Repay (RPAY) 10-Q 10 May 23 2023 Q1 Quarterly report Financial data

Document and Entity Information

Document and Entity Information - shares	3 Months Ended
	Mar. 31, 2023	May 04, 2023
Document Type	10-Q
Amendment Flag	false
Document Quarterly Report	true
Document Transition Report	false
Entity Interactive Data Current	Yes
Document Period End Date	Mar. 31, 2023
Document Fiscal Year Focus	2023
Document Fiscal Period Focus	Q1
Entity Registrant Name	Repay Holdings Corporation
Entity Central Index Key	0001720592
Entity Tax Identification Number	98-1496050
Current Fiscal Year End Date	--12-31
Entity Current Reporting Status	Yes
Entity Filer Category	Large Accelerated Filer
Entity File Number	001-38531
Entity Shell Company	false
Entity Emerging Growth Company	false
Entity Small Business	false
Entity Address, Address Line One	3 West Paces Ferry Road
Entity Address, Address Line Two	Suite 200
Entity Address, Postal Zip Code	30305
City Area Code	404
Local Phone Number	504-7472
Entity Incorporation, State or Country Code	DE
Trading Symbol	RPAY
Title of 12(b) Security	Class A Common Stock, par value $0.0001 per share
Security Exchange Name	NASDAQ
Entity Address, State or Province	GA
Entity Address, City or Town	Atlanta
Class A Common Stock
Entity Common Stock, Shares Outstanding		92,745,684
Class V Common Stock
Entity Common Stock, Shares Outstanding		100

Condensed Consolidated Balance

Condensed Consolidated Balance Sheets - USD ($) $ in Thousands	Mar. 31, 2023	Dec. 31, 2022
Assets
Cash and cash equivalents	$ 91,739	$ 64,895
Accounts receivable	34,572	33,544
Prepaid expenses and other	14,223	18,213
Total current assets	140,534	116,652
Property, plant and equipment, net	4,117	4,375
Restricted cash	27,090	28,668
Intangible assets, net	473,308	500,575
Goodwill	792,543	827,813
Operating lease right-of-use assets, net	9,302	9,847
Deferred tax assets	132,044	136,370
Other assets	2,500	2,500
Total noncurrent assets	1,440,904	1,510,148
Total assets	1,581,438	1,626,800
Liabilities
Accounts payable	21,303	21,781
Related party payable	435	1,000
Accrued expenses	27,300	29,016
Current operating lease liabilities	2,264	2,263
Current tax receivable agreement		24,454
Other current liabilities	1,681	3,593
Total current liabilities	52,983	82,107
Long-term debt	432,031	451,319
Noncurrent operating lease liabilities	7,737	8,295
Tax receivable agreement, net of current portion	183,696	154,673
Other liabilities	1,836	2,113
Total noncurrent liabilities	625,300	616,400
Total liabilities	678,283	698,507
Commitments and contingencies (Note 10)
Stockholders' equity
Additional paid-in capital	1,120,721	1,117,736
Treasury stock, 1,078,141 shares as of March 31, 2023 and December 31, 2022	(10,000)	(10,000)
Accumulated other comprehensive loss	(3)	(3)
Accumulated deficit	(239,572)	(213,180)
Total Repay stockholders' equity	871,155	894,562
Non-controlling interests	32,000	33,731
Total equity	903,155	928,293
Total liabilities and equity	1,581,438	1,626,800
Class A Common Stock
Stockholders' equity
Common stock value	$ 9	$ 9

Condensed Consolidated Balanc_2

Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares	Mar. 31, 2023	Dec. 31, 2022
Treasury Stock, Shares	1,078,141	1,078,141
Class A Common Stock
Common shares, par value	$ 0.0001	$ 0.0001
Common shares, shares authorized	2,000,000,000	2,000,000,000
Common shares, shares issued	89,750,330	89,354,754
Common shares, shares outstanding	88,672,189	88,276,613
Class V Common Stock
Common shares, par value	$ 0.0001	$ 0.0001
Common shares, shares authorized	1,000	1,000
Common shares, shares issued	100	100
Common shares, shares outstanding	100	100

Condensed Consolidated Statemen

Condensed Consolidated Statements of Operations (Unaudited) - USD ($) shares in Thousands, $ in Thousands	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022
Income Statement [Abstract]
Revenue	$ 74,537	$ 67,564
Operating expenses
Costs of services (exclusive of depreciation and amortization shown separately below)	17,965	16,565
Selling, general and administrative	38,518	32,218
Depreciation and amortization	26,140	28,589
Change in fair value of contingent consideration		(2,900)
Loss on business disposition	9,878
Total operating expenses	92,501	74,472
Loss from operations	(17,964)	(6,908)
Other income (expense)
Interest expense	(1,160)	(988)
Change in fair value of tax receivable liability	(4,538)	24,619
Other income	87	6
Total other income (expense)	(5,611)	23,637
Income (loss) before income tax expense	(23,575)	16,729
Income tax expense	(4,357)	(3,843)
Net income (loss)	(27,932)	12,886
Less: Net loss attributable to non-controlling interests	(1,540)	(767)
Net income (loss) attributable to the Company	$ (26,392)	$ 13,653
Income (loss) per Class A share attributable to the Company:
Basic	$ (0.30)	$ 0.15
Diluted	$ (0.30)	$ 0.12
Weighted-average shares outstanding:
Basic	88,615,760	88,607,655
Diluted	88,615,760	113,015,159

Condensed Consolidated Statem_2

Condensed Consolidated Statements of Changes in Equity (Unaudited) - USD ($) $ in Thousands	Total	Common Stock Class A Common Stock	Common Stock Class V Common Stock	Additional Paid-In Capital	Treasury Stock	Accumulated Deficit	Accumulated Other Comprehensive (Loss) Income	Non-controlling Interests
Balance at Dec. 31, 2021	$ 913,036	$ 9		$ 1,100,012		$ (226,016)	$ (2)	$ 39,033
Balance, shares at Dec. 31, 2021		88,502,621	100
Release of share awards vested under Incentive Plan, shares		427,755
Shares repurchased under Incentive Plan	(1,698)			(1,703)				5
Shares repurchased under Incentive Plan, Shares		(113,265)
Stock-based compensation	3,094			3,123				(29)
Net income (loss)	12,886					13,653		(767)
Balance at Mar. 31, 2022	927,318	$ 9		1,101,432		(212,363)	(2)	38,242
Balance, shares at Mar. 31, 2022		88,817,111	100
Balance at Dec. 31, 2022	928,293	$ 9		1,117,736	$ (10,000)	(213,180)	(3)	33,731
Balance, shares at Dec. 31, 2022		88,276,613	100
Exchange of Post-Merger Repay Units				(61)				(61)
Exchange of Post-Merger Repay Units Shares		14,460
Release of share awards vested under Incentive Plan and shares purchased under ESPP, shares		528,843
Shares repurchased under Incentive Plan	(1,205)			(1,210)				5
Shares repurchased under Incentive Plan, Shares		(147,727)
Stock-based compensation	4,053			4,134				(81)
Tax distribution from Hawk Parent	(54)							(54)
Net income (loss)	(27,932)					(26,392)		(1,540)
Balance at Mar. 31, 2023	$ 903,155	$ 9		$ 1,120,721	$ (10,000)	$ (239,572)	$ (3)	$ 32,000
Balance, shares at Mar. 31, 2023		88,672,189	100

Condensed Consolidated Statem_3

Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands	3 Months Ended		12 Months Ended
	Mar. 31, 2023	Mar. 31, 2022	Dec. 31, 2022
Cash flows from operating activities
Net income (loss)	$ (27,932)	$ 12,886
Adjustments to reconcile net income (loss) to net cash provided by operating activities:
Depreciation and amortization	26,140	28,589
Stock based compensation	4,054	3,094
Amortization of debt issuance costs	712	702
Loss on business disposition	9,878
Fair value change in tax receivable agreement liability	4,538	(24,619)
Fair value change in contingent consideration		(2,900)
Deferred tax expense	4,357	3,842
Change in accounts receivable	(2,541)	(1,076)
Change in prepaid expenses and other	3,921	(362)
Change in operating lease ROU assets	270	(973)
Change in accounts payable	(916)	1,656
Change in related party payable	435	(170)
Change in accrued expenses and other	(1,716)	(7,266)
Change in operating lease liabilities	(264)	1,030
Change in other liabilities	(105)	(679)
Net cash provided by operating activities	20,831	13,754
Cash flows from investing activities
Purchases of property and equipment	(528)	(553)
Purchases of intangible assets	(13,201)	(7,013)
Proceeds from sale of business, net of cash retained	40,423
Net cash provided by (used in) investing activities	26,694	(7,566)
Cash flows from financing activities
Payments on long-term debt	(20,000)
Shares repurchased under Incentive Plan	(1,205)	(1,698)
Distributions to Members	(54)
Payment of contingent consideration liability up to acquisition-date fair value	(1,000)
Net cash used in financing activities	(22,259)	(1,698)
Increase in cash, cash equivalents and restricted cash	25,266	4,490
Cash, cash equivalents and restricted cash at beginning of period	93,563	76,340	$ 76,340
Cash, cash equivalents and restricted cash at end of period	118,829	80,830	$ 93,563
Cash paid during the year for:
Interest	$ 449	$ 286

Organizational Structure and Co

Organizational Structure and Corporate Information	3 Months Ended
	Mar. 31, 2023
Accounting Policies [Abstract]
Organizational Structure and Corporate Information	1. Organizational Structure and Corporate Information Repay Holdings Corporation was incorporated as a Delaware corporation on July 11, 2019 in connection with the closing of a transaction (the “Business Combination”) pursuant to which Thunder Bridge Acquisition Ltd., a special purpose acquisition company organized under the laws of the Cayman Islands (“Thunder Bridge”), (a) domesticated into a Delaware corporation and changed its name to “Repay Holdings Corporation” and (b) consummated the merger of a wholly owned subsidiary of Thunder Bridge with and into Hawk Parent Holdings, LLC, a Delaware limited liability company (“Hawk Parent”). Throughout this section, unless otherwise noted or unless the context otherwise requires, the terms “we”, “us”, “Repay” and the “Company” and similar references refer to Repay Holdings Corporation and its consolidated subsidiaries. The Company is headquartered in Atlanta, Georgia. On February 15, 2023, the Company sold Blue Cow Software, LLC and a related entity (“BCS”) for cash proceeds of $ 41.9 million. The Company recognized a loss of $ 9.9 million asso ciated with the sale, comprised of the difference between the consideration received and the net carrying amount of the assets and liabilities of the business. See Note 5. Business Combinations and Dispositions for further discussion.

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	2. Basis of Presentation and Summary of Significant Accounting Policies Unaudited Interim Condensed Consolidated Financial Statements These unaudited condensed consolidated interim financial statements should be read in conjunction with the Company’s audited condensed consolidated financial statements and accompanying notes, which are included in the Annual Report on Form 10-K for the year ended December 31, 2022. The accompanying unaudited condensed consolidated interim financial statements have been prepared in accordance with accounting principles generally accepted in the United States (“GAAP”) and with instructions to Form 10-Q and Rule 10-01 of SEC Regulation S-X 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 financial statements, although the Company believes that the disclosures made are adequate to make the information not misleading. The interim condensed consolidated financial statements are unaudited, but in the Company’s opinion include all adjustments of a normal recurring nature or a description of the nature and amount of any adjustments other than normal recurring adjustments, operations and cash flows as of and for the periods presented. The interim financial results are not necessarily indicative of results that may be expected for any other interim period or the fiscal year. Principles of Consolidation The condensed consolidated financial statements include the accounts of Repay Holdings Corporation and its (i) wholly owned subsidiary, BT Intermediate, LLC, and (ii) majority-owned subsidiary, Hawk Parent Holdings LLC, along with Hawk Parent Holdings LLC's wholly owned subsidiaries: Hawk Intermediate Holdings, LLC, Hawk Buyer Holdings, LLC, Repay Holdings, LLC, M&A Ventures, LLC, Repay Management Holdco Inc., Repay Management Services LLC, Sigma Acquisition, LLC, Wildcat Acquisition, LLC, Marlin Acquirer, LLC, REPAY International LLC, REPAY Canada Solutions ULC, TriSource Solutions, LLC (“TriSource”), Mesa Acquirer, LLC, CDT Technologies LTD (“Ventanex”), Viking GP Holdings, LLC, cPayPlus, LLC (“cPayPlus”), CPS Payment Services, LLC, Media Payments, LLC (“MPI”), Custom Payment Systems, LLC, Electronic Payment Providers, LLC, Internet Payment Exchange, LLC, Stratus Payment Solutions, LLC, Clear Payment Solutions, LLC, Harbor Acquisition LLC , Payix Holdings Incorporated and Payix Incorporated. All significant intercompany accounts and transactions have been eliminated in consolidation. Basis of Financial Statement Presentation The accompanying interim condensed consolidated financial statements of the Company were prepared in accordance with GAAP. The Company uses the accrual basis of accounting whereby revenues are recognized when earned, usually upon the date services are rendered, and expenses are recognized at the date services are rendered or goods are received. Use of Estimates The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported Condensed Consolidated Statements of Operations during the reporting period. Actual results could differ materially from those estimates. Segment Reporting Effective December 31, 2022, the Company revised the presentation of segment information to reflect changes in the way the Company manages and evaluates the business. Therefore, the Company reports operating results through two reportable segments: (1) Consumer Payments and (2) Business Payments, as further discussed in Note 14. Segments. Accordingly, segment information for the comparable prior year periods has been revised. Recently Adopted Accounting Pronouncements Reference Rate Reform In March 2020, the FASB issued Accounting Standards Update (“ASU”) 2020-04, “ Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting (“ASU 2020-04”)”, which provides optional expedients and exceptions to contracts, hedging relationships and other transactions affected by the transition away from LIBOR to alternative reference rates. In January 2021, the FASB issued ASU 2021-01, “ Reference Rate Reform (Topic 848): Scope ”, to expand the scope of this guidance to include derivatives. The guidance was effective upon issuance and may be applied prospectively to contract modifications made and hedging relationships entered into on or before December 31, 2022. In December 2022, the FASB issued ASU 2022-06, “ Reference Rate Reform (Topic 848): Deferral of the Sunset Date of Topic 848 ”, which extends the period of time entities can utilize the reference rate reform relief guidance under ASU 2020-04 from December 31, 2022, to December 31, 2024. The Company adopted these ASUs as of February 9, 2023. The adoption of these standards does not have a material impact on the Company’s Consolidated Financial Statements. Business Combinations In August 2021, the FASB issued Accounting Standards Update No. 2021-08, “ Business Combinations (Topic 805): Accounting for Contract Assets and Contract Liabilities from Contracts with Customers (“ASU 2021-08”). ASU 2021-08 requires an entity (acquirer) to recognize and measure contract assets and contract liabilities acquired in a business combination in accordance with Revenue (Topic 606) , and is effective for fiscal years, and for interim periods within those fiscal years, beginning after December 15, 2022, with early adoption permitted. Amendments within ASU 2021-08 are required to be applied prospectively to business combinations occurring on or after the effective date of the amendments. The Company adopted ASU 2021-08 as of January 1, 2023. The adoption of this standard does not have a material impact on the Company’s Consolidated Financial Statements.

Revenue

Revenue	3 Months Ended
	Mar. 31, 2023
Revenue From Contract With Customer [Abstract]
Revenue	3. Revenue Disaggregation of revenue The Company’s revenue is from two types of relationships: (i) direct relationships and (ii) indirect relationships. The following table presents the Company’s revenue disaggregated by segment and by the type of relationship for the periods indicated. Three Months Ended March 31, 2023 ($ in thousands) Consumer Payments Business Payments Elimination of intersegment revenues Total Revenue Direct relationships $ 66,473 $ 8,434 $ ( 4,078 ) $ 70,829 Indirect relationships 3,467 241 — 3,708 Total Revenue $ 69,940 $ 8,675 $ ( 4,078 ) $ 74,537 Three Months Ended March 31, 2022 ($ in thousands) Consumer Payments Business Payments Elimination of intersegment revenues Total Revenue Direct relationships $ 57,436 $ 8,611 $ ( 2,409 ) $ 63,638 Indirect relationships 3,645 281 — 3,926 Total Revenue $ 61,081 $ 8,892 $ ( 2,409 ) $ 67,564

Earnings Per Share

Earnings Per Share	3 Months Ended
	Mar. 31, 2023
Earnings Per Share [Abstract]
Earnings Per Share	4. Earnings Per Share During the three months ended March 31, 2023, basic and diluted net loss per common share are the same since the inclusion of the assumed exchange of all limited liability company interests of Hawk Parent (“Post-Merger Repay Units”), unvested share-based awards, outstanding stock options and the Company’s Convertible Senior Notes due 2026 (“2026 Notes”) would have been anti-dilutive. The following table summarizes net income (loss) attributable to the Company and the weighted average basic and diluted shares outstanding: Three Months Ended March 31, ($ in thousands, except per share data) 2023 2022 Income (loss) before income tax expense $ ( 23,575 ) $ 16,729 Less: Net loss attributable to non-controlling interests ( 1,540 ) ( 767 ) Income tax expense ( 4,357 ) ( 3,843 ) Net income (loss) attributable to the Company $ ( 26,392 ) $ 13,653 Weighted average shares of Class A common stock outstanding - basic 88,615,760 88,607,655 Add weighted average effect of dilutive common stock equivalent shares: Post-Merger Repay Units exchangeable for Class A common stock 7,926,576 Unvested share-based awards of Class A common stock 3,385,690 2026 Notes convertible into Class A common stock 13,095,238 Weighted average shares of Class A common stock outstanding - diluted 88,615,760 113,015,159 Income (loss) per share of Class A common stock outstanding - basic $ ( 0.30 ) $ 0.15 Income (loss) per share of Class A common stock outstanding - diluted $ ( 0.30 ) $ 0.12 For the three months ended March 31, 2023, the following common stock equivalent shares were excluded from the computation of the diluted loss per share, since their inclusion would have been anti-dilutive: Three Months Ended March 31, 2023 Post-Merger Repay Units exchangeable for Class A common stock 7,861,271 Unvested share-based awards of Class A common stock 5,906,580 Outstanding stock options for Class A common stock 1,148,822 2026 Notes convertible into Class A common stock 13,095,238 Share equivalents excluded from earnings (loss) per share 28,011,911 Shares of the Company’s Class V common stock do not participate in the earnings or losses of the Company and, therefore, are not participating securities. As such, separate presentation of basic and diluted earnings per share of Class V common stock under the two-class method has not been presented.

Business Combinations and Dispo

Business Combinations and Dispositions	3 Months Ended
	Mar. 31, 2023
Business Combinations [Abstract]
Business Combinations and Dispositions	5. Business Combinations and Dispositions On February 15, 2023, the Company sold Blue Cow Software, LLC and a related entity (“BCS”) within the Consumer Payments segment for cash proceeds of $ 41.9 million. During the three months ended March 31, 2023 , the Company recognized a loss of $ 9.9 million associated with the sale, comprised of the difference between the consideration received and the net carrying amount of the assets and liabilities of the business within Loss on business disposition in the Company’s Condensed Consolidated Statement of Operations. The Company recognized a reduction o f $ 35.3 million in goodwill which was related to the disposition of BCS, during the three months ended March 31, 2023 in the Consumer Payments segment, see Note 8. Goodwill for further discussion. For the three months ended March 31, 2023 and 2022, BCS contributed $ 1.2 million and $ 2.0 million to the Consumer Payments segment revenue, respectively. Transaction Expenses The Company incurred transaction expenses of $ 3.4 million for the three months ended March 31, 2023 , related to the disposition of BCS. The Company incurred transaction expenses of $ 2.8 million for the three months ended March 31, 2022 , related to the acquisitions of BillingTree, Kontrol and Payix. Transaction expenses are included within Selling, general and administrative expenses in the Condensed Consolidated Statements of Operations.

Fair Value

Fair Value	3 Months Ended
	Mar. 31, 2023
Fair Value Disclosures [Abstract]
Fair Value	6. Fair Value The following table summarizes, by level within the fair value hierarchy, estimated fair values of the Company’s assets and liabilities measured at fair value on a recurring or nonrecurring basis or disclosed, but not carried, at fair value in the Condensed Consolidated Balance Sheets as of the dates presented. There were no transfers into, out of, or between levels within the fair value hierarchy during any of the periods presented. March 31, 2023 ($ in thousands) Level 1 Level 2 Level 3 Total Assets: Other assets $ — $ 2,500 $ — $ 2,500 Total assets $ — $ 2,500 $ — $ 2,500 Liabilities: Contingent consideration $ — $ — $ — $ — Borrowings — 330,748 — 330,748 Tax receivable agreement — — 183,696 183,696 Total liabilities $ — $ 330,748 $ 183,696 $ 514,444 December 31, 2022 Level 1 Level 2 Level 3 Total Assets: Other assets $ — $ 2,500 $ — $ 2,500 Total assets $ — $ 2,500 $ — $ 2,500 Liabilities: Contingent consideration $ — $ — $ 1,000 $ 1,000 Borrowings — 344,280 — 344,280 Tax receivable agreement — — 179,127 179,127 Total liabilities $ — $ 344,280 $ 180,127 $ 524,407 Other assets Other assets contain a minority equity investment in a privately-held company. The Company elected a measurement alternative for measuring this investment, in which the carrying amount is adjusted based on any observable price changes in orderly transactions. The investment is classified as Level 2 as observable adjustments to value are infrequent and occur in an inactive market. Contingent consideration Contingent consideration relates to potential payments that the Company may be required to make associated with acquisitions. The contingent consideration is recorded at fair value based on actuals or estimates of discounted future cash flows associated with the acquired businesses. To the extent that the valuation of these liabilities is based on inputs that are less observable or not observable in the market, the determination of fair value requires more judgment. Accordingly, the fair value of contingent consideration is classified within Level 3 of the fair value hierarchy, under ASC 820. The change in fair value is re-measured at each reporting period with the change in fair value being recognized in accordance with ASC 805, Business Combinations (“ASC 805”) . As of March 31, 2023 and December 31, 2022, the present value of contingent consideration reflects the actual anticipated payments. The following table provides a rollforward of the contingent consideration related to previous business acquisitions. Three Months Ended March 31, ($ in thousands) 2023 2022 Balance at beginning of period $ 1,000 $ 17,047 Purchases — — Payments ( 1,000 ) — Valuation adjustment — ( 2,900 ) Balance at end of period $ — $ 14,147 Borrowings The revolving credit facility and 2026 Notes are measured at amortized cost, which the carrying value is unpaid principal net of unamortized debt discount and debt issuance costs. The carrying value of the revolving credit facility approximates fair value because its interest rate approximates market interest rates. The estimated fair value of the 2026 Notes is determined using the quoted prices from over-the-counter markets. The estimated fair value of the Company’s borrowings is classified within Level 2 of the fair value hierarchy, as the market interest rates and quoted prices are generally observable and do not contain a high level of subjectivity. The following table provides the carrying value and estimated fair value of borrowings. See Note 9. Borrowings for further discussion on borrowings. March 31, 2023 December 31, 2022 ($ in thousands) Carrying value Fair value Carrying value Fair value Revolving credit facility $ — $ — $ 18,177 $ 20,000 2026 Notes 432,031 330,748 433,142 324,280 Total $ 432,031 $ 330,748 $ 451,319 $ 344,280 Tax Receivable Agreement Upon the completion of the Business Combination, the Company entered into the Tax Receivable Agreement (the “TRA”) with holders of Post-Merger Repay Units. As a result of the TRA, the Company established a liability in its condensed consolidated financial statements. The TRA is recorded at fair value based on estimates of discounted future cash flows associated with the estimated payments to the Post-Merger Repay Unit holders. These inputs are not observable in the market; thus, the TRA is classified within Level 3 of the fair value hierarchy, under ASC 820. The change in fair value is re-measured at each reporting period with the change in fair value being recognized in accordance with ASC 805. The Company used a discount rate, also referred to as the Early Termination Rate, as defined in the TRA, to determine the present value, based on a risk-f ree rate plus a spread , pursuant to the TRA. A rate of 6.31 % was applied to the forecasted TRA payments at March 31, 2023 , in order to determine the fair value. A significant increase or decrease in the discount rate could have resulted in a lower or higher balance, respectively, as of the measurement date. The TRA balance was adjusted by $ 4.5 million t hrough accretion expense and a valuation adjustment, related to a decrease in the discount rate, which was 6.48 % as of December 31, 2022. The following table provides a rollforward of the TRA related to the acquisition and exchanges of Post-Merger Repay Units. See Note 13. Taxation for further discussion on the TRA. Three Months Ended March 31, ($ in thousands) 2023 2022 Balance at beginning of period $ 179,127 $ 245,828 Purchases 31 — Accretion expense — 961 Valuation adjustment 4,538 ( 25,580 ) Balance at end of period $ 183,696 $ 221,209

Intangible Assets

Intangible Assets	3 Months Ended
	Mar. 31, 2023
Goodwill And Intangible Assets Disclosure [Abstract]
Intangible Assets	7. Intangible Assets The Company holds definite and indefinite-lived intangible assets. As of March 31, 2023 and December 31, 2022 , the indefinite-lived intangible assets consist of two trade names, arising from the acquisitions of Hawk Parent and MPI. Intangible assets consisted of the following: ($ in thousands) Gross Carrying Value Accumulated Amortization Net Carrying Value Weighted Average Useful Life (Years) Client relationships $ 523,850 $ 148,498 $ 375,352 7.37 Channel relationships 16,240 3,580 12,660 7.81 Software costs 206,009 141,464 64,545 0.96 Non-compete agreements 4,580 4,129 451 0.45 Trade name 20,300 — 20,300 — Balance as of March 31, 2023 $ 770,979 $ 297,671 $ 473,308 5.58 Customer relationships $ 539,850 $ 137,515 $ 402,335 7.40 Channel relationships 16,240 3,168 13,072 8.06 Software costs 196,890 132,322 64,568 0.99 Non-compete agreements 4,580 4,030 550 0.54 Trade name 20,050 — 20,050 — Balance as of December 31, 2022 $ 777,610 $ 277,035 $ 500,575 5.71 The Company’s amortization expense for intangible assets was $ 25.4 million and $ 28.1 million for the three months ended March 31, 2023 and 2022, respectively. The estimated amortization expense for the next five years and thereafter in the aggregate is as follows: ($ in thousands) Estimated Future Year Ending December 31, Amortization Expense 2023 $ 71,714 2024 82,931 2025 65,752 2026 56,047 2027 55,941 Thereafter 120,623

Goodwill

Goodwill	3 Months Ended
	Mar. 31, 2023
Goodwill And Intangible Assets Disclosure [Abstract]
Goodwill	8. Goodwill The following table presents changes to goodwill by business segment for the three months ended March 31, 2023. ($ in thousands) Consumer Payments Business Payments Total Balance at December 31, 2022 $ 609,139 $ 218,674 $ 827,813 Dispositions ( 35,270 ) — ( 35,270 ) Balance at March 31, 2023 $ 573,869 $ 218,674 $ 792,543 During the three months ended March 31, 2023, the Company recognized a reduction in goodwill of $ 35.3 million r elated to the disposition of BCS. The Company concluded that goodwill was no t impaired for either the Consumer Payments or Business Payments segment as of March 31, 2023. As of March 31, 2023 and December 31, 2022 , there were no accumulated impairment losses on the goodwill for either the Consumer Payments or Business Payments segment.

Borrowings

Borrowings	3 Months Ended
	Mar. 31, 2023
Debt Disclosure [Abstract]
Borrowings	9. Borrowings Amended Credit Agreement On February 3, 2021, the Company announced the closing of a new undrawn $ 125.0 million senior secured revolving credit facility through Truist Bank (the “Amended Credit Agreement”). The Amended Credit Agreement replaced the Company’s prior senior secured credit facility, which included an undrawn $ 30.0 million revolving credit facility. On December 29, 2021, the Company increased its existing senior secured credit facility by $ 60.0 million to provide for a $ 185.0 million revolving credit facility in favor of Hawk Parent pursuant to an amendment to the Amended Credit Agreement. The revolving credit facility is guaranteed by Repay Holdings Corporation and certain of its subsidiaries. On February 9, 2023, the Company further amended the Amended Credit Agreement to replace London Inter-bank Offer Rate (“LIBOR”) with term Secured Overnight Financing Rate (“SOFR”) as the interest rate benchmark. On February 28, 2023, the Company repaid in full the entire amount of $ 20.0 million of the outstanding revolving credit facility. The undrawn capacity of the existing revolving credit facility under the Amended Credit Agreement became $ 185.0 million after the repayment. As of March 31, 2023 , the Company had $ 0 drawn against the revolving credit facility. The Compan y paid $ 0.1 million and $ 0.2 million in fees related to unused commitments for the three months ended March 31, 2023 and 2022, respectively. The Company’s interest expense on the revolving credit facility tot aled $ 0.2 million and $ 0.1 million for three months ended March 31, 2023 and 2022, respectively. The Company was in compliance with its restrictive covenants under the Amended Credit Agreement at March 31, 2023. Convertible Senior Debt On January 19, 2021, the Company issued $ 440.0 million in aggregate principal amount of 0.00 % Convertible Senior Notes due 2026 in a private placement. The conversion rate of any 2026 Notes was 29.7619 shares of Class A common stock per $1,000 principal amount of 2026 Notes (equivalent to an initial conversion price of approximately $ 33.60 per share of Class A common stock). Upon conversion of the 2026 Notes, the Company may choose to pay or deliver cash, shares of the Company’s Class A common stock, or a combination of cash and shares of the Company’s Class A common stock. The 2026 Notes will mature on February 1, 2026 , unless earlier converted, repurchased or redeemed. Subject to Nasdaq requirements, the Company controls the conversion rights prior to November 3, 2025, unless a fundamental change or an event of default occurs. During the three months ended March 31, 2023, the conversion contingencies of the 2026 Notes were not met, and the conversion terms of the 2026 Notes were not significantly changed. The following table summarizes the total borrowings under the Amended Credit Agreement and 2026 Notes: ($ in thousands) March 31, 2023 December 31, 2022 Non-current indebtedness: Revolving Credit Facility (1) $ — $ 20,000 Convertible Senior Debt 440,000 440,000 Total borrowings 440,000 460,000 Less: Long-term loan debt issuance cost (2) 7,969 8,681 Total non-current borrowings $ 432,031 $ 451,319 (1) The revolving credit facility bears interest at a variable rate, which was 6.63 % as of December 31, 2022 . (2) The Company incurr ed $ 0.7 million of in terest expense for the amortization of deferred debt issuance costs for the three months ended March 31, 2023 . The Company incurred $ 2.8 million of interest expense for the amortization of deferred debt issuance costs for the year ended December 31, 2022 . The following is a summary of principal maturities of long‑term debt for each of the next five years ending December 31 and in the aggregate: ($ in thousands) 2023 $ — 2024 — 2025 — 2026 440,000 2027 — $ 440,000

Commitments and Contingencies

Commitments and Contingencies	3 Months Ended
	Mar. 31, 2023
Commitments And Contingencies Disclosure [Abstract]
Commitments and Contingencies	10. Commitments and Contingencies Legal Matters The Company is a party to various claims and lawsuits incidental to its business. In the Company’s opinion, the liabilities, if any, which may ultimately result from the outcome of such matters, individually or in the aggregate, are not expected to have a material adverse effect on its financial position, liquidity, results of operations or cash flows. Leases The Company has commitments under operating leases for real estate leased from third parties under non-cancelable operating leases. The Company’s leases typically have lease terms between three years and ten years , with the longest lease term having an expiration date in 2029 . Most of these leases include one or more renewal options for six years or less , and certain leases also include lessee termination options . At lease commencement, the Company assesses whether it is reasonably certain to exercise a renewal option, or reasonably certain not to exercise a termination option, by considering various economic factors. Options that are reasonably certain of being exercised are factored into the determination of the lease term, and related payments are included in the calculation of the right-of-use (“ROU”) asset and lease liability. The components of lease cost are presented in the following table: Three Months Ended March 31, ($ in thousands) 2023 2022 Components of total lease costs: Operating lease cost $ 659 $ 690 Short-term lease cost 5 12 Variable lease cost — — Total lease cost $ 664 $ 702 Amounts reported in the Condensed Consolidated Balance Sheets were as follows: ($ in thousands) March 31, 2023 December 31, 2022 Operating leases: ROU assets $ 9,302 $ 9,847 Lease liability, current 2,264 2,263 Lease liability, long-term 7,737 8,295 Total lease liabilities $ 10,001 $ 10,558 Weighted-average remaining lease term (in years) 3.7 4.7 Weighted-average discount rate (annualized) 4.5 % 4.5 % Other information related to leases are as follows: Three Months Ended March 31, ($ in thousands) 2023 2022 Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from operating leases $ 675 $ 645 ROU assets obtained in exchange for lease liabilities: Operating leases — 1,532 The following table presents a maturity analysis of the Company’s operating leases liabilities as of March 31, 2023: ($ in thousands) 2023 $ 2,011 2024 2,499 2025 2,328 2026 2,232 2027 1,410 Thereafter 561 Total undiscounted lease payments 11,041 Less: Imputed interest 1,040 Total lease liabilities $ 10,001

Related Party Transactions

Related Party Transactions	3 Months Ended
	Mar. 31, 2023
Related Party Transactions [Abstract]
Related Party Transactions	11. Related Party Transactions Related party payables consisted of the following: ($ in thousands) March 31, 2023 December 31, 2022 CPS accrued earnout liability $ — $ 1,000 Other payables to related parties 435 — $ 435 $ 1,000 The Company held receivables from related parties of $ 0.3 million as of both March 31, 2023 and December 31, 2022 . These amounts were due from employees, related to tax withholding on vesting of equity compensation. See Note 12. Share Based Compensation for more detail on these restricted share awards. Further, the Company owed employees $ 0.0 million for amounts paid on behalf of the Company as of both March 31, 2023 and December 31, 2022. The Company owed $ 0 and $ 1.0 million to related parties, in the form of contingent consideration payable to the sellers of CPS, who were employees of Repay, as of March 31, 2023 and December 31, 2022 , respectively. In March 2023, the Company paid the CPS earnout payment of $ 1.0 million.

Share Based Compensation

Share Based Compensation	3 Months Ended
	Mar. 31, 2023
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract]
Share Based Compensation	12. Share Based Compensation Omnibus Incentive Plan At the 2019 Annual Shareholders Meeting of Thunder Bridge, the shareholders considered and approved the 2019 Omnibus Incentive Plan (the “Incentive Plan”) which resulted in the reservation of 7,326,728 shares of Class A common stock for issuance thereunder. The Incentive Plan initially became effective immediately upon the closing of the Business Combination. In June 2022, the Incentive Plan was amended and restated to reserve a total of 13,826,728 shares of Class A common stock for issuance thereunder. Under this plan, the Company currently has four types of share-based compensation awards outstanding: performance stock units (“PSUs”), restricted stock awards (“RSAs”), restricted stock units (“RSUs”) and performance-based stock options (“PSOs”). Share-Based Awards The following table summarizes share-based compensation expense and the related income tax benefit recognized for the Company’s share-based compensation awards. Share-based compensation expenses are recorded within Selling, general and administrative in the Company’s Condensed Consolidated Statement of Operations. Three Months Ended March 31, ($ in millions) 2023 2022 Share-based compensation expense $ 4.1 $ 3.1 Income tax (expense) benefit 1.1 1.2 Activities for RSAs for the three months ended March 31, 2023 are as follows: Class A Common Stock Weighted Average Grant Date Fair Value Unvested at December 31, 2022 2,111,635 $ 16.23 Granted 2,519,355 6.16 Forfeited (1)(2) 179,419 17.53 Vested 381,116 17.26 Unvested at March 31, 2023 4,070,455 $ 9.84 Activities for RSUs for the three months ended March 31, 2023 are as follows: Class A Common Stock Weighted Average Grant Date Fair Value Unvested at December 31, 2022 108,909 $ 13.22 Granted — — Forfeited — — Vested 9,304 18.27 Unvested at March 31, 2023 99,605 $ 12.75 Activities for PSUs for the three months ended March 31, 2023 are as follows: Class A Common Stock (3) Weighted Average Grant Date Fair Value Unvested at December 31, 2022 634,023 $ 19.19 Granted 1,102,497 8.87 Forfeited — — Vested — — Unvested at March 31, 2023 1,736,520 $ 12.64 (1) The forfeited shares include the Company’s failure to meet certain performance measures and employee terminations during the three months ended March 31, 2023 ; further, these forfeited shares are added back to the amount of shares available for grant under the Incentive Plan. (2) Upon vesting, award-holders elected to sell shares to the Company in order to satisfy the associated tax obligations. The awards are not deemed outstanding; further, these forfeited shares are added back to the amount of shares available for grant under the Incentive Plan. (3) Represent shares to be paid out at target level. Unrecognized compensation expense related to unvested PSUs, RSAs and RSUs was $ 41.1 million at March 31, 2023 , which is expected to be recognized as expense over the weighted-average period of 2.9 years. Stock Options Activities for PSOs for the three months ended March 31, 2023 are as follows: Options Weighted Average Exercise Price Weighted Average Remaining Contractual Term (in years) Aggregate Intrinsic Value Outstanding at December 31, 2022 — $ — Granted 1,148,822 6.13 Forfeited — — Exercised — — Outstanding at March 31, 2023 1,148,822 $ 6.13 7.0 $ 505,482 Options vested and exercisable at March 31, 2023 — $ — — $ — The Company recognized compensation expense for PSOs of $ 0.1 million during the three months ended March 31, 2023. Unrecognized compensation expense related to outstanding PSOs was $ 2.9 million at March 31, 2023 , which is expected to be recognized as expense over the weighted-average period of 3.0 years. The weighted average grant date fair value of PSOs granted during the three months ended March 31, 2023 was $ 2.61 . Fair value was estimated on the date of grant using Monte Carlo simulation with the following weighted average assumptions: Three Months Ended March 31, 2023 Risk-free interest rate 3.42 % Expected volatility 52.82 % Dividend yield 0 % Expected term (in years) 4.5 The risk-free interest rate was based on the yield of a zero coupon U.S. Treasury security with a maturity equal to the contractual term of seven years. The assumption on expected volatility was based on the average of historical peer group volatilities using daily prices. The dividend yield assumption was determined as 0 % since the Company pays no dividends. Expected term was based on the simplified method outlined in Staff Accounting Bulletin No. 14, Share-Based Payment due to the fact that Company does not have sufficient historical data upon which to estimate an expected term. Given that the Company’s Class A common stock has been publicly traded for less than seven years, the Company believes that the simplified method is an applicable methodology to estimate the expected term of the options as of the grant date.

Taxation

Taxation	3 Months Ended
	Mar. 31, 2023
Income Tax Disclosure [Abstract]
Taxation	13. Taxation Repay Holdings Corporation is taxed as a corporation and is subject to paying corporate federal, state and local taxes on the income allocated to it from Hawk Parent, based upon Repay Holding Corporation’s economic interest held in Hawk Parent, as well as any stand-alone income or loss it generates. Hawk Parent is treated as a partnership for U.S. federal and most applicable state and local income tax purposes. As a partnership, Hawk Parent is not subject to U.S. federal and certain state and local income taxes. Hawk Parent’s members, including Repay Holdings Corporation, are liable for federal, state and local income taxes based on their allocable share of Hawk Parent’s pass-through taxable income. The Company’s effective tax rate was ( 18 %) f or the three months ended March 31, 2023. The Company recorded an income tax expense of $ 4.4 million for the three months ended March 31, 2023 . The effective tax rate for the three months ended March 31, 2023 includes a stock-based compensation adjustments net tax shortfall of $ 2.1 million related to restricted stock awards vesting, which is required to be recorded discretely in the interim period in which it occurs. In addition, the effective tax rate includes a net tax impact of $ 5.8 million related to the disposition of BCS, which is required to be recorded discretely in the interim period in which it occurs due to it being a significant, infrequently occurring item disclosed separately in the quarterly financial statements. The effective tax rate of the Company differs from the federal statutory rate of 21 % primarily due to the tax structure of the Company, the relative weighting of the noncontrolling interest, and lower income from operations over the current relevant period, as well as the aforementioned items required to be reported discretely in the interim period. The Company’s effective tax rate was 23.0 % for the three months ended March 31, 2022 . The Company recorded an income tax expense of $ 3.8 million for the three months ended March 31, 2022. The effective tax rate is dependent on many factors, including the estimated amount of income subject to income tax. As such, the effective tax rate can vary from period to period. The Company recognized adjustments of ($ 4.4 ) million for the three months ended March 31, 2023 , of deferred tax assets related to the income tax expense derived from the net operating income generated over the same period. The Company recognized ($ 3.8 ) million for the three months ended March 31, 2022, of deferred tax assets related to the income tax expense derived from the net operating loss over the same period. Deferred tax assets, net of $ 132.0 million as of March 31, 2023 , relates primarily to the basis difference in the Company’s investment in Hawk Parent. The basis difference arose primarily as a result of the subsequent purchase of Post-Merger Repay Units by the Company pursuant to the Unit Purchase Agreements entered into in 2020 with CC Payment Holdings, LLC, an entity controlled by Corsair, and the subsequent exchanges of Post-Merger Repay Units for shares of the Company’s Class A common stock in accordance with the Exchange Agreement. In addition, as a result of the merger with BillingTree on June 15, 2021, an estimated opening deferred tax liability net of $ 36.1 million, as adjusted, was recorded. The merger was recognized as a Qualified Stock Purchase within the meaning of Internal Revenue Code (the “Code”) Section 338(d)(3). As such, no step up in the tax asset basis was permitted creating an estimated net deferred tax liability related to the tax asset basis difference in the investment in Hawk Parent on the opening balance sheet date. The Company did not recognize any adjustment to the deferred tax asset (“DTA”) and offsetting deferred tax liability (“DTL”) recorded as a result of the ceiling rule limitation arising under Code Sec. 704(c) for the three months ended March 31, 2023 , to account for the portion of the Company’s outside basis in the partnership interest that it will not recover through tax deductions. As the ceiling rule causes taxable income allocations to be in excess of 704(b) book allocations the DTL will unwind, leaving only the DTA, which may only be recovered through the sale of the partnership interest in Hawk Parent. The Company has concluded, based on the weight of all positive and negative evidence, that all of the DTA associated with the ceiling rule limitation is not likely to be realized. As such, a 100 % valuation allowance was recognized. No uncertain tax positions existed as of March 31, 2023. Tax Receivable Agreement Liability Pursuant to the Company’s election under Section 754 of the Code, the Company expects to obtain an increase in its share of the tax basis in the net assets of Hawk Parent when Post-Merger Repay Units are redeemed or exchanged for Class A common stock of Repay Holdings Corporation. The Company intends to treat any redemptions and exchanges of Post-Merger Repay Units as direct purchases for U.S. federal income tax purposes. These increases in tax basis may reduce the amounts that the Company would otherwise pay in the future to various tax authorities. They may also decrease gains (or increase losses) on future dispositions of certain capital assets to the extent tax basis is allocated to those capital assets. On July 11, 2019, the Company entered into a TRA that provides for the payment by the Company of 100 % of the amount of any tax benefits realized, or in some cases are deemed to realize, as a result of (i) increases in its share of the tax basis in the net assets of Hawk Parent resulting from any redemptions or exchanges of Post-Merger Repay Units and from its acquisition of the equity of the selling Hawk Parent members, (ii) tax basis increases attributable to payments made under the TRA, and (iii) deductions attributable to imputed interest pursuant to the TRA (the “TRA Payments”). The TRA Payments are not conditioned upon any continued ownership interest in Hawk Parent or the Company. The rights of each party under the TRA other than the Company are assignable. The timing and amount of aggregate payments due under the TRA may vary based on a number of factors, including the timing and amount of taxable income generated by the Company each year, as well as the tax rate then applicable, among other factors. As of March 31, 2023, the Company had a liability of $ 183.7 million related to its projected obligations under the TRA, which is captioned as tax receivable agreement liability in the Company’s Unaudited Condensed Consolidated Balance Sheet. The increase of $ 4.6 million in the TRA liability for the three months ended March 31, 2023, was primarily a result of the change in the Early Termination Rate.

Segments

Segments	3 Months Ended
	Mar. 31, 2023
Segment Reporting [Abstract]
Segments	14. Segments For performance assessment and resource allocation purposes, the Company’s chief operating decision maker (“CODM”) reviews discrete financial results of two operating segments as of December 31, 2022: (1) Consumer Payments and (2) Business Payments. These operating segments represent reportable segments based on ASC 280, Segment Reporting . Prior year amounts have been reclassified to conform to the current presentation. Consumer Payments The Consumer Payments segment provides payment processing solutions (including debit and credit card processing, ACH processing and other electronic payment acceptance solutions, as well as our loan disbursement product) that enable the Company’s clients to collect payments and disburse funds to consumers and includes the Company’s clearing and settlement solutions (“RCS”). RCS is the Company’s proprietary clearing and settlement platform through which the Company markets customizable payment processing programs to other ISOs and payment facilitators. The strategic vertical markets served by the Consumer Payments segment primarily include personal loans, automotive loans, receivables management, credit unions, mortgage servicing, consumer healthcare and diversified retail. The Consumer Payments segment represented appro ximately 88 % of the Company’s total revenue after any intersegment eliminations for the three months ended March 31, 2023. Business Payments The Business Payments segment provides payment processing solutions (including accounts payable automation, debit and credit card processing, virtual credit card processing, ACH processing and other electronic payment acceptance solutions) that enable the Company’s clients to collect or send payments to other businesses. The strategic vertical markets served within the Business Payments segment primarily include retail automotive, education, field services, governments and municipalities, healthcare, media, HOA management and hospitality. The Business Payments segment represented approxim ately 12 % o f the Company’s total revenue after any intersegment eliminations for the three months ended March 31, 2023. The following table presents revenue and gross profit for each reportable segment. Three Months Ended March 31, ($ in thousand) 2023 2022 Revenue Consumer Payments $ 69,940 $ 61,081 Business Payments 8,675 8,892 Elimination of intersegment revenues (1) ( 4,078 ) ( 2,409 ) Total revenue $ 74,537 $ 67,564 Gross profit (2) Consumer Payments $ 54,625 $ 47,491 Business Payments 6,025 5,917 Elimination of intersegment revenues ( 4,078 ) ( 2,409 ) Total gross profit $ 56,572 $ 50,999 Total other operating expenses (3) $ 74,536 $ 57,907 Total other income (expense) ( 5,611 ) 23,637 Income (loss) before income tax expense ( 23,575 ) 16,729 Income tax expense ( 4,357 ) ( 3,843 ) Net income (loss) $ ( 27,932 ) $ 12,886 (1) Represents intercompany eliminations between segments for consolidation purpose. (2) Represents revenue less costs of services. (3) Represents total operating expenses less costs of services. Revenue and costs of services are attributed directly to each segment. There is no significant concentration of revenue or assets in foreign countries as of March 31, 2023 . The CODM reporting package does not include discrete asset details of the operating segments as this information is not considered by the CODM for resource allocation or other segment analysis purposes.

Subsequent Events

Subsequent Events	3 Months Ended
	Mar. 31, 2023
Subsequent Events [Abstract]
Subsequent Events	15. Subsequent events Management has evaluated subsequent events and their potential effects on these unaudited condensed consolidated financial statements. Based upon the review, management did not identify any subsequent events that would have required adjustment or disclosure in the financial statements.

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]
Unaudited Interim Consolidated Financial Statements	Unaudited Interim Condensed Consolidated Financial Statements These unaudited condensed consolidated interim financial statements should be read in conjunction with the Company’s audited condensed consolidated financial statements and accompanying notes, which are included in the Annual Report on Form 10-K for the year ended December 31, 2022. The accompanying unaudited condensed consolidated interim financial statements have been prepared in accordance with accounting principles generally accepted in the United States (“GAAP”) and with instructions to Form 10-Q and Rule 10-01 of SEC Regulation S-X 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 financial statements, although the Company believes that the disclosures made are adequate to make the information not misleading. The interim condensed consolidated financial statements are unaudited, but in the Company’s opinion include all adjustments of a normal recurring nature or a description of the nature and amount of any adjustments other than normal recurring adjustments, operations and cash flows as of and for the periods presented. The interim financial results are not necessarily indicative of results that may be expected for any other interim period or the fiscal year.
Principles of Consolidation	Principles of Consolidation The condensed consolidated financial statements include the accounts of Repay Holdings Corporation and its (i) wholly owned subsidiary, BT Intermediate, LLC, and (ii) majority-owned subsidiary, Hawk Parent Holdings LLC, along with Hawk Parent Holdings LLC's wholly owned subsidiaries: Hawk Intermediate Holdings, LLC, Hawk Buyer Holdings, LLC, Repay Holdings, LLC, M&A Ventures, LLC, Repay Management Holdco Inc., Repay Management Services LLC, Sigma Acquisition, LLC, Wildcat Acquisition, LLC, Marlin Acquirer, LLC, REPAY International LLC, REPAY Canada Solutions ULC, TriSource Solutions, LLC (“TriSource”), Mesa Acquirer, LLC, CDT Technologies LTD (“Ventanex”), Viking GP Holdings, LLC, cPayPlus, LLC (“cPayPlus”), CPS Payment Services, LLC, Media Payments, LLC (“MPI”), Custom Payment Systems, LLC, Electronic Payment Providers, LLC, Internet Payment Exchange, LLC, Stratus Payment Solutions, LLC, Clear Payment Solutions, LLC, Harbor Acquisition LLC , Payix Holdings Incorporated and Payix Incorporated. All significant intercompany accounts and transactions have been eliminated in consolidation.
Basis of Financial Statement Presentation	Basis of Financial Statement Presentation The accompanying interim condensed consolidated financial statements of the Company were prepared in accordance with GAAP. The Company uses the accrual basis of accounting whereby revenues are recognized when earned, usually upon the date services are rendered, and expenses are recognized at the date services are rendered or goods are received.
Use of Estimates	Use of Estimates The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported Condensed Consolidated Statements of Operations during the reporting period. Actual results could differ materially from those estimates.
Segment Reporting	Segment Reporting Effective December 31, 2022, the Company revised the presentation of segment information to reflect changes in the way the Company manages and evaluates the business. Therefore, the Company reports operating results through two reportable segments: (1) Consumer Payments and (2) Business Payments, as further discussed in Note 14. Segments. Accordingly, segment information for the comparable prior year periods has been revised.
Recently Adopted Accounting Pronouncements	Recently Adopted Accounting Pronouncements Reference Rate Reform In March 2020, the FASB issued Accounting Standards Update (“ASU”) 2020-04, “ Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting (“ASU 2020-04”)”, which provides optional expedients and exceptions to contracts, hedging relationships and other transactions affected by the transition away from LIBOR to alternative reference rates. In January 2021, the FASB issued ASU 2021-01, “ Reference Rate Reform (Topic 848): Scope ”, to expand the scope of this guidance to include derivatives. The guidance was effective upon issuance and may be applied prospectively to contract modifications made and hedging relationships entered into on or before December 31, 2022. In December 2022, the FASB issued ASU 2022-06, “ Reference Rate Reform (Topic 848): Deferral of the Sunset Date of Topic 848 ”, which extends the period of time entities can utilize the reference rate reform relief guidance under ASU 2020-04 from December 31, 2022, to December 31, 2024. The Company adopted these ASUs as of February 9, 2023. The adoption of these standards does not have a material impact on the Company’s Consolidated Financial Statements. Business Combinations In August 2021, the FASB issued Accounting Standards Update No. 2021-08, “ Business Combinations (Topic 805): Accounting for Contract Assets and Contract Liabilities from Contracts with Customers (“ASU 2021-08”). ASU 2021-08 requires an entity (acquirer) to recognize and measure contract assets and contract liabilities acquired in a business combination in accordance with Revenue (Topic 606) , and is effective for fiscal years, and for interim periods within those fiscal years, beginning after December 15, 2022, with early adoption permitted. Amendments within ASU 2021-08 are required to be applied prospectively to business combinations occurring on or after the effective date of the amendments. The Company adopted ASU 2021-08 as of January 1, 2023. The adoption of this standard does not have a material impact on the Company’s Consolidated Financial Statements.

Revenue (Tables)

Revenue (Tables)	3 Months Ended
	Mar. 31, 2023
Revenue From Contract With Customer [Abstract]
Summary of Disaggregation of Revenue	The following table presents the Company’s revenue disaggregated by segment and by the type of relationship for the periods indicated. Three Months Ended March 31, 2023 ($ in thousands) Consumer Payments Business Payments Elimination of intersegment revenues Total Revenue Direct relationships $ 66,473 $ 8,434 $ ( 4,078 ) $ 70,829 Indirect relationships 3,467 241 — 3,708 Total Revenue $ 69,940 $ 8,675 $ ( 4,078 ) $ 74,537 Three Months Ended March 31, 2022 ($ in thousands) Consumer Payments Business Payments Elimination of intersegment revenues Total Revenue Direct relationships $ 57,436 $ 8,611 $ ( 2,409 ) $ 63,638 Indirect relationships 3,645 281 — 3,926 Total Revenue $ 61,081 $ 8,892 $ ( 2,409 ) $ 67,564

Earnings Per Share (Tables)

Earnings Per Share (Tables)	3 Months Ended
	Mar. 31, 2023
Earnings Per Share [Abstract]
Summary of Net Income (Loss) and Weighted Average Basic and Diluted Shares Outstanding	The following table summarizes net income (loss) attributable to the Company and the weighted average basic and diluted shares outstanding: Three Months Ended March 31, ($ in thousands, except per share data) 2023 2022 Income (loss) before income tax expense $ ( 23,575 ) $ 16,729 Less: Net loss attributable to non-controlling interests ( 1,540 ) ( 767 ) Income tax expense ( 4,357 ) ( 3,843 ) Net income (loss) attributable to the Company $ ( 26,392 ) $ 13,653 Weighted average shares of Class A common stock outstanding - basic 88,615,760 88,607,655 Add weighted average effect of dilutive common stock equivalent shares: Post-Merger Repay Units exchangeable for Class A common stock 7,926,576 Unvested share-based awards of Class A common stock 3,385,690 2026 Notes convertible into Class A common stock 13,095,238 Weighted average shares of Class A common stock outstanding - diluted 88,615,760 113,015,159 Income (loss) per share of Class A common stock outstanding - basic $ ( 0.30 ) $ 0.15 Income (loss) per share of Class A common stock outstanding - diluted $ ( 0.30 ) $ 0.12
Summary of Components of Common Stock Equivalent Shares Excluded from Computation of Diluted Loss per Share	For the three months ended March 31, 2023, the following common stock equivalent shares were excluded from the computation of the diluted loss per share, since their inclusion would have been anti-dilutive: Three Months Ended March 31, 2023 Post-Merger Repay Units exchangeable for Class A common stock 7,861,271 Unvested share-based awards of Class A common stock 5,906,580 Outstanding stock options for Class A common stock 1,148,822 2026 Notes convertible into Class A common stock 13,095,238 Share equivalents excluded from earnings (loss) per share 28,011,911

Fair Value (Tables)

Fair Value (Tables)	3 Months Ended
	Mar. 31, 2023
Summary of Carrying Amounts and Estimated Fair Values of Assets and Liabilities Measured at Fair Value	The following table summarizes, by level within the fair value hierarchy, estimated fair values of the Company’s assets and liabilities measured at fair value on a recurring or nonrecurring basis or disclosed, but not carried, at fair value in the Condensed Consolidated Balance Sheets as of the dates presented. There were no transfers into, out of, or between levels within the fair value hierarchy during any of the periods presented. March 31, 2023 ($ in thousands) Level 1 Level 2 Level 3 Total Assets: Other assets $ — $ 2,500 $ — $ 2,500 Total assets $ — $ 2,500 $ — $ 2,500 Liabilities: Contingent consideration $ — $ — $ — $ — Borrowings — 330,748 — 330,748 Tax receivable agreement — — 183,696 183,696 Total liabilities $ — $ 330,748 $ 183,696 $ 514,444 December 31, 2022 Level 1 Level 2 Level 3 Total Assets: Other assets $ — $ 2,500 $ — $ 2,500 Total assets $ — $ 2,500 $ — $ 2,500 Liabilities: Contingent consideration $ — $ — $ 1,000 $ 1,000 Borrowings — 344,280 — 344,280 Tax receivable agreement — — 179,127 179,127 Total liabilities $ — $ 344,280 $ 180,127 $ 524,407
Schedule of Contingent Consideration Related to Previous Business Acquisitions	The following table provides a rollforward of the contingent consideration related to previous business acquisitions. Three Months Ended March 31, ($ in thousands) 2023 2022 Balance at beginning of period $ 1,000 $ 17,047 Purchases — — Payments ( 1,000 ) — Valuation adjustment — ( 2,900 ) Balance at end of period $ — $ 14,147
Schedule of Carrying Value and Estimated Fair Value of Borrowings	The following table provides the carrying value and estimated fair value of borrowings. See Note 9. Borrowings for further discussion on borrowings. March 31, 2023 December 31, 2022 ($ in thousands) Carrying value Fair value Carrying value Fair value Revolving credit facility $ — $ — $ 18,177 $ 20,000 2026 Notes 432,031 330,748 433,142 324,280 Total $ 432,031 $ 330,748 $ 451,319 $ 344,280
Tax Receivable Agreement
Schedule of Contingent Consideration Related to Previous Business Acquisitions	The following table provides a rollforward of the TRA related to the acquisition and exchanges of Post-Merger Repay Units. See Note 13. Taxation for further discussion on the TRA. Three Months Ended March 31, ($ in thousands) 2023 2022 Balance at beginning of period $ 179,127 $ 245,828 Purchases 31 — Accretion expense — 961 Valuation adjustment 4,538 ( 25,580 ) Balance at end of period $ 183,696 $ 221,209

Intangible Assets (Tables)

Intangible Assets (Tables)	3 Months Ended
	Mar. 31, 2023
Goodwill And Intangible Assets Disclosure [Abstract]
Schedule of Intangible Assets	Intangible assets consisted of the following: ($ in thousands) Gross Carrying Value Accumulated Amortization Net Carrying Value Weighted Average Useful Life (Years) Client relationships $ 523,850 $ 148,498 $ 375,352 7.37 Channel relationships 16,240 3,580 12,660 7.81 Software costs 206,009 141,464 64,545 0.96 Non-compete agreements 4,580 4,129 451 0.45 Trade name 20,300 — 20,300 — Balance as of March 31, 2023 $ 770,979 $ 297,671 $ 473,308 5.58 Customer relationships $ 539,850 $ 137,515 $ 402,335 7.40 Channel relationships 16,240 3,168 13,072 8.06 Software costs 196,890 132,322 64,568 0.99 Non-compete agreements 4,580 4,030 550 0.54 Trade name 20,050 — 20,050 — Balance as of December 31, 2022 $ 777,610 $ 277,035 $ 500,575 5.71
Schedule of Estimated Amortization Expense	The estimated amortization expense for the next five years and thereafter in the aggregate is as follows: ($ in thousands) Estimated Future Year Ending December 31, Amortization Expense 2023 $ 71,714 2024 82,931 2025 65,752 2026 56,047 2027 55,941 Thereafter 120,623

Goodwill (Tables)

Goodwill (Tables)	3 Months Ended
	Mar. 31, 2023
Goodwill And Intangible Assets Disclosure [Abstract]
Schedule of Changes to Goodwill	The following table presents changes to goodwill by business segment for the three months ended March 31, 2023. ($ in thousands) Consumer Payments Business Payments Total Balance at December 31, 2022 $ 609,139 $ 218,674 $ 827,813 Dispositions ( 35,270 ) — ( 35,270 ) Balance at March 31, 2023 $ 573,869 $ 218,674 $ 792,543

Borrowings (Tables)

Borrowings (Tables)	3 Months Ended
	Mar. 31, 2023
Debt Disclosure [Abstract]
Summary of Borrowings under Credit Agreement	The following table summarizes the total borrowings under the Amended Credit Agreement and 2026 Notes: ($ in thousands) March 31, 2023 December 31, 2022 Non-current indebtedness: Revolving Credit Facility (1) $ — $ 20,000 Convertible Senior Debt 440,000 440,000 Total borrowings 440,000 460,000 Less: Long-term loan debt issuance cost (2) 7,969 8,681 Total non-current borrowings $ 432,031 $ 451,319 (1) The revolving credit facility bears interest at a variable rate, which was 6.63 % as of December 31, 2022 . (2) The Company incurr ed $ 0.7 million of in terest expense for the amortization of deferred debt issuance costs for the three months ended March 31, 2023 . The Company incurred $ 2.8 million of interest expense for the amortization of deferred debt issuance costs for the year ended December 31, 2022 .
Summary of Principal Maturities of Long-term Debt	The following is a summary of principal maturities of long‑term debt for each of the next five years ending December 31 and in the aggregate: ($ in thousands) 2023 $ — 2024 — 2025 — 2026 440,000 2027 — $ 440,000

Commitments and Contingencies (

Commitments and Contingencies (Tables)	3 Months Ended
	Mar. 31, 2023
Commitments And Contingencies Disclosure [Abstract]
Summary of Components of Lease Cost	The components of lease cost are presented in the following table: Three Months Ended March 31, ($ in thousands) 2023 2022 Components of total lease costs: Operating lease cost $ 659 $ 690 Short-term lease cost 5 12 Variable lease cost — — Total lease cost $ 664 $ 702
Schedule of Operating Lease and Supplemental Information	Amounts reported in the Condensed Consolidated Balance Sheets were as follows: ($ in thousands) March 31, 2023 December 31, 2022 Operating leases: ROU assets $ 9,302 $ 9,847 Lease liability, current 2,264 2,263 Lease liability, long-term 7,737 8,295 Total lease liabilities $ 10,001 $ 10,558 Weighted-average remaining lease term (in years) 3.7 4.7 Weighted-average discount rate (annualized) 4.5 % 4.5 %
Summary of Other Information Related to Lease	Other information related to leases are as follows: Three Months Ended March 31, ($ in thousands) 2023 2022 Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from operating leases $ 675 $ 645 ROU assets obtained in exchange for lease liabilities: Operating leases — 1,532
Schedule of Maturity Analysis of the Company's Operating Leases Liabilities	The following table presents a maturity analysis of the Company’s operating leases liabilities as of March 31, 2023: ($ in thousands) 2023 $ 2,011 2024 2,499 2025 2,328 2026 2,232 2027 1,410 Thereafter 561 Total undiscounted lease payments 11,041 Less: Imputed interest 1,040 Total lease liabilities $ 10,001

Related Party Transactions (Tab

Related Party Transactions (Tables)	3 Months Ended
	Mar. 31, 2023
Related Party Transactions [Abstract]
Schedule of Related Party Payables	Related party payables consisted of the following: ($ in thousands) March 31, 2023 December 31, 2022 CPS accrued earnout liability $ — $ 1,000 Other payables to related parties 435 — $ 435 $ 1,000

Share Based Compensation (Table

Share Based Compensation (Tables)	3 Months Ended
	Mar. 31, 2023
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract]
Schedule of Share Based Compensation Expense and Related Income Tax Benefit	The following table summarizes share-based compensation expense and the related income tax benefit recognized for the Company’s share-based compensation awards. Share-based compensation expenses are recorded within Selling, general and administrative in the Company’s Condensed Consolidated Statement of Operations. Three Months Ended March 31, ($ in millions) 2023 2022 Share-based compensation expense $ 4.1 $ 3.1 Income tax (expense) benefit 1.1 1.2
Schedule of Outstanding Performance Stock Units Activity, Restricted Stock Awards, Restricted Stock Units and Performance-based Stock Options	Activities for RSAs for the three months ended March 31, 2023 are as follows: Class A Common Stock Weighted Average Grant Date Fair Value Unvested at December 31, 2022 2,111,635 $ 16.23 Granted 2,519,355 6.16 Forfeited (1)(2) 179,419 17.53 Vested 381,116 17.26 Unvested at March 31, 2023 4,070,455 $ 9.84 Activities for RSUs for the three months ended March 31, 2023 are as follows: Class A Common Stock Weighted Average Grant Date Fair Value Unvested at December 31, 2022 108,909 $ 13.22 Granted — — Forfeited — — Vested 9,304 18.27 Unvested at March 31, 2023 99,605 $ 12.75 Activities for PSUs for the three months ended March 31, 2023 are as follows: Class A Common Stock (3) Weighted Average Grant Date Fair Value Unvested at December 31, 2022 634,023 $ 19.19 Granted 1,102,497 8.87 Forfeited — — Vested — — Unvested at March 31, 2023 1,736,520 $ 12.64 (1) The forfeited shares include the Company’s failure to meet certain performance measures and employee terminations during the three months ended March 31, 2023 ; further, these forfeited shares are added back to the amount of shares available for grant under the Incentive Plan. (2) Upon vesting, award-holders elected to sell shares to the Company in order to satisfy the associated tax obligations. The awards are not deemed outstanding; further, these forfeited shares are added back to the amount of shares available for grant under the Incentive Plan. (3) Represent shares to be paid out at target level. Activities for PSOs for the three months ended March 31, 2023 are as follows: Options Weighted Average Exercise Price Weighted Average Remaining Contractual Term (in years) Aggregate Intrinsic Value Outstanding at December 31, 2022 — $ — Granted 1,148,822 6.13 Forfeited — — Exercised — — Outstanding at March 31, 2023 1,148,822 $ 6.13 7.0 $ 505,482 Options vested and exercisable at March 31, 2023 — $ — — $ —
Schedule of Share-based Payment Award, Stock Options, Valuation Assumptions	Fair value was estimated on the date of grant using Monte Carlo simulation with the following weighted average assumptions: Three Months Ended March 31, 2023 Risk-free interest rate 3.42 % Expected volatility 52.82 % Dividend yield 0 % Expected term (in years) 4.5

Segments (Tables)

Segments (Tables)	3 Months Ended
	Mar. 31, 2023
Segment Reporting [Abstract]
Schedule of Revenue and Gross Profit for Each Reportable Segment	The following table presents revenue and gross profit for each reportable segment. Three Months Ended March 31, ($ in thousand) 2023 2022 Revenue Consumer Payments $ 69,940 $ 61,081 Business Payments 8,675 8,892 Elimination of intersegment revenues (1) ( 4,078 ) ( 2,409 ) Total revenue $ 74,537 $ 67,564 Gross profit (2) Consumer Payments $ 54,625 $ 47,491 Business Payments 6,025 5,917 Elimination of intersegment revenues ( 4,078 ) ( 2,409 ) Total gross profit $ 56,572 $ 50,999 Total other operating expenses (3) $ 74,536 $ 57,907 Total other income (expense) ( 5,611 ) 23,637 Income (loss) before income tax expense ( 23,575 ) 16,729 Income tax expense ( 4,357 ) ( 3,843 ) Net income (loss) $ ( 27,932 ) $ 12,886 (1) Represents intercompany eliminations between segments for consolidation purpose. (2) Represents revenue less costs of services. (3) Represents total operating expenses less costs of services.

Organizational Structure and _2

Organizational Structure and Corporate Information (Additional Information) (Details) - USD ($) $ in Thousands		3 Months Ended
	Feb. 15, 2023	Mar. 31, 2023
Summary Of Significant Accounting Policies [Line Items]
Cash proceeds from sale of business		$ 40,423
Loss on business disposition		$ (9,878)
Blue Cow Software
Summary Of Significant Accounting Policies [Line Items]
Cash proceeds from sale of business	$ 41,900
Loss on business disposition	$ (9,900)

Basis of Presentation and Sum_3

Basis of Presentation and Summary of Significant Accounting Policies - Additional Information (Details)	Dec. 01, 2022 Segment
Summary Of Significant Accounting Policies [Line Items]
Number of reportable segments	2

Revenue - Summary of Disaggrega

Revenue - Summary of Disaggregation of Revenue (Details) - USD ($) $ in Thousands		3 Months Ended
		Mar. 31, 2023	Mar. 31, 2022
Revenue
Total Revenue		$ 74,537	$ 67,564
Elimination of Intersegment Revenues
Revenue
Total Revenue	[1]	(4,078)	(2,409)
Consumer Payments
Revenue
Total Revenue		69,940	61,081
Business Payments
Revenue
Total Revenue		8,675	8,892
Direct Relationships
Revenue
Total Revenue		70,829	63,638
Direct Relationships | Elimination of Intersegment Revenues
Revenue
Total Revenue		(4,078)	(2,409)
Direct Relationships | Consumer Payments
Revenue
Total Revenue		66,473	57,436
Direct Relationships | Business Payments
Revenue
Total Revenue		8,434	8,611
Indirect Relationships
Revenue
Total Revenue		3,708	3,926
Indirect Relationships | Consumer Payments
Revenue
Total Revenue		3,467	3,645
Indirect Relationships | Business Payments
Revenue
Total Revenue		$ 241	$ 281
[1] Represents intercompany eliminations between segments for consolidation purpose.

Earnings Per Share - Summary of

Earnings Per Share - Summary of Net Income (Loss) and Weighted Average Basic and Diluted Shares Outstanding (Details) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022
Income (loss) before income tax expense	$ (23,575)	$ 16,729
Less: Net loss attributable to non-controlling interests	(1,540)	(767)
Income tax expense	(4,357)	(3,843)
Net income (loss) attributable to the Company	$ (26,392)	$ 13,653
Weighted average shares of Class A common stock outstanding - basic	88,615,760,000	88,607,655,000
Add weighted average effect of dilutive common stock equivalent shares:
Weighted average shares of Class A common stock outstanding - diluted	88,615,760,000	113,015,159,000
Income (loss) per share of Class A common stock outstanding - basic	$ (0.30)	$ 0.15
Income (loss) per share of Class A common stock outstanding - diluted	$ (0.30)	$ 0.12
Class A Common Stock
Weighted average shares of Class A common stock outstanding - basic	88,615,760	88,607,655
Add weighted average effect of dilutive common stock equivalent shares:
Post-Merger Repay Units exchangeable for Class A common stock		7,926,576
Unvested share-based awards of Class A common stock		3,385,690
2026 Notes convertible into Class A common stock		13,095,238
Weighted average shares of Class A common stock outstanding - diluted	88,615,760	113,015,159
Income (loss) per share of Class A common stock outstanding - basic	$ (0.30)	$ 0.15
Income (loss) per share of Class A common stock outstanding - diluted	$ (0.30)	$ 0.12

Earnings Per Share - Summary _2

Earnings Per Share - Summary of Components of Common Stock Equivalent Shares Excluded from Computation of Diluted Loss per Share (Details)	3 Months Ended
	Mar. 31, 2023 shares
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items]
Share equivalents excluded from earnings (loss) per share	28,011,911
Class A Common Stock | Post-Merger Repay Units Exchangeable
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items]
Share equivalents excluded from earnings (loss) per share	7,861,271
Class A Common Stock | Unvested Share-based Awards
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items]
Share equivalents excluded from earnings (loss) per share	5,906,580
Class A Common Stock | Outstanding Stock Options
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items]
Share equivalents excluded from earnings (loss) per share	1,148,822
Class A Common Stock | 2026 Notes Convertible
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items]
Share equivalents excluded from earnings (loss) per share	13,095,238

Business Combinations and Dis_2

Business Combinations and Dispositions - Additional Information (Details) - USD ($) $ in Thousands		3 Months Ended
	Feb. 15, 2023	Mar. 31, 2023	Mar. 31, 2022	Dec. 31, 2022
Business Acquisition [Line Items]
Goodwill		$ 792,543		$ 827,813
Cash proceeds from sale of business		40,423
Loss on business disposition		(9,878)
Dispositions		35,270
Revenue		74,537	$ 67,564
Consumer Payments
Business Acquisition [Line Items]
Goodwill		573,869		$ 609,139
Dispositions		35,270
Revenue		69,940	61,081
Blue Cow Software
Business Acquisition [Line Items]
Transaction expenses related to the business combination		3,400
Cash proceeds from sale of business	$ 41,900
Loss on business disposition	$ (9,900)
Blue Cow Software | Consumer Payments
Business Acquisition [Line Items]
Dispositions		35,300
Revenue		$ 1,200	2,000
Billing Tree
Business Acquisition [Line Items]
Transaction expenses related to the business combination			2,800
Kontrol
Business Acquisition [Line Items]
Transaction expenses related to the business combination			2,800
Payix
Business Acquisition [Line Items]
Transaction expenses related to the business combination			$ 2,800

Fair Value - Summary of Carryin

Fair Value - Summary of Carrying Amounts and Estimated Fair Values of Assets and Liabilities Measured at Fair Value (Details) - USD ($) $ in Thousands	Mar. 31, 2023	Dec. 31, 2022
Assets:
Other assets	$ 2,500	$ 2,500
Total assets	2,500	2,500
Liabilities:
Contingent consideration		1,000
Borrowings	330,748	344,280
Tax receivable agreement	183,696	179,127
Total liabilities	514,444	524,407
Level 2
Assets:
Other assets	2,500	2,500
Total assets	2,500	2,500
Liabilities:
Borrowings	330,748	344,280
Total liabilities	330,748	344,280
Level 3
Liabilities:
Contingent consideration		1,000
Tax receivable agreement	183,696	179,127
Total liabilities	$ 183,696	$ 180,127

Fair Value - Additional Informa

Fair Value - Additional Information (Details) - Tax Receivable Agreement $ in Millions	12 Months Ended
	Dec. 31, 2022 USD ($)	Mar. 31, 2023
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]
TRA, balance adjusted through accretion expense and valuation adjustment	$ (4.5)
TRA, measurement input	6.48	6.31
Alternative Investment, Valuation Technique [Extensible List]		us-gaap:ValuationTechniqueDiscountedCashFlowMember
Alternative Investment, Measurement Input [Extensible List]		us-gaap:MeasurementInputDiscountRateMember
Fair Value, Liability, Recurring Basis, Unobservable Input Reconciliation, Gain (Loss), Statement of Income or Comprehensive Income [Extensible Enumeration]	Fair value change in tax receivable agreement liability

Fair Value - Schedule of Carryi

Fair Value - Schedule of Carrying Value and Estimated Fair Value of Borrowings (Details) - USD ($) $ in Thousands	Mar. 31, 2023	Dec. 31, 2022
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Borrowings	$ 330,748	$ 344,280
Carrying Value
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Borrowings	432,031	451,319
Carrying Value | 2026 Notes
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Borrowings	432,031	433,142
Carrying Value | Revolving Credit Facility
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Borrowings		18,177
Fair Value
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Borrowings	330,748	344,280
Fair Value | 2026 Notes
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Borrowings	$ 330,748	324,280
Fair Value | Revolving Credit Facility
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Borrowings		$ 20,000

Fair Value - Schedule of Contin

Fair Value - Schedule of Contingent Consideration Related to Previous Business Acquisitions (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022
Contingent Consideration
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]
Balance at beginning of period	$ 1,000	$ 17,047
Payments	(1,000)
Valuation adjustment		(2,900)
Balance at end of period		14,147
Tax Receivable Agreement
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]
Balance at beginning of period	179,127	245,828
Purchases	31
Accretion expense		961
Valuation adjustment	4,538	(25,580)
Balance at end of period	$ 183,696	$ 221,209

Intangible Assets - Additional

Intangible Assets - Additional Information (Details) $ in Millions	3 Months Ended		12 Months Ended
	Mar. 31, 2023 USD ($) TradeName	Mar. 31, 2022 USD ($)	Dec. 31, 2022 TradeName
Goodwill And Intangible Assets Disclosure [Abstract]
Number of trade names | TradeName	2		2
Amortization of Intangible Assets | $	$ 25.4	$ 28.1

Intangible Assets - Schedule of

Intangible Assets - Schedule of Intangible Assets (Details) - USD ($) $ in Thousands	3 Months Ended	12 Months Ended
	Mar. 31, 2023	Dec. 31, 2022
Finite Lived Intangible Assets [Line Items]
Gross Carrying Value	$ 770,979	$ 777,610
Accumulated Amortization	297,671	277,035
Net Carrying Value	$ 473,308	$ 500,575
Weighted Average Useful Life (Years)	5 years 6 months 29 days	5 years 8 months 15 days
Client Relationships
Finite Lived Intangible Assets [Line Items]
Gross Carrying Value	$ 523,850
Accumulated Amortization	148,498
Net Carrying Value	$ 375,352
Weighted Average Useful Life (Years)	7 years 4 months 13 days
Customer Relationships
Finite Lived Intangible Assets [Line Items]
Gross Carrying Value		$ 539,850
Accumulated Amortization		137,515
Net Carrying Value		$ 402,335
Weighted Average Useful Life (Years)		7 years 4 months 24 days
Channel Relationships
Finite Lived Intangible Assets [Line Items]
Gross Carrying Value	$ 16,240	$ 16,240
Accumulated Amortization	3,580	3,168
Net Carrying Value	$ 12,660	$ 13,072
Weighted Average Useful Life (Years)	7 years 9 months 21 days	8 years 21 days
Software Costs
Finite Lived Intangible Assets [Line Items]
Gross Carrying Value	$ 206,009	$ 196,890
Accumulated Amortization	141,464	132,322
Net Carrying Value	$ 64,545	$ 64,568
Weighted Average Useful Life (Years)	11 months 15 days	11 months 26 days
Non-Complete Agreements
Finite Lived Intangible Assets [Line Items]
Gross Carrying Value	$ 4,580	$ 4,580
Accumulated Amortization	4,129	4,030
Net Carrying Value	$ 451	$ 550
Weighted Average Useful Life (Years)	5 months 12 days	6 months 14 days
Trade Names
Finite Lived Intangible Assets [Line Items]
Gross Carrying Value	$ 20,300	$ 20,050
Net Carrying Value	$ 20,300	$ 20,050

Intangible Assets - Schedule _2

Intangible Assets - Schedule of Estimated Amortization Expense (Details) $ in Thousands	Mar. 31, 2023 USD ($)
Estimated Future Amortization Expense
2023	$ 71,714
2024	82,931
2025	65,752
2026	56,047
2027	55,941
Thereafter	$ 120,623

Goodwill - Schedule of Changes

Goodwill - Schedule of Changes to Goodwill (Details) $ in Thousands	3 Months Ended
	Mar. 31, 2023 USD ($)
Goodwill [Line Items]
Beginning balance	$ 827,813
Dispositions	(35,270)
Ending balance	792,543
Business Payments
Goodwill [Line Items]
Beginning balance	218,674
Dispositions	0
Ending balance	218,674
Consumer Payments
Goodwill [Line Items]
Beginning balance	609,139
Dispositions	(35,270)
Ending balance	$ 573,869

Goodwill - Additional Informati

Goodwill - Additional Information (Details) - USD ($)	3 Months Ended
	Mar. 31, 2023	Dec. 31, 2022
Consumer Payments
Goodwill [Line Items]
Goodwill impairment loss	$ 0
Accumulated impairment losses	0	$ 0
Business Payments
Goodwill [Line Items]
Goodwill impairment loss	0
Accumulated impairment losses	0	$ 0
Blue Cow Software
Goodwill [Line Items]
Measurement period adjustment	$ (35,300,000)

Borrowings - Additional Informa

Borrowings - Additional Information (Details)			3 Months Ended
	Feb. 28, 2023 USD ($)	Jan. 19, 2021 USD ($) $ / shares	Mar. 31, 2023 USD ($)	Mar. 31, 2022 USD ($)	Dec. 29, 2021 USD ($)	Dec. 28, 2021 USD ($)	Feb. 03, 2021 USD ($)	Feb. 02, 2021 USD ($)
New Credit Agreement
Debt Instrument [Line Items]
Line of credit			$ 0
Line of credit unused commitments fee			100,000	$ 200,000
Line of credit Interest expense			$ 200,000	$ 100,000
New Credit Agreement | Revolving Credit Facility
Debt Instrument [Line Items]
Undrawn line of credit	$ 185,000,000
Line of credit facility repaid amount	$ 20,000,000
Senior Secured Revolving Credit Facility | Successor Credit Agreement
Debt Instrument [Line Items]
Undrawn line of credit								$ 30,000,000
Senior Secured Revolving Credit Facility | New Credit Agreement
Debt Instrument [Line Items]
Line of credit maximum borrowing capacity					$ 185,000,000	$ 60,000,000
Senior Secured Revolving Credit Facility | New Credit Agreement | Truist Bank
Debt Instrument [Line Items]
Undrawn line of credit							$ 125,000,000
2026 Notes | Notes Offering
Debt Instrument [Line Items]
Aggregate principal amount		$ 440,000,000
Debt instrument interest rate		0%
Debt instrument, maturity date		Feb. 01, 2026
2026 Notes | Notes Offering | Class A Common Stock
Debt Instrument [Line Items]
Debt instrument, convertible notes, conversion rate		29.7619
Debt instrument, convertible notes, conversion price per share | $ / shares		$ 33.60

Borrowings - Summary of Borrowi

Borrowings - Summary of Borrowings under Credit Agreement (Details) - USD ($) $ in Thousands		Mar. 31, 2023	Dec. 31, 2022
Debt Instrument [Line Items]
Total borrowings		$ 440,000	$ 460,000
Less: Long-term loan debt issuance cost	[1]	7,969	8,681
Total non-current borrowings		432,031	451,319
Convertible Senior Debt
Debt Instrument [Line Items]
Total borrowings		$ 440,000	440,000
Revolving Credit Facility
Debt Instrument [Line Items]
Total borrowings	[2]		$ 20,000
[1] The Company incurr ed $ 0.7 million of in terest expense for the amortization of deferred debt issuance costs for the three months ended March 31, 2023 . The Company incurred $ 2.8 million of interest expense for the amortization of deferred debt issuance costs for the year ended December 31, 2022 . The revolving credit facility bears interest at a variable rate, which was 6.63 % as of December 31, 2022 .

Borrowings - Summary of Borro_2

Borrowings - Summary of Borrowings under Credit Agreement (Parenthetical) (Details) - USD ($) $ in Thousands	3 Months Ended		12 Months Ended
	Mar. 31, 2023	Mar. 31, 2022	Dec. 31, 2022
Debt Instrument [Line Items]
Interest expense for the amortization of deferred debt issuance costs	$ 712	$ 702
Interest Expense
Debt Instrument [Line Items]
Interest expense for the amortization of deferred debt issuance costs	$ 700		$ 2,800
Revolving Credit Facility
Debt Instrument [Line Items]
Variable interest rate			6.63%

Borrowings - Summary of Princip

Borrowings - Summary of Principal Maturities of Long-term Debt (Details) - USD ($) $ in Thousands	Mar. 31, 2023	Dec. 31, 2022
Debt Disclosure [Abstract]
2026	$ 440,000
Total borrowings	$ 440,000	$ 460,000

Commitments and Contingencies -

Commitments and Contingencies - Additional Information (Details)	3 Months Ended
	Mar. 31, 2023
Lease [Line Items]
Operating lease expiration year	2029
Lessee, operating lease, existence of option to extend [true false]	true
Operating lease, option to extend	Most of these leases include one or more renewal options for six years or less
Operating lease, existence of option to terminate [true false]	true
Operating lease, option to terminate	certain leases also include lessee termination options
Minimum
Lease [Line Items]
Operating lease, term of contract	3 years
Maximum
Lease [Line Items]
Operating lease, term of contract	10 years
Operating lease, renewal term	6 years

Commitments and Contingencies_2

Commitments and Contingencies - Summary of Components of Lease Cost (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022
Components of total lease costs:
Operating lease cost	$ 659	$ 690
Short-term lease cost	5	12
Total lease cost	$ 664	$ 702

Commitments and Contingencies_3

Commitments and Contingencies - Schedule of Operating Lease and Supplemental Information (Details) - USD ($) $ in Thousands	Mar. 31, 2023	Dec. 31, 2022
Operating leases:
ROU assets	$ 9,302	$ 9,847
Lease liability, current	2,264	2,263
Lease liability, long-term	7,737	8,295
Total lease liabilities	$ 10,001	$ 10,558
Weighted-average remaining lease term (in years)	3 years 8 months 12 days	4 years 8 months 12 days
Weighted-average discount rate (annualized)	4.50%	4.50%

Commitments and Contingencies_4

Commitments and Contingencies - Other Information Related to Leases (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022
Cash paid for amounts included in the measurement of lease liabilities:
Operating cash flows from operating leases	$ 675	$ 645
ROU assets obtained in exchange for lease liabilities:
Operating leases		$ 1,532

Commitments and Contingencies_5

Commitments and Contingencies - Schedule of Maturity Analysis of the Company's Operating Leases Liabilities (Details) - USD ($) $ in Thousands	Mar. 31, 2023	Dec. 31, 2022
Commitments And Contingencies Disclosure [Abstract]
2023	$ 2,011
2024	2,499
2025	2,328
2026	2,232
2027	1,410
Thereafter	561
Total undiscounted lease payments	11,041
Less: Imputed interest	1,040
Total lease liabilities	$ 10,001	$ 10,558

Schedule of Related Party Payab

Schedule of Related Party Payables (Details) - USD ($) $ in Thousands	Mar. 31, 2023	Dec. 31, 2022
Related Party Transaction [Line Items]
Related party payables	$ 435	$ 1,000
CPS
Related Party Transaction [Line Items]
Related party payables		$ 1,000
Other Payables to Related Parties
Related Party Transaction [Line Items]
Related party payables	$ 435

Related Party Transactions - Ad

Related Party Transactions - Additional Information (Details) - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2023	Dec. 31, 2022
Related Party Transaction [Line Items]
Receivables from related parties	$ 0.3	$ 0.3
Related party owed to employees	0	0
CPS
Related Party Transaction [Line Items]
Contingent consideration payable to related parties	0	$ 1
Payment to related party	$ 1

Share Based Compensation - Addi

Share Based Compensation - Additional Information (Details) - USD ($) $ / shares in Units, $ in Millions	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Unrecognized compensation expense related to unvested PSUs, RSAs and RSUs	$ 41.1
Weighted-average period related to unvested PSUs, RSAs, RSUs and PSOs	2 years 10 months 24 days
Recognized compensation expense related to PSOs	$ 4.1	$ 3.1
Dividend yield	0%
Performance based Stock Options
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Unrecognized compensation expense related to PSOs	$ 2.9
Weighted-average period related to unvested PSUs, RSAs, RSUs and PSOs	3 years
Weighted average grant date fair value, Granted	$ 2.61
Recognized compensation expense related to PSOs	$ 0.1
2019 Plan | Class A Common Stock
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Common stock reserved for issuance	7,326,728
2019 Amended Plan | Class A Common Stock
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Common stock reserved for issuance	13,826,728

Share Based Compensation - Sche

Share Based Compensation - Schedule of Share Based Compensation Expense and Related Income Tax Benefit (Details) - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract]
Share-based compensation expense	$ 4.1	$ 3.1
Income tax (expense) benefit	$ 1.1	$ 1.2

Share Based Compensation - Sc_2

Share Based Compensation - Schedule of Outstanding Restricted Stock Awards Activity (Details) - Unvested Restricted Share Awards	3 Months Ended
	Mar. 31, 2023 $ / shares shares
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Weighted average grant date fair value, Beginning Balance | $ / shares	$ 16.23
Weighted average grant date fair value, Granted | $ / shares	6.16
Weighted average grant date fair value, Forfeited | $ / shares	17.53	[1],[2]
Weighted average grant date fair value, Vested | $ / shares	17.26
Weighted average grant date fair value, Ending Balance | $ / shares	$ 9.84
Class A Common Stock
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Unvested, Beginning Balance | shares	2,111,635
Granted | shares	2,519,355
Forfeited | shares	179,419	[1],[2]
Vested | shares	381,116
Unvested, Ending Balance | shares	4,070,455
[1] The forfeited shares include the Company’s failure to meet certain performance measures and employee terminations during the three months ended March 31, 2023 ; further, these forfeited shares are added back to the amount of shares available for grant under the Incentive Plan. Upon vesting, award-holders elected to sell shares to the Company in order to satisfy the associated tax obligations. The awards are not deemed outstanding; further, these forfeited shares are added back to the amount of shares available for grant under the Incentive Plan.

Share Based Compensation - Sc_3

Share Based Compensation - Schedule of Outstanding Restricted Stock Units Activity (Details) - Restricted Stock Units	3 Months Ended
	Mar. 31, 2023 $ / shares shares
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Weighted average grant date fair value, Beginning Balance | $ / shares	$ 13.22
Weighted average grant date fair value, Vested | $ / shares	18.27
Weighted average grant date fair value, Ending Balance | $ / shares	$ 12.75
Class A Common Stock
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Unvested, Beginning Balance | shares	108,909
Vested | shares	9,304
Unvested, Ending Balance | shares	99,605

Share Based Compensation - Sc_4

Share Based Compensation - Schedule of Outstanding Performance Stock Units Activity (Details) - Performance Stock Units	3 Months Ended
	Mar. 31, 2023 $ / shares shares
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Weighted average grant date fair value, Beginning Balance | $ / shares	$ 19.19
Weighted average grant date fair value, Granted | $ / shares	8.87
Weighted average grant date fair value, Ending Balance | $ / shares	$ 12.64
Class A Share
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Unvested, Beginning Balance | shares	634,023	[1]
Granted | shares	1,102,497	[1]
Unvested, Ending Balance | shares	1,736,520	[1]
[1] Represent shares to be paid out at target level.

Share Based Compensation - Sc_5

Share Based Compensation - Schedule of Outstanding Performance-based Stock Options (Details) - Performance based Stock Options	3 Months Ended
	Mar. 31, 2023 USD ($) $ / shares shares
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Granted | shares	1,148,822
Outstanding ending balance | shares	1,148,822
Weighted Average Exercise Price, Granted | $ / shares	$ 6.13
Weighted Average Exercise Price, Outstanding | $ / shares	$ 6.13
Weighted Average Remaining Contractual Term (in years), Outstanding	7 years
Aggregate Intrinsic Value, Outstanding | $	$ 505,482

Share Based Compensation - Sc_6

Share Based Compensation - Schedule of Share-based Payment Award, Stock Options, Valuation Assumptions (Details)	3 Months Ended
	Mar. 31, 2023
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract]
Risk-free interest rate	3.42%
Expected volatility	52.82%
Dividend yield	0%
Expected term (in years)	4 years 6 months

Taxation - Additional Informati

Taxation - Additional Information (Details) - USD ($)		3 Months Ended
	Jul. 11, 2019	Mar. 31, 2023	Mar. 31, 2022	Dec. 31, 2022	Jun. 15, 2021
Valuation Allowance [Line Items]
Effective tax rate		(18.00%)	23%
Income tax expense		$ (4,357,000)	$ (3,843,000)
Stock based compensation adjustments net tax shortfall		$ 2,100,000
Federal statutory rate		21%
Deferred tax liabilities, net					$ 36,100,000
Deferred tax assets, net		$ 132,044,000		$ 136,370,000
Valuation allowance recognized, percentage		100%
Uncertain tax positions		$ 0
Percentage of tax benefits payable under Tax Receivable Agreement	100%
Liability related to projected obligations under Tax Receivable Agreement		183,700,000
Increase in TRA liability		4,600,000
Blue Cow Software
Valuation Allowance [Line Items]
Net tax impact		$ 5,800,000

Segments - Additional Informati

Segments - Additional Information (Details)	3 Months Ended
	Mar. 31, 2023 Segment
Segment Reporting Information [Line Items]
Number of operating segment	2
Consumer Payments | Revenue, Segment Benchmark | Segment Concentration Risk
Segment Reporting Information [Line Items]
Concentration risk percentage	88%
Business Payments | Revenue, Segment Benchmark | Segment Concentration Risk
Segment Reporting Information [Line Items]
Concentration risk percentage	12%

Segments - Schedule of Revenue

Segments - Schedule of Revenue and Gross Profit for Each Reportable Segment (Details) - USD ($) $ in Thousands		3 Months Ended
		Mar. 31, 2023	Mar. 31, 2022
Segment Reporting Information [Line Items]
Total Revenue		$ 74,537	$ 67,564
Total gross profit	[1]	56,572	50,999
Total other operating expenses	[2]	74,536	57,907
Total other income (expense)		(5,611)	23,637
Income (loss) before income tax expense		(23,575)	16,729
Income tax expense		(4,357)	(3,843)
Net income (loss)		(27,932)	12,886
Consumer Payments
Segment Reporting Information [Line Items]
Total Revenue		69,940	61,081
Business Payments
Segment Reporting Information [Line Items]
Total Revenue		8,675	8,892
Operating Segments | Consumer Payments
Segment Reporting Information [Line Items]
Total Revenue		69,940	61,081
Total gross profit	[1]	54,625	47,491
Operating Segments | Business Payments
Segment Reporting Information [Line Items]
Total Revenue		8,675	8,892
Total gross profit	[1]	6,025	5,917
Intersegment Elimination
Segment Reporting Information [Line Items]
Total Revenue	[3]	(4,078)	(2,409)
Total gross profit	[1]	$ (4,078)	$ (2,409)
[1] Represents revenue less costs of services. Represents total operating expenses less costs of services. Represents intercompany eliminations between segments for consolidation purpose.