 2.50 Cash-Based Awards Performance Bonus Agreement On April 2020, the Company entered into a performance bonus agreement with Mr. Grimstad, which was extended through January 3, 2025 in connection with the extension of his employment agreement. Pursuant to the performance bonus agreement, upon the occurrence of a change of control in which the holders of the Company’s common stock receive per share consideration that is equal to or greater than $40.00, subject to adjustment in accordance with the 2018 Incentive Plan, the Company shall pay Mr. Grimstad an amount equal to $5,000 (the “Bonus”). In order to receive the Bonus, Mr. Grimstad must remain continuously employed with the Company through the date of the change of control; provided, however, that in the event Mr. Grimstad terminates his employment for good reason or the Company terminates his employment other than for misconduct, Mr. Grimstad will be entitled to receive the Bonus provided the change of control occurs on or before January 3, 2025. Compensation expense related to the bonus agreement will not be recognized until such time that is probable that the performance goal will be achieved. Executive Retention Bonuses On January 31, 2023, the Company agreed to a pay a retention bonus to Mr. Grimstad in the amount of $1,000, of which $750 was payable immediately (and was paid on February 17, 2023) and the balance of $250 is to be paid upon the satisfaction of certain conditions. In the event Mr. Grimstad terminates his employment, other than for good reason (as defined in his employment agreement), or is terminated by the Company for misconduct (as defined in his employment agreement), in each case prior to January 31, 2024, Mr. Grimstad is required to repay the Company an amount of cash equal to the after-tax amount of the retention compensation actually paid. Additionally, on January 31, 2023, the Company agreed to pay retention bonuses totaling $500 to certain executive officers of the Company (chief financial officer, general counsel and chief engagement officer), of which $375 was payable immediately (and was paid on February 17, 2023) and the balance of $125 is to be paid upon the satisfaction of certain conditions. In the event that any such executive officer terminates his at-will employment for any reason, other than the Company’s failure to timely pay salary, or the Company terminates such employment for such executive officer’s willful misconduct, gross negligence, failure to perform required duties or due to a felony conviction, in each case prior to January 31, 2024, such executive officer is required to repay the Company an amount of cash equal to the after-tax amount of the retention compensation actually paid.

Stockholders' Equity

Stockholders' Equity	3 Months Ended
	Mar. 31, 2023
Equity [Abstract]
Stockholders' Equity	Stockholders’ Equity Common Stock At March 31, 2023 and December 31, 2022, there were 249,000,000 shares of common stock authorized and 13,444,759 and 12,955,299 shares of common stock issued and outstanding, respectively, with a par value of $0.0001. The Company did not hold any shares as treasury shares as of March 31, 2023 or December 31, 2022. The Company’s common stockholders are entitled to one vote per share. At-the-Market Offering In August 2022, the Company entered into a fourth amended and restated open market sale agreement with respect to an at-the-market offering program (the “ATM Program”) under which the Company could offer and sell, from time to time at its sole discretion, shares of its common stock having an aggregate offering price of up to $50,000 through Jefferies LLC as its sales agent. The issuance and sale of shares by the Company under the open market sales agreement was made pursuant to the Company’s effective registration statements on Form S-3. In January 2023, the Company sold 431,429 shares of common stock pursuant to the ATM Program for net proceeds of $155. As of May 11, 2023, $44,183 remained unsold under the ATM Program, however, the Company does not anticipate being able to utilize its ATM Program to effect any further sales of common stock in 2023. Preferred Stock At March 31, 2023 and December 31, 2022, the Company was authorized to issue 1,000,000 shares of preferred stock ($0.0001 par value per share). There were no issued or outstanding preferred shares as of March 31, 2023 or December 31, 2022. Notes The Company has outstanding Notes which are convertible into shares of the Company’s common stock at a rate of $127.25 per share. See Note 8 – Debt for additional information regarding the Notes.

Fair Value Measurements

Fair Value Measurements	3 Months Ended
	Mar. 31, 2023
Fair Value Disclosures [Abstract]
Fair Value Measurements	Fair Value Measurements Contingent Consideration The fair value of contingent consideration is measured at acquisition date, and at the end of each reporting period through the term of the arrangement, using the Black Scholes option-pricing model with assumptions for volatility and risk-free rate. Contingent consideration related to an earnout provision in the Company’s acquisition on August 25, 2021 of the Cape Payment Companies and the future contingent payment based on the achievement of certain revenue targets. The earnout provision, if any, was payable no later than March 30, 2023, and was valued at $1,686 as of the acquisition date. At December 31, 2022, the Company determined that it was unlikely that the earnout provision would be met, therefore no value was assigned. The earnout provision was not met, accordingly, no payment was due on March 30, 2023. Summary by Fair Value Hierarchy The Company had no assets or liabilities required to be measured at fair value on a recurring basis at March 31, 2023 or December 31, 2022. Adjustments to the fair value of the contingent consideration liability at the end of each reporting period were recognized in income (loss) from operations in the condensed consolidated statement of operations. The following table presents a reconciliation of the contingent consideration liability classified as a Level 3 financial instrument for the three months ended March 31, 2022 (in thousands): Three Months Ended March 31, 2022 Balance, beginning of the period $ 1,939 Additions — Increase in fair value 81 Reductions/settlements — Balance, end of the period $ 2,020

Segment Information

Segment Information	3 Months Ended
	Mar. 31, 2023
Segment Reporting [Abstract]
Segment Information	Segment Information The Company operates through two reportable operating segments based on two primary areas of service: (i) Delivery Services, which include operations related to the Company’s technology platform for online ordering and delivery, and (ii) Third-Party Payment Processing Referral Services, which include operations related to facilitating access to third parties that provide payment processing solutions for restaurants and other merchants. For additional information about how our reportable segments derive revenue, refer to Note 4 – Revenue . The CODM does not evaluate operating segments using asset information and, accordingly, we do not report asset information by segment. There are no internal revenue transactions between our reportable segments. The accounting policies of the operating segments are the same as those described in the 2022 Form 10-K. The CODM evaluates segment performance primarily based on segment adjusted EBITDA. Segment adjusted EBITDA is defined as revenue less the following expenses: operations and support, sales and marketing, research and development, general and administrative and certain non-operating expenses associated with our segments. Excluded from segment adjusted EBITDA are non-cash items and other items that do not reflect our core operations. The following table presents information about our segments, with a reconciliation of total segments adjusted EBITDA to net loss from continuing operations of the consolidated Company (in thousands): Three Months Ended March 31, 2023 2022 Segments adjusted EBITDA: Delivery Services Segment $ (4,371) $ (2,027) Third-Party Payment Processing Referral Services Segment (501) 236 Total segments adjusted EBITDA (4,872) (1,791) Reconciling items: Interest expense (935) (1,704) Income taxes (7) (16) Depreciation and amortization expense (457) (3,065) Goodwill impairment — (67,190) Stock-based compensation expense (1,065) (1,671) Gain on disposal of assets 11 17 Change in fair value of contingent consideration liability — (81) Transaction related expenditures and other non-recurring adjustments (143) (915) Accrued legal reserve — (800) Net loss from continuing operations $ (7,468) $ (77,216)

Loss Per Share Attributable to

Loss Per Share Attributable to Common Stockholders	3 Months Ended
	Mar. 31, 2023
Earnings Per Share [Abstract]
Loss Per Share Attributable to Common Stockholders	Loss Per Share Attributable to Common Stockholders The calculation of basic and diluted loss per share attributable to common stockholders for the three months ended March 31, 2023 and 2022 is as follows (in thousands, except share and per share data): Three Months Ended March 31, 2023 2022 Basic and diluted loss per share: Net loss attributable to common stockholders - basic and diluted $ (7,468) $ (77,216) Weighted average number of shares outstanding - basic and diluted 13,425,270 7,681,498 Basic and diluted loss per common share $ (0.56) $ (10.05) The Company has outstanding Notes which are convertible into shares of the Company’s common stock. See Note 8 – Debt for additional details on the Notes. Based on the conversion price in effect at the end of March 31, 2023 and March 31, 2022, the Notes were convertible into 337,929 and 286,813 shares, respectively, of the Company’s common stock. During the three months ended March 31, 2023 and the three months ended March 31, 2022, the Company’s weighted average common stock price was below the Notes conversion price. Additionally, the Company had net losses during such periods. Accordingly, the shares were not considered in the diluted earnings per share calculation. The following table includes securities outstanding at the end of the respective periods, which have been excluded from the fully diluted calculations because the effect on net loss per common share would have been antidilutive: Three Months Ended March 31, 2023 2022 Antidilutive shares underlying stock-based awards: Stock options 480,900 482,225 Restricted stock units 631,135 747,001 Warrants — 28,968

Related-Party Transactions

Related-Party Transactions	3 Months Ended
	Mar. 31, 2023
Related Party Transactions [Abstract]
Related-Party Transactions	Related-Party Transactions Credit Agreement and Convertible Notes Agreement In November 2018, the Company entered into the Credit Agreement, and in January 2019, the Company entered into an amendment to the Credit Agreement, and an amendment to the Convertible Notes Agreement with the Luxor Entities. In addition, on each of May 21, 2019, July 15, 2020, March 9, 2021, May 9, 2022, November 8, 2022, January 6, 2023 and March 31, 2023, the Company entered into amendments to the Credit Agreement with Luxor Capital and amendments to the Convertible Notes Agreement with the Luxor Entities. Additionally, on May 12, 2022, the Company entered into an amendment to the Convertible Notes Agreement with the Luxor Entities. On May 1, 2020, the Company entered into a Limited Waiver and Conversion Agreement with respect to the Credit Agreement and Convertible Notes Agreement. On May 13, 2022, the Company entered into the May 2022 Conversion Agreement, and on July 22, 2022, the Company entered into the July 2022 Conversion Agreement, with respect to the Convertible Notes Agreement. During the three months ended March 31, 2023, the Company made prepayments totaling $139 on the Term Loan, representing a portion of the net proceeds received by the Company for sales under the ATM Program pursuant to an amendment to the Credit Agreement. Jonathan Green, a board member of the Company, is a partner at Luxor Capital. See Note 8 - Debt for additional details on related-party debt. Other Transactions with Related Parties

Subsequent Event

Subsequent Event	3 Months Ended
	Mar. 31, 2023
Subsequent Events [Abstract]
Subsequent Event	Subsequent EventOn May 4, 2023, NMSC notified the Company that it is in default of its obligations pursuant to the MetLife Sponsorship Agreement by failing to pay a portion of the sponsor fee in the amount of $433 on or before April 1, 2023. The Company and NMSC are discussing terms for the Company to terminate the MetLife Sponsorship Agreement, although there can be no assurance such terms will be agreed upon.

Basis of Presentation and Sum_2

Basis of Presentation and Summary of Significant Accounting Policies (Policies)	3 Months Ended
	Mar. 31, 2023
Accounting Policies [Abstract]
Basis of Presentation	Basis of Presentation The unaudited interim condensed consolidated financial statements and accompanying notes have been prepared in accordance with generally accepted accounting principles in the United States of America (“GAAP”) and in accordance with the rules and regulations of the United States Securities and Exchange Commission (“SEC”) as they apply to interim financial information. Accordingly, the interim condensed consolidated financial statements do not include all of the information and notes required by GAAP for complete annual financial statements, although the Company believes that the disclosures made are adequate to make information not misleading. References to the Accounting Standards Codification (“ASC”) and Accounting Standards Updates (“ASUs”) included hereafter refer to the ASC and ASUs established by the Financial Accounting Standards Board (the “FASB”) as the source of authoritative GAAP. The unaudited interim condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and notes thereto, together with management’s discussion and analysis of financial condition and results of operations, contained in our Annual Report on Form 10-K for the year ended December 31, 2022 and filed with the SEC on April 17, 2023 (the “2022 Form 10-K”). The interim condensed consolidated financial statements are unaudited, but in the Company’s opinion, include all adjustments that are necessary for a fair presentation of the results for the periods presented. The interim results are not necessarily indicative of results that may be expected for any other interim period or the fiscal year.
Segments	Segments Operating segments are identified as components of an enterprise about which separate discrete financial information is available for evaluation by the chief operating decision maker (the “CODM”) in making decisions regarding resource allocation and assessing performance. The Company has determined that its chief executive officer is the CODM of the Company. Our operations revolve around two primary areas of service: (i) delivery services, which include operations related to the Company’s technology platform for online ordering and delivery (“Delivery Services”), and (ii) third-party payment processing referral services, which include operations related to facilitating access to third parties that provide payment processing solutions for restaurants and other merchants (“Third-Party Payment Processing Referral Services”). See Note 14 – Segment Information for additional information on the Company’s segments and Note 4 - Revenue
Reclassifications	Reclassifications Certain amounts from prior periods have been reclassified to conform to the current period presentation.
Principles of Consolidation	Principles of Consolidation The accompanying unaudited condensed consolidated financial statements include the accounts of the Company and all wholly owned subsidiaries. Intercompany transactions and balances have been eliminated upon consolidation.
Use of Estimates	Use of Estimates The preparation of the unaudited condensed consolidated financial statements in accordance with GAAP requires the Company to make estimates and assumptions that affect the amounts reported in the unaudited condensed consolidated financial statements and accompanying notes. Significant estimates and judgments relied upon in preparing these condensed consolidated financial statements affect the following items: • incurred loss estimates under our insurance policies with large deductibles or retention levels; • loss exposure related to claims; • determination of agent vs. principal classification for revenue recognition purposes; • income taxes; • useful lives of tangible and intangible assets; • equity compensation; • contingencies; • fair value and recoverability of property and equipment; • fair value of goodwill and other intangible assets, including the recoverability of intangible assets with finite lives and other long-lived assets; and • fair value of assets acquired, liabilities assumed and contingent consideration as part of a business combination. The Company regularly assesses these estimates and records changes to estimates in the period in which they become known. The Company bases its estimates on historical experience and various other assumptions believed to be reasonable under the circumstances. Changes in the economic environment, financial markets, and any other parameters used in determining these estimates could cause actual results to differ from those estimates.
Recent Accounting Pronouncements	Recent Accounting Pronouncements The Company considered the applicability and impact of all ASUs. ASUs not listed below were assessed and determined to be either not applicable or are expected to have minimal impact on these unaudited condensed consolidated financial statements. Recently Adopted Accounting Standards In October 2021, the FASB issued ASU 2021-08, Business Combinations (Topic 805): Accounting for Contract Assets and Contract Liabilities from Contracts with Customers , which creates an exception to the general recognition and measurement principle in ASC 805 by requiring companies to apply ASC 606, Revenue from Contracts with Customers , to recognize and measure contract assets and contract liabilities from contracts with customers acquired in a business combination. The guidance additionally clarifies that companies should apply the definition of a performance obligation in ASC 606 when recognizing contract liabilities assumed in a business combination. ASU 2021-08 was effective for and adopted by the Company on January 1, 2023. The adoption of ASU 2021-08 did not have a material impact on the Company’s disclosures or consolidated financial statements.
Revenue from Contracts with Customers	Revenue from Contracts with Customers Delivery Services Segment The Delivery Services Segment includes operations related to the Company’s technology platform for online ordering and delivery. While food ordering and delivery is the primary component of the Delivery Services Segment, the Company recently added online ordering and delivery of various other products such as flowers, auto parts, alcohol and luxury goods. The Company generates revenue (“Delivery Transaction Fees”) in the Delivery Services Segment primarily when diners or customers place an order on the Platform. Delivery Transaction Fees represent the revenue recognized from the Company’s obligation to process orders on the Platform. The performance obligation is satisfied when the Company successfully processes an order placed on the Platform and the restaurant receives the order at their location. Consistent with the recognition objective in ASC 606, Revenue from Contracts with Customers , the variable consideration due to the Company for processing orders is recognized on a daily basis. The Company is the agent in the transaction as the Platform provides a means for the restaurant to receive orders from customers. As an agent of the restaurant in the transaction, the Company recognizes Delivery Transaction Fees earned from the restaurant on the Platform on a net basis. Delivery Transaction Fees also include a fee charged to the end user customer when they request the order be delivered to their location. Revenue is recognized for diner fees once the delivery service is completed. The contract period for substantially all restaurant contracts is one month as both the Company and the restaurant have the ability to unilaterally terminate the contract by providing notice of termination. In addition to Delivery Transaction Fees, revenue in the Delivery Services Segment includes other revenue sources such as paid placement revenue for prominent positioning of a restaurant on the Platform and revenue related to fees received for the early distribution of earnings to independent contractor drivers. Third-Party Payment Processing Referral Services Segment The Company generates revenue from Third-Party Payment Processing Referral Services by facilitating access to third-party payment processing solution providers. Revenue from such services primarily consists of residual payments received from third-party payment processing solution providers, based on the volume of transactions a payment processing solution provider performs for the merchant. The Company also occasionally receives a bonus up-front fee from third-party payment processing solution providers, paid at the time of a merchant’s initial transaction with a payment processing solution provider, based on a price specified in the agreement between the merchant and the payment processing solution provider. Revenue from bonus up-front fees is recognized once the Company receives the initial fixed up-front bonus amount upon merchant activation. Costs to Obtain a Contract with a Customer The Company recognizes an asset for the incremental costs of obtaining a contract with a restaurant and recognizes the expense over the course of the period when the Company expects to recover those costs. The Company has determined that certain internal sales incentives earned at the time when an initial contract is executed meet these requirements. Capitalized sales incentives are amortized to sales and marketing expense on a straight-line basis over the period of benefit, which the Company has determined to be five years. The Company applies a practical expedient to expense costs as incurred for costs to obtain a contract with a customer when the amortization period would have been one year or less. Costs to Fulfill a Contract with a Customer The Company also recognizes an asset for the costs to fulfill a contract with a restaurant when they are specifically identifiable, generate or enhance resources used to satisfy future performance obligations, and are expected to be recovered. The Company has determined that certain costs related to onboarding restaurants onto the Platform meet the capitalization criteria under ASC Topic 340-40, Other Assets and Deferred Costs . Costs related to these implementation activities are deferred and then amortized to operations and support expense on a straight-line basis over the period of benefit, which the Company has determined to be five years.

Revenue (Tables)

Revenue (Tables)	3 Months Ended
	Mar. 31, 2023
Revenue from Contract with Customer [Abstract]
Summary of Revenue	The following table presents our revenue disaggregated by offering. Revenue consists of the following for the periods indicated (in thousands): Three Months Ended March 31, 2023 2022 Delivery Services Segment: Delivery Transaction Fees $ 13,714 $ 31,576 Other revenue 519 954 Total Delivery Services Segment 14,233 32,530 Third-Party Payment Processing Referral Services Segment 2,471 2,510 Total Revenue $ 16,704 $ 35,040

Accounts Receivable, Net (Table

Accounts Receivable, Net (Tables)	3 Months Ended
	Mar. 31, 2023
Receivables [Abstract]
Schedule of Accounts Receivable	Accounts receivable consist of the following (in thousands): March 31, December 31, December 31, Credit card receivables $ 1,136 $ 2,334 $ 1,354 Residual commissions receivable 1,282 1,422 1,342 Receivables from restaurants and customers 868 596 660 Accounts receivable 3,286 4,352 3,356 Less: allowance for doubtful accounts and chargebacks (276) (370) (329) Accounts receivable, net $ 3,010 $ 3,982 $ 3,027

Intangibles Assets and Goodwi_2

Intangibles Assets and Goodwill (Tables)	3 Months Ended
	Mar. 31, 2023
Goodwill and Intangible Assets Disclosure [Abstract]
Schedule of Intangible Assets	Intangible assets are stated at cost or acquisition-date fair value less accumulated amortization and impairment and consist of the following at March 31, 2023 and December 31, 2022 (in thousands): As of March 31, 2023 Gross Carrying Accumulated Amortization Accumulated Impairment Intangible Assets, Net Intangible assets subject to amortization: Trademarks/Trade name/Patents $ 376 $ (184) $ — $ 192 Customer Relationships 6,500 (1,373) — 5,127 Total intangible assets subject to amortization 6,876 (1,557) — 5,319 Trademarks, not subject to amortization 1,500 — — 1,500 Total $ 8,376 $ (1,557) $ — $ 6,819 As of December 31, 2022 Gross Carrying Amount Accumulated Amortization Accumulated Impairment Intangible Assets, Net Intangible assets subject to amortization: Software $ 40,341 $ (13,542) $ (26,799) $ — Trademarks/Trade name/Patents 6,549 (6,044) (284) 221 Customer Relationships 96,510 (18,647) (72,519) 5,344 Total intangible assets subject to amortization 143,400 (38,233) (99,602) 5,565 Trademarks, not subject to amortization 3,038 — (1,538) 1,500 Total $ 146,438 $ (38,233) $ (101,140) $ 7,065
Schedule of Estimated Future Amortization Expense of Intangible Assets	Estimated future amortization expense of intangible assets subject to amortization as of March 31, 2023 is as follows (in thousands): Amortization The remainder of 2023 $ 744 2024 953 2025 875 2026 869 2027 867 Thereafter 1,011 Total future amortization $ 5,319
Summary of Goodwill Activity	The following table presents changes in the carrying value of goodwill for the Company’s single reporting unit prior to the allocation of goodwill to segments (in thousands). Balance as of December 31, 2021 $ 130,624 March 15, 2022 impairment (67,190) Balance prior to segment allocation 63,434 September 30, 2022 impairment (51,991) Remaining goodwill to be allocated to segments $ 11,443 Delivery Services Segment Third-Party Payment Processing Referral Services Segment Total Goodwill allocation to segments $ 1,907 $ 9,536 $ 11,443 September 30, 2022 impairment (1,907) — (1,907) Balance as of December 31, 2022 $ — $ 9,536 $ 9,536 Delivery Services Segment Third-Party Payment Processing Referral Services Segment Total Balance as of March 31, 2023 $ — $ 9,536 $ 9,536

Other Current Liabilities (Tabl

Other Current Liabilities (Tables)	3 Months Ended
	Mar. 31, 2023
Other Liabilities Disclosure [Abstract]
Schedule of Other Current Liabilities	Other current liabilities consist of the following (in thousands): March 31, December 31, Accrued insurance expenses $ 7,663 $ 7,139 Accrued estimated workers’ compensation expenses 179 275 Accrued medical contingency 366 366 Accrued legal contingency 1,250 1,250 Accrued sales tax payable 517 307 Other accrued expenses 2,689 3,157 Unclaimed property 2,855 2,795 Other current liabilities 2,055 2,307 Total other current liabilities $ 17,574 $ 17,596

Debt (Tables)

Debt (Tables)	3 Months Ended
	Mar. 31, 2023
Debt Disclosure [Abstract]
Schedule of Outstanding Debt Obligations	The Company’s outstanding debt obligations are as follows (in thousands): Coupon Rate Effective Maturity March 31, December 31, Term Loan 7.125% 13.37% May 2024 $ 12,661 $ 12,579 Notes 4.5% - 6.0% 4.86% May 2024 43,002 42,523 $ 55,663 $ 55,102 Less: unamortized debt issuance costs on Term Loan (818) (992) Less: unamortized debt issuance costs on Notes (172) (209) Long term debt - related party $ 54,673 $ 53,901 Short-term loans for insurance financing 6.25% - 6.96% n/a June 2023 - September 2023 916 1,892 Total outstanding debt $ 55,589 $ 55,793
Interest Income and Interest Expense Disclosure	Interest expense related to the Notes was comprised of the following for the three months ended March 31, 2023 and 2022 (in thousands): Three Months Ended March 31, 2023 2022 Contractual interest expense $ 479 $ 743 Amortization of debt discount 37 54 $ 516 $ 797

Stock-Based Awards and Cash-B_2

Stock-Based Awards and Cash-Based Awards (Tables)	3 Months Ended
	Mar. 31, 2023
Share-Based Payment Arrangement [Abstract]
Schedule of Stock Option Activity under Incentive Plans	The stock option activity under the Company’s incentive plans during the three months ended March 31, 2023 and 2022 is as follows: Three Months Ended March 31, 2023 Three Months Ended March 31, 2022 Number of Weighted Weighted Number of Weighted Weighted Balance, beginning of period 481,025 $ 7.58 $ 5.25 482,767 $ 7.74 $ 5.60 Forfeited (125) 19.40 77.69 (542) 33.19 74.80 Balance, end of period 480,900 $ 7.58 $ 5.23 482,225 $ 7.72 $ 5.60
Schedule of Outstanding Stock Options Fully Vested and Expected to Vest and Exercisable	Outstanding stock options, which were fully vested and expected to vest and exercisable are as follows as of March 31, 2023 and December 31, 2022: As of March 31, 2023 As of December 31, 2022 Options Fully Options Options Fully Options Number of Options 480,900 480,900 481,025 481,025 Weighted-average remaining contractual term (years) 1.78 1.78 2.02 2.02 Weighted-average exercise price $ 7.58 $ 7.58 $ 7.58 $ 7.58 Aggregate Intrinsic Value (in thousands) $ — $ — $ — $ —
Schedule of Restricted Stock Award Activity under Incentive Plans	The activity for restricted stock with time-based vesting under the Company’s incentive plans is as follows for the three months ended March 31, 2023 and 2022: Three Months Ended March 31, 2023 Three Months Ended March 31, 2022 Number of Weighted Weighted Number of Weighted Weighted Nonvested, beginning of period 612,191 $ 24.42 2.05 430,728 $ 43.00 2.50 Granted — — 181,500 11.00 Shares vested (84,237) 39.27 (7,634) 49.40 Forfeitures (53,535) 20.27 (14,309) 38.40 Nonvested, end of period 474,419 $ 22.25 1.84 590,285 $ 33.20 2.50

Fair Value Measurements (Tables

Fair Value Measurements (Tables)	3 Months Ended
	Mar. 31, 2023
Fair Value Disclosures [Abstract]
Schedule of Reconciliation of Accrued Medical Contingency Liability Classified as Level 3 Financial Instruments	The following table presents a reconciliation of the contingent consideration liability classified as a Level 3 financial instrument for the three months ended March 31, 2022 (in thousands): Three Months Ended March 31, 2022 Balance, beginning of the period $ 1,939 Additions — Increase in fair value 81 Reductions/settlements — Balance, end of the period $ 2,020

Segment Information (Tables)

Segment Information (Tables)	3 Months Ended
	Mar. 31, 2023
Segment Reporting [Abstract]
Schedule of Reconciliation of Total Segment Adjusted EBITDA to Income (Loss) From Operations	The following table presents information about our segments, with a reconciliation of total segments adjusted EBITDA to net loss from continuing operations of the consolidated Company (in thousands): Three Months Ended March 31, 2023 2022 Segments adjusted EBITDA: Delivery Services Segment $ (4,371) $ (2,027) Third-Party Payment Processing Referral Services Segment (501) 236 Total segments adjusted EBITDA (4,872) (1,791) Reconciling items: Interest expense (935) (1,704) Income taxes (7) (16) Depreciation and amortization expense (457) (3,065) Goodwill impairment — (67,190) Stock-based compensation expense (1,065) (1,671) Gain on disposal of assets 11 17 Change in fair value of contingent consideration liability — (81) Transaction related expenditures and other non-recurring adjustments (143) (915) Accrued legal reserve — (800) Net loss from continuing operations $ (7,468) $ (77,216)

Loss Per Share Attributable t_2

Loss Per Share Attributable to Common Stockholders (Tables)	3 Months Ended
	Mar. 31, 2023
Earnings Per Share [Abstract]
Schedule of Calculation of Basic and Diluted Income Per Share Attributable to Common Stockholders	The calculation of basic and diluted loss per share attributable to common stockholders for the three months ended March 31, 2023 and 2022 is as follows (in thousands, except share and per share data): Three Months Ended March 31, 2023 2022 Basic and diluted loss per share: Net loss attributable to common stockholders - basic and diluted $ (7,468) $ (77,216) Weighted average number of shares outstanding - basic and diluted 13,425,270 7,681,498 Basic and diluted loss per common share $ (0.56) $ (10.05)
Schedule of Securities Outstanding Excluded From Fully Diluted Calculations	The following table includes securities outstanding at the end of the respective periods, which have been excluded from the fully diluted calculations because the effect on net loss per common share would have been antidilutive: Three Months Ended March 31, 2023 2022 Antidilutive shares underlying stock-based awards: Stock options 480,900 482,225 Restricted stock units 631,135 747,001 Warrants — 28,968

Organization (Details)

Organization (Details)	Nov. 18, 2022
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Reverse stock split ratio	0.05

Going Concern (Details)

Going Concern (Details) - USD ($) $ in Thousands	Mar. 31, 2023	Dec. 31, 2022
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Accumulated deficit	$ 583,392	$ 575,924
Cash	6,289	12,066
Long-term debt, gross	$ 55,663	$ 55,102

Revenue - Summary of Revenue (D

Revenue - Summary of Revenue (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022
Disaggregation Of Revenue [Line Items]
Total Revenue	$ 16,704	$ 35,040
Delivery Services Segment
Disaggregation Of Revenue [Line Items]
Total Revenue	14,233	32,530
Delivery Services Segment | Delivery Transaction Fees
Disaggregation Of Revenue [Line Items]
Total Revenue	13,714	31,576
Delivery Services Segment | Other revenue
Disaggregation Of Revenue [Line Items]
Total Revenue	519	954
Third-Party Payment Processing Referral Services Segment
Disaggregation Of Revenue [Line Items]
Total Revenue	$ 2,471	$ 2,510

Revenue - Narrative (Details)

Revenue - Narrative (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022	Dec. 31, 2022
Costs to Obtain a Contract With a Customer
Capitalized Contract Cost [Line Items]
Capitalized sales incentives amortization period	5 years
Deferred costs	$ 2,885		$ 3,128
Deferred costs, current	1,035		1,032
Amortization expense	$ 258	$ 208
Costs to Fulfill a Contract With a Customer
Capitalized Contract Cost [Line Items]
Capitalized sales incentives amortization period	5 years
Deferred costs	$ 1,754		1,834
Deferred costs, current	539		$ 527
Amortization expense	$ 132	$ 94

Accounts Receivable, Net - Sche

Accounts Receivable, Net - Schedule of Accounts Receivable (Details) - USD ($) $ in Thousands	Mar. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Receivables [Abstract]
Credit card receivables	$ 1,136	$ 2,334	$ 1,354
Residual commissions receivable	1,282	1,422	1,342
Receivables from restaurants and customers	868	596	660
Accounts receivable	3,286	4,352	3,356
Less: allowance for doubtful accounts and chargebacks	(276)	(370)	(329)
Accounts receivable, net	$ 3,010	$ 3,982	$ 3,027

Intangibles Assets and Goodwi_3

Intangibles Assets and Goodwill - Schedule of Intangible Assets (Details) - USD ($) $ in Thousands	Mar. 31, 2023	Dec. 31, 2022
Intangible Assets [Line Items]
Gross Carrying Amount	$ 6,876	$ 143,400
Accumulated Amortization	(1,557)	(38,233)
Accumulated Impairment	0	(99,602)
Total future amortization	5,319	5,565
Total, Gross Carrying Amount	8,376	146,438
Accumulated Impairment	0	(101,140)
Total, Intangible Assets, Net	6,819	7,065
Trademarks
Intangible Assets [Line Items]
Trademarks, not subject to amortization, gross carrying amount	1,500	3,038
Trademarks, not subject to amortization, accumulated impairment	0	(1,538)
Trademarks, not subject to amortization	1,500	1,500
Software
Intangible Assets [Line Items]
Gross Carrying Amount		40,341
Accumulated Amortization		(13,542)
Accumulated Impairment		(26,799)
Total future amortization		0
Trademarks/Trade name/Patents
Intangible Assets [Line Items]
Gross Carrying Amount	376	6,549
Accumulated Amortization	(184)	(6,044)
Accumulated Impairment	0	(284)
Total future amortization	192	221
Customer Relationships
Intangible Assets [Line Items]
Gross Carrying Amount	6,500	96,510
Accumulated Amortization	(1,373)	(18,647)
Accumulated Impairment	0	(72,519)
Total future amortization	$ 5,127	$ 5,344

Intangibles Assets and Goodwi_4

Intangibles Assets and Goodwill - Additional Information (Details) $ in Thousands	3 Months Ended			6 Months Ended
	Mar. 31, 2023 USD ($)	Sep. 30, 2022 reportingUnit	Mar. 31, 2022 USD ($)	Jun. 30, 2022 reportingUnit
Goodwill and Intangible Assets Disclosure [Abstract]
Amortization expense | $	$ 246		$ 2,485
Number of reporting units | reportingUnit		2		1

Intangibles Assets and Goodwi_5

Intangibles Assets and Goodwill - Schedule of Estimated Future Amortization Expense of Intangible Assets (Details) - USD ($) $ in Thousands	Mar. 31, 2023	Dec. 31, 2022
Goodwill and Intangible Assets Disclosure [Abstract]
The remainder of 2023	$ 744
2024	953
2025	875
2026	869
2027	867
Thereafter	1,011
Total future amortization	$ 5,319	$ 5,565

Intangibles Assets and Goodwi_6

Intangibles Assets and Goodwill - Summary of Goodwill Activity (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2023	Sep. 30, 2022	Mar. 31, 2022
Goodwill [Roll Forward]
Goodwill, beginning balance	$ 9,536
Goodwill impairment	0		$ (67,190)
Goodwill, ending balance	9,536
One Reporting Unit
Goodwill [Roll Forward]
Goodwill, beginning balance		$ 63,434	130,624
Goodwill impairment		(51,991)	$ (67,190)
Goodwill, ending balance		11,443
Two Reporting Units
Goodwill [Roll Forward]
Goodwill, beginning balance	9,536	11,443
Goodwill impairment		(1,907)
Delivery Services Segment
Goodwill [Roll Forward]
Goodwill, ending balance	0
Delivery Services Segment | Two Reporting Units
Goodwill [Roll Forward]
Goodwill, beginning balance	0	1,907
Goodwill impairment		(1,907)
Third-Party Payment Processing Referral Services Segment
Goodwill [Roll Forward]
Goodwill, ending balance	9,536
Third-Party Payment Processing Referral Services Segment | Two Reporting Units
Goodwill [Roll Forward]
Goodwill, beginning balance	$ 9,536	9,536
Goodwill impairment		$ 0

Other Current Liabilities - Sch

Other Current Liabilities - Schedule of Other Current Liabilities (Details) - USD ($) $ in Thousands	Mar. 31, 2023	Dec. 31, 2022
Other Liabilities Disclosure [Abstract]
Accrued insurance expenses	$ 7,663	$ 7,139
Accrued estimated workers’ compensation expenses	179	275
Accrued medical contingency	366	366
Accrued legal contingency	1,250	1,250
Accrued sales tax payable	517	307
Other accrued expenses	2,689	3,157
Unclaimed property	2,855	2,795
Other current liabilities	2,055	2,307
Total other current liabilities	$ 17,574	$ 17,596

Debt - Schedule of Debt Obligat

Debt - Schedule of Debt Obligations (Details) - USD ($) $ in Thousands	3 Months Ended	12 Months Ended
	Mar. 31, 2023	Dec. 31, 2022
Debt Instrument [Line Items]
Long-term debt, gross	$ 55,663	$ 55,102
Long term debt - related party	54,673	53,901
Short-term loans for insurance financing	916	1,892
Total outstanding debt	$ 55,589	$ 55,793
Minimum
Debt Instrument [Line Items]
Coupon Rate Range in 2022 through 1Q23	6.25%	6.25%
Maximum
Debt Instrument [Line Items]
Coupon Rate Range in 2022 through 1Q23	6.96%	6.96%
Term Loan
Debt Instrument [Line Items]
Coupon Rate Range in 2022 through 1Q23	7.125%	7.125%
Effective interest rate	13.37%
Long-term debt, gross	$ 12,661	$ 12,579
Less: unamortized debt issuance costs	$ (818)	(992)
Notes
Debt Instrument [Line Items]
Effective interest rate	4.86%
Long-term debt, gross	$ 43,002	42,523
Less: unamortized debt issuance costs	(172)	(209)
Long term debt - related party	$ 42,830	$ 42,314
Notes | Minimum
Debt Instrument [Line Items]
Coupon Rate Range in 2022 through 1Q23	4.50%	4.50%
Notes | Maximum
Debt Instrument [Line Items]
Coupon Rate Range in 2022 through 1Q23	6%	6%

Debt - Additional Information (

Debt - Additional Information (Details) - USD ($) $ / shares in Units, $ in Thousands		2 Months Ended	3 Months Ended
	Jan. 06, 2023	Dec. 31, 2022	Mar. 31, 2023	Mar. 31, 2022
Debt Instrument [Line Items]
Contractual interest expense			$ 935	$ 1,704
Repayments of long-term debt			139	0
Long term debt - related party		$ 53,901	$ 54,673
Conversion price per share (in dollars per share)			$ 127.25
January 2023 Amended Debt Agreement
Debt Instrument [Line Items]
Financial plan delivery period following year end	30 days
Term Loan
Debt Instrument [Line Items]
Contractual interest expense			$ 221
Term Loan | November 2022 Amended Debt Agreement
Debt Instrument [Line Items]
Repayments of long-term debt			$ 139
Percentage of proceeds of future at-the-market public common stock issuances			60%
Notes
Debt Instrument [Line Items]
Contractual interest expense			$ 479	$ 743
Long term debt - related party		$ 42,314	$ 42,830
Notes | November 2022 Amended Debt Agreement
Debt Instrument [Line Items]
Maximum paid-in-kind interest payment, percent		33%
Notes | March 2023 Amended Debt Agreement
Debt Instrument [Line Items]
Maximum paid-in-kind interest payment, percent			100%

Debt - Interest Income and Inte

Debt - Interest Income and Interest Expense Disclosure (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022
Debt Instrument [Line Items]
Contractual interest expense	$ 935	$ 1,704
Notes
Debt Instrument [Line Items]
Contractual interest expense	479	743
Amortization of debt discount	37	54
Interest expense, debt, excluding amortization	$ 516	$ 797

Income Taxes (Details)

Income Taxes (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022
Income Tax Disclosure [Abstract]
Income tax expense	$ 7	$ 16

Commitments and Contingent Li_2

Commitments and Contingent Liabilities (Detail) $ in Thousands				1 Months Ended		3 Months Ended
	Jul. 23, 2022 USD ($)	Jul. 01, 2021 USD ($)	Jun. 22, 2021 USD ($)	Nov. 30, 2022 plaintiff	May 31, 2020 plaintiff	Mar. 31, 2023 USD ($)	Mar. 31, 2022 USD ($)	Dec. 31, 2022 USD ($)	Dec. 31, 2021 USD ($)	Apr. 30, 2019 partner
Other Commitments [Line Items]
Sales and marketing expense						$ 4,568	$ 6,253
Outstanding workers compensation and auto policy reserves						7,824		$ 7,349
Cash paid to plaintiff		$ 4,700
One time payment in settlement agreement, extension period			8 months				8 months
One-time payment in settlement agreement			$ 800				$ 800
Number of restaurant partner | partner										10,000
Estimated litigation liability									$ 1,250
Jenson et al. v. Bitesquad.com, LLC
Other Commitments [Line Items]
Number of plaintiffs | plaintiff				3
Jessie Stewart, Bradley Stewart & Sheila Ludwig vs. Waitr Inc. of LA., Waitr Holdings, Inc., Delivery Logistics, LLC, et al
Other Commitments [Line Items]
Number of plaintiffs | plaintiff					3
MetLife Sponsorship Agreement
Other Commitments [Line Items]
Sponsorship agreement term	5 years
Sponsorship fees	$ 9,128
Sponsorship fees, year one	1,650
Sponsorship fees, year two	1,732
Sponsorship fees, year three	1,820
Sponsorship fees, year four	1,920
Sponsorship fees, year five	$ 2,006
FLA Sponsorship Agreement
Other Commitments [Line Items]
Sponsorship fees, year one						296
Sponsorship fees, year two						311
Sponsorship fees, year three						159
Sponsorship fees, remainder of year						144
MetLife and FLA Sponsorship Agreements
Other Commitments [Line Items]
Sales and marketing expense						$ 758

Stock-Based Awards and Cash-B_3

Stock-Based Awards and Cash-Based Awards - Additional Information (Details) - USD ($) $ / shares in Units, $ in Thousands		1 Months Ended	3 Months Ended
	Feb. 17, 2023	Apr. 30, 2020	Mar. 31, 2023	Mar. 31, 2022	Jan. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Mr. Grimstad
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Retention bonus liability					$ 1,000
Retention bonus paid	$ 750
Mr. Grimstad | Deferred Bonus
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Retention bonus deferred					250
Executive Officer
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Retention bonus liability					500
Retention bonus paid	$ 375
Executive Officer | Deferred Bonus
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Retention bonus deferred					$ 125
Stock Options
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Compensation expense				$ 13
Unrecognized compensation cost related to unvested stock options			$ 0
Aggregate intrinsic value of awards exercised			$ 0	$ 0
2018 Incentive Plan
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Common stock, reserved for issuance (in shares)			1,095,118
2018 Incentive Plan | Grimstad Option | Performance Bonus Agreement
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Minimum consideration common stock payable, per share (in dollars per share)		$ 40
Bonus payable		$ 5,000
2018 Incentive Plan | Stock Options
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Grants under plan (in shares)			0	0
2018 Incentive Plan | Grimstad RSU Grant | Grimstad Option
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Compensation expense		0
Shares outstanding (in shares)			156,716
Aggregate grant date fair value		$ 3,542
2018 Incentive Plan | Restricted Stock Units (RSUs)
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Compensation expense			$ 1,065	$ 1,658
Unrecognized compensation cost related to unvested stock options			$ 8,017
Shares outstanding (in shares)			474,419	590,285		612,191	430,728
Shares granted (in shares)			0	181,500
Weighted average remaining vesting period			1 year 9 months 18 days
Fair value of restricted shares vested			$ 31	$ 68
Amended 2014 Stock Plan and 2018 Incentive Plan
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Compensation expense			$ 1,065	$ 1,671

Stock-Based Awards and Cash-B_4

Stock-Based Awards and Cash-Based Awards - Schedule of Stock Option Activity under Incentive Plans (Details) - 2018 Incentive Plan - Stock Options - $ / shares	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022
Number of Shares
Beginning balance (in shares)	481,025	482,767
Forfeited (in shares)	(125)	(542)
Ending balance (in shares)	480,900	482,225
Weighted Average Exercise Price
Beginning balance (in dollars per share)	$ 7.58	$ 7.74
Forfeited (in dollars per share)	19.40	33.19
Ending balance (in dollars per share)	7.58	7.72
Weighted Average Grant Date Fair Value
Beginning balance (in dollars per share)	5.25	5.60
Forfeited (in dollars per share)	77.69	74.80
Ending balance (in dollars per share)	$ 5.23	$ 5.60

Stock-Based Awards and Cash-B_5

Stock-Based Awards and Cash-Based Awards - Schedule of Outstanding Stock Options Fully Vested and Expected to Vest and Exercisable (Details) - Stock Options - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended	12 Months Ended
	Mar. 31, 2023	Dec. 31, 2022
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Options Fully Vested and Expected to Vest, Number of Options (in shares)	480,900	481,025
Options Fully Vested and Expected to Vest, Weighted-average remaining contractual term (years)	1 year 9 months 10 days	2 years 7 days
Options Fully Vested and Expected to Vest, Weighted-average exercise price (in dollars per share)	$ 7.58	$ 7.58
Options Fully Vested and Expected to Vest, Aggregate Intrinsic Value (in thousands)	$ 0	$ 0
Options Exercisable, Number of Options (in shares)	480,900	481,025
Options Exercisable, Weighted-average remaining contractual term (years)	1 year 9 months 10 days	2 years 7 days
Options Exercisable, Weighted-average exercise price (in dollars per share)	$ 7.58	$ 7.58
Options Exercisable, Aggregate Intrinsic Value (in thousands)	$ 0	$ 0

Stock-Based Awards and Cash-B_6

Stock-Based Awards and Cash-Based Awards - Schedule of Restricted Stock Award Activity under Incentive Plans (Details) - Restricted Stock Units (RSUs) - 2018 Incentive Plan - $ / shares	3 Months Ended		12 Months Ended
	Mar. 31, 2023	Mar. 31, 2022	Dec. 31, 2022	Dec. 31, 2021
Number of Shares
Beginning balance (in shares)	612,191	430,728	430,728
Granted (in shares)	0	181,500
Shares vested (in shares)	(84,237)	(7,634)
Forfeitures (in shares)	(53,535)	(14,309)
Ending balance (in shares)	474,419	590,285	612,191	430,728
Weighted Average Grant Date Fair Value
Beginning balance (in dollars per share)	$ 24.42	$ 43	$ 43
Granted (in dollars per share)	0	11
Shares vested (in dollars per share)	39.27	49.40
Forfeitures (in dollars per share)	20.27	38.40
Ending balance (in dollars per share)	$ 22.25	$ 33.20	$ 24.42	$ 43
Weighted Average Remaining Contractual Term (years)	1 year 10 months 2 days	2 years 6 months	2 years 18 days	2 years 6 months

Stockholders' Equity (Details)

Stockholders' Equity (Details) - USD ($) $ / shares in Units, $ in Thousands	1 Months Ended		3 Months Ended
	Jan. 31, 2023	Aug. 31, 2022	Mar. 31, 2023	Mar. 31, 2022	May 11, 2023	Dec. 31, 2022
Class Of Stock [Line Items]
Common stock, authorized (in shares)			249,000,000			249,000,000
Common stock, outstanding (in shares)			13,444,759			12,955,299
Common stock, issued (in shares)			13,444,759			12,955,299
Common stock, par value (in dollars per share)			$ 0.0001			$ 0.0001
Number of votes per share			one vote per share
Preferred stock, shares authorized (in shares)			1,000,000			1,000,000
Preferred stock par value (in dollars per share)			$ 0.0001			$ 0.0001
Preferred stock, shares issued (in shares)			0			0
Preferred stock, shares outstanding (in shares)			0			0
Conversion price per share (in dollars per share)			$ 127.25
Common stock
Class Of Stock [Line Items]
Issuance of common stock (in shares)			431,429	472,933
Common stock | August 2022 ATM Program
Class Of Stock [Line Items]
Maximum aggregate offering price		$ 50,000
Issuance of common stock (in shares)	431,429
Net proceeds from issuance of stock	$ 155
Common stock | August 2022 ATM Program | Subsequent Event
Class Of Stock [Line Items]
Value of unsold shares					$ 44,183

Fair Value Measurements - Addit

Fair Value Measurements - Additional Information (Details) - Fair Value, Measurements, Recurring - USD ($) $ in Thousands	Mar. 31, 2023	Dec. 31, 2022	Mar. 31, 2022	Dec. 31, 2021	Aug. 25, 2021
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items]
Assets to be measured at fair value	$ 0	$ 0
Liabilities to be measured at fair value	0	0
Level 3 | Contingent Consideration
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items]
Earnout provision	$ 0	$ 0	$ 2,020	$ 1,939	$ 1,686

Fair Value Measurements - Sched

Fair Value Measurements - Schedule of Reconciliation of Contingent Consideration Liability Classified as Level 3 Financial Instruments (Details) - Fair Value, Measurements, Recurring - Level 3 - Contingent Consideration $ in Thousands	3 Months Ended
	Mar. 31, 2022 USD ($)
Contingent Liabilities [Roll Forward]
Balance, beginning of the period	$ 1,939
Additions	0
Increase in fair value	81
Reductions/settlements	0
Balance, end of the period	$ 2,020

Segment Reporting - Additional

Segment Reporting - Additional Information (Details)	3 Months Ended
	Mar. 31, 2023 segment
Segment Reporting [Abstract]
Number of operating segments	2
Number of reportable segments	2

Segment Information - Schedule

Segment Information - Schedule of Reconciliation of Total Segment Adjusted EBITDA to Income (Loss) From Operations (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022
Segment Reporting Information [Line Items]
Interest expense	$ (935)	$ (1,704)
Income taxes	(7)	(16)
Depreciation and amortization expense	(457)	(3,065)
Goodwill impairment	0	(67,190)
Gain on disposal of assets	11	17
Change in fair value of contingent consideration liability	0	(81)
NET LOSS FROM CONTINUING OPERATIONS	(7,468)	(77,216)
Operating Segments
Segment Reporting Information [Line Items]
Total segments adjusted EBITDA	(4,872)	(1,791)
Segment Reconciling Items
Segment Reporting Information [Line Items]
Interest expense	(935)	(1,704)
Income taxes	(7)	(16)
Depreciation and amortization expense	(457)	(3,065)
Goodwill impairment	0	(67,190)
Stock-based compensation expense	(1,065)	(1,671)
Gain on disposal of assets	11	17
Change in fair value of contingent consideration liability	0	(81)
Transaction related expenditures and other non-recurring adjustments	(143)	(915)
Accrued legal reserve	0	(800)
Delivery Services Segment | Operating Segments
Segment Reporting Information [Line Items]
Total segments adjusted EBITDA	(4,371)	(2,027)
Third-Party Payment Processing Referral Services Segment | Operating Segments
Segment Reporting Information [Line Items]
Total segments adjusted EBITDA	$ (501)	$ 236

Loss Per Share Attributable t_3

Loss Per Share Attributable to Common Stockholders - Schedule of Calculation of Basic and Diluted Income Per Share Attributable to Common Stockholders (Details) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022
Earnings Per Share [Abstract]
Net loss attributable to common stockholders - basic	$ (7,468)	$ (77,216)
Net loss attributable to common stockholders - diluted	$ (7,468)	$ (77,216)
Weighted average number of shares outstanding - basic (in shares)	13,425,270	7,681,498
Weighted average number of shares outstanding - diluted (in shares)	13,425,270	7,681,498
Basic loss per common share (in dollars per share)	$ (0.56)	$ (10.05)
Diluted loss per common share (in dollars per share)	$ (0.56)	$ (10.05)

Loss Per Share Attributable t_4

Loss Per Share Attributable to Common Stockholders - Additional Information (Details) - shares	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022
Earnings Per Share [Abstract]
Conversion of notes into common stock	337,929	286,813

Loss Per Share Attributable t_5

Loss Per Share Attributable to Common Stockholders - Schedule of Securities Outstanding Excluded From Fully Diluted Calculations (Details) - shares	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022
Stock options
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive shares underlying stock-based awards:	480,900	482,225
Restricted stock units
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive shares underlying stock-based awards:	631,135	747,001
Warrants
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive shares underlying stock-based awards:	0	28,968

Related-Party Transactions (Det

Related-Party Transactions (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022
Related Party Transaction [Line Items]
Repayments of long-term debt	$ 139	$ 0
November 2022 Amended Debt Agreement | Term Loan
Related Party Transaction [Line Items]
Repayments of long-term debt	139
Affiliated Entity | Restaurants
Related Party Transaction [Line Items]
Revenue from related parties	$ 42	$ 102

Subsequent Event (Details)

Subsequent Event (Details) - MetLife Sponsorship Agreement - USD ($) $ in Thousands	Apr. 01, 2023	Jul. 23, 2022
Subsequent Event [Line Items]
Sponsorship fees		$ 9,128
Subsequent Event
Subsequent Event [Line Items]
Sponsorship fees	$ 433